218825965MOFSL Annual-Report 2022

ANNUAL REPORT 2021-22
CONTENTS
MD’s MESSAGE 02
BOARD OF DIRECTORS 04
KEY PEOPLE 05
THE WEALTH CREATION
DEMOCRACY PERFORMANCE AT A GLANCE 06
At Motilal Oswal we believe that in the world’s BUSINESS SNAPSHOT 08

largest democracy, everyone deserves the right
to create wealth, the reason why we provide high
5 YEARS PERFORMANCE HIGHLIGHTS 10
quality research, advice and a range of products
to different kinds of customers in markets large
and small. We do this by using the reach of our ESG 12
wide physical network and the scalability of our
digital platforms. This helps make wealth BOARD’S REPORT 35
creation accessible for all, creating a Wealth
Creation Democracy. MANAGEMENT DISCUSSION & ANALYSIS 67
REPORT ON CORPORATE GOVERNANCE 80
BUSINESS RESPONSIBILITY REPORT 111
FINANCIAL STATEMENTS 123

ANNUAL REPORT 2021-22 ANNUAL REPORT 2021-22
MD’s MESSAGE IREF V, which was launched in FY2021, attained its close at ` 1,215 crore. Our wealth management business
recorded 53% YoY growth in revenue led by 36% YoY growth in AUM at ` 34,389 crore and strong net sales
of ` 5,400 crore. Strong operating leverage was visible in this business which was led by improvement in RM
Dear Shareholders, productivity. We continue to invest in this business by adding RMs. With improvement in the vintage of RMs, the
profitability of our wealth management is poised for further traction.
India entered into FY2022 with the threat of 2nd
Covid wave looming over. Despite the pandemic
On our housing finance business, our efforts to strengthen the organisation in terms of processes, systems,
situation, markets continued to have a buliish run
manpower, culture and structure has yielded results, as we recorded highest ever profitability in FY2022. During
as both indices touched all-time high in the
the year, CRISIL/ICRA upgraded/assigned AA rating to long term borrowings of MOHFL. Our full year
month of October 2021. There was an increasing
disbursements grew by 136% YoY to ` 643 crore. We have joined hands with U.S. International Development
retail participation in capital markets witnessed
Finance Corporation (DFC), world’s largest development finance institution during the course of FY2022. DFC has
during the year as the industry added all-time high
committed USD 50 million as a long term loan under ECB route. Apart from that, we continued to have strong
demat accounts along with record fund
mobilization through IPO route. With tensions Liability Mobilizations from various Banks & Institutions at competitive rates. Our cost of borrowings for FY2022
arising due to Russia Ukraine conflict, market stood at 8.2%, down by 105 bps YoY. Further, we have expanded our sales force with 600+ sales employees
witnessed a free fall. Subsequently, markets currently in place and expanded our presence in Northern India. In our fund based businesses (comprising of
Motilal Oswal bounced back and erased some of its losses by sponsor commitments to quoted equity and private equity funds), we recorded gains on investments at ` 407
Managing Director & Chief Executive Officer March 2022. crore. As per IND-AS, these gains are a part of our reported earnings. Our QGLP philosophy, niche expertise in
Motilal Oswal Financial Services Limited equities, proven track record and belief in ‘skin in the game’, augurs well for our fund based business.
Some of the key highlights of FY2022 include group’s asset under advice crossing ` 3 lakh crore mark, 68% growth
FY2022 added another feather in our cap as we continued to reach new highs on several parameters. We reported
in PAT of Capital Markets business, 116% growth in PAT of Wealth Management business, successful launch of
highest ever consolidated revenues of ` 4,320 crore and PAT of ` 1,311 crore. Our operating PAT touched an IBEF IV fund and highest ever NIM and lowest ever COF for Home Finance business.
all-time high of ` 905 crore, registering a growth of 69% YoY. Our ROE, excluding other comprehensive income,
stood at 30% in FY2022. Our focus on knowledge, talent, processes, technology, brand & culture and inter-segment Our strategy to diversify our business model towards linear sources of earnings continue to show positive results.
synergies have helped us in achieving key milestones across all business verticals. We continue to remain Capital Market business, which is our oldest and cash cow business, has achieved new high on various
optimistic on the growth potential of our all business verticals given the robust fundamental structure. parameters and continues to benefit from industry consolidation led by knowledge driven Phygital offerings. Our
Asset Management business is likely to gain from strong product performance and its niche offerings. Going
On the capital markets front, Indian equity markets continued their bullish run for most part of the financial year. forward, with ample room for scalability of our Housing Finance and other businesses, we remain excited for the
The industry witnessed a record of 3.5 crore new demat accounts being opened. While FIIs were on a selling spree future prospects of the Company.
in FY2022, DIIs offset the pressure and recorded highest ever inflows. The success of “Phygital Business model”
of our broking business has continued to yield positive results as we recorded highest ever Broking revenues, IMF has estimated a growth rate of 8.2% in FY2023 with India retaining its tag as the fastest growing major global
profit and ADTO in FY2022. We successfully added 8.8 lakh clients in FY2022, taking the total retail client base to economy. India is gradually becoming a preferred investment hub for many global MNCs. The growing demand for
~28.5 lakh. We have one of the highest ARPUs in the industry. Our cash market share was at multi period high in affordable housing industry stands positive for our business. Sustenance of macros at reasonable levels augurs
FY2022. Our distribution AUM at ` 16,764 crore has huge head-room for growth. We have made significant well for our business and industry as a whole. As these macro trends open up opportunities, our experience and
investments in this business in talent and digital marketing. In Institution business, our rankings and clientele emphasis on ‘Knowledge First’ give us the ability to capture these growth prospects.
continued to remain robust. We were awarded #1 Domestic Brokerage and Overall Sales in Asia Money Brokers
Poll 2021. Our Investment Banking business made a turnaround in performance this year as we closed 13 deals. I sincerely thank all the employees for their unwavering commitment towards the Company in the thick and thin of
the journey. I also thank all the stakeholders who have shown support and rendered well-wishes for the Company.
We continue to engage on a wide cross-section of mandated transactions across capital markets and advisory.
I have no doubts that the new financial year will bring its own challenges and opportunities and that this fine team
will be up and running to face them.
Our AMC AUM which includes MF, PMS and AIF stood at ` 49,020 crore in FY2022. SIP inflows crossed ` 200 crore
monthly milestone in FY2022 with highest ever monthly inflows recorded in March 2022. Our gross sales at AMC
With best wishes,
level increased by 49% YoY led by 125% growth in Alternate sales. Further, improvement in performance coupled
with decline in redemptions has resulted in strong positive net sales in FY2022 as compared to net outflows in
FY2021. We have witnessed strong traction in our Passive offerings, our AUM crossed ` 10,000 crore mark. Fee Sincerely,
earning PE and RE AUM crossed ` 10,000 crore. We exited from all investments of IBEF I and the fund had Motilal Oswal
delivered a XIRR of ~27%. During the year, we launched IBEF IV, the biggest PE fund, with a target size of ` 4,500 Managing Director & Chief Executive Officer
crore. We have witnessed overwhelming response to this fund as it has achieved its 2nd close at ` 4,000 crore. Motilal Oswal Financial Services Limited.
Page No 02 03 Page No
BOARD OF DIRECTORS KEY PEOPLE
MOTILAL OSWAL NAVIN AGARWAL Ajay Kumar Menon Rajat Rajgarhia Vishal Tulsyan
RAAMDEO AGARAWAL Managing Director (MD) & Non-Executive Director, MOFSL CEO, Broking & Distribution Business, CEO, Institutional Equities Business MD & CEO,
Non-Executive Chairman Chief Executive Officer (CEO) (MD & CEO, MOAMC) Whole-time Director, MOFSL & Whole-Time Director, MOFSL Private Equity Business
C. N. Murthy Chandrashekhar Karnik Pankaj Bhansali Divya Momaya Swanubhuti Jain

Independent Director Independent Director Independent Director Independent Director Independent Director
Abhijit Tare Ashish Shanker Shalibhadra Shah
CEO, Investment Banking MD & CEO, Chief Financial Officer
Business Private Wealth Business
Kailash Purohit
Company Secretary and Compliance Officer
Statutory Auditors
M/s Singhi & Co., Chartered Accountants
Internal Auditors
M/s. Aneja Associates
Registrar and Share Transfer Agent
Link Intime India Private Limited.
C - 101, 247 Park, L.B.S. Marg, Vikroli (West), Mumbai - 400083
E-mail: [email protected]
Sudhir Dhar Pankaj Purohit Ramnik Chhabra
Registered Office Group Head, Human Resource Group Head, Group Head, Marketing
Motilal Oswal Financial Services Limited & Administration Information Technology
Regd. Office: Motilal Oswal Tower, Rahimtullah Sayani Road, Opp. Parel ST Depot,
Prabhadevi, Mumbai – 400025.
CIN: L67190MH2005PLC153397
Website: www.motilaloswalgroup.com
Board: +91 22 7193 4200/7193 4263
Fax: +91 22 5036 2365
Email: [email protected]
PERFORMANCE AT A GLANCE PERFORMANCE AT A GLANCE
PAT Trend ( ` Cr) Dividend & Earning per Share

86 89
CAGR: 29% 1,311

1,203
43
623 25
20
12
365
285 215 5.5 8.5 8.5 4.0 10.0 10.0*
FY17 FY18 FY19 FY20 FY21 FY22

FY17 FY18 FY19 FY20 FY21 FY22 DPS (`) EPS (`)
*Board has considered Buy back programme of `160 cr.
Revenue Trend ( ` Cr) Networth (` Cr)
38%
CAGR: 18% 4,320 30%
3,634 26%
22%
2,752
2,462 2,365
1,924
11%
7%
1,786 2,886 3,053 3,086 4,461 5,674
FY17 FY18 FY19 FY20 FY21 FY22 FY17 FY18 FY19 FY20 FY21 FY22
Networth ROE
Revenue Mix Trend Assets Under Management/Advice (` Cr)

3,03,420
6% 9% 2%
22% 23% 11% 7,447
23% 24% 11% 49,020
30%
14% 23%
2,06,434 34,389
30% 30% 16,764
26% 27% 19% 6,569
43,403
1,23,244 1,31,299
6,370 1,07,331 25,286
55% 4,694 12,785
38% 42% 44% 48% 44% 82,832 38,893 6,530
3,073 35,640 1,95,800
14,713 17,464 29,389
20,303 9,572 15,624
10,100 9,034 1,18,391
FY17 FY18 FY19 FY20 FY21 FY22 44,963
60,691 59,000 46,754
Capital Market Asset & Wealth Mgt Housing Finance Fund Based FY17 FY18 FY19 FY20 FY21 FY22
DP Distribu�on Wealth AMC PE
BUSINESS SNAPSHOT BUSINESS SNAPSHOT

Broking & Distribution Asset Management
Broking recorded highest ever ADTO, annual revenue and profit in FY2022. AMC AUM was at an all-time high in FY2022 at ` 49,020 crore.
One of the highest ARPUs in the industry. MF AUM stood at ` 30,600 crore, while Alternate AUM stood at ` 18,177 crore.
Total retail client base stood at ~28.5 lakh with a growth of 44% YoY. Our share of Alternate assets, comprising of PMS & AIF, is the highest among AMC’s at 37%.
Around 8.8 lakh new client acquisitions in FY2022, registering a YoY growth of 43%. Focus on CAT III long only close ended AIF with AUM of ~` 5,800 crore (including pending commitment
DP AUM was at an all-time high in FY2022 at ` 1,95,800 crore, registering a YoY growth of 65%. amount to be received).
Our financial product distribution AUM witnessed a growth of 31% YoY to ` 16,764 crore as of March 2022. Received strong traction in Passive offerings, AUM crossed ` 10,000 crore mark. Most of the investments by
large family offices are preferring our unique passive and international offerings.
Significant investment has been made in talent (+900 in FY2022), taking total headcount to ~5,800.
Added 4.8 lakh SIPs in FY2022, up 54% YoY. New SIP count market share stood at 1.8%.
Research and advisory continues to be the strong base of broking services.
SIP inflows touched an all-time high of ` 219 crore in March 2022.
Ramped up digital acquisition by expanding dedicated digital acquisition team.
Motilal Oswal NTDOP ranked #1 in Best PMS in 10 years performance across all categories
Enhancing our client journey by building Super Fina app, Research Portal, e-KYC journey and redesigning (on Risk-Adjusted Returns) at India’s Smart Money Manager Awards – 2021.
options flow strategy.
Private Equity
Institutional Equities
PE and RE Fee Earning AUM crossed ` 10,000 crore across three growth capital funds and four real estate funds.
Ranked #1 in Domestic Brokerage, Overall Sales, Corporate Access, Execution and Sales Person awards
category at Asia Money Brokers Poll 2021. Growth capital funds have been successful in gaining investors’ confidence with stellar returns over the years.
Focus driven differentiated research products with 250+ companies covering 20+ sectors. IBEF I has exited from all investments and delivered a portfolio XIRR of ~27%.
Continued to acquire new empanelment and maintained it with ~800 institutions. IBEF III at ~` 2,300 crore stands fully committed across 11 investments.
The 17th edition of our annual flagship conference- AGIC was attended by 150+ corporates across 20+ Launched IBEF IV, one of the biggest fund, with a target size of ` 4,500 crore. The fund achieved its 2nd close at
sectors and over 80% CXO level participation. ` 4,000 crore.
Organized Fintech Conferences and Ideation Conferences. IREF II and III fully deployed, generating 21%+ IRR on exited investments.
IREF IV, with a size of ` 1,148 crore has deployed ` 1,170 crore across 21 investments.
IREF V achieved its final close at ` 1,215 crore and the fund has deployed ` 314 crore across 8 investments.
Investment Banking
Total 13 deals were executed in FY2022. Housing Finance
Completed IPOs of Aditya Birla Sun Life AMC, Devyani International, GR Infraprojects and Metro Brands.
Completed QIPs of Restaurant Brands Asia, Union Bank of India, Mold-Tek Packaging and Gulshan Polyols. Disbursements in FY2022 grew by 136% YoY to ` 643 crore. Business is geared up for stronger growth in
disbursements.
Continue to have rich pipeline, and are constantly engaging on a wide cross-section of mandated transactions
across capital markets and advisory. India Ratings assigned AA rating; CRISIL upgraded rating to AA from AA-; ICRA upgraded rating to AA- from A+.
Cost of borrowing came down by 105 bps YoY in FY2022 at 8.2%. We raised ` 1,433 crore in FY2022 at 7%.
Joined hands with U.S. International Development Finance Corporation (DFC), world’s largest development
Wealth Management finance institution. DFC has committed USD 50 million as a long term loan (for 15 years @ fixed ROI) under ECB
route.
Wealth AUM was at an all-time high in FY2022 at ` 34,389 crore, up 36% YoY.
Completed first Direct Assignment transaction.
Net Sales in FY2022 nearly doubled YoY to ~` 5,400 crore.
GNPA was down to 1.6% in FY2022 from 2.2% in FY2021 led by improved collection efficiency, which stood at
Trail revenues covered 89% of fixed costs in FY2022. 104% in March 2022.
Yield stood at 63 bps in FY2022. There was strong support from parent (Motilal Oswal Financial Services), total cumulative capital infusion from
RM Vintage (3+ years) have improved to 49% in FY2022 from 46% in FY2021. sponsor at ` 850 crore, resulting into lower net leverage (Debt/Equity ratio) of 2.3x.
Strong capital adequacy ratio of 52% with Tier I at 50% in FY2022.
5 YEARS PERFORMANCE HIGHLIGHTS
CONSOLIDATED FINANCIAL PERFORMANCE
` in Lakhs
Year Ended March 31 2022 2021* 2020 2019 2018 2017
Total Income 4,31,983 3,63,412 2,36,541 2,46,174 2,75,234 1,92,362
Total Expenditure 2,70,402 2,08,760 2,08,022 2,08,383 1,92,326 1,39,012
Profit before Exceptional 1,61,581 1,54,652 28,519 37,790 82,908 53,350

Item and Tax
Exceptional Item Income (Expenses) - -8,810 - - - -2,788
Profit Before Tax 1,61,581 1,45,842 28,519 37,790 82,908 50,562
Tax Expenses 30,508 25,546 6,979 9,265 20,586 14,109
Profit after Tax before Associates, 1,31,073 1,20,296 21,540 28,525 62,322 36,453
OCI & Minority Interests
Share of profit from associates 172 6,177 -2,582 1,306 906 604
(net of taxes)
Profit after Tax before OCI & 1,31,245 1,26,473 18,958 29,831 63,228 37,057
Minority Interests
Other comprehensive income 4,106 29,192 -5,986 -290 11,122 -
Profit after Tax before Minority Interests 1,35,351 1,55,665 12,972 29,542 74,350 37,057
Minority Interests Profit 269 431 618 436 1,003 1,060
Profit after Tax & Minority Interests 1,35,081 1,55,233 12,354 29,105 73,347 35,997
Paid up Equity Capital 1,491 1,485 1,481 1,457 1,451 1,445
Net Worth 5,67,437 4,46,142 3,08,630 3,05,344 2,88,590 1,78,603
Book Value Per Share 380.67 300.46 208.44 209.60 198.91 123.64
Basic EPS 89.14 85.67 12.47 20.21 43.00 25.14
Diluted EPS 88.38 83.70 12.20 19.67 42.32 24.79
*Restated due to Scheme of Arrangement
ESG Website ESG

MOFSL has launched an online ESG profile (Link) platform, which is a public,
consolidated, and searchable profile on MOFSL group website, that
ENVIRONMENT
summarizes the company’s approach towards sustainability.
Provides insightful and easily accessible information on the impact of group’s

Reduce
activities across ESG areas.
Reuse
This profile will allow various stakeholders such as clients, shareholders,
financial institutions, regulators, rating agencies etc. to conveniently review and Recycle
keep abreast of the company’s rapidly evolving ESG practices.
MOFSL becomes one of early adopters of a transparent, comprehensive and

real time platform to share company-wide ESG commitments.
SOCIAL
Employee Engagement
Learning & Development
Talent Attraction & Management
CSR Activities
GOVERNANCE
Supervisory Board
Risk Management
Compensation Framework
Compliance & Policies
ENVIRONMENT a Reduce - Facilities
Usage of LED lights leading to less electricity consumption
Motion sensors are installed in office space to save electricity
Usage of sensors in water taps to reduce wastage while washing hands
Installed IBMS system to save energy (Water Pump Automation , HVAC Switch on /off) &
monitor building operation
Emphasis on increased use of electronic means of communication
Reduce
Food wastage awareness drive is conducted in head office
Reuse
Dry and wet waste segregation

Recycle
No single-use plastics; usage of glass bottles, mugs and reusable cutlery
Taken the responsibility of cleanliness of the footpath in front of and opposite to our office
a Reduce - Information Technology b Reuse
More than 80% of servers are in virtual environment which reduces electricity cost & carbon foot print Planted and maintaining trees in & around the office premises.
Laptops are issued to employees instead of Desktops as they are energy efficient Usage of live plants as art décor.
Old UPS are replaced with new unity power UPS which helps in reducing carbon footprint
Removal of e-wastage with the aid of authorized e-waste vendor
Routine inspection of equipment to reduce losses and power consumption of data center
c Recycle
Paper, tissue and cardboard waste are recycled
Main office building is equipped with rainwater harvesting system and recycled waste water is reused
as flush water and in watering plants
Donated composting machine for recycling waste to our local municipality ward
SOCIAL a Employee Engagement
Organised a free health check-up event for all associates Pan India through Dr Lal Path Labs
Conducted vaccination drive for both doses for associates and their family members
Designated Covid support desk for employees
Medical – Moral – Financial support to employees & their families combating Covid
Paid paternity, maternity leave, work from home, physical & emotional wellbeing assistance program
Employee engagement programs- sports events & festival celebrations
Online events where associates showcase their talents
Virtual yoga, health, diet tips, fitness challenge
Conducted career counselling sessions and summer camp for employees' children
Employee Engagement
Learning & Development
Talent Attraction & Management
CSR Activities
b Learning & Development c Talent Attraction & Management
Compounding Contributors
Learning through Virtual Platform: Capsular and Byte sized learning
Organized an event to appreciate, recognise, celebrate and felicitate employees who have completed
10 years and above in the organisation.
Employees were provided with personalised gold coins with their names embossed on it.
Dedicated Learning App (Paathshala)- continuous learning through existing and new modules
MT Spark Program: Learning through Job Rotations by hiring from Tier II and Tier III campus for all business
External certifications based on the roles with reputed universities
Hiring from premier management institutions

Senior Leadership and Management Development Programs
Campus engagement through guest lectures and launching competition

Around 30,000 soft skill training hours provided during the year
Dedicated Talent Development Program for developing High Potentials, fast-tracking for Hi-Pos
Development tools in the form of IDPs, coaching, CEO mentoring, Projects,

Management Development Program
d CSR Activities
1
Supported 1,000 families in Sundarban
affected by Yass cyclone CSR Activities
Donated an Ambulance to serve 2
people residing near Osmanabad
3
Sponsored for Heart Surgery of
15 underprivileged children
2 secondaries and 5 primary schools

4
renovated near Wada,
benefiting 1500+ students
5 Set up a hostel building accommodating

100 girls
Supporting 219 schools in Madhya

6
Pradesh, Odisha & Rajasthan for
tribal students
Started Centre of Excellence, providing
7 educational and skill based training to
1,200+ students
Provided scholarship to 80+ 8

underprivileged CA students
English learning sessions organized

9
in government schools
Farmers training school (Krishikul) 10

established in Parli, Beed
11
Set up skill development training center
in Wada for tribal youth and women
Established organic multi-crop

12
training center for farmers in
Asanas, Maharashtra
Conducted training sessions for new
13 generation leaders through various
platforms
Sponsored to build an animal 14

hospital in Valsad
Our Partners
Vatsalya Samajik Sanstha, Palak Palash Foundation, Friends of Tribal Society, Wada Zilla Parishad, Child Help Foundation,
LeapForWord organisation, Sri Chaitanya Seva Trust, Shrimad Rajchandra Jivadaya, RVG Educational Foundation, Vidyawadi,
Global Parli, Vision India Foundation
GOVERNANCE a Supervisory Board
Diverse Board Composition
50% Independent Directors including 2 woman directors in holding company and at least
50% Independent Directors in the material subsidiary
Average Board experience > 30 years
Segregation of position of Chairman and Managing Director
No pledge/encumbrance on shares held by Executive Directors/Promoters
b Risk Management
Risk Management Committee
Risk Awareness through training, workshop, e-mailers, conferences, seminars etc.
Risk Management Policy

Supervisory Board
Enterprise Risk Management Framework

Risk Management
Compensation Framework
Compliance & Policies
c Compensation Framework
Remuneration policy recommended by Nomination & Remuneration Committee and approved by the Board
ESG
Across Various
Board Evaluation is done on annual basis
Businesses
Detailed disclosure of managerial remuneration in Annual Report
ESOP ESOP scheme across every business for retention of employees
d Compliance & Policies
Corporate Social Responsibility (CSR) is formulated by the company to ensure that CSR activities
are carried in an impactful manner through CSR Monitoring Cell
Policy for prohibition of Insider Trading & having system driven controls for employees and other
concerned stakeholders
Ensuring best Corporate Governance practices
Code of Conduct to ensure honest and prudent conduct and providing best practices and disclosure
Prevention of sexual harassment at workplace policy and awareness of the same through e-mailers.
No sexual harassment complaints reported in FY2022
Vigil Mechanism/Whistle Blower Framework allowing employees & other stakeholders to report any
non-compliance & wrong practices and also having direct access to Chairman of Audit Committee
Reporting of Business Responsibility on an Annual basis
ASSET MANAGEMENT The company has identified the following six Key Impact Areas-
a Employment Generation
Motilal Oswal Alternates (Private Equity) has developed an ESG framework and has institutionalized the same
in its investment process through a well-defined policy. ESG framework is largely governed by (i) Indian
regulations (ii) IFC Performance Standards and (iii) World Bank EHS guidelines.
50K+ new jobs have been created since investment across 3 funds
~50% of our investments are in companies based out of Tier II / III cities in India
~1/4th of overall workforce from low income states or Tier II & III towns
b Gender Balance
6,000+ female jobs have been created since our investment
70%+ companies with at least one women Board of Director
c Climate Action
Almost all companies comply with local environmental regulations, ensuring safety of employees
and eco-system
Almost all companies reported no serious accidents
~70% of the companies took initiatives towards reducing resource consumption, recycling, treating waste
d Financial Inclusion CAPITAL MARKET
Large customer base of new to credit / first time borrowers, enabling financial inclusion EDUMO- online, free-to-access library of videos to educate the new-to-market investors about the
nuances of stock markets. The courses host over 125 videos in 3 separate modules
(Beginners, Intermediate and Advanced) to cater to all categories of investors
Portfolio companies with strong Tier II / Tier III / Rural presence

Daily webinars conducted for free to spread market awareness and help new to market investors
~70% of companies with microfinance / affordable housing portfolio

Customers get real time margin obligations in trading system which gave a competitive advantage over
other industry players
e Healthcare Accessibility
Robotic Process Automation for transactional repetitive task to improve efficiency and avoid manual work
Molbio, a diagnostic company, expanding testing infrastructure at primary healthcare levels

Research reports on our numerous investment offerings are issued in digital mode
Arinna Lifesciences, engaged in providing pharmaceutical formulations for Central Nervous System disorders
Employment generation- hired 900+ people in FY2022
Symbiotec, engaged in providing active pharmaceutical ingredients for various critical pharmaceutical drugs
98% pin code coverage across India, thus promoting financial inclusion
MO Investor
MO Trader
HOUSING FINANCE
During loan counselling, we advise the customer on acquiring properties which have been built or
are located in such a way that they do not hurt the ecology and environment at large.
Ensure while funding proper sanitation/hygiene /safety standards are maintained

Annual Report
Company follows norms issued by National Disaster Management Authority which help us in avoiding
funding environmentally sensitive areas.
2021-2022
Company follows International Finance Corporation (IFC) Performance Standards
Focus on enabling home ownership in tier 2 & tier 3 cities, thereby helping in reducing the strain and load
on resource in tier 1 cities.
Participated responsibly in GOI’s initiative towards Covid Relief Package vide Covid Restructuring –II
in FY22 to all eligible customers
Adopted digitalized operational processes to drastically reduce paper use. We have become
paperless till the stage of loan sanction and aim to become paperless in disbursal documentation as well
Company has formed committee W-I-N-G-S (Women Initiative to Nurture, Grow & Succeed) to ensure
substantial women representation in mid-senior level of the organization
Offers home loan at concessional rate to women borrowers working in private companies and
self-employed women running their own businesses
Dedicated Customer Service department to resolve requests, queries and complaints from customers
MOTILAL
OSWAL
DIGITAL
ENGAGEMENT
34 Page No
Board’s Report
Dear Members,
The Directors of your Company have the pleasure in presenting the Seventeenth Board’s Report together with the
Audited Financial Statements for the Financial Year ended March 31, 2022.
FINANCIAL RESULTS
The summary of the Company’s financial performance, both on a consolidated and standalone basis, for the Financial
Year (“FY”) 2021-22 as compared to the previous FY 2020-21 is given below:
(₹ in Lakhs)
Particulars Consolidated Standalone
2021-22 2020-21 2021-22 2020-21
Total Revenue 4,31,983 3,63,412 2,61,144 2,22,462
Profit before Interest, Depreciation, Taxation and 2,14,226 2,02,431 1,06,848 1,12,822
exceptional items
Interest 47,819 43,028 16,558 12,770
Depreciation 4,826 4,752 3,876 3,676
Profit before Taxation and exceptional items 1,61,581 1,54,652 86,413 96,436
Add/(Less): Exceptional Items - (8,810) - (8,810)
Profit before taxation 1,61,581 1,45,842 86,413 87,626
Add/(Less) : Provision for Taxation
Current Tax 23,588 15,849 14,807 8,985
Deferred Tax 7,109 10,914 1,123 3,832
Less : Tax for earlier year (s) (189) (1,217) (199) (258)
Tax Expenses 30,508 25,546 15,731 12,559
Profit after Taxation from Continuing Operations 1,31,073 1,20,296 70,682 75,066
Share of Profit from Associates and Joint Ventures 172 6,177 - -
(net of taxes)
Profit for the Period 1,31,245 1,26,473 70,682 75,066
Add/Less: Other Comprehensive Income (OCI)
Acturial gain/(loss) 176 311 (27) 163
Fair value gain/(loss) of investment held through 4,488 32,706 2,324 27,411
FVOCI
Tax on OCI 558 3,825 (259) (3,177)
Total Comprehensive Income 1,35,351 1,55,665 72,720 99,464
Net profit attributable to:
Owners of parent 1,35,081 1,55,233 - -
Non-controlling interests 269 431 - -
Add: Balance brought forward from previous year 3,65,525 2,15,349 2,52,746 1,87,606
Profit Available for appropriation 1,35,087 1,54,252 70,682 75,066
Less: Appropriations (11,636) (4,075) - -
Transfer to Statutory Reserve (2,729) (659) - -
Transfer to Capital redemption Reserve - - - -
Interim Dividend and Final Dividend (8,673) (2,894) (7,365) (3,081)
Tax on Buyback - (2,820) - (2,820)
Significant changes due to business combination - - (9,277) (4,025)
Dividend Distribution Tax - - - -
Expected Credit Loss Impairment reserve - - - -
Transfer to General Reserve - - -
Transfer to Minority interest (137) (67) - -
Balance of Profit carried forward 4,88,977 3,65,526 3,06,787 2,52,746
Note:In case links are not opening, kindly copy and paste the link on any web browser.
35 Page No
Board’s Report (Contd..)

FINANCIAL PERFORMANCE
Standalone
The standalone revenues in FY 2021-22 stood at ₹2,61,144 Lakhs vs ₹2,22,462 Lakhs in FY 2020-21. Total expenses
(excluding interest and depreciation) for the year came in at ₹1,54,297 Lakhs which increased by 41% over previous
year. People cost increased by 37% YoY to ₹52,888 Lakhs. Operating expenses increased by 44% YoY to ₹75,461
Lakhs. The profit before depreciation, interest and taxation (EBITDA) stood at ₹1,06,847 Lakhs. Reported net profit
for the year came in at ₹ 70,682 Lakhs.
Consolidated
The consolidated revenues for the year were ₹ 4,31,983 Lakhs for the year under review, an increase of 19% as
compared to the previous year.
The average daily traded volumes (ADTO) for the equity markets during FY 2021-22 stood at ₹69.5 Lakh Crores, up
161% YoY from ₹26.7 Lakh Crores in FY 2020-21. The overall Cash market ADTO reported growth of 12% YoY at
₹ 72,443 Crores in FY 2021-22. Within derivatives, futures volume increased 9% YoY to ₹ 1.2 Lakh Crores while
options rose 171% YoY to ₹ 67.6 Lakh Crores. Amongst cash market participants, retail constituted 51% of total cash
volume, institution 20% and prop 28%. The proportion of DII in the cash market was 8%. In FY 2021-22, a record of 3.5
Crores new demat accounts were added as against 1.4 Crores in FY 2020-21. The number of demat accounts stood
at 8.97 Crores in FY 2021-22, a growth of 63% YoY.
Key Highlights
- Capital market business (Broking + IB) income grew 48% YoY to ₹ 2,537 Crores.
- The Company had 28.5 Lakhs retail broking and distribution clients growing at a CAGR of 28% from FY 2017-18
to FY 2021-22. Client acquisition stood at 8.8 Lakhs during the year, up 43% YoY.
- Our financial product distribution AUM was ₹16,764 Crores as of March 2022, up 31% YoY.
- Investment banking business made a strong turnaround in business with 13 deals completed in FY 2021-22. The
team have a rich pipeline and continues to engage on a wide cross-section of mandated transactions across
capital markets and advisory.
- Asset management income increased by 17% YoY to ₹622 Crores, as compared to last year. Total assets under
management across mutual funds, PMS and AIF was ₹49,020 Crores, up 13% YoY. Within this, the mutual fund
AUM was up 18% YoY to ₹30,600 Crores, while Alternates AUM (PMS and AIF) stood at ₹18,177 Crores.
- The private equity income stood at ₹254 Crores, up 154% YoY. The income from wealth management business
stood at ₹194 Crores, up 53% YoY. The wealth management AUM for FY 2021-22 was at ₹34,389 Crores, up 36%
YoY.
- Housing finance related gross income of ₹528 Crores, down 3% YoY. HFC loan book was ₹3,485 Crores, as of
March 2022. Disbursements stood at ₹643 Crores, up 136% YoY.
In line with the long term strategy to grow RoE sustainably, Motilal Oswal Financial Services Limited (MOFSL) had
made strategic allocation of capital to long term RoE enhancing opportunities like Motilal Oswal Home Finance
Limited, and sponsor commitments to our mutual fund and private equity funds. As of March 2022, our total quoted
equity investments stood at ₹2,676 Crores.
Page No 36

Total expenses (excluding interest and depreciation) for the year at ₹2,17,757 Lakhs registered an increase of 35%
over previous year. Profit before depreciation, interest and taxation (EBITDA) stood at ₹2,14,226 Lakhs, an increase
of 6% from the previous year. Profit for the year increased by 9% to ₹1,31,073 Lakhs.
The detailed results of operations of the Company are given in the Management Discussion & Analysis forming part
of this Report.
FUTURE OUTLOOK
Our strategy to diversify our business model towards more annuity sources of earnings continues to deliver positive
results. The annuity nature of earnings in the businesses like asset based businesses and housing finance business
has brought in visibility of our earnings. Our businesses have delivered strong and sustainable performance in
FY2022. Our brand is now being recognized across each of our businesses. Each of our business segments offers
huge headroom for growth and we are well placed to benefit from this.
CONSOLIDATED FINANCIAL STATEMENT
As per Regulation 33 of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015 (“Listing
Regulations”) and applicable provisions of the Companies Act, 2013 (“the Act”) read with the Rules made thereunder
(as amended from time to time), the Consolidated Financial Statement of the Company for the FY 2021-22 have
been prepared in compliance with applicable Indian Accounting Standards and on the basis of Audited Financial
Statement of the Company and its subsidiaries, as approved by the respective Board of Directors (“Board”).
The Consolidated Financial Statement together with the Auditors’ Report is forming part of this Annual Report.
MOFSL “HIGHEST EVER” OR “LARGEST EVER”
The diversified business model of the Group has led to the largest ever profitability in the FY 2021-22. The key
highlights for FY 2021-22 are as follows:-
 Highest ever Annual Revenue and Profit

 Highest ever AMC, Distribution, Wealth and DP AUM
 Highest ever Fund Raise by PE & RE
 Highest ever AMC and Wealth Business Annual Profit
 Highest ever Broking ADTO & Revenue
 Highest ever New Client Acquisition in Broking
 Highest ever NIM led by lowest ever CoF for Home Finance
ENVIRONMENT, SOCIAL AND GOVERNANCE (ESG) INITIATIVES
Since your Company strongly believes in raising corporate transparency, strengthening risk management, promoting
stakeholder engagement, improving communications with Stakeholders, your Company has undertaken various
Environment, Social and (Corporate) Governance (ESG) initiatives during FY 2021-22. The separate disclosure on
ESG initiatives and contribution by the Company in battling against COVID-19 is forming part of this Annual Report.
INFORMATION ON THE STATE OF AFFAIRS OF THE COMPANY
The Information on the affairs of the Company has been given in Management Discussion & Analysis Report forming
part of this Annual Report.
37 Page No

CORPORATE RESTRUCTURING OF GROUP ENTITIES
In order to consolidate the fund management business of the Group, demonstrating the Promoter Group’s direct
commitment etc., the Board of Directors (the “Board”) of the Company on December 24, 2020 and members of
the Company on December 16, 2021, considered and approved the Scheme of Arrangement between Passionate
Investment Management Private Limited (“PIMPL” or “the Transferor Company 1”) and MOPE Investment Advisors
Private Limited (“MOPE” or “the Transferee Company 2” or “the Demerged Company 1” or “the Transferor Company
3”) and Motilal Oswal Real Estate Investment Advisors Private Limited (“MORE” or “the Transferor Company 2”)
and Motilal Oswal Real Estate Investment Advisors II Private Limited (“MORE II” or “the Demerged Company 2” or
“the Transferor Company 4”) and MO Alternate Investment Advisors Private Limited (erstwhile Motilal Oswal Fincap
Private Limited) (“MO Alternate” or “the Resulting Company”) and Motilal Oswal Financial Services Limited (“MOFSL”
or “the Transferee Company 1” or “the Holding Company of the Resulting Company” or “the Company”) and their
respective shareholders (“the Scheme”) under Sections 230-232 of the Act involving the following:-
i. Amalgamation of Passionate Investment Management Private Limited with Motilal Oswal Financial Services
Limited and consequent issue of equity shares by Motilal Oswal Financial Services Limited;
ii. Amalgamation of Motilal Oswal Real Estate Investment Advisors Private Limited with MOPE Investment Advisors
Private Limited;
iii. Post the amalgamation as stated in clause (ii) above, demerger of the Fund Management Undertaking (defined
as Fund Management Undertaking 1 in the Scheme) of MOPE Investment Advisors Private Limited into MO
Alternate Investment Advisors Private Limited and consequent issue of equity shares by Motilal Oswal Financial
Services Limited to the shareholders of MOPE Investment Advisors Private Limited;
iv. Post the demerger as stated in clause (iii) above, amalgamation of MOPE Investment Advisors Private Limited
with Motilal Oswal Financial Services Limited and consequent issue of equity shares by Motilal Oswal Financial
Services Limited;
v. Post the amalgamation as stated in clause (iv) above, demerger of the Fund Management Undertaking (defined
as Fund Management Undertaking 2 in the Scheme) of Motilal Oswal Real Estate Investment Advisors II Private
Limited into MO Alternate Investment Advisors Private Limited and consequent issue of equity shares by Motilal
Oswal Financial Services Limited to the shareholders of Motilal Oswal Real Estate Investment Advisors II Private
Limited;
vi. Post the demerger as stated in clause (v) above, amalgamation of Motilal Oswal Real Estate Investment Advisors
II Private Limited with Motilal Oswal Financial Services Limited and consequent issue of equity shares by Motilal
Oswal Financial Services Limited;
vii. Various other matters consequential or otherwise integrally connected herewith.
After obtaining all the statutory and regulatory approvals including No Objection Certificate from Stock Exchanges,
your Company had filed an application with Hon’ble National Company Law Tribunal, Mumbai Bench (“NCLT”) to said
effect.
The Hon’ble NCLT vide its Order dated March 11, 2022 has approved the Scheme of Arrangement between Group
Entities. Further, the Scheme was made effective from March 30, 2022. The appointed date was April 1, 2020.
The aforesaid restructuring will not lead to any change in control and the brief presentation explaining the entire arrangement
and copy of the Hon’ble NCLT order is uploaded on the website of the Company at www.motilaloswalgroup.com.
Page No 38

MATERIAL CHANGES AND COMMITMENTS, AFFECTING THE FINANCIAL POSITION OF THE COMPANY
Pursuant to the Corporate Restructuring of Group Entities under the Scheme of Arrangement which was made
effective from March 30, 2022, the updated/revised Standalone Financial Statements (Amalgamated) of the Company
as on March 31, 2021 have been approved by the Audit Committee and Board at their respective Meeting held on
March 30, 2022 for the limited purpose of filing return with Tax Authorities.
Except as stated above, there have been no other material changes and commitments, affecting the financial position
of the Company, which have occurred between the end of the financial year of the Company and the date of this
Report.

DIVIDEND
In terms of Regulation 43A of Listing Regulations, the Board of Directors of the Company has approved the Dividend
Distribution Policy (“Policy”) in line with the requirements of the Listing Regulations and it is available on the website
of the Company and can be accessed at https://www.motilaloswalgroup.com/Downloads/IR/206776066708.-
Dividend-Distribution-Policy.pdf.
During the year under review, the Board of Directors of the Company, based on the parameters laid down in the
Dividend Distribution Policy, at its meeting held on January 27, 2022 had declared and paid an Interim Dividend of
₹7/- per Equity Share for the FY 2021-22, out of the profits of the Company for the third quarter and nine months ended
December 31, 2021, on 14,71,76,074 Equity Shares having face value of ₹1/- each, aggregating to ₹103,02,32,518/-.
Further, the Board of Directors of the Company at its meeting held on April 28, 2022 have recommended a Final
Dividend of ₹3/- per Equity Share having face value of ₹1/- each for FY 2021-22, subject to approval of the Members
of the Company at the ensuing Annual General Meeting (“AGM”).
The Final Dividend, if approved at the ensuing AGM, would be paid to those Members whose name appears in the
Register of Members / Beneficial Holders as on July 4, 2022.
TRANSFER TO RESERVES
The Board of your Company decided not to transfer any amount to the General Reserve and retain the entire amount
of profit under Retained Earnings.
Further, pursuant to the Corporate Restructuring of Group Entities under Scheme of Arrangement which was made
effective from March 30, 2022, the Statutory Reserve of Passionate Investment Management Private Limited (“PIMPL”
or Transferor Company 1) of ₹5,232.75 Lakhs was transferred to General Reserve of the Company.
CREDIT RATING
During the year under review, the Credit Rating agencies have reaffirmed/ assigned the below credit ratings:
Rating Agency Instrument Type Size of Issue Rating/Outlook Rating

(₹in Crore) Action
ICRA Limited Commercial Papers 1,500 [ICRA]A1 Assigned
1,000 [ICRA]A1+ Reaffirmed
Long-term Principal Protected 100 PP-MLD[ICRA]AA Reaffirmed
Market Linked Debentures (Stable)
Non-Convertible Debentures 300 [ICRA]AA (Stable) Reaffirmed
Bank Lines – Unallocated 300 [ICRA]AA (Stable) Reaffirmed
39 Page No

Rating Agency Instrument Type Size of Issue Rating/Outlook Rating
(₹in Crore) Action
India Rating & Research Private Commercial Papers 250 IND A1+ Assigned
Limited 2,250 IND A1+ Affirmed
Non-Convertible Debentures 300 IND AA/Stable Affirmed
Principal Protected Market- 300 INDPP-MLD Affirmed
Linked Debentures AAemr/Stable
CRISIL Limited Commercial Papers 1,750 CRISIL A1+ Reaffirmed
The above ratings indicate a very strong degree of safety regarding timely servicing of financial obligations.
SHARE CAPITAL
During the year under review, the Company has allotted 5,74,100 Equity Shares having face value of ₹1/- each to
eligible employees upon exercise of the vested options granted to the said employees under various Employee Stock
Option Schemes of the Company.
Further, pursuant to Corporate Restructuring of Group Entities under Scheme of Arrangement, the Company has
allotted 8,82,42,508 Equity Shares to the shareholders of Transferor Companies i.e. Passionate Investment
Management Private Limited (“PIMPL”), MOPE Investment Advisors Private Limited (“MOPE”) and Motilal Oswal Real
Estate Investment Advisors II Private Limited (“MORE II”) as per the treatment provided in the Scheme. This includes
cancellation of 8,63,74,063 Equity Shares held by PIMPL against issue of equal number of new Equity Shares of the
Company to the shareholders of PIMPL and issue of 18,68,445 new Equity Shares of the Company to the shareholders
of MOPE & MORE II.
Consequently, the paid up Share Capital of the Company as at March 31, 2022 stood at ₹14,90,62,919/- (Rupees
Fourteen Crore Ninety Lakhs Sixty Two Thousand Nine Hundred Nineteen only) equity shares having face value of
₹1/- each.
The Authorised Share Capital of the Company as on March 31, 2021 was ₹149,00,00,000/- divided into 92,50,00,000
Equity Shares of ₹1/- each and 56,50,000 Preference Shares of ₹100/- each. Pursuant to the Order dated March
11, 2022 passed by the Hon’ble NCLT approving the Scheme of Arrangement, the Authorized Share Capital of the
Company stands increased to ₹1,74,00,00,000/- divided into 1,12,00,00,000 Equity Shares of ₹1/- each aggregating
to ₹1,12,00,00,000/- and 62,00,000 Preference Shares of ₹100/- each aggregating to ₹62,00,00,000/- .
EMPLOYEE STOCK OPTION SCHEMES
The disclosures required to be made under the SEBI (Share Based Employee Benefits) Regulations, 2014
(“ESOP Regulations”) (as amended from time to time), are available on the website of the Company at
www.motilaloswalgroup.com.
Further, the Company confirms that all the Employee Stock Options Schemes of the Company are falling under direct
route and not trust route and accordingly the provisions related to trust route as specified in the ESOP Regulations
are not applicable to the Company. Further, all the permanent employees (except the persons as mentioned in the
regulations) of the Company, its holding company and its subsidiary companies are entitled to participate in said
schemes of the Company. Further, the Company confirms that it has not granted employee stock options equal to or
exceeding one percent of the issued capital of the Company at the time of grant of stock options to any employees
of the Company/Holding Company/Subsidiary Company.
The Secretarial Auditor of the Company, M/s. U. Hegde and Associates, have certified that the Company’s above-
mentioned Schemes have been implemented in accordance with the ESOP Regulations and the Resolutions passed
by the Members for the respective Schemes.
Page No 40

The Employee Stock Option Schemes are administered by the Nomination and Remuneration Committee of the
Board of the Company, in accordance with the applicable ESOP Regulations.
DEBENTURES
During the year under review, the Company has issued and allotted 780 Non-Convertible Debentures (“NCDs”) of ₹10
Lakhs each aggregating to ₹7800 Lakhs. Accordingly, 3,780 NCDs of ₹10 Lakhs each aggregating to ₹37,800 Lakhs
are outstanding as on March 31, 2022.
The Company has been servicing payment of the interest on the due dates.
The details of the Debenture Trustee of the Company is as under:
Beacon Trusteeship Limited
4C & D, Siddhivinayak Chambers, Gandhi Nagar, Opp. MIG Cricket Club, Bandra (East), Mumbai 400 051,
Tel: +91 (0)22 2655 8759, +91 955 544 9955 Website: www.beacontrustee.co.in
DEPOSITS
During the year under review, the Company has not accepted or renewed any amount falling within the purview of
provisions of Section 73 of the Act read with the Companies (Acceptance of Deposits) Rules, 2014 (as amended).
The particulars of loans/advances, etc., required to be disclosed in the Annual Accounts of the Company pursuant
to Para A of Schedule V of the Listing Regulations are furnished in the Notes to Accounts annexed to Standalone
Financial Statements which forms part of this Annual Report.
ANNUAL RETURN
Pursuant to the provisions of Section 134(3) and 92(3) of the Act read with Rule 12(1) of the Companies (Management
and Administration) Rules, 2014, the Annual Return of the Company for the financial year ended March 31, 2022 is
uploaded on website of the Company at https://www.motilaloswalgroup.com/Investor-Relations/Financial-Report/
Financial-Statement-of-Subsidiaries
SUBSIDIARY COMPANIES
The Company along with its subsidiaries, offers a diversified range of financial products and services such as Loan
against Securities, Investment Activities, Private Wealth Management, Broking and Distribution, Asset Management
Business, Housing Finance, Institutional Equities, Private Equity and Investment Banking.
As of March 31, 2022, the Company had 17 subsidiaries (including step down subsidiaries). Pursuant to Corporate
Restructuring of Group Entities under the Scheme of Arrangement becoming effective from March 30, 2022, MOPE
Investment Advisors Private Limited, Motilal Oswal Real Estate Investment Advisors Private Limited and Motilal
Oswal Real Estate Investment Advisors II Private Limited were amalgamated and ceased to be subsidiaries of the
Company. There are no associate companies or joint venture within the meaning of Section 2(6) of the Act as on
March 31, 2022.
Further, pursuant to the provisions of Section 136(1) of the Act, the financial statement for the period ended March 31,
2022 of each subsidiary of the Company is available on the website of the Company at www.motilaloswalgroup.com.
41 Page No

Material Subsidiaries
As required under Regulation 16(1)(c) and 46 of the Listing Regulations, the Board of Directors has approved the
Policy on Determination of Material Subsidiaries (“Policy”). The said policy is available on the website of the Company
and can be accessed at https://www.motilaloswalgroup.com/Downloads/IR/212618793Policy-on-Determination-
of-Material-Subsidiaries.pdf Accordingly, Motilal Oswal Home Finance Limited (“MOHFL”), Motilal Oswal Asset
Management Company Limited (“MOAMC”) and Motilal Oswal Finvest Limited (“MOFL”) are material subsidiaries of
the Company.
Investment in Subsidiaries
During the year under review, the Company has acquired:
 172,65,446 equity shares having face value of ₹10/- each of Motilal Oswal Finvest Limited (Wholly Owned
Subsidiary);
 30,00,000 equity shares having face value of ₹10/- each of Glide Tech Investment Advisory Private Limited
(Wholly Owned Subsidiary);
 96,00,000 equity shares having face value of ₹10/- each of Motilal Oswal Finsec IFSC Limited (Wholly Owned
Subsidiary);
 92,24,259 equity shares having face value of ₹1/- each of Motilal Oswal Asset Management Company Limited
(Wholly Owned Subsidiary).
Performance and Financial Position of Subsidiaries
As required under Rule 5 and Rule 8(1) of the Companies (Accounts) Rules, 2014, a report on the highlights of
performance of subsidiaries, associates and joint venture companies and their contribution to the overall performance
of the Company has been appended as “Annexure 1” to the Board’s Report. Pursuant to the provisions of Section
129(3) of the Act, a statement containing salient features of financial statement of subsidiaries in Form AOC-1 is
annexed to the Consolidated Financial Statement of this Annual Report. Your Company will also E-mail the copy of
separate audited financial statement in respect of each of the subsidiary company upon request by any Member of the
Company interested in obtaining the same. In accordance with provisions of Section 136 of the Act, the separate audited
financial statement in respect of each of the subsidiary company is also available on the website of your Company
at www.motilaloswalgroup.com. These documents will be available for inspection in electronic mode. Members can
inspect the same up to the date of AGM, by sending an e-mail to the Company at [email protected].
BOARD, COMMITTEES OF THE BOARD & KEY MANAGERIAL PERSONNEL
Composition of Board
The composition of the Board of Directors of the Company is in accordance with the provisions of Section 149 of
the Act and Regulation 17 of the Listing Regulations, with an optimum combination of Executive, Non-Executive and
Independent Directors.
The Board of the Company has 10 (Ten) Directors comprising of 1 (One) Non-Executive Chairman, 1 (One) Managing
Director & Chief Executive Officer, 2 (Two) Whole-time Directors, 1 (One) Non-Executive Director and 5 (Five)
Independent Directors. The complete list of Directors of the Company has been provided in the Report on Corporate
Governance forming part of this Annual Report.
During the year under review, there was no change in the composition of the Board of Directors of the Company.
Page No 42

Director(s) liable to retire by rotation
Section 152 of the Act provides that unless the Articles of Association provide for the retirement of all directors at
every AGM, not less than two-third of the total number of directors of a public company (excluding the Independent
Directors) shall be persons whose period of office is liable to determination by retirement of directors by rotation.
Accordingly, Mr. Raamdeo Agarawal and Mr. Navin Agarwal will retire by rotation at the ensuing AGM and being
eligible, have offered themselves for re-appointment. The details of Mr. Raamdeo Agarawal and Mr. Navin Agarwal
are included in the notice of the AGM of the Company.
The resolutions for the appointment/re-appointment of all the Directors proposed for Shareholders’ approval along
with their brief profiles as detailed in the Notice of AGM would be placed for your approval.
Composition and Meetings of Board of Directors & Committee(s)
The Composition of Board and Committee(s) as on March 31, 2022 and the details of the Meetings of the Board and
Committee(s) of the Company held during FY2021-22 are disclosed in the Report on Corporate Governance forming
part of this Annual Report.
During the year under review, all the recommendations/submissions made by the Audit Committee and other
Committees of the Board were accepted by the Board.
Separate Meeting of Independent Directors
As stipulated in the Code of Conduct for Independent Directors under the Act and the Listing Regulations, a separate
Meeting of the Independent Directors of the Company was held on April 29, 2021 to review the performance of Non-
Independent Directors (including the Chairman) and the Board as a whole. The Independent Directors also assessed
the quality, quantity and timeliness of flow of information between the Company Management and the Boards which
is necessary to effectively and reasonably perform and discharge their duties.
Declaration by Independent Directors
Pursuant to Section 149(7) of the Act, Regulation 16(1)(b) and Regulation 25(8) of the Listing Regulations, the
Independent Directors have provided a declaration to the Board of Directors that they meet the criteria of Independence
as prescribed in the Act and the Listing Regulations, and are not aware of any situation which exists or may be
reasonably anticipated that could impair or impact their ability to discharge duties as an Independent Director with
an objective independent judgement and without any external influence. Further, veracity of the above declarations
has been assessed by the Board, in accordance with Regulation 25(9) of the Listing Regulations.
The Board is of the opinion that the Independent Directors of the Company hold highest standards of integrity and
possess requisite expertise and experience (including the proficiency) required to fulfill their duties as Independent
Directors.
Further, in terms of Section 150 of the Act read with Rule 6 of the Companies (Appointment and Qualification of
Directors) Rules, 2014, as amended by Ministry of Corporate Affairs (‘MCA’), all the Independent Directors have
confirmed that they have registered themselves with databank maintained by The Indian Institute of Corporate
Affairs (‘IICA’). These declarations/confirmations have been placed before the Board. The Independent Directors are
also required to undertake online proficiency self-assessment test conducted by IICA within a period of 2 (Two) years
from the date of inclusion of their names in the data bank, unless they meet the criteria specified for exemption.
Mrs. Divya Momaya and Ms. Swanubhuti Jain have passed online proficiency self-assessment test conducted by
IICA, while Mr. C. N. Murthy and Mr. Chandrashekhar Karnik are not required to pass the online proficiency self-
assessment test pursuant to the exemption provided under first proviso of Rule 6(4) of the Companies (Appointment
and Qualification of Directors) Rules, 2014. However, Mr. Pankaj Bhansali has confirmed to undertake the said online
proficiency self-assessment within prescribed timeline.
43 Page No

Key Managerial Personnel
As at March 31, 2022, the Company has the following Key Managerial Personnel:
1) Mr. Motilal Oswal – Managing Director & Chief Executive Officer

2) Mr. Ajay Menon – Whole-time Director
3) Mr. Rajat Rajgarhia- Whole-time Director
4) Mr. Shalibhadra Shah - Chief Financial Officer
5) Mr. Kailash Purohit – Company Secretary & Compliance Officer
FAMILIARIZATION PROGRAMMES
The Company has formulated a policy on ‘familiarisation programme for independent directors’. Accordingly, upon
appointment of an Independent Director, the appointee is given a formal Letter of Appointment, which inter alia,
explains the role, function, duties and responsibilities expected as a Director of the Company.
Further, the Company also familiarize the Independent Directors with the Company, their roles, responsibilities in the
Company, nature of industry in which the Company operates, business model of the Company, various businesses
in the group etc. The Director is also explained in detail the compliance required from him under the Act and the
Listing Regulations. Further, on an ongoing basis as a part of Agenda of Board / Committee Meetings, presentations
are regularly made to the Independent Directors on various matters inter-alia covering the business strategies,
management structure, management development, quarterly and annual results, budgets, review of Internal Audit,
risk management framework, operations of subsidiaries and associates.
The Policy on familiarisation programme for independent directors along with the details of the familiarization
Programmes are available on the website of the Company and can be accessed at https://www.motilaloswalgroup.
com/Downloads/IR/33122429Familiarization-Programmes-for-Independent-Director_2022.pdf
COMPANY’S POLICY ON DIRECTOR’S APPOINTMENT AND REMUNERATION
Section 178 of the Act and Regulation 19 read with Part D of Schedule II of the Listing Regulations, as amended from
time to time, requires the Nomination and Remuneration Committee (“NRC”) to formulate a Policy relating to the
remuneration for the Directors, Key Managerial Personnel (“KMP”), Senior Management and other employees of the
Company and recommend the same for approval of the Board.
Accordingly, in compliance to the aforesaid provisions, the Nomination and Remuneration Policy of the Company is
available on the website of the Company and can be accessed at https://www.motilaloswalgroup.com/Downloads/
IR/724496156Nomination-and-Remuneration-Policy.pdf. The salient features of the Policy are given below:-
Appointment criteria and qualifications:
1. The Committee shall identify and ascertain the integrity, qualification, expertise and experience of the person for
appointment as Director, KMP or Senior Management and recommend to the Board his / her appointment.
2. A person should possess adequate qualification, expertise and experience for the position he / she is considered
for appointment. The Committee has discretion to decide whether qualification, expertise and experience
possessed by a person are sufficient/ satisfactory for the concerned position.
3. The Company shall not appoint or continue the employment of any person as Managing Director/Whole-time
Director/Manager who has attained the age of seventy years.
Page No 44

Provided that the term of the person holding this position may be extended beyond the age of seventy years with the
approval of shareholders by passing a special resolution based on the explanatory statement annexed to the notice
for such motion indicating the justification for extension of appointment beyond seventy years.
 Evaluation:
The performance evaluation shall be carried out as given below:-
Performance Evaluation by Of Whom

Nomination and Remuneration Committee - Every Director’s performance
Board of Directors - Board as a whole and Committees of Board
- All Directors excluding the Director being evaluated
Independent Directors - Non - Independent Directors
- Chairman of the Company
- Board as a whole
The Committee shall carry out evaluation of performance of every Director at regular interval (yearly).
 Removal:
Due to reasons for any disqualification mentioned in the Act, rules made there under or under any other
applicable Act, rules and regulations, the Committee may recommend, to the Board with reasons recorded in
writing, removal of a Director, KMP or Senior Management subject to the provisions and compliance of the said
Act, rules and regulations.
 Retirement:
The Director, KMP and Senior Management shall retire as per the applicable provisions of the Act and the
prevailing internal policy of the Company. The Board will have the discretion to retain the Director, KMP, Senior
Management in the same position / remuneration or otherwise even after attaining the retirement age, for the
benefit of the Company.
PROVISIONS RELATING TO REMUNERATION OF MANAGERIAL PERSON, KMP AND SENIOR MANAGEMENT
 General:
1. The remuneration / compensation / commission etc. to Managerial Person, KMP and Senior Management
will be determined by the Committee and recommended to the Board for approval. The remuneration /
compensation / commission etc. shall be subject to the prior/post approval of the shareholders of the
Company and such other approval, wherever required.
2. The remuneration and commission to be paid to Managerial Person shall be as per the statutory provisions
of the Act and Listing Regulations, and the rules made there under for the time being in force.
3. Increments to the existing remuneration / compensation structure may be recommended by the Committee
to the Board which should be within the slabs approved by the Shareholders in the case of Managerial
Person.
4. The remuneration structure will have a right mix of guaranteed (fixed) pay, pay for performance and long
term variable pay based on business growth and other factors such as growth in shareholder value to
ensure that it is competitive and reasonable.
45 Page No

5. Where any insurance is taken by the Company on behalf of its Managerial Person, KMP and for Senior
Management for indemnifying them against any liability, the premium paid on such insurance shall not be
treated as part of the remuneration payable to any such personnel.
 Remuneration to Managerial Person, KMP and Senior Management:
1. Fixed pay:
Managerial Person, KMP and Senior Management shall be eligible for a monthly remuneration as may be
approved by the Board on the recommendation of the Committee in accordance with the statutory provisions
of the Act and the rules made there under for the time being in force. The break-up of the pay scale and
quantum of perquisites including employer’s contribution to Provident Fund(s), pension scheme(s), medical
expenses, club fees, etc. shall be decided and approved by the Board on the recommendation of the
Committee and approved by the shareholders and such other approval, wherever required.
2. Variable Pay:
The Company may in its discretion structure any portion of remuneration to link rewards to corporate and
individual performance, fulfilment of specified improvement targets or the attainment of certain financial
or other objectives set by the Board. The amount payable shall be based on performance against pre-
determined financial and non-financial metrics.
3. Provision for excess remuneration:
If, in any financial year, the Company has no profits or its profits are inadequate, the Company shall pay
remuneration to its Managerial Person in accordance with the provisions of Schedule V of the Act. If any
Managerial Person draws or receives, directly or indirectly by way of remuneration any such sums in excess
of the limits prescribed under the Act or without such approval, wherever required, he/she shall refund such
sums to the Company and until such sum is refunded, hold it in trust for the Company.
 Remuneration to Non-Executive/Independent Director:
1. Remuneration/Commission:
The remuneration/commission, if any, shall be in accordance with the statutory provisions of the Act and
the rules made there under for the time being in force.
2. Sitting Fees:
The Non-Executive/Independent Director may receive remuneration by way of fees for attending meetings
of Board or Committee thereof.
Provided that the amount of such fees shall not exceed the maximum amount as provided in the Act, per
meeting of the Board or Committee or such amount as may be prescribed from time to time.
3. Limit of Remuneration/Commission:
Remuneration/Commission may be paid to Non-Executive Directors within the monetary limit approved by
shareholders, subject to the limit not exceeding 1% of the net profits of the Company computed as per the
applicable provisions of the Act.
Page No 46

PERFORMANCE EVALUATION
Pursuant to the provisions of Section 134(3)(p) and Schedule IV of the Act and in accordance to Regulation 17(10)
and 25(4) of the Listing Regulations, the Board has carried out the annual performance evaluation of the Board
as a whole, various Committees of the Board and of the individual Directors. The performance evaluation of the
Independent Directors was carried out by the entire Board. The Directors expressed their satisfaction with the
evaluation process.
The Board and the Nomination and Remuneration Committee reviewed the performance of the individual Directors
on the basis of the criteria such as Transparency, Performance, etc.
In a separate meeting of Independent Directors, performance of Non-Independent Directors, performance of the

Board as a whole and performance of the Chairman was evaluated, taking into account the views of the executive
directors and non-executive directors. The same was discussed in the Board meeting that followed the meeting
of independent directors, at which the performance of the Board, its committee and individual Directors was also
discussed.
The outcome of the performance evaluation of the Board for the year under review was discussed by the NRC and the
Board at their respective meetings. All Directors expressed satisfaction with the evaluation process.
PARTICULARS OF EMPLOYEES
Disclosure with respect to the percentage increase in remuneration, ratio of the remuneration of each Director and Key
Managerial Person to the median employee’s remuneration and other details in terms of sub-section 12 of Section
197 of the Act read with Rule 5(1) of the Companies (Appointment and Remuneration of Managerial Personnel)
Rules, 2014, are forming part of this report and has been appended as “Annexure 2” to the Board’s Report.
In terms of first proviso to Section 136 of the Act, the Report and Financial Statements are being sent to the Members
and others entitled thereto, excluding the information on employees’ particulars as required pursuant to provisions of
Rule 5(2) and 5(3) of the Companies (Appointment and Remuneration of Managerial Personnel) Rules, 2014.
In accordance with the provisions of Section 197 of the Act read with Rule 5(2) and 5(3) of the Companies (Appointment
and Remuneration of Managerial Personnel) Rules, 2014, the annexure pertaining to the names and other particulars
of employees will be available for inspection in electronic mode. Shareholders can inspect the same up to the date
of AGM, by sending an e-mail to the Company at [email protected]. Any shareholder interested in
obtaining a copy of the said Annexure may write to the Company Secretary & Compliance Officer in this regard.
The Board of Directors affirms that the remuneration paid to Senior Management of the Company is as per the
Nomination and Remuneration Policy of the Company.
GOVERNANCE
Report on Corporate Governance
A detailed Report on Corporate Governance in terms of Schedule V of the Listing Regulations for FY 2021-22, is
forming part of this Annual Report.
Further, a Certificate from M/s. Singhi & Co., the Statutory Auditors of the Company confirming compliance of
conditions of Corporate Governance as stipulated in Regulation 34 read with Schedule V to the Listing Regulations is
annexed to the Report on Corporate Governance.
47 Page No

Code of Conduct
Pursuant to Regulation 26(3) of the Listing Regulations, all the Directors & Senior Management of the Company have
affirmed compliance with the Code of Conduct of the Company.
Vigil Mechanism/Whistle Blower Policy
Pursuant to the provisions of Section 177(9) of the Act read with Rule 7 of the Companies (Meetings of Board and
its Powers) Rules, 2014 and Regulation 22 of the Listing Regulations (as amended from time to time), the Company
has framed Vigil Mechanism/Whistle Blower Policy (“Policy”) to enable directors and employees to report genuine
concerns or grievances, significant deviations from key management policies and reports of any non-compliance and
wrong practices, e.g., unethical behavior, fraud, violation of law, inappropriate behavior /conduct etc.
The functioning of the Vigil Mechanism is reviewed by the Audit Committee from time to time. None of the Directors
or employees have been denied access to the Audit Committee of the Board.
The objective of this mechanism is to maintain a redressal system which can process all complaints concerning
questionable accounting practices, internal controls, or fraudulent reporting of financial information.
The Policy framed by the Company is in compliance with the requirements of the Act and Listing Regulations. The
same is available on the website of the Company and can be accessed at https://www.motilaloswalgroup.com/
Downloads/IR/1677814951Vigil-MechanismWhistle-Blower-Policy.pdf
Prevention of Sexual Harassment of Women at Workplace
The Company has in place a Policy for Prevention, Prohibition and Redressal of Sexual Harassment at Workplace.
Appropriate reporting mechanisms are in place for ensuring protection against Sexual Harassment and the right to
work with dignity.
Further, the Company has complied with the provisions relating to the constitution of Internal Complaints Committee
under the Sexual Harassment of Women at Workplace (Prevention, Prohibition and Redressal) Act, 2013 to redress
complaints received regarding sexual harassment.
During the year under review, no complaints in relation to sexual harassment at workplace have been reported.
RISK MANAGEMENT
The Company realizes the importance of Enterprise Risk Management (“ERM”) framework and had taken early
initiatives towards its implementation. The Company has also formulated group risk management policy.
A systematic approach has been adopted that originates with the identification of risk, categorization and assessment
of identified risk, evaluating effectiveness of existing controls and building additional controls to mitigate risk and
monitoring the residual risk through effective Key Risk Indicators (“KRI”). The implementation is being carried out in
phased manner with the objective to encompass the entire line of businesses.
Effective ERM involves a robust implementation of three lines of defense - first line of defense is the front-line
employees, the second line of defense is the risk and compliance function and the third line of defense is external
and internal auditors. To build an effective risk culture significant effort has been made towards robustness of these
lines of defense.
Further, pursuant to Regulation 21 of the Listing Regulations, the Board of Directors have also constituted the Risk
Management Committee of the Board, details of which are mentioned in the Corporate Governance Report. The
Page No 48

composition of the Committee is in conformity with the Listing Regulations, as amended, with all members being
Directors of the Company. The Risk Management Committee is, inter alia, authorized to monitor and review the risk
assessment, mitigation and risk management plans for the Company from time to time and report the existence,
adequacy and effectiveness of the above process to the Audit Committee/Board on a periodic basis.
In the opinion of Board, there are no elements of risks threatening the existence of the Company.
The details of composition of the Risk Management Committee and its terms of reference, is provided in Corporate
Governance Report which forms part of this Annual Report.
BUSINESS RESPONSIBILITY REPORT
In terms of Regulation 34(2)(f) of the Listing Regulations, as amended from time to time, top 1000 listed entities
based on their market capitalization as on March 31, are required to prepare a Business Responsibility Report (“BRR”)
forming part of this Annual Report.
Accordingly, the Company has prepared the BRR describing the initiatives taken by the Board from an Environmental,
Social and Governance perspective. The Business Responsibility Committee overviews the BRR and frames and
overviews such polices as may be required from time to time.
The said BRR is forming part of this Annual Report and is also uploaded on the website of the Company at
www.motilaloswalgroup.com.
STATUTORY AUDITORS
Pursuant to the provisions of Section 139(2) of the Act read with rules made thereunder, the Members at their Twelfth
AGM held on July 27, 2017, had appointed M/s. Walker Chandiok & Co. LLP, Chartered Accountants, (“Walker”) as the
Statutory Auditors of the Company for a term of five years, i.e. from the conclusion of Twelfth AGM till the conclusion
of the Seventeenth AGM.
In order to attain the synergy at group level, Walker was also appointed as Statutory Auditor of material subsidiaries
of the Company namely Motilal Oswal Home Finance Limited (MOHFL), Motilal Oswal Asset Management Company
Limited (MOAMC) and Motilal Oswal Finvest Limited (MOFL) and other group entities for the term of 5 years.
Pursuant to the “Guidelines for Appointment of Statutory Auditors (SAs) of NBFCs (including HFCs)” issued by RBI,
NBFCs are required to appoint new Statutory Auditors of their respective company for the period of 3 years (including
existing period). Further, as per the said guidelines, the same Auditor cannot be appointed for two RBI regulated
entities within same Group and every Statutory Auditor can conduct audit of only 8 NBFCs/HFCs in aggregate.
Further, Walker had completed 3 years as Statutory Auditors in MOFL and 2 years in MOHFL.
In view of the aforesaid, Walker had resigned from MOFL due to completion of 3 years and has expressed their
inability to continue as Statutory Auditors of MOHFL also for balance period of 1 year due to limitation of audit of 8
NBFCs.
Further, due to aforesaid regulatory restrictions, Group was also required to appoint 2 separate auditors for MOHFL
and MOFL.
Further, pursuant to the provisions of Listing Regulations, the Statutory Auditor of the Company shall undertake a
limited review of the audit of all the entities/companies whose accounts are to be consolidated with the Company
and at least eighty percent of each of the consolidated revenue, assets and profits, respectively, shall have been
subject to audit or in case of unaudited results, subjected to limited review.
49 Page No

In view of the above, the Management evaluated various audit firms and decided to discontinue the audit services of
Walker across the Group pursuant to the mutual agreement between the Company and Walker. Accordingly, Walker
agreed to resign as Statutory Auditors of the Company w.e.f. closure of business hours of August 12, 2021.
Consequent to resignation of Walker as Statutory Auditors, the Board of Directors of the Company, (“the Board”),
at it meeting held on August 13, 2021, on the recommendation of the Audit Committee of the Board, resolved to
fill the casual vacancy caused by the resignation of Walker with the appointment of M/s. Singhi & Co., Chartered
Accountants as Statutory Auditors of the Company, subject to approval of the members, to hold office till the
conclusion of ensuing AGM.
Further, the members of the Company approved the appointment of M/s. Singhi & Co., Chartered Accountants as
Statutory Auditors of the Company through Postal Ballot on October 19, 2021 to hold office till the conclusion of
17th AGM of the Company.
Since the term of appointment of M/s. Singhi & Co., Chartered Accountants is expiring at the ensuing 17th AGM
of the Company, a resolution seeking approval of the Members for appointment of M/s. Singhi & Co., Chartered
Accountants as Statutory Auditors of the Company for a term of five years commencing from 17th AGM till conclusion
of 22nd AGM of the Company, is included in the Notice of the ensuing AGM.
M/s. Singhi & Co., has furnished a certificate of their eligibility and consent under Section 139 and 141 of the Act read
with the Companies (Audit and Auditors) Rules 2014 for their continuance as the Auditors of the Company for the
FY 2022 - 23. In terms of the Listing Regulations, the Auditors have confirmed that they hold a valid certificate issued
by the Peer Review Board of the ICAI.
Mr. Nikhil Singhi, Partner, Singhi & Co., Chartered Accountants, Statutory Auditors, has signed the Audited Financial
Statements of the Company.
Statutory Auditors’ Report
The Statutory Auditors’ Report issued by M/s. Singhi & Co., Chartered Accountants for the year under review does
not contain any qualification, reservations or adverse remarks. The Notes to the Accounts referred to in the Auditors’
Report are self-explanatory and therefore do not call for any further clarifications under Section 134(3)(f) of the
Act. Further, pursuant to Section 143(12) of the Act, the Statutory Auditors of the Company have not reported any
instances of frauds committed in the Company by its officers or employees.
SECRETARIAL AUDITOR
Pursuant to the provisions of Section 204 of the Act and the Companies (Appointment and Remuneration of
Managerial Personnel) Rules, 2014 (as amended from time to time), the Company had appointed M/s. U. Hegde and
Associates, Practicing Company Secretaries, to undertake the Secretarial Audit of the Company for the FY 2021-22.
Secretarial Audit & Annual Secretarial Compliance Report
The Secretarial Audit Report issued by the Secretarial Auditor has been annexed to this Board’s Report as
“Annexure 3”.
Pursuant to the provisions of Regulation 24A of the Listing Regulations, Annual Secretarial Compliance Report for
the Financial Year ended March 31, 2022 was obtained from M/s. U. Hegde and Associates, Practicing Company
Secretaries.
There is no adverse remark, qualifications or reservation in the Secretarial Audit Report and Secretarial Compliance
Report.
Page No 50

Secretarial Audit of Material Subsidiaries
In terms of Regulation 24A of Listing Regulations, the Secretarial Audit Report of material subsidiaries i.e. MOHFL,
MOAMC & MOFL for the FY 2021-22 are made available at website of the Company at www.motilaloswalgroup.com.
INTERNAL AUDITORS
The Board of Directors at their meeting held on April 29, 2021 had appointed M/s. Aneja Associates, Chartered
Accountants, as Internal Auditors of the Company for the FY 2021-22. The Internal Auditors have been periodically
reporting to the Audit Committee with regards to their audit process and key audit findings during the year.
MAINTENANCE OF COST RECORDS & COST AUDIT
The Company is engaged in carrying Stock Broking & related activities and hence provisions related to maintenance
of cost records and requirement of cost audit as prescribed under the provisions of Section 148(1) of the Act are not
applicable.
INTERNAL FINANCIAL CONTROLS
The Internal Financial Controls with reference to financial statements as designed and implemented by the Company
are adequate. The Internal Financial Control procedure adopted by the Company are adequate for safeguarding its
assets, the prevention and detection of frauds and errors, the accuracy and completeness of the accounting records
and the timely preparation of reliable financial information. During the year under review, the Internal Financial
Controls were operating effectively and no material or serious observation has been received from the Auditors of
the Company for inefficiency or inadequacy of such controls.
CONSERVATION OF ENERGY, TECHNOLOGY ABSORPTION AND FOREIGN EXCHANGE EARNINGS AND OUTGO
Pursuant to the provisions of Section 134(3) (m) of the Act read with Rule 8(3)(A) and 8(3)(B) of Companies (Accounts)
Rules, 2014, the initiatives taken by the Company for conservation of energy and technology absorption are provided
in Business Responsibility Report annexed to this Report.
Details of the foreign exchange earnings and outgo are given in the Note No. 47 to the Standalone Financial Statement
of the Company.
DISCLOSURE OF DETAILS OF UNCLAIMED EQUITY SHARES IN THE SUSPENSE ACCOUNT:
Pursuant to Regulation 34 and Schedule V of Listing Regulations, the Company reports the following details in respect
of unclaimed equity shares that are kept in Specific Demat Accounts of Motilal Oswal Financial Services Limited:-
Particulars Number of Number of Equity

Shareholders Shares
Aggregate Number of Shareholders and the outstanding shares in the 5 575
suspense account lying as on April 1, 2021
Number of Shareholders who approached the Company for transfer of - -
shares from suspense account during the year
Number of Shareholders to whom shares were transferred from the - -
suspense account during the year
Aggregate Number of Shareholders and the outstanding shares in the 5 575
suspense account lying as on March 31, 2022
51 Page No

TRANSFER TO INVESTOR EDUCATION AND PROTECTION FUND
Pursuant to the provisions of Investor Education and Protection Fund Authority (Accounting, Audit, Transfer and
Refund) Rules, 2016, the shares in respect of whom the dividend is unpaid/unclaimed for seven consecutive years
are required to be transferred to Investor Education and Protection Fund (“IEPF”) after giving an opportunity to
shareholders to claim the said unpaid/unclaimed dividend.
Accordingly, the Company issued the reminder letters to such shareholders to claim the dividend and also published
the notice to such effect in the leading newspaper in English and Regional Language having wide circulation and
accordingly informed them that in the event of failure to claim said divided, the unpaid/unclaimed dividend along with
shares pertaining to unpaid/unclaimed dividend would be transferred to IEPF.
Subsequently, the Company has transferred unpaid/ unclaimed dividend, amounting to ₹8,06,495/- on
September 17, 2021 and 14 Equity Shares to IEPF on October 19, 2021. The details of such shares are available
on the website of the Company at https://www.motilaloswalgroup.com/Investor-Relations/Disclosures/IEPF. The
concerned shareholders are requested to claim the said shares by directly approaching IEPF Authority.
DIRECTORS’ RESPONSIBILITY STATEMENT
Pursuant to the provisions of Section 134(5) of the Act in relation to the Audited Financial Statements of the Company
for the year ended March 31, 2022, the Board of Directors confirm that, to the best of its knowledge and belief:
1) in the preparation of the annual accounts, the applicable accounting standards have been followed along with
proper explanation relating to material departures, if any;
2) the Directors have selected such accounting policies and applied them consistently and made judgments and
estimates that are reasonable and prudent so as to give a true and fair view of the state of affairs of the Company
as at March 31, 2022 and of the profit of the Company for that period;
3) the Directors have taken proper and sufficient care for the maintenance of adequate accounting records in
accordance with the provisions of the Act for safeguarding the assets of the Company and for preventing and
detecting fraud and other irregularities;
4) the Directors have prepared the annual accounts on a going concern basis;
5) the Directors have laid down internal financial controls to be followed by the Company and that such internal
financial controls are adequate and operating effectively;
6) the Directors have devised proper systems to ensure compliance with the provisions of all applicable laws and
that such systems were adequate and operating effectively.
CORPORATE SOCIAL RESPONSIBILITY
The Company recognizes the responsibilities towards society and strongly intends to contribute towards development
of knowledge based economy.
In accordance with the requirements of the provisions of Section 135 of the Act read with the Companies (Corporate
Social Responsibility Policy) Rules, 2014, the Company has constituted a Corporate Social Responsibility (“CSR”)
Committee. The composition and terms of reference of the CSR Committee is provided in the Corporate Governance
Report forming part of this Annual Report.
Page No 52

The Company has also formulated a CSR Policy which is available on the website of the Company at https://www.
motilaloswalgroup.com/Downloads/IR/200139696902.-CSR-Policy.pdf
Further, the detailed CSR initiatives undertaken by the Company are available at www.motilaloswal.com/foundation/
In the wake of COVID-19 pandemic, the Company extended and will continue to extend full support and co-operation
in adhering to the directives issued by the Government and steps taken by the Government to overcome the crisis.
The social contribution made by the Company is covered in ESG section forming part of this Annual Report. We
assure you that your Company will continue to work towards its social commitment and contribute in nation building
with the same zeal.
The Company has made contribution through Motilal Oswal Foundation, a not-for-profit charitable company
incorporated under Section 25 of the Act and to various other not-for-profit organisations.
An Annual Report on activities as required under Companies (Corporate Social Responsibility Policy) Rules,
2014 (as amended from time to time) has been appended as “Annexure 4” to the Board’s Report. Further,
the Annual Action Plan on CSR activities for FY 2022-23 is also uploaded on the website of the Company at
https://www.motilaloswalgroup.com/Downloads/IR/100662267501.-Policy-on-Materiality-and-Dealing-with-
Related-Party-Transactions_27.01.2022_final.pdf
PARTICULARS OF LOANS, GUARANTEES, INVESTMENTS AND SECURITIES
Particulars of loans given, investments made or guarantees or securities provided and the purpose for which the loan
or guarantee or security is proposed to be utilised by the recipient of loan or guarantee or security pursuant to Section
186 of the Act are given under Notes to Accounts annexed to Standalone Financial Statements for the year ended
March 31, 2022 and the same forms part of this Annual Report.
PARTICULARS OF CONTRACTS OR ARRANGEMENTS WITH RELATED PARTIES
In line with the requirements of the Act and Listing Regulations and pursuant to the recommendation of the Audit Committee,
the Company has formulated the policy on Materiality and dealing with Related Party Transactions (“RPT Policy”) which
is available on the Company’s website and can be accessed at https://www.motilaloswalgroup.com/Downloads/
IR/100662267501.-Policy-on-Materiality-and-Dealing-with-Related-Party-Transactions_27.01.2022_final.pdf
All related party transactions entered into during the FY 2021-22 were on an arm’s length basis and in the ordinary
course of business.
All Related Party Transactions were placed before the Audit Committee for prior approval. Prior omnibus approval of
the Audit Committee is obtained for the transactions which are of unforeseen or repetitive in nature. The details of all
such related party transactions entered into pursuant to the omnibus approval of the Committee, were placed before
the Audit Committee on a quarterly basis for its review.
Pursuant to Section 134 (3) (h) of the Act read with Rule 8 (2) of the Companies (Accounts) Rules, 2014, there
are no transactions to be reported under Section 188 (1) of the Act. Accordingly, the disclosure of Related Party
Transactions, as required in Form AOC-2 is not applicable to the Company.

Details of transactions, contracts and arrangements entered into with related parties by the Company, during FY
2021-22, is given under Notes to Accounts annexed to Financial Statements, which forms part of this Annual Report.
53 Page No

COMPLIANCE WITH SECRETARIAL STANDARD
The Company has followed the applicable Secretarial Standards, i.e. SS-1 and SS-2, relating to ‘Meetings of the Board
of Directors’ and ‘General Meetings’ respectively.
SIGNIFICANT AND MATERIAL ORDERS PASSED BY THE REGULATORS OR COURTS
During the year under review, there were no significant and material orders passed by the regulators or courts or
tribunals that would impact the going concern status of the Company and its future operations.
Further, the Hon’ble NCLT, Mumbai Bench has vide its order dated March 11, 2022 approved the Scheme of
Arrangement between group entities.
OTHER DISCLOSURES
Your Directors state that no disclosure or reporting is required in respect of the following matters as there were no
transactions on these matters during the year under review:
 Issue of equity shares with differential rights as to dividend, voting or otherwise.

 There has been no change in the nature of business of the Company.
 Neither the Managing Director nor the Whole-time Directors of the Company receive any remuneration or
commission from any of its subsidiaries.
 There are no proceedings, either filed by the Company or filed against the Company, pending under the Insolvency
and Bankruptcy Code, 2016 as amended, before National Company Law Tribunal or other courts during the year
2022.
 There was no instance of one-time settlement with any Bank or Financial Institution.
ACKNOWLEDGEMENT
The Directors express their sincere gratitude to the Reserve Bank of India, Securities and Exchange Board of India,
BSE Limited, National Stock Exchange of India Limited, Ministry of Finance, Ministry of Corporate Affairs, Regional
Directors, Registrar of Companies, other government and regulatory authorities, lenders, financial institutions and
the Company’s Bankers for the ongoing support extended by them. The Directors also place on record their sincere
appreciation for the continued support extended by the Company’s stakeholders and trust reposed by them in your
Company. The Directors sincerely appreciate the commitment displayed by the employees of the Company and its
subsidiaries across all levels, resulting in successful performance during the year under review.
For and on behalf of the Board of

Motilal Oswal Financial Services Limited
Sd/-
Raamdeo Agarawal
Chairman
(DIN: 00024533)
Place : Mumbai
Date : April 28, 2022
Page No 54

Annexure 1
The financial performance of each of the subsidiaries included in the Consolidated financial statement are detailed
below:-
₹ In Lakhs
Sr. Name of the Subsidiary Turnover Profit / Loss before Tax Profit / Loss after Tax
No Current Previous Growth % Current Previous Growth % Current Previous Growth %
Period Period Period Period Period Period
(A) INDIAN SUBSIDIARIES
1 Motilal Oswal Investment 4,149 1,008 312% 2,037 (785) 359% 1,589 (517) 407%
Advisors Limited
2 Motilal Oswal Commodities 0 1 (30%) (2) (7) 76% (2) (7) 71%
Broker Private Limited
3 MO Alternate Investment 21,798 9,255 136% 11,462 3,283 249% 10,588 2,412 339%
Advisors Private Limited
(erstwhile Motilal Oswal Fincap
Private Limited)
4 Motilal Oswal Finvest Limited 28,685 10,491 173% 16,459 3,531 366% 13,643 3,296 314%
5 Motilal Oswal Asset 72,628 80,950 (10%) 35,928 48,435 (26%) 28,436 41,001 (31%)
Management Company Limited
6 Motilal Oswal Trustee Company 37 38 (4%) 14 23 (40%) 11 20 (47%)
Limited
7 Motilal Oswal Wealth Limited 24,262 14,226 71% 10,932 5,228 109% 8,218 4,108 100%
8 Motilal Oswal Securities 224 95 136% 29 14 106% 30 11 173%
International Private Limited
9 Motilal Oswal Home Finance 52,620 54,552 (4%) 11,831 9,045 31% 9,489 4,023 136%
Limited
10 Motilal Oswal Capital Limited 67 86 (23%) 2 11 (83%) (1) 8 (109%)
11 Motilal Oswal Finsec IFSC 152 166 (9%) 137 100 37% 108 98 10%
Limited
12 Glide Tech Investment Advisory 492 - 100% (88) (249) 65% (63) (206) 69%
Private Limited
13 TM Investment Technologies 733 4 19,139% 146 (172) 185% 153 (172) 189%
Pvt. Ltd.
COMPANIES INCOROPORATED
OUTSIDE INDIA
14 Motilal Oswal Capital Markets 124 59 109% 22 (40) 156% 22 (40) 156%
(Hong Kong) Private Limited
15 Motilal Oswal Capital Markets 227 263 (14%) (28) 34 (183%) (30) 33 (192%)
(Singapore) Private Limited
16 Motilal Oswal Asset 911 422 116% 457 107 328% 457 107 328%
Management (Mauritius) Private
Limited
17 Indian Business Excellence 10,849 1,708 535% 7,512 891 743% 7,491 869 762%
Management Company

Sd/-
Raamdeo Agarawal
Chairman
(DIN: 00024533)
Place : Mumbai
55 Page No

Annexure-2
Statement of Disclosure of Remuneration under Section 197 of the Companies Act, 2013 and Rule 5(1) of Companies
(Appointment and Remuneration of Managerial Personnel) Rules, 2014
(i) Ratio of the remuneration of each Director to the median remuneration of the Employees of the Company for
the financial year 2021-22, the percentage increase in remuneration of each Director, Chief Executive Officer,
Chief Financial Officer and Company Secretary during the financial year 2021-22:
Sr. Name of Director/KMP Designation Ratio of Percentage

No. Remuneration of Increase in
each Director/ Remuneration
KMP to median (only fixed salary is
remuneration of considered)
Employees
1. Mr. Raamdeo Agarawal Non-Executive Chairman 3.94 NA(1)
2. Mr. Motilal Oswal Managing Director and Chief 78.96 Nil
Executive Officer
3. Mr. Navin Agarwal Non-Executive Director NA(2) NA(2)
4. Mr. Ajay Menon Whole-time Director 296.53 10.00
5. Mr. Rajat Rajgarhia Whole-time Director 199.21 Nil
6. Mr. C.N. Murthy Independent Director
7. Mr. Chandrashekhar Karnik Independent Director
8. Mr. Pankaj Bhansali Independent Director 1.52 Nil
9. Mrs. Divya Momaya Independent Director
10. Mrs. Swanubhuti Jain Independent Director
11. Mr. Shalibhadra Shah Chief Financial Officer 68.03 13.64
12. Mr. Kailash Purohit Company Secretary and 11.09 25.00
Compliance Officer
(1)
Mr. Raamdeo Agarawal is paid the fixed remuneration of ₹ 12 lakhs p.a. in the form of commission.
(2)
Mr. Navin Agarwal being Non-Executive Director was not in receipt of any remuneration from the Company
during the year.
Note:- The Independent Directors of the Company are entitled for sitting fees and commission as per the
statutory provisions and within the limits approved by the shareholders. The details of remuneration paid to
Independent Directors during the year under review are provided in the Report on Corporate Governance.
(ii) The percentage increase in the median remuneration of employees in the financial year : Nil
(iii) Permanent employees on the rolls of Company as on March 31, 2022 – 6,951
(iv) Average percentile increase already made in the salaries of employees other than the managerial personnel
in the last financial year and its comparison with the percentile increase in the managerial remuneration and
justification thereof and point out if there are any exceptional circumstances for increase in the managerial
remuneration:
Page No 56

Particulars % Increase in Remuneration
Employees other than Managerial Personnel 14.00%
Managerial Personnel 9.73%

Since there was no increase in managerial remuneration, there were no exceptional circumstances.
(v) It is hereby affirmed that the remuneration paid during the year is as per the Nomination and Remuneration
Policy of the Company.

Sd/-
Raamdeo Agarawal
Chairman
(DIN: 00024533)
Place : Mumbai
57 Page No

Annexure-3
SECRETARIAL AUDIT REPORT
[Pursuant to Section 204(1) of the Companies Act, 2013 and Rule No.9 of the Companies (Appointment and
Remuneration Personnel) Rules, 2014]
FOR THE FINANCIAL YEAR ENDED MARCH 31, 2022

To,
The Members,
CIN- L67190MH2005PLC153397
I have conducted the secretarial audit of the compliance of applicable statutory provisions and the adherence to
good corporate practices by Motilal Oswal Financial Services Limited (“MOFSL”). Secretarial Audit was conducted
in a manner that provided me a reasonable basis for evaluating the corporate conducts/statutory compliances and
expressing my opinion thereon.
Based on such verification of the books, papers, minute books, forms and returns filed and other records maintained
by the company and also the information provided by the Company, its officers, agents and authorized representatives
during the conduct of secretarial audit, I hereby report that in my opinion, the company has, during the audit period
covering the financial year ended on March 31, 2022 has generally complied with the statutory provisions listed
hereunder and also that the Company has proper Board-processes and compliance-mechanism in place to the extent,
in the manner and subject to the reporting made hereinafter:
I have examined the books, papers, minute books, forms and returns filed and other records maintained by Motilal
Oswal Financial Services Limited (“the Company”) for the financial year ended on March 31, 2022 according to the
provisions of:
(i) The Companies Act, 2013 (the Act) and the rules made thereunder;
(ii) The Securities Contracts (Regulation) Act, 1956 (‘SCRA’) and the rules made thereunder;
(iii) The Depositories Act, 1996 and the Regulations and Bye-laws framed thereunder;
(iv) Foreign Exchange Management Act, 1999 and the rules and regulations made thereunder (to the extent of
Foreign Direct Investment, Overseas Direct Investment and External Commercial Borrowings);
(v) The following Regulations and Guidelines prescribed under the Securities and Exchange Board of India Act, 1992
(‘SEBI Act’):-
(a) The Securities and Exchange Board of India (Substantial Acquisition of Shares and Takeovers) Regulations,
2011;
(b) The Securities and Exchange Board of India (Prohibition of Insider Trading) Regulations, 2015;
(c) The Securities and Exchange Board of India (Issue of Capital and Disclosure Requirements) Regulations,
2018; (Not applicable during the audit period)
(d) The Securities and Exchange Board of India (Share Based Employee Benefits) Regulations, 2014 / The
Securities and Exchange Board of India (Share Based Employee Benefits) Regulations, 2014 & Securities
And Exchange Board Of India (Share Based Employee Benefits And Sweat Equity) Regulations, 2021;
Page No 58

(e) The Securities and Exchange Board of India (Issue and Listing of Debt Securities) Regulations, 2008;
(f) The Securities and Exchange Board of India (Registrars to an Issue and Share Transfer Agents) Regulations,
1993 regarding the Companies Act and dealing with client;
(g) The Securities and Exchange Board of India (Delisting of Equity Shares) Regulations, 2009; (Not applicable
to the Company during the audit period) and
(h) The Securities and Exchange Board of India (Buy-Back of Securities) Regulations, 2018.
(vi) I have relied on the representation made by the Company and its officer and compliance mechanism prevailing
in the Company and on examination of documents on test check basis for compliance of the following specific
applicable laws.
1) Bye-laws, Rules, Regulations, Guidelines, Circulars & Notifications issued by SEBI, Stock Exchanges &
Depositories and applicable to Depository Participant & Registered Broker
I have also examined compliance with the applicable clauses of the following:
(i) Secretarial Standards issued by The Institute of Company Secretaries of India.
(ii) The Uniform Listing Agreement(s) entered into by the Company with BSE Limited and National Stock
Exchange of India Limited pursuant to SEBI (Listing Obligations & Disclosure Requirements) Regulations,
2015.
During the period under review the Company has complied with the provisions of the Act, Rules, Regulations,
Guidelines, Standards, etc. mentioned above.
I further report that
The Board of Directors of the Company is duly constituted with proper balance of Executive Directors, Non-Executive
Directors and Independent Directors.
Adequate notice is given to all directors to schedule the Board Meetings, agenda and detailed notes on agenda
were sent at least seven days in advance, and a system exists for seeking and obtaining further information and
clarifications on the agenda items before the meeting and for meaningful participation at the meeting.
Majority decision is carried through while the dissenting members’ views are captured and recorded as part of the
minutes.
I further report that there are adequate systems and processes in the company commensurate with the size and
operations of the company to monitor and ensure compliance with applicable laws, rules, regulations and guidelines.
I further report that during the audit period there were following specific events /action reported having major bearing
on company’s operations;
1) The Company has allotted 5,74,100 equity shares of Re.1/- each under various ESOS Scheme implemented by
the Company.
2) Approval of Shareholders for issuing equity shares under Motilal Oswal Financial Services Limited – Employees
Stock Options Scheme –IX.
59 Page No

3) Hon’ble National Company Law Tribunal, Mumbai Bench (‘Hon’ble NCLT’) vide its order dated March 11, 2022,
approved the Scheme of Arrangement between Passionate Investment Management Private Limited (“the
Transferor Company 1” or “PIMPL”) and MOPE Investment Advisors Private Limited (“the Transferee Company
2” or “the Demerged Company 1” or “the Transferor Company 3” or “MOPE”) and Motilal Oswal Real Estate
Investment Advisors Private Limited (“the Transferor Company 2” or “MORE”) and Motilal Oswal Real Estate
Investment Advisors II Private Limited (“the Demerged Company 2” or “the Transferor Company 4” or “MORE
II”) and MO Alternate Investment Advisors Private Limited (“the Resulting Company” or “MO Alternate”) and
Motilal Oswal Financial Services Limited (“the Transferee Company 1” or “the Holding Company of the Resulting
Company” or “MOFSL”) and their respective Shareholders (‘the Scheme’) becoming effective w.e.f. March 30, 2022
and pursuant to the scheme the Company has allotted 8,82,42,508 Equity Shares under the said scheme.
FOR U.HEGDE & ASSOCIATES, COMPANY SECRETARIES
Sd/-
UMASHANKAR K HEGDE
(Proprietor)
COP No- 11161 # M.No- A22133
ICSI UDIN : A022133D00022754
ICSI Unique Code : S2012MH18 8100
Peer Review Certificate No - 1263/2021

Place : Mumbai
Page No 60

ANNEXURE TO SECRETARIAL AUDIT REPORT
To,
The Members,
CIN- L67190MH2005PLC153397
My report of even date is to be read along with this letter.
1. Maintenance of secretarial record is the responsibility of the management of the company. Our responsibility is
to express an opinion on these secretarial records based on our audit.
2. I have followed the audit practices and processes as were appropriate to obtain reasonable assurance about
the correctness of the contents of the Secretarial records. The verification was done on test basis to ensure
that correct facts are reflected in secretarial records. We believe that the processes and practices, we followed
provide a reasonable basis for our opinion.
3. I have not verified the correctness and appropriateness of financial records and Books of Accounts of the
company.
4. Where ever required, I have obtained the Management representation about the compliance of laws, rules and
regulations and happening of events etc.
5. The compliance of the provisions of Corporate and other applicable laws, rules, regulations, standards is the
responsibility of management. My examination was limited to the verification of procedures on test basis.
6. The Secretarial Audit report is neither an assurance as to the future viability of the company nor of the efficacy
or effectiveness with which the management has conducted the affairs of the company
FOR U.HEGDE & ASSOCIATES, COMPANY SECRETARIES
Sd/-
UMASHANKAR K HEGDE
(Proprietor)
COP No- 11161 # M.No- A22133
ICSI UDIN : A022133D00022754
ICSI Unique Code : S2012MH18 8100
Peer Review Certificate No - 1263/2021
Date: April 28, 2022

Place: Mumbai
61 Page No

Annexure 4
Annual Report on Corporate Social Responsibility (“CSR”) Activities
1. Brief outline on CSR Policy of the Company:
The Company’s vision is to provide opportunities for children and their families to move from poverty and
dependence to self-reliance. Motilal Oswal Financial Services Limited (the “Company”) believes in ‘‘Knowledge
First’’ and the Company believes that education can bring prosperity and equality in the society.
In line with our motto of “Knowledge First”, the Company believes in enhancing the human intangible asset and
thus the Company strives to contribute largely to the education & learning front. Recognizing the responsibilities
towards society, we intend to carry out initiatives for supporting education.
The Company resolves to contribute towards development of knowledge based economy by discharging
Corporate Social Responsibilities (CSR) that would positively impact on customers, employees, shareholders,
communities and other stakeholders in various aspects of its operations.
The Company would carry out its responsibilities of Corporate Social Responsibility for the year with a collective
goal on key focus areas enumerated in the CSR policy of the Company. The CSR Policy has been formulated in
accordance with the provisions of Section 135 of the Companies Act, 2013.
2. Composition of CSR Committee:
SI Name of Director Designation / Nature of Number of Meetings of Number of Meetings

No. Directorship CSR Committee held of CSR Committee
during the year attended during the year
1. Mr. Motilal Oswal Managing Director and 2 2
Chief Executive Officer
2. Mr. Raamdeo Agarawal Non-Executive Chairman 2 2
3. Mr. C. N. Murthy Independent Director 2 2
3. Provide the web-link where Composition of CSR Committee, CSR Policy and CSR projects approved by the board
are disclosed on the website of the Company:
Composition of CSR https://www.motilaloswalgroup.com/Downloads/IR/1677877388MOFSL--

Committee Composition-of-Board-and-Committees_28.04.2022.pdf
CSR Policy https://www.motilaloswalgroup.com/Downloads/IR/200139696902.-CSR-
Policy.pdf
CSR Projects i.e. Annual https://www.motilaloswalgroup.com/Downloads/IR/1056755152MOFSL-
Action Plan CSR-Annual-Action-Plan-2022-23.pdf
4. Provide the details of Impact assessment of CSR projects carried out in pursuance of sub-rule (3) of rule 8 of the
Companies (Corporate Social Responsibility Policy) Rules, 2014, if applicable (attach the report).
Provisions related Impact assessment of CSR projects are not applicable to the Company
Page No 62

5. Details of the amount available for set off in pursuance of sub-rule (3) of rule 7 of the Companies (Corporate
Social Responsibility Policy) Rules, 2014 and amount required for set off for the financial year, if any
Sr. Financial Year Amount available for Amount required to be

No. set-off from preceding setoff for the financial
financial years (in ₹) year, if any (in ₹)
1. FY 2020-21 58,77,126 58,00,000
6. Average net profit of the company as per section 135(5) : ₹ 3,71,63,70,450 /-

(The Company has considered revised financials for the Financial Year 2020-21 pursuant
to the Scheme of Arrangement)
7. (a) Two percent of average net profit of the company as per section 135(5) : ₹ 7,43,27,409 /-
(b) Surplus arising out of the CSR projects or programmes or activities of the previous : Nil
financial years
(c) Amount required to be set off for the financial year, if any : ₹ 58,00,000/-
(d) Total CSR obligation for the financial year (7a+7b-7c) : ₹ 6,85,27,409/-
8. (a) CSR amount spent or unspent for the financial year
Total amount Amount Unspent (in ₹)

Spent for the Total Amount Amount transferred to any fund specified under Schedule VII as per
Financial Year. transferred to second proviso to section 135(5).
(in ₹) Unspent CSR
Account as per
section 135(6).
Amount Date of transfer Name of the Amount Date of Transfer
Fund
11,25,18,152 Nil Not Applicable Not Applicable Nil Not Applicable
(b) Details of CSR amount spent against ongoing projects for the financial year: Nil
(1) (2) (3) (4) (5) (6) (7) (8) (9) (10) (11)
SI. Name Item from Local Location of the Project Amount Amount Amount Mode of Mode of
No. of the the list of area project duration allocated spent transferred Implementa Implementation
project activities (Yes/ for the in the to Unspent tion - Direct - Through
in No) project current CSR (Yes/No). Implementing
Schedule (in ₹) financial Account Agency
VII of the State District Year (in ₹) for the Name CSR
Act. project as Registration
per Section No.
135(6) (in
₹)
Not Applicable
63 Page No

(c) Details of CSR amount spent against other than ongoing projects for the financial year:
SI Name of the Item from the Local Location of the project Amount Mode of Mode of implementation
No. project list of activities area spent for the implementation - Through implementing
in schedule VII (Yes/ Project (in ₹) - Direct (Yes/ agency.
to the Act. (Sr. No). State District No). Name CSR
No. of activities Registration
is given) No.
1. Global Vikas (ii) Promoting No Maharashtra Parli 5,00,00,000 No Motilal CSR00001144
Trust (Global education Oswal
Parli Foundation
(“MOF”)
2. Shrimad (iv) Animal No Gujarat Valsad 1,00,00,000 No MOF CSR00001144
Rajchandra Welfare
Jivdaya Trust
3. Mahratta (i) Preventive No Maharashtra, 1,00,00,000 No MOF CSR00001144
Chamber of Health Care Gujarat,
Commerce Rajasthan
Industries
4. Bharatiya Jain (i) Preventive No Maharashtra, 90,00,000 No MOF CSR00001144
Sanghatana Health Care Gujarat,
Rajasthan
5. Keshav (i) Eradicating Yes Maharashtra Mumbai, 75,00,000 No MOF CSR00001144
Shrushti poverty
6. VIF (ii) Promoting No Haryana Sonepat 50,00,000 No MOF CSR00001144
Leadership Education
Forum
7. Siddhi (i) Preventive No Rajasthan Barmer 44,53,500 No MOF CSR00001144
Traders Health Care
8. Shraman (i) Preventive No PAN India 30,00,000 No MOF CSR00001144
Arogyam Health Care
9. Jindal Biotech (i) Preventive No Chhattisgarh Raipur 24,20,400 Yes - -
Private Health Care
Limited
10. Everest Kanto (i) Preventive No Gujarat Kutch 23,60,000 Yes - -
Cylinder Ltd Health Care
11. Seva Sahayog (ii) Promoting No Maharashtra Palghar 12,50,850 No MOF CSR00001144
Foundation education
12. Maxx (i) Preventive No Rajasthan 12,09,600 Yes - -
Farmacia Health Care
India LLP
13. Association (i) Preventing No Maharashtra Palghar, 11,50,000 No MOF CSR00001144
For Nutrition Hunger Thane
And
Development
Action
14. Annamitra (i) Preventing Yes Maharashtra Mumbai 10,00,000 No MOF CSR00001144
Foundation Hunger
15. LeapForWord (ii) Promoting Maharashtra 10,00,000 No MOF CSR00001144
Education
16. Child Help (ii) Promoting Maharashtra 750,000 No MOF CSR00001144
Foundation Education
17. Augmont (i) Preventive Maharashtra Mumbai 726,802 Yes - -
Enterprises Health Care
Pvt. Ltd
18. S P U Jain (ii) Promoting No Rajasthan Jaipur 500,000 No MOF CSR00001144
Sikshan Education
Sangh Falna
19. Palak Palash (i) Preventive Yes Maharashtra Mumbai 400,000 No MOF CSR00001144
Charitable Health Care
Foundation
20. Ronak (i) Preventive Yes Maharashtra Mumbai 224,000 Yes - -
International Health Care
Page No 64

SI Name of the Item from the Local Location of the project Amount Mode of Mode of implementation
No. project list of activities area spent for the implementation - Through implementing
in schedule VII (Yes/ Project (in ₹) - Direct (Yes/ agency.
to the Act. (Sr. No). State District No). Name CSR
No. of activities Registration
is given) No.
21. Gramin Vikas (i) Preventing No Rajasthan Barmer 200,000 No MOF CSR00001144
Evam Chetna Hunger,
Sansthan Poverty and
malnutrition
22. Pratibha (ii) Promoting Yes Maharashtra Mumbai 126,000 No MOF CSR00001144
Shikshan Education
Prasarak
Mandal
23. Bhartiya (iv) Animal Yes Maharashtra Mumbai 100,000 No MOF CSR00001144
Govansh Welfare
Rakhshan
Samvardhan
Parishad
24. Meghdoot (i) Preventing Yes Maharashtra Mumbai 96,000 No MOF CSR00001144
Enterprises Hunger,
Poverty and
malnutrition
25. Global (i) Promoting Yes Maharashtra Mumbai 51,000 No MOF CSR00001144
Hospitals Education
TOTAL 11,25,18,152

(d) Amount spent in Administrative Overheads: Nil
(e) Amount spent on Impact Assessment, if applicable: Not Applicable
(f)Total amount spent for the Financial Year (8b+8c+8d+8e): ₹ 11,25,18,152/-
(g) Excess amount for set off, if any:
SI Particulars Amount
No. (in ₹)
(i) Two percent of average net profit of the company as per Section 135(5) 7,43,27,409
(ii) Total amount spent for the Financial Year 11,25,18,152
(iii) Excess amount spent for the financial year [(ii)-(i)] 3,81,90,743(1)
(iv) Surplus arising out of the CSR projects or programmes or activities of the previous financial -
years, if any
(v) Amount available for set off in succeeding financial years[(iii)-(iv)] 3,81,90,743(1)
The excess CSR spent in the FY 2020-21 amounting to ₹ 58,00,000/- is adjusted against the CSR obligation for the
(1)
FY 2021-22. Hence, the actual CSR obligation for the FY 2021-22 post set-off comes to ₹ 6,85,27,409/- whereas, the
Company has spent ₹ 11,25,18,152/- in FY 2021-22 resulting into excess spent of ₹ 4,39,90,743 available for set off in
succeeding years.
9. (a) Details of Unspent CSR amount for the preceding three financial years: Nil
SI Preceding Amount Amount spent Amount transferred to any fund Amount

No. Financial Yea transferred to in the reporting specified under Schedule VII as remaining to
Unspent CSR Financial Year per section 135(6), if any. be spent in
Account under (in ₹) succeeding
section 135(6) financial years.
(in ₹) (in ₹)
Name of the Amount (in ₹) Date of transfer.
Fund
Not Applicable
65 Page No

(b) Details of CSR amount spent in the financial year for ongoing projects of the preceding financial year(s): Nil
(1) (2) (3) (4) (5) (6) (7) (8) (9)

SI Project ID. Name of the Financial Year Project Total Amount Cumulative Status
No. Project. in which the duration. amount spent on amount of the
project was Allocated the project spent at project –
commenced. for the in the the end of Completed /
project reporting reporting Ongoing.
(in ₹) Financial Financial
Year (in ₹) Year. (in ₹)
Not Applicable

10. In case of creation or acquisition of capital asset, furnish the details relating to the asset so created or acquired
through CSR spent in the financial year (asset-wise details).
Date of creation or Amount of CSR spent for Details of the entity Provide details of the
acquisition of the capital creation or acquisition of or public authority or capital asset(s) created
asset(s). capital asset (in ₹) beneficiary under whose or acquired (including
name such capital asset is complete address and
registered, their address location of the capital
etc. asset).
(a) (b) (c) (d)
Not Applicable
11. Specify the reason(s), if the company has failed to spend two per cent of the average net profit as per section
135(5). – Not Applicable


Sd/- Sd/-
Motilal Oswal Raamdeo Agarawal
Managing Director, Chairman
Chief Executive Officer and Chairman-CSR Committee (DIN: 00024533)
(DIN: 00024503)
Place : Mumbai
Page No 66
MANAGEMENT DISCUSSION ANALYSIS

India saw a robust recovery in later part of FY2021 following the breakout of Covid pandemic in the first half. We
were on the path of economic recovery but the 2nd wave played spoilsport. India stepped into FY2022 with rising
number of Covid cases and lockdown due to 2nd wave of the pandemic. The government announced measures
to support sectors hit hard by the pandemic, including new credit guarantee schemes for healthcare, tourism and
small borrowers, besides a ₹ 23,220 crores plan to strengthen the country’s medical infrastructure. RBI, on its part,
allowed lenders to carry out a fresh round of restructuring of loan accounts under “Resolution Framework 2.0” which
provided a sigh of relief and much needed cushion to declining asset quality. The effect of 3rd Covid wave, which
started in January 2022, had limited impact on health, thanks to government’s successful vaccination drive, which
in turn had limited negative effect on economy. During the year, RBI had decided to keep repo rate and reverse repo
rate unchanged at 4% and 3.35% respectively which were last revised in May 2020 to support economic growth
and recovery. On the global front, the year witnessed Taliban’s swift return to power in Afghanistan after nearly two
decades following the withdrawal of troops by United States. But the major event that impacted the stability of the
global order was the Russia-Ukraine war. Russia being one of the largest exporters of crude oil globally and major
global economies putting sanctions on Russia had led to oil prices shooting up and spread supply shock waves. The
war gave rise to increase in prices of various food items and fuel which led to India’s retail inflation rising 16 months
high to 6.95% in the month of March 2022.
International Monetary Fund initially projected a 9% growth rate for India in FY2023 but it later revised its estimate
to 8.2%, citing the negative impact of higher commodity prices led by the Ukraine war on domestic consumption
and private investment. Despite downward revision in estimates, India will still retain its tag as the fastest growing
major global economy. Global economy growth is expected to moderate from 6.1% in 2021 to 3.6% in 2022 and 2023.
RBI had slashed its growth projections for FY2023 from 7.8% to 7.2%. IMF put the forecast for FY2024 GDP growth
for India at 6.9% from earlier estimates of 7.1%. India is increasingly becoming an attractive destination for foreign
investors given the low corporate tax rate, skilled population, relatively low wages and a large domestic market. Thus,
going forward, India is expected to see relatively stronger growth.
Equity Markets-
Markets continued to have a bullish run since the beginning of FY2022. The 2nd wave of Covid did not have any
substantial impact on the market run and the Sensex breached the 60,000 mark for the 1st time. Both Sensex and
Nifty closed at an all-time high of 61,766 and 18,477 respectively in the month of October 2021. However, owing to
tensions arising due to Russia Ukraine conflict, market witnessed a fall and Sensex went below 53,000. Subsequently,
Sensex and Nifty regained most of the losses and closed at 58,569 and 17,465 levels respectively in March 2022.
Indian stock markets outperformed most of the global peers and ended the financial year with the second best return
in seven years.
After witnessing highest ever FII inflows in FY2021, India recorded highest ever FII outflows of ₹ 1.4 lakh crores in
FY2022, after 5 consecutive year of inflows. March 2022 recorded FY2022 highest monthly outflows of ₹ 41,123
crores. Domestic investments, however, have offset the FII selling pressure. DIIs recorded highest ever inflows of
₹ 2.2 lakh crores.
Benchmark Indices Performance in FY2022 Historical P/E (x) Ratios of Nifty 50

45
19% 40
14% 35
12%
30
22.9
25
20
15
India (Nifty) China US (S&P Hong-Kong Korea Japan UK (FTSE) Germany 10
(Shanghai 500) (Hang-Seng) (Kospi) (Nikkei) (DAX)
Comp) -6% -4% 5
-6% -10% 0
-22%
Source: Bloomberg Source: NSE
67 Page No
MANAGEMENT DISCUSSION ANALYSIS (Contd..)

Quarter-wise Returns of NSE Indices Volatility (Standard Deviation) of Benchmark Indices
Nifty 50 Nifty 500 USA:DJIA India:Nifty
12.1% 11.7%
2.0%
9.4% 1.7%
7.0% 1.4% 1.4%
1.0% 1.0%
0.9% 0.8% 0.8%
0.7%
0.6%
Q1FY22 Q2FY22 Q3FY22 Q4FY22 -0.7%

-0.4%
-1.5% FY18 FY19 FY20 FY21 FY22
Source: NSE Source: Bloomberg
Business Streams and Outlook:
Motilal Oswal Financial Services Limited (MOFSL) is a diversified financial services company with stock broking
business activity. MOFSL operates in businesses such as Retail Broking and Distribution, Institutional Broking,
Investment Banking, Asset Management, Wealth Management, Private Equity and Housing Finance. In each of the
businesses, MOFSL offers unique value proposition to its customers and creates its niche in each of the business
segment and commands premium position over peers. MOFSL carries its lending business by running Loan against
shares book under the name of Motilal Oswal Finvest Limited and retail mortgage backed lending in affordable
housing segment under the name of Motilal Oswal Home Finance Limited.
Ratings:
Borrowings of Motilal Oswal Financial Services Limited enjoy the following credit ratings-
Nature of Borrowing Rating/Outlook

CRISIL ICRA India Ratings
Short Term
Commercial Paper A1+ A1+ A1+
Long Term
Market Linked Debentures - PP-MLD AA (Stable) -
Non-Convertible Debentures - AA (Stable) AA (Stable)
Borrowings of Motilal Oswal Finvest Limited enjoy the following credit ratings-

Short Term
Commercial Paper A1+ - A1+
Long Term
Market Linked Debentures PP-MLD AA r (Stable) - -
Non-Convertible Debentures AA (Stable) AA (Stable) AA (Stable)
Borrowings of Motilal Oswal Home Finance Limited enjoy the following credit ratings-

Short Term
Commercial Paper A1+ A1+ A1+
Long Term
Market Linked Debentures PP-MLD AA r (Stable) PP-MLD AA- (Stable) -
Non-Convertible Debentures AA (Stable) AA- (Stable) AA (Stable)
Bank Borrowings AA (Stable) - AA (Stable)
Page No 68

Broking Business
Industry Facts
The average daily traded volumes (ADTO) for the equity markets during FY2022 stood at ₹ 69.5 lakh crores, up 161%
YoY from ₹ 26.7 lakh crores in FY2021. The overall Cash market ADTO reported growth of 12% YoY at ₹ 72,443 crores
in FY2022. Within derivatives, futures volume increased 9% YoY to ₹ 1.2 lakh crores while options rose 171% YoY to
₹ 67.6 lakh crores. Amongst cash market participants, retail constituted 51% of total cash volume, institution 20%
and prop 28%. The proportion of DII in the cash market was 8%.

Average Daily Volumes Segment-wise Overall ADTO Cash Market Mix (%)
(₹ Lakh Cr) Proportions (%)
Options Futures Intraday Delivery Retail Prop FII DII
Cash F&O
69.5
1% 1% 1% 1% 10% 10% 10% 7% 8%
3% 2% 2% 2%
3% 11% 12%
4% 16% 15% 15%
6%
9% 26% 28%
18% 22% 23%
12%
26.7 68.8
97%
93%
14.4 91% 55% 53% 56%
9.9 88% 52% 51%
6.8 26.0 83%
9.6 14.0
6.5
0.3 0.4 0.4 0.6 0.7
FY18 FY19 FY20 FY21 FY22 FY18 FY19 FY20 FY21 FY22
FY18 FY19 FY20 FY21 FY22
Source: NSE, BSE Source: NSE, BSE Source: NSE, BSE

In FY2022, a record of 3.5 crores new demat accounts were added as against 1.4 crores in FY2021. This spike is
attributed to the disposable income and saved time due to work from home culture coupled with strong rally in equity
markets. CDSL, the largest depository in India in terms of number of demat clients, crossed the 6 crore accounts
mark in February 2022. The number of demat accounts stood at 8.97 crores in FY2022, a growth of 63% YoY.
Indian equities witnessed net outflows from FIIs for most of the part of the financial year. Highest ever FII outflows
was recorded in FY2022, as compared to highest ever inflows in FY2021. On the contrary, DIIs have offset FIIs selling
pressure and recorded highest ever inflows.
FII Net Inflows into Equities (₹ Bn) Increase in Demat Accounts DII Net Inflows into Equities (₹ Bn)
2,740 Existing Accounts (mn) New Accounts (mn) 2,214
1,293
34.6 1,145
721
260 269 14.3

65
5.0
4.0
4.1 55.1
35.9 40.9
27.8 31.9
(1,341)
-1,400
FY18 FY19 FY20 FY21 FY22 FY18 FY19 FY20 FY21 FY22 FY18 FY19 FY20 FY21 FY22
Source: NSDL Source: CDSL, NSDL Source: BSE
Our Broking Business
Research and advisory form the foundation of the company’s broking services. Brokerage serves participants across
FIIs, domestic institutions, HNIs and retail. This business comprises of two distinct units - Retail Broking & Distribution
and Institutional Equities.
Retail Segment: Services offered include equities, derivatives, commodities, currency, depository services,
distribution of investments products like portfolio management services, mutual funds, primary equity offerings and
other investment products.
69 Page No

Depository AUM (₹ Bn) Retail Broking and Distribution Active Clients Trend (Lakhs)
Clients (Lakhs)
CAGR: 34% 1,958 28.5 9.0

CAGR: 28% CAGR: 31%
19.7
1,184 5.6
14.5
12.0
10.5 3.8
607 590 3.1 3.2
468
Median Age of Clients Customers Acquired Below Pin code Coverage- New
Acquired (years) 30 Years of Age (%) Clients Acquired
49% 98% 98%

40 40
38
35 83%
30 36%
63%
53%
23%
18%
15%
Our broking business focuses on “Phygital Business model” which offers best of both the worlds. Success of this
model has yielded result as we recorded highest ever broking revenues, profit and ADTO in FY2022. There was a
spurt in retail participation in the stock market, especially after sharp correction in March 2020 as investors saw this
as a good investing opportunity. We witnessed highest ever client acquisition in line with the Industry. The company
added around 8.8 lakh clients during the year, +43% YoY. Our retail client base stood at 28.5 lakh, growing at a CAGR
of 28% from FY2018-2022. Reflecting on the experiences and learnings in broking business, we adopted franchisee
based model few years ago. Our focus towards development and infusion of entrepreneurial spirit in new and existing
franchisees has led to strong growth in client base as well as franchisee base. Further, acquisition of smaller regional
brokers by converting them into franchisees is gaining traction for us across geographies. We have started with
Insurance broking business in FY2020 and registered strong premium collection of around ₹ 57 crores in FY2022 as
compared to ₹ 40 crores in FY2021, envisaging future business potential. We have tie-ups with HDFC Life, ICICI Pru
Life and Bajaj Life for life insurance products and Aditya Birla Health, Care Health and Star Health and Allied for health
insurance products. Further we have various fintech players as our acquisition and product partners. Our business
focus is to improve our scale and competitiveness through enhanced customer experience, high-quality advisory,
digital initiatives, assets-based product distribution, system-driven trading products and network expansion. We have
robust dedicated advisory desks for mass-retail and affluent clientele. Our focus on knowledge, advisory, and client
segmentation differentiates us from the threats of discount brokers.
We are progressively developing our distribution arm to achieve linearity in the cyclical nature of broking business.
Our financial product distribution AUM was ₹ 16,764 crores as of March 2022, + 31% YoY. Our strong retail network
acts as a leverage to cross sell financial products, providing room for scaling up the business. In addition, our client
penetration at ~16% of our total retail client base of 28.5 lakh paves the way for growth scalability.
Institutional Broking: Our institutional broking provides offerings in the forms of cash and derivatives to domestic and
foreign institutions. We continued to acquire new empanelment with overall base of 790+ institutions. We witnessed
strong improvement in domestic client rankings in several key accounts led by broad-based team servicing. FY2022
was a landmark year for Institutional Equities business as we garnered highest ranking in Asia Money Brokers Poll
2021 across various categories. We stood #1 in Local Brokerage, Overall Sales, Corporate Access Team, Execution
Team and Sales Person category. We continued to strengthen our competitive positioning through research offerings,
corporate access outreach and sales and trading capabilities. Our research product portfolio consisted of 250+
companies covering 20+ sectors. Our corporate access domain has always been a focus area with execution of
successful events like Annual Global Investor Conference (AGIC) and many unique events in India. We continued our
successful trend in conducting ‘AGIC’ in September 2021 which was attended by 150+ corporates across 20+ sectors
Page No 70

and witnessed over 80% CXO level participation. We also conducted Ideation Conferences where 65+ corporates
participated and Fintech Day conferences.
Investment Banking
Industry Facts
IPO market had an exceptional year in FY2022, even in the face of the uncertain environment that grappled the
country. Fund mobilization via the primary market route was one of the highest ever during the financial year. FY2022
witnessed 76 IPOs as compared to 69 in FY2021. The amount of funds raised through 52 main-board IPOs in FY2022
was ₹ 1.1 lakh crores which was over 3.5 times of ₹ 31,268 crores raised through 30 IPOs in FY2021. At ₹ 18,300
crores, One 97 Communications (Paytm), India’s largest IPO was launched followed by Zomato (₹ 9,375 crores), Star
Health (₹ 6,019 crores), PB Fintech (Policybazaar) (₹ 5,710 crores), Sona BLW (₹ 5,550 crores) and FSN E-Commerce
(Nykaa) (₹ 5,350 crores). 4 out of the top 6 IPOs were from new age technology companies which together raised
₹ 38,734 crores. Primary market witnessed increased retail participation in FY2022, with an average of 14.1 lakh
applications as compared to 12.7 lakh applications in FY2021.
Fund Raising - IPO Markets M&A Deals

Amount (Rs bn) IPO Issues Deal Value (Rs bn) Deal Volume
100 1,00 0 6,00 0
1,40 0
81
90
900
76 5,00 0
69
80 1,20 0
1,030
800
944 930
1,304
70
700 1,00 0
880 4,00 0
60
681
600
800
50
990 42 39
3,00 0
40
500
600
5,337
747 400
3,946 2,00 0
30
400
20
300
2,693 2,588 2,737

364 377
1,00 0
200
200
10
0 100 - -
Source: Prime Database. Note: Amount includes FPO and OFS Source: VCC Edge

Our Investment Banking Business
FY2022 was a remarkable year for our investment banking business as we made a strong turnaround in performance.
We completed total 13 deals in FY2022, some of the prominent ones being IPOs of Aditya Birla Sun Life AMC, Devyani
International, GR Infraprojects and Metro Brands and QIPs of Burger King, Union Bank of India, Mold-Tek Packaging
and Gulshan Polyols. We follow an expertise-led approach focusing on specific sub-segments of strength, where we
have relationships and track record. Sectoral focus on BFSI, Auto, Consumer, Healthcare and Industrials is expected
to yield benefits in the medium to long term. We continue to have rich pipeline, and are constantly engaging on a wide
cross-section of mandated transactions across capital markets and advisory.
Asset Management
Industry Facts
Overall mutual fund industry AUM was ₹ 37.6 lakh crores in FY2022, a jump of 20% YoY. On the front of equity mutual
fund (excluding arbitrage), AUM stood at ₹ 17.6 lakh crores contributing 47% of the total AUM. Equity category
witnessed net inflows in all of the 12 months in FY2022 with total net inflows of ₹ 2.3 lakh crores as compared to
₹ 0.7 lakh crores of outflows in FY2021. Around 2.7 crores of new SIPs were registered in FY2022 as compared to
1.4 crores in FY2021. SIP monthly contribution touched an all-time high of ₹ 12,328 crores in March 2022. SIP flows
for FY2022 stood at ₹ 1,24,566 crores vs ₹ 96,080 crores in FY2021. During the year, several new guidelines and
regulations were issued by SEBI, the most prominent one being “Skin in the Game” rule that aims to align the interest
of the ‘Key employees’ of the mutual fund house with the unitholders of its schemes. As per the rule, key employees
of the asset management companies will have to mandatorily invest a minimum of 20% of the salary/ perks/ bonus/
71 Page No

non-cash compensation (gross annual CTC) net of income tax and any statutory contributions i.e. PF and NPS, in the
units of Mutual Fund schemes in which they have a role/ oversight. SEBI expects that getting the key employees to
invest in the schemes they manage can lead to better accountability on the part of the fund management team, thus
paving way for a better quality of securities and improved performance. The regulator also came up with a revised
risk management framework for fund houses and has called for standardization of the benchmarks of mutual
fund schemes which will bring in uniformity and facilitate easy comparison of returns. The rationale behind all the
regulatory changes is to act in favor of investors which bodes well for the industry in the long run.
Mutual Fund AAUM by Asset Class MF Equity Net Inflows (₹ Bn) Equity MF AUM (₹ Bn)
Equity Oriented ETFs (other than Gold) Debt Oriented
2,608
Liquid/Money Market Balanced Others 17,584
2,265
0% 3% 0% 3%
5% 12,695
8% 8% 6% 6% 1,187
5%
16% 22% 17% 16% 10,207
18%
558 8,667 8,129
21%
37% 30% 32% 27%
11%
6% 9%
3% 6%
36% 35% 38% 43%

34%
-692
SIP Flows (₹ Bn) Investor Accounts in MF Industry Equity Assets as a % of BSE

Mcap
Folio Count (cr) SIP Account (cr)
BSE MCap (Rs tn) Industry Equity AUM as % of Eq Mcap
1,246 13.0 300
7.3% 7.6%
1,001 961 250
927 9.8 7.2%
9.0
8.2 200 7.1%
672 7.1 6.8%
6.7%
150
5.3 6.6%
3.7 100 6.2%
3.1
2.6
2.1 6.1%
50
142 151 113 204 264
0 5.6%
Source: AMFI
Our Asset Management Business
Motilal Oswal Asset Management (MOAMC) operates Mutual Fund (MF), PMS and AIF in the public equities space.
MOAMC has crafted its niche with majority of AUM in equities. MOAMC AUM stood at ₹ 49,020 crores, +13% YoY.
As of March 2022, our mutual fund AUM stood at ₹ 30,600 crores (+18% YoY), PMS AUM stood at ₹ 14,226 crores
and AIF AUM stood at ₹ 3,951 crores (+49% YoY). We have received strong traction in our Passive offerings; our
AUM crossed ₹ 10,000 crore mark in FY2022. Our presence in passive category will help us to on-board clients from
the bottom of the pyramid, which are typically new to the equity asset class or have lower risk appetite. Our focus
is on CAT III long only close ended AIF and we have witnessed favourable response to alternate offerings under AIF
strategy.
Overall gross sales improved 49% YoY in FY2022 led by 30% YoY growth in MF and 2x growth in AIF sales. We have
witnessed decline in redemptions across product categories which has resulted in strong positive net sales at AMC
level in FY2022 as compared to net outflows in FY2021. We added around 4.8 lakh SIPs in FY2022, registering a
growth of 54% YoY. Our new SIP count market share stood at 1.8%. Inflows from SIP was at ₹ 2,200 crores, which
grew by 30% on YoY basis. We firmly believe in our Quality, Growth, Longevity and Price (QGLP) philosophy which has
rewarded us over the years in terms of performance and will continue to hold and improvise it. Our AMC business
has always been the promoter of trail based model and hence, the ban on upfront fee structure has been in our
favor. On a blended basis, our net yield stood at 74 bps in FY2022. As of March 2022, ~30% of our non-MF AUM was
performance-fee-linked. We aim to push more performance-linked AUM in both PMS and AIF, as it would help push
net yields. Our total employee count stood at 325 as on March 2022. We have significantly invested in branding and
advertising in past few years and the same has started realizing benefits in terms of brand-recall in the long term.
Page No 72

MOAMC AUM (₹ Cr) Alternatives Share in MOAMC
Alternatives Mutual Fund
49,020
43,403
38,893
35,640
29,389 63%
37%
Private Equity
Industry Facts
2021 was a remarkable year for private equity investors, despite the second wave’s toll on the economy. PE-VC firms
invested $48 billion in Indian companies across 1,624 deals. Tech-savvy sectors including start-up, IT & ITeS and
e-commerce were the major beneficiaries of these investments. The year witnessed eight investments worth $1
billion or more, led by Flipkart’s $3.6 billion pre-IPO round, which marked the re-entry of SoftBank Corp. The other
major transactions included stake acquisition by Carlyle Group in Hexaware Technologies, Blackstone buying out a
75% stake in publicly listed MphasiS, Advent International’s acquisition of Encora and Byju’s fund raise led by Prosus
Ventures. Sequoia Capital India was the most active investor with 105 transactions followed by global investor Tiger
Global with 60 investments.
2021 also witnessed a major leap for India’s PE growth, fueled by heightened interest from foreign funds, Indian family
offices participating in direct investments, continued participation from domestic funds and incubation of sector
agnostic funds, sustained interest from sovereign wealth funds, pension funds and AIFs participation, increase in the
number of large size bets, growing PE-backed acquisitions and IPOs, among other things.
Pick-up in consumption supporting demand along with structural policy reform measures and support from
government spending is preparing a conducive backdrop for a spurt in private sector growth resulting in a strong
positive outlook for the PE landscape for the coming years.
PE-VC Investments in India Sectors wise Deal Proportion
Amount (Rs bn) No. of deals

2,000
1,624 22%
3,500
1,800
1,600
3,000
32%
1,400
2,500
4%
1,200
952 2,000
7%
794 815
1,000
732 3,591
2,915
800
1,500
13%
600
2,223 1,000
23%
1,309 1,440
400
500
200
E-commerce Start-up IT & ITeS

0 0
CY17 CY18 CY19 CY20 CY21 Education Pharma & Healthcare Others
Source: Grant Thornton Private Equity Report
Our Private Equity Business
Our PE arm manages three growth capital funds and four real estate funds. The QGLP philosophy is extended
in private equity business too. The growth funds focus on themes that may benefit from structural changes like
domestic consumption, domestic savings, infrastructure, etc. PE Funds have been successful in gaining investors’
confidence with stellar returns over the years. During FY2022, IBEF-I has exited from all investments and delivered a
73 Page No

portfolio XIRR of 26.8%. Fund II has committed 100% across 11 investments so far after raising commitments from
marquee institutions. Portfolio exits from IBEF II have commenced with 1 divestment completed and the balance
lined up over next few quarters. Strong performance and positioning has enabled MOPE to raise Fund III (“IBEF-III”)
in very quick succession to Fund II. Fund III was launched in FY2018, which, after exhausting its green-shoe option,
stands fully raised at ~₹ 2,300 crores. IBEF III has fully committed across 11 investments and the Fund is tracking
top quartile performance compared to funds of its vintage. During the year, we launched IBEF IV with a target size
of ₹ 4,500 crores. The fund has witnessed strong positive response and it achieved its 2nd close at ~₹ 4,000 crores.
The encouraging performance is not limited to growth funds but also real estate funds. IREF I has fully exited from all
7 investments, translating into ~118% capital returned to investors. IREF II is fully deployed across 14 investments.
The Fund has secured 10 complete exits and 1 structured exit and has returned money equaling 138.5% of the Fund
corpus back to the investors. IREF III has deployed ₹ 1,420 crores including reinvestments across 26 investments.
The Fund has secured 12 full exits and has returned money equaling 80.9% of the investible fund. IREF IV with a size
of ₹ 1,148 crores has deployed ₹ 1,170 crores including reinvestments across 21 investments. It has secured 5 full
exits and has returned money equalling 17.4% of the investible funds back to its investors. IREF V has achieved its
final close at ₹ 1,215 crores and has deployed ₹ 314 crores across 8 investments till March 2022.
Wealth Management
Industry Facts
As per Knight Frank’s latest edition of The Wealth Report 2022, the number of ultra-high net worth individuals
(UHNWIs) has globally increased by 9.3% in 2021 with over 51,000 people witnessing their net assets increased
to USD 30 million or more. In India, the number of UHNWIs has grown by 11% YoY in 2021, the highest percentage
growth in APAC. Equity markets and digital adoption have been key factors driving growth in the super rich category
of India. Further, around 69% of the super wealthy individuals in India is expected to witness an increase of over
10% in their net worth in 2022. India has ranked 3rd in terms of billionaires’ population in 2021, following the US and
China. Amongst key Indian cities, Bengaluru witnessed highest growth in the number of UHNWIs followed by Delhi
and Mumbai.
Our Wealth Management Business
Our wealth AUM was at an all-time high at ₹ 34,389 crores in FY2022, +36% YoY. We witnessed strong growth in
revenues and profit during the year led by robust net sales of ₹ 5,389 crores, +99% YoY. During the year, we have
added net 21 RMs. Our focus continued on training and knowledge development. We follow philosophy of ‘home
grown talent’ which involves lower-cost junior RMs to assist the senior RMs to expand their books, while getting
mentored to take a bigger role in the future. During FY2022, there was a strong improvement in RM productivity. The
rise in RM vintage and operating leverage will lead to further scaling up of margins. No. of families stood at 4,665
as of March 2022. Our product mix contains ~63% of the equity products which helps in garnering higher yields. We
have a strong pipeline of products across asset classes. We are on boarding new portfolio managers with differential
offerings. Our adoption of open architecture model is enabling the incremental sales to be driven by non-captive
products, resulting in more diversified products offering. Our trail revenues covered 89% of fixed costs in FY2022.
This will provide cushion to margins in downturn.

Page No 74

Wealth AUM (₹ Cr) Wealth UHNI Family Clients and Sales RM
Family RM
144
34,389
150
CAGR: 24%
126 129
123
118
130
25,286
110
17,464
14,713 15,624 5,004 4,665
4,186 90
3,719
3,136
70
50
Housing Finance
Industry Facts
Industry witnessed muted disbursement in Q1FY2022 due to the second wave of the pandemic and on-book portfolio
registered nil sequential growth. However, with easing of the pandemic and opening of the economy, there was a
sharp recovery in Q2FY2022 which continued for rest of the year. As per ICRA’s report, the total outstanding housing
finance credit for NBFC-HFC as on December 2021 stood at ₹ 11.9 lakh crores. The overall on-book portfolio growth
of NBFC-HFC was 10% till period ended December 2021, driven by the steady growth in disbursements. Given the
buoyancy in disbursements, as per ICRA, loan book portfolio is expected to grow by 9-11% in FY2023. GNPA as on
December 2021 was 3.3%, the increase was due to tighter regulations by RBI. With the expectation of some recovery
in Q4FY2022, driven by continuing healthy collections, ICRA has revised its estimate of reported GNPAs to 3.0-3.3%
as on March 31, 2022 from earlier estimate of 3.6-3.8%. GNPA is expected to recover further in FY2023 to 2.7-3.0%.
Our Housing Finance Business
Motilal Oswal Home Finance Ltd. (MOHFL) major focus has been to provide home loans to individuals and families
for purchase, construction and extension of house. MOHFL also provides loans for repair and renovation of houses
and home loans to families in the new to credit, self-employed, cash salaried category where formal income proofs,
and credit bureaus reports are not easily available, and the repayment capacity of such families are appraised based
on their cash flows and internal score cards.
Due to Covid induced lockdown, MOHFL’s disbursements remained muted for the month of April and May in FY2022.
However, disbursements gradually picked up and highest monthly disbursement in last 36 months was witnessed in
March 2022. During FY2022, MOHFL disbursed loans amounting to ₹ 643 crores, a jump of 136% YoY. The loan book
stood at ₹ 3,485 crores across 48,142 families as of March 2022. We have witnessed sharp traction in collection
efficiency which stood at 98% in March 2022. Our average ticket-size at sourcing stood at ₹ 8.6 lakhs. We have put in
place a vertical organization structure comprising sales, credit, collection and technical team. The implementation
of cluster level credit layer along with 4 layer credit approval system based on loan ticket sizes and differentiated
pricing methodology for loans based on risk type should likely result in improve underwriting, going forward. During
the financial year, our ratings were upgraded by rating agencies and we received commitment of USD 50 mn from
US International Development Finance Corporation, world’s largest finance institution. Apart from that, we also
completed first Direct Assignment Transaction. We witnessed 105 bps reduction in cost of fund on YoY basis in
FY2022 to 8.2%. Cost of funds for the month of March 2022 stood at 8%. Our net gearing declined to 2.3x as of March
2022. We have limited borrowing repayments for next 1 year, robust undrawn borrowing lines and ALM places us in
strong liquidity position.
We have invested significantly in technology to reduce operational costs and turnaround-times. On the digital side,
we are committed towards digital initiatives in order to improve our customer experience. Our PMAY portal, which
was launched in FY2021, has proven beneficial to customers and we have started on-boarding partners through our
Digital MO Partner app.
75 Page No

NIM, Yield and COF Trend LTV and FOIR Trend GNPA and NNPA Trend
NIM (%) Yields (%) Cost of fund (%) GNPA NNPA
LTV FOIR
14.0% 14.3% 14.3% 60% 9.3%

13.9% 13.9% 59% 59%
58%
57%
10.3% 10.2% 7.2%
10.1%
9.3%
8.2%
7.3%
6.1% 4.5%
4.9% 4.8% 5.4%
3.3%
44% 43% 44% 2.2%
43% 43% 1.8% 1.6%
1.4% 1.5%
0.9%
Fund based activities focusing on ‘skin in the game’ approach and enhancing Return on Equity
In line with the long term strategy to grow RoE sustainably, MOFSL had made strategic allocation of capital to long
term RoE enhancing opportunities like MOHFL, and sponsor commitments to our mutual fund and private equity
funds. As of March 2022, our total quoted equity investments stood at ₹ 2,676 crores. Our total investments including
alternate investments stood at ₹ 4,053 crores as of March 2022.
Strong Growth in Investments over the years (₹ Bn)
Investment at cost Gain
CAGR: 24% 40.5
31.0
17.4
13.1
17.4 17.9 17.5
5.0 3.9 1.7

23.1
15.8 17.9
12.5 14.0
Net Worth Trend
Net Worth (Rs bn) P/BV (x)
7 yrs CAGR: 24% (post buyback)

10.0 60
9.0
6.8
50
8.0
7.0
40
6.0
4.9
5.0 30
3.2 3.4
4.0
2.5 2.9
3.0
2.0 2.4 2.1 2.3 20
2.0
1.4 1.0 1.2 10
1.0
9.5 10.0 11.4 12.2 11.7 12.9 14.4 17.8 28.9 30.5 30.9 44.6 56.7
0.0 0
FY10 FY11 FY12 FY13 FY14 FY15 FY16 FY17 FY18 FY19 FY20 FY21 FY22
Key Ratios
The ROE during the year FY2022 stood at 30% vs 38% in FY2021. EBITDA and Net profit margins stood at 50% and
30% respectively in FY2022 (after intercompany adjustments). Debt to Equity ratio stood at 1.1x.
Page No 76

Opportunities and Threats
Opportunities
• Positive long-term economic outlook will lead to opportunity for financial services
• Growing Financial Services industry’s share of wallet for disposable income
• Regulatory reforms would aid greater participation by all class of investors
• Leveraging technology to enable best practices and processes
• Corporates looking at consolidation / acquisitions / restructuring opens out opportunities for the corporate
advisory business
Threats
• Execution risk
• Short term economic slowdown impacting investor sentiments and business activities
• Slowdown in global liquidity flows
• Increased intensity of competition from local and global players
• Market trends making other assets relatively attractive as investment avenues
Strengths
• Strong Brand name
‘Motilal Oswal’ is a well-established brand among retail and institutional investors in India. MOFSL believes
that its brand is associated with high quality research and advice as well as corporate values like integrity and
excellence in execution. The company has been able to leverage its brand awareness to grow its businesses,
build relationships and attract and retain talented individuals.
• Experienced top management
The promoters, Mr Motilal Oswal and Mr Raamdeo Agrawal are qualified chartered accountants with over three
decades of experience each in the financial services industry. The top management team comprises qualified
and experienced professionals, with a successful track record. The company believes that its management’s
entrepreneurial spirit, strong technical expertise, leadership skills, insight into the market and customer needs
provide it with a competitive strength, which will help to implement its business strategies.
• Integrated financial services provider
The broad range of offerings under Broking and Distribution, Institutional Equities, Investment Banking, Asset
Management, Wealth Management, Private Equity and Housing Finance business helps to foresee client
requirements and provide full-fledged services under single platform. The production and distribution of all
financial products and services helps the company’s advisors and clients to attain client’s financial objectives
with best in class services.
• Independent and insightful research
MOFSL believes that its understanding of equity as an asset class and business fundamentals drives the quality
of its research and differentiates it from its competitors. The research team is focused on equities, derivatives
and commodities.
77 Page No

• One of largest distribution network with presence across 550+ locations
MOFSL’s financial products and services are distributed through a Pan India network. The business has grown
from a single location to a nationwide network operated by business associates or directly through own branches
in 550+ locations. This extensive network provides opportunities to cross sell products and services, particularly
as the company diversifies into new business streams. In addition to the geographical spread, MOFSL also
offers an online channel to service customers.
• Established leadership in Franchisee business
One of the key strengths has been the successful establishment of the franchisee business. The company’s
relationship with the franchisees has become stronger as they grew. MOFSL has multiple business partner
models in franchising and is strongly committed to enhance growth and profitability of each of its franchisee.
• Strong risk management
Risk exposure is monitored and controlled through a variety of separate but complementary financial, credit,
operational, compliance and legal reporting systems. Risk management department analyses this data in
conjunction with the company’s risk management policies and takes appropriate action where necessary to
minimize risk.
• State of art infrastructure
MOFSL has consolidated its businesses under one Corporate Office – Motilal Oswal Towers. The integration
of multiple MOFSL businesses provides a great opportunity to present a holistic solution to client needs and
facilitates the “One Firm” philosophy. The infrastructure has been extensively leveraged upon to build deeper
connect with our customers, business partners and corporates.
• Financial prudence
MOFSL’s operating margins continue to remain stable despite the fluctuations in market volumes and revenues.
This is a result of creating a robust business model that can withstand the cyclical fluctuations in business
volumes and simultaneously capture the opportunities provided by the structural growth of India.
During the year, CRISIL Limited reaffirmed the Credit Rating of “CRISIL A1+” to the Commercial Paper Programme
of the Company. CRISIL Limited reaffirmed the Credit Rating of “CRISIL A1+” to the Commercial Paper Programme
of Motilal Oswal Finvest Limited (MOFL), a subsidiary of the Company. Further, CRISIL first revised the outlook of
Market Linked Debentures and Non-Convertible Debentures of MOFL from Stable to Positive and later upgraded the
rating to “CRISIL PP-MLD AA r/Stable” and “CRISIL AA/Stable” respectively. CRISIL assigned “CRISIL A1+” to the
Commercial Paper Programme of Motilal Oswal Wealth Limited (MOWL), a subsidiary of the company. CRISIL first
revised the outlook from Stable to Positive of Long Term Ratings, Market Linked Debentures and Non-Convertible
Debentures of Motilal Oswal Housing Finance Limited (MOHFL) and later upgraded the rating to “CRISIL AA/Stable”
and “CRISIL PP-MLD AA r/Stable” and reaffirmed “CRISIL A1+” for Commercial Paper Programme.
ICRA Limited assigned rating of “ICRA AA” to the Bank Lines, “ICRA PP-MLD AA/Stable” to the Market Linked
Debentures and “ICRA A1+” rating to the Commercial Paper Programme of the Company and reaffirmed “ICRA
AA/Stable” rating of Non-Convertible Debentures. ICRA Limited assigned rating of “ICRA AA/Stable” rating to Non-
Convertible Debentures of MOFL and “ICRA A1+” rating to Commercial Paper of MOWL. ICRA has upgraded rating of
Non-Convertible Debentures and Market Linked Debentures of MOHFL to “ICRA AA-/Stable” and “ICRA PP-MLD AA-/
Stable” from “ICRA A+” and “ICRA PP-MLD A+” respectively.
Page No 78

India Rating assigned “IND AA/Stable” and “IND PP-MLD AA/Stable” rating to Non-Convertible Debentures and
Market Linked Debentures respectively and reaffirmed “IND A1+” rating to the Commercial Paper Programme of the
Company. India Rating assigned “IND AA/Stable” and “IND PP-MLD AA/Stable” rating to Non-Convertible Debentures
and Market Linked Debentures respectively and reaffirmed “IND A1+” rating to the Commercial Paper Programme
of MOFL. India Rating assigned “IND A1+” rating to the Commercial Paper Programme of MOWL. During the year
“IND AA/Stable” rating was assigned to the Bank Loans and Non-Convertible Debentures and “IND A1+” rating was
reaffirmed to the Commercial Paper Programme of MOHFL.
Risks and concerns

The company is primarily exposed to credit risk, interest rate risk, liquidity risk and operational risks. Internally, it has
constituted the Asset Liability Management Committee to manage these risks. This team identifies, assesses and
monitors all principal risks in accordance with defined policies and procedures. The committee is headed by the
Chairman & Managing Director.
The Board Level Committees viz. Audit Committee and Risk Management Committee oversee risk management
policies and procedures. It reviews credit and operational risks while the Asset Liability Management Committee
reviews policies in relation to investment strategy and other risks like interest rate risk and liquidity risk.
Internal control systems and their adequacy
The company’s internal control systems are adequate and provide, among other things, reasonable assurance of
recording transactions of operations in all material respects and of providing protection against significant misuse
or loss of company assets.
Internal audit is conducted by Aneja and Associates, to assess the adequacy of the internal controls procedures and
processes, and their reports are reviewed by the Audit Committee of the Board. Policy and process corrections are
undertaken based on inputs from the internal auditors.
79 Page No
REPORT ON CORPORATE GOVERNANCE (Contd..)

REPORT ON CORPORATE GOVERNANCE
[As per Regulation 34(3) read along with Schedule V(C) of SEBI (Listing Obligations and Disclosure
Requirements) Regulations, 2015]
Corporate Governance Philosophy
The Company has set itself the objective of achieving excellence in its business. As a part of its growth strategy,
the Company believes in adopting the ‘best practices’ that are followed in the area of Corporate Governance. The
Company’s Philosophy on corporate governance oversees business strategies and ensures fiscal accountability,
ethical corporate behavior and fairness to all stakeholders comprising regulators, employees, customers, vendors,
investors and the society at large.
The Company continuously monitors its governance practices and benchmarks itself to the best governed companies
across the industry. The Company believes in pursuing holistic growth and realizes its responsibility towards its
stakeholders and environment. The Board considers itself as a Trustee of its Shareholders and acknowledges its
responsibilities towards them for creation and safeguarding their wealth. The Company’s comprehensive Corporate
Governance practices ensures that the Company always works optimally, protecting the best interests of the
stakeholders and withholding the reputation and status of the Company.
Board of Directors (“Board”)
Composition of Board:
The Company is in compliance with the provisions of Section 149 of the Companies Act, 2013 (“the Act”) and
Regulation 17 of SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015 (“Listing Regulations”)
(as amended from time to time). As on March 31, 2022, the Board consists of Ten Directors comprising of Three
Executive Directors, Two Non-Executive Directors and Five Independent Directors including Two Woman Directors.
The Company has a Non-Executive Chairman & he is Promoter of the Company and thus, 50% (Fifty Percent) of
the total number of Directors are Independent. The Management of the Company is headed by Mr. Motilal Oswal,
Managing Director & Chief Executive Officer of the Company, who operates under the supervision and control of the
Board. The Board reviews and approves strategy and oversees the actions and results of management to ensure that
the long-term objectives of enhancing stakeholders’ values are met.
There was no material, financial and/or commercial transactions entered into between the Senior Management and
the Company which could have potential conflict of interest with the Company at large.
Confirmation of the Board for Independent Directors:
Based on the declarations received from the Independent Directors, the Board of Directors has confirmed that they
meet the criteria of independence as mentioned under Section 149(6) of the Act and Regulation 16(1)(b) of the
Listing Regulations and that they are independent of the management.
The Independent Directors have also registered their names in the Data Bank maintained by the Indian Institute
of Corporate Affairs as mandated in the Companies (Appointment and Qualification of Directors), Rules, 2014 as
amended. Further, none of the Independent Directors have any other material pecuniary relationship or transaction
with the Company, its Promoters, or Directors, or Senior Management which, in their judgment, would affect their
independence.
Page No 80

As required under Regulation 46 of the Listing Regulations, the terms and conditions of appointment of IDs including
their role, responsibility and duties are available on the website of the Company at www.motilaloswalgroup.com.
Inter-se relationships between Directors:
None of the Directors of the Company are inter-se related to each other.
Board Process:
The Board meets at regular intervals to discuss and decide on Company’s business policy and strategy apart from
other normal business. The Board Meetings (including Committee Meetings) of the Company are scheduled after
getting confirmation on dates from Directors well in advance to facilitate them to plan their schedule and to ensure
meaningful participation in the meetings. However, in case of a special and urgent business need, the Board meeting
is also called at Shortor Notice or approval of Board is taken by passing resolution(s) by circulation, as permitted by
law, which is noted in the subsequent Board Meeting.
The detailed Agenda together with the relevant notes to agendas is circulated to the Directors in advance. All major
agenda items are backed by comprehensive background information to enable the Board to take informed decisions.
Where it is not practicable to circulate any document in advance or if the agenda is of a confidential nature, the same
is placed at the meeting. In special and exceptional circumstances, consideration of additional or supplementary
items is taken up with the approval of the Chair and majority of the Independent Directors. Senior Management
Personnel are invited to the Board / Committee meeting(s) to provide additional inputs on the items being discussed
by the Board / Committees thereof as and when necessary. The Chairman/Managing Director apprises the Board at
every meeting on the overall performance of the Company, followed by the detailed presentation by Chief Financial
Officer of the Company.
The Company Secretary is responsible for preparation of the Agenda and convening of the Board and Committee
meetings. The Company Secretary attends all the meetings of the Board and its Committees, advises / assures the
Board on Compliance and Governance principles and ensures appropriate recording of minutes of the meetings.
For facilitating circulation of Board folders in electronic form and reducing consumption of papers, the Company has
adopted a web-based application for transmitting Agenda, Minutes and other papers relating to Board/Committee
Meeting(s). The Directors of the Company receive the Board papers in electronic form through this application, which
can be accessed only through iPad/MacBook. The application meets the high standards of security and integrity that
is required for storage and transmission of Board / Committee Agenda and Minutes in electronic form.
The Board provides the overall strategic direction and periodically reviews strategy and business plans, annual
operating and capital expenditure budgets and oversees the actions and results of the management to ensure
that the long term objectives of enhancing shareholders’ values are met. The Board also, inter alia, considers and
reviews investment and exposure limits, adoption of quarterly/half-yearly/annual results, transactions pertaining to
purchase/disposal of property, major accounting provisions and write-offs, Minutes of Meetings of the Audit and
other Committees of the Board, Minutes of the Meetings of the Subsidiary Companies and information on recruitment
of officers at the Board level and the Key Managerial Personnel. The Board reviews compliance reports of all laws
applicable to the Company on quarterly basis.
81 Page No

The draft Minutes of the proceedings of the meetings of the Board / Committee(s) are circulated to all the members
of the Board or the Committee for their perusal, within fifteen days from the date of the conclusion of the Meeting.
Comments, if any, received from the Directors are incorporated in the Minutes, in consultation with the Chairman. The
Minutes are approved by the members of the Board / Committee(s), prior to the next meeting and confirmed thereat.
Information to the Board:
The Board has complete access to the information within the Company, which inter alia includes–
 Annual revenue budgets and capital expenditure plans of the Company and its subsidiaries.
 Quarterly results and results of operations of subsidiaries.
 Financing plans of the Company.
 Minutes of the meetings of the Board of Directors and Committees of the Board.
 Minutes of the Board Meetings of subsidiaries.
 Details of potential acquisitions or collaboration agreement, if any.
 Material default, if any, in the financial obligations to and by the Company or substantial non-payment for services
rendered, if any.
 Any issue, which involves possible public liability claims of substantial nature, including any judgment or order,
if any, which may have strictures on the conduct of the Company.
 Developments in respect of human resources.
 Non-compliance of any regulatory, statutory nature or listing requirements and investor service such as non-
payment of dividend, delay in share transfer, etc., if any.
Board Meetings held during the year:
During the Financial Year (“FY”) 2021-22, the Board met 6 (Six) times i.e. on April 29, 2021, July 29, 2021,
August 13, 2021, October 28, 2021, January 27, 2022 and March 30, 2022. The maximum gap between any two
meetings was not more than one hundred and twenty days. The required quorum was present at all the above
meetings. The meetings of the Board are generally held at the Registered Office of the Company.
Attendance & Other details:
The attendance of the members of the Board at the meetings held during the FY 2021-22, at the previous Annual
General Meeting (“AGM”) held on August 09, 2021 and also the number of other Directorships and Memberships /
Chairpersonship of Committees held by them as on March 31, 2022 are as follows:

Page No 82

Name of the Director Category DIN Board Meetings Atten- Number of Director- No. of In-
dance ships and Committee dependent
at the Membership/ Chairper- Direc-
previous sonship (including in torships
AGM Company) (including
No. of No. of Direc- Mem- Chair- in Compa-
meet- meet- torship ber (2) person ny) (3)
ings ings (1) (2)
held attend-
during ed
the year
Mr. Raamdeo Agarawal P, C & NED 00024533 6 6 Present 7 3 1 -
Mr. Motilal Oswal P, MD&CEO 00024503 6 6 Present 6 4 1 -
Mr. Navin Agarwal NED 00024561 6 6 Present 6 1 - -
Mr. Ajay Menon WTD 00024589 6 6 Present 5 1 1 -
Mr. Rajat Rajgarhia WTD 07682114 6 6 Present 3 - - -
Mr. C. N. Murthy ID 00057222 6 6 Present 1 1 - 1
Mr. Chandrashekhar ID 00003874 6 6 Present 2 2 - 1
Karnik
Mr. Pankaj Bhansali ID 03154793 6 6 Present 5 1 1 1
Mrs. Divya Momaya ID 00365757 6 6 Present 5 4 2 3
Mrs. Swanubhuti Jain ID 09006117 6 6 Present 3 - - 2
P – Promoter C – Chairman MD&CEO – Managing Director & Chief Executive Officer
WTD – Whole-Time Director ID – Independent Director NED – Non-Executive Director
Notes:
(1)
Section 8 companies are excluded.
(2)
Memberships include Chairpersonship. Only memberships of Audit Committee and Stakeholders Relationship
Committee are considered. This includes memberships in deemed public company.
(3)
Only Equity listed companies are considered.
 None of the Directors on the Board are Member of more than 10 Committees and Chairperson of more than 5
Committees across all listed entities in which they hold Directorship.
 None of the Independent Directors hold office as an Independent Director in more than seven equity listed
companies.
 Further, no Executive Director of the Company is serving as an Independent Director in any company.
Details of Directorship in Listed Entities as on March 31, 2022:
The details of directorship held by Directors of the Company in other listed entities as on March 31, 2022 are as
follows:-
Sr. Name of the Director Name of the Listed Entity(1) Category of Directorship
No.
1 Mrs. Divya Momaya Arihant Superstructures Limited Independent Director
2 Mrs. Divya Momaya GTPL Hathway Limited Independent Director
3 Mrs. Swanubhuti Jain Allied Digital Services Limited Independent Director
(1)
Only Equity listed entities are considered
83 Page No

Meeting of Independent Directors:
Section 149(8) read with Schedule IV of the Act requires the Independent Directors of the Company to hold at least
one meeting in a Financial Year, without the attendance of non-independent directors and members of management.
The Independent Directors of the Company met once i.e. on April 29, 2021 during the year under review, pursuant to
the provisions of the Act and the Listing Regulations. The Chairman of aforesaid Meeting of Independent Directors
was Mr. C. N. Murthy.
Familiarisation programmes for Independent Directors:
The Company has familiarised the Independent Directors of the Company with Programmes which aims to provide
them in depth insight and understanding of the businesses and operations of the Company and its subsidiaries,
which enables and assists them in performing their role as Independent Directors of the Company. The Details
of the familiarisation programmes imparted to the Independent Directors has been disclosed on the website of
the Company at https://www.motilaloswalgroup.com/Downloads/IR/33122429Familiarization-Programmes-for-
Independent-Director_2022.pdf
Directors and Officers Insurance (‘D&O’):
In line with the requirements of Regulation 25 (10) of the Listing Regulations, the Company has taken D&O Insurance
for all its Directors & Officers for such quantum and risk as determined by the Company.
Matrix setting out the Skills/expertise/competence of the Board of Directors:
The following is the list of core skills/expertise/competencies possessed by the Board of Directors of the Company,
which are essential for the functioning of the Company in an effective manner:-
Sr. Name of the Directors Skills/Expertise/competences

No. Business Leadership Finance Risk Legal, Marketing Digital &
& Industry & Human Compliance & Sales Information
Resource & Technology
Governance
1. Mr. Raamdeo      
Agarawal
2. Mr. Motilal Oswal       
3. Mr. Navin Agarwal       
4. Mr. Ajay Menon      
5. Mr. Rajat Rajgarhia   
6. Mr. C. N. Murthy     
7. Mr. Chandrashekhar     
Karnik
8. Mr. Pankaj Bhansali    
9. Mrs. Divya Momaya      
10. Mrs. Swanubhuti Jain     
Committees of the Board:
With a view to have a more focused attention on the business and for better governance and accountability, the
Board has constituted including but not limited to various below mentioned Committees under the Act and Listing
Page No 84

Regulations for compliance and / or administrative purpose. All decisions pertaining to the constitution of the
Committees, appointment of members and fixing of terms of reference for the Committee is taken by the Board of
Directors. The Committees make specific recommendations to the Board on various matters whenever required. All
observations, recommendations and decisions of the Committees are placed before the Board for information or for
approval:-
1) Audit Committee
2) Nomination and Remuneration Committee
3) Stakeholders Relationship Committee
4) Corporate Social Responsibility Committee
5) Risk Management Committee
6) Finance Committee
7) Business Responsibility Committee
8) Technology Committee
1) Audit Committee
The terms of reference of the Committee are as follows:
1. Oversight of the company’s financial reporting process and the disclosure of its financial information to
ensure that the financial statement are correct, sufficient and credible;
2. Recommendation for appointment, remuneration and terms of appointment of auditors of the Company;
3. Approval of payment to statutory auditors for any other services rendered by the statutory auditors;
4. Reviewing, with the management, the annual financial statements and auditor’s report thereon before
submission to the Board for approval, with particular reference to:
a. Matters required to be included in the Director’s Responsibility Statement to be included in the Board’s
report in terms of clause (c) of sub-section 3 of Section 134 of the Act.
b. Changes, if any, in accounting policies and practices and reasons for the same.
c. Major accounting entries involving estimates based on the exercise of judgment by management.
d. Significant adjustments made in the financial statements arising out of audit findings.
e. Compliance with listing and other legal requirements relating to financial statements.
f. Disclosure of any related party transactions.
g. Qualifications in the draft audit report.
5. Reviewing, with the management, the quarterly financial statements before submission to the Board for
approval;
6. Reviewing, with the management, the statement of uses / application of funds raised through an issue
(public issue, rights issue, preferential issue, etc.), the statement of funds utilized for purposes other than
85 Page No

those stated in the offer document / prospectus / notice and the report submitted by the monitoring agency
monitoring the utilisation of proceeds of public or rights issue and making appropriate recommendations to
the Board to take up steps in this matter;
7. Reviewing and monitoring the auditor’s independence and performance and effectiveness of audit process;
8. Approval or any subsequent modification of transactions of the company with related parties;
9. Scrutiny of inter-corporate loans and investments;
10. Valuation of undertakings or assets of the company, wherever it is necessary;
11. Evaluation of internal financial controls and risk management systems;
12. Reviewing, with the management, performance of statutory and internal auditors, adequacy of the internal
control systems;
13. Reviewing the adequacy of internal audit function, if any, including the structure of the internal audit
department, staffing and seniority of the official heading the department, reporting structure coverage and
frequency of internal audit;
14. Discussion with internal auditors of any significant findings and follow up there on;

15. Reviewing the findings of any internal investigations by the internal auditors into matters where there is
suspected fraud or irregularity or a failure of internal control systems of a material nature and reporting the
matter to the Board;
16. Discussion with statutory auditors before the audit commences, about the nature and scope of audit as well
as post-audit discussion to ascertain any area of concern;
17. To look into the reasons for substantial defaults in the payment to the depositors, debenture holders,
shareholders (in case of non-payment of declared dividends) and creditors;
18. To review the functioning of the Whistle Blower Mechanism/Vigil Mechanism;
19. Approval of appointment of CFO (i.e., the whole-time Finance Director or any other person heading the
finance function or discharging that function) after assessing the qualifications, experience and background,
etc. of the candidate;
20. To review the utilization of loans and/ or advances from/investment by the holding company in the subsidiary
exceeding ` 100 crore or 10% of the asset size of the subsidiary;
21. To carry out such other responsibility as may be provided by the Act and the Listing Regulations.
Composition, Meetings and Attendance:
During the FY 2021-22, the Audit Committee met 6 (Six) times i.e. on April 29, 2021, July 29, 2021,
August 13, 2021, October 28, 2021, January 27, 2022 and March 30, 2022. The maximum gap between any two
meetings was not more than one hundred and twenty days. The details of the Composition of the Committee,
number of meetings held and the attendance of the Members are given herein below:-
Page No 86

Name of the Member Category Designation No. of Meetings
in the Held Attended
Committee
Mr. Pankaj Bhansali ID Chairman 6 6
Mr. C.N. Murthy ID Member 6 6
Mr. Chandrashekhar Karnik ID Member 6 6
Mrs. Divya Momaya ID Member 6 6
Internal Auditors and Statutory Auditors are permanent invitees to the Audit Committee Meetings. The internal
auditor reports directly to the Audit Committee.
2) Nomination and Remuneration Committee
1. Formulate criteria to qualify individuals who may become Director or who may be appointed in senior
management level of the Company and recommend to the Board of such appointments and removal;
2. Carry out performance evaluation of all Directors;
3. Formulate the criteria for determining qualifications, positive attributes and independence of a Director;
4. Recommend to the Board a policy, relating to the remuneration for the Directors, key managerial personnel
and other employees. The policy shall be referred as Nomination and Remuneration policy;
5. To decide on the commission payable to the Directors within the prescribed limit and as approved by the
shareholders of the Company;
6. To devise the policy on Board’s diversity;
7. To formulate, implement and administer Employee Stock Option Scheme(s) of the Company and grant stock
options to the employees;
8. To recommend to the Board, all remuneration, in whatever form, payable to Senior Management;
9. To decide whether to extend or continue the term of appointment of the independent director on the basis
of report of performance evaluation of independent director;
10. To evaluate the balance of skills, knowledge and experience on the Board and on the basis of such evaluation,
prepare a description of the role and capabilities required of an independent director, in case of appointment
of an Independent Director;
11. To confirm that compensation payable to Research Analyst(s) are not determined or based on any
specific merchant banking or investment banking or brokerage services transaction and approve the said
compensation payable to Research Analyst(s);
12. To carry out any other function as mandated by the Board from time to time and / or enforced by any statutory
notification, amendment or modification, as may be applicable and such other powers to be exercised by
NRC pursuant to circulars, notifications issued by Statutory & Regulatory authorities from time to time.
87 Page No

During the FY 2021-22, the Committee met 3 (Three) times i.e. on April 29, 2021, July 29, 2021 and
October 28, 2021. The details of the Composition of the Committee, number of meetings held and the attendance
of the Members are given herein below:-

Committee
Mr. C. N. Murthy ID Chairman 3 3
Mr. Chandrashekhar Karnik(1) ID Member 2 2
Mr. Pankaj Bhansali ID Member 3 3
Mrs. Divya Momaya ID Member 3 3
Mr. Raamdeo Agarawal (2) NED Member 1 1
(1)
Appointed as Member w.e.f. April 29, 2021
(2)
Resigned as Member w.e.f. April 29, 2021
Nomination and Remuneration Policy:
The success of the organization in achieving good performance and good governing practice depends on its
ability to attract and retain individuals with requisite knowledge and excellence as Executive and Non-Executive
Directors. With this objective, the Board and the Nomination and Remuneration Committee decides on the
appointment and remuneration to be paid to the Non-Executive Directors.
While deciding on the remuneration to the Directors, the Board and Nomination and Remuneration Committee
considers the performance of the Company, the current trends in the industry, the qualifications of the appointee,
his experience, level of responsibility, past performance and other relevant factors.
The Board and Nomination and Remuneration Committee carry the performance evaluation of the Directors.
Accordingly, on the basis of the report of the performance evaluation of Directors including Independent
Directors, the Company decides whether to extend or continue the term of appointment of the Independent
Directors. The criteria of performance evaluation of Directors includes the effectiveness in decision making,
effectively facilitates the Board Meeting, demonstrating knowledge, etc.
The Nomination and Remuneration Policy of the Company including the criteria for making payments to Directors
including Non-executive Directors, Key Managerial Personnel (“KMP”) and Senior Management is uploaded on
the Website of the Company at https://www.motilaloswalgroup.com/Downloads/IR/724496156Nomination-
and-Remuneration-Policy.pdf
Performance Evaluation:
In terms of provisions of the Act read with Rules made there under and Regulations 17 and 19 of the Listing
Regulations, the Board, on recommendation of the Nomination and Remuneration Committee, have evaluated
the effectiveness of the Board. Accordingly, the performance evaluation of the Board, each Director and the
Committees was carried out for the Financial Year ended March 31, 2022. The evaluation of the Directors was
based on various aspects which, inter alia, included the level of participation in the Board Meetings, inputs
provided to executive management on matters of strategic importance, familiarization with the business of the
Company and its subsidiaries, etc.
Page No 88

Remuneration to Directors:
Mr. Motilal Oswal, Mr. Raamdeo Agarawal and Motilal Oswal Family Trust are the Promoters of the Company.
Mr. Motilal Oswal, Managing Director & CEO, Mr. Ajay Menon, Whole- time Director and Mr. Rajat Rajgarhia,
Whole-time Director draws remuneration from the Company. Apart from the reimbursement of expenses
incurred in discharge of their duties, the sitting fees and commission that the Independent Directors are entitled
to receive under the Act, none of the Independent Directors has any other material pecuniary relationship or
transactions with the Company, its Promoters, its Directors, its Management, its Subsidiary Companies and its
Associate Companies which would affect their independence.
Remuneration to the Executive Directors :

(Amount in ₹)
Name of the Director Category Salary (1)
Variable Pay Perquisites Total
Mr. Motilal Oswal MD&CEO 2,40,35,000(2) 0 4,000 2,40,39,000
Mr. Ajay Menon WTD 1,00,94,400(2) 8,00,00,000 1,86,850 9,02,81,250
Mr. Rajat Rajgarhia WTD 1,74,96,000 4,30,00,000 1,54,050 6,06,50,050
Total 5,16,25,400 12,30,00,000 3,44,900 17,49,70,300
(1)
Based on policy formulated by the NRC and approved by the Board.
(2)
Including incentives related to MOG-SIP.

 The aforesaid Managerial remuneration does not include Provision for Gratuity and Insurance Premiums for
medical and life.
 The Executive Directors are provided with various benefits including reimbursement of expenses, leave
travel concession etc.
 None of the Executive Directors of the Company have received the pension and severance fees from the
Company. Also, the Company has not entered into the service contracts and there is no provision of notice
period in the Company for Directors.
Remuneration paid to Non-Executive Directors:
The Independent Directors are paid the sitting fees of ₹20,000/- for every Meeting of the Board and ₹10,000/- for
every meeting of the Committees of the Board attended by them. The shareholders of the Company at the Annual
General Meeting held on July 27, 2017 approved the payment of Commission up to an amount not exceeding
1% of the Net Profits of the Company computed in accordance with the provisions of Section 198 and other
applicable provisions of the Act, to Independent Directors of the Company for period of five years with effect from
April 1, 2017. The Nomination and Remuneration Committee at its Meeting held on April 28, 2022 approved the
payment of Commission of ₹6,50,000/- to Mr. Chandrashekhar Karnik and ₹3,00,000/- each to Mr. C.N. Murthy,
Mr. Pankaj Bhansali, Mrs. Divya Momaya & Mrs. Swanubhuti Jain, Independent Directors of the Company, for
the FY 2021-22. Also since Mr. Karnik undertake various leadership training sessions for Senior Management
of Motilal Oswal Group, the Committee approved the remuneration of ₹3,50,000/- by way of Commission for his
service offered to Company in addition to ₹3,00,000/- for the FY 2021-22. Mr. Raamdeo Agarawal, Non-Executive
Non-Independent Director of the Company is not paid any sitting fees for attending Board Meetings & various
Committee Meetings. However, pursuant to the recommendation of Nomination and Remuneration Committee,
the Board at its meeting held on July 31, 2019 has approved the payment of remuneration of ₹12,00,000/- per
annum by way of monthly commission of ₹1,00,000/- per month to Mr. Raamdeo Agarawal, Non-Executive
Chairman of the Company. Mr. Navin Agarwal, the Non-Executive Director of the Company is in the Whole time
employment of Motilal Oswal Asset Management Company Limited (“MOAMC”), a material subsidiary of the
Company and draws remuneration from MOAMC. Also Mr. Navin Agrawal is not paid any sitting fees for attending
Board Meetings & various Committee Meetings.
89 Page No

Details of the sitting fees & commission paid to the Non-Executive Directors for the FY 2021-22 are given herein
below:-
(Amount in ₹)
Name of the Director Category Sitting Fees Sitting Fees Commission Total
for Board for Committee
Meeting Meeting
Mr. Raamdeo Agarawal C & NED - - 12,00,000 12,00,000
Mr. C. N. Murthy ID 1,20,000 1,00,000 3,00,000 5,20,000
Mr. Chandrashekhar Karnik ID 1,20,000 80,000 6,50,000 8,50,000
Mr. Pankaj Bhansali ID 1,20,000 1,00,000 3,00,000 5,20,000
Mrs. Divya Momaya ID 1,20,000 80,000 3,00,000 5,00,000
Mrs. Swanubhuti Jain ID 1,20,000 0 3,00,000 4,20,000
Total 6,00,000 3,60,000 30,50,000 40,10,000
In accordance with the provisions of the Act and Listing Regulations, Independent Directors are not eligible for
any employee stock options.
Shares held by the Non-Executive Directors:
The details of the Equity Shares of the Company held by the Non-Executive Directors as on March 31, 2022 is
given herein below:-
(Amount in ₹)
Name of the Director Category No. of Equity
Shares held
Mr. Ramdev Agrawal C & NED 4,03,69,047
Mr. Navin Agrawal NED 77,04,010
Mr. C.N. Murthy ID Nil
Mr. Chandrashekhar Karnik ID Nil
Mr. Pankaj Bhansali ID Nil
Mrs. Divya Momaya ID Nil
Mrs. Swanubhuti Jain ID Nil
Total 4,80,73,057
3) Stakeholders Relationship Committee
1. To address requests/resolve grievances of security holders including complaints related to transfer/

transmission of securities, non-receipt of balance sheet, non-receipt of declared dividends/interests, etc;
2. To monitor and transfer the amounts/shares transferable to Investor Education and Protection Fund (“IEPF”);
3. To approve transfer / transmissions of securities;
4. Taking decision on waiver of requirement of obtaining the Succession Certificate/Probate of Will on case to
case basis;
5. To address the remat/demat requests of security holders for rematerialisation/dematerialisation of

securities;
6. To issue duplicate share/debenture certificate(s) reported lost, defaced or destroyed as per the laid down
procedure and to resolve the grievances of security holders of the Company;
Page No 90

7. Attending to complaints of security holders routed by SEBI (SCORES)/Stock Exchanges/RBI or any other
Regulatory Authorities;
8. Specifically look into the various aspects of interest of shareholders, debenture holders and other security
holders;
9. Review of measures taken for effective exercise of voting rights by shareholders;
10. Review of adherence to the service standards adopted by the Company in respect of various services being
rendered by the Registrar & Share Transfer Agent;
11. Review of the various measures and initiatives taken by the Company for reducing the quantum of
unclaimed dividends and ensuring timely receipt of dividend warrants/annual reports/statutory notices by
the shareholders of the Company;
12. Any other matters that can facilitate better investor services and relations.
During the FY 2021-22, the Committee met 1(One) time i.e. on October 28, 2021. The details of the Composition
of the Committee, number of meeting(s) held and the attendance of the Members are given herein below:-
Name of the Member Category Designation No. of Meeting(s)

Committee
Mr. Raamdeo Agarawal C & NED Chairman 1 1
Mr. Motilal Oswal MD&CEO Member 1 1
Mr. Navin Agarwal NED Member 1 1
Mr. Chandrashekhar Karnik ID Member 1 1
The Committee meets as and when required, to deal with the investor related matters.
Details of queries and grievances received and attended by the Company during the FY 2021-22 are given
herein below:
Sr. Nature of Complaint Pending as Received Disposed off Pending as

No. on April 1, during the during the on March 31,
2021 year year 2022
i. SEBI /Stock Exchange Complaints 0 0 0 0
ii. Non-receipt of Dividend warrant/ 0 0 0 0
Interest
iii. Non-receipt of Share Certificate 0 0 0 0
iv. Non-receipt of Annual Report 0 1 1 0
v. Others 0 0 0 0
Total 0 1 1 0
SEBI Complaints Redress System (SCORES)
Securities and Exchange Board of India (“SEBI”) administers a centralised web based complaints redress system
(“SCORES”). It enables investors to lodge and follow up complaints and track the status of redressal online on
the website at www.scores.gov.in. It also enables the market intermediaries and listed companies to receive the
91 Page No

complaints from investors against them, redress such complaints and report redressal of such complaints. All
the activities starting from lodging of a complaint till its disposal are carried online in an automated environment
and the status of every complaint can be viewed online at any time. The Company has registered itself on
SCORES and endeavors to resolve all investor complaints received through SCORES.
All complaints have been redressed to the satisfaction of the shareholders and none of them were pending as
on March 31, 2022.
4) Corporate Social Responsibility Committee
1. Formulate and recommend to the Board, a Corporate Social Responsibility (“CSR”) Policy which shall
indicate the activities to be undertaken by the Company as specified in Schedule VII;
2. Recommend the amount of expenditure to be incurred on the activities referred to in Clause (1);
3. Monitor the Corporate Social Responsibility Policy of the Company from time to time;
4. Update the Board on the implementation of various programmes and initiatives;
5. Formulate and recommend to the Board for its approval, an annual action plan in pursuance to the CSR
policy;
6. Such other powers to be exercised by CSRC pursuant to circulars, notifications issued by Statutory &
Regulatory Authorities from time to time.
During the FY 2021-22, the Committee met 2 (Two) times i.e. on April 29, 2021 and October 28, 2021. The details
of the Composition of the Committee, number of meetings held and the attendance of the Members are given
herein below:-

in the
Committee Held Attended
Mr. Motilal Oswal MD Chairman 2 2
Mr. Raamdeo Agarawal C&NED Member 2 2
Mr. C.N. Murthy ID Member 2 2
The CSR Policy devised in accordance with Section 135 of the Act and the details about CSR Policy and initiatives
and activities undertaken by the Company on CSR during the financial year 2021-22 is annexed as “Annexure-4”
to the Board’s Report.
5) Risk Management Committee
The Company has a well-defined risk management framework in place and Risk Management Committee, which
ensures that the management controls risks through means of a properly defined framework. In addition, the
Board has formulated and adopted a risk management policy. The risk management framework adopted by the
Company is discussed in the Management Discussion and Analysis chapter annexed to the Board’s Report. The
Board assesses the risk and the procedures being followed by the Company and steps taken by it to mitigate
these risks.
Page No 92

1. Reviewing and approving the risk management policy and associated framework, processes and practices
of the Company on an annual basis;
2. Ensuring the appropriateness of the Company in taking measures to achieve prudent balance between risk
and reward in both ongoing and new business activities;
3. Evaluating significant risk exposure of the Company and assessing Management’s action to mitigate /
manage the exposure in timely manner;
4. Laying down the risk tolerance limits and Monitoring risk exposures at periodic intervals;
5. Reporting to the Board on periodical basis;
6. Assist the Board in effective operation of risk management system by performing specialized analyses and
quality reviews;
7. Maintaining a group-wise and aggregated view on the risk profile of the Company in addition to the solo and
individual risk profile;
8. Reviewing, investigating the instances reported for unethical behavior of employees or Senior Management
Officials and taking suitable disciplinary action against such employees;
9. Overviewing and Identifying the wilful defaulters;
10. Monitoring and Reviewing of the Risk Management Plan including Cyber Security;
11. Such other powers to be exercised by RMC pursuant to circulars, notifications issued by Statutory &
Regulatory authorities from time to time.
Composition:
During the FY 2021-22, the Committee met 2 (Two) times i.e. on July 29, 2021 and January 24, 2022. The details
of the Composition of the Committee, number of meeting(s) held and the attendance of the Members are given
herein below:-
Name of the Member Category Designation in No. of Meetings

the Committee Held Attended
Mr. Motilal Oswal MD Chairman 2 2
Mr. Navin Agarwal NED Member 2 2
Mr. Ajay Menon WTD Member 2 2
Mr. Shalibhadra Shah CFO Member 2 2
Mr. Pankaj Bhansali(1) ID Member 2 2
Mr. Anupam Agal(2) SEVP Member 2 2
CFO: Chief Financial Officer
SEVP: Senior Executive Group Vice President
(1)
Appointed as Member w.e.f. April 29, 2021
(2)
Ceased to be a Member w.e.f. April 28, 2022
93 Page No

6) Finance Committee
1) To review, evaluate and approve the Investments to be made by the Company;
2) To borrow monies from Banks, financial institution, Body Corporate(s) or any other person for funding
capital requirement of the Company and its subsidiaries, the amount outstanding at any point of time not
exceeding the overall limit of ₹12,000 Crores;
3) To create Pledge/ hypothecate/ mortgage and/ or charge on both movable and immovable assets not
exceeding the overall limit of ₹10,000 Crores;
4) To provide loans to any Body Corporate/Person not exceeding the overall limit of ₹4,500 Crores and/or give
guarantee or provide security in connection to loan to any other body corporate or person not exceeding
₹500 Crores;
5) Allotment of Shares, Debentures and other securities;
6) Acquisition by way of subscription, purchase of otherwise the securities of any body corporate including
investment in private equity funds and real estate funds not exceeding overall limits of ₹4,000 Crores;
7) Affix common seal of the Company on instruments or deeds or on any document(s) as may be required in
the presence of at least one Director or such other person as the Committee may appoint for the purpose;
8) Investments, Deployment, Liquidation and re-deployment of surplus funds of the Company, temporary or
otherwise, from time to time, in units of mutual fund schemes, units of liquid funds, and subject to the
provision of Section 186 of the Act and investment in any other marketable/financial instrument/securities
and any other instrument traded on the Stock Exchange(s) and Commodity Exchange(s) from time to time,
the amount to be invested at any point of time not exceeding ₹10,500 Crores;
9) To sign and execute all forms and other documents for the foregoing purposes and to do all such acts as
may be ancillary or incidental to the foregoing purposes;
10) Review and monitoring of the business policies and operational decisions as set by the Board, from time to
time;
11) Supervision and review of the performance of various operational activities on an ongoing basis;
12) Authorise negotiations and arrangements for operational and administrative requirements;
13) Opening and closing current/cash credit/ overdraft/ fixed deposit or other accounts including depository
accounts with any scheduled bank and/or depository participant, authorize the officials of the Company to
operate the same and to vary the existing authorization in respect of these accounts;
14) Issue of Power of Attorneys/Delegation Letter to the Officials of the Company;
15) Execute, sign, certify any agreement, MOU, undertaking, document, deed and other writings in relation to the
day-to-day matters;
16) Authorise Officials of the Company to initiate legal action, sign documents/deeds/undertakings and other
writings and represent the Company in litigation and settle any legal disputes in connections with any legal
proceedings by or against the Company;
Page No 94

17) Registration, renewal/continuation of registration and continuing compliance and observance of various
provisions of Shops & Establishment, Sales Tax, Service Tax, Professional tax and such other legislations
and rules, regulations and directions made or issued there under;
18) To undertake all activities to act as sponsor and to decide quantum of investment and/or commitment in
these funds, schemes, trusts and to do all such acts, deeds, and things as may be necessary in this regard;
19) Grant of authority to avail online payment gateway facility;
20) To take decisions with respect to matters of acquisition, disposal and utilization of premises (by way of sale,
purchase, lease, leave & license or otherwise) for and on behalf of the Company;
21) To open, operate and close Bank Accounts/Demat Accounts;
22) To acquire broking & distribution business and other businesses of various entities for an aggregate
consideration of ₹25 crores and to sign, file and submit documents for obtaining regulatory approvals, if
any, in this regard and carry out such other incidental & ancillary matters;
23) To carry out all the activities/actionables pertaining to various businesses/licenses of the Company including
submitting various reports, declarations, certifications, undertakings and such other documents as may be
required from time to time by the Depositories, Stock Exchange(s) and other regulatory authorities and to
carry out such other incidental & ancillary matters;
24) Any other incidental or other matter in the ordinary course of business, including delegation of powers for
routine matters, and/or may be delegated by the Board, from time to time.
Composition:
The details of the Composition of the Committee are given herein below:-
Name of the Member Category Designation in the Committee

Mr. Motilal Oswal MD&CEO Chairman
Mr. Raamdeo Agarawal C&NED Member
Mr. Navin Agarwal NED Member
Mr. Ajay Menon WTD Member
7) Business Responsibility Committee
1. Frame and overview polices pertaining to principles of Business Responsibility as may be required from
time to time;
2. Overview and Recommend the Business Responsibility Report to the Board;
3. Undertake various Environment, Social and Governance (ESG) initiatives;
4. Such other powers to be exercised by BRC pursuant to circulars, notifications issued by Statutory &
Regulatory authorities from time to time.
95 Page No

Composition:

Mr. Motilal Oswal MD & CEO Chairman
Mr. Sudhir Dhar Group Head – Human Resources Member
and Administration
Mr. Navin Agarwal (1) NED Member
(1)
Appointed as Member w.e.f. April 29, 2021.
8) Technology Committee
The terms of reference of the Committee are as follows;
1. Review the implementation of the Cyber Security and Cyber Resilience Policy;
2. Review of current IT and Cyber Security and Cyber Resilience Capabilities;
3. Set goals for a target level of Cyber Resilience;
4. Establish plans to improve and strengthen Cyber Security and Cyber Resilience;
5. Any other ancillary matters related to the domain of Information Technology.
Composition:

Mr. Pankaj Purohit Head - Information Technology Chairman
Mr. Sehul Shah Vice President - IT- Designated Member
officer
Mr. Manish Bobdey(1) Vice President - IT Member
Mr. Atul Sashittal Representative- Eduvanz Financing Member
Private Limited
(1)
Ceased to be a Member w.e.f. March 04, 2022.
Policy on Prevention of Sexual Harassment of Women at Workplace
The Company values the dignity of individuals and strives to provide a safe and respectable work environment
to all its employees. The Company is committed to provide an environment, which is free of discrimination,
intimidation and abuse. The Company believes that it is the responsibility of the organisation to protect the
integrity and dignity of its women employees and also to avoid conflicts and disruptions in the work environment
due to such cases. The Company has adopted a ‘Policy against Sexual Harassment’ as per the Sexual
Harassment of Women at Workplace (Prevention, Prohibition and Redressal) Act, 2013 (“Sexual Harassment
Act”) and an Internal Complaints Committee has also been set up to redress complaints received regarding
sexual harassment. As per the policy, any women employee may report her complaint to the Committee. We
affirm that adequate access was provided to any complainant who wish to register a complaint under the policy.
Page No 96

Sr. Category No. of complaints
No. Pending filed during disposed of Pending as
as on April the year during the on March 31,
01, 2021 year 2022
1. Sexual Harassment 0 0 0 0
2. Discriminatory employment 0 0 0 0
Management Discussion and Analysis
The Annual Report has a detailed chapter on Management Discussion and Analysis.
General Body Meetings
The details of the Annual General Meetings held during past three years are given herein below:-
Sr. No. Date Venue Time Special Resolutions passed

14th AGM July 31, 2019 Motilal Oswal Tower, 4.00 p.m. Issuance of Equity Shares on Preferential
Rahimtullah Sayani Road, basis
Opposite Parel ST Depot,
Prabhadevi, Mumbai – 400
025.
15th AGM July 30, 2020 Video Conferencing (“VC”)/ 4.00 p.m. Approval to Material Wholly Owned
Other Audio Visual Means Subsidiary, Motilal Oswal Finvest Limited,
(“OAVM”) at Motilal Oswal for Selling, Leasing and Disposing of its
Tower, Rahimtullah Sayani Assets in excess of twenty percent of its
Road, Opposite Parel total assets, respectively in any financial
ST Depot, Prabhadevi, year
Mumbai-400025
(deemed venue)
16th AGM August 09, Video Conferencing (“VC”)/ 4.00 p.m. 1) Appointment of Mr. Chandrashekhar
2021 Other Audio Visual Means Karnik (DIN: 00003874) as an
(“OAVM”) at Motilal Oswal Independent Director of the Company.
Tower, Rahimtullah Sayani
Road, Opposite Parel 2) Appointment of Mrs. Swanubhuti Jain
ST Depot, Prabhadevi, (DIN: 09006117) as an Independent
Mumbai-400025 Director of the Company.
(deemed venue)
3) Approval of Motilal Oswal Financial
Services Limited- Employee Stock
Option Scheme-IX for Issuance of
Stock Options to the employees of the
Company.
4) Approval of extension of benefits

of Motilal Oswal Financial Services
Limited- Employee Stock Option
Scheme-IX and Issuance of Stock
Options to the employees of present/
future subsidiary companies/holding
company of the Company.
97 Page No

Postal Ballot Resolution(s)
During the FY 2021-22, the Company has not passed any Special Resolution through Postal Ballot. However, the
approval of the Shareholders was sought by way of postal ballot vide notice dated September 11, 2021 in respect
of the Ordinary Resolution for Appointment of M/s. Singhi & Co. as the Statutory Auditors of the Company to fill
casual vacancy.
The details of Voting is given below:
No. of votes No. of Votes % of Votes in No. of Votes % of Votes No. of Invalid
Polled in favour favour on votes Against against on votes votes
polled polled
11,59,86,046 11,59,70,674 99.99 15,372 0.01 0
Procedure for Postal Ballot:
The Company had provided its Shareholders the facility to exercise their right to vote on the Postal Ballot through
the remote e-Voting on the resolution as set out in the Notice of the Postal Ballot. The Company had engaged the
Central Depository Services (India) Limited (“CDSL”) to provide remote e-Voting facility.
The Company appointed Mr. Umashankar Hegde, Practicing Company Secretary as the Scrutinizer to scrutinize
the entire Postal Ballot Process. The Scrutinizer submitted his report to the Chairman on completion of
Scrutiny on October 20, 2021 and consolidated results of the said postal ballot were announced and the said
results were made available at the Company’s website at https://www.motilaloswalgroup.com/Downloads/
IR/1803919597Votingresults_scrutinizerreport_PostalBallot.pdf and also placed at the Registered Office of the
Company. The Resolution mentioned above was passed by the shareholders with the requisite majority in favour
of the Company.
No Special Resolution requiring approval through Postal Ballot is being proposed on or before the ensuing AGM
of the Company.
Means of Communication
Modes of Communication:
The Company, from time to time and as may be required, communicates with its Shareholders and Investors
through multiple channels of communications including the following:
• Dissemination of information on the website of the Stock Exchanges;

• Press releases;
• Annual reports;
• Earnings calls, investor conferences; and
• Uploading relevant information on the Company’s website.
Financial Results:
The Company publishes quarterly, half-yearly and annual results generally either in Free Press Journal, Financial
Express, Business Standard and Navshakti newspapers. The Company’s results and official news releases are
displayed on the Company’s website at www.motilaloswalgroup.com. Presentations made to the Institutional
Investors and analysts are also uploaded on the Company’s website.
Page No 98

Annual Report:
Pursuant to the MCA circulars and SEBI Circulars, the Annual Report for FY 2020-21 containing the Notice of
AGM was sent through e-mails to all those Members whose e-mail IDs were registered with the Company/
Depository Participants.
Press Release/ Analyst Call:
The official media releases and presentations made to Institutional Investors / Analysts and audio recording of
Analyst Calls, and transcripts are posted on the Company’s website.
Disclosures:
The Company informs BSE Limited (“BSE”) and National Stock Exchange of India Limited (“NSE”) about all price
sensitive matters or such other matters which in its opinion are material and of relevance to the members and
the same are also displayed on the Company’s website. Further, in compliance to the provisions of Regulation 30
of the Listing Regulations, the Company has disclosed on its website, a duly approved Policy on Determination
of Materiality of Events.
NSE Electronic Application Processing System (‘‘NEAPS’’), NSE Digital Portal and BSE Corporate Compliance
& Listing Centre (‘‘Listing Centre’’) are a web-based application designed by NSE and BSE for corporates. All
periodical compliance filings like shareholding pattern, corporate governance report, media releases, among
others are filed electronically on NEAPS and the Listing Centre.
Communication to Shareholders:
Unclaimed shares/dividend: As required statutorily, a reminder for unclaimed shares/dividends is sent to the
shareholders as per records every year.
General Shareholders’ Information
Annual General Meeting Date Monday, July 11, 2022

Time 4.00 p.m.
Venue Motilal Oswal Tower, Rahimtullah
Sayani Road, Opposite Parel ST Depot,
Prabhadevi, Mumbai-400 025
Financial Year The financial year of the Company comprises of period of 12
months from April 1 to March 31.
Dividend Payout Date The Company has paid interim dividend of ₹ 7/- per Equity Share
having face value of ₹ 1/- each. Further, the Board of Directors, at their
meeting held on April 28, 2022, has recommended a final dividend of
₹ 3/- per Equity Share having face value of ₹ 1/- each for the Financial
Year 2021-22. Dividend, if declared shall be paid / dispatched on or
before August 9, 2022.
Listing on Stock Exchanges Name of Stock Exchange Address of Stock Exchange
BSE Limited Phiroze Jeejeebhoy Towers, Dalal Street,
Fort, Mumbai - 400 001
National Stock Exchange Exchange Plaza Bldg., 5th Floor, Plot No.
of India Limited C- 1, ‘G’ Block, Bandra- Kurla Complex,
Mumbai - 400 051
The requisite Annual listing fees for financial year 2021-22 have been
paid in full to BSE and NSE.
99 Page No

None of the securities of the Company have been suspended for
trading at any point of time during the year.
Stock Code Equity: BSE: 532892
NSE: MOTILALOFS
ISIN: INE338I01027
Debt: Series A: INE338I07057
Series B: INE338I07065
Series M: INE338I07073
Market Price Data:
High, Low and Close Price during each month in the last financial year at BSE and NSE:-
Month BSE (₹) NSE (₹)

High Price Low Price High Price Low Price
April, 2021 676.00 568.25 676.90 580.00
May, 2021 859.95 630.00 860.00 632.00
June, 2021 831.10 760.00 831.45 760.15
July, 2021 1188.00 787.20 1188.00 784.00
August, 2021 968.00 726.80 968.40 725.15
September, 2021 886.00 760.00 887.60 759.80
October, 2021 949.70 851.10 949.00 850.50
November, 2021 994.35 881.15 995.00 884.05
December, 2021 1013.85 904.00 1014.80 901.25
January, 2022 1005.00 835.90 1005.95 835.00
February, 2022 959.55 823.25 959.85 824.00
March, 2022 949.75 806.35 948.70 805.60
Performance in comparison to broad-based indices such as BSE Sensex, S&P CNX Nifty etc.:
The Company is the constituent of the BSE – 500. The performance of the Company’s shares relative to the BSE
Sensex, BSE – 500 and S&P CNX Nifty is given in the chart below:-
MOFSL Share performance versus BSE Sensex
Page No 100

MOFSL Share performance versus BSE – 500

MOFSL Share performance versus S&P CNX Nifty
Registrar and Share Transfer Link Intime India Private Limited

Agent for Equity Shares C-101, 1st Floor, 247 Park, Lal Bahadur Shastri Marg, Vikhroli (West),
Mumbai-400083.
Tel: +91 22 49186000
Fax: +91 22 49186060
Website: www.linkintime.co.in
Share Transfer System Trading in equity shares of the Company through recognized Stock Exchanges
is permitted in dematerialized form.
The Board has delegated the authority for approving transmission etc. of
the Company’s securities to Stakeholders Relationship Committee. The
Stakeholders Relationship Committee meets as and when required to consider
the transmission of shares, requests for issue of duplicate share certificates,
etc. and attend to shareholder grievances.
101 Page No

Distribution of Shareholding:
Distribution of the Shareholding of the Equity Shares of the Company by size and by ownership class as on
March 31, 2022:
Number of Shares held No. of Shareholders Total No. of Shares % of Shareholding

held in the category
Up to 500 69,203 30,92,437 2.08
501-1000 1,108 8,41,363 0.56
1001-2000 576 8,44,214 0.57
2001-3000 204 5,14,160 0.34
3001-4000 129 4,57,993 0.31
4001 – 5000 71 3,33,831 0.22
5001 – 10000 168 11,98,882 0.81
10001 & Above 267 14,17,80,039 95.11
Total 71,726 14,90,62,919 100.00

Category wise Shareholding Pattern as on March 31, 2022:
Sr. Category No. of Shares % to Share Capital

No.
1) Promoters & promoter group 10,36,05,055 69.50
2) Mutual Funds/Financial Institutions / Banks / Foreign 2,04,42,169 13.71
Institutional Investors
3) Public 1,10,54,943 7.42
4) Directors 98,21,848 6.59
5) Others 27,74,825 1.86
6) Bodies Corporate 8,48,335 0.57
7) NRIs/OCBs 5,15,744 0.35
Total 14,90,62,919 100.00
Dematerialization of Shares As on March 31, 2022, 14,71,89,914 Equity Shares were held in dematerialized
and liquidity form with National Securities Depository Limited and Central Depository
Services (India) Limited and 4,560 Equity shares were held in physical form.
Further, pursuant to the Corporate Restructuring of Group Entities under

Scheme of Arrangement which was made effective from March 30, 2022, the
Company has allotted 18,68,445 fresh Equity Shares for which an application
for listing approval is pending before BSE and NSE.
Outstanding GDRs/ADRs/ As on March 31, 2022, the Company did not have any outstanding GDRs/ADRs/
Warrants or any Convertible Warrants or any Convertible instruments (excluding ESOPs).
instruments, conversion date
and likely impact on equity
Commodity price risk or The Company does not deal in commodities and has no foreign exchange
foreign exchange risk and or hedging exposures hence disclosures relating to risk management policy
hedging activities with respect to commodities, commodity price risks, foreign exchange risk
and hedging thereof in terms of SEBI circular no. SEBI/HO/CFD/CMD1/
CIR/P/2018/0000000141 dated November 15, 2018 is not applicable.
Plant Locations The Company is in the business of broking and distribution; therefore, it does
not have any manufacturing plants.
Page No 102

Address for Correspondence Link Intime India Pvt. Limited
(Registrar and Share Transfer Agent)
C-101, 1st Floor, 247 Park, Lal Bahadur Shastri Marg,

Vikhroli (West), Mumbai-400083.
Tel: +91 22 49186000
Fax: +91 22 49186060
Website: www.linkintime.co.in
Name and Address of the Mr. Kailash Purohit
Compliance Officer Company Secretary & Compliance Officer
Motilal Oswal Tower, Rahimtullah Sayani Road,
Opp. Parel ST Depot, Prabhadevi,
Mumbai – 400025
Tel: +91-22-7193 4200 Fax: +91-22-5036 2365
E-mail: [email protected]
List of all credit ratings The details of credit rating obtained by the Company is included in Board’s
obtained along with any Report forming part of Annual Report of the Company.
revisions thereto during the
relevant financial year.
Disclosures:
i) The Company has complied with all the requirements of regulatory authorities, There were no instances of
non-compliance by the Company and no material penalties/strictures were imposed on the Company by
Stock Exchanges or SEBI or any Statutory Authority on any matter related to capital market during last three
years.
ii) Whistle Blower Policy/Vigil Mechanism
Pursuant to the provisions of Section 177 of the Act and Regulation 22 of the Listing Regulations, the
Company formulated a Vigil Mechanism/ Whistle Blower Policy for Directors and employees to report
genuine concerns about unethical behavior, actual or suspected fraud or violation of the company’s code of
conduct or ethics policy.
This mechanism provides for adequate safeguards against victimization of director(s) / employee(s) who
avail the mechanism and makes provision for direct access to the Chairman of the Audit Committee. The
policy has been uploaded on the website of the Company at We affirm that no director/employee of the
Company was denied access to the Audit Committee.
iii) The Company has complied with all the mandatory requirements of the Listing Regulations.
iv) Compliance with Non-mandatory Requirements
The Company has complied with the following non-mandatory requirements as prescribed in Regulation 27
read with Schedule II Part E of the Listing Regulations: -
a) Non-Executive Chairman’s Office: Chairman’s office is separate from that of the Managing Director.
b) Modified Opinion in Auditors Report: The Company’s financial statements for the financial
year 2021-22 do not contain any modified audit opinion. Your Company continues to adopt best
practices to ensure regime of financial statements with unmodified audit qualifications.
103 Page No

c) Reporting of Internal Auditor: The Internal Auditor reports to the Audit Committee. The Internal Auditor
also participates in the meetings of the Audit Committee and also presents internal audit observations
to the Audit Committee.
v) Disclosures of compliance with Corporate Governance Requirements specified In Regulation 17 to 27 and

Regulation 46(2)
The Company has complied with the Corporate Governance requirements specified in Regulation 17 to 27
and clauses (b) to (i) of sub-regulation (2) of Regulation 46 of the SEBI Listing Regulations and paras (2) to
(10) mentioned in part ‘C’ of Schedule V of the Listing Regulations during the year under review.
Compliance Certificate from M/s. Singhi & Co., Statutory Auditors of the Company confirming compliance
with the of conditions of Corporate Governance for the financial year ended March 31, 2022 in terms of
Schedule V(E) to the Listing Regulations is annexed to this Report as “Annexure A”.
vi) Fees to Statutory Auditors
The details of total fees for all services paid by the Company and its subsidiaries, on a consolidated basis,
to the statutory auditors and all entities in the network firm / network entity of which the statutory auditor is
a part, are as follows:
Type of Service Amount Paid (₹)

Statutory Audit, Certifications and Other services 76,00,000
vii) Subsidiary Companies
According to the Regulation 16(1)(c) of the Listing Regulations, a “Material Subsidiary” shall mean a subsidiary,
whose income or net worth (i.e. paid up capital and free reserves) exceeds 10% of the consolidated income
or net worth respectively, of the listed entity and its subsidiaries in the immediately preceding accounting
year. The Company has three material subsidiaries namely Motilal Oswal Home Finance Limited (“MOHFL”),
Motilal Oswal Asset Management Company Limited (“MOAMC”) and Motilal Oswal Finvest Limited (“MOFL”)
as on March 31, 2022. The debentures of MOHFL & MOFL are listed on BSE and units of mutual funds of
MOAMC are listed on NSE and BSE.
As required under the Listing Regulations, the Company has formulated policy for determining material
subsidiaries which has been uploaded on the Company’s website at https://www.motilaloswalgroup.com/
Downloads/IR/212618793Policy-on-Determination-of-Material-Subsidiaries.pdf
viii) Related Party Transactions
During the year under review, the Company had not entered into any materially significant transactions with
any of the Directors, Management, Subsidiaries or Related parties.
Further, the details of all Related Party Transactions entered during the year under review are presented in
Notes forming part of standalone financial statement of the Company.
Additionally, the details of all material transactions with related parties are disclosed quarterly in the
compliance report on corporate governance.
Further, as required under Regulation 23 of the Listing Regulations, the Company has formulated a Policy
on Materiality and dealing with Related Party Transactions which has been uploaded on the Company’s
Page No 104

website at https://www.motilaloswalgroup.com/Downloads/IR/100662267501.-Policy-on-Materiality-and-
Dealing-with-Related-Party-Transactions_27.01.2022_final.pdf
ix) Certifications
Certificate from Company Secretary in Practice
M/s. U. Hegde and Associates, Company Secretaries certified that none of the Directors of the Company
have been debarred or disqualified from being appointed or continuing as director of the Company by
SEBI or Ministry of Corporate Affairs or any such other Statutory Authority, is annexed to this Report as
“Annexure B”.
Declaration on affirmation with the Code of Conduct
The Board has laid down the Code of Conduct for its Directors and for Senior Management of the Company.
The Code has been posted on the Company’s website at https://www.motilaloswalgroup.com/Downloads/
IR/1584990557Code-of-Conduct-for-Directors-and-Senior-Management.pdf
A declaration signed by Mr. Motilal Oswal, Chief Executive Officer & Managing Director stating that the
members of the Board of Directors and Senior Management Personnel have affirmed compliance with
the Code of Conduct, in accordance with Regulation 26(3) read with Para D of Schedule V of the Listing
Regulations in annexed as “Annexure C”.
Certification by CEO / CFO
The Chief Executive Officer and the Chief Financial Officer of the Company give annual certification on
financial reporting and internal controls to the Board in terms of Regulation 17(8) of the Listing Regulations.
The Chief Executive officer and Chief Financial Officer also give quarterly certification on financial results
while placing the financial results before the Board in terms of Regulation 33(2) of the Listing Regulations.
The annual certificate given by the Chief Executive Officer and the Chief Financial Officer is annexed to this
Report as “Annexure D”.
x) Disclosure of Accounting Treatment in Preparation of Financial Statements
The Company has adopted Indian Accounting Standards (Ind AS) with effect from April 1, 2018. The financial
statements have been prepared in accordance with the recognition and measurement principles laid down
in Ind AS notified under Section 133 of Act read with relevant Rules issued thereunder and other accounting
principles generally accepted in India.
xi) Details of utilization of funds raised through preferential allotment or qualified institutional placement as
specified under Regulation 32(7A)
During the period under review, the Company has not raised any funds through preferential allotment or
qualified institutional placement.
xii) Recommendation of Committees
All recommendations / submissions made by various Committees of the Board during the financial
year 2021-22 were accepted by the Board.
105 Page No

Annexure-A
To,
The Members of
1. This certificate is issued in accordance with the terms of our engagement letter dated October 19, 2021.
2. We have examined the compliance of conditions of corporate governance by Motilal Oswal Financial Services
Limited (‘the Company’) for the year ended on March 31, 2022, as stipulated in Regulations 17 to 27, clauses
(b) to (i) of sub-regulation (2) of regulation 46, and paragraphs C, D and E of Schedule V of the Securities and
Exchange Board of India (Listing Obligations and Disclosure Requirements) Regulations, 2015 (as amended)
(‘Listing Regulations’).
Management’s Responsibility
3. The compliance of conditions of corporate governance is the responsibility of the management. This
responsibility includes the designing, implementing and maintaining operating effectiveness of internal control
to ensure compliance with the conditions of corporate governance as stipulated in the Listing Regulations.
Auditor’s Responsibility
4. Pursuant to the requirements of the Listing Regulations, it is our responsibility to express a reasonable assurance
in the form of an opinion as to whether the Company has complied with the conditions of corporate governance
as stated in paragraph 2 above. Our responsibility is limited to examining the procedures and implementation
thereof, adopted by the Company for ensuring the compliance with the conditions of corporate governance. It is
neither an audit nor an expression of opinion on the financial statements of the Company.
5. We have examined the relevant records of the Company in accordance with the applicable Generally Accepted
Auditing Standards in India, the Guidance Note on Certification of Corporate Governance issued by the Institute
of Chartered Accountants of India (‘ICAI’), and Guidance Note on Reports or Certificates for Special Purposes
(Revised 2016) (the “Guidance Note”) issued by the Institute of Chartered Accountants of India (“ICAI”). The
Guidance Note requires that we comply with the independence and other ethical requirements of the Code of
Ethics issued by the ICAI.
6. We have complied with the relevant applicable requirements of the Standard on Quality Control (SQC) 1, Quality
Control for Firms that Perform Audits and Reviews of Historical Financial Information, and Other Assurance and
Related Service Engagements issued by the ICAI.
Opinion
7. To best of our knowledge, and according to the information and explanation given to us, in our opinion, the
Company has complied, in all material respects, with the conditions of corporate governance as stipulated in the
Listing Regulations during the year ended March 31, 2022.
We state that such compliance is neither an assurance as to the future viability of the Company nor the efficiency
or effectiveness with which the management has conducted the affairs of the Company.
Restriction on use
8. This Certificate is issued solely for the purpose of complying with the aforesaid regulations and may not be
suitable for any other purpose and should not be used by any other person or for any other purpose. Accordingly,
our certificate should not be quoted or referred to in any document or made available to any other person or
Page No 106

persons without our prior written consent. Our Obligations in respect of this certificate are entirely separate
from, and our responsibility and liability are in no way changed by, any other role we may have (or may have had)
as auditors of the Company or otherwise. Nothing in this Certificate, or anything said or done in the course of or
in connection with the services that are the subject of this certificate, will extend any duty of care we may have
in our capacity as auditors of the Company. Accordingly, we do not accept or assume any liability or any duty of
care for any other purpose or to any other person to whom this certificate is shown or into whose hands it may
come without our prior consent in writing.
For Singhi & Co.

Chartered Accountants
Firm Registration No: 302049E
Sd/-
Nikhil Singhi
Partner
Place : Mumbai Membership No. 061567
Date : April 28, 2022 UDIN:22061567AHZGBP5386
107 Page No

Annexure-B
To,
The Members of
Motilal Oswal Financial Service Limited
Motilal Oswal Tower, Rahimtullah Sayani Road,
Opp. Parel ST Depot, Mumbai 400025
I have examined the relevant registers, records, forms, returns and disclosures received from the Directors of
Motilal Oswal Financial Services Limited having CIN L67190MH2005PLC153397 and having registered office
at Motilal Oswal Tower, Rahiumtullah Sayani Road, Opp. Parel ST Depot, Mumbai 400025 (hereinafter referred to
as ‘the Company’), produced before me by the Company for the purpose of issuing this Certificate, in accordance
with Regulation 34(3) read with Schedule V Para-C Sub clause 10(i) of the SEBI (Listing Obligations and Disclosure
Requirements) Regulations, 2015 (as amended from to time). In my opinion and to the best of my information and
according to the verifications (including Directors Identification Number (DIN) status at the portal www.mca.gov.in)
as considered necessary and explanations furnished to me by the Company & its Officers, I hereby certify that none of
the Directors on the Board of the Company as stated below have been debarred or disqualified from being appointed
or continuing as Directors of Company for the Financial Year ending March 31, 2022, by the Securities and Exchange
Board of India, Ministry of Corporate Affairs or any such other Statutory Authority.
Sr. Name of the Director Date of DIN

No appointment
1. Mr. Raamdeo Agarawal (Non-Executive Chairman) 18-05-2005 00024533
2. Mr. Motilal Oswal (Managing Director) 18-05-2005 00024503
3 Mr. Navin Agarwal (Non-Executive Director) 18-05-2005 00024561
4 Mr. Ajaykumar Menon (Whole-time Director) 21-08-2018 00024589
5 Mr. Rajat Rajgarhia (Whole Time Director) 31-07-2020 07682114
6 Mr. C.N. Murthy (Independent Director) 01-07-2020 00057222
7 Mr. Chandrashekhar Karnik (Independent Director) 16-09-2020 00003874
8 Mr. Pankaj Bhansali (Independent Director) 01-07-2020 03154793
9 Ms. Divya Momaya (Independent Director) 01-07-2020 00365757
10 Ms. Swanubhuti Jain (Independent Director) 24-12-2020 09006117
Ensuring the eligibility for the appointment / continuity of every Director on the Board is the responsibility of the
management of the Company. My responsibility is to express an opinion on these based on my verification. This
certificate is neither an assurance as to the future viability of the Company nor of the efficiency or effectiveness with
which the management has conducted the affairs of the Company.
Place : Mumbai For U. HEGDE & ASSOCIATES


Sd/-
Umashankar K. Hegde
PROPRIETOR
Membership No.: A22133 # COP No-: 11161
ICSI UDIN :-A022133D000227624
Page No 108

Annexure- C
As required by Regulation 26(3) of the SEBI (Listing Obligations and Disclosure Requirements)
Regulations, 2015, the CEO declaration for Code of Conduct is given below:
To,
The Members of
I, Motilal Oswal, Managing Director & Chief Executive Officer of the Company, declare that all Board Members and
Senior Management of the Company have affirmed compliance with the Code of Conduct of Board of Directors and
Senior Management of the Company for the financial year 2021-22.
For Motilal Oswal Financial Services Limited
Sd/-
Motilal Oswal
Managing Director & Chief Executive Officer
(DIN: 00024503)
Place : Mumbai
109 Page No

Annexure D

Chief Executive Officer and Chief Financial Officer Certificate
To,
The Board of Directors
Dear Sir(s)/Madam(s),
A. We have reviewed the financial statements read with the cash flow statement of Motilal Oswal Financial Services
Limited for the quarter & year ended March 31, 2022 and that to the best of our knowledge and belief:
 these statements do not contain any materially untrue statement or omit any material fact or contain
statements that might be misleading;
 these statements together present a true and fair view of the Company’s affairs and are in compliance with
existing accounting standards, applicable laws and regulations.
B. There are, to the best of our knowledge and belief, no transactions entered into by the Company during the period
which are fraudulent, illegal or in violation of the Company’s Code of Conduct.
C. We accept responsibility for establishing and maintaining internal controls for financial reporting and we have
evaluated the effectiveness of internal control systems of the Company pertaining to financial reporting and
have disclosed to the Auditors and the Audit Committee, deficiencies in the design or operation of such internal
controls, if any, of which we are aware and the steps taken or proposed to taken to rectifying these deficiencies.
D. We have indicated to the Auditors and the Audit Committee:
1. that there were no significant changes in internal controls over financial reporting during the period
2. that the Company has adopted Indian Accounting Standards (Ind AS) for accounting periods beginning on
or after the April 1, 2018, with comparatives for the periods ending on March 31, 2018, or thereafter and
there were no other significant changes in accounting policies made during the period and
3. that there were no instances of significant fraud of which we have become aware.
Thanking you,
Yours faithfully,
For Motilal Oswal Financial Services Limited
Sd/- Sd/-
Motilal Oswal Shalibhadra Shah
Managing Director & Chief Executive Officer Chief Financial Officer
(DIN : 00024503)
Place : Mumbai
Page No 110
BUSINESS RESPONSIBILITY REPORT

Business Responsibility Report
[As per Regulation 34(2)(f) of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015]
Background
As per the provisions of SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015 (“Listing
Regulations”) (as amended from time to time), top 1000 listed entities (based on market capitalisation on BSE Limited
(“BSE”) and National Stock Exchange of India Limited (“NSE”) are required to include a Business Responsibility Report
(“BRR”) in the Annual Report.
Motilal Oswal Financial Services Limited (“MOFSL” or “the Company”) is a public limited company listed on BSE and
NSE. MOFSL is a SEBI registered Trading Member registered with BSE, NSE, Multi Commodity Exchange of India
Limited (“MCX”) and National Commodity & Derivatives Exchange Limited (“NCDEX”). MOFSL is also SEBI registered
Depository Participant registered with Central Depository Services of India Limited (“CDSL”) and National Securities
Depository Limited (“NSDL”). MOFSL execute transactions in capital markets / equity derivatives / commodity
derivatives / currency derivatives segments on behalf of its clients which include retail customers (including high
net worth individuals), mutual funds, foreign institutional investors, financial institutions and corporate clients.
Besides stock broking, it also offers a bouquet of financial products and services to its client base. MOFSL is also
registered with the SEBI as Research Analyst, Investment Advisor, and with various other bodies / agencies like IRDA,
AMFI, CERSAI, KRA agencies (CVL, Dotex, NDML, CAMS and Karvy) etc. Further, MOFSL along with its subsidiaries,
offers a diversified range of financial products and services such as broking and distribution, institutional equities,
asset management business, housing finance, private equity, private wealth management, investment banking, loan
against securities and investment activities.
Our Business Responsibility (“BR”) Report includes our responses to questions on our practice and performance on
key principles defined by Regulation 34(2)(f) of Listing Regulations, covering topics across environment, governance
and stakeholder relationships. Further, the Company has also included separate section on Environment, Social and
Governance (ESG) initiatives in the Annual Report of the Company.
SECTION A: GENERAL INFORMATION ABOUT THE COMPANY
Sr. Particulars Company Information

No.
1. Corporate Identity Number (CIN) of the L67190MH2005PLC153397
Company
2. Name of the Company Motilal Oswal Financial Services Limited (MOFSL)
3. Registered address Motilal Oswal Tower, Rahimtullah Sayani Road, Opp. Parel ST Depot,
Prabhadevi, Mumbai-400025, India
4. Website www.motilaloswalgroup.com
5. E-mail ID [email protected]
6. Financial Year reported April 01, 2021 to March 31, 2022
7. Sector(s) that the Company is engaged NIC Code: 6612 - Engaged in Providing Broking and Distributions
in (industrial activity code-wise) related activity
8. List three key products/services that The Company is engaged in Broking and Distribution business
the Company manufactures/provides activity. Further, alog with its subsidiaries, offers a diversified range
(as in balance sheet) of financial products and services such as institutional equities,
asset management business, housing finance, private equity, private
wealth management, investment banking, loan against securities
and investment activities.
111 Page No
BUSINESS RESPONSIBILITY REPORT (Contd..)

No.
9. Total number of locations where i. Number of International Locations (Provide details of major five):
business activity is undertaken by the Nil
Company ii. Number of National Locations: 98
10. Markets served by the Company National
SECTION B: FINANCIAL DETAILS OF THE COMPANY

No.
1. Paid up Capital of the Company ₹ 1490.63 Lakhs
2. Total Turnover (Excluding Other Income) ₹ 2,57,184 Lakhs
3. Total Profit after Taxes ₹ 70,682 Lakhs
4. Total Spending on Corporate Social Please refer Annexure 4 of Board’s Report forming part of the Annual
Responsibility (CSR) as percentage of Report for further details on CSR activities.
profit after tax (%)
5. List of activities in which expenditure in Please refer Annexure 4 of Board’s Report forming part of the Annual
4 above has been incurred Report.
SECTION C: OTHER DETAILS
1. Does the Company have any Subsidiary Company / Companies?
Yes. The details of all the subsidiary companies is included in Annexure 1 to the Board’s Report.
2. Do the Subsidiary Company / Companies participate in the BR Initiatives of the parent company? If yes, then
indicate the number of such subsidiary company(s)?
Yes, the Company’s Business Responsibility Policy is applicable to all its 17 Subsidiary Companies (including
step down subsidiaries) as on March 31, 2022. The policies and processes adopted across all the companies
within Motilal Oswal Group (“MO Group”) are largely uniform. Further, at group level, subsidiary companies
participate in BR / CSR activities through Motilal Oswal Foundation.
3. Do any other entity / entities (e.g. suppliers, distributors etc.) that the Company does business with, participate
in the BR initiatives of the Company? If yes, then indicate the percentage of such entity / entities? [Less than
30%, 30-60%, More than 60%]:
No, other business partners of the Company do not directly participate in the Company’s BR initiatives. The
Company endeavors to encourage its franchisees / suppliers / distributors (wherever possible) to participate in
the initiatives towards BR and to adopt practices which would help them to carry out business in a fair manner.
SECTION D: BR INFORMATION
1. Details of Director / Directors responsible for BR:
(a) Details of the Director / Directors responsible for implementation of the BR policy / policies
The following members of the BR Committee are collectively responsible for implementation of the BR
polices of the Company:-
Page No 112

Sr. DIN Name Designation
No.
1. 00024503 Mr. Motilal Oswal Managing Director & Chief Executive Officer
2. 00024561 (1) Mr. Navin Agarwal Non-Executive Director
3. Not Applicable(2) Mr. Sudhir Dhar Group Head - Human Resources & Administration
(1)
Appointed as Member w.e.f. April 29, 2021.
(2)
He is not a Director on the Board of the Company.
(b) Details of the BR head
Sr. Particulars Details

No.
1. DIN(1) Not Applicable
2. Name Mr. Sudhir Dhar
3. Designation Group Head - Human Resources & Administration
4. Telephone Number +91 22 7193 4200
5. E-mail ID [email protected]
(1) He is not a Director on the Board of the Company.
2. Principle-wise (as per National Voluntary Guidelines) BR Policy / Policies

(a) Details of compliance
Sr. Questions P1 P2 P3 P4 P5 P6 P7 P8 P9
No.
1. Do you have a policy / policies for Y NA# Y Y Y Y Y Y Y
2. Has the policy being formulated Y – Y Y Y Y Y Y Y
in consultation with the relevant
stakeholders?
3. Does the policy conform to any Y – Y Y Y Y Y Y Y
national / international standards? The policies adopted by the Company are in conformity with the
applicable statutes/guidelines/polices/rules and regulations
etc. issued by the Government of India. These policies were
formulated, keeping in view industry practices and standards
4. Has the policy being approved Policies wherever stated have been approved by the Board /
by the Board? If yes, has it been Committee of the Board / Senior Management of the Company
signed by MD / owner / CEO / and followed across entities within MO Group.
appropriate Board Director?
5. Does the Company have a Y – Y Y Y Y Y Y Y
specified committee of the Board
/ Director / Official to oversee the
implementation of the policy?
6. Indicate the link for the policy to be As per regulatory requirement, the policies of the Company
viewed online have been uploaded on the website of the Company at
www.motilaloswalgroup.com
7. Has the policy been formally Y – Y Y Y Y Y Y Y
communicated to all relevant
internal and external stakeholders?
113 Page No

No.
8. Does the Company have in-house Yes, the Company has constituted the BR Committee to implement
structure to implement the policy the policies
/ policies?
9. Does the Company have a grievance Y – Y Y Y Y Y Y Y
redressal mechanism related
to the stakeholders’ grievances
related to the policy / policies?
10. Has the company carried out The evaluation of policies are carried out by internal & statutory
independent audit/ evaluation of Auditors during audit process at an appropriate interval.
the working of this policy by an
internal or external agency?

# Considering the business of the Company, Principle 2 is not applicable
(b) If answer to Sr. No. 1 against any principal is “No”, please explain why (tick up to two options)
No.
1. The Company has not understood the – – – – – – – – –
principles.
2. The Company is not at a stage where – – – – – – – – –
it finds itself in a position to formulate
and implement the policies on specific
principles.
3. The Company does not have financial or – – – – – – – – –
manpower resources available for the task.
4. It is planned to be done within the next six – – – – – – – – –
months.
5. It is planned to be done within next one – – – – – – – – –
year.
6. Any other reason (please Specify). – – – – – – – – –
The National Voluntary Guidelines on Social, Environmental and Economic Responsibilities of Business
(“NVGs”) released by the Ministry of Corporate Affairs had adopted nine areas of Business Responsibility
as given below briefly: -
P1 - Business should conduct and govern themselves with Ethics, Transparency and Accountability
P2 - Businesses should provide goods and services that are safe and contribute to sustainability throughout
their life cycle
P3 - Businesses should promote the wellbeing of all employees
P4 - Businesses should respect the interest of, and be responsive towards all stakeholders, especially those
who are disadvantaged, vulnerable and marginalized
P5 - Business should respect and promote human rights
P6 - Business should respect, protect and make efforts to restore the environment
Page No 114

P7 - Businesses, when engaged in influencing public and regulatory policy, should do so in responsible
manner
P8 - Businesses should support inclusive growth and equitable development
P9 - Businesses should engage with and provide value to their customers and consumers in a responsible
manner
3. Governance related to BR
(a) Indicate the frequency with which the Board of Directors, Committee of the Board or CEO assess the BR
performance of the Company. Within 3 months, 3-6 months, Annually, More than 1 year.
The BR performance of the Company under various principles is assessed at least once a year by the Board
of Directors.
(b) Does the Company publish a BR or a Sustainability Report? What is the hyperlink for viewing this report?
How frequently it is published?
Yes, the BRR has been made available on the website of the Company at www.motilaloswalgroup.com. The
BRR is reviewed and published annually.
SECTION E: PRINCIPLE-WISE PERFORMANCE
Principle 1 – Business should conduct and govern themselves with ethics, transparency and accountability.
1. Does the policy relating to ethics, bribery and corruption cover only the company? Does it extend to the Group
/ Joint Ventures / Suppliers / Contractors / NGOs / Others?
• The Company has adopted a Code of Conduct for the Company’s Directors and Senior Management
(including employees) which is available on the intranet / internet of the Company and is applicable to all
companies within MO Group.
• Ethics form a core part of the Company’s core principles. Moreover, the Company has a separate whistle
blower policy and it extends to all its subsidiaries.
• We also expect our clients to abide by these principles in their dealings with us.
• Further, the Company is abided to take suitable action if any, fraud has been communicated by the auditor
of Company.
• Company in order to have at ethical business model of working also emphasis on non-cash transaction.
• The Company also has an exhaustive manual and online portal on human resources which covers all
aspects pertaining to employment with Group which encourages principles of ethics, transparency and
accountability. Further, the Company arranges lot of training, conduct seminars for employees to abide by
the Company’s policies in true spirit.
The Whistle Blower Policy / Vigil Mechanism of the Company is uploaded on the website of the Company at https://
www.motilaloswalgroup.com/Downloads/IR/1677814951Vigil-MechanismWhistle-Blower-Policy.pdf and Code
of Conduct of the Company is uploaded on the website of the Company at https://www.motilaloswalgroup.com/
Downloads/IR/1584990557Code-of-Conduct-for-Directors-and-Senior-Management.pdf
115 Page No

2. How many stakeholder complaints have been received in the past financial year and what percentage was
satisfactorily resolved by the management? If so, provide details thereof, in about 50 words or so.
The status of investor complaints are given below:-
Particulars Number of
Investor
Complaints
Pending as on April 1, 2021 0
Received during the financial year 2021-22 1
Disposed off during the financial year 2021-22 1
Remaining unresolved as on March 31, 2022 0
Further, the Company has not received any whistle blower complaints during financial year 2021-22.
Principle 2 – Business should provide goods and services that are safe and contribute to sustainability throughout
their life cycle.
1. List up to 3 of your products or services whose design has incorporated social or environmental concerns,
risks and / or opportunities.
The Company is into business of stock broking & other financial activities. Customers of the Company are
provided online trading facilities through internet and offline trading through Branches & Customer Care. All
operations are carried out online through active support of branches & authorised persons i.e. franchisees,
under regulatory environment. All operations are in compliance with relevant rules & regulations. The Company
has digital platforms for client on-boarding, engagement and servicing, HR operations, accounting etc. These
secured digital platforms ensure privacy of information and are environmentally sustainable.
Considering the nature of the business of the Company the said principle may not be strictly applicable. However,
the Company endeavours to serve social and economic opportunities.
Further, the Company emphasizes on reducing dependence on paper communications and encourage use of
electronic means of communication which serves towards environmental protection and sustainable growth.
The Company always focus on waste minimization which can be achieved in an efficient way by focusing
primarily on the 3Rs, “reduce,” followed by “reuse” and then “recycle.”
The detailed information on 3Rs initiatives adopted by the Company are provided under ESG part of the Annual
Report.
2. For each such product, provide the following details in respect of resource use (energy, water, raw material
etc.) per unit of product (optional):
Since, the Company is not involved in any manufacturing activity, the reporting on use of energy, water, raw
material etc. is not applicable.
However, the Company is equipped with rainwater harvesting system and recycles waste water to reuse as flush
water and in watering plants. Further, sensors in water taps are used to reduce wastage of water.
Further, there is thermal insulator which help in reducing the heat transfer thereby improving cooling inside the
building and hence reducing power consumption. Usage of LED light and motion sensors are installed in office
premises to save electricity.
Page No 116

3. Does the Company have procedures in place for sustainable sourcing (including transportation)?
Since the Company is not involved in any manufacturing activity, the reporting on sustainable sourcing is not
applicable. The Company’s major material requirements are related to office infrastructure, administration and
IT related equipments and services. Although, there is very limited procurement requirement, the Company takes
various initiatives to have responsible sourcing.
4. Has the Company taken any steps to procure goods and services from local & small producers, including
communities surrounding their place of work?
The Company, wherever practically possible and feasible, has tried to improve the capacity and capability of
local and small vendors by patronizing them to supply / provide different services required by the Company for
its day to day administration / operations.
5. Does the Company have a mechanism to recycle products and waste? If yes what is the percentage of recycling
of products and waste (separately as <5%, 5-10%, >10%). Also, provide details thereof, in about 50 words or so.
Since the Company is not involved in any manufacturing activity, the reporting on recycle mechanism is not
applicable. However, there is segregation of dry and wet waste and the solid waste management is done by
recycling paper, tissue, plastic bottles and cardboard waste.
Further, the IT wastes are outsourced to vendor which disposes off the wastes as per proper waste disposal
mechanism. Also the old papers, documents, tissue and cardboard waste are scrapped in such a manner that
they may be recycled. Further, food wastage awareness drive is conducted in Head Office.
The focus of the Company is to recycle waste/ scrap. The Company recycles materials wherever it is used within
the Company and the scrap/ waste so generated cannot be recycled are sold to approved vendors for disposal
as per the applicable guidelines.
The Company also follows waste management rules, as prescribed by the respective pollution control board
where the Head Office of the Company is located.
Principle 3 – Business should promote the wellbeing of all employees
1. Please indicate the Total number of employees:
The total number of employees as on March 31, 2022 – 6951.
2. Please indicate the Total number of employees hired on temporary / contractual / casual basis:

The total number of employees hired on temporary / contractual / casual basis as on March 31, 2022 - 286.
3. Please indicate the Number of permanent women employees:
The total number of women employees as on March 31, 2022 – 1901.
4. Please indicate the Number of permanent employees with disabilities:
The number of employees with disabilities as on March 31, 2022 – 2.
117 Page No

5. Do you have an employee association that is recognized by Management:
There is no employee association. However, mechanisms are in place for employees to represent their issues, if
any, and the same are resolved amicably.
6. What percentage of your permanent employees are members of this recognized employee association?
Not Applicable
7. Please indicate the Number of complaints relating to child labour, forced labour, involuntary labour, sexual
harassment in the last financial year and pending, as on the end of the financial year:
Sr. Category No of complaints filed during the No of complaints pending as on

No. financial year end of the financial year
1 Child labour / forced labour/ MOFSL does not hire child labour, Not Applicable
involuntary labour forced labour or involuntary
labour
2 Sexual harassment Nil Not Applicable
3 Discriminatory employment Nil Not Applicable
8. What percentage of your under mentioned employees were given safety & skill up-gradation training in the last
year?
(a) Permanent Employees: 96% of our permanent employees (including women employees) have received skill
up-gradation training in the last year. Employees based in India, undergo fire drill and fire safety training every
year. However, considering lockdown, since employees were working from home, none of the employees
based in India, underwent fire drill and fire safety training in financial year 2021-22.
(b) Permanent Women Employees: 96% of our women employees (except employees who were on long medical
leave) have undergone the skill up-gradation training.
(c) Casual / Temporary / Contractual Employees: We have contractual employees in the organisation. As part
of their development, they undergo basic trainings required on the job and also basic behavioural skills. Due
to the pandemic, we did not have physical sessions during the year; however in the past we have done basic
grooming, etiquettes sessions for them. Also as part of their ongoing development, there is continuous
focus on how they can be developed and groomed to be absorbed on-rolls for roles within the organisation.
In the past we have absorbed several such employees and we have many such success stories – E.g. we
recently published one such success story as part of our ‘Know More Grow More’ series.
(d) Employees with Disabilities: None of the employees with disabilities had undergone the skill up-gradation
training in financial year 2021-22.
Principle 4 – Business should respect the interests of, and be responsive towards all stakeholders especially those
who are disadvantaged, vulnerable and marginalized.
1. Has the Company mapped its internal and external stakeholders? Yes / No
Yes. The Company has identified its stakeholders. These include, but are not limited to shareholders, employees,
clients, investors, shareholders, government & regulatory bodies, business partners, media and the wider
community.
2. Out of the above, has the Company identified the disadvantaged, vulnerable & marginalized stakeholders.
Page No 118

Yes, the Company’s CSR Monitoring Cell identifies disadvantaged, vulnerable & marginalized stakeholders
through its dedicated team and directs the CSR activities of the Company towards such stakeholders. The same
is also covered in ESG Section.
3. Are there any special initiatives taken by the Company to engage with the disadvantaged, vulnerable and
marginalized stakeholders. If so, provide details thereof, in about 50 words or so.
The Company engages with each of its stakeholders through a variety of forums. The details of the engagement
with such stakeholders has been laid out in the CSR report of the Company in Annexure 4 to the Board’s Report
forming part of Annual Report.
Principle 5 – Business should respect and promote human rights.
1. Does the policy of the Company on human rights cover only the Company or extend to the Group / Joint
Ventures / Suppliers / Contractors / NGOs / Others?
Yes. The Policy on human rights extend to Company and its Group Company. Further, the Company encourage
others to follow to extend possible while having relation with Company.
2. How many stakeholder complaints have been received in the past financial year and what percent was
satisfactorily resolved by the management?
During the year under review, the Company has not received any complaint from any stakeholders pertaining to
human rights.
Principle 6 – Business should respect, protect and make efforts to restore the environment.
1. Does the policy related to Principle 6 cover only the Company or extends to the Group / Joint Ventures/
Suppliers / Contractors / NGOs / others.
Presently, the Policy related to Principle 6 is applicable to the MO Group.
2. Does the company have strategies / initiatives to address global environmental issues such as climate change,
global warming, etc.? Y / N. If yes, please give hyperlink for webpage etc.
The Company is engaged in the industry of providing services and not manufacturing of any goods, hence is
a non-pollutant Company. However, it has a deep concern for the protection and sustainability of environment
owing to which it intends to be actively involved in activities for protection of environment.
The Company emphasizes on reducing dependency on paper communications and encourages use of electronic
means of communication which serves towards environmental protection and sustainable growth.

Further, the Company has stopped the usage of plastic cups, bottles and straws for beverages and instead has
distributed ceramic coffee mugs to all the employees and reusable cutlery is used in cafeteria.
3. Does the Company identify and assess potential environmental risks? Y / N
Yes, the Company, on a periodic basis, assess various risks affecting the Company and its stakeholders including
environmental risks.
4. Does the Company have any project related to Clean Development Mechanism? If so, provide details thereof,
119 Page No

in about 50 words or so. Also, if yes, whether any environmental compliance report is filed?
The Company does not have any project related to Clean Development Mechanism.
However, the employees of the Company undertakes various clean-up programs e.g. cleaning beaches, national
parks etc.
5. Has the Company undertaken any other initiatives on clean technology, energy efficiency, renewable energy,
etc. Y / N. If yes, please give hyperlink for web page etc.
The Company uses LED lights on all floors which consumes less power. The office space is provided with motion
sensors to ensure that the lights are on only when the person is present thereby saving electricity.
The Company has opted for efficient processes in order to minimize adverse impact on the environment. High
priority is given towards energy efficiency for selecting or changing over to new system to have less carbon
emission initiatives.
6. Are the Emissions / Waste generated by the company within the permissible limits given by CPCB/SPCB for the
financial year being reported?
Not Applicable
7. Number of show cause / legal notices received from CPCB / SPCB which are pending (i.e. not resolved to
satisfaction) as on end of Financial Year.
The Company has not received any show cause/legal notice from CPCB /SPCB.
Principle 7 – Businesses, when engaged in influencing public and regulatory policy, should do so in a responsible
manner.
1. Is your company a member of any trade and chamber or association? If Yes, Name only those major ones that
your business deals with:
The Company is presently not a member of any trade and chamber or association.
2. Have you advocated / lobbied through above associations for the advancement or improvement of public
good? Yes / No; if yes specify the broad areas ( drop box: Governance and Administration, Economic Reforms,
Inclusive Development Policies, Energy security, Water, Food Security, Sustainable Business Principles, Others)
Not applicable
Principle 8 – Businesses should support inclusive growth and equitable development.
1. Does the Company have specified programmes / initiatives / projects in pursuit of the policy related to Principle
8?
The Company with its vision of equitable development and in adherence to social responsibility towards society
as imposed under Section 135 of Companies Act, 2013, has been engaged into activities of providing education,
trainings & other welfare programmes, etc.
During the year, the Company has been engaged into various social activities, program and projects such as
Page No 120

running Farmer’s Training Centre, Hostel for Girls at Rajasthan, Skill Centre at Wada (Maharashtra), Vocational
Training Centre at Mumbai, Rahstram School of Public Leadership, Sponsoring Ekal Vidyalayas and the Company
has also been engaged for making English Learning Easy, Scholarship for CA students, Animal Welfare, Rural
Development, Ambulance donation, etc.
The Company being in the business of providing financial services, conducts various investor programs from
time to time viz. Annual Global Investor Conference (AGIC), etc.
2. Are the programmes / projects undertaken through in-house team / own foundation / external NGO / government
structures / any other organization?
Yes. The projects, programmes are undertaken through in house teams and with the help of NGOs. The Company
also undertake various CSR projects through Motilal Oswal Foundation, Section 25 Company incorporated under
the Companies Act, 1956.
3. Have you done any impact assessment of your initiative?
The Company as part of its CSR expenditure monitoring initiative has called for status reports immediately on
contribution from the various Implementation agencies (NGOs) with which it has partnered while expending its
CSR funds. The Implementation agencies (NGOs) submit their report with details of all those beneficiaries who
have benefitted from the project and also the overall implementation of the project. Even before disbursement
of funds the representatives of the Company conduct a field visit to the project site and try to assess the overall
feasibility of the project which is considered to be funded.
4. What is your company’s direct contribution to community development projects- Amount in INR and the details
of the projects undertaken?
The Company has spent an amount of ` 1,125.18 Lakhs in the Financial Year 2021-22 towards programs /
projects through various NGOs and other organizations in three areas of its focus, namely Education, Medical
Treatment and Preventing Hunger by Meals Distribution. Further, at Group Level, we have spent ` 1,651.97 Lakhs.
For further details, kindly refer Note 47 of Consolidated Financial Statement.
5. Have you taken steps to ensure that this community development initiative is successfully adopted by the
community?
The Company periodically monitors and evaluate the outcome of the community development initiatives taken
through CSR activities and the monitor the impact of the same on regular basis.
Principle 9 - Businesses should engage with and provide value to their customers and consumers in a responsible
manner
1. What percentage of customer complaints / consumer cases are pending as on the end of financial year?
The percentage of customer complaints pending as on the end of financial year – 1.14% Further, the status of
customer complaints are given below:-
Particulars Number of
Customer
Complaints
Pending as on April 1, 2021 71
121 Page No

Received during the financial year, 2021-22 2810
Disposed off during the financial year, 2021-22 2844
Remaining unresolved as on March 31, 2022 37
2. Does the Company display product information on the product label, over and above what is mandated as per
local laws?
During the year under review, the Company was engaged in Broking & Distribution Business and hence this is not
applicable.
3. Is there any case filed by any stakeholder against the Company regarding unfair trade practices, irresponsible
advertising and / or anti-competitive behaviour during the last five years and pending as on end of financial
year. If so, provide details thereof, in about 50 words or so.
The Company understands that consumers/clients are its most important stakeholders and in the ordinary
course of business, some customer may have grievance / disputes against the Company/ its subsidiaries. The
Company and its subsidiaries never indulges in any anti-competitive behaviour, and the remains committed to
protecting the interest of all stakeholders in a legally compliant manner with high ethical standards.
The Company always endeavour to maintain cordial relationship with its customer and attach utmost importance
to verify / investigate the matters and arrive at an amicable settlement, but in some cases where it is not possible,
the Company pursues legal resolution for the same.
There is no anti-competitive, abuse of dominant position or unfair trade practices case pending against the
Company.
4. Did your Company carry out any consumer survey / consumer satisfaction trends?
Feedback is a continuous process of our business. The Company basis inputs received from its customers/
clients regarding the service quality, it keeps on improving system on regular basis and identity scope and future
opportunities to increase client value.

Sd/-
Raamdeo Agarawal
Place : Mumbai Chairman
Date : April 28, 2022 (DIN: 00024533)
Page No 122
ANNUALREPORT
ANNUAL REPORT2021-22
2021-22
STANDALONE
FINANCIAL
STATEMENTS
123 Page No
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INDEPENDENT AUDITOR’S REPORT

To
The Members of
1. Opinion
We have audited the accompanying standalone financial statements of Motilal Oswal Financial Services Limited
(the “Company”), which comprise the Balance Sheet as at March 31, 2022, the Statement of Profit and Loss
(including Other Comprehensive Income), the Statement of Cash Flows and Statement of Changes in Equity for
the year then ended, and a summary of significant accounting policies and other explanatory information.
In our opinion and to the best of our information and according to the explanations given to us, the aforesaid
standalone financial statements give the information required by the Companies Act, 2013 (the “Act”) in the
manner so required and give a true and fair view in conformity with the Indian Accounting Standards prescribed
under Section 133 of the Act read with the Companies (Indian Accounting Standards) Rules, 2015, as amended,
(“Ind AS”) and other accounting principles generally accepted in India, of the state of affairs of the Company as
at March 31, 2022, and its profit, total comprehensive income, its cash flows and the changes in equity for the
year ended on that date.
2. Basis for Opinion
We conducted our audit of the standalone financial statements in accordance with the Standards on Auditing
specified under Section 143(10) of the Act (SAs). Our responsibilities under those Standards are further
described in the Auditor’s Responsibilities for the Audit of the Financial Statements section of our report. We
are independent of the Company in accordance with the Code of Ethics issued by the Institute of Chartered
Accountants of India (‘ICAI’) together with the ethical requirements that are relevant to our audit of the Financial
Statements under the provisions of the Act and the Rules thereunder, and we have fulfilled our other ethical
responsibilities in accordance with these requirements and the ICAI’s Code of Ethics. We believe that the audit
evidence we have obtained is sufficient and appropriate to provide a basis for our opinion on the standalone
financial statements.
3. Key Audit Matters
Key audit matters are those matters that, in our professional judgment, were of most significance in our audit
of the standalone financial statements of the current year. These matters were addressed in the context of
our audit of the Financial Statements as a whole, and in forming our opinion thereon, and we do not provide a
separate opinion on these matters. We have determined the matters described below to be the key audit matters
to be communicated in our report.
Sr. Key audit matters How our audit addressed the key audit matter
No.
1. Business combination arising pursuant to the scheme of Our audit procedures included but were not limited to the
arrangement following:
• Read the scheme of arrangement.
• Evaluated the appropriateness of ‘Pooling of interest’

method of accounting adopted by the management to
account for the business combination.
• Corroborated management’s alignment of accounting

policies and estimates by comparing the significant
accounting policies and estimates of all the Companies
which were part of the scheme of arrangement and
comparing with the Company’s accounting policies and
estimates.
125 Page No
INDEPENDENT AUDITOR’S REPORT (Contd..)

No.
Accounting for business combination from the appointed • Assessed accounting for non-routine transaction,
date 1st April, 2020, where the scheme of arrangement estimates and judgements in respect of the recognition
became effective from 30th March, 2022 between and measurement of the minimum alternate tax of the
Passionate Investment Management Pvt. Ltd. (transferor transferor company, share issue expenses etc..
Company 1) and MOPE Investment Advisors Pvt. Ltd.
(the transferee Company 2 / the demerged Company / • Verified that the reserves of the transferor Companies
the transferor Company 3) and Motilal Oswal Real Estate are aggregated with the respective reserves of the
Investment Advisors Pvt. Ltd. (the transferor Company 2) transferee Company and the identity of the reserves are
and Motilal Oswal Real Estate Investment Advisors II Pvt. preserved.
Ltd. (the demerged Company 2 / the transferor Company • Verified that the assets and liabilities of the Transferor
4) and MO Alternate Investment Advisors Pvt. Ltd. (the Companies are recognised at the carrying value (as
resulting Company) and Motilal Oswal Financial Services appearing in their respective books immediately prior to
Ltd. (the transferee Company 1 / the holding Company of the the appointed date) in the transferred Company.
resulting Company) and the respective shareholders. The
Company accounted for the merger as per Appendix C of • Examined the disclosures in respect of this transaction
Ind AS 103 under the principles of common control. We have of business combination including those disclosures
determined this to be a key audit matter in view of the nature related to significant accounting judgements and
of the transaction, number of Companies involved in the estimates.
scheme of arrangement, complexity involved in demerging
the businesses operations and getting it merged between the
Company and its subsidiary Company / resulting Company,
significant management judgment involved with respect
to identification of uniform accounting policies, estimates
& accounting for minimum alternate tax of the transferor
Company and recognition of share issue related costs.
2. Information Technology (IT) Systems and Controls Our Audit Approach:
The Company’s key financial accounting and reporting
processes are highly dependent on the automated controls Our audit approach was a combination of test of internal
over the Company’s information systems, such that there controls and substantive procedures which included the
exists a risk that gaps in the IT general control environment following:
could result in a misstatement of the financial accounting General IT controls design, observation and operation:
and reporting records. Accordingly, we have considered user
access management, segregation of duties and controls  Tested key controls operating over the information
over system change over key financial accounting and technology in relation to financial accounting and
reporting systems, as a key audit matter. reporting systems, including system access and system
change management, program development and
computer operations.
User access controls operation:
 Obtained management’s evaluation of the access rights

granted to applications relevant to financial accounting
and reporting systems and tested resolution of a sample
of expectations.
 Further, we assessed the operating effectiveness of

controls over granting, removal and appropriateness of
access rights.
Application controls:
 We tested the design and operating effectiveness of

automated controls critical to financial accounting and
reporting.
Page No 126

No.
 For any identified deficiencies, tested the design and
operating effectiveness of compensating controls and,
where necessary, extended the scope of our substantive
audit procedure.
3 Valuation of equity investments carried at fair value Our audit procedures in relation to valuation of investment
Refer note 2.6 for significant accounting policies and note with the involvement of our valuation experts included, but
54 for financial disclosures were not limited to, the following:
Design/Controls:
As at 31 March 2022, the Company held investment in
Shubham Housing Development Finance Company Private  Obtained a detailed understanding of the management’s
Limited amounting to Rs. 67.97 crores which represents process and controls for determining the fair valuation
0.63 % of the total assets of the Company as at 31 March of this investment. The understanding was obtained by
2022. performance of walkthroughs which included inspection
of documents produced by the Company and discussion
This investment is not traded in the active market. The fair with those involved in the process of valuation;
valuation of this investment is determined by a management
appointed independent valuation expert based on  Evaluated the design and the operational effectiveness of
discounted cash flow method. The process of computation relevant key controls over the valuation process, including
of fair valuation of investment includes use of unobservable the Company’s review and approval of the estimates
inputs and management judgements and estimates which and assumptions used for the valuation including key
are complex. authorization and data input controls, independent price
verification performed by the management expert and
The key assumptions underpinning management’s model governance and valuation.
assessment of fair value of this investment, includes Substantive tests:
application of liquidity discounts; calculation of discounting
rates and the estimation of projections of revenues,  Assessed the appropriateness of the valuation
projections of future cash flows and growth rates. The methodology used for the of this investment in
valuation of this investment was considered to be one of the accordance with the Company’s policy and tested the
areas which required significant auditor attention on and was mathematical accuracy of the management’s model
one of the matters of most significance in the standalone adopted;
financial statements due to the materiality of total value of
investment to the standalone financial statements and the  Obtained the valuation report from management’s expert
complexity involved in the valuation of this investment. and assessed the expert’s competence, objectivity and
independence in performing the valuation of these
investments;
 Assessed the appropriateness of the valuation model

used by the management and the assumptions used
relating to projected cash flows and the discounting
factor.
 Ensured the appropriateness of the carrying value of

these investments in the financial statements and the
gain or loss recognised in the financial statements as a
result of such fair valuation; and
 Ensured the appropriateness and adequacy of disclosures

in accordance with the applicable accounting standards.
4. Information other than the Financial Statements and Auditor’s Report thereon
The Company’s Board of Directors is responsible for the preparation of the other information. The other
information comprises the information included in the Report on Corporate Governance (but does not include
the Financial Statements and our auditor’s report thereon) which we obtained prior to the date of this auditor’s
report and Board’s Report, Management Discussion and Analysis and Business Responsibility Report, which is
expected to be made available to us after that date.
127 Page No

Our opinion on the Financial Statements does not cover the other information and we do not express any form
of assurance conclusion thereon.
In connection with our audit of the financial statements, our responsibility is to read the other information
identified above when it becomes available and, in doing so, consider whether the other information is materially
inconsistent with the Financial Statements or our knowledge obtained in the audit, or otherwise appears to be
materially misstated.
When we read the other information included in the above reports, if we conclude that there is material
misstatement therein, we are required to communicate the matter to those charged with governance and
determine the actions under the applicable laws and regulations.
5. Responsibilities of Management and Those Charged with Governance for the Standalone Financial Statements
The Company’s Board of Directors is responsible for the matters stated in section 134(5) of the Act with
respect to the preparation of these standalone financial statements that give a true and fair view of the financial
position, financial performance, total comprehensive income, changes in equity and cash flows of the Company
in accordance with the Ind AS and other accounting principles generally accepted in India, including the
accounting standards specified under section 133 of the Act. This responsibility also includes maintenance
of adequate accounting records in accordance with the provisions of the Act for safeguarding of the assets
of the Company and for preventing and detecting frauds and other irregularities; selection and application of
appropriate accounting policies; making judgments and estimates that are reasonable and prudent; and design,
implementation and maintenance of adequate internal financial controls, that were operating effectively for
ensuring the accuracy and completeness of the accounting records, relevant to the preparation and presentation
of the financial statements that give a true and fair view and are free from material misstatement, whether due
to fraud or error.
In preparing the standalone financial statements, management is responsible for assessing the Company’s
ability to continue as a going concern, disclosing, as applicable, matters related to going concern and using
the going concern basis of accounting unless management either intends to liquidate the Company or to cease
operations, or has no realistic alternative but to do so.
The Board of Directors are also responsible for overseeing the Company’s financial reporting process.
6. Auditor’s Responsibilities for the Audit of the Financial Statements
Our objectives are to obtain reasonable assurance about whether the standalone financial statements as a
whole are 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 Standards on Auditing 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 these financial
statements.
As part of an audit in accordance with Standards on auditing, we exercise professional judgment and maintain
professional skepticism throughout the audit. We also:
i. Identify and assess the risks of material misstatement of the standalone financial statements, 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.
Page No 128

ii. Obtain an understanding of internal financial controls relevant to the audit in order to design audit procedures
that are appropriate in the circumstances. Under section 143(3)(i) of the Act, we are also responsible for
expressing our opinion on whether the Company has adequate internal financial controls system in place
and the operating effectiveness of such controls.
iii. Evaluate the appropriateness of accounting policies used and the reasonableness of accounting estimates
and related disclosures made by management.
iv. Conclude on the appropriateness of management’s 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 ability of the Company 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 statements 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 to cease to continue as a going concern.
v. Evaluate the overall presentation, structure and content of the financial statements, including the disclosures,
and whether the financial statements represent the underlying transactions and events in a manner that
achieves fair presentation.
Materiality is the magnitude of the misstatement in the statement that, individually or in aggregate, makes it
probable that the economic decisions of a reasonably knowledgeable user of the statement may be influenced.
We consider quantitative materiality and qualitative factors in; (i) planning the scope of our audit work and
evaluating the results of our work; and (ii) to evaluate the effects of any identified misstatements in the financial
statement.
We communicate with those charged with governance 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.
We also provide those charged with governance with a statement that we have complied with relevant ethical
requirements regarding independence, and to communicate with them all relationships and other matters that
may reasonably be thought to bear on our independence, and where applicable, related safeguards.
From the matters communicated with those charged with governance, we determine those matters that were of
most significance in the audit of financial statements of the current period and are therefore the key audit matters.
We describe these matters in our auditor’s report unless law or regulation precludes public disclosure about the
matter or when, in extremely rare circumstances, we determine that a matter should not be communicated in
our report because the adverse consequences of doing so would reasonably be expected to outweigh the public
interest benefits of such communication.
7. Other Matters
i. The comparative standalone financial statements of the Company as stated in the Financial Statements
for the year ended March 31, 2021, were audited by the predecessor auditor who expressed an unmodified
opinion on those financial statement on April 29, 2021. Accordingly, we do not express any opinion on the
figures reported in the Financial Statements for the year ended March 31, 2021.
ii. As mentioned in note no. 64 of the standalone financial statement, figures for the year ended March 31, 2021
as shown in the financial statement are the figures which have been arrived after giving effect to the scheme
of arrangement, which is based on the audited accounts of the transferor and transferee Company, which
were audited by the respective auditors of that period. Hence, these merged figures are neither audited nor
129 Page No

reviewed. The Company has given effect to the scheme of arrangement with effect from the appointed date
April 1, 2020. Accordingly, we, do not express any opinion, as the case may be, on the figures reported in the
financial statement for the year ended March 31, 2021.
iii. Share of profit from investment in a limited liability partnership aggregating to Rs. 255 lakhs for the year
ended March 31, 2022, included in the Statement, is based on the audited financial statements of such
entity. These financial statements have been furnished to us by the Management and our opinion on the
Statement, in so far as it relates to the amounts and disclosures included in respect of this entity, is based
solely on the report of the other auditor.
Our opinion is not modified in respect of the above matters.
8. Report on Other Legal and Regulatory Requirements
i. As required by the Companies (Auditor’s report) Order, 2020 (“the Order”) issued by the Central Government
of India in terms of sub-section (11) of section 143 of the Act, we give in the “Annexure A” a statement on
the matters specified in paragraphs 3 and 4 of the Order.
ii. As required by section 143 (3) of the Act, based on our audit we report that:
a. We have sought and obtained all the information and explanations which to the best of our knowledge
and belief were necessary for the purpose of our audit;
b. In our opinion, proper books of account as required by law have been kept by the Company so far as it
appears from our examination of those books.
c. The standalone Balance Sheet, Statement of Profit and Loss including Other Comprehensive Income, the
Statement of Cash Flow and Statement of Changes in Equity dealt with by this report are in agreement
with the relevant books of account.
d. In our opinion, the aforesaid standalone financial statements comply with the Ind AS specified under
section 133 of the Act, read with Companies (Indian Accounting Standards) Rules, 2015, as amended;
e. On the basis of written representations received from the directors as on March 31, 2022, taken on
record by the Board of Directors, none of the directors is disqualified as on March 31, 2022, from being
appointed as a director in terms of section 164 (2) of the Act.
f. With respect to the adequacy of the internal financial controls with reference to the financial statements
of the Company and the operating effectiveness of such controls, we request you to refer to our separate
Report in “Annexure B” to this report.
g. With respect to the requirements of section 197(16) of the Act, as amended, in our opinion and to the
best of our information and according to the explanations given to us the managerial remuneration paid
by the Company to its directors during the year is in accordance with the provisions of section 197 of
the Act.
h. With respect to the other matters to be included in the Auditor’s Report in accordance with Rule 11
of the Companies (Audit and Auditors) Rules, 2014, as amended in our opinion and to the best of our
information and according to the explanations given to us:
i. The Company has disclosed the impact of pending litigations on the financial position in its financial
statements – Refer Note 38 to the financial statements;
Page No 130

ii. The Company did not have any long-term contracts including derivative contracts for which there were
any material foreseeable losses;
iii. There has been no delay in transferring amounts, required to be transferred, to the Investor Education
and Protection Fund by the Company during the year ended March 31, 2022;
iv. (a) The Management has represented that to the best of its knowledge and belief, no funds have
been advanced or loaned or invested (either from borrowed funds or share premium or any other
sources or kind of funds) by the Company to or in any other person(s) or entity(ies), including
foreign entities (“Intermediaries”), with the understanding, whether recorded in writing or otherwise,
that the Intermediary shall, whether, 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
provide any guarantee, security or the like on behalf of the Ultimate Beneficiaries.;
(b) The Management has represented that to the best of its knowledge and belief, no funds have been
received by the Company from any person(s) or entity(ies), including foreign entities (“Funding
Parties”), with the understanding, whether recorded in writing or otherwise, that the Company shall,
whether, 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 provide any guarantee,
security or the like on behalf of the Ultimate Beneficiaries.
(c) Based on audit procedures that have been considered reasonable and appropriate in the
circumstances; nothing has come to our notice that has caused us to believe that the representations
under sub-clause (i) and (ii) of Rule 11(e), as provided under (a) and (b) above, contain any material
misstatement.
v. As stated in note 23 of the standalone financial statement, the dividend declared / paid during the year
and declared during the year but paid subsequent to the year-end by the Company till the date of this
report, is in compliance with Section 123 of the Act. Further, as stated in note 49 of the standalone
financial statement the Board of Directors of the Company have proposed final dividend for the year
which is subject to the approval of the members at the ensuing Annual General Meeting. The amount of
dividend proposed is in accordance with section 123 of the Act.
For Singhi & Co.

Firm Registration No. 302049E
Nikhil Singhi
Partner
Membership No. 061567
UDIN: 22061567AIAAQD6166
Place: Mumbai
131 Page No

Annexure A to the Independent Auditor’s Report of even date on the standalone financial statements of Motilal
Oswal Financial Services Limited
Referred to in paragraph [8(i)] under Report on Other Legal and Regulatory Requirements of our report of even date
According to the information and explanations sought by us and given by the Company and the books of account
and records examined by us in the normal course of audit and to the best of our knowledge and belief, we state that:

(i) a) A) The Company has maintained proper records showing full particulars, including quantitative details
and situation of Property, Plant and Equipment and relevant details of Right-of-use Assets.
B) The Company has maintained proper records showing full particulars including quantitative details and
situation of Intangible Assets.
b) The Company has a program of physical verification of property, plant and equipment whereby all the items
of property, plant and equipment are verified once in three years. The property, plant and equipment were
physically verified during the previous year by the Management with a regular programme of verification,
In our opinion, the periodicity of the physical verification is reasonable having regard to the size of the
Company and the nature of its assets. According to the information and explanations given to us, no material
discrepancies were noticed on such verification carried out during the previous year.
c) According to the information and explanations given to us and on the basis of our examination of the
records of the Company, the title deeds of immovable properties included in Property, Plant and Equipment
are held in the name of the Company.
d) The Company has not revalued its Property, Plant and Equipment (including Right of Use assets) or Intangible
Assets during the year.
e) According to the information and explanations and representation given to us, no proceedings have been
initiated or is pending against the Company during the year for holding any benami property under the
Benami Transactions (Prohibition) Act, 1988 (45 of 1988) and rules made thereunder.
(ii) a) The Company’s business does not involve inventory and accordingly, paragraph 3(ii)(a) of the Order is not
applicable to the Company.
b) As disclosed in Note 16 to the financial statements, the Company has been sanctioned working capital
limits in excess of five crore rupees, in aggregate, from banks on the basis of security of current assets.
The Company has not obtained any sanction from financial institutions in this regard. Basis the information
and explanation provided to us and basis our audit procedures undertaken, we have not come across
any material difference between the information submitted in the quarterly returns / statements filed by
the Company with such banks when compared with the books of account and other relevant information
provided by the Company.
(iii) a) The Company is in the business of providing loans which are called as margin trading funding (MTF).
According to the explanations and representations given to us by the Company, this is one of the principal
business of the Company which is also described in its object clause specified in Memorandum of
Association. Accordingly, clause (iii)(a) is not applicable to the Company.
b) In our opinion, having regard to the nature of the Company’s business, the investments made and the terms
and conditions of the grant of all loans and advances in the nature of loans are prima facie, not prejudicial
to the Company’s interest. Further, during the year the Company has not provided guarantees, given
Page No 132

security and granted loans and advances in the nature of guarantees to companies, firms, Limited Liability
Partnerships or any other parties. Accordingly, the requirement to report on these is not applicable to the
Company.
c) According to the information and explanations given to us, in case of loans given in the nature of MTF, the
schedule of payment of interest has been stipulated but the schedule of repayment of such loans are not
stipulated. In respect of loans and advances in the nature of loans other than MTF given by the Company,
the Company has stipulated the schedule of repayment of principal and payment of interest. Repayment of
such other loans are regular.
d) In respect of loans granted and advances in the nature of loans provided by the Company, there is no
overdue amount for more than ninety days as at the Balance Sheet date.
e) The Company is in the business of providing loans which are MTF. According to the explanations and
representations given to us by the Company, this is one of the principal business of the Company which is
also described in its object clause specified in Memorandum of Association. Accordingly, clause (iii) (e) is
not applicable to the Company.
f) In our opinion and according to the information and explanations given to us there are no loans/advances
given during the year in the nature of loans granted to promoters or related parties as defined in clause (76)
of section 2 of the Companies Act, 2013 which are repayable on demand or without specifying any terms or
period of repayment. Accordingly, the requirement to report on this clause is not applicable to the Company.
(iv) In our opinion and according to the information and explanations given to us, the Company has complied with
the provisions of section 185 and 186 of the Companies Act, 2013 with respect to the loans and investments.
Further, as no guarantees/security has been given towards the parties specified in section 185 clause with
regard to these matters are not applicable to the Company.

(v) According to the information and explanations given to us, the Company has not accepted any deposit during
the year and does not have any unclaimed deposit as at March 31, 2022 and therefore, the provisions of Sections
73 to 76 or any other relevant provisions of the Companies Act, 2013 and the rules made thereunder are not
applicable to the Company. We are informed by the management that no order has been passed by the Company
Law Board, National Company Law Tribunal or Reserve Bank of India or any Court or any other Tribunal against
the Company in this regard.

(vi) The maintenance of cost records has not been specified by the Central Government under Section 148(1) of the
Companies Act, 2013 for the business activities carried out by the Company. Thus, reporting under paragraph
3(vi) of the Order is not applicable to the Company.

(vii) In respect of Statutory dues:
a) The Company has generally been regular in depositing undisputed statutory dues, including provident fund,
employees’ state insurance, income tax, goods and service tax, cess and other material statutory dues
applicable to it to the appropriate authorities. As explained to us, the Company did not have any dues on
account of sales tax, wealth tax, duty of customs, duty of excise and value added tax.
b) There were no undisputed amounts payable in respect of provident fund, employees’ state insurance,
income tax, goods and services tax, cess and other material statutory dues which were outstanding, at the
year end, for a period of more than six months from the date they became payable.
c) The details of statutory dues referred to in sub- clause (a) above which have not been deposited as on 31
March 2022, on account of disputes are given below:
133 Page No

Name of the Statute Nature of Amount (Rs. Amount paid Period to Forum where dispute is
Due in Lakhs) under Protest which the pending
(Rs. In Lakhs) amount
relates
Income Tax Act, 1961 Income Tax 2 F.Y 2008-09 Income Tax Appellate
15.21 Tribunal
Income Tax Act, 1961 Income Tax 4 F.Y 2008-09 Commissioner of Income
Tax (Appeals)
Income Tax Act, 1961 Income Tax 41 20 F.Y 2011-12 Commissioner of Income
Tax (Appeals)
Income Tax Act, 1961 Income Tax 41 - F.Y 2012-13 ITAT referred back to AO
Income Tax Act, 1961 Income Tax 140 19 F.Y 2012-13 Commissioner of Income
Tax (Appeals)
Income Tax Act, 1961 Income Tax 2,269 168 F.Y 2013-14 Commissioner of Income
Tax (Appeals)
Tax (Appeals)
Tax (Appeals)
Income Tax Act, 1961 Income Tax 2,720 - F.Y 2016-17 Commissioner of Income
Tax (Appeals)
Income Tax Act, 1961 Income Tax 553 - F.Y 2017-18 Commissioner of Income
Tax (Appeals)
Total 8,600 451

(viii) According to the information and explanations given to us, there are no transactions which have not been
recorded in the books of account but have been surrendered or disclosed as income in the tax assessments under
the Income Tax Act, 1961 (43 of 1961) during the year.

(ix) a) According to the information and explanations given to us, the Company has not defaulted in repayment of
loans or borrowings or in the payment of interest thereon to any lender.
b) Basis the information and explanation provided to us, the Company has not been declared a wilful defaulter
by any bank or financial institution or other lender.
c) The Company has not availed any term loans accordingly, reporting under paragraph 3(ix)(c) of the Order is
not applicable to the Company.
d) According to the information and explanations given to us, and the procedures performed by us, and on an
overall examination of the financial statements of the company, we report that no funds raised on short-
term basis have been used for long-term purposes by the company.
e) On an overall examination of the financial statements of the Company, the Company has not taken any
funds from any entity or person on account of or to meet the obligations of its subsidiaries and associate
during the year.
f) According to the information and explanations given to us and procedures performed by us, we report that
the company has raised loans during the year on the pledge of securities held in its subsidiaries as per
details below. Further, the company has not defaulted in repayment of such loans raised.
Page No 134

Nature of loan Name of lender Amount of loan Name of the Relation Details of
taken subsidiary security pledged
Working Capital Kotak Mahindra 7,500 Lakh Motilal Subsidiary Mutual Funds
Demand Loan Bank Limited Oswal Asset
Management
Company
(x) a) The Company has not raised any money by way of initial public offer or further public offer (including debt
instruments) during the year and hence reporting under paragraph 3 (x)(a) of the Order is not applicable to
the Company.
b) The Company has not made any preferential allotment or private placement of shares or convertible
debentures (fully, partially or optionally convertible) during the year and hence reporting under paragraph 3
(x)(b) of the Order is not applicable to the Company.
(xi) a) According to the information, explanation and representations given to us no fraud by the Company or no
fraud on the Company has been noticed or reported during the year.
b) According to the information, explanation and representations given to us and to the best of our knowledge,
no report under sub-section (12) of section 143 of the Act has been filed in Form ADT- 4 as prescribed under
rule 13 of Companies (Audit and Auditors) Rules, 2014 with the Central Government, during the year and
upto the date of this report.
c) According to the information and explanations given to us by the management there were no whistle blower
complaints received by the Company during the year and hence reporting under paragraph 3 (xi)(c) of the
Order is not applicable to the Company.

(xii) The Company is not a nidhi company and hence reporting under paragraph 3 (xii) of the Order is not applicable
to the Company.
(xiii) According to the information and explanations given by the management, all the transactions with the related
parties are in compliance with section 177 and 188 of the Act where applicable, and the details of related party
transactions have been disclosed in the notes to the financial statements etc, as required by the applicable
accounting standards.

(xiv) a) In our opinion, the Company has an adequate internal audit system commensurate with the size and the
nature of its business.
b) We have taken into consideration, the internal audit reports for the period under audit issued to the Company
till the date while determining the nature, timing and extent of audit procedures.

(xv) According to the information and explanations given by the management, the Company has not entered into any
non-cash transactions with directors or persons connected with them as referred to in section 192 of the Act.
Thus, paragraph 3(xv) of the Order is not applicable to the Company.

(xvi) a) The Company is not required to be registered under section 45-IA of the Reserve Bank of India (RBI) Act,
1934.
b) The Company has not conducted any Non- Banking Financial or Housing Finance Activities without obtaining
a valid Certificate of Registration (CoR) from Reserve Bank of India as per the Reserve Bank of India Act,
1934.
135 Page No

c) The Company is not a Core Investment Company (CIC) as defined in the regulations made by the Reserve
Bank of India and hence reporting under paragraph 3 (xvi)(c) of the Order is not applicable.
d) According to the information and explanations given to us, there is no CIC in the Group.
(xvii)According to the information and explanations given to us and based on our examination of the records of the
Company, the Company has not incurred cash losses during the financial year covered by our audit and the
immediately preceding financial year.
(xviii)There has been a resignation of the Statutory Auditors during the year. No issues, objections or concerns were
raised by the outgoing auditor.

(xix) According to the information and explanations given to us and on the basis of the ageing and expected dates of
realisation of financial assets and payment of financial liabilities, other information accompanying the financial
statements, our knowledge of the Board of Directors and management plans and based on our examination of
the evidence supporting the assumptions, nothing has come to our attention, which causes us to believe that
any material uncertainty exists as on the date of the audit report that the Company is not capable of meeting
its liabilities existing at the date of Balance Sheet as and when they fall due within a period of one year from the
Balance Sheet date. We, however, state that this is not an assurance as to the future viability of the Company.
We further state that our reporting is based on the facts up to the date of the audit report and we neither give
any guarantee nor any assurance that all liabilities falling due within a period of one year from the Balance Sheet
date, will get discharged by the Company as and when they fall due.
(xx) a) There are no unspent amounts towards Corporate Social Responsibility (‘CSR’). Accordingly, reporting under
paragraph 3(xx)(a) of the Order is not applicable for the year.
b) The Company does not have any ongoing projects in accordance with the requirements of CSR guidelines and
hence, reporting under paragraph 3(xx)(b) of the Order is not applicable for the year.
(xxi) As the Company is also preparing its consolidated financial statement, reporting under paragraph 3 (xxi) is given
in the consolidated audit report.
For Singhi & Co.

Nikhil Singhi
Partner
Place: Mumbai
Page No 136

Annexure B to the Independent Auditor’s Report of even date on the financial statements of Motilal Oswal Financial
Services Limited
Referred to in paragraph [8(ii)(f)] under Report on Other Legal and Regulatory Requirements of our report of even
date
Report on the Internal Financial Controls over Financial Reporting under Clause (i) of Sub-section 3 of Section 143
of the Companies Act, 2013 (“the Act”)
We have audited the internal financial controls over financial reporting with reference to the Financial Statements of
Motilal Oswal Financial Services Limited (the “Company”) as of March 31, 2022 in conjunction with our audit of the
Ind AS financial statements of the Company for the year ended on that date.
Management’s Responsibility for Internal Financial Controls

The Company’s management is responsible for establishing and maintaining internal financial controls based on the
internal control over financial reporting criteria established by the Company considering the essential components
of internal control stated in the Guidance Note on Audit of Internal Financial Controls over Financial Reporting (the
“Guidance Note”) issued by the Institute of Chartered Accountants of India (“ICAI”). These responsibilities include the
design, implementation and maintenance of adequate internal financial controls that were operating effectively for
ensuring the orderly and efficient conduct of its business, including adherence to company’s policies, the safeguarding
of its assets, the prevention and detection of frauds and errors, the accuracy and completeness of the accounting
records, and the timely preparation of reliable financial information, as required under the Act.


Our responsibility is to express an opinion on the Company’s internal financial controls over financial reporting based
on our audit. We conducted our audit in accordance with the Guidance Note and the Standards on Auditing as
specified under section 143(10) of the Act, to the extent applicable to an audit of internal financial controls and both
issued by the Institute of Chartered Accountants of India. Those Standards and the Guidance Note require that we
comply with ethical requirements and plan and perform the audit to obtain reasonable assurance about whether
adequate internal financial controls over financial reporting was established and maintained and if such controls
operated effectively in all material respects.

Our audit involves performing procedures to obtain audit evidence about the adequacy of the internal financial
controls system over financial reporting and their operating effectiveness. Our audit of internal financial controls
over financial reporting included obtaining an understanding of internal financial controls over financial reporting,
assessing the risk that a material weakness exists, and testing and evaluating the design and operating effectiveness
of internal control based on the assessed risk. The procedures selected depend on the auditor’s judgment, including
the assessment of the risks of material misstatement of the financial statements, whether due to fraud or error.
We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our audit
opinion on the Company’s internal financial controls system over financial reporting.
Meaning of Internal Financial Controls over Financial Reporting

A Company’s internal financial control over financial reporting is a process designed to provide reasonable assurance
regarding the reliability of financial reporting and the preparation of financial statements for external purposes in
accordance with generally accepted accounting principles. A company’s internal financial control over financial
reporting includes those policies and procedures that:
137 Page No

(1) pertain to the maintenance of records that, in reasonable detail, accurately and fairly reflect the transactions and
dispositions of the assets of the company;
(2) provide reasonable assurance that transactions are recorded as necessary to permit preparation of financial
statements in accordance with generally accepted accounting principles, and that receipts and expenditures
of the company are being made only in accordance with authorisations of management and directors of the
company; and
(3) provide reasonable assurance regarding prevention or timely detection of unauthorised acquisition, use, or
disposition of the company’s assets that could have a material effect on the financial statements.
Inherent Limitations of Internal Financial Controls over Financial Reporting
Because of the inherent limitations of internal financial controls over financial reporting, including the possibility of
collusion or improper management override of controls, material misstatements due to error or fraud may occur and
not be detected. Also, projections of any evaluation of the internal financial controls over financial reporting to future
periods are subject to the risk that the internal financial control over financial reporting may become inadequate
because of changes in conditions, or that the degree of compliance with the policies or procedures may deteriorate.

Opinion
In our opinion, to the best of our information and according to the explanations given to us the Company has, in all
material respects, an adequate internal financial controls system over financial reporting and such internal financial
controls over financial reporting were operating effectively as at March 31, 2022 based on the criteria for internal
financial control over financial reporting established by the Company considering the essential components of
internal control stated in the Guidance Note on Audit of Internal Financial Controls Over Financial Reporting (“the
Guidance Note”) issued by the Institute of Chartered Accountants of India.
For Singhi & Co.

Nikhil Singhi
Partner
Place: Mumbai
Page No 138
STANDALONE BALANCE SHEET

(All amounts are in INR Lakhs,unless otherwise stated)
Particulars Note As at As at
31 March 2022 31 March 2021
I. ASSETS
1. Financial assets
(a) Cash and cash equivalents 4 1,03,955 57,023
(b) Bank balance other than (a) above 5 3,13,004 2,14,844
(c) Receivables
(i) Trade receivables 6 66,621 61,611
(ii) Other receivables 1,060 160
(d) Loans 7 88,462 77,258
(e) Investments 8 4,34,651 3,94,350
(f) Other financial assets 9 34,033 66,223
Sub - total financial assets (A) 10,41,786 8,71,469
2. Non - financial assets
(a) Current tax assets (net) 10 821 2,729
(b) Investment property 11 7,699 7,755
(c) Property, plant and equipment 12A 23,143 22,474
(d) Other intangible assets 12B 2,160 2,357
(e) Other non - financial assets 13 3,934 2,495
Sub - total non - financial assets (B) 37,757 37,810
Total assets (A+B) 10,79,543 9,09,279

II. LIABILITIES AND EQUITY
Liabilities
1. Financial liabilities
(a) Payables
(i) Trade payables
(i) total outstanding dues of micro enterprise and small - -
enterprise
(ii) total outstanding dues of creditors other than micro 14 3,44,641 2,79,780
enterprise and small enterprise
(b) Debt securities 15 1,78,402 1,60,572
(c) Borrowings (Other than debt securities) 16 38,691 47,337
(d) Deposits 17 98 45
(e) Other financial liabilities 18 65,428 37,741
Sub - total financial liabilities (A) 6,27,260 5,25,475
2. Non - financial liabilities
(a) Current tax liabilities (net) 19 1,206 -
(b) Provisions 20 15,507 10,914
(c) Defered tax liabilities (net) 21 8,894 8,260
(d) Other non - financial liabilities 22 2,465 2,972
Sub - total non - financial liabilities (B) 28,072 22,146
3. Equity:
(a) Equity share capital 23 1,491 1,485
(b) Other equity 24 4,22,720 3,60,173
Sub - total equity (C) 4,24,211 3,61,658
Total Liabilities and equity (A+B+C) 10,79,543 9,09,279
The accompanying notes 1 to 67 form an integral part of the financial statements
This is the Balance Sheet refered to in our report of even date

For Singhi & Co. For and on behalf of the Board of Directors
Chartered Accountants Motilal Oswal Financial Services Limited
Sd/- Sd/- Sd/-

Nikhil Singhi Motilal Oswal Raamdeo Agarawal
Partner Managing Director and Chief executive officer Non-Executive Chairman
Membership Number: 061567 DIN : 00024503 DIN : 00024533
Sd/- Sd/-
Shalibhadra Shah Kailash Purohit
Chief Financial Officer Company Secretary
Place : Mumbai Place : Mumbai
Date : 28 April 2022 Date : 28 April 2022
139 Page No
STANDALONE STATEMENT OF PROFIT AND LOSS

Particulars Note For the Year ended For the Year ended
31 March 2022 31 March 2021
Revenue from operations
(i) Interest income 25 33,145 18,544
(ii) Dividend income 26 7,387 2,299
(iii) Rental income 27 1,891 1,888
(iv) Fees and commission income 28
- Brokerage and fees income 1,65,667 1,24,161
- Other commission income 18,605 10,157
(v) Net gain on fair value changes 29 26,453 57,408
(vi) Other operating income 30 4,036 5,349
1) Total revenue from operations 2,57,184 2,19,806
2) Other income 31 3,960 2,656
3) Total Income (1 + 2) 2,61,144 2,22,462
Expenses
(i) Finance cost 32 16,558 12,770
(ii) Fees and commission expense 33 75,461 52,380
(iii) Impairment on financial instruments 34 1,992 1,641
(iv) Employee benefits expense 35 52,888 38,588
(v) Depreciation, amortisation and impairment 36 3,876 3,676
(vi) Other expenses 37 23,956 16,971
4) Total expenses 1,74,731 1,26,026
5) Profit/(loss) before exceptional items and tax (3-4) 86,413 96,436
6) Exceptional Items 64 - 8,810
7) Profit before tax (5 - 6) 86,413 87,626
Tax expense 54
(i) Current tax 14,807 8,985
(ii) Deferred tax expense 1,123 3,832
(iii) Minimum alternate tax credit entitlement - (0)
(iv) Excess provision for earlier years (199) (258)
8) Total tax expenses 15,731 12,559
9) Profit for the year (7-8) 70,682 75,066
Other comprehensive income
(i) Items that will not be reclassified to profit or loss
(a) Actuarial gain/(loss) on post retirement benefit plans (27) 163
(b) Fair value gain/(loss) of investment 2,324 27,411
(c) Tax impact on the above (259) (3,177)
10) Other comprehensive income 2,038 24,397
Total comprehensive income for the year (9 + 10) 72,720 99,464
Earnings per share (EPS) (Face Value Re. 1 per equity share) 41
Basic EPS (amount in Rs.) 48.10 51.02
Diluted EPS (amount in Rs.) 47.69 50.16

This is the Statement of Profit and Loss referred to in our report of even date

Sd/- Sd/- Sd/-

Sd/- Sd/-
Page No 140
STANDALONE CASH FLOW STATEMENT

Particulars For the year For the year
ended ended 31 March
31 March 2022 2021
A. Cash flow from operating activities
Profit before taxation 86,413 87,626
Adjustment for:
Unrealised gain (15,981) (46,607)
Employee stock option scheme cost 2,339 1,849
Interest expense on lease 302 360
Depreciation, amortisation and impairment 3,875 3,675
Dividend income (7,387) (2,299)
Profit on sale of investment - realised (10,472) (10,800)
Gain on partnership firm (255) (39)
Profit on sale property, plant and equipment (5) (373)
Impairment on financial instruments 1,992 1,641
Operating profit 60,821 35,033
Adjustment for working capital changes
Increase/(decrease) in provision 4,565 3,079
Increase/(decrease) in other financial liabilities 28,466 7,745
Increase/(decrease) in trade payables 64,861 1,23,105
(Increase)/decrease in loans (11,204) (57,295)
(Increase)/decrease in other non financial liabilities (508) 1,397
(Increase)/decrease in other financial assets 31,745 (52,898)
(Increase)/decrease in other non financial asset (1,440) 1,754
(Increase)/decrease in trade receivables (7,903) (15,228)
(Increase)/decrease in fixed deposit (98,163) (1,62,204)
(Increase)/decrease in liquid investment 28,263 60,209
Cash generated/(used) from operations 99,504 (55,303)
Direct taxes paid (net) (11,562) (10,703)
Net cash generated/(used) from operating activities (A) 87,942 (66,006)
B. Cash flow from investing activities
Proceeds from sale of investment 18,094 45,634
Purchase of equity shares in subsidiary company (26,535) (12,874)
Purchase of Investments (30,349) (18,832)
Purchase of property, plant and equipment (3,664) (4,182)
Sale of property, plant and equipment - 2
Purchase of intangibles (625) (973)
Dividend Income 7,387 2,299
Net cash generated/(used) from investing activities (B) (35,691) 11,074
C. Cash flow from financing activities
Cash Payment of lease liabilty and interest (1,081) (1,228)
Increase in lease liabilities (net) - 1,665
Proceeds / (repayment) of short-term borrowings 1,383 66,438
Proceeds from issuance of debt securities 7,800 30,000
141 Page No
STANDALONE CASH FLOW STATEMENT (Contd..)


31 March 2022 2021
Repayment of debt securities - (31,500)
Proceeds from issue of equity shares 6 23
Premium on issue of equity shares 3,185 1,416
Proceeds from deposits received 53 33
Dividend paid (7,365) (3,081)
Increase/(decrease) in unpaid dividend 3 -
Effect of scheme of arrangement (9,303) (4,626)
Buyback of shares (including buyback tax) - (14,853)
Net cash generated/(used) from financing activities (‘C) (5,319) 44,287
Net increase/(decrease) in cash and cash equivalents during the
year (A +B +C) 46,932 (10,645)

31 March 2022 2021
Cash and cash equivalents as at beginning of the year
Cash in hand 32 26
Scheduled bank - In current account 34,750 31,064
Bank balance accquired pursuant to merger 6 -
Fixed deposit with banks (Maturity within 3 months) 22,235 36,578
Total 57,023 67,668
Cash and cash equivalents as at end of the year :
Cash in hand 32 32
Scheduled bank - In current account 65,700 34,750
Bank balance accquired pursuant to merger - 6
Fixed deposit with banks (Maturity within 3 months) 38,223 22,235
Total 1,03,955 57,023
Reconciliation of cash and cash equivalents as above with cash and
bank balances
Cash and cash equivalents as at end of the year as per above 65,732 34,781
Add:- Fixed deposit with banks (Maturity within 3 months) 38,223 22,235
Total Cash and bank balances equivalents as at end of the year 1,03,954 57,017
Page No 142
STANDALONE CASH FLOW STATEMENT (Contd..)

(A) Changes in liabilities arising from financing activities

31 March 2022 2021
Opening balance of debt securities, borrowings (other than debt 2,07,910 1,42,972
securities) and subordinated liabilities
Proceeds / (repayment) of short-term borrowings 1,383 66,438
Proceeds from issuance of debt securities 7,800 30,000
Repayment of debt securities - (31,500)
Closing balance of debt securities, borrowings (other than debt
securities) and subordinated liabilities 2,17,093 2,07,910
(B) Cashflow from operating activities includes:

ended ended
31 March 2022 31 March 2021
Interest received 33,145 18,544
Interest paid 14,559 10,873
Notes :

(i) The above Statement of Cash Flows has been prepared under indirect method as set out in Ind AS 7, ‘Statement
of Cash Flows’, as specified under section 133 of the Companies Act, 2013 read with the Companies (Indian
Accounting Standard) Rules, 2015 (as amended).

(ii) Figures in brackets indicate cash outflows.

This is the Cash Flow Statement referred to in our report of even date

Sd/- Sd/- Sd/-

Sd/- Sd/-
143 Page No
STANDALONE STATEMENT OF CHANGES IN EQUITY
for the year ended 31 March 2022

(a) Equity share capital
(All amounts are in INR Lakhs, unless otherwise stated)
Particulars Equity share capital
Number of shares Amount
As at 01 April 2020 14,80,66,718 1,481
Changes in Equity Share Capital due to prior year errors - -
Restated balance at the beginning of the previous reporting year 14,80,66,718 1,481
Changes during the year due to exercise of Employees Stock Option Scheme 4,62,800 5
Changes during the year due to buyback of shares (19,09,144) (19)
Page No 144
Shares pending for allotment 18,68,445 19

As at 31 March 2021 14,84,88,819 1,485
Changes in Equity Share Capital due to prior year errors - -
Restated balance at the beginning of the previous reporting year 14,84,88,819 1,485
Changes during the year due to exercise of Employees Stock Option Scheme 5,74,100 6
Changes during the year due to merger 18,68,445 19
Shares pending for allotment (18,68,445) (19)
As at 31 March 2022 14,90,62,919 1,491

(b) Other Equity
Particulars Reserves and Surplus Other comprehensive income Total
Capital Capital Securities Share General Statutory Retained Equity Actuarial
Redemption Reserve Premium based Reserve Reserve Earnings instruments gains/(losses)
Reserve payment through other on post
Reserve comprehensive retirement
income benefit plans
Balance as at 01 April 2020 71 14 64,578 3,733 18,102 - 1,81,969 6,063 403 2,74,933
Changes in accounting policy or - - - - - - - - - -
prior year errors
Add/(Less): On account of business - - - - (5,233) 5,233 5,638 - - 5,638
combination
Restated balance at the beginning 71 14 64,578 3,733 12,869 5,233 1,87,607 6,063 403 2,80,571
of the previous reporting year
Due to exercise of options - - 624 - - - - - - 624
Additions during the year - - 1,416 1,849 - - 75,067 24,275 122 1,02,729
Buyback of Shares 19 - (12,034) - - - (2,820) - - (14,835)
Dividends - - - - - - (3,081) - - (3,081)
Transfer to securities premium - - - (624) - - - - - (624)
Impact due to Merger - - - - (1,185) - (4,025) - - (5,210)
Balance as at 31 March 2021 90 14 54,584 4,958 11,684 5,233 2,52,748 30,338 525 3,60,174
STANDALONE STATEMENT OF CHANGES IN EQUITY
Particulars Reserves and Surplus Other comprehensive income Total
Capital Capital Securities Share General Statutory Retained Equity Actuarial
Redemption Reserve Premium based Reserve Reserve Earnings instruments gains/(losses)
Reserve payment through other on post
Reserve comprehensive retirement
income benefit plans
Changes in accounting policy or - - - - - - - - - -
prior year errors
Restated balance at the beginning 90 14 54,584 4,958 11,684 5,233 2,52,748 30,338 525 3,60,174
of the current reporting year
Due to exercise of options - - 1,047 - - - - - - 1,047
Additions during the year - - 3,185 2,339 945 - 70,682 2,058 (20) 79,189
Stamp duty provision during the year - - - - - - (2,245) - - (2,245)
due to merger
Transfer to general reserve - - - - 5,233 (5,233) - - - -
Dividend - - - - - - (7,365) - - (7,365)
Transfer to securities premium - - - (1,047) - - - - - (1,047)
Impact due to Merger - - - - - - (7,032) - - (7,032)
Balance as at 31 March 2022 90 14 58,816 6,250 17,862 - 3,06,788 32,396 505 4,22,721
(Refer note 24)

This is the Balance Sheet refered to in our report of even date

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Sd/- Sd/- Sd/-
Sd/- Sd/-
NOTES TO FINANCIAL STATEMENT

1A. Corporate Information
Motilal Oswal Financial Services Limited (“MOFSL” or ‘the Company’) is a public limited company and incorporated
under the provisions of Companies Act. The Company is domiciled in India and the addresses of its registered
office and principal place of business is Motilal Oswal Tower (Mumbai).
The Company is registered with Securities and Exchange Board of India (‘SEBI’) under the Stock brokers and
sub brokers Regulations, 1992 and is a member of Bombay Stock Exchange Limited, National Stock Exchange
of India Limited, Multi Commodity Exchange of India Ltd. and National Commodity and Derivatives Exchange
Limited. The Company acts as a stock broker and commodities broker to execute proprietary trades and also
trades on behalf of its clients which include retail customers (including high net worth individuals), mutual funds,
foreign institutional investors, financial institutions and corporate clients. It is registered with Central Depository
Services (India) Limited and National Securities Depository Limited in the capacity of Depository Participant and
also registered with SEBI in capacity of Research Analyst and Investment Advisor.
The Financial statements were approved for issuance by the Company’s Board of Director on 28 April 2022.
1B. Business Combination under Common Control
A common control business combination, involving entities or businesses in which all of the combining entities or
businesses are ultimately controlled by the same party or parties both before and after the business combination
and where the control is not transitory, is accounted for in accordance with Appendix C to Ind AS 103 ‘Business
Combinations’.
Business combinations involving entities or businesses under common control are accounted for using the
pooling of interest method as follows:
• The assets and liabilities of the combining entities are reflected at their carrying amounts.
• No adjustments are made to reflect fair values, or recognize new assets or liabilities. Adjustments are made
only to harmonize significant accounting policies.
• The financial information in the financial statements in respect of prior periods are restated as if the business
combination had occurred from the beginning of the preceding period in the financial statements.
• The identity of the reserves are preserved and appear in the financial statements of the transferee in the
same form in which they appeared in the financial statements of the transferor.

The difference, if any, between the amounts recorded as share capital issued plus any additional consideration
in the form of cash or other assets and the amount of share capital of the transferor is transferred to capital
reserve and is presented separately from other capital reserves with disclosure of its nature and purpose in the
notes (Refer Note 60 for additional details)
2. Significant accounting policies
The principal accounting policies applied in the preparation of these financial statements are set out below.
2.1 Basis of preparation
(i) Compliance with Ind AS
The financial statements of the Company comply in all material aspects with Indian Accounting Standards
(Ind AS) notified under Section 133 of the Companies Act, 2013 (“the Act”) read with Companies (Indian
Accounting Standards) Rules, 2015 as amended from time to time and other relevant provisions of the Act.
Page No 146
NOTES TO FINANCIAL STATEMENT (Contd..)

The financial statements have been prepared using the significant accounting policies and measurement
bases summarized as below. Accounting policies have been consistently applied except where a newly
issued accounting standard is initially adopted or a revision to the existing accounting standard requires
a change in the accounting policy hitherto in use.
(ii) Historical cost convention
The financial statements have been prepared on a historical cost basis, except for the following:
• Certain Financial instruments are measured at fair value;

• Assets held for sale – measured at fair value less cost to sell;
• Defined benefit plans – plan assets measured at fair value; and
• Share based payments
(iii) Preparation of financial statements
The Company is covered in the definition of Non-Banking Financial Company as defined in Companies
(Indian Accounting Standards) (Amendment) Rules, 2016. As per the format prescribed under Division
III of Schedule III to the Companies Act, 2013 on 11 October 2018 (as amended), the Company presents
the Balance Sheet, the Statement of Profit and Loss and the Statement of Changes in Equity in the order
of liquidity. A maturity analysis of recovery or settlement of assets and liabilities within 12 months after
the reporting date and more than 12 months after the reporting date is presented in note 57.
(iv) Use of estimates and judgments
The preparation of financial statements in conformity with Ind AS which requires management to
make estimates, judgments, and assumptions that affect the application of accounting policies and
the reported amounts of assets and liabilities (including contingent liabilities) and disclosures as of
the date of financial statements and the reported amounts of revenue and expenses for the reporting
period. Actual results could differ from these estimates. Accounting estimates and underlying
assumptions are reviewed on an ongoing basis and could change from period to period. Appropriate
changes in estimates are recognized in the period in which the Company becomes aware of the changes
in circumstances surrounding the estimates. Any revisions to accounting estimates are recognized
prospectively in the period in which the estimate is revised and future periods. The estimates and
judgments that have significant impact on carrying amount of assets and liabilities at each balance
sheet date are discussed at note 3.
(v) Determining whether an arrangement contains a lease
The Company evaluates if an arrangement qualifies to be a lease as per the requirements of Ind AS
116. Identification of a lease requires significant judgment. The Company uses significant judgment
in assessing the lease term (including anticipated renewals) and the applicable discount rate. The
Company determines the lease term as the non-cancellable period of a lease, together with both periods
covered by an option to extend the lease if the Company is reasonably certain to exercise that option;
and periods covered by an option to terminate the lease if the Company is reasonably certain not to
exercise that option.
2.2 Revenue Recognition
The Company recognizes revenue from contracts with customers based on a five step model as set out
in Ind AS 115, Revenue from Contracts with Customers, to determine when to recognize revenue and at
what amount. Revenue is measured based on the consideration specified in the contract with a customer.
147 Page No

Revenue from contracts with customers is recognised when services are provided and it is highly probable
that a significant reversal of revenue is not expected to occur.
Revenue is measured at fair value of the consideration received or receivable. Revenue is recognised when
(or as) the Company satisfies a performance obligation by transferring a promised service (i.e. an asset) to
a customer. An asset is transferred when (or as) the customer obtains control of that asset.
When (or as) a performance obligation is satisfied, the Company recognizes as revenue the amount of
the transaction price (excluding estimates of variable consideration) that is allocated to that performance
obligation.
The Company applies the five-step approach for recognition of revenue:
• Identification of contract(s) with customers;

• Identification of the separate performance obligations in the contract;
• Determination of transaction price;
• Allocation of transaction price to the separate performance obligations; and
• Recognition of revenue when (or as) each performance obligation is satisfied.
(i) Brokerage fee income
It is recognised on trade date basis and is exclusive of goods and service tax and securities transaction
tax (STT) wherever applicable.
(ii) Research and advisory income

Research and advisory income is accounted for on an accrual basis in accordance with the terms of the
respective agreements entered into between the Company and the counter party.
(iii) Interest income
Interest income on a financial asset at amortised cost is recognised on a time proportion basis taking
into account the amount outstanding and the effective interest rate (‘EIR’). The EIR is the rate that
exactly discounts estimated future cash flows of the financial assets through the expected life of
the financial asset or, where appropriate, a shorter period, to the net carrying amount of the financial
instrument. The internal rate of return on financial assets after netting off the fees received and cost
incurred approximates the effective interest rate method of return for the financial asset. The future
cash flows are estimated taking into account all the contractual terms of the instrument.
(iv) Dividend income
Dividend income is recognized in the Statement of profit and loss on the date that the Company’s
right to receive payment is established, it is probable that the economic benefits associated with the
dividend will flow to the entity and the amount of dividend can be reliably measured. This is generally
when the shareholders approve the dividend.
(v) Portfolio management commission income
Portfolio management commissions is recognised on an accrual basis in accordance with the terms of
the agreement entered with asset management company.
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(vi) Rental income
Lease income from operating leases where the Company is a lessor is recognized in income on a
straight-line basis over the lease term unless the receipts are structured to increase in line with expected
general inflation to compensate for the expected inflationary cost increases. The respective leased
assets are included in the balance sheet based on their nature.
(vii) Profit and loss from partnership firm / LLP
Profit and loss from partnership firm / LLP are accounted on accrual basis and as per terms of respective
Partnership / LLP agreement.
2.3 Income Tax
The income tax expense or credit for the period is the tax payable on the current period’s taxable income
based on the applicable income tax rate adjusted by changes in deferred tax assets and liabilities attributable
to temporary differences and to unused tax losses. Current and deferred tax is recognized in Statement of
profit and loss, except to the extent that it relates to items recognized in other comprehensive income or
directly in equity. In this case, the tax is also recognized in other comprehensive income or directly in equity,
respectively.
Current Tax
Current tax is measured at the amount of tax expected to be payable on the taxable income for the year as
determined in accordance with the provisions of the Income Tax Act, 1961. Current tax assets and current
tax liabilities are off set when there is a legally enforceable right to set off the recognized amounts and there
is an intention to settle the asset and the liability on a net basis.
Deferred Tax
Deferred tax is provided in full, using the liability method, on temporary differences arising between the tax
bases of assets and liabilities and their carrying amounts in the financial statements. However, deferred tax
liabilities are not recognized if they arise from the initial recognition of goodwill. Deferred tax is determined
using tax rates (and laws) that have been enacted or substantially enacted by the end of the reporting period
and are expected to apply when the related deferred income tax asset is realized or the deferred income tax
liability is settled.
Deferred tax assets are recognized for all deductible temporary differences and unused tax losses only
if it is probable that future taxable amounts will be available to utilize those temporary differences and
losses. Deferred tax liabilities are not recognized for temporary differences between the carrying amount
and tax bases of investments in subsidiaries and associates where the Company is able to control the
timing of the reversal of the temporary differences and it is probable that the differences will not reverse in
the foreseeable future.
Deferred tax assets and liabilities are offset when there is a legally enforceable right to offset current tax
assets and liabilities and when the deferred tax balances relate to the same taxation authority.
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2.4 Leases
Company as a Lessee
For any new contracts entered into on or after 1 April 2019, the Company considers whether a contract is, or
contains a lease. A lease is defined as ‘a contract, or part of a contract, that conveys the right to use an asset
(the underlying asset) for a period of time in exchange for consideration’. The Company assess whether it
has the right to direct ‘how and for what purpose’ the asset is used throughout the period of use.
Measurement and recognition of leases as a lessee
The Company has adopted lnd AS 116 “Leases” using the cumulative catch-up approach. Company has
recognized Right of Use assets as at 1 April 2019 for leases previously classified as operating leases and
measured at an amount equal to lease liability (adjusted for related prepayments/ accruals). The Company
has discounted lease payments using the incremental borrowing rate for measuring the lease liability.
The Company depreciates the right-of-use assets on a straight-line basis from the lease commencement
date to the earlier of the end of the useful life of the right-of-use asset or the end of the lease term. The
Company also assesses the right-of-use asset for impairment when such indicators exist.
Lease payments included in the measurement of the lease liability are made up of fixed payments (including
in substance fixed), variable payments based on an index or rate, amounts expected to be payable under a
residual value guarantee and payments arising from options reasonably certain to be exercised.
Subsequent to initial measurement, the liability will be reduced for payments made and increased for interest.
It is remeasured to reflect any reassessment or modification, or if there are changes in in-substance fixed
payments
When the lease liability is remeasured, the corresponding adjustment is reflected in the right-of-use asset,
or profit and loss if the right-of-use asset is already reduced to zero.
The Company has elected to account for short-term leases and leases of low-value assets using the
practical expedients. Instead of recognising a right-of-use asset and lease liability, the payments in relation
to these are recognized as an operating expense in Statement of profit and loss on a straight-line basis over
the lease term.
When the Company revises its estimate of the term of any lease, it adjusts the carrying amount of the
lease liability to reflect the payments to make over the revised term, which are discounted using a revised
discount rate. The carrying value of lease liabilities is similarly revised when the variable element of future
lease payments dependent on a rate or index is revised, except the discount rate remains unchanged. In
both cases an equivalent adjustment is made to the carrying value of the right-of-use asset, with the revised
carrying amount being amortised over the remaining (revised) lease term. If the carrying amount of the
right-of-use asset is adjusted to zero, any further reduction is recognised in statement of profit and loss.
For contracts that both convey a right to the Company to use an identified asset and require services to
be provided to the Company by the lessor, the Company has elected to account for the entire contract as
a lease, i.e. it does allocate any amount of the contractual payments to, and account separately for, any
services provided by the supplier as part of the contract
Page No 150

Company as a Lessor
Leases for which the Company is a lessor is classified as a finance or operating lease. Whenever the term of
the lease transfer substantially all the risks and rewards of ownership to the lessee, the contract is classified
as a finance lease. All other leases are classified as operating leases.
2.5 Cash and cash equivalents
For the purpose of presentation in the statement of cash flows, cash and cash equivalents includes cash on
hand, deposits held at call with financial institutions, other short-term, highly liquid investments with original
maturities of three months or less that are readily convertible to known amounts of cash and which are
subject to an insignificant risk of changes in value. Outstanding bank overdrafts are not considered integral
part of the Company’s cash management.
2.6 Financial instruments
Initial recognition and measurement:
Financial assets and financial liabilities are recognized when the entity becomes a party to the contractual
provisions of the instrument. Regular way purchases and sales of financial assets are recognized on trade-
date, the date on which the Company commits to purchase or sell the asset.
At initial recognition, the Company measures a financial asset or financial liability at its fair value plus or
minus, in the case of a financial asset or financial liability not at fair value through profit or loss, transaction
costs that are incremental and directly attributable to the acquisition or issue of the financial asset or
financial liability, such as fees and commissions. Transaction costs of financial assets and financial liabilities
carried at fair value through profit or loss are expensed in Statement of profit and loss. Immediately after
initial recognition, an expected credit loss allowance (ECL) is recognized for financial assets measured at
amortized cost.
When the fair value of financial assets and liabilities differs from the transaction price on initial recognition,
the entity recognizes the difference as follows:
a) When the fair value is evidenced by a quoted price in an active market for an identical asset or liability
(i.e. a Level 1 input) or based on a valuation technique that uses only data from observable markets, the
difference is recognized as a gain or loss.
b) In all other cases, the difference is deferred and the timing of recognition of deferred day one profit
or loss is determined individually. It is either amortized over the life of the instrument, deferred until
the instrument’s fair value can be determined using market observable inputs, or realized through
settlement.
When the Company revises the estimates of future cash flows, the carrying amount of the respective
financial assets or financial liability is adjusted to reflect the new estimate discounted using the original
effective interest rate. Any changes are recognized in Statement of profit and loss.
Fair value of financial instruments:
Some of the Company’s assets and liabilities are measured at fair value for financial reporting purpose. Fair
value is the price that would be received to sell an asset or paid to transfer a liability in an orderly transaction
between market participants at the measurement date regardless of whether that price is directly observable
or estimated using another valuation technique.
151 Page No

Fair value measurements under Ind AS are categorized into Level 1, 2, or 3 based on the degree to which
the inputs to the fair value measurement are observable and the significance of the inputs to the fair value
measurement in its entirety, which are described as follows:
- Level 1: quoted prices (unadjusted) in active markets for identical assets or liabilities that the Company
can access at measurement date
- Level 2: inputs other than quoted prices included in Level 1 that are observable for the asset or liability,
either directly or indirectly; and
- Level 3: inputs for the asset or liability that are not based on observable market data (unobservable inputs)
that the Company can access at measurement date.
Information about the valuation techniques and inputs used in determining the fair value of various
assets and liabilities are disclosed in note 54..
Financial assets
(i) Classification and subsequent measurement
The Company has applied Ind AS 109 and classifies its financial assets in the following measurement
categories:
• Fair value through profit or loss (FVTPL);

• Fair value through other comprehensive income (FVOCI); or
• Amortised cost.
1. Financial assets carried at amortised cost
A financial asset is measured at the amortised cost if both the following conditions are met:
• The asset is held within a business model whose objective is to hold assets for collecting
contractual cash flows, and
• Contractual terms of the asset give rise on specified dates to cash flows that are solely payments
of principal and interest (SPPI) on the principal amount outstanding. After initial measurement,
such financial assets are subsequently measured at amortised cost using the effective interest
rate (EIR) method. Amortised cost is calculated by taking into account any discount or premium on
acquisition and fees or costs that are an integral part of the EIR. The EIR amortisation is included
in interest income in the Statement of Profit and Loss.
2. Equity instruments
Equity instruments are instruments that meet the definition of equity from the issuer’s perspective; that
is, instruments that do not contain a contractual obligation to pay and that evidence a residual interest
in the issuer’s net assets.
All investments in equity instruments classified under financial assets are initially measured at fair
value, the Company may, on initial recognition, irrevocably elect to measure the same either at FVOCI or
FVTPL. The Company makes such election on an instrument-by-instrument basis. Fair value changes
on an equity instrument is recognised as revenue from operations in the Statement of Profit and Loss
unless the Company has elected to measure such instrument at FVOCI. Fair value changes excluding
Page No 152

dividends, on an equity instrument measured at FVOCI are recognized in OCI. Amounts recognised
in OCI are not subsequently reclassified to the Statement of Profit and Loss. Dividend income on the
investments in equity instruments are recognised as ‘Revenue from operations’ in the Statement of
Profit and Loss.
3. Investment in Subsidiaries
Investments in subsidiaries, joint ventures and associates are recognised at cost as per Ind AS 27.
Except where investments accounted for at cost shall be accounted for in accordance with Ind AS 105,
Non-current Assets Held for Sale and Discontinued Operations, when they are classified as held for sale
4. Investments in mutual funds
Investments in mutual funds are measured at fair value through profit and loss (FVTPL).
(ii) Impairment
The Company recognizes impairment allowances using Expected Credit Losses (“ECL”) method on all
the financial assets that are not measured at Fair value through profit or loss( FVTPL):
ECL are probability-weighted estimate of credit losses. They are measured as follows:
• Financials assets that are not credit impaired – as the present value of all cash shortfalls that are
possible within 12 months after the reporting date.
• Financials assets with significant increase in credit risk - as the present value of all cash shortfalls
that result from all possible default events over the expected life of the financial assets.
• Financials assets that are credit impaired – as the difference between the gross carrying amount
and the present value of estimated cash flows.
Financial assets are written off/fully provided for when there is no reasonable of recovering financial
assets in its entirety or a portion thereof.
However, financial assets that are written off could still be subject to enforcement activities under the
Company’s recovery procedures, taking into account legal advice where appropriate. Any recoveries
made are recognised in the Statement of Profit and Loss.
(iii) Derecognition
A financial asset is derecognised only when:
The Company has transferred the rights to receive cash flows from the financial asset or retains the
contractual rights to receive the cash flows of the financial asset, but assumes a contractual obligation
to pay the cash flows to one or more recipients.
Where the Company has transferred an asset, the Company evaluates whether it has transferred
substantially all risks and rewards of ownership of the financial asset. In such cases, the financial asset
is derecognised. Where the entity has not transferred substantially all risks and rewards of ownership
of the financial asset, the financial asset is not derecognised.
Where the Company has neither transferred a financial asset nor retains substantially all risks and
rewards of ownership of the financial asset, the financial asset is derecognised if the Company has not
153 Page No

retained control of the financial asset. Where the Company retains control of the financial asset, the
asset is continued to be recognised to the extent of continuing involvement in the financial asset.
Financial liabilities
(i) Initial recognition and measurement
All financial liabilities are recognised when the Company becomes a party to the contractual
provisions of the financial instrument and are measured initially at fair value adjusted for transaction
costs.
(ii) Subsequent measurement
Financial liabilities are subsequently measured at amortised cost using the EIR method. Financial
liabilities carried at fair value through profit or loss is measured at fair value with all changes in fair
value recognised in the Statement of Profit and Loss.
(iii) Derecognition
A financial liability is derecognised when the obligation specified in the contract is discharged,
cancelled or expires.
2.7 Offsetting financial instruments
Financial assets and liabilities are offset and the net amount is reported in the balance sheet where there
is a legally enforceable right to offset the recognised amounts and there is an intention to settle on a net
basis or realise the asset and settle the liability simultaneously. The legally enforceable right must not be
contingent on future events and must be enforceable in the normal course of business and in the event of
default, insolvency or bankruptcy of the Company or the counterparty.
2.8 Financial guarantee contracts and loan commitments
Financial guarantee contracts are contracts that require the issuer to make specified payments to reimburse
the holder for a loss it incurs because a specified debtor fails to make payments when due, in accordance
with the terms of a debt instrument. Such financial guarantees are given to banks, financial institutions and
others on behalf of customers to secure loans, overdrafts and other banking facilities.
Financial guarantee contracts are initially measured at fair value and subsequently measured at the higher of:
• The amount of the loss allowance; and
• The premium received on initial recognition less income recognized in accordance with the principles
of Ind AS 115.
2.9 Property, plant and equipment
Property, plant and equipment are stated at cost of acquisition less accumulated depreciation. Cost includes
expenditure that is directly attributable to the acquisition and installation of the assets.
Subsequent costs are included in the asset’s carrying amount or recognized as a separate asset, as
appropriate, only when it is probable that future economic benefits associated with the item will flow to
the Company and the cost of the item can be measured reliably. The carrying amount of any component
Page No 154

accounted for as a separate asset is derecognized when replaced. All other repairs and maintenance are
charged to Statement of profit and loss during the reporting period in which they are incurred.
Depreciation methods, estimated useful lives and residual value

Depreciation is calculated using the straight-line method to allocate their cost, net of their residual values,
over their estimated useful life prescribed under Schedule II to the Companies Act, 2013. The Company
provides pro-rata depreciation from the month in which the asset is first put to use, till date the assets are
sold or disposed. Leasehold improvements are amortised over the term of underlying lease.
Assets Useful life

Building 60 years
Furniture and Fixtures 10 years
Office Equipment’s 5 years
Plant and Machinery 3 to 5 years
Vehicles 8 to 10 years
Leasehold Improvements Over the primary lease period or useful life.
Whichever is less.

Derecognition:
The carrying amount of an item of property, plant and equipment is derecognized on disposal or when
no future economic benefits are expected from its use or disposal. Gains and losses on disposals are
determined by comparing proceeds with carrying amount and are recognized in the statement of profit and
loss when the asset is derecognized.
2.10 Intangible assets
Measurement at recognition:
Intangible assets are recognized where it is probable that the future economic benefit attributable to the
assets will flow to the Company and its cost can be reliably measured. Intangible assets are stated at cost
of acquisition less accumulated amortization and impairment, if any.
Expenditure incurred on acquisition/development of intangible assets which are not put/ready to use at the
reporting date is disclosed under intangible assets under development. The Company amortizes intangible
assets on a straight-line basis over the five years commencing from the month in which the asset is first put
to use. The Company provides pro-rata amortization from the day the asset is put to use.
Assets Useful life

Computer Software 5 years
Customer rights 5 years
Derecognition:
The carrying amount of an intangible asset is derecognized on disposal or when no future economic
benefits are expected from its use or disposal. Gains and losses on disposals are determined by comparing
proceeds with carrying amount and are recognized in the statement of profit and loss when the asset is
derecognized.
155 Page No

2.11 Investment Property
Property that is held for long-term rental yields or for capital appreciation or both, and that is not used by
the group for business purposes, is classified as investment property. Investment property is measured
initially at its cost, including related transaction costs and where applicable borrowing costs. Subsequent
expenditure is capitalised to the asset’s carrying amount only when it is probable that future economic
benefits associated with the expenditure will flow to the group and the cost of the item can be measured
reliably. All other repairs and maintenance costs are expensed when incurred. When part of an investment
property is replaced, the carrying amount of the replaced part is derecognized.
Depreciation on investment property is calculated using the straight–line method to write down the cost of
property and equipment to their residual values over their estimated useful lives in the manner prescribed in
Schedule II of the Act.
2.12 Impairment of non-financial assets
At each reporting date, the Company assesses whether there is any indication based on internal/external
factors, that an asset may be impaired. If any such indication exists, the Company estimates the recoverable
amount of the asset. The recoverable amount of asset is the higher of its fair value or value in use. Value in
use is based on the estimated future cash flows, discounted to their present value using a pre-tax discount
rate that reflects the current market assessment of time value of money and the risks specific to it. If such
recoverable amount of the asset or the recoverable amount of the cash generating unit to which the asset
belongs is less than its carrying amount, the carrying amount is reduced to its recoverable amount and
the reduction is treated as an impairment loss and is recognised in the statement of profit and loss. All
assets are subsequently reassessed for indications that an impairment loss previously recognised may no
longer exist. An Impairment loss is reversed if there has been a change in estimates used to determine the
recoverable amount. Such a reversal is made only to the extent that the assets carrying amount would have
been determined, net of depreciation or amortization, had no impairment loss been recognised.
2.13 Provisions and contingencies:
Provisions are recognised when the Company has a present obligation (legal or constructive) as a result
of a past event, it is probable that an outflow of resources embodying economic benefits will be required
to settle the obligation and a reliable estimate can be made of the amount of the obligation. Provisions are
measured at the best estimate of the expenditure required to settle the present obligation at the reporting
date.
Provisions are determined by discounting the expected future cash flows (representing the best estimate
of the expenditure required to settle the present obligation at the balance sheet date) at a pre-tax rate that
reflects current market assessments of the time value of money and the risks specific to the liability. The
unwinding of the discount is recognized as finance cost. Expected future operating losses are not provided
for.
Contingent liabilities are disclosed when there is a possible obligation arising from past events, the existence
of which 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 where it is
either not probable that an outflow of resources will be required to settle the obligation or a reliable estimate
of the amount cannot be made. Contingent assets are neither recognised nor disclosed in the financial
statements.
Page No 156

2.14 Employee benefits
(i) Short-term obligations

Short-term employee benefits are recognized as an expense at the undiscounted amount in the
Statement of Profit and Loss for the year in which the related services are rendered. The Company
recognises the costs of bonus payments when it has a present obligation to make such payments as a
result of past events and a reliable estimate of the obligation can be made.
Compensated absences
The Company does not have a policy of encashment of unavailed leaves for its employees but are
permitted to carry forward subject to a prescribed maximum day. Provision is made on actual basis for
expected cost of accumulating compensated absences as a result of unused leave entitlement which
has accumulated as at the balance sheet date.
(ii) Post-employment obligations
Defined contribution plan:
Contribution paid/payable to the recognised provident fund and Employee State Insurance Corporation,
which is a defined contribution scheme, is charged to the Statement of Profit and Loss in the period in
which they occur.
Defined benefits plan:
Gratuity is post-employment benefit and is in the nature of defined benefit plan. The liability recognised
in the Balance Sheet in respect of gratuity is the present value of defined benefit obligation at the
Balance Sheet date together with the adjustments for unrecognised actuarial gain or losses and the
past service costs. The defined benefit obligation is calculated at or near the Balance Sheet date by
an independent actuary using the projected unit credit method. Actuarial gains and losses comprise
experience adjustment and the effects of changes in actuarial assumptions are recognized in the period
in which they occur, directly in other comprehensive income. They are included in retained earnings in
the statement of changes in equity and in the balance sheet.
(iii) Other long-term employee benefits obligations
Heritage club benefit
Heritage club benefits are recognised as liability at the present value of defined benefits obligation as
at the Balance Sheet date. The defined obligation benefit is calculated at the Balance Sheet date by an
independent actuary using the projected unit credit method.
2.15 Share-based payments
Employee Stock Option Scheme (ESOS)
The Employees Stock Options Scheme (“the Scheme”) has been established by the Company. The Scheme
provides that employees are granted an option to subscribe to equity share of the Company that vests on
the satisfaction of vesting conditions. The fair value of options granted under ESOS is recognized as an
employee benefits expense with a corresponding increase in equity. The total amount to be expensed is
determined reference to the fair value of the options granted excluding the impact of any service conditions.
Information about the valuation techniques and inputs used in determining the sale value of assets and
liabilities disclosed in note 52.
157 Page No

The total expense is recognized over the vesting period, which is the period over which all of the specified
vesting conditions are to be satisfied. At the end of each period, the entity revises its estimates of the
number of options that are expected to vest based on the service conditions. It recognizes the impact of
the revision to original estimates, if any, in Statement of profit and loss, with a corresponding adjustment to
equity.
The stock options of the Subsidiary Company, granted to employees pursuant to the Company’s Stock
Options Schemes, are measured at the fair value of the options at the grant date as per Black and Scholes
model. The fair value of the options is treated as discount and accounted as employee compensation cost,
with a corresponding increase in other equity, over the vesting period on a straight line basis. The amount
recognised as expense in each year is arrived at based on the number of grants expected to vest. If a
grant lapses after the vesting period, the cumulative discount recognised as expense, with a corresponding
increase in other equity, in respect of such grant is transferred to the General reserve within other equity.
2.16 Foreign currency translation
(i) Functional and presentation currency
Items included in financial statements of the Company are measured using the currency of the primary
economic environment in which the Company operates (‘the functional currency’). The financial
statements are presented in Indian rupee (INR), which is MOFSL’s functional and presentation currency.
(ii) Translation and balances
Foreign currency transactions are translated into the functional currency using the exchange rates at
the dates of the transactions. Foreign exchange gains and losses resulting from the settlement of
such transactions and from the translation of monetary assets and liabilities denominated in foreign
currencies at year end exchange rates are recognized in Statement of profit and loss.
Non-monetary items that are measured at fair value in a foreign currency are translated using the
exchange rates at the date when the fair value was determined. Translation differences on assets and
liabilities carried at fair value are reported as part of the fair value gain or loss. For example, translation
differences on non - monetary assets and liabilities such as equity instruments held at fair value through
profit or loss are recognized in Statement of profit and loss as part of the fair value gain or loss and
translation differences on non-monetary assets such as equity investments classified as FVOCI are
recognized in other comprehensive income.
2.17 Dividends
Provision is made for the amount of any dividend declared, being appropriately authorized and no longer at
the discretion of the entity, on or before the end of the reporting period but not distributed at the end of the
reporting period.
2.18 Earnings per share
a) Basic earnings per share
Basic earnings per share is calculated by dividing the net profit for the period (excluding other
comprehensive income) attributable to equity share holders of the Company by the weighted average
number of equity shares outstanding during the financial year, adjusted for bonus element in equity
shares issued during the year.
Page No 158

b) Diluted earnings per share
Diluted earnings per share is computed by dividing the net profit for the period attributable to equity
shareholders by the weighted average number of shares outstanding during the period as adjusted for
the effects of all diluted potential equity shares except where the results are anti-dilutive.
2.19 Borrowing Costs
Expenses related to borrowing cost are accounted using effective interest rate. Borrowing costs are interest
and other costs (including exchange differences relating to foreign currency borrowings to the extent that
they are regarded as an adjustment to interest costs) incurred in connection with the borrowing of funds.
Borrowing costs directly attributable to acquisition or construction of an asset which necessarily take a
substantial period of time to get ready for their intended use are capitalised as part of the cost of that asset.
Other borrowing costs are recognised as an expense in the period in which they are incurred. The difference
between the discounted amount mobilised and redemption value of commercial papers is recognised in the
statement of profit and loss over the life of the instrument using the EIR.
2.20 Rounding of amounts
All amounts disclosed in the financial statements and notes have been rounded off to the nearest lakhs as
per the requirements.
2.21 Events after reporting date
Where events occurring after the balance sheet date provide evidence of conditions that existed at the end
of the reporting period, the impact of such events is adjusted within the financial statements. Otherwise,
events after the balance sheet date of material size or nature are only disclosed.
2.22 Recent Pronouncements
Ministry of Corporate Affairs (“MCA”) notifies new standard or amendments to the existing standards under
Companies (Indian Accounting Standards) Rules as issued from time to time. On 23 March, 2022, MCA
amended the Companies (Indian Accounting Standards) Amendment Rules, 2022, applicable from 01 April,
2022, as below:
Ind AS 16 – Property Plant and equipment - The amendment clarifies that excess of net sale proceeds of
items produced over the cost of testing, if any, shall not be recognised in the profit or loss but deducted from
the directly attributable costs considered as part of cost of an item of property, plant, and equipment. The
effective date for adoption of this amendment is annual periods beginning on or after 01 April, 2022. The
Company has evaluated the amendment and there is no impact on its financial statements.
Ind AS 37 – Provisions, Contingent Liabilities and Contingent Assets – The amendment specifies that the
‘cost of fulfilling’ a contract comprises the ‘costs that relate directly to the contract’. Costs that relate directly
to a contract can either be incremental costs of fulfilling that contract (examples would be direct labour,
materials) or an allocation of other costs that relate directly to fulfilling contracts (an example would be
the allocation of the depreciation charge for an item of property, plant and equipment used in fulfilling the
contract). The effective date for adoption of this amendment is annual periods beginning on or after 01
April, 2022, although early adoption is permitted. The Company has evaluated the amendment there is no
impact on its financial statements.
159 Page No

3. Key accounting estimates and judgements
The preparation of financial statements requires management to make judgments, estimates and assumptions
in the application of accounting policies that affect the reported amounts of assets, liabilities, income and
expenses. Actual results may differ from these estimates. Estimates and underlying assumptions are reviewed
on ongoing basis. Any changes to accounting estimates are recognized prospectively.
Information about critical judgments in applying accounting policies, as well as estimates and assumptions
that have the most significant effect on the amounts recognised in the financial statements are included in the
following notes:
(a) Business Model Assessment: Classification and measurement of financial assets depends on the results of
the SPPI (Solely Payments of Principal and Interest) and the business model test. The Company determines
the business model at a level that reflects how groups of financial assets are managed together to achieve
a particular business objective. This assessment includes judgement reflecting all relevant evidence
including how the performance of the assets is evaluated and their performance measured, the risks that
affect the performance of the assets and how these are managed. The Company monitors financial assets
measured at amortised cost or fair value through other comprehensive income that are derecognised prior
to their maturity to understand the reason for their disposal and whether the reasons are consistent with
the objective of the business for which the asset was held. Fair value through profit or loss (FVTPL), where
the assets are managed in accordance with an approved investment strategy that triggers purchase and
sale decisions based on the fair value of such assets. Such assets are subsequently measured at fair value,
with unrealised gains and losses arising from changes in the fair value being recognised in the standalone
statement of profit and loss in the period in which they arise.
(b) Provision and contingent liability: On an ongoing basis, Company reviews pending cases, claims by third
parties and other contingencies. For contingent losses that are considered probable, an estimated loss is
recorded as an accrual in financial statements. Loss Contingencies that are considered possible are not
provided for but disclosed as Contingent liabilities in the financial statements. Contingencies the likelihood
of which is remote are not disclosed in the financial statements. Gain contingencies are not recognized until
the contingency has been resolved and amounts are received or receivable.
(c) Effective Interest Rate (EIR) Method : The Company’s EIR methodology, recognises interest income / expense
using a rate of return that represents the best estimate of a constant rate of return over the expected
behavioral life of loans given / taken and recognises the effect of potentially different interest rates at
various stages and other characteristics of the financial instruments.
This estimation, by nature, requires an element of judgment regarding the expected behavior and life-cycle
of the instruments, as well expected changes to India’s base rate and other fee income/ expense that are
integral parts of the instrument.
(d) Allowance for impairment of financial asset: The Company applies expected credit loss model (ECL) for
measurement and recognition of impairment loss. The Company recognises lifetime expected losses for all
contract assets and / or all trade receivables that do not constitute a financing transaction. At each reporting
date, the Company assesses whether the loans have been impaired. The Company is exposed to credit risk
when the customer defaults on his contractual obligations. For the computation of ECL, the loan receivables
are classified into three stages based on the default and the aging outstanding. The Company recognises
life time expected credit loss for trade receivables and has adopted simplified method of computation
as per Ind AS 109. The Company considers outstanding overdue for more than 90 days for calculation of
expected credit loss.
Page No 160

(e) Recognition of deferred tax assets: Deferred tax assets are recognised for unused tax-loss carry forwards
and unused tax credits to the extent that realisation of the related tax benefit is probable. The assessment
of the probability with regard to the realisation of the tax benefit involves assumptions based on the history
of the entity and budgeted data for the future.
(f) Defined benefit plans: The cost of defined benefit plans and the present value of the defined benefit
obligations are based on actuarial valuation using the projected unit credit method. An actuarial valuation
involves making various assumptions that may differ from actual developments in the future. These include
the determination of the discount rate, future salary increases and mortality rates. Due to the complexities
involved in the valuation and its long - term nature, a defined benefit obligation is highly sensitive to changes
in these assumptions. All assumptions are reviewed at each reporting date.
(g) Share based payment: The Company account for share based payment by measuring and recognizing
as compensation expense the fair value of all share-based payment awards made to employees based
on estimated grant date fair values. The determination of fair value involves a number of significant
estimates. The Company uses the Black Scholes option pricing model to estimate the value of employee
stock options which requires a number of assumptions to determine the model inputs. These include the
expected volatility of Company’s stock and employee exercise behavior which are based on historical data
as well as expectations of future developments over the term of the option. As stock-based compensation
expense is based on awards ultimately expected to vest. Management’s estimate of exercise is based on
historical experience but actual exercise could differ materially as a result of voluntary employee actions
and involuntary actions which would result in significant change in our share based compensation expense
amounts in the future.
(h) Property, plant and equipment and Intangible Assets: Management reviews the estimated useful lives and
residual values of the assets annually in order to determine the amount of depreciation to be recorded during
any reporting period. The useful lives and residual values as per schedule II of the Companies Act, 2013 or
are based on the Company’s historical experience with similar assets and taking into account anticipated
technological changes, whichever is more appropriate.
(i) Leases - The Company evaluates if an arrangement qualifies to be a lease as per IND AS 116.
- The Company determines lease term as a non-cancellable period of a lease, together with both the
period covered by an option to extend the lease if the Company is reasonably certain to exercise
lessee options.
- The determination of the incremental borrowing rate used to measure lease liabilities.
Note 4: Cash and cash equivalents
Particulars As at As at
31 March 2022 31 March 2021
1. Cash and cash equivalents
Cash on hand 32 32
Balance with banks
- In current accounts 65,700 34,756
- Fixed deposit with banks (Maturity within 3 months) * 38,223 22,235
(Including interest accrued on fixed deposit)
1,03,955 57,023
161 Page No

Note 5: Bank balance other than (4) above
31 March 2022 31 March 2021
Earmarked balances (unpaid dividend account) 41 44
Fixed deposit with banks (with original maturity more than 3 months)*# 1,89,455 47,612
Fixed deposits (maturity more than 12 months)*# 1,23,508 1,67,188
3,13,004 2,14,844
*Fixed deposits of Rs.64,844 lakhs are pledged with exchange and banks for meeting margin requirements and for
obtaining bank guarantee respectively.
# Balance of fixed deposits also include interest accrued on fixed deposit

Note 6: Receivables
31 March 2022 31 March 2021
Trade receivables
Considered good - secured* 52,430 45,375
Considered good - unsecured 15,688 17,249
Trade Receivables which have significant increase in credit risk - -
Trade Receivables - Credit impaired 846 599
Less: Allownces for impairment losses (2,343) (1,612)
66,621 61,611
Other receivables
Rent receivables others - -
Receivable from subsidiary companies 1,060 160
1,060 160
No trade or other receivable are due from directors or other officers of the company either severally or jointly with
any other person. Nor any trade or other receivable are due from firms or private companies respectively in which any
director is a partner, a director or a member.
*Secured against securities given as collateral by the customer
Receivable ageing schedule

For the year ended 31 March 2022

Particulars Outstanding for following periods from due date of payment Loss Total
Less than 6 months- 1 - 2 year 2 - 3 year More than Allowance
6 months 1 year 3 years
(i) Undisputed Trade receivables - 65,532 1,737 1,910 - - (1,497) 67,681
considered good
(ii) Undisputed Trade receivables - - - - - - - -
which have significant increase
in credit risk
Page No 162

Less than 6 months- 1 - 2 year 2 - 3 year More than Allowance
(iii) Undisputed Trade receivables - 119 294 434 - - (846) -
credit impaired
(iv) Disputed Trade receivables - - - - - - - -
considered good
(v) Disputed Trade receivables - - - - - - - -
in credit risk
(vi) Disputed Trade receivables - - - - - - - -
credit impaired
Total 65,651 2,030 2,343 - - (2,343) 67,681

Particulars Outstanding for following periods from due date of Loss Total
payment Allowance
Less than 6 1 - 2 year 2 - 3 year More
6 months months- than 3
1 year years
(i) Undisputed Trade receivables - 57,632 2,834 2,319 - - (1,013) 61,771
considered good
(ii) Undisputed Trade receivables - - - - - - - -
in credit risk
(iii) Undisputed Trade receivables - 136 254 208 - - (599) -
credit impaired
(iv) Disputed Trade receivables - - - - - - - -
considered good
(v) Disputed Trade receivables - - - - - - - -
in credit risk
(vi) Disputed Trade receivables - - - - - - - -
credit impaired
Total 57,769 3,088 2,527 - - (1,612) 61,771
Note 7: Loans
31 March 2022 31 March 2021
Loans - At amortised cost
(A) Others
Loans repayable on demand 14 14
Loan to employees 148 147
Margin trading facility 88,539 77,308
Total (A) Gross 88,701 77,469
Less : Impairment loss allowance (239) (211)
Total (A) Net 88,462 77,258
163 Page No

31 March 2022 31 March 2021
(B) Secured/Unsecured
Secured by tangible asset 88,539 77,308
Unsecured 162 161
Total (B) Gross 88,701 77,469
Total (B) Net 88,462 77,258
C) Loans in India
Public sector - -
Others 88,701 77,469
Total (C) Gross 88,701 77,469
Total (C) Net 88,462 77,258
Stage wise break up of loans
(i) Low credit risk (Stage 1) 88,462 77,258
(ii) Significiant increase in credit risk (Stage 2) - -
(iii) Credit impaired (Stage 3) - -
Total 88,462 77,258

No Loans have been given to Promoters, Directors, Key Management people (KMPs), and related parties either jointly
or seperately with any of the said person that are
a) Repayable on demand
b) Without stating any conditions or duration of repayment
Note 8: Investments
Particulars Subsidiary/ Shares / Units Amount as at
Others As at As at
31 March 31 March
2022 2021
Number Number 31 March 31 March
2022 2021
1) Investment at amortised cost
(a) Investment in subsidiaries
Motilal Oswal Finvest Subsidiary 7,61,94,142 5,89,28,703 91,769 67,035
Limited
Motilal Oswal Securities Subsidiary 45,69,200 45,69,200 457 457
Motilal Oswal Wealth Subsidiary 8,13,200 8,13,200 1,521 1,521
Management Limited
Motilal Oswal Asset Subsidiary 67,73,87,883 66,81,63,624 16,667 13,981
Management Company
Limited
Motilal Oswal Trustee Subsidiary 1,00,000 1,00,000 10 10
Company Limited
Page No 164


Others As at As at
31 March 31 March
2022 2021
2022 2021
Motilal Oswal Capital Markets Subsidiary 60,00,000 60,00,000 412 412
(Honkong) Private Limited
Motilal Oswal Capital Markets Subsidiary 1,69,382 13,61,111 130 1,041
(Singapore) Pte. Limited*
Motilal Oswal Home Finance Subsidiary 4,83,62,67,917 4,83,62,67,897 56,633 56,633
Limited (Formerly known
as Aspire Home Finance
Corporation Limited)
Motilal Oswal Commodities Subsidiary 4,10,044 4,10,044 90 90
Brokers Private Limited
Motilal Oswal Investment Subsidiary 10,00,000 10,00,000 4,137 4,137
Advisors Limited
MO Alternate Investment Subsidiary 30,00,000 30,00,000 313 313
Advisors Private Limited
(formely known as Motilal
Oswal Fincap Private Limited)
Glide Tech Investment Subsidiary 70,00,000 40,00,000 700 400
Advisory Private Limited
TM Investment Technologies Subsidiary 57,44,705 57,44,705 574 574
Pvt Ltd
Motilal Oswal Finsec IFSC Ltd Subsidiary 1,20,00,000 24,00,000 1,200 240
Total 1,74,614 1,46,844
(b) Investment in equity shares
Central Depository Services Others 100 100 0 0
India Limited
Total 0 0
2) Investment at fair value through
other comprehensive income
a) Investment in equity shares
AU Finance (India) Limited Others 32,81,796 32,81,796 40,899 40,296
Investment through Portfolio
Management Services (PMS)
Next Trillion Dollar
Opportunity Strategy
ICICI Bank Ltd Others 1,35,963 97,402 993 567
State Bank of India Others 67,267 67,267 332 245
J&k Bank Others - - - -
Kotak Mahindra Bank Ltd. Others 61,827 61,827 1,084 1,084
Max Financial Service ltd. Others 62,453 62,453 471 537
Colgate Palmolive (India) Others - 14,203 - 221
Limited
Emami Limited Others 51,147 51,147 229 249
165 Page No


Others As at As at
31 March 31 March
2022 2021
2022 2021
Vedant Fashion Ltd Others 20,174 - 195 -
Page Industries Ltd. Others 1,416 1,416 612 429
Godrej Indus Others 49,711 49,711 231 271
Voltas Ltd Others 1,14,731 1,14,731 671 1,150
Gland Pharma Ltd. Others 15,398 15,398 504 382
Alkem Laboratories Ltd. Others 5,274 5,274 191 146
Ipca lab ltd. Others 39,170 19,585 417 373
Bharat Forge Ltd. Others 31,470 31,470 220 188
Bosch Ltd. Others 1,582 1,582 228 223
Eicher Motors Ltd. Others 15,830 15,830 389 412
L&T technology Services Ltd. Others 19,835 19,835 1,013 526
Tech Mahindra Limited Others 34,954 34,954 524 347
Tata Consultancy Services Others 5,833 5,833 218 185
Ltd.
Larsen & Tourbro Infotech Others 4,511 4,511 278 183
Ltd.
AEGIS Logistics Limited Others 76,167 76,167 157 227
Hindustan Petroleum Others 73,780 73,780 199 173
Corporation Ltd.
Container Corporation of Others 38,560 38,560 259 231
India Ltd.
Bayer Cropscience Limited Others 3,126 3,126 155 167
Birla Corporation Ltd. Others 13,397 13,397 158 128
Cummins India Ltd. Others 22,498 22,498 252 207
Larsen & Tourbo Ltd. Others 8,371 8,371 148 119
ITC ltd. Others 1,26,203 78,918 316 172
Clean Science and Others 14,776 - 294 -
Technology Limited
Cash & Cash Equivalent Others - - 21 48
b) Business Opportunity Fund
Eicher Motors Ltd Others 3,108 3,086 76 80
Maruti Suzuki India Ltd Others 7,192 949 75 65
ICICI Bank Ltd Others 29,412 29,232 215 170
HDFC Bank Ltd Others 10,724 10,657 158 159
Kotak Mahindra Bank Others 7,968 7,916 140 139
Blue Star Ltd Others 7,371 7,337 78 69
Hindustan Unilever Ltd Others - 3,177 - 77
Asian Paints Ltd. Others - 2,423 - 61
Tata Consultancy Services Others 4,942 4,942 182 157
Ltd
Larsen & Toubro Infotech Ltd Others 2,528 2,625 156 106
MAX Financial Services Ltd Others 23,997 23,854 181 205
Page No 166


Others As at As at
31 March 31 March
2022 2021
2022 2021
HDFC Life Insurance Others 14,690 14,540 79 101
Company Ltd
Safari Industries (India) Ltd. Others 7,823 7,440 76 45
Phoenix Mills Ltd Others 9,341 5,057 103 39
Axis Bank Ltd. Others 13,446 - 102 -
Cash & Cash Equivalents Others - - 11 9
Total 53,290 50,968
3) Investment at fair value through
profit and loss
(a) Investments in real estate
funds
India Realty Excellence Fund Others - - 2,033 3,077
II LLP
India Realty Excellence Fund Others 68,48,065 91,99,429 8,543 10,901
III
India Realty Excellence Fund Others 3,60,000 3,00,000 381 334
IV
India Realty Excellence Fund Others 5,00,000 - 144 -
V
Total 11,101 14,312
(b) Investment in equity shares
Shubham Housing Others 21,377 21,377 601 518
Development Finance
Company Private Limited
Shriram New Horizons Others 7,50,000 7,50,000 1,013 1,013
Limited
Bundl Technologies Pvt Ltd Others 2,030 - 9,996 -
Total 11,610 1,531
(c) Investment in preference
shares
Compulsory Convertible Others 2,20,260 2,20,260 6,197 5,346
preference shares of
Shubham Housing
Development Finance
Total 6,197 5,346
(d) Investment in units of mutual
funds
Motilal Oswal Most Focused Others 4,11,08,111 4,11,08,111 14,470 13,534
25 Fund
Most Focused 30 Fund Others 7,41,14,633 7,41,14,633 36,777 26,297
Most Shares N100 ETF Others 1,83,300 18,330 213 171
167 Page No


Others As at As at
31 March 31 March
2022 2021
2022 2021
Most Focused Multicap 35 Others 9,40,48,178 9,40,48,178 32,699 31,654
Fund Growth
Most Shares M50 ETF Others 59,499 59,499 103 86
Most Shares Midcap 100 ETF Others 5,07,650 5,07,650 159 130
Most Focused Long Term Others 1,90,816 1,90,816 53 46
Fund
Motilal Oswal Nifty Midcap Others 3,53,715 3,53,715 70 56
150 Index Fund - Direct
Growth Option
Motilal Oswal Nifty 500 Fund Others 92,658 92,658 16 13
- Direct Growth Option
Motilal Oswal Nifty Bank Others 22,044 22,044 3 3
Index Fund - Direct Growth
Option
Motilal Oswal Nifty Smallcap Others 19,498 19,498 4 3
250 Index Fund - Direct
Growth Option
Motilal Oswal Nifty 50 Index Others 2,00,704 2,00,704 29 24
Fund - Direct Growth Option
Motilal Oswal Nifty Next 50 Others 69,847 69,847 10 8
Index Fund - Direct Growth
Option
Motilal Oswal Large and Others 6,22,70,790 - 10,195 -
Midcap Fund - Direct Growth
Axis Consumption ETF Others 41,776 - 29 -
Motilal Oswal S&P BSE Low Others 88,459 - 97 -
Volatility ETF
Motilal Oswal S&P BSE Low Others 9,99,950 - 100 -
Volatility Index Fund
Axis Technology ETF Others - 1,94,160 - 500
Total 95,027 72,525
(e) Investment in alternative
investment funds
Motilal Oswal Focused Others 49,99,750 49,99,750 598 500
Growth Opportunities Fund
Motilal Oswal Growth Others 9,99,950 - 103 -
Opportunities Fund Series II
(Class X)
Motilal Oswal Focused Others - 1,01,72,664 - 1,257
Multicap Opportunities Fund
Page No 168


Others As at As at
31 March 31 March
2022 2021
2022 2021
Motilal Oswal Focused Others - 82,500 - 10
Multicap Opportunities Fund
(Carry units)
Motilal Oswal Focused Others 1,00,00,000 1,00,00,000 1,769 1,665
Business Advantage Fund
Motilal Oswal Focused Others 1,00,000 1,00,000 325 32
Business Advantage Fund
(Carry units)
Motilal Oswal Focused Others - 1,02,67,557 - 1,121
Emergence Fund
Motilal Oswal Business Others 60,30,942 45,49,882 830 533
Advantage Fund Seriess-II
Motilal Oswal Business Others 13,01,485 137 -
Advantage Fund - SERIES-II
(Class X)
Motilal Oswal Multicap Equity Others 9,99,950 9,99,950 1,336 1,193
Fund
Motilal Oswal Rising India Others - 97,49,870 - 1,555
Fund
Motilal Oswal Select Others 86,26,104 96,26,104 1,253 1,190
Motilal Oswal Select Others 14,04,659 - 144 -
Opportunities fund-Series II
(Class X)
Opportunities Fund – Series
III
Opportunities Fund – Series
III (Class X)
Motilal Oswal India Others 50,83,659 - 491 -
Excellence Fund II
Motilal Oswal India Others 9,99,950 - 95 -
Excellence Fund II (Class CX)
Motilal Oswal Equity Others 70,59,413 29,99,850 987 360
Motilal Oswal Equity Others 13,16,273 - 141 -
Opportunities Fund-series II
(Class X)
Opportunities Fund Series III
Motilal Oswal Hedged Equity Others 1,49,99,250 - 1,501 -
Multi Factor Strategy
169 Page No


Others As at As at
31 March 31 March
2022 2021
2022 2021
Next Trillion Dollar Others 1,59,99,200 - 1,577 -
Opportunity Strategy
Opportunities Fund (Class X)
Motilal Oswal Equity Others 92,34,936 1,02,34,936 1,437 1,424
Opportunities Fund
Total 14,437 10,840
(f) Investment in private equity
funds
India Business Excellence Others 475 475 943 5,698
Fund I
India Business Excellence Others 8,18,000 8,18,000 15,811 13,388
Fund II
India Business Excellence Others 1,022 1,022 10 10
Fund II (Carry units)
India Business Excellence Others 12,68,496 12,68,496 26,070 20,422
Fund III
India Business Excellence Others 50,000 - 50 -
Fund IV
Contrarian Vriddhi Fund I LLP Others 625 625 206 178
Total 43,090 39,696
Total (I) 4,09,366 3,42,062

(g) Investment in units of liquid
mutual funds
UTI money market fund - Others 2,12,741 2,12,741 5,299 5,096
Direct Growth
Aditya Birla Sun life Money Others 35,50,214 35,50,214 10,612 10,195
Manager Fund-Direct Growth
Invesco India Money Market Others - 1,03,851 - 2,539
Fund Direct Plan Growth
Kotak Money Market Fund Others 2,93,548 2,93,548 10,569 10,177
Nippon India Money Market Others - 3,95,589 - 12,741
Fund - Direct Growth Plan
Growth Option
SBI Savings Fund Direct Plan Others - 3,72,42,641 - 12,735
Growth
Total (II) 26,480 53,483
Total (I+II) (A) 4,35,846 3,95,545

Investment in India 4,35,304 3,94,092
Investment Outside India 542 1,453
Page No 170


Others As at As at
31 March 31 March
2022 2021
2022 2021
Total (B) 4,35,846 3,95,545
Less Allowance for 1,195 1,195
impairment loss
Total 4,34,651 3,94,350

*Pursuant to Articles of Association of the Company (Motilal Oswal Capital Markets (Singapore) Pte. Limited) and
Section 78B of Companies Act (Cap.50), the Company (Motilal Oswal Capital Markets (Singapore) Pte. Limited)
does reduce its share Capital by cancelling and extinguishing issued and paid-up ordinary shares.
Note 9: Other financial assets
31 March 2022 31 March 2021
Electricity and other deposits 1,470 1,293
Deposits with exchange 32,286 64,482
Receivable from exchanges 277 448
34,033 66,223
Note 10: Current tax assets (net)
31 March 2022 31 March 2021
Advance tax (Net of provision) 821 2,729
(net of provision for tax of Rs.Nil (Previous year: Rs. 46,093 lakhs)
821 2,729
Note 11: Investment Property
31 March 2022 31 March 2021
Balance at the beginning of the year 7,755 7,813
Addition during the year - -
Deduction during the year - -
Depreciation for the year (57) (58)
7,699 7,755
Fair value of Investment property
31 March 2022 31 March 2021
Building 28,105 42,856
171 Page No

Estimation of fair value

The fair value of investment property have been determined by an registered valuer, who has professional experience
as well as adequate expertise in the location and category of the investment property. The value is determined based
on the rate prescribed by government authorities for commercial property. The resultant fair value estimates for
investment property is included in level 2.

Amounts recognised in the statement of profit and loss in relation to investment
31 March 2022 31 March 2021
Rental Income from investment property (Refer note 27) 1,891 1,888
Direct operating expenses arising from investment property that generated - -
rental income during the year
Direct operating expenses arising from investment property that did not - -
generate rental income during the year
Note 12 : Property Plant and Equipments

Current year

Particulars Gross block Accumulated depreciation/amortization Net block
Balance Additions Disposals Balance Balance Additions Disposals Balance Balance Balance
as at as at 31 as at as at 31 as at 31 as at 31
01 April March 01 April March March March
2021 2022 2021 2022 2021 2022
Property, plant and equipment
Land 2,667 - - 2,667 - - - - 2,667 2,667
Buildings 20,619 1,322 - 21,941 7,543 803 - 8,346 13,076 13,595
Plant and machinery 9,371 1,748 - 11,119 6,850 938 - 7,788 2,521 3,331
Furniture and fixtures 2,623 71 - 2,694 1,880 102 - 1,982 743 713
Vehicles 958 284 - 1,242 646 84 - 730 312 512
Office equipments 4,204 239 - 4,443 3,709 255 - 3,964 495 479
Right of use (Office Premise) 4,846 - - 4,846 2,186 815 - 3,001 2,660 1,846
Total (A) 45,288 3,664 - 48,952 22,814 2,997 - 25,811 22,474 23,143
Intangible assets
Goodwill 90 - - 90 90 - - 90 - -
Computer software 6,409 625 - 7,034 4,388 742 - 5,130 2,021 1,904
BSE/MCX Cards 648 - - 648 648 - - 648 - -
Customer rights 1,108 - - 1,108 772 80 - 852 336 256
Total (B) 8,255 625 - 8,880 5,898 822 - 6,721 2,357 2,160
Total (A) + (B) 53,543 4,289 - 57,832 28,712 3,819 - 32,532 24,831 25,303
Previous year

2020 2021 2020 2021 2020 2021
Property, plant and equipment
Land 2,667 - - 2,667 - - - - 2,667 2,667
Page No 172


2020 2021 2020 2021 2020 2021
Buildings 19,550 1,069 - 20,619 6,917 626 - 7,543 12,633 13,076
Plant and machinery 7,953 1,422 4 9,371 6,199 653 2 6,850 1,754 2,521
Vehicles 857 101 - 958 595 51 - 646 261 312
Right of use (Office Premise) 3,181 1,665 - 4,846 1,010 1,176 - 2,186 2,171 2,660
Total (A) 40,761 4,531 4 45,288 19,976 2,840 2 22,814 20,785 22,474
Intangible assets
Goodwill 90 - - 90 90 - - 90 - -
Computer software 5,436 973 - 6,409 3,714 674 - 4,388 1,722 2,021
BSE/MCX Cards 648 - - 648 648 - - 648 - -
Custom Right 1,108 - - 1,108 691 81 - 772 417 336
Total (B) 7,282 973 - 8,255 5,143 755 - 5,898 2,139 2,357
Total (A) + (B) 48,043 5,504 4 53,543 25,119 3,595 2 28,712 22,924 24,831
Note:
a) There have been no acquisitions through business combinations and no revaluation of Property, plant and
equipment and other intangible assets during the year ended 31 March 2022 and 31 March 2021.

b) The company does not hold any immovable property whose title deeds are not held in the name of the company.
All the lease agreements are duly executed in favour of the Company for properties where the Company is the
lessee.

Note 13: Other non - financial assets
31 March 2022 31 March 2021
Capital advances 1,024 473
For supply of services 1,167 999
Prepaid expenses 1,636 650
Others 107 373
3,934 2,495
Note 14: Payables
31 March 2022 31 March 2021
Trade payables
(i) total outstanding dues of micro enterprise and small enterprise (Refer - -
note no. 45)
(ii) total outstanding dues of creditors other than micro enterprise and 3,44,641 2,79,780
small enterprise
3,44,641 2,79,780
* Trade payables also includes balances due to parties other than clients which are highly insignificant in terms of
value
173 Page No

Trade Payable ageing schedule


Particulars Outstanding for following periods from due date of payment Total
Less than 1 1-2 year 2 - 3 year More than 3
year years
(i) MSME - - - - -
(ii) Others 3,44,641 - - - 3,44,641
(iii) Disputed dues - MSME - - - - -
(iv) Disputed dues - Others - - - - -


Particulars Outstanding for following periods from due date of payment Total
Less than 1 1-2 year 2 - 3 year More than 3
year years
(i) MSME - - - - -
(ii) Others 2,79,780 - - - 2,79,780
(iv) Disputed dues - Others - - - - -
Note 15: Debt securities
31 March 2022 31 March 2021
At Amortised cost
Commercial paper (Unsecured)
(i) from banks - -
(ii) from other parties# 1,40,602 1,30,572
Others (Secured)
Redeemable non-convertible debenture* 30,000 30,000
Market Linked Debenture** 7,800 -
Total (A) 1,78,402 1,60,572
Debt securities in India 1,78,402 1,60,572
Debt securities outside India - -
Total (B) 1,78,402 1,60,572
*Redeemable non-convertible debenture

Series B/ F.Y.21/ F.Y.24 - 10500 Lakhs, Redemption date - 05th February 2024, Coupon rate - 7.25% PA

Series A/ F.Y.21/ F.Y.24 - 19500 Lakhs, Redemption date - 06th November 2023, Coupon rate - 7.60% PA

Assets Cover available in case of Non Convertible Debt Securities :
Pari - passu charge on all present and future trade receivables and or Margin trading facility receivables of the
Company with a minimum cover of 1.05 times of NCD’s outstanding and Interest/Coupon due on the NCD’s.
Page No 174

**Market Linked Debenture (MLD)

Series M-1/ F.Y.22/ F.Y.24 - 7800 Lakhs, Redemption date – 14th March 2024, XIRR - 7.25% PA
Coupon rate is linked to performance of underlying/reference index (NIFTY 50 Index)

Assets Cover available in case of Market Linked Debenture :
The Debentures will be secured by first pari - passu charge on all present and future Margin trading facility receivables
of the Company with a minimum cover of 1.00 times of the MLD outstanding and Interest/ coupon due on the
MLDs
#Commercial Paper

Rate of interest is ranging from 4.85%-6.03% for commercial paper outstanding.
Note 16: Borrowings (Other than debt securities)
31 March 2022 31 March 2021
At Amortised cost
Demand loans
(i) from banks (Secured)* 28,296 47,237
(ii) from related parties(Unsecured) 10,395 100
38,691 47,337
Borrowing in India 38,691 47,337
Borrowing outside India - -
38,691 47,337
* Demand loans from banks and other parties are secured against the property, plant and equipment and trade
receivables of the company respectively.

Note:

During the year under audit, company had made quarterly submissions to banks & other lenders, same are in line with
amounts reported in books of accounts.
Note 17: Deposits
31 March 2022 31 March 2021
Security deposit (against premises given on lease) 98 45
98 45
175 Page No

Note 18: Other financial liabilities
31 March 2022 31 March 2021
Margin money 53,202 29,423
Interest accrued but not due on borrowings 1,261 788
Unpaid dividend 41 44
Accrued salaries and benefits 68 123
Other payables (includes payable to vendors) 4,266 3,499
Other provisions (includes provision for expenses) 4,222 664
Book overdraft - 53
Lease liability (Refer note 43) 2,368 3,147
65,428 37,741
Note 19: Current tax liabilities
31 March 2022 31 March 2021
Provision for income taxes 1,206 -
(net of advance tax of Rs.60,315 lakhs Previous year: Nil)
1,206 -
Note 20: Provisions
31 March 2022 31 March 2021
Provision for employee benefits
Compensated absences (Refer note 42) 758 592
Gratuity and heritage obligation (Refer note 42) 2,216 1,917
Service charges 21 21
ExGratia /Incentive payable (Refer note 42) 12,512 8,384
15,507 10,914
Note 21: Deferred tax liabilities
31 March 2022 31 March 2021
Deferred tax liabilities (Net) (Refer note 53) 8,894 8,260
8,894 8,260
Note 22: Other non - financial liabilities
31 March 2022 31 March 2021
Advance received from customers 584 818
Withholding and other taxes payables 840 1,504
Prepaid brokerage 1,041 650
2,465 2,972
Page No 176

Note 23: Share capital

Particulars As at As at As at As at
31 March 2022 31 March 2022 31 March 2021 31 March 2021
Number of In Rupees Number of In Rupees
shares shares
Authorised
Equity shares of Re. 1 each (Previous 1,12,00,00,000 11,200 92,50,00,000 9,250
year Re. 1 each)
Preference shares of Re. 100 62,00,000 6,200 56,50,000 5,650
(Previous year Rs. 100 each)
1,12,62,00,000 17,400 93,06,50,000 14,900
Issued, subscribed and paid up
Equity shares of Re.1 each fully paid 14,90,62,919 1,491 14,66,20,374 1,466
up (Previous year Re. 1 each)
Shares pending for allotment
Equity shares of Re.1 each, pending - - 18,68,445 19
for allotment (Pursuant to the
Scheme, 18,68,445 equity shares of
Rs. 1 each to the share holders of
MORE II and MOPE)
14,90,62,919 1,491 14,84,88,819 1,485
‘Pursuant to the Order dated March 11, 2022 passed by the Hon’ble National Company Law Tribunal, Mumbai Bench
(“NCLT”), the Scheme of Arrangement between Passionate Investment Management Private Limited (“the Transferor
Company 1” or “PIMPL”) and MOPE Investment Advisors Private Limited (“the Transferee Company 2” or “the
Demerged Company 1” or “the Transferor Company 3” or “MOPE”) and Motilal Oswal Real Estate Investment Advisors
Private Limited (“the Transferor Company 2” or “MORE”) and Motilal Oswal Real Estate Investment Advisors II Private
Limited (“the Demerged Company 2” or “the Transferor Company 4” or “MORE II”) and MO Alternate Investment
Advisors Private Limited (“the Resulting Company” or “MO Alternate”) and Motilal Oswal Financial Services Limited
(“the Transferee Company 1” or “the Holding Company of the Resulting Company” or “MOFSL”) and their respective
Shareholders (‘the Scheme’) was made effective on March 30, 2022. Further, the Company had allotted new 18,68,445
equity shares to the shareholders of the transferor Companies on March 30, 2022. The said shares are pending for
listing and are forming part of Public category.
Issued capital is net off of buyback of shares, shares acquired and cancelled in the scheme of arrangement and re-
issuance of shares.
23.1 Terms/rights attached to shares

Equity shares :

The Company has one class of equity shares having a par value of Re. 1 each (previous year: having a par value of Re.
1 each). Each holder of equity shares is entitled to one vote per share. In the event of liquidation of the Company, the
holder of the equity shares will be entitled to receive any of the remaining assets of the Company, after distribution
of all the preferential amounts. However, no such preferential amounts exists currently. The distribution will be in
proportion to the number of equity shares held by the shareholders.The Company declares and pays dividend in
Indian rupees. The dividend proposed by the Board of Directors is subject to the approval of shareholders in the
ensuing Annual General Meeting.
177 Page No

During the year ended 31 March 2022, dividend recognized as distribution to equity shareholders was Rs. 12.00 per
share consisting of final dividend of Rs. 5.00 per share for previous year ended 31 March 2021 and interim dividend of
Rs. 7 per share for year ended 31 March 2022. The total dividend appropriated amounts to Rs. 7,365 lakhs (Previous
Year: Rs. 3,081 lakhs)
Preference shares :

The Company has only one class of preference shares having a par value of Rs. 100 each and there are no preference
shares issued and subscribed as on 31 March 2022 and 31 March 2021.
23.2 Reconciliation of number of shares outstanding
Particulars As at As at As at As at
Number of In Rupees Number of In Rupees
shares shares
At beginning of the year 14,84,88,819 1,485 14,80,66,718 1,481
Share of MOFSL accquired through 8,63,74,063 864 - -
PIMPL
Share alloted to Promoter in view of (8,63,74,063) 864 - -
cancellation
Shares are issued to Minority - - 18,68,445 19
shareholder's of MORE II and MOPE
Stock options exercised under the 5,74,100 6 4,62,800 5
ESOS
Buyback - - (19,09,144) (19)
14,90,62,919 1,491 14,84,88,819 1,485
23.3 Shares holder having more than 5% equity holding in the Company
Particulars As at 31 March 2022 As at 31 March 2021

No. of shares % of holding No. of shares % of holding
held held
Motilal Oswal Family Trust 4,33,41,158 29.08% 4,29,49,711 28.92%
Mr. Raamdeo Agarawal** 4,03,69,047 27.08% 4,04,59,859 27.25%
Mr. Motilal Oswal ** 77,87,622 5.22% 81,91,072 5.52%
Mr. Navin Agrawal 77,04,010 5.17% 77,04,010 5.19%
** The Promoter shareholding for financial year 20-21 has been restated /recasted pursuant to scheme of
amalgamation.

23.4 Shareholding of promoters in the Company
Particulars As at 31 March 2022 As at 31 March 2021 % change

held held
Motilal Oswal Family Trust 4,33,41,158 29.08% 4,29,49,711 28.92% 0.91%
Mr. Raamdeo Agarawal 4,03,69,047 27.08% 4,04,59,859 27.25% -0.22%
Mr. Motilal Oswal 77,87,622 5.22% 81,91,072 5.52% -4.93%
Page No 178


held held
Raamdeo Agarawal HUF 45,35,574 3.04% 45,00,355 3.03% 0.78%
Ms. Suneeta Agrawal 64,27,605 4.31% 63,72,022 4.29% 0.87%
Mr. Vaibhav Agrawal 2,54,479 0.17% 2,54,479 0.17% -
Ms. Vimla Oswal 1,25,987 0.08% 1,25,980 0.08% 0.01%
Mr. Karoon Ramgopal Agarawal 1,00,000 0.07% 1,00,000 0.07% -
Ms. Suman Agrawal 1,00,000 0.07% 1,00,000 0.07% -
Ms. Vedika Karnani 1,00,000 0.07% 1,00,000 0.07% -
Mr. Vinay R. Agrawal 1,00,000 0.07% 1,00,000 0.07% -
Ms. Anita Anandmurthy Agrawal 80,000 0.05% 80,000 0.05% -
Mr. Sukhdeo Ramgopal Agarawal 78,500 0.05% 78,500 0.05% -
Mr. Satish Agrawal 78,020 0.05% 78,020 0.05% -
Mr. Govinddeo R Agarawal 55,770 0.04% 55,770 0.04% -
Mr. Rajendra Gopilal Oswal 54,996 0.04% 55,000 0.04% -0.01%
Mr. Pratik Mehta 12,000 0.01% - 0.00% 100.00%
Ms. Vimladevi Salecha 1,430 0.00% 1,430 0.00% -
Motilal Oswal HUF 867 0.00% 860 0.00% 0.81%
OSAG Enterprises LLP 2,000 0.00% 2,000 0.00% -

held held
Passionate Investment - - 8,49,21,363 57.35% -100.00%
Management Pvt Ltd
Motilal Oswal Family Trust 4,29,49,711 28.92% - - 100.00%
Mr. Raamdeo Agarawal 4,04,59,859 27.25% 79,27,265 5.35% 410.39%
Mr. Motilal Oswal 81,91,072 5.52% 85,25,972 5.76% -3.93%
Raamdeo Agarawal HUF 45,00,355 3.03% 6,50,000 0.44% 592.36%
Mr. Vaibhav Agrawal 2,54,479 0.17% 1,00,000 0.07% 154.48%
Ms. Vimla Oswal 1,25,980 0.08% 1,25,240 0.08% 0.59%
Ms. Suman Agrawal 1,00,000 0.07% 1,00,000 0.07% -
Mr. Rajendra Gopilal Oswal 55,000 0.04% 55,000 0.04% -
179 Page No

23.5 In the financial year 2020-21 the Company has bought back 19,09,144 fully paid-up shares by capitalisation of
securities premium. Further, 18,68,445 shares were alloted for consideration other than cash and also 8,63,74,063
shares were reissued pursuant to the Scheme of Arrangement (refer note 65).
Note 24: Reserve & surplus
31 March 2022 31 March 2021
Capital redemption reserve
Balance at the beginning of the reporting year 90 71
Add: Buyback of Shares - 19
Balance at the end of the reporting year 90 90
Capital reserve
Balance at the beginning of the reporting year 14 14
Balance at the end of the reporting year 14 14
Securities premium
Add: On account of share issue 3,185 1,416
Add: Transfer from share based payment reserve 1,047 624
Less: Buyback of shares - (12,034)
Balance as at end of the reporting year 58,816 54,584
Share based payment reserve

Balance at the beginning of the reporting year 4,958 3,733
Transfer to securities premium (1,047) (624)
Option granted during the year (Refer note 52) 2,339 1,849
Balance at the end of the reporting year 6,250 4,958
General reserve
Transfer from statutory reserve due to merger 5,233 (5,233)
Impact due to scheme of arrangement 945 (1,185)
Statutory reserve
Balance at the beginning of the reporting year 5,233 -
Acquired pursuant to scheme of arrangement - 5,233
Transfer to general reserve due to scheme of arrangement## (5,233) -
Balance at the end of the reporting year - 5,233
## Statutory Reserve of Rs.5,233 lakhs (aquired from PIMPL on account of merger) , has been transferred to general
reserve after taking appropriate board approval, as the same was not required to be maintained at MOFSL as per RBI
regualtions.
Page No 180

31 March 2022 31 March 2021
Retained earnings
Balance at the beginning of the reporting year 2,52,746 1,87,606
Transfer from Statement of Profit and Loss 70,682 75,066
Interim dividend (6,023) (3,081)
Final dividend (1,342) -
Impact due to scheme of arrangement (7,032) (4,025)
Provision for Stamp duty (Net of Tax impact)# (2,245) -
Buyback Transaction cost - (2,820)
Balance at the end of the reporting year 3,06,787 2,52,746
#As per Para 78 of scheme of arrangement, all costs, charges, taxes including duties, levies and all other expenses,
if any (save as expressly otherwise agreed) arising out of or incurred in carrying out and implementing Part B of the
Scheme and matters incidental thereto shall be borne by the Promoters of the Transferor Company 1 i.e. Passionate
Investment Management Private Limited/Transferor Company 1 and no cost shall be incurred by public shareholders
of the Transferee Company 1 i.e.; Motilal Oswal Financial Services Limited.
In line with above paragraph, Transferor Company 1 has created a provision for stamp duty payable of Rs 3,000 lakhs
on the transfer of shareholding from PIMPL to its shareholders and simultaneously claiming Deferred tax benefit of
Rs 755 lakhs thereon. The said expense has not been routed through Profit and Loss statement but utilized from
reserves of PIMPL and corresponding FD has been created to give the effect. Thus there is no impact on the profit
and loss account of the merged entity and is cashflow neutral to the shareholders of the transferor and transferee
company with respect to the restrospective accounting.
Thus, Transferor Company 1 (PIMPL) has created sufficient Free Reserve pursuant to scheme of merger against
which the Stamp duty net of taxes of Rs. 2,245 lakhs can be reduced to that extent.
31 March 2022 31 March 2021
Add : Other comprehensive income for the year 2,038 24,397
4,22,720 3,60,173
Capital redemption reserve

The capital redemption reserve is created to be utilised towards redemption of prefrence shares. The reserve will be
utilised in accordance with provision of the Act.

Capital reserve

It has been created during the Business Combinations in earlier periods.

Securities premium

Securities premium reserve is used to record the premium on issue of shares. The reserve is utilised in accordance
with the provision of the Companies Act, 2013.

181 Page No

Share based payment reserve
Share based payment expense pertaining to outstanding portion of the option not yet exercised.
General reserve

The general reserve is used from time to time to transfer profits from retained earnings for appropriation purposes.
As the general reserve is created by a transfer from one component of equity to another and is not an item of other
comprehensive income, items included in the general reserve will not be reclassified subsequently to statement of
profit and loss. General reserve is used to transfer to debenture redemption reserve.

Statutory Reserve

These reserve represent the identity of reserves transferred on merger from PIMPL

Retained earnings
Retained earnings represents surplus/accumulated earnings of the Company and are available for distribution to
shareholders.

Other comprehensive income consist of remeasurement gains/ losses on defined benefit plans, gain /(loss) of equity
instruments carried through FVTOCI.
Note 25: Interest Income
Particulars For the Year For the Year

ended ended
31 March 2022 31 March 2021
On financial assets measured at amortised cost
Interest on loans 30 185
Interest on deposits with banks 12,936 6,298
Other interest income on :
Margin funding 11,160 4,362
Delayed payment by customers 9,019 7,699
Total 33,145 18,544
Note 26: Dividend Income

ended ended
31 March 2022 31 March 2021
Dividend income
From investments 110 61
From subsidiary companies 7,277 2,238
Total 7,387 2,299
Page No 182

Note 27: Rent income

ended ended
31 March 2022 31 March 2021
Rent income from operating leases 1,891 1,888
Total 1,891 1,888
Note 28: Fees and Commission income

ended ended
31 March 2022 31 March 2021
Brokerage and fees income
Brokerage income 1,58,070 1,18,433
Research and advisory fees 1,070 1,269
Depository income 6,527 4,459
Total 1,65,667 1,24,161
Other commission income

Portfolio management fees and commission 18,605 10,157
Total 18,605 10,157
Note 29: Net gain on fair value changes

ended ended
31 March 2022 31 March 2021
Net gain /(loss) on financial instruments at fair value through profit or
loss
Realised 10,472 10,832
Unrealised gain/ (loss) 15,981 46,576
Total 26,453 57,408
Note 30: Other operating income

ended ended
31 March 2022 31 March 2021
Partnership gain from private equity fund
From Fund 255 44
Other operating revenue
Others 3,781 5,305
Total 4,036 5,349
183 Page No

Note 31: Other income

ended ended
31 March 2022 31 March 2021
Interest on staff loans 7 2
Profit/(loss) on sale of fixed assets 5 372
Business support and other miscellaneous income (Refer note 46) 3,948 2,282
Total 3,960 2,656
Note 32: Finance cost

ended ended
31 March 2022 31 March 2021
On instruments measured at amortized cost
Interest on borrowings 5,459 4,007
Interest on debt securities 9,100 6,866
Other borrowing cost 1,697 1,537
Interest on lease liabilities (Refer note 43) 302 360
Total 16,558 12,770
Note 33 : Fees and commission expense

ended ended
31 March 2022 31 March 2021
Brokerage sharing with intermediaries 73,570 51,004
Depository charges 1,202 945
Advisory and other fees 689 431
Total 75,461 52,380
Note 34: Impairment on financial instruments

ended ended
31 March 2022 31 March 2021
ECL on trade receivables 731 508
ECL on loans 28 144
Bad debts 1,233 989
Total 1,992 1,641
Page No 184

Note 35 : Employee benefits expense

ended ended
31 March 2022 31 March 2021
Salary, bonus and allowances 48,738 35,607
Share based payments (Refer note 52) 1,264 1,262
Contribution to provident and other funds (Refer note 50) 1,578 1,045
Gratuity and other long term benefits (Refer note 50) 481 375
Staff welfare expenses 827 299
Total 52,888 38,588
Note 36: Depreciation and amortization expenses

ended ended
31 March 2022 31 March 2021
Depreciation on Property, plant & equipment 2,182 1,871
Amortisation on other intangible assets 822 571
Depreciation on investment property 57 58
Depreciation on lease (Refer note 43) 815 1,176
Total 3,876 3,676
Note 37 : Other expenses

ended ended
31 March 2022 31 March 2021
Rent 922 534
Business Support 1,276 1,276
Rates and taxes 231 233
Insurance 567 377
Legal and professional fees 1,881 1,329
Remuneration to auditors (Refer note 40) 32 34
Advertisement expenses 1,040 441
Marketing and brand promotion 8,176 4,442
Printing and Stationary 481 359
Communication and data charges 2,291 2,002
Travelling, lodging and boarding expenses 1,194 932
Repairs - building 73 110
Repairs and maintenance - others 272 260
Computer maintenance and software charges 1,847 1,227
Power and fuel 709 553
Foreign exchange (gain)/loss (159) 4
Service charges 546 485
Expenditure on Corporate Social Responsibility (Refer note 61) 684 870
Donations 8 19
185 Page No


ended ended
31 March 2022 31 March 2021
Miscellaneous expenses 1,885 1,484
Total 23,956 16,971
Note 38: Contingent liability and commitment (to the extent not provided for)
31 March 2022 31 March 2021
Contingent liabilities:
(i) Guarantees / securities given (Refer note a) 1,28,258 1,02,429
(ii) Demand in respect of income tax matters for which appeal is pending 2,982 2,761
(Refer note b)
(iii) Claim against the company (Refer note c) 725 1,060
Capital & other commitments:

(i) Estimated amount of contracts remaining to be executed on capital 2,123 2,470
account (Net of advances)
(ii) Uncalled liability on shares and other investments partly paid:
1) India Business Excellence Fund III 381 1,129
2) India Realty Excellence Fund IV 140 200
3) India Business Excellence Fund IV 450 -
4) India Realty Excellence Fund V 365 -
(a) Gurantees and securities given

1) The Company has given Corporate Guarantees of Rs. Nil (Previous year: Rs. 74,339 lakhs) to Banks and NCD
holders for its subsidiary Motilal Oswal Home Finance Limited.

2) The Company has provided bank guarantees aggregating to Rs 1,28,258 lakhs (Previous year : Rs.28,090)
as on 31 March 2022 for the following purposes to:

i) National Stock exchange - Rs.1,26,668 lakhs (Previous year : Rs. 12,500 lakhs) for meeting margin
requirements.

ii) Bombay Stock exchange - Nil (Previous year: Rs.10,000 lakhs) for meeting margin requirements.

iii) MCX - Nil(Previous year: Rs.4,000 lakhs) for meeting margin requirements.

iv) Unique Identification Authority - Rs.25 lakhs (Previous year: Rs. 25 lakhs) for security deposit.
v) Hindalco Industries Limited - Rs.1,500 lakhs(Previous year: Rs. 1,500 lakhs) for margin deposit.

vi) Municipal Corporation of Greater Mumbai - Rs. 5 lakhs(Previous year: Rs.5 lakhs) for security deposit.

vii) Bombay High Court - Rs. 55 lakhs (Previous year: Rs.55 lakhs) for security deposit.
viii) Bank of Maharashtra - Rs. 5 lakhs(Previous year: Rs.5 lakhs) for security deposit.
Page No 186

The Company has pledged fixed deposits with banks aggregating of Rs 64,844 lakhs (Previous yesr Rs. 14,868
lakhs)for obtaining bank guarantee and for meeting margin requirements.

(b) Demand in respect of income tax matters for which appeal is pending is Rs.2,982 lakhs (Previous year Rs. 2,761
lakhs). This is disputed by the Company and hence not provided for in the books of accounts. The Company has
paid demand by way of deposit of Rs. 451 lakhs (Previous year Rs. 484 lakhs) till date. Above liability does not
include interest u/s 234B and 234C as the same depends on the outcome of the demand.

The Company is contesting the demands and the management believes that its position will likely be upheld in
the appellant process. No tax expenses has been accrued in the financial statement for the tax demand raised.
The management believes that ultimate outcome of this proceeding will not have a material adverse effect on
the Company’s financial position and results of operations.
(c) Claims against the Company:
Pending against forum Number of cases As at Number of cases As at

as on 31 March 2022 as on 31 March 2021
31 March 2022 31 March 2021
Civil cases 21 725 25 1,060
Total 21 725 25 1,060
Note :

The proceedings/ Appeals held at Supreme court/ High court/District court are considered as “Civil cases”.

(d) The Hon’ble Supreme Court has in its recent decision dated 28 February 2019, ruled that special allowance would
form part of basic wages for computing the Provident Fund (PF) contribution. While the Company is evaluating
the implications of the order, the company taken impact of its PF contribution prospectively and would record
any further effect in its financial statements, on receiving additional clarity on the subject.
Note 39: Segment reporting

As per IND AS 108 para 4, Segment has been disclosed in Consolidated financial statement, hence no separate
disclosure has been given in standalone financial statements of the Company.

Note 40: Remuneration to auditors (exclusive of taxes)
31 March 2022 31 March 2021
As Auditors:*
Statutory audit 30 28
Tax audit - -
In other capacity:*
Out of pocket expenses - -
Certification 2 6
Total 32 34
* This is inclusive of remuneration paid to previous auditors
187 Page No

Note 41: Earnings per equity share:

ended ended
31 March 2022 31 March 2021
Net profit attributable to equity shareholders for calculation of Basic EPS 70,682 75,069
[A] (Rs in lakhs)
Weighted average number of equity shares issued [B] (Face value of Re. 1 14,69,36,417 14,71,31,648
each) (In numbers)
Basic earnings per share [A/B] (Rs.) 48.10 51.02
Net profit attributable to equity shareholders for calculation of diluted EPS 70,682 75,069
[C] (Rs in lakhs)
Weighted average of equity shares issued (Face value of Re. 1 each) (In 14,69,36,417 14,71,31,648
numbers) [D]
Weighted number of additional equity shares outstanding for diluted EPS 12,66,328 25,40,785
(In numbers) [E]
Weighted number of equity shares outstanding for diluted EPS (In 14,82,02,745 14,96,72,433
numbers) [F=E+D]
Diluted earnings per share [C/F] (Rs.) 47.69 50.16
Note 42: Provisions made for the year ended 31 March 2022 comprises of:
Particulars Opening balance Provided during Provision Closing balance

as at 01 April the year reversed /paid as at
2021 during the year 31 March 2022
ExGratia /Incentive 8,384 12,512 8,384 12,512
Provision for gratuity 1,786 490 177 2,099
Heritage benefits 131 - 14 117
Compensated absences 592 758 592 758
Total 10,893 13,760 9,167 15,486
Particulars Opening balance Provided during Provision Closing balance

as at the year reversed /paid as at
01 April 2020 during the year 31 March 2021
ExGratia /Incentive 5,760 8,384 5,760 8,384
Provision for gratuity 1,612 251 77 1,786
Heritage benefits 143 - 12 131
Total 7,977 9,227 6,311 10,893
Note 43: Lease

The Company has taken various office premises on operating lease for the period which ranges from 12 months to
106 months with an option to renew the lease by mutual consent on mutually agreeable terms.
Information about leases for which the company is a lessee are presented below:
Page No 188

(A) Right of use assets

31 March 2022 31 March 2021
Balance as at 1 April 2,660 2,171
Adjustment on transition to Ind AS 116 - -
Movement during the year - 1,665
Depreciation on Right-Of-Use (ROU) assets (815) (1,176)
Balance as at 31 March 1,846 2,660
(B) Lease liabilities

31 March 2022 31 March 2021
Balance as at 1 April 3,147 2,350
Adjustment on transition to In AS 116 - -
Movement during the year - 1,665
Add: Interest cost accrued during the period 302 360
Less: Payment of lease liabilities (1,081) (1,228)
Balance as at 31 March 2,368 3,147
(C) Maturity analysis - Discounted Cashflows of Contractual maturities of lease liabilities
31 March 2022 31 March 2021
Less than three months 242 298
Three to twelve months 560 740
One to five years 1,170 1,645
More than five years 396 464
Total 2,368 3,147
(D) Amount recognised in statement of profit & loss
31 March 2022 31 March 2021
Interest cost on lease liabilities 302 360
Depreciation on right of use assets 815 1,176
Rental Expenses recorded for short-term lease payments and payments 922 534
for leases of low-value assets not included in the measurement of the
lease liability
189 Page No

(E) Amount recognised in statement of cash flows for the year ended 31 March 2022
31 March 2022 31 March 2021
Cash payments for the principal & interest portion of the lease liability (1,081) (1,228)
within financing activities
Short-term lease payments, payments for leases of low-value assets and 922 534
variable lease payments not included in the measurement of the lease
liability within operating activities.
Note 44: Ratings assigned by credit rating agencies
Rating Agency Instrument Type Rating / Outlook

As at 31 March 2022 As at 31 March 2021
India Ratings & Research Principal protected market IND PP-MLD Aaemr/ -
Pvt Ltd. linked debentures Stable
Non- Convertible Debenture IND AA/Stable -
Commercial Paper IND A1+ IND A1+
CRISIL Commercial Paper CRISIL A1+ CRISIL A1+
ICRA Commercial Paper [ICRA]A1+ -
Non- Convertible Debenture [ICRA]AA (Stable) [ICRA]AA (Stable)
Unallocated Bank Lines [ICRA]AA (Stable) -
Principal protected market PP-MLD[ICRA] (Stable) PP-MLD [ICRA]AA/Stable
linked debentures
Note 45: Due to Micro and small enterprises
The Company has sent letters to vendors to confirm whether they are covered under Micro, Small and Medium
Enterprise Development Act 2006 as well as they have filed required memorandum with prescribed authority. Based
on and to the extent of the information received by the Company from the suppliers regarding their status under
the Micro, Small and Medium Enterprises Development Act, 2006 (MSMED Act) and relied upon by the auditors, the
relevant particulars as at the year end are furnished below:

ended ended
31 March 2022 31 March 2022
The Principal amount remaining unpaid at the year end - -
The Interest amount remaining unpaid at the year end - -
The amount of interest paid by the buyer under MSMED Act, 2006 along - -
with the amounts of the payment made to the supplier beyond the
appointed day during each accounting year
The amount of interest due and payable for the year (where the principal - -
has been paid but interest under the MSMED Act, 2006 not paid)
The amount of interest accrued and remaining unpaid at the year end - -
The amount of further interest due and payable even in the succeeding - -
year, until such date when the interest dues as above are actually paid
to the small enterprise, for the purpose of disallowance as a deductible
expenditure under section 23
The balance of MSMED parties as at the year end - -
Page No 190

Note 46: Business support:

The company provides business support to its subsidiaries, fellow subsidiaries for activities like finance, accounting,
human resources, information technology, back office operations, corporate planning, administrative services and
various other services for which it recovers business support charges.

Note 47: Foreign currency transactions:

(i) Expenditure in foreign currency (On accrual basis)

ended ended
31 March 2022 31 March 2022
Travelling lodging and boarding expenses 7 19
Marketing & Advertisement commission/ Expense 150 3
Membership fees 34 12
Computer maintenance and software charges 332 294
Lodging and boarding expenses 0 0
Total 917 610

(ii) Income in foreign currency (On accrual basis)

ended ended
31 March 2022 31 March 2022
Total 1,070 1,093
Note 48: Unhedged foreign currency exposure:
a) Receivables
Particulars Currency As at As at
31 March 2022 31 March 2021
Foreign currency exposure USD (USA Dollar) 1.13 0.43
outstanding INR (Indian Rupees) 86.14 31.23
GBP (Pound Sterling) 0.10 0.00
INR (Indian Rupees) 10.36 0.15
EUR(EURO Dollar) 0.04 -
INR (Indian Rupees) 3.57 -
SGD (Singapore Dollar) 2.01 1.91
191 Page No

31 March 2022 31 March 2021
Foreign currency receivable in next 5 USD (USA Dollar) 1.13 0.43
years including interest INR (Indian Rupees) 86.14 31.23
Unhegeded foreign currency USD (USA Dollar) 1.13 0.43
exposure INR (Indian Rupees) 86.14 31.23
b) Payables
31 March 2022 31 March 2021
Foreign currency exposure USD (USA Dollar) 0.45 0.29
HKD (Hongkong Dollar) 3.69 4.31
Foreign currency payable in next 5 USD (USA Dollar) 0.45 0.29
years including interest INR (Indian Rupees) 34.03 21.48
Unhedged foreign currency exposure USD (USA Dollar) 0.45 0.29
Page No 192

c) Investments
31 March 2022 31 March 2021
Foreign currency exposure HKD (Hongkong Dollar) 60.00 60.00
INR (Indian Rupees) 129.53 1,040.88
Foreign currency exposure in next 5 HKD (Hongkong Dollar) NA NA
years including interest INR (Indian Rupees) NA NA
SGD (Singapore Dollar) NA NA
INR (Indian Rupees) NA NA
Unhedged foreign currency exposure HKD (Hongkong Dollar) 60.00 60.00
INR (Indian Rupees) 129.53 1,040.88
Source for conversion rate as on 31 March : Oanda.com
Note 49: Subsequent events:

There were no significant events after the end of the reporting period which require any adjustment or disclosure in
the financial statements other than as stated below:
The Board of Directors at its meeting held on 28 April 2022 has declared an final dividend of Rs. 3/- per equity share
(on face value of Rs.1/- per equity share) for the financial year 2021-22. Payment of the final dividend is subject to its
approval by the shareholders, in the ensuing Annual General Meeting of the Company.
Note 50 : Employee benefits
Disclosure pusuant to Ind AS -19 “Employee benefits” is given as below:
Contribution to defined contribution plans, recognised as expense for the year is as under :
Particulars Year ended Year ended

31 March 2022 31 March 2021
Employers’ contribution to provident fund 1,578 1,045
Defined benefit plan:

The Company provides for gratuity benefit which is a defined benefit plan covering all its eligible employees. This plan
is unfunded. The gratuity benefits are subject to a maximum limit of upto Rs. 20,00,000.
The following table set out the status of the gratuity plan as specified under section 133 of the Companies Act, 2013,
read with Rule 7 of the Companies (Accounts) Rules 2014 (as amended) under Ind AS 19 “Employee benefits” and
the reconciliation of opening and closing balances of the present value of the defined benefit obligation.

193 Page No

Particulars Gratuity (unfunded) Other long term benefits

Year ended Year ended Year ended Year ended
I) Actuarial assumptions
Mortality IALM (2012-014) IALM (2012-014) IALM (2012-014) IALM (2012-014)
Ultimate Ultimate Ultimate Ultimate
Discount Rate (per annum) 4.57% 3.93% 3.92% 3.93%
Rate of escalation in salary 6.49% 9.70% - -
(per annum)
Expected rate of return on - - - -
plan assets (per annum)
Employee Attrition Rate (Past PS: 0 to 37 : PS: 0 to 40 : PS: 0 to 37 : PS: 0 to 40 :
Service) 42.43% 54.43% 54.43% 54.43%
Expected average remaining 1.35 0.84 1.35 0.84
service
I) Changes in present value of
obligations (PVO)
Present value of obligation at 1,786 1,612 131 143
beginning of period
Interest cost 53 60 - -
Current service cost 442 416 (14) (12)
Past service cost - (non - - - -
vested benefits)
Past service cost - (vested - - - -
benefits)
Transfer In-Liability 9 11 - -
Transfer Out-Liability (41) (74) - -
Benefits paid (177) (77)
Contributions by plan - - - -
participants
Business Combinations - - - -
Curtailments - - - -
Settlements - - - -
Actuarial (Gain)/Loss on 27 (163) - -
obligation
Present value of obligation at 2,099 1,786 117 131
end of period
II) Interest expense
III) Fair value of Plan Assets
Fair Value of Plan Assets at - - - -
the beginning
Interest income - - - -
IV) Net Liability
Present value of obligation at 1,786 1,612 - -
beginning of period
Page No 194


Fair Value of the Assets at - - - -
beginning report
Net Liability 1,786 1,612 - -
V) Net Interest
Interest Expenses 53 60 - -
Interest Income - - - -
Net Interest 53 60 - -
VI) Actual return on plan assets
Less Interest income included - - - -
above
Return on plan assets - - - -
excluding interest income
VII) Actuarial (Gain)/loss on
obligation
Due to Demographic 81 (36) - -
Assumption
Due to Financial Assumption (114) 9 - -
Due to Experience 59 (136) - -
Total Actuarial (Gain)/Loss 27 (163) - -
VIII) Fair Value of Plan Assets
Opening Fair Value of Plan - - - -
Asset
Adjustment to Opening Fair - - - -
Value of Plan Asset
Return on Plan Assets excl. - - - -
interest income
Interest Income - - - -
Contributions by Employer 177 77 - -
Contributions by Employee - - - -
Benefits Paid (177) (77) - -
end
IX) Past Service Cost Recognised
Past Service Cost- (non vested - - - -
benefits)
Past Service Cost -(vested - - - -
benefits)
Average remaining future - - - -
service till vesting of the
benefit
Recognised Past service Cost- - - - -
non vested benefits
Recognised Past service Cost- - - - -
vested benefits
195 Page No


Unrecognised Past Service - - - -
Cost- non vested benefits
X) Amounts to be recognized
in the balance sheet and
statement of profit & loss
account
Present value of obligation at 2,099 1,786 - -
end of period
end of period
Funded Status (2,099) (1,786) - -
Net Asset/(Liability) (2,099) (1,786) - -
recognized in the balance
sheet
XI) Expense recognised in the
statement of profit and loss
Past service cost - (non - - - -
vested benefits)
Past service cost - (vested - - - -
benefits)
Curtailment Effect - - - -
Settlement Effect - - - -
Unrecognised past service - - - -
cost - non vested benefits
Actuarial (Gain)/Loss - - - -
recognized for the period
Expense recognized in the 495 476 (14) (12)
XII) Other Comprehensive Income
(OCI)
Actuarial (Gain)/Loss 27 (163) - -
Asset limit effect - - - -
Return on Plan Assets - - - -
excluding net interest
Unrecognized Actuarial - - - -
(Gain)/Loss from previous
period
Total Actuarial (Gain)/Loss 27 (163) - -
recognized in (OCI)
XIII) Movement in liability
recognized in balance sheet
Opening net liability 1,786 1,612 131 143
Page No 196


Adjustment to opening - - - -
balance
Expenses as above 495 476 (14) (12)
Contribution paid (177) (77) - -
Other Comprehensive 27 (163) - -
Income(OCI)
Closing net liability 2,099 1,786 117 131
XIV) Projected Service Cost 31 501 442 - -
Mar 2023
XV) Asset Information
Cash and Cash Equivalents - - - -
Gratuity Fund - - - -
Debt Security - Government - - - -
Bond
Equity Securities - Corporate - - - -
debt securities
Other Insurance contracts - - - -
Property - - - -
Total Itemized Assets - - - -
XVI) Sensitivity Analysis
DR: Discount Rate ER : Salary escalation rate:
PVO DR +1% PVO DR +1% PVO ER +1% PVO ER +1%
Present value of obligation 2,059 2,140 2,125 2,073
XVII) Expected Pay-out
Year Expected Expected Expected Expected Expected Outgo

Outgo First Outgo Outgo Outgo Outgo Fifth Six to ten
year Second year Third year Fourth year year years
Pay-outs 836 535 341 225 145 206
XVIII) Asset Liability
Comparisons
Year 31-03-2018 31-03-2019 31-03-2020 31-03-2021 31-03-2022
PVO at End of period 77 1,367 1,612 1,786 2,099
Plan Assets - - - - -
Surplus / (Deficit) (77) (1,367) (1,612) (1,786) (2,099)
Experience adjustments
on plan assets
197 Page No

Note 51 : Related Party Disclosure :

I. Names of Related Parties :- (As certified by Management of the Company)

As per Ind AS 24 - Related Party Disclosures, specified under section 133 of the Companies Act, 2013, read with
The Companies (Indian Accounting Standards) Rules, 2015, the name of related party where control exists / able
to exercise significant infulence along with the transactions and year end balances with them as identified and
certified by the management are as follows:

I. List of related parties and their relationship

Passionate Investment Management Private Limited - Holding Company (merged with Motilal Oswal Financial
Services Limited w.e.f. 01/04/2020 being appointed date of merger)

a) Subsidiary / Step-down subsidiaries companies

- Motilal Oswal Investment Advisors Limited (formerly known as Motilal Oswal Investment Advisors
Private Limited)
- Motilal Oswal Commodities Broker Private Limited
- Motilal Oswal Finvest Limited (formerly known as Motilal Oswal Capital Markets Limited)
- Motilal Oswal Wealth Management Limited
- MO Alternate Investment Advisors Private Limited (formerly known as Motilal Oswal Fincap Private
Limited)
- Motilal Oswal Asset Management Company Limited
- Motilal Oswal Asset Management (Mauritius) Private Limited
- Motilal Oswal Trustee Company Limited
- Motilal Oswal Capital Market (Hong Kong) Private Limited
- Motilal Oswal Capital Markets (Singapore) Pte. Limited
- Motilal Oswal Securities International Private Limited
- Motilal Oswal Home Finance Limited (Formerly known as Aspire Home Finance Corporation Limited)
- India Business Excellence Management Company
- Motilal Oswal Capital Limited
- Motilal Oswal Finsec IFSC Limited
- Glide Tech Investment Advisory Private Limited
- TM Investment Technologies Private Limited

b) Associate
- India Realty Excellence Fund II LLP

c) Joint Venture
- India Business Excellence Fund III (Till 29 September 2020)
d) Key management personnel

- Mr. Motilal Oswal Managing Director and Chief executive officer
- Mr. Raamdeo Agarawal Non-Executive Chairman
- Mr. Navin Agarwal Non-Executive Director (Managing Director till July 30, 2020)
- Mr. Ajay Menon Whole-time Director
- Mr. Rajat Rajgarhia Whole-time Director
Page No 198

- Mr. Shalibhadra Shah Chief Financial Officer

- Mr. Kailash Purohit Company Secretary & Compliance Officer
- Mr. Praveen Tripathi Independent Director (Till July 30, 2020)
- Mr. Vivek Paranjpe Independent Director (Till July 30, 2020)
- Mrs. Rekha Utsav Shah Independent Director (Till October 01, 2020)
- Mrs. Sharda Agarwal Independent Director (Till July 30, 2020)
- Mr. Chitradurga Narasimha Murthy Independent Director (Appointed from July 01,2020)
- Mr. Pankaj Bhansali Independent Director (Appointed from July 01,2020)
- Mrs. Divya Sameer Momaya Independent Director (Appointed from July 01,2020)
- Mr. Chandrashekhar Anant Karnik Independent Director (Appointed from September 16,2020)
- Mrs. Swanubhuti Jain Independent Director (Appointed from December 24,2020)

e) Relatives of Key management personnel

- Ms. Vimla Oswal Spouse of Mr. Motilal Oswal
- Mr. Pratik Oswal Son of Mr. Motilal Oswal
- Ms. Vimladevi Salecha Sister of Mr. Motilal Oswal
- Mr. Rajendra Gopilal Oswal Brother of Mr. Motilal Oswal
- Mr. Pratik Mehta Son-in-law of Mr. Motilal Oswal
- Ms. Suneeta Agarawal Spouse of Mr. Raamdeo Agarawal
- Mr. Vaibhav Agarawal Son of Mr. Raamdeo Agarawal
- Ms.Vedika Karnani Daughter-in-law of Mr. Raamdeo Agarawal
- Dr. Karoon Ramgopal Agarawal Brother of Mr. Raamdeo Agarawal
- Mr. Vinay R. Agarawal Brother of Mr. Raamdeo Agarawal
- Mr. Sukhdeo Ramgopal Agarawal Brother of Mr. Raamdeo Agarawal
- Mr. Govinddeo R. Agarawal Brother of Mr. Raamdeo Agarawal
- Mr. Satish Agrawal Brother of Mr. Raamdeo Agarawal
- Ms. Suman Agrawal Sister of Mr. Raamdeo Agarawal
- Ms. Anita Anandmurthy Agrawal Sister of Mr. Raamdeo Agarawal
- Ms. Chanda Agarwal Mother of Mr. Navin Agarawal
- Ms. Asha Menon Sister of Mr. Ajay Menon
- Ms. Kamalam Menon Mother of Mr. Ajay Menon
- Ms. Priti Shah Spouse of Mr. Shalibhadra Shah

f) Enterprises in which Key Managerial Personnel have control

- OSAG Enterprises LLP

g) Enterprises in which Key Managerial Personnel and their relatives exercise significant influence

- Raamdeo Agarawal HUF
- Textile Exports Private Limited
- Motilal Oswal Foundation
- Motilal Oswal HUF
- Motilal Oswal Family Trust
- Boundless Media Private Limited
- Shalibhadra N Shah HUF
- Like Minded Wealth Creation Trust
- Agarawal Portfolios
- Navshital Consultants LLP
- Gracious Advisors LLP
- Opuleny Advisors and Consultants LLP
199 Page No

II. Transactions with related parties
Nature of Name of the related party Subsidiaries / step-down

Key managerial personnel/ Total
transaction relative of key managerial
personnel /associates/JV
For the year For the year For the year For the year For the year For the year
ended 31 ended 31 ended 31 ended 31 ended 31 ended 31
March 2022 March 2021 March 2022 March 2021 March 2022 March 2021
Interest (Income)/ Motilal Oswal Wealth Management - - - - - -
Expense Limited
Motilal Oswal Home Finance (28) (9) - - (28) (9)
Limited
Motilal Oswal Wealth Management 654 60 - - 654 60
Limited
Motilal Oswal Asset Management 442 87 - - 442 87
Company Limited
Motilal Oswal Home Finance 1,051 830 - - 1,051 830
Limited
Motilal Oswal Finvest Limited - (176) - - - (176)
Motilal Oswal Finvest Limited - 899 - - - 899
MO Alternate investment Advisors 75 - - - 75 -
Private Limited
TM Investment Technologies (1) - - - (1) -
Private Limited
Total interest (29) (185) - - (29) (185)
received
Total interest paid 2,222 1,876 - - 2,222 1,876
Managerial Mr.Motilal Oswal - - 241 241 241 241
remuneration Mr.Navin Agarwal - - - 75 - 75
paid** Mr. Ajay Menon - - 903 297 903 297
Mr. Rajat Rajgarhia - - 607 318 607 318
Mr. Shalibhadra Shah - - 207 125 207 125
Mr. Kailash Purohit - - 34 27 34 27
Total managerial - - 1,991 1,083 1,991 1,083
remuneration paid
Director sitting Mr. Praveen Tripathi - - - 1 - 1
fees Mr. Vivek Paranjpe - - - 0 - 0
Mrs. Rekha Utsav Shah - - - 1 - 1
Mrs. Sharda Agarwal - - - 0 - 0
Mr. Chitradurga Narasimha Murthy - - 2 2 2 2
Mr. Pankaj Bhansali - - 2 2 2 2
Mrs. Divya Sameer Momaya - - 2 2 2 2
Mr. Chandrashekhar Anant Karnik - - 2 1 2 1
Mrs. Swanubhuti Jain - - 1 0 1 0
Total director - - 9 9 9 9
sitting fees paid
Director Mr.Raamdeo Agarawal - - 12 12 12 12
Commission Mr. Chitradurga Narasimha Murthy - - 5 3 5 3
Mr. Pankaj Bhansali - - 3 3 3 3
Mrs. Divya Sameer Momaya - - 3 3 3 3
Mr. Chandrashekhar Anant Karnik - - 3 3 3 3
Mrs. Swanubhuti Jain - - 1 3 1 3
Total director - - 27 27 27 27
commission paid
Referral fees/ - - - - - -
advisory fees
(received)
Page No 200

Nature of Name of the related party Subsidiaries / step-down Key managerial personnel/ Total
MO Alternate investment Advisors (31) (31) - - (31) (31)
Private Limited
Motilal Oswal Capital Markets (5) - - - (5) -
(Hongkong) Pte Limited
Referral fees/ Motilal Oswal Securities 223 92 - - 223 92
advisory fees paid International Private Limited
Motilal Oswal Home Finance - 392 - - - 392
Limited
TM Investment Technologies 108 - - - 108 -
Private Limited
Motilal Oswal Capital Market 351 263 - - 351 263
(Singapore) Pte Limited
Total referral fees/ (36) (31) - - (36) (31)
advisory fees
(received)
Total referral fees/ 682 747 - - 682 747
advisory fees paid
Placement /Trail / MO Alternate investment Advisors (2,488) (374) - - (2,488) (374)
Set up Fees Private Limited
Total placement/ (2,488) (374) - - (2,488) (374)
Trail/Set up fees
(received)
Business support OSAG Enterprises LLP - - (1) - (1)
service (received)/ OSAG Enterprises LLP - - - - -
paid Motilal Oswal Securities (2) (2) - - (2) (2)
Motilal Oswal Wealth Management (564) (588) - - (564) (588)
Limited
Limited
Motilal Oswal Asset Management (954) (582) - - (954) (582)
Company Limited
Motilal Oswal Investment Advisors (18) (240) - - (18) (240)
Limited
Private Limited
Motilal Oswal Finvest Limited (24) (24) - - (24) (24)
Glide Tech Investment Advisory (8) (8) - - (8) (8)
Private Limited
Motilal Oswal Finsec IFSC Limited - (22) - - - (22)
TM Investment Technologies Pvt (2) (1) - - (2) (1)
Ltd
Motilal Oswal Finvest Limited 1,276 1,276 - - 1,276 1,276
Total Business (2,120) (2,015) - (1) (2,120) (2,016)
support service
(received)
Total Business 1,276 1,276 - - 1,276 1,276
support service
paid
Training fees MO Alternate investment Advisors 70 67 - - 70 67
Private Limited
201 Page No

Total Training fees 70 67 - - 70 67
(paid)
Brokerage sharing Motilal Oswal Wealth Management 2,370 1,698 - - 2,370 1,698
Limited
Mr. Sukhdeo Ramgopal Agarawal - - 4 32 4 32
Agarawal Portfolios - - 49 - 49 -
Total Brokerage 2,370 1,698 53 32 2,423 1,730
sharing
Marketing Motilal Oswal Wealth Management - (14) - - - (14)
commission Limited
Total Marketing - (14) - - - (14)
commission
Portfolio Motilal Oswal Asset Management (4,101) (3,976) - - (4,101) (3,976)
management Company Limited
service distribution
fees
Total Portfolio (4,101) (3,976) - - (4,101) (3,976)
management
service
distribution fees
Alternate Motilal Oswal Asset Management (3,475) (1,587) - - (3,475) (1,587)
Investment fund Company Limited
income
Total Alternate (3,475) (1,587) - - (3,475) (1,587)
Investment fund
income
Rent (received)/ Motilal Oswal Investment Advisors (210) (210) - - (210) (210)
paid Limited
Company Limited
Private Limited
Motilal Oswal Wealth 110 110 - - 110 110
Management Limited
Limited
Motilal Oswal Wealth (575) (575) - - (575) (575)
Management Limited
Private Limited
Textile Exports Private limited 16 16 - - 16 16
Motilal Oswal Securities (7) (7) - - (7) (7)
Motilal Oswal Home Finance 22 11 - - 22 11
Limited
TM Investment Technologies Pvt (2) (1) - - (2) (1)
Ltd
Total rent (1,873) (1,871) - - (1,873) (1,872)
(received)
Total rent paid 148 137 - - 148 137
Page No 202

Brokerage and Mr. Motilal Oswal - - 1 3 1 3
depository income Mr. Raamdeo Agarawal - - 1 1 1 1
Mr. Navin Agarwal - - 0 0 0 0
Mr. Ajay Menon - - 1 0 1 0
Mr. Rajat Rajgarhia - - 1 - 1 -
Mr. Kailash Purohit - - 0 0 0 0
Mr. Vaibhav Agarwal - - - 1 - 1
Ms. Vimla Oswal - - 0 5 0 5
Mr. Pratik Oswal - - 0 - 0 -
Ms. Natasha Oswal - - 0 - 0 -
Mr. Pratik Mehta - - 0 0 0 0
Ms. Vimladevi Salecha - - 0 0 0 0
Mr. Rajendra Oswal - - 0 0 0 0
Motilal Oswal Family Trust - - 11 2 11 2
India Reality Excellance Fund II LLP - - 0 0 0 0
OSAG Enterprises LLP - - 0 - 0 -
Ms. Vedika Agarwal - - 0 0 0 0
Dr. Karoon Ramgopal Agarawal - - 1 0 1 0
Mr. Vinay R. Agarawal - - 0 0 0 0
Mr. Govinddeo R. Agarawal - - 0 0 0 0
Mr. Satish Agarawal - - 0 0 0 0
Ms. Suman Agarawal - - - 0 - 0
Ms. Anita Anandmurthy Agrawal - - 0 0 0 0
Raamdeo Agarawal HUF - - 9 - 9 -
Motilal Oswal HUF - - - 5 - 5
Navshital Consultants LLP - - 0 - 0 -
Gracious Advisors LLP - - 0 - 0 -
Opuleny Advisors and Consultants - - 0 - 0 -
LLP
Kamalam Menon - - 0 - 0 -
Asha Menon - - 3 0 3 0
Priti Shah - - 0 0 0 0
Shalibhadra N Shah HUF - - 0 0 0 0
Total Brokerage - - 32 19 32 19
Reimbursement of Motilal Oswal Wealth Management (63) (47) - - (63) (47)
expenses Limited
Motilal Oswal Investment Advisors (23) (17) - - (23) (17)
Limited
Private Limited
Company Limited
Limited
Private Limited
203 Page No

Total (204) (152) - - (204) (152)
reimbursement
of expenses
(received)
Total - - - - - -
reimbursement of
expenses paid
Partnership gain India Realty Excellence Fund II LLP - - (95) (36) (95) (36)
accrued
Total partnership - - (95) (36) (95) (36)
gain accrued
Gain on sale of India Realty Excellence Fund II LLP - - (261) - (261) -
investment
Total Gain on sale - - (261) - (261) -
of investment
Donation Motilal Oswal Foundation (Trust) - - 684 788 684 788
Total donation - - 684 788 684 788
paid
Commission for Motilal Oswal Asset Management 89 68 - - 89 68
Pledge/Bank Company Limited
Gurantee Motilal Oswal Finvest Limited 113 - - - 113 -
Limited
Total Commission (164) (201) - - (164) (201)
for Pledge/
Bank Gurantee
(received)
Total Commission 202 68 - - 202 68
for Pledge/Bank
Gurantee paid
Other borrowing Motilal Oswal Wealth - 79 - - - 79
Cost Management Limited
Total Other - 79 - - - 79
borrowing cost
paid
Dividend Mr. Motilal Oswal - - 981 426 981 426
(received)/paid Mr. Raamdeo Agarawal - - 909 396 909 396
Motilal Oswal HUF - - 0 0 0 0
Raamdeo Agarawal HUF - - 78 33 78 33
Ms. Suneeta Agarawal - - 35 15 35 15
Ms. Vimla Oswal - - 15 6 15 6
Mr. Rajendra Gopilal Oswal - - 7 3 7 3
Dr. Karoon Ramgopal Agarawal - - 12 5 12 5
Mr. Vinay R. Agarawal - - 12 5 12 5
Mr. Govinddeo R. Agarawal - - 7 3 7 3
Ms. Suman Agrawal - - 12 5 12 5
Mr. Satish Agrawal - - 10 4 10 4
Ms. Anita Anandmurthy Agrawal - - 10 4 10 4
Ms. Vimladevi Salecha - - 0 0 0 0
Ms. Vedika Karnani - - 12 5 12 5
Page No 204

Mr. Vaibhav Raamdeo Agarawal - - 31 5 31 5
Motilal Oswal Family Trust - - 19 - 19 -
Mr. Navin Agarwal - - 924 385 924 385
Mr. Ajay Menon - - 46 20 46 20
Mr. Rajat Rajgarhia - - 209 87 209 87
Osag Enterprises LLP - - 0 0 0 0
MO Alternate investment Advisors (6,115) (87) - - (6,115) (87)
Private Limited
Motilal Oswal Asset Management (1,010) - - - (1,010) -
Company Limited
Motilal Oswal Wealth Management - (2,033) - - - (2,033)
Limited
Total dividend (7,277) (2,238) - - (7,277) (2,238)
(received)
Total dividend paid - - 3,342 1,412 3,342 1,412
** Managerial remuneration does not include provision for gratuity and Insurance premiums for medical and life.

Note: Income/Liability figures are shown in brackets.
II. Transactions with related parties
Nature of Name of the related party Subsidiaries / step-down Key managerial Total
transaction personnel/relative of key
managerial personnel /
associates/JV
Subscription/ TM Investment Technologies Pvt - 574 - - - 574

purchase of Ltd
equity shares Motilal Oswal Finvest Private 23,500 12,000 - - 23,500 12,000
Limited
Motilal Oswal Wealth - - - - - -
Management Limited
Motilal Oswal Asset Management 2,686 - - - 2,686 -
Company Limited
MO Alternate investment Advisors - - - - - -
Private Limited
Glide Tech Investment Advisory 300 300 - - 300 300
Private Limited
Motilal Oswal Finsec IFSC Limited 960 - - - 960 -
Total 27,446 12,874 - - 27,446 12,874
205 Page No

associates/JV
Loans given / TM Investment Technologies Pvt 11 - - - 11 -

(received) Ltd
Motilal Oswal Asset Management (54,450) (21,000) - - (54,450) (21,000)
Company Limited
Motilal Oswal Finvest Limited - (9,83,510) - - - (9,83,510)
MO Alternate investment Advisors (8,600) - - - (8,600) -
Private Limited
Motilal Oswal Wealth (4,25,601) (5,750) - - (4,25,601) (5,750)
Management Limited
Motilal Oswal Home Finance (5,63,631) (1,40,580) - - (5,63,631) (1,40,580)
Limited
Total Loans (10,52,282) (11,50,840) - - (10,52,282) (11,50,840)
(received)
Total Loans given 11 - 11 -
Loans repayment Motilal Oswal Asset Management 52,155 21,000 - - 52,155 21,000
given / (received) Company Limited
Motilal Oswal Finvest Limited - 9,91,890 - - - 9,91,890
MO Alternate investment Advisors 8,600 - - - 8,600 -
Private Limited
TM Investment Technologies Pvt (11) - (11) -
Ltd
Motilal Oswal Wealth 4,17,601 5,650 - - 4,17,601 5,650
Management Limited
Motilal Oswal Home Finance 5,63,631 1,40,580 - - 5,63,631 1,40,580
Limited
Total loans (11) - - - (11) -
repayment
(received)
Total loans 10,41,987 11,59,120 - - 10,41,987 11,59,120
repayment given
Outstanding balances:
associates/JV
Loans/Advances Motilal Oswal Asset Management (2,330) (13) - - (2,330) (13)
Company Limited
Motilal Oswal Finvest Limited - 0 - - - 0
Motilal Oswal Wealth (8,302) (113) - - (8,302) (113)
Management Limited
MO Alternate investment Advisors (15) - - - (15) -
Private Limited
Page No 206

associates/JV
Total loans and advances (payable) (10,647) (126) - - (10,647) (126)
Total loans and advances receivable - 0 - - - 0
Other receivables Motilal Oswal Investment Advisors 17 33 - - 17 33
/(payable) Limited
Motilal Oswal Wealth (116) (352) - - (116) (352)
Management Limited
Motilal Oswal Commodities Broker 34 34 - - 34 34
Private Limited
Motilal Oswal Asset Management 1,356 980 - - 1,356 980
Company Limited
Motilal Oswal Capital Markets 112 104 - - 112 104
(Singapore) Pte. Limited
Motilal Oswal Capital Markets (145) (153) - - (145) (153)
(Singapore) Pte. Limited
Motilal Oswal Capital Markets (36) (41) - - (36) (41)
(Hongkong) Private Limited
MO Alternate investment Advisors 264 161 - - 264 (19)
Private Limited
Glide Tech Investment Advisory 18 10 18 10
Private Limited
Motilal Oswal Securities (107) (2) - - (107) (2)
OSAG Enterprises LLP - - 2 34 2 34
Motilal Oswal Finsec IFSC Limited - 19 - - - 19
TM Investment Technologies Pvt (66) 1 - - (66) 1
Ltd
Limited
Total others (payables) (753) (1,302) - - (753) (1,302)
Total others receivables 1,801 1,362 2 34 1,803 1,396
Corporate Motilal Oswal Home Finance - 74,339 - - - 74,339
guarantee given Limited
(to the extent
of outstanding
amount)
Total corporate guarantees - 74,339 - - - 74,339
Rent deposits Motilal Oswal Wealth 55 55 - - 55 55
(liabilities) / Management Limited
assets
Total rent 55 55 - - 55 55
deposits assets
207 Page No

Outstanding balance in respect of investments in related parties
associates/JV
Investments Motilal Oswal Commodities Broker 90 90 - - 90 90
Private Limited
Motilal Oswal Investment Advisors 4,137 4,137 - - 4,137 4,137
Limited
MO Alternate investment Advisors 131 131 - - 131 131
Private Limited
Motilal Oswal Home Finance 56,633 56,633 - - 56,633 56,633
Limited
Motilal Oswal Finvest Limited 91,769 67,035 - - 91,769 67,035
Motilal Oswal Securities 457 457 - - 457 457
Motilal Oswal Wealth 1,521 1,521 - - 1,521 1,521
Management Limited
Motilal Oswal Asset Management 16,667 13,981 - - 16,667 13,981
Company Limited
Motilal Oswal Trustee Company 10 10 - - 10 10
Limited
Motilal Oswal Capital Markets 412 412 - - 412 412
(Honkong) Private Limited
Glide Tech Investment Advisory 700 400 - - 700 400
Private Limited
Motilal Oswal Finsec IFSC Limited 1,200 240 - - 1,200 240
Motilal Oswal Capital Markets 130 1,041 - - 130 1,041

(Singapore) Pte Limited
TM Investment Technologies Pvt 574 574 - - 574 574
Ltd
India Business Excellence Fund - - - 20,422 - 20,422
III #
India Realty Excellence Fund II LLP - - 2,033 3,077 2,033 3,077
# India Business Excellence Fund III was associate till 29 September 2020 only and therefore no amount is disclosed
for the current year ended 31 March 2022.
Note 52 : Disclosure relating to Employee Stock Option Purchase Plan

Details of stock options : The Company has four employees stock option schemes

Motilal Oswal Financial Services Limited -Employees Stock Option Scheme -V (ESOS-V)

The Scheme was approved by Board of Directors on 18 October 2007 and by the shareholders on 4 December 2007
by postal ballot and is for issue of 2,500,000 options representing 2,500,000 Equity shares of Re. 1 each

Motilal Oswal Financial Services Limited -Employees Stock Option Scheme -VI (ESOS-VI)

The Scheme was approved by Board of Directors on 21 April 2008 and by the shareholders in AGM dated 08 July
2008 and is for issue of 5,000,000 options representing 5,000,000 Equity shares of Re. 1 each
Page No 208

Motilal Oswal Financial Services Limited -Employees Stock Option Scheme -VII (ESOS-VII)

The Scheme was approved by Board of Directors on 19 July 2014 and by the shareholders in AGM dated 22 August

Motilal Oswal Financial Services Limited -Employees Stock Option Scheme -VIII (ESOS-VIII)


Motilal Oswal Financial Services Limited -Employees Stock Option Scheme -IX (ESOS-IX)

The Scheme was approved by Board of Directors on 29 April 2021 and by the shareholders in AGM dated 09 August

The activity in the (ESOS-V),(ESOS-VI), ESOS (VII), ESOS (VIII) and ESOS (IX) during the year ended 31 March 2022
and 31 March 2021 is set below:
Particulars For the year ended For the year ended

31 March 2022 31 March 2021
In Numbers Weighted In Numbers Weighted
Average Average
Exercise Exercise
Price (In Rs.) Price (In Rs.)
ESOP-V : (Face value of Re. 1 each)
Option outstanding as at beginning of the year 94,900 478.80 1,48,000 382.18
Add Granted - - - -
Less: Exercised 59,500 539.43 49,500 183.10
Less: Forfeited - - - -
Less: Lapsed 15,400 307.82 3,600 572.30
Option outstanding as at end of the year 20,000 430.10 94,900 478.80
Exercisable at the end of the year 20,000 430.10 64,500 434.73
ESOP-VI : (Face value of Re. 1 each)
Option outstanding as at beginning of the year 45,385 572.75 45,385 572.75
Add Granted 35,000 700.00 - -
Less: Exercised 22,000 572.30 - -
Less: Lapsed - - - -
Option outstanding as at end of the year 58,385 649.20 45,385 572.75
ESOP-VII : (Face value of Re. 1 each)
Option outstanding as at beginning of the year 4,52,900 559.96 8,62,200 472.56
Add Granted 2,20,000 700.00 - -
Less: Exercised 2,16,400 555.35 3,70,800 355.40
Less: Lapsed 64,950 596.94 38,500 572.75
Option outstanding as at end of the year 3,91,550 635.06 4,52,900 559.96
209 Page No

Particulars For the year ended For the year ended

31 March 2022 31 March 2021
In Numbers Weighted In Numbers Weighted
Average Average
Exercise Exercise
Price (In Rs.) Price (In Rs.)
Exercisable at the end of the year 1,92,550 565.49 2,56,440 550.16
The (ESOP-VIII) : (Face value of Re. 1/- each)
Option outstanding, beginning of the Year. 28,04,900 720.58 19,66,500 729.85
Add Granted 2,40,000 700.00 9,82,000 678.26
Less: Exercised 2,76,200 557.96 42,500 29
Less: Lapsed 3,24,650 691.90 1,01,100 780.50
Option outstanding as at end of the year 24,44,050 740.74 28,04,900 720.58
The (ESOP-IX) : (Face value of Re. 1/- each)
Option outstanding, beginning of the Year. - - - -
Add Granted 26,59,172 691.70 - -
Less: Exercised - - - -
Option outstanding as at end of the year 26,59,172 691.70 - -
Exercisable at the end of the year - - - -
Employees’ Stock Options Scheme (ESOS) :
Particulars Scheme V Scheme VI Scheme VII Scheme VIII Scheme IX

Date of grant Various Various Various Various 28-Oct-2021
Dates Dates Dates Dates
Date of board approval Various Various Various Various 29-Apr-2021
Dates Dates Dates Dates
Date of Shareholder’s approval 4 December 8 July 2008 22 August 27 July 2017 9-Aug-2021
2007 2014
Method of settlement Equity shares Equity shares Equity shares Equity shares Equity Shares
Vesting period 1 year to 5 1 year to 5 1 year to 7 1 year to 4 1 Years to 5
years years years years Years
Weighted average remaining
contractual life (Vesting period)
Granted but not vested 0 years 5.67 years 5.67 years 4.75 years 0.13 Years
(Previous year (Previous year (Previous year (Previous (Previous
3.51 years) 3.51 years) 3.51 years) year 5.23 year. NA)
years)
Vested but not exercised 0 years 1.62 years 1.14 years 0.35 years 0 years
(Previous year (Previous year (Previous year (Previous (Previous
1.62 years) 2.51 years) 2.03 years) year 2.20 year. NA
years)
Page No 210


Weighted average share price Rs. 539.43 Rs. 572.3 Rs. 555.35 Rs. 557.96 NA
at the date of exercise for stock (Previous year (Previous year (Previous year (Previous (Previous
options exercised during the year Rs. 654.01) - NA) 644.81) year Rs. year. NA
610.85)
Exercise period Within 1 to 3 years of vesting of options
Vesting conditions Vesting of options would be subject to continued employment with the Company
and/or its holding/ subsidiary and thus the options would vest on passage of
time. In addition to this, the Remuneration/ Compensation Committee may
also specify certain performance parameters subject to which the options
would vest. In case of performance based vesting, the options would vest on
achievement of performance parameters irrespective of the time horizon.
Weighted Average Fair Value of NIL Rs. 196.08 Rs. 195.83 Rs. 250.22 Rs 776.71
options (granted but not vested) (Previous year (Previous year (Previous year (Previous (Previous
as on grant date Rs. 246.22) Rs. 246.41) Rs. 246.41) year Rs. year. NA)
260.74)
Fair Value Methodology:

The fair value of options have been estimated on the date of grant using Black-Scholes model as under:

The key assumptions used in Black-Scholes model for calculating fair value are as under:

Range of Risk free interest rate 6.05% - 7.8% 6.05% - 7.8% 6.97% - 7.8% 6.18% - 7.37% 5.63% - 6.18%
Dividend yield 1% 1% 1% 0.5% - 1.38% 0.5% - 1.38%
Expected volatility 40% 40% 40% 40% 40%
Exercise Pricing Formula

Scheme V
Exercise price shall be the closing price of the Company’s equity shares quoted on the BSE immediately preceding
the date of Grant of the Stock Options, which for this purpose shall be the date on which the Committee grant the
Stock Options, discounted by such percentage as may be determined by the Committee in the best interest of the
various stakeholders in the prevailing market conditions.

Scheme VI
Exercise price shall be the closing price of the Company’s Equity Shares, prior to the date of grant of the Options, on
the Stock Exchanges where the highest trading volume is recorded, discounted/increased by such percentage as
may be determined by the Committee.

Scheme VII

Scheme VIII
211 Page No

Scheme IX
Other Information regarding employee share based payment plan is as below :

ended ended
31 March 2022 31 March 2021
Expense arising from employee share based payment plans 1,264 1,262
Total carrying amount at the end of the period of Share based payment 6,250 4,958
reserve
The Company provides a sensitivity analysis to show the impact to the Company’s profit before taxation in the event
that forfeiture and performance condition assumptions exceed or are below the Company’s estimations by the stated
percentages.
Impact on the income statement of a change in leaver assumptions For the year For the year
ended ended
31 March 2022 31 March 2021
(+)5% (222) (62)
(-)5% 222 78
Note 53: Tax Expense

The Company pays taxes according to the rates applicable in India. Most taxes are recorded in the income statement
and relate to taxes payable for the reporting period (current tax), but there is also a charge or credit relating to tax
payable for future periods due to income or expenses being recognised in a different period for tax and accounting
purposes (deferred tax). Tax is charged to equity when the tax benefit exceeds the cumulative income statement
expense on share plans. The Company provides for current tax according to the tax laws of India using tax rates
that have been enacted or substantively enacted by the balance sheet date. Management periodically evaluates
positions taken in tax returns in respect of situations in which applicable tax regulation is subject to interpretation.
It establishes provisions, where appropriate, on the basis of amounts expected to be paid to the tax authorities.
Deferred tax is provided, using the liability method, on temporary differences at the reporting date between the tax
bases of assets and liabilities and their carrying amounts for financial reporting purposes. Deferred tax is recognised
in respect of all temporary differences that have originated but not reversed at the balance sheet date, where
transactions or events that result in an obligation to pay more tax in the future or a right to pay less tax in the future
have occurred at the balance sheet date. A deferred tax asset is recognised when it is considered recoverable and
therefore recognised only when, on the basis of all available evidence, it can be regarded as probable that there will
be suitable taxable profits against which to recover carried forward tax losses and from which the future reversal
of underlying temporary differences can be deducted. Deferred tax is measured at the average tax rates that are
expected to apply in the periods in which the temporary differences are expected to reverse, based on tax rates and
laws that have been enacted or substantively enacted by the balance sheet date.

31 March 2022 31 March 2021
Current tax expense
Current tax for the year 14,608 8,727
Total current tax expense 14,608 8,727
Page No 212


31 March 2022 31 March 2021
Deferred taxes
Change in deferred tax liabilities 1,123 3,832
Net deferred tax expense 1,123 3,832
15,731 12,559
Tax recognised through other comprehensive income:

31 March 2022 31 March 2021
Remeasurement of defined benefit plan (7) 41
Equity instruments through other comprehensive income 266 3,136
Total 259 3,177
Tax reconciliation (for profit and loss)

31 March 2022 31 March 2021
Profit/(loss) before income tax expense 86,413 87,626
Tax at the rate of 25.168% 21,749 22,054
Tax effect of amounts which are not deductible / not taxable in calculating
taxable income
Exempt Income (2,333) (1,535)
Change due to deferred tax (3,684) (7,960)
Income tax expense 15,731 12,559
Applicable tax rate

31 March 2022 31 March 2021
Tax rate 25.168% 25.168%
In the financial year 2019-20, the government enacted a change in income tax rate from 30% basic rate to 22% and
from 12% of surcharge to 10%. However, the government had given an option to either opt for new tax regime or
continue with old tax regime and in the context of the same the company has opted for new tax regime. Accordingly
the effective income tax rate for financial year is 25.168%.
Net Deferred Tax

31 March 2022 31 March 2021
Deferred tax liability on account of :
Timing difference on Property, plant and equipment as per books and 1,554 1,490
Income Tax Act, 1961
Loss on private equity investment 5 5
Deferred tax on IND AS adjustments 9,549 7,977
213 Page No


31 March 2022 31 March 2021
Total deferred tax liabilities (A) 11,108 9,472
Deferred tax assets on account of:
Expenses allowable u/s. 43B on payment basis 532 468
Allowance on impairment 650 459
Sec 35 DD Amalgamation Expense 754 8
Provision for impairment of non-current investments 278 278
Total deferred tax assets (B) 2,214 1,213
Net deferred tax Liability/ (Assets) (A-B) 8,895 8,259
Deferred tax related to the following:
Particulars As at Recognised Recognised Recognised As at Recognised Recognised As at

31 March through through through Other 31 March through through Other 01 April
2022 Retained profit Comprehensive 2021 profit Comprehensive 2020
Earnings and loss Income and loss Income
Deferred tax liabilities
on account of:
Timing difference on 1,554 - 64 - 1,490 95 - 1,395
Property, plant and
equipment as per books
and Income Tax Act,
1961
Loss on private equity 5 - - - 5 - - 5
investment
Deferred tax on IND AS 9,549 - 1,313 259 7,977 3,970 3,177 742
adjustments
Total deferred tax 11,108 - 1,377 259 9,472 4,065 3,177 2,142
liabilities
Deferred tax assets on
account of:
Expenses allowable u/s. 532 - 64 - 468 59 - 409
43B on payment basis
Amalgamation Expense 754 746 - - 8 8 - -
Sec 35DD
Allowance on 650 - 191 - 459 165 - 294
impairment
Provision for 278 - - - 278 - - 278
impairment of non-
current investments
Total deferred tax 2,214 746 254 - 1,213 232 - 981
assets
Total deferred tax 8,895 (746) 1,123 259 8,259 3,832 3,177 1,161
Assets/liability (net)
Page No 214

Note 54: Fair value measurement

I. Accounting classification and fair values

The following table shows the carrying amount and fair values of financial assets and financial liabilities,
including their levels in the fair value hierarchy:

Particulars Carrying amount Fair value
31-Mar-2022 FVTPL FVOCI Amortised Total Level 1 Level 2 Level 3 Total
cost
Financial assets
Cash and cash - - 1,03,955 1,03,955 - - - -
equivalents
Bank balance other - - 3,13,004 3,13,004 - - - -
than cash and cash
equivalents above
Receivables
(I) Trade receivables - - 66,621 66,621 - - - -
(II) Other receivables - - 1,060 1,060 - - - -
Loans - - 88,462 88,462 - - - -
Investments 2,06,929 53,290 1,74,432 4,34,651 1,74,797 14,437 70,985 2,60,219
Other financial assets - - 34,033 34,033
Total financial assets 2,06,929 53,290 7,81,567 10,41,786 1,74,797 14,437 70,985 2,60,219
Payables
(I) Trade payables
(i) total outstanding dues - - - - - - - -
of micro enterprises
and small enterprises
(ii) total outstanding dues - - 3,44,641 3,44,641 - - - -
of creditors other than
micro enterprises and
small enterprises
Debt securities - - 1,78,402 1,78,402 - - - -
Borrowings (Other than - - 38,691 38,691 - - - -
debt securities)
Deposits - - 98 98 - - - -
Other financial liabilities - - 65,428 65,428 - - - -
Total financial liabilities - - 6,27,259 6,27,259 - - - -
215 Page No

The carrying value and fair value of financial instruments by categories as of 31 March 2021 are as follows:
Particulars Carrying amount Fair value

31-Mar-2021 FVTPL FVOCI Amortised Total Level 1 Level Level 3 Total
cost 2
Financial assets
Cash and cash - - 57,023 57,023 - - - -
equivalents
Bank balance other - - 2,14,844 2,14,844 - - - -
than cash and cash
equivalents above
Receivables
(I) Trade receivables - - 61,611 61,611 - - - -
(II) Other receivables - - 160 160 - - - -
Loans - - 77,258 77,258 - - - -
Investments 1,96,720 50,968 1,46,662 3,94,350 1,76,976 10,840 59,872 2,47,688
Other financial assets - - 66,223 66,223
Total financial assets 1,96,720 50,968 6,23,781 8,71,468 1,76,976 10,840 59,872 2,47,688
Payables
(I) Trade payables
(i) total outstanding - - - - - - - -
dues of micro
enterprises and small
enterprises
(ii) total outstanding dues - - 2,79,780 2,79,780 - - - -
of creditors other than
micro enterprises and
small enterprises
Debt securities - - 1,60,572 1,60,572 - - - -
Borrowings (Other than - - 47,337 47,337 - - - -
debt securities)
Deposits - - 45 45 - - - -
Other financial liabilities - - 37,741 37,741 - - - -
Total financial liabilities - - 5,25,475 5,25,475 - - - -
Level 1: The fair value of financial instruments traded in active markets (such as publicly traded derivatives, and
equity securities) is based on quoted market prices at the end of the reporting period. The quoted market price used
for financial assets held by the group is the current bid price. These instruments are included in level 1.

Level 2: The fair value of financial instruments that are not traded in an active market (for example, 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. If all significant inputs required to fair value an instrument are
observable, the instrument is included in level 2.

Level 3: If one or more of the significant inputs is not based on observable market data, the instrument is included in
level 3. This is the case for unlisted equity securities and investment in private equity funds, real estate funds.
Page No 216

II. Valuation techniques used to determine fair value

Specific valuation techniques used to value financial instruments include :

· Quoted equity investments - Quoted closing price on stock exchange
· Mutual fund - net asset value of the scheme
· Alternative investment funds - net asset value of the scheme
· Unquoted equity investments - price multiples of comparable companies.
· Private equity investment fund - NAV of the audited financials of the funds.
. Real estate fund - net asset value, based on the independent valuation report or financial statements of the
company income approach or market approach based on the independent valuation report.

III. Financial instruments not measured at fair value

Financial assets not measured at fair value includes cash and cash equivalents, trade receivables, loans and
other financial assets. These are financial assets whose carrying amounts approximate fair value, due to their
short-term nature.

Additionally, financial liabilities such as trade payables and other financial liabilities are not measured at FVTPL,
whose carrying amounts approximate fair value, because of their short-term nature.

Fair value measurements using significant unobservable inputs (level 3)

The following table presents the changes in level 3 items for the periods ended 31 March 2022 and 31 March
2021:
Particulars PE - Business PE - Real Unquoted Total

Excellence Estate Funds Shares
Funds
As at March 31, 2020 28,062 22,281 3,197 53,540
Additions 9,235 2,212 - 11,447
Disposals (16,260) (8,530) - (24,790)
Gains/(losses) recognised in statement of 18,660 (1,651) 2,666 19,675
profit and loss
As at March 31, 2021 39,697 14,312 5,863 59,872
Additions 1,868 231 9,996 12,095
Disposals (433) (3,737) - (4,170)
Gains/(losses) recognised in statement of 1,960 294 934 3,188
profit and loss
As at March 31, 2022 43,092 11,100 16,793 70,986
Valuation inputs and relationships to fair value
217 Page No

The quantitative information about the significant unobservable inputs used in level 3 fair value measurements
is summarised below.
March 31 2022 March 31 2021
Fair value of PE funds 54,192 54,009
Significant unobservable inputs
NAV of the fund at Fair value
- increase by 100 bps 542 540
- decrease by 100 bps (542) (540)
Fair value of Unquoted shares 16,793 5,863
Price Multiple
- increase by 10 % 1,679 586
- decrease by 10 % (1,679) (586)
Note 55:Financial risk management

Company has operations in India. Whilst risk is inherent in the Company’s activities, it is managed through an
integrated risk management framework, including on-going identification, measurement and monitoring, subject to
risk limits and other controls. This process of risk management is critical to the Company’s continuing profitability
and each individual within the Company is accountable for the risk exposures relating to his or her responsibilities.
The Company is exposed to credit risk, liquidity risk and market risk. It is also subject to various operating and
business risks.

A. Credit risk

Credit risk is the risk that the Company will incur a loss because its customers or counterparties fail to discharge
their contractual obligation. The Company manages and controls credit risk by setting limits on the amount of
risk it is willing to accept for individual counterparties, and by monitoring exposures in relations to such limits.
The maximum exposure to credit risk for each class of financial instruments is the carrying amount of that class
of financial instruments presented in the financial statements. The Company’s major classes of financial assets
are cash and cash equivalents, loans, investment in mutual fund units, term deposits, trade receivables and
security deposits.
Deposits with banks are considered to have negligible risk or nil risk, as they are maintained with high rated
banks/financial institutions as approved by the Board of directors.
Investments primarily include investment in liquid mutual fund units that are marketable securities of eligible
financial institutions for a specified time period with high credit rating given by domestic credit rating agencies.
The management has established accounts receivable policy under which customer accounts are regularly
monitored. The Company has a dedicated risk management team, which monitors the positions, exposures and
margins on a continuous basis.

Page No 218

Following provides exposure to credit risk for trade receivables and margin trading facility loans
March 31 2022 March 31 2021
Trade Receivables (Net of impairment) 66,621 61,611
Margin trading facility loans (Net of impairment) 88,318 77,115
The financial instruments covered within the scope of ECL include financial assets measured at amortised cost
such as trade receivables and loans.
Trade Receivables :
The loss allowance has been measured using lifetime ECL except for financial assets on which there has been
no significant increase in credit risk since initial recognition. At each reporting date, the Company assesses
whether financial assets carried at amortised cost is credit-impaired. A financial asset is credit- impaired when
one or more events that have a detrimental impact on the estimated future cash flows of the financial asset have
occurred since initial recognition.
A simplified approach has been considered for measuring expected credit losses (ECLs) of trade receivables at
an amount equal to lifetime ECLs. The ECLs on trade receivables are calculated based on actual historic credit
loss experience over the preceding three to five years on the total balance of trade receivables. For the purpose
of computation of ECL, the term default implies an event where amount due towards margin requirement and /
or mark to market losses for which the client was unable to provide funds / collaterals to bridge the shortfall, the
same is termed as margin call triggered.
Based on the Industry practices and business environment in which the entity operates, Management considers
unsecured receivables as default if the payment is overdue for more than 90 days for direct customer. For
franchisee customers, Aggregate of unsecured receivables as reduced by Franchisee deposit/ future brokerages
are considered as default. Management would also consider balance in client’s family accounts and collaterals
in form other than the securities while considering the secured position of the client. Management would also
consider impairment on client balance which are unsecured and overdue for less than 90 days on case to case
basis, based on their scope of recoverability. For litigation cases, management could provide enhanced provision
if the probability of outflow of economic resource is higher. If there are specific cases which are overdue for
more than 90 days and the management is very confident of its recovery in near future, impairment loss would
not be provided for such cases based on the approval of business head for each reporting period. Probability of
default (PD) on these receivables is considered at 100% and treated as credit impaired.
Loans :

Loans includes Margin Trading Facility(MTF), Loans to staff and loans to subsidiaries for which staged approach
is taken into consideration for determination of ECL.

Stage 1.
All positions in the MTF loan book are considered as stage 1 asset for computation of expected credit loss. For
exposures where there has not been a significant increase in credit risk since initial recognition and that is not
credit impaired upon origination. Margin trading facility, Loans to subsidiaries and loans to staff are considered in
stage 1 for determination of ECL. Exposure to credit risk in stage 1 is computed considering historical probability
of default, market movements and macro-economic environment.

219 Page No

Stage 2.

Exposures under stage 2 include overdues up to 90 days pertaining to principal amount, interest and any
other charges on the MTF loan book which are unsecured. While arriving at the secured position of the client,
management would also consider balance in client’s family accounts, securities in other segment and collaterals
in form other than the securities while considering the secured position of the client.
At each reporting date, the Company assesses whether there has been a significant increase in credit risk for
financial assets since initial recognition. In determining whether credit risk has increased significantly since initial
recognition, the Company uses days past due information and other qualitative factors to assess deterioration in
credit quality of a financial asset.
For credit exposures where there has been a significant increase in credit risk since initial recognition but that
are not credit impaired, a lifetime ECL is recognised.

Stage 3.

Exposures under stage 3 include overdues past 90 days pertaining to principal amount, interest and any other
charges on MTF loan book which are unsecured.
Financial assets are assessed as credit impaired when one or more events that have a detrimental impact on the
estimated future cash flows of the asset have occurred. For financial assets that have become credit impaired,
a lifetime ECL is recognised.
Following table provide information about exposure to credit risk and ECL on Margin Trading Facility loans.

Stage As at March 31 2022 As at March 31 2021
Carrying ECL Carrying ECL
value value
Stage 1 88,462 221 77,258 193
Stage 2 - - - -
Stage 3 - - - -

The movement in the allowance for impairment in respect of trade receivables is as follows
Particulars Carrying amount Carrying amount

As at As at
March 31 2022 March 31 2021
Opening balance 1,612 1,103
Impairment loss recognised 731 509
Closing balance 2,343 1,612
B. Liquidity risk
Liquidity risk is the risk that the entity will encounter difficulty in meeting the obligations associated with its
financial liabilities that are settled by delivering cash or another financial asset. The entity’s approach to managing
liquidity is to ensure, as far as possible, that it will have sufficient liquidity to meet its liabilities when they are
due, under both normal and stressed conditions, without incurring unacceptable losses or risking damage to the
entity’s reputation.
Page No 220

Prudent liquidity risk management requires sufficient cash and marketable securities and availability of funds
through adequate committed credit facilities to meet obligations when due and to close out market positions.

The Company has a view of maintaining liquidity with minimal risks while making investments. The Company
invests its surplus funds in short term liquid assets in bank deposits and liquid mutual funds. The Company
monitors its cash and bank balances periodically in view of its short term obligations associated with its financial
liabilities.

Refer Note 57 For analysis of maturities of financial assets and financial liabilities.

C. Market Risk
Market risk is the risk that the fair value or future Cash flows of a financial instrument will fluctuate because
of changes in market prices. The objective of market risk management is to manage and control market risk
exposures within acceptable parameters, while optimizing the return.

(i) Foreign currency risk
Foreign currency risk is the risk that the fair value or future cash flows of an exposure will fluctuate because
of changes in foreign exchange rates.

Foreign currency risk management
In respect of the foreign currency transactions, the company does not hedge the exposures since the
management believes that the same is insignificant in nature and will not have a material impact on the
Company.
The company’s exposure to foreign currency risk at the end of reporting period is shown in note 49

(ii) Interest rate risk
The Company is exposed to Interest risk if the fair value or future cash flows of its financial instruments will
fluctuate as a result of changes in market interest rates. Fair value interest rate risk is the risk of changes in
fair values of fixed interest bearing investments because of fluctuations in the interest rates.
The Company’s interest rate risk arises from interest bearing deposits with bank and loans given to
customers. Such instruments exposes the Company to fair value interest rate risk. Management believe that
the interest rate risk attached to this financial assets are not significant due to the nature of this financial
assets.

Interest rate risk exposure
The exposure of the Company’s borrowing to interest rate changes at the end of the reporting period are as
follows:

31 March 2022 31 March 2021
Loans:
Loans 88,318 77,115
Total Loans 88,318 77,115
221 Page No

31 March 2022 31 March 2021
Borrowings:
Variable rate borrowing 28,296 47,337
Fixed rate borrowing 1,88,797 1,60,572
Total Borrowing 2,17,093 2,07,909
Sensitivity
Profit or loss is sensitive to higher/lower interest expense from borrowings as a result of changes in interest
rates.

The following table demonstrates the sensitivity to a reasonably possible change in interest rates (all other
variables being constant) of the Company’s statement of profit and loss and equity.
31 March 2022 31 March 2021
Loans:
Interest rates – increase by 1% 883 771
Interest rates – decrease by 1% (883) (771)
Borrowings:
Interest rates – increase by 1% (209) (350)
Interest rates – decrease by 1% 209 350
(iii) Market price risks

The Company is exposed to market price risk, which arises from FVTPL and FVOCI investments. The
management monitors the proportion of these investments in its investment portfolio based on market
indices. Material investments within the portfolio are managed on an individual basis and all buy and sell
decisions are approved by the appropriate authority.

31 March 2022 31 March 2021
Exposure to price risk 2,60,219 2,47,688
Sensitivity to price risk

The following table summarises the impact of sensitivity of NAVs / price with all other variables held
constant. The below impact on the Company’s profit before tax is based on changes in the NAVs / price of
the investments held at FVTPL/FVOCI at balance sheet date:
31 March 2022 31 March 2021
Impact on profit before tax for 10% increase in NAV/price 26,022 24,769
Impact on profit before tax for 10% decrease in NAV/price (26,022) (24,769)

Page No 222

Note 56: Capital Management
Risk management

The company’s objectives when managing capital are to
• safeguard their ability to continue as a going concern, so that they can continue to provide returns for shareholders
and benefits for other stakeholders, and
• maintain an optimal capital structure to reduce the cost of capital.
The capital composition is as follows:
31 March 2022 31 March 2021
Gross debt* 2,17,093 2,07,910
Less: Cash and bank balances 1,03,955 57,023
Net debt (A) 1,13,138 1,50,887
Total equity (B) 4,24,211 3,61,658
Gearing ratio (A / B) 26.67% 41.72%
*Debt includes debt securities as well as borrowings.
Note 57: Maturity Analysis of Assets and Liabilities:

The table below shows an analysis of assets and liabilities analysed according to when they are expected to be
recovered or settled.
Particulars As at March 31 2022 As at March 31 2021

Within 12 After 12 Total Within 12 After 12 Total
months months months months
Financial assets
Cash and cash equivalents 1,03,955 - 1,03,955 57,023 - 57,023
Bank balance other than cash and cash 1,89,496 1,23,508 3,13,004 47,656 1,67,188 2,14,844
equivalent above
Trade receivables 66,621 - 66,621 61,611 - 61,611
Other receivables 1,060 - 1,060 160 - 160
Loans 88,462 - 88,462 77,258 - 77,258
Investments 26,480 4,08,171 4,34,651 53,483 3,40,867 3,94,350
Other financial assets - 34,033 34,033 - 66,223 66,223
4,76,074 5,65,712 10,41,786 2,97,191 5,74,278 8,71,469
Non-Financial assets
Current Tax assets - 821 821 - 2,729 2,729
Investment Property - 7,699 7,699 - 7,755 7,755
Property, plant and equipment - 23,143 23,143 - 22,474 22,474
Other Intangible assets - 2,160 2,160 - 2,357 2,357
Other non-financial assets 3,934 - 3,934 2,495 - 2,495
3,934 33,823 37,757 2,495 35,315 37,810
Total Assets 4,80,008 5,99,535 10,79,543 2,99,686 6,09,593 9,09,279
223 Page No

Particulars As at March 31 2022 As at March 31 2021

Liabilities
Financial Liabilities
Trade payables 3,44,641 - 3,44,641 2,79,780 - 2,79,780
Debts 1,40,602 37,800 1,78,402 1,30,572 30,000 1,60,572
Borrowings 38,691 - 38,691 47,337 - 47,337
Deposits - 98 98 - 45 45
Other financial liabilities 63,862 1,566 65,428 35,632 2,109 37,741
5,87,796 39,464 6,27,260 4,93,321 32,154 5,25,475
Non Financial Liabilities
Current tax liabilities (net) 1,206 - 1,206 - - -
Provisions 13,447 2,060 15,507 9,389 1,525 10,914
Deferred tax liabilities - 8,894 8,894 - 8,260 8,260
Other non financial liabilities 2,465 - 2,465 2,972 - 2,972
17,118 10,954 28,072 12,361 9,785 22,146
Total Liabilities 6,04,914 50,418 6,55,332 5,05,682 41,939 5,47,621
Note 58: Revenue from contract with customers
The Company derives revenue primarily from the share broking business. Its other major revenue sources are the
Portfolio management fees and commission income and Interest income .
Disaggregate revenue information
The table below presents disaggregate revenues from contracts with customers for the year ended 31 March 2022
and 31 March 2021. The Company believes that this disaggregation best depicts how the nature, amount, timing and
uncertainty of revenue and cash flows are affected by market and other economic factors.
Nature of Services
(a) Broking Income - Income from services rendered as a broker is recognised upon rendering of the services, in
accordance with the terms of contract.
(b) Portfolio management fees and commission income - Fees for subscription based services are received
periodically but are recognised as earned on a pro-rata basis over the term of the contract. Commissions from
distribution of financial products are recognised upon allotment of the securities to the applicant or as the
case may be. Commissions and fees recognised as aforesaid are exclusive of goods and service tax, securities
transaction tax, stamp duties and other levies by SEBI and stock exchanges.
(c) Interest Income - Interest is earned on delayed payments from clients and amounts funded to them. Interest
income is recognised on a time proportion basis taking into account the amount outstanding from customers or
on the financial instrument and the rate applicable.
(d) Depository Income-Income from services rendered onbehalf of depository is recognised upon rendering of the
services, in accordance with the terms of contract.
Page No 224

2. Disaggregate revenue information

ended ended
31 March 2022 31 March 2021
Operating segment :
Portfolio management fees and commission income 18,605 10,157
Interest income 33,145 18,544
3. Nature, timing of satisfaction of the performance obligation and significant payment terms.
(i) Income from services rendered as a broker is recognised upon rendering of the services.
(ii) Fees for subscription based services are received periodically but are recognised as earned on a pro-rata
basis over the term of the contract.
(iii) Commissions from distribution of financial products are recognised upon allotment of the securities to the
applicant or as the case may be, on issue of the insurance policy to the applicant.
(iv) Interest is earned on delayed payments from clients and amounts funded to them as well as term deposits
with banks.
(v) Interest income is recognised on a time proportion basis taking into account the amount outstanding from
customers or on the financial instrument and the rate applicable.
(vi) Income from services rendered onbehalf of depository is recognised upon rendering of the services, in
accordance with the terms of contract.
The above services are point in time in nature, and no performance obligation remains once the transaction
is executed.
Fees for subscription based services are received periodically but are recognised as earned on a pro-rata
basis over the term of the contract, and are over the period in nature.
Note 59 : Assets pledged as security

The carrying amounts of assets pledged as security for borrowings are:
March 31 2022 March 31 2021
Financial assets
First charge
Receivables
Trade receivables 52,200 24,325
Loans
Floating charge
225 Page No

March 31 2022 March 31 2021
Investments - 560
Non-financial assets
First charge
Property, plant and equipment 39,864 52,209
Total assets pledged as security 1,32,864 1,10,094
Terms and conditions:
1. Investments, Trade receivables, Loans and Property, plant and equipments are pledge with Banks and NBFCs to
against borrowing facilities taken by the Group.
2. The margin of two times cover is provided against the loan facilities for pledge of MF/Shares/PMS Investments
and 1.33 times for Trade receivables and Property, plant and equipment.
Notes:

The Company does not have any charges or satisfaction which is yet to be registered with ROC beyond the statutory
period
Note 60 : Business Combinations

Compliance with approved Scheme of Arrangements

(a) The Board of Directors of the Company at its Meeting held on 24 December 2020 has, inter-alia, subject to
approval of shareholders of the Company and other applicable statutory and regulatory approvals including
the approval of Hon’ble National Company Law Tribunal, Mumbai Bench (“NCLT”), approved the Scheme of
Arrangement between Passionate Investment Management Private Limited (Ultimate Holding Company of
Motilal Oswal Financial Services Limited) (“the Transferor Company 1”) and MOPE Investment Advisors Private
Limited (“the Transferee Company 2” or “the Demerged Company 1” or “the Transferor Company 3”) and Motilal
Oswal Real Estate Investment Advisors Private Limited (“the Transferor Company 2”) and Motilal Oswal Real
Estate Investment Advisors II Private Limited (“the Demerged Company 2” or “the Transferor Company 4”)
and MO Alternate Investment Advisors Private Limited (erstwhile Motilal Oswal Fincap Private Limited) (“the
Resulting Company”) and Motilal Oswal Financial Services Limited (“the Transferee Company 1” or “the Holding
Company of the Resulting Company” or “the Company”) and their respective shareholders (“the Scheme”) under
Sections 230-232 of the Companies Act, 2013. Further, pursuant to the provisions of Regulation 37 of the SEBI
(Listing Obligations and Disclosure Requirements) Regulations, 2015, the Company has received No Objection
Certificate from Stock Exchanges and the Company has filed an application with Hon’ble NCLT. Pursuant to the
directions issued by Hon’ble NCLT, the Meeting of equity shareholders was scheduled on 16 December 2021 and
the Scheme was approved by shareholders with requisite majority. Consequently, the Hon’ble NCLT approved the
Scheme of Arrangement vide order dated 11 March 2022. The effect of the said Scheme was given on 30 March
2022 from the appointed date of 01 April 2020 by restating the financial statement for the year ended 31 March
2021.

(b) The accounting treatment of the said Scheme given in the books of accounts is in accordance with the Scheme
and in conformity with the accounting standards prescribed under section 133 of the Companies Act, 2013.
Further, figures for the year ended 31 March 2021 as shown above are the restated figures based on the audited
accounts of the Transferor, Transferee and Resulting Company.

Page No 226

Accounting treatment given in the books for the Scheme:

1. Amalgamation And Vesting Of Assets And Liabilities And Entire Business Of The Transferor Company 1
1.1 The Transferee Company 1 shall give effect to the amalgamation in its books of accounts as per the
applicable accounting principles prescribed under the Companies (Indian Accounting Standards) Rules,
2015 (Ind AS) notified under Section 133 of the Companies Act, 2013, as may be amended from time to time
and on the date determined in accordance with applicable Ind AS.
1.2 Upon effectiveness of the Scheme, the net assets of the Transferor Company 1 (excluding shares of the
Transferee Company 1 held by the Transferor Company 1 which shall get cancelled) will be reflected at fair
value as at the Effective Date.
1.3 The inter-company deposits/ inter-company loans and advances, if any, in the books of accounts of the
Transferee Company 1 and the Transferor Company 1 shall stand cancelled as at the Effective Date.
1.4 The difference, if any, being excess or deficit arising pursuant to the amalgamation, after giving effect to the
above adjustments, shall be accounted based on generally adopted accounting principles under Ind AS.
1.5 The Transferee Company 1 shall without any application or deed, issue and allot equity shares of face
value of Re. 1/- each, credited as fully paid up, to the extent indicated below, to the equity shareholders
holding fully paid up equity shares of the Transferor Company 1 and whose name appear in the register of
members of the Transferor Company 1 on the Record Date or to such of their respective heirs, executors,
administrators or other legal representatives or other successors in title as may be recognized by the Board
of Directors of the Transferor Company 1/ the Transferee Company 1.

The Transferee Company 2 shall account for the amalgamation in its books/ financial statements as per “”Pooling
of Interests Method”” under Appendix C of “”Indian Accounting Standard (Ind-AS)”” 103, Business Combinations
and any other relevant Ind AS notified under the Companies (Indian Accounting Standards) Rules, 2015, as
amended from time to time including as provided herein below:
2.1 The Transferee Company 2 shall record the assets and liabilities of the Transferor Company 2, transferred
to and vested in it at their respective carrying values as appearing in the books of the Transferor Company
2 in accordance with Para 9(iii) of Appendix C of Ind AS 103.
2.2 The Transferee Company 2 shall preserve the identity of the reserves of the Transferor Company 2 transferred
to and vested in it and shall record in its books in the same form in which they appear in the books of the
Transferor Company 2 and it shall be aggregated with the corresponding balance appearing in the financial
statements of the Transferee Company 2.
2.3 The shares held by theTransferee Company 2 in theTransferor Company 2 on the Effective Date shall be cancelled.
2.4 Loans and advances, receivables, payables and other dues outstanding between the Transferor Company 2 and
the Transferee Company 2 will stancancelled and there shall be no further obligation / outstanding in that behalf.
2.5 The difference between the net assets transferred to the Transferee Company 2 pursuant to Clause 2.1 as
reduced by Reserves recorded in the Transferee Company 2 pursuant to Clause 2.2 and after giving effect
Clause 2.3 and 2.4, the difference shall be adjusted against Capital Reserve of the Transferee Company 2.
227 Page No

2.6 In case of any difference in accounting policy between the Transferor Company 2 and the Transferee
Company 2, the accounting policies followed by the Transferee Company 2 shall prevail and the difference
till the Appointed Date will be quantified and adjusted as per Ind AS, to ensure that the financial statements
of Transferee Company 2 reflects the financial position on the basis of consistent accounting policy.
2.7 The Transferor Company 2 is a wholly owned subsidiary of the Transferee Company 2 and therefore on
amalgamation of the Transferor Company 2 into the Transferee Company 2 there shall be no issue of shares
by the Transferee Company 2 in this regard as consideration.”

3. Demerger of The Fund Management Undertaking 1 From The Demerged Company 1 Into The Resulting
Company
3.1 The Demerged Company 1 shall account for the Scheme from the Appointed Date in its books/ financial
statements upon receipt of all relevant/ requisite approvals for the Scheme, in accordance with applicable
Indian Accounting Standards (Ind-AS) notified under the Companies (Indian Accounting Standards) Rules,
2015, as amended from time to time including as provided herein below:
Accounting treatment in the books of the Demerged Company 1
3.1.1 The Demerged Company 1 shall reduce the carrying value of assets and liabilities pertaining to the Fund
Management Undertaking 1, transferred to and vested in the Resulting Company from the carrying value of
assets and liabilities as appearing in its books.
3.1.2 Loans and advances, receivables, payables and other dues outstanding between the Demerged Company
1 and the Resulting Company relating to the Fund Management Undertaking 1 will stand cancelled and there
shall be no further obligation / outstanding in that behalf.
3.1.3 The Demerged Company 1, as on the Appointed Date, shall transfer the balances of all the reserves to the
Resulting Company, in the proportion of the net assets transferred to the Resulting Company and the net
assets retained by the Demerged Company 1 (“”Transferred Reserves””).
3.1.4 The difference, being the excess of carrying value of assets over the carrying value of liabilities transferred
pursuant to Clause 3.1.1 and after giving effect to clause 3.1.2 and clause 3.1.3 above shall be adjusted to
the other equity of the Demerged Company 1.
Accounting treatment in the books of the Holding Company of the Resulting Company
3.1.5 The Holding Company of the Resulting Company shall credit its share capital with the aggregate face value
of the equity shares issued and corresponding debit shall be made to Investment in Resulting Company
Account.

4. Amalgamation Of The Transferor Company 3 With The Transferee Company 1
4.1 The Transferee Company 1 shall record the assets and liabilities of the Transferor Company 3, transferred to
and vested in it at their respective carrying values as appearing in the books of the Transferor Company 3 in
accordance with Para 9(iii) of Appendix C of Ind AS 103.
Page No 228

4.3 The shares held by the Transferee Company 1 in the Transferor Company 3 on the Effective Date shall be
cancelled.
4.4 The Transferee Company 1 shall credit to its share capital in its books the aggregate face value of the equity
shares issued by it to shareholders of the Transferor Company 3.
4.5 Loans and advances, receivables, payables and other dues outstanding between the Transferor Company 3
and the Transferee Company 1 will stand cancelled and there shall be no further obligation / outstanding in
that behalf.
4.5.1 The difference between the net assets transferred to the Transferee Company 1 pursuant to Clause 4.1 as
to Clause 4.3 to 4.5, the difference shall be adjusted against Capital Reserve of the Transferee Company 1.

4.7 Upon the Scheme becoming effective and upon the amalgamation of the Transferor Company 3 with the
Transferee Company 1 in terms of this Scheme, the Transferee Company 1 shall without any application or
deed, issue and allot New Equity Shares of face value of Re. 1/- each, credited as fully paid up, to the extent
indicated below, to the equity shareholders holding fully paid up equity shares of the Transferor Company 3
(except shares held by the Transferee Company 1) and whose name appear in the register of members of
the Transferor Company 3 on the Record Date or to such of their respective heirs, executors, administrators
or other legal representatives or other successors in title as may be recognized by the Board of Directors of
the Transferee Company.

5. Demerger Of The Fund Management Undertaking 2 From The Demerged Company 2 Into The Resulting
Company
5.1. The Demerged Company 2 shall account for the Scheme from the Appointed Date in its books/ financial
5.1.1 The Demerged Company 2 shall reduce the carrying value of assets and liabilities pertaining to the Fund
Management Undertaking 2, transferred to and vested in the Resulting Company from the carrying value of
assets and liabilities as appearing in its books.
5.1.2 Loans and advances, receivables, payables and other dues outstanding between the Demerged Company 2
and the Resulting Company relating to the Fund Management Undertaking 3 will stand cancelled and there
shall be no further obligation / outstanding in that behalf.
229 Page No

5.1.3 The Demerged Company 2, as on the Appointed Date, shall transfer the balances of all the reserves to the
Resulting Company, in the proportion of the net assets transferred to the Resulting Company and the net
assets retained by the Demerged Company 2 (“”Transferred Reserves””).
5.1.4 The difference, being the excess of carrying value of assets over the carrying value of liabilities transferred
pursuant to Clause 5.1.1 and after giving effect to clause 5.1.2 and clause 5.1.3 above shall be adjusted to
the other equity of the Demerged Company 2.
5.2 The Holding Company of the Resulting Company shall account for the Scheme in its respective books/
financial statements upon receipt of all relevant/ requisite approvals for the Scheme, in accordance
with applicable Indian Accounting Standards (Ind-AS) notified under the Companies (Indian Accounting
Standards) Rules, 2015, as amended from time to time including as provided herein below:
The Holding Company of the Resulting Company shall credit its share capital with the aggregate face value
of the equity shares issued pursuant to Clause 52 of this Scheme and corresponding debit shall be made to
Investment in Resulting Company Account.
5.3 Upon the Scheme becoming effective, i.e., on amalgamation of the Transferor Company 3 with the Transferee
Company 1, the Demerged Company 2 will become a subsidiary of the Holding Company of the Resulting
Company.
Upon the Scheme becoming effective and upon the demerger of the Fund Management Undertaking 2 of
the Demerged Company 2 into the Resulting Company in terms of this Scheme, the Holding Company of the
Resulting Company shall without any application or deed, issue and allot New Equity Shares of face value
of Re. 1/- each, credited as fully paid up, to the extent indicated below, to the equity shareholders holding
fully paid up equity shares of the Demerged Company 2 (except shares held by the Holding Company of the
Resulting Company) and whose name appear in the register of members of the Demerged Company 2 on
the Record Date or to such of their respective heirs, executors, administrators or other legal representatives
or other successors in title as may be recognized by the Board of Directors of the Demerged Company 2/
the Holding Company of the Resulting Company.”

6.1. The Transferee Company 1 shall record the assets and liabilities of the Transferor Company 4, transferred
6.2. The Transferee Company 1 shall preserve the identity of the reserves of the Transferor Company 4 transferred
6.3. The shares held by the Transferee Company 1 in the Transferor Company 4 on the Effective Date shall be
cancelled.
Page No 230

6.4. The Transferee Company 1 shall credit to its share capital in its books the aggregate face value of the equity
shares issued by it to shareholders of the Transferor Company 4 pursuant to Clause 62 of this Scheme.
6.5. Loans and advances, receivables, payables and other dues outstanding between the Transferor Company 4
that behalf.
6.6. The difference between the net assets transferred to the Transferee Company 1 pursuant to Clause 6.1 as
reduced by Reserves recorded in the Transferee Company 1 pursuant to Clause 5.6 and after giving effect to
Clause 6.3 to 6.5, the difference shall be adjusted against Capital Reserve of the Transferee Company 1.”

6.7. In case of any difference in accounting policy between the Transferor Company 4 and the Transferee
6.8. Upon the Scheme becoming effective, i.e., on amalgamation of the Transferor Company 3 with the Transferee
Company 1, the Transferor Company 4 will become a subsidiary of the Transferee Company 1.
Upon the Scheme becoming effective and upon the amalgamation of the Transferor Company 4 with the
the Transferee Company 1.”

Additional disclosures

c) Voting interest accquired

• Amalgamation of Passionate Investment Management Private Limited (PIMPL) with Motilal Oswal Financial
Services Limited (“the Company”) and consequently equity shares were issued by the Company to the
shareholders of PIMPL.

• Post the demerger of MOPE Investment Advisors Private Limited (MOPE) it got merged with the Company
and consequently equity shares were issued by the Company to the shareholders of MOPE

• Post the demerger of Motilal Oswal Real Estate Investment Advisors II Private Limited (MORE II) it got
merged with the Company and consequently equity shares were issued by the Company to the shareholders
of MORE II.

d) Reason for business combination

• Business Combination will lead to clear cut and straight forward shareholding structure and eliminating
needless layers of shareholding tiers and at the same time demonstrate the Promoter Group’s direct
commitment and engagement and improve the confidence of all shareholders.

• Concentrated management focus on the business in a more professional manner.

231 Page No

• Develop combined long-term corporate strategies and financial policies.

• Operational rationalization, organizational efficiency and optimal utilization of resources.

• From a governance perspective and keeping in mind amendments as per Section 2(87) and Section 186 of
the Companies Act, 2013, group intends to reduce the three-layers and simplify the corporate structure.

• Reduced layer of entities shall enhance flexibility to incorporate subsidiaries and/or acquire companies or
any other body corporates with controlling stake as per their business strategies.

e) Acquistion date & date of control:- 01 April 2020

f) Consideration transferred

• To the shareholders of the Passionate Investment Management Private Limited –
8,49,21,363 fully paid up equity shares of the face value of Re. 1/- each of Motilal Oswal Financial Services
Limited shall be issued and allotted to the equity shareholders of the Passionate Investment Management
Private Limited in the proportion of their holding in the Company.

• To the shareholders of the MOPE Investment Advisors Private Limited –
14,72,445 fully paid up equity shares at Rs.636.10/- each of the Company shall be issued and allotted to the
equity shareholders of MOPE Investment Advisors Private Limited

• To the shareholders of the Motilal Oswal Real Estate Investment Advisors II Private Limited –
3,96,000 fully paid up equity shares at Rs.636.10/- each of Motilal Oswal Financial Services Limited shall be
issued and allotted to the equity shareholders of Motilal Oswal Real Estate Investment Advisors II Private
Limited
g) Identiable assets acquired and liabilities assumed
Particulars As at March Adjustments on account of As at April 01

31 2021 amalgamation 2021
As per signed (Restated)
annual report
PIMPL MORE II MOPE
Assets
Financial Assets
Cash and Cash Equivalent 57,017 6 - - 57,023
Bank balance other than cash and 2,14,745 99 - - 2,14,844
cash equivalent above
Trade Receivables 61,197 14 150 250 61,611
Investments 3,86,310 - 2,415 5,625 3,94,350
Other Financial Assets 66,192 31 - - 66,223
Non Financial Assets
Current Tax Asset 2,355 374 - - 2,729
Page No 232

Particulars As at March Adjustments on account of As at April 01

31 2021 amalgamation 2021
annual report
PIMPL MORE II MOPE
Other Non Financial Assets 2,494 1 - - 2,495
Liabilities
Other Financial Liabilities 37,739 2 - - 37,741
Non Finance Liabilities
Deffered tax Liability (net) 7,812 (21) 127 341 8,260
Other Non Financial Liabilities 2,976 (4) - - 2,972
Equity
Equity Share Capital 1,466 19 - - 1,485
Other Equity 3,51,673 548 2,438 5,515 3,60,173
h) Acquisition-related costs

i) Recognised as an expense in the statement of P&L
Nature of Expense Year ended Year ended Expense head Note number
31 March 2022 31 March 2021" reference
Legal and Professional Fees - 33 Other Expense Note 37
Filing and Listing Fees - 8 Other Expense Note 37
ii) Not recognised as an expense in the statement of P&L

Transferor Company 1 i.e. Provision for stamp duty amounting to Rs. 3,000 lakhs towards the issuance of shares
to the shareholders of PIMPL (i.e. promoters) has been adjusted (net of income tax benefit of Rs. 2,245 lakhs)
from the free reserves of the Company. This treatment has been carried out in the financial statements as per
the requirement of para 37 of Ind AS 32 “Financial Instruments: Presentation”, which states that the transaction
costs of an equity transaction are accounted for as a deduction from equity (net of any related income tax benefit).
i) Non-controlling interest

Amount of Non-controlling interest in the acquiree at the acquisition date is Rs.11,885 lakhs. The Discounted
Cash Flow (DCF) technique was used for valuation of Non controlling interest. All identified assets acquired, and
liabilities assumed on the date of merger were recorded at their fair value.

j) Revenue & Profit or loss of the acquiree included in P&L

Name of the Entities Year ended 31 March 2022 Year ended 31 March 2021
Revenue PAT Revenue PAT
Transferor Company 1 - PIMPL 102 58 307 482
Demerged Company 1 - MOPE 1,349 1,201 2,615 2,363
Demerged Company 2 - MORE II 514 455 1,110 983
233 Page No

k) Combined Revenue & Profit or loss of the merged entity
Holding Company - MOFSL 2,61,144 70,682 2,22,462 75,067
l) Nature of business of the combining entities
Name of combining entities General nature of business of combining entities

Transferor Company 1 - PIMPL Stock Broking services
Demerged Company 1 - MOPE Investment Manager of Private Equity funds
Demerged Company 2 - MORE II Investment Manager of Real Estate funds
m) Description and number of shares issued, together with the % of each entity’s equity shares exchanged to
effect the business combination
Name of combining entities Description of Number of shares % of entity’s equity

shares issued issued share exchanged to
extent of business
combination
Shareholders of Transferor Company 1 - Equity Shares 8,63,74,063 57.94%
PIMPL
Demerged Company 1 - MOPE Equity Shares 9,06,120 0.61%
Transferor Company 3 - MOPE Equity Shares 5,66,325 0.38%
Demerged Company 2 - MORE II Equity Shares 3,72,000 0.25%
Transferor Company 4 - MORE II Equity Shares 24,000 0.02%
n) The amount of any difference between the consideration and the value of net identifiable assets acquired and
the treatment thereof : Nil
Note 61 : Corporate social responsibility

ended ended
31 March 2022 31 March 2021
(a) Total amount required to be spent during the year 684 813
(b) Total amount of expenditure incurred during the year 684 870
(c) Shortfall at the end of the year - -
(d) Total amount of previous years shortfall - -
(e) Reason for shortfall NA NA
(f) Nature of CSR activities Refer Note 1
(g) Details of related party transactions Refer Note 3
(h) Where a provision is made with respect to a liability incurred by entering NA NA
into a contractual obligation, the movements in the provision during the
year should be shown separately
Notes:

1. The Company undertakes the following activities in the nature of Corporate social responsibility (CSR):
Page No 234

a. Promoting education, including special education and employment enhancing vocational skills, especially
among children, women, and elderly, contribution to COVID relief program, PM cares fund;

b. Promotion of health care, including preventive health care and sanitation;

c. Measures for the benefit of armed forces veterans, war widows, and their dependents;
d. Ensuring environmental sustainability, ecological balance, protection of flora and fauna, animal welfare,
agroforestry, conservation of natural resources.

2. Amount of Rs. Nil (Previous Year : Rs.400 lakhs) has been spent by the Company for the construction/ acquisition
of a new asset.

3. Contribution of Rs. 616 lakhs (Previous year Rs. 788 lakhs ) to Motilal Oswal Foundation which is classified as
related party under Ind AS 24- “ Related Party Disclosures”

Note 62. The Company does not have any material transactions with the companies struck off under section 248 of
Companies Act, 2013 or section 560 of Companies Act, 1956 during the year ended 31 March 2022 and 31 March
2021.

Note 63: Additional regulatory information required under (WB) (xvi) of Division III of Schedule III amendment,
disclosure of ratios, is not applicable to the Company as it is in broking business and not an NBFC registered under
Section 45-IA of Reserve Bank of India Act, 1934.

Note 64: Negative price settlement of Futures April West Texas Intermediate(WTI) Contract

Exceptional item in the year ended 31 March 2021 comprises of bad debts of Rs. 8,810 Lakhs on account of
outstanding dues from client towards settlement obligation. MCX vide its circular dated 21 April 2020 has considered
the negative price for settlement of futures contract on expiry. Thus the customers who entered on the buy side of
the contract had to settle for negative price on expiry. While entering into the contract, the customers were required
to pay only the margin as was required by the exchange including mark to market losses. Since MCX has effected
the settlement of such contract upon expiry at negative price, the client’s account was debited with above amount as
settlement obligation on account of negative price settlement in respect of its outstanding contract. Since the client
have defaulted to honour the settlement obligation required by MCX, Company has paid the said amount to MCX on
behalf of its clients. For recovering the said amount from client, Company has filed an arbitration claim for recovery
of outstanding dues, against the clients before Arbitral Tribunal of MCX, and the Company has received arbitration
awards amounting to Rs. 8,676 Lakhs in its favour. However the clients have filed an appellate arbitrations before
Appellate Arbitral Tribunal of MCX, challenging the awards passed in favour of the Company. Client’s appeal has been
dismissed vide order dated 25 October 2021. The client has filed an application u/s 34 of Arbitration Act to challenge
the Award of Appellate Arbitral Tribunal and the same is currently pending. Further, the Company has filed petition
u/s 9 of Arbitration Act before the courts and the courts have directed the clients not to dispose of their assets till the
next date of hearing.

Note 65: The Code on Social Security, 2020 (‘Code’) relating to employee benefits during employment and post-
employment benefits received Presidential assent in September, 2020. The Code has been published in the Gazette
of India. However, the date on which the Code will come into effect has not been notified and the final rules/
interpretation have not yet been issued. The Company will assess the impact of the Code when it comes into effect
and will record any related impact in the period the Code becomes effective.
235 Page No
Note 66: The amounts reflected as “0” in the financial information are values with less than rupees fifty
thousands.
Note 67: Previous year figures have been regrouped/reclassified wherever necessary.
As per our attached report of even date
Sd/- Sd/- Sd/-

Sd/- Sd/-
Page No 236
ANNUALREPORT
ANNUAL REPORT2021-22
2021-22
CONSOLIDATED
FINANCIAL
STATEMENTS
237 Page No
000 Page No
K
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INDEPENDENT AUDITOR’S REPORT

To
The Members of
Opinion
1. We have audited the accompanying consolidated financial statements of Motilal Oswal Financial Services
Limited (the “Holding Company”) and its subsidiaries (Holding company and its subsidiaries together referred
to as the “Group”) and its associate for the year ended March 31, 2022 attached herewith, which comprise the
Consolidated Balance Sheet as at 31 March 2022, the Consolidated Statement of Profit and Loss (including Other
Comprehensive Income), the Consolidated Cash Flow Statement and the Consolidated Statement of Changes
in Equity for the year then ended, and a summary of the significant accounting policies and other explanatory
information.
2. In our opinion and to the best of our information and according to the explanations given to us and based on
the consideration of reports of the other auditors on separate audited financial statements and on the other
financial information of the subsidiaries and associate, the aforesaid consolidated financial statements give
the information required by the Companies Act, 2013 (the “Act”) in the manner so required and give a true and
fair view in conformity with the accounting principles generally accepted in India including Indian Accounting
Standards (“Ind AS”) specified under section 133 of the Act, of the consolidated state of affairs of the Group
and its associate as at 31 March 2022, and their consolidated profit (including other comprehensive income),
consolidated cash flows and the consolidated changes in equity for the year ended on that date.
Basis for Opinion
3. We conducted our audit of the financial statements in accordance with the Standards on Auditing (SA’s)
specified under Section 143(10) of the Act. Our responsibilities under those Standards are further described in
the Auditor’s Responsibilities for the Audit of the Consolidated Financial Statement section of our report. We
are Independent of the Group and its associate in accordance with the Code of Ethics issued by the Institute of
Chartered Accountants of India (the “ICAI”) together with the ethical requirements that are relevant to our audit
of the financial statements under the provisions of the Act, 2013 (“the Act”) and the Rules thereunder, and we
have fulfilled our other ethical responsibilities in accordance with these requirements and the Code of Ethics.
We believe that the audit evidences obtain by us and by other auditor in terms of their reports referred to in the
paragraph 18 of other matter section below, is sufficient and appropriate to provide a basis for our opinion.
Emphasis of Matter
4. We draw your attention to Note 42 of the consolidated financial results, as regards the management’s assessment
of the financial impact due to restrictions and conditions related to COVID-19 pandemic situation in respect of
one of the subsidiary Company.
Our opinion is not modified in respect of this matter.
Key Audit Matters
5. Key audit matters are those matters that, in our professional judgment and based on the consideration of the
reports of the other auditors on separate financial statements and on the other financial information of the
subsidiaries and associate, were of most significance in our audit of the consolidated financial statements
of the current year. These matters were addressed in the context of our audit of the consolidated financial
statements as a whole, and in forming our opinion thereon, and we do not provide a separate opinion on these
matters.
239 Page No

6. We have determined the matters described below to be the key audit matters to be communicated in our report.
No.
1. Impairment of loans and advances to customers Our Audit Approach:
Refer to the accounting policies in “Note 2.9 (ii) to the Our audit approach was a combination of test of internal
financial statements: Impairment”, “Note 3 (b) to the controls and substantive procedures which included the
consolidated Financial Statements: Significant Accounting following:
Policies - use of estimates and judgement” and “Note 7 to
a) Testing the design and effectiveness of internal controls
the consolidated Financial Statements: Loans”
over the following:
As at March 31, 2022, Motilal Oswal Home Finance Limited
(‘MOHFL’) has reported the carrying value of loan assets  key controls over the completeness and accuracy of the
measured at amortised cost, aggregated Rs. 3,43,455 lakhs key inputs, data and assumptions into the Ind AS 109
(net of allowance of ECL Rs. 8,533 lakhs). impairment models.
The estimation of ECL on financial instruments involves  key controls over the application of the staging criteria
significant judgement and estimates. As part of our risk consistent with the definitions applied in accordance
assessment, we determined that the allowance for ECL on with the policy approved by the Board of Directors
loan assets has a high degree of estimation uncertainty, with including the appropriateness of the qualitative factors.
a potential range of reasonable outcomes for the financial
 management’s controls over authorisation and
statements.
calculation of post model adjustments and management
The elements of estimating ECL which involved increased overlays to the output of the ECL model.
level of audit focus are the following:
b) Also, for a sample of ECL allowance on loan assets
a) Data inputs - The application of ECL model requires tested:
several data inputs.
 Sample testing over key inputs, data and assumptions
b) Model estimations – Inherently judgmental models impacting ECL calculations to assess the completeness,
are used to estimate ECL which involves determining accuracy and relevance of data, reasonableness of
Probabilities of Default (“PD”), Loss Given Default economic forecasts, weights, and model assumptions
(“LGD”), and Exposures at Default (“EAD”). The PD and applied.
the LGD are the key drivers of estimation complexity in
the ECL and as a result are  we evaluated reasonableness of LGD estimates by
comparing actual recoveries post the loan asset
c) considered the most significant judgmental aspect of becoming credit impaired with estimates of LGD; and
the Company’s modelling approach.
 we tested the mathematical accuracy and computation
d) Qualitative and quantitative factors used in staging the of the allowances by using the same input data used by
loan assets measured at amortised cost. the Company.
e) Economic scenarios – Ind AS 109 requires the Company c) We also evaluated the adequacy of the adjustment after
to measure ECLs on an unbiased forward-looking stressing the inputs used in determining the output as
basis reflecting a range of future economic conditions. per the ECL Model and ensured that the adjustment was
Significant management judgement is applied in in conformity with the amount approved by the Audit
determining the economic scenarios used and the Committee.
probability weights applied to them especially when
considering the current uncertain economic environment d) Testing management’s controls on compliance with
arising from ongoing COVID-19 pandemic. disclosures to confirm the compliance with the provisions
of relevant provisions of Ind AS 109 and the RBI.
f) Adjustments to model driven ECL results to address
emerging trends. e) Evaluating the appropriateness of the Company’s Ind AS
109 impairment methodologies and reasonableness of
assumptions used, including management overlays.
f) For models which were changed or updated during the

year, evaluating whether the changes were appropriate
by assessing the updated model methodology.
Page No 240

No.
g) The reasonableness of the Company’s considerations of
the impact of the current ongoing economic environment
due to COVID-19 on the ECL determination.
h) Read and assessed the disclosures included in the Ind AS

financial statements in respect of expected credit losses
with the requirements of Ind AS 107 and Ind AS 109.
2. Information Technology (IT) Systems and Controls Our Audit Approach:
The Motilal Oswal Financial Services Limited and Motilal Our audit approach was a combination of test of internal
Oswal Home Finance Limited key financial accounting and controls and substantive procedures which included the
reporting processes are highly dependent on the automated following:
controls over the Company’s information systems, such
that there exists a risk that gaps in the IT general control General IT controls design, observation and operation:
environment could result in a misstatement of the financial
 Tested key controls operating over the information
accounting and reporting records. Accordingly, we have
technology in relation to financial accounting and
considered user access management, segregation of
reporting systems, including system access and system
duties and controls over system change over key financial
change management, program development and
accounting and reporting systems, as a key audit matter.
computer operations.
User access controls operation:
 Obtained management’s evaluation of the access rights

granted to applications relevant to financial accounting
and reporting systems and tested resolution of a sample
of expectations.
 Further, we assessed the operating effectiveness of

controls over granting, removal and appropriateness of
access rights.
Application controls:
 We tested the design and operating effectiveness of

automated controls critical to financial accounting and
reporting.
 For any identified deficiencies, tested the design and

operating effectiveness of compensating controls and,
where necessary, extended the scope of our substantive
audit procedure.
3. Valuation of equity investments carried at fair value Refer Our audit procedures in relation to valuation of investment
note 2.6 for significant accounting policies and note 54 for with the involvement of our valuation experts included, but
financial disclosures were not limited to, the following:
As at 31 March 2022, the Company held investment in Design/Controls:

Shubham Housing Development Finance Company Private
Limited amounting to Rs. 67.97 crores which represents  Obtained a detailed understanding of the management’s
0.63 % of the total assets of the Company as at 31 March process and controls for determining the fair valuation
2022. of this investment. The understanding was obtained by
performance of walkthroughs which included inspection
This investment is not traded in the active market. The fair of documents produced by the Company and discussion
valuation of this investment is determined by a management with those involved in the process of valuation;
appointed independent valuation expert based on
discounted cash flow method. The process of computation  Evaluated the design and the operational effectiveness of
of fair valuation of investment includes use of unobservable relevant key controls over the valuation process, including
inputs and management judgements and estimates which the Company’s review and approval of the estimates
are complex. and assumptions used for the valuation including key
authorization and data input controls, independent price
verification performed by the management expert and
model governance and valuation.
241 Page No

No.
The key assumptions underpinning management’s Substantive tests:
assessment of fair value of this investment, includes
application of liquidity discounts; calculation of discounting  Assessed the appropriateness of the valuation
rates and the estimation of projections of revenues, methodology used for the of this investment in
projections of future cash flows and growth rates. The accordance with the Company’s policy and tested the
valuation of this investment was considered to be one of the mathematical accuracy of the management’s model
areas which required significant auditor attention on and was adopted;
one of the matters of most significance in the standalone
financial statements due to the materiality of total value of  Obtained the valuation report from management’s expert
investment to the standalone financial statements and the and assessed the expert’s competence, objectivity and
complexity involved in the valuation of this investment. independence in performing the valuation of these
investments;
 Assessed the appropriateness of the valuation model

used by the management and the assumptions used
relating to projected cash flows and the discounting
factor.
 Ensured the appropriateness of the carrying value of

these investments in the financial statements and the
gain or loss recognised in the financial statements as a
result of such fair valuation; and
 Ensured the appropriateness and adequacy of disclosures

in accordance with the applicable accounting standards.
7. The auditors Aneel Lasod and Associates, Chartered Accountants, of Motilal Oswal Commodities Broker Private
Limited (MOCBPL) vide their audit report dated April 25, 2022, have expressed an unmodified opinion on the
financial statements. Based on consideration of their report and information submitted by them, we have
reproduced the matter described below to be the key audit matter to be communicated in our report.
Key Audit Matters Audit Procedures performed

Legal & Regulatory Risk: Following are the areas where risks are assessed &
procedures were followed.
Refer Note 6 point 3 of the Consolidated financial
• Recording of Receivables & Dues - NSEL: After
statements
scrutinising the books of accounts and discussion
with the management it has been found that the
amounts receivable from NSEL (Exchange) and due
to the clients have direct nexus and MOCBPL has the
role of a broker only. Hence, the amount receivable
from Exchange has not been provided for Doubtful
debts as they are directly payable to the Clients.
• Impact of SEBI order on the MOCBPL business:

The Company has already ceased its Commodity
Broking business from April 2018. Also, the order of
SEBI signifies that MOCBPL’s registration application
as Commodities Broker may be rejected; however the
management doesn’t plan to continue its Commodities
Broking business under the company (MOCBPL). The
company has also filed an appeal against the order of
SEBI before the Securities Appellate Tribunal (SAT) &
the same is currently pending.
Page No 242

Key Audit Matters Audit Procedures performed
Following default at National Spot Exchange Limited
(‘NSEL’) in 2012 and initial investigations by Economic • MOCBPL may have to refund the brokerage charged
Offences Wing (EOW) and complaints received from from the clients against which the management has
investors against the broker of the now defunct spot already made provision in the books of accounts.
exchange, NSEL and EOW in March and April 2015 had
requested SEBI to take appropriate actions. However, Our procedures with respect to approaching the KAM:
In EOW report there was no allegation against Motilal
Oswal Commodities Broker Private Limited (MOCBPL). – Enquiring with Accounts and Finance Team: We have
discussed with Finance team, Management and have
In this manner, SEBI has issued Show Cause Notice to scrutinised books of account.
MOCBPL in financial year i.e. 2017-18 relating to NSEL
Scam, for which management has replied accordingly. – Assessing management’s conclusions and ensuring
that updates regarding the manner are informed to
SEBI vide its order dated 22nd February 2019, rejected us on timely basis.
MOCBPL’s registration application on the grounds that it
is not fi t and proper person to hold, directly or indirectly, Our results: Based on the above procedures, whilst
the certificate of registration as commodity derivatives noting the inherent uncertainty with such legal matters,
broker. we concluded treatment of the matter as satisfactory.
8. The auditors Shah & Savla LLP Chartered Accountants, of Motilal Oswal Finvest Limited vide their audit report
dated April 27, 2022, have expressed an unmodified opinion on the financial statements. Based on consideration
of their report and information submitted by them, we have reproduced the matter described below to be the key
audit matter to be communicated in our report.
Key Audit Matter Principal audit procedures performed

1. Information Technology system for the financial Our key audit procedures were relying on the work
reporting process carried out by the IT specialists audit team, but were
not limited to, the following:
The Company is highly dependent on its information
technology (IT) systems for carrying on its operations • Obtained an understanding of the Company’s IT
which require large volume of transactions to be environment and conducted risk assessment and
processed on a daily basis. Further, the Company’s identified IT applications, databases and operating
accounting and financial reporting processes are systems that are relevant to our audit. Also, obtained
dependent on the automated controls enabled by IT an understanding of key automated controls
systems which impacts key financial accounting and operating over such identified IT applications; For
reporting items such as Interest income, Loan Balance, deficiencies identified if any by the IT specialist,
Non Performing Assets amongst others. The controls specialist team tested compensating controls or
implemented by the Company in its IT environment performed alternative procedures.
determine the integrity, accuracy, completeness and
validity of data that is processed by the applications
and is ultimately used for financial reporting.
Accordingly, since our audit strategy has focused on
key IT systems and controls due to pervasive impact
on the financial statements and performing testing of
automated process controls and General controls; we
have determined the same as a key audit matter for
current year audit.
243 Page No

2. Impairment of loans Principal audit procedures performed
Ind AS 109, Financial Instruments requires the a) Assessed and tested the design and operating
Company to provide for impairment of its financial effectiveness of key internal financial controls over
assets using the expected credit loss (‘ECL’) approach the loan impairment process used to calculate the
which involves estimates for probability of loss on the impairment
financial assets over their life, unless there has been
no significant increase in credit risk since origination, b) Assessed the critical assumptions used by the
in which case, the allowance is based on the 12- management for expected credit losses as at 31
month ECL, considering reasonable and supportable March 2021.
information about past events, current conditions and
c) Assessed the assumptions used by the Company
forecasts of future economic conditions which could
for grouping and staging of loan portfolio into
impact the credit quality of the Company’s financial
various categories and default buckets based on
assets. In this process, substantial judgement has
their past-due status and other qualitative factors
been applied by the management in assessing
identified by the management which indicate
the ‘significant increase in credit risk’ in respect of
significant increase in credit risk. For a sample of
following matters:
exposures, we tested the appropriateness of such
a) The Company has grouped its loan portfolio based staging.
on days past due and other qualitative criteria
d) Understood and checked the key data sources
as mentioned in the Credit-risk section. Loans
and assumptions for data used in the ECL model
grouped under a particular category are assumed
used by the Company to determine impairment
to represent a homogenous pool thereby expected
provisions.
to demonstrate similar credit characteristics.
e) On sample basis tested the completeness and
b) Staging of loans and estimation of behavioral life.
accuracy of the input data used and agreed the
c) Estimation of expected loss from historical data with the underlying books of accounts and
observations. records.
d) Estimation of losses in respect of those groups of Tested the arithmetical accuracy of computation of
loans which had no/ minimal defaults in the past. ECL provision performed by the Company.
Considering the significance of above model for

impairment to the overall financial statements and the
degree of management’s estimates and judgments
involved including the regulatory announcement
of moratorium facility and restructuring facility for
eligible customers, this area required significant
auditor attention to test such complex accounting
estimates. Therefore, we have determined this to be a
key audit matter for the current year audit
3. Management estimates impairment provision using We examined Board Policy that address policies,
Expected Credit loss model for the loan exposure procedures and controls for assessing and measuring
as per the Board approved policy which is in line credit risk on all lending exposures, commensurate
with Ind AS and the Regulations. Measurement of with the size, complexity and risk profile specific to
loan impairment involves application of significant the borrowers.
judgement by the management. The most significant
We evaluated the design and operating effectiveness
judgements are
of controls across the processes relevant to ECL,
including the judgements and estimates.
Page No 244

a) Timely identification and classification of the
impaired loans, including classification of assets We tested the completeness of loans and advances
to stage 1, 2, or 3 using criteria in accordance with included in the Expected Credit Loss calculations as
Ind AS 109 which also include considering the of March 31, 2022 by reconciling it with the balances
impact of RBI’s regulatory circulars, as per loan balance register as on that date.
b) The segmentation of financial assets when their

We tested assets in stage 1, 2 and 3 on sample basis
ECL is assessed on a collective basis
to verify that they were allocated to the appropriate
c) Determination of probability of defaults (PD) and stage.
loss given defaults (LGD) based on the default
history of loans, subsequent recoveries made and
other relevant factors and
d) Assessment of qualitative factors having an impact

on the credit risk.
Information other than the Consolidated Financial Statements and Auditor’s Report thereon
9. The Holding Company’s Board of Directors is responsible for the preparation of the other information. The other
information comprises the information included in the Report on Corporate Governance (but does not include
the Consolidated Financial Statements and our auditor’s report thereon) which we obtained prior to the date
of this auditor’s report and Board’s Report, Management Discussion and Analysis and Business Responsibility
Report, which is expected to be made available to us after that date.
Our opinion on the consolidated financial statement does not cover the other information and we do not express
any form of assurance conclusion thereon.
In connection with our audit of the consolidated financial statements, our responsibility is to read the other
information identified above when it becomes available and, in doing so, consider whether the other information
is materially inconsistent with the Consolidated Financial Statements or our knowledge obtained in the audit, or
otherwise appears to be materially misstated.
When we read the other information included in the above reports, if we conclude that there is material
misstatement therein, we are required to communicate the matter to those charged with governance and
determine the actions under the applicable laws and regulations.
Responsibilities of Management and Those Charged with Governance for the Consolidated Financial Statements
10. The Holding Company’s Board of Directors is responsible for the matters stated in section 134(5) of the Act with
regard to the preparation and presentation of these consolidated financial statement that give a true and fair
view of the consolidated financial position, consolidated financial performance including other comprehensive
income, consolidated changes in equity and consolidated cash flows of the Group including its associate in
accordance with the accounting principles generally accepted in India, including the Ind AS specified under
section 133 of the Act. The respective Board of Directors/management of the companies included in the Group
are responsible for maintenance of adequate accounting records in accordance with the provisions of the Act
for safeguarding of the assets of the Company and for preventing and detecting frauds and other irregularities;
selection and application of appropriate accounting policies; making judgments and estimates that are
reasonable and prudent; and design, implementation and maintenance of adequate internal financial controls,
that were operating effectively for ensuring the accuracy and completeness of the accounting records, relevant
to the preparation and presentation of the consolidated financial statements that give a true and fair view and
are free from material misstatement, whether due to fraud or error, which have been used for the purpose of
preparation of the consolidated financial statements by the Directors of the Holding Company, as aforesaid.
245 Page No

11. In preparing of these consolidated financial statements, the respective Board of Directors/ Management of
the companies included in the Group and of its associate are responsible for assessing the Group’s ability to
continue as a going concern, disclosing, as applicable, matters related to going concern and using the going
concern basis of accounting unless management either intends to liquidate the Group or to cease operations, or
has no realistic alternative but to do so.
12. Those respective Board of Directors/Management included in the Group and of its associate are also responsible
for overseeing the Group’s financial reporting process.
Auditor’s Responsibilities for the Audit of the Consolidated Financial Statements
13. Our objectives are to obtain reasonable assurance about whether the consolidated financial statements as a
whole are 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 Standards on Auditing 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 these
consolidated financial statements.
14. As part of an audit in accordance with Standards on auditing, we exercise professional judgment and maintain
professional skepticism throughout the audit. We also:
i. Identify and assess the risks of material misstatement of the consolidated financial statements, 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.
ii. Obtain an understanding of internal financial controls relevant to the audit in order to design audit procedures
that are appropriate in the circumstances. Under section 143(3)(i) of the Act, we are also responsible for
expressing our opinion on whether the Company has adequate internal financial controls system in place
and the operating effectiveness of such controls.
iii. Evaluate the appropriateness of accounting policies used and the reasonableness of accounting estimates
and related disclosures made by management.
iv. Conclude on the appropriateness of management’s 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 ability of the Group and its associate 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 consolidated financial statements 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 Group and its associate to cease to continue as
a going concern.
v. Evaluate the overall presentation, structure and content of the consolidated financial statements, including
the disclosures, and whether the consolidated financial statements represent the underlying transactions
and events in a manner that achieves fair presentation.
vi. Obtain sufficient appropriate audit evidence regarding the financial information of the entities or business
activities within the of which we are the independent auditors, to express an opinion on the consolidated
financial statements. We are responsible for the direction, supervision and performance of the audit of the
Page No 246

financial statements of such entities included in the consolidated financial statements of which we are the
independent auditors. For the other entities included in the consolidated financial statements, which have
been audited by other auditors, such other auditors remain responsible for the direction, supervision and
performance of the audits carried out by them. We remain solely responsible for our audit opinion.
15. Materiality is the magnitude of the misstatement in the statement that, individually or in aggregate, makes it
probable that the economic decisions of a reasonably knowledgeable user of the statement may be influenced.
We consider quantitative materiality and qualitative factors in; (i) planning the scope of our audit work and
evaluating the results of our work; and (ii) to evaluate the effects of any identified misstatements in the
consolidated financial statement.
16. We communicate with those charged with governance 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.
17. We also provide those charged with governance with a statement that we have complied with relevant ethical
requirements regarding independence, and to communicate with them all relationships and other matters that
may reasonably be thought to bear on our independence, and where applicable, related safeguards.
18. From the matters communicated with those charged with governance, we determine those matters that were of
most significance in the audit of consolidated financial statements of the current period and are therefore the
key audit matters. We describe these matters in our auditor’s report unless law or regulation precludes public
disclosure about the matter or when, in extremely rare circumstances, we determine that a matter should not be
communicated in our report because the adverse consequences of doing so would reasonably be expected to
outweigh the public interest benefits of such communication.
Other Matters
19. We did not audit the financial statements of eight subsidiaries, whose financial statements reflects total assets
of Rs. 3,27,428 lakhs as at March 31, 2022, total revenue of Rs. 58,699 lakhs, total net profit after tax of Rs.
23,678 lakhs for the year ended March 31, 2022 respectively, total comprehensive income of Rs. 25,647 lakhs
for the year ended March 31, 2022, as considered in the consolidated financial Statements. The consolidated
financial Statements also includes the Group’s share of the net profit after tax and total comprehensive income
of Rs. 178 lakhs for the year ended March 31, 2022, in respect of one associate, whose financial statements have
not been audited by us. These financial statements have been audited by other auditors whose audit report have
been furnished to us by the management, and our opinion in so far as it relates to the amount and disclosures
included in respect of those subsidiaries/associate is based solely on the audit report of such other auditors,
and the procedure performed by us as stated in the paragraph 3 above.
Our opinion above on the consolidated financial statements, and our report on other legal and regulatory
requirements below, are not modified in respect of the above matters with respect to our reliance on the work
done by and the reports of the other auditors.
20. The consolidated financial statement includes the consolidated financial statements of four subsidiaries which
have not been audited, whose annual financial statement reflect total assets of Rs. 4,003 lakhs as at March 31,
2022, total revenue of Rs. 12,241 lakhs, total net profit after tax and total comprehensive income of Rs. 8,013
lakhs for the year ended March 31, 2022 respectively. These financial statements have been furnished to us by
the Holding Company’s management. Our opinion is so far as it relates to the amounts and disclosures included
in respect of aforesaid subsidiaries is based solely on such unaudited financial statements. In our opinion, and
accordance to the information and explanation given to us by the management, are not material to the Group.
Our opinion above on the consolidated financial statements, and our report on other legal and regulatory
requirements below, are not modified in respect of the above matter with respect to our reliance on the financial
statements certified by the management.
247 Page No

21. As mentioned in note no. 62 of the consolidated financial statement, figures for the year ended March 31, 2021
as shown in the consolidated financial statement are the figures which have been arrived after giving effect to
the scheme of arrangement, which is based on the audited accounts of the transferor and transferee Company,
which were audited by the respective auditors of that period. Hence, these merged figures are neither audited nor
reviewed. The Company has given effect to the scheme of arrangement with effect from the appointed date April
1, 2020. Accordingly, we, do not express any opinion, as the case may be, on the figures reported in the financial
statement for the year ended March 31, 2021.
Report on Other Legal and Regulatory Requirements
22. As required by the Companies (Auditor’s Report) Order, 2020 (“the Order”), issued by the Central Government of
India in terms of sub-section (11) of Section 143 of the Act, based on our audit and on the consideration of report
of the other auditors on separate financial statements and the other financial information of the subsidiary
companies, as noted in the ‘Other Matter’ paragraph we give in the “Annexure A” a statement on the matters
specified in paragraph 3(xxi) of the Order.
23. As required by Section 143(3) of the Act, based on our audit and on the consideration of report of the other
auditors on separate financial statements and the other financial information of subsidiaries and associate as
noted in the ‘other matter’ paragraph we report, to the extent applicable, that:
a. We have sought and obtained all the information and explanations which to the best of our knowledge and
belief were necessary for the purpose of our audit of the aforesaid consolidated financial statements;
b. In our opinion, proper books of account as required by law relating to preparation of the aforesaid
consolidated financial statements have been kept so far as it appears from our examination of those books
and the reports of the other auditors.
c. The Consolidated Balance Sheet, the Consolidated Statement of Profit and Loss including the Statement
of Other Comprehensive income, the Consolidated Cash Flow Statement and Consolidated Statement of
Changes in Equity dealt with by this Report are in agreement with the books of account maintained for the
purpose of preparation of the consolidated financial statements;
d. In our opinion, the aforesaid consolidated financial statements comply with the Ind AS specified under
section 133 of the Act, read with Companies (Indian Accounting Standards) Rules, 2015, as amended;
e. On the basis of written representations received from the directors of the Holding Company as on March
31, 2022, taken on record by the Board of Directors of the Holding Company and reports of the statutory
auditors who are appointed under Section 139 of the Act, of its subsidiary companies, none of the directors
of the Group’s companies, is disqualified as on 31 March, 2022 from being appointed as a director in terms
of Section 164 (2) of the Act.
f. With respect to the adequacy of the internal financial controls with reference to the consolidated financial
statements of the Group and the operating effectiveness of such controls, we request you to refer to our
separate Report in “Annexure B” to this report.
g. In our opinion and based on the consideration of reports of other statutory auditors of the subsidiaries, the
managerial remuneration for the year ended March 31, 2022 has been paid/provided by the Group to their
directors is in accordance with the provisions of Section 197 read with Schedule V to the Act.
h. With respect to the other matters to be included in the Auditor’s Report in accordance with Rule 11 of the
Companies (Audit and Auditors) Rules, 2014, as amended, in our opinion and to the best of our information
and according to the explanations given to us and based on the consideration of the report of the other
Page No 248

auditors on separate financial statements as also the other financial information of the subsidiaries and
associate:
i. The consolidated financial statements disclose the impact of pending litigations on its consolidated
financial position of the Group and associate, in its consolidated financial statements – refer note 39 to
the consolidated financial statements;
ii. The Group and associate did not have any long-term contracts including derivative contracts for which
there were any material foreseeable losses as at 31 March 2022;
iii. There has been no delay in transferring amounts, required to be transferred, to the Investor Education
and Protection Fund by the Group during the year ended 31 March 2022;
iv. (a) The respective managements of the Group and associate whose financial statements have
been audited under the Act have represented to us and the other auditors of such subsidiaries
respectively that, to the best of its knowledge and belief, no funds have been advanced or loaned
or invested (either from borrowed funds or share premium or any other sources or kind of funds)
by the Holding Company or any of such subsidiaries or associate to or in any other person or
entity, including foreign entities (“Intermediaries”), with the understanding, whether recorded in
writing or otherwise, that the Intermediary shall, whether, directly or indirectly lend or invest in
other persons or entities identified in any manner whatsoever by or on behalf of the respective
Holding Company or any of such subsidiaries or associate (“Ultimate Beneficiaries”) or provide any
guarantee, security or the like on behalf of the Ultimate Beneficiaries;
(b) The respective managements of the Group and associate whose financial statements have been
audited under the Act have represented to us and the other auditors of such subsidiaries respectively
that, to the best of its knowledge and belief, no funds (which are material either individually or in
the aggregate) have been received by the respective Holding Company or any of such subsidiaries
from any person or entity, including foreign entities (“Funding Parties”), with the understanding,
whether recorded in writing or otherwise, that the Holding Company or any of such subsidiaries or
associate shall, whether, 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 provide
any guarantee, security or the like on behalf of the Ultimate Beneficiaries; and
(c) Based on audit procedures that have been considered reasonable and appropriate in the
circumstances; nothing has come to our notice that has caused us to believe that the representations
under sub-clause (i) and (ii) of Rule 11(e), as provided under (a) and (b) above, contain any material
misstatement.
v. The dividend declared or paid during the year and subsequent to the year- end by the Group and
associate is in compliance with Section 123 of the Act.
For Singhi & Co.

Nikhil Singhi
Partner
UDIN: 22061567AHZZXQ5333
Place: Mumbai
249 Page No

Independent Auditors’ Report of even date on the financial statements of Motilal Oswal Financial Services Limited
Annexure A referred to in paragraph 21 under Report on Other Legal and Regulatory Requirements of our report of
even date
According to information and explanations given to us, out of the companies incorporated in India, following
companies are also included in consolidated financial statements, have certain remarks included in their reports
under Companies (Auditors Report) Order, 2020 (“CARO”) which have been reproduced as per the requirement of the
Guidance Note on CARO:
Sr. Name CIN Holding Company/ Clause number of

No. Subsidiary the CARO report
1 Motilal Oswal Financial L67190MH2005PLC153397 Holding 3 (vii)(c)
Services Limited
2 Motilal Oswal Home U65923MH2013PLC248741 Subsidiary 3 (vii)(c)
Finance Limited
3 Motilal Oswal Asset U67120MH2008PLC188186 Subsidiary 3 (vii)(c)
Management Company
Limited
For Singhi & Co.

Nikhil Singhi
Partner
Place: Mumbai
Page No 250

Annexure B to the Independent Auditor’s Report of even date on the Consolidated Financial Statements of Motilal
Oswal Financial Services Limited
Referred to in paragraph [8(ii)(f)] under Report on Other Legal and Regulatory Requirements of our report of even date
Report on the Internal Financial Controls over Financial Reporting under Clause (i) of Sub-section 3 of Section 143 of
the Companies Act, 2013 (“the Act”)
In conjunction with our audit of the consolidated financial statements of Motilal Oswal Financial Services Limited
(hereinafter referred to as the “Holding Company”) as of and for the year ended March 31, 2022, we have audited
the internal financial controls with reference to consolidated financial statements of the Holding Company and its
subsidiaries (the Holding Company and its subsidiaries together referred to as the “Group”), as of that date.
Management’s Responsibility for Internal Financial Controls
The respective Board of Directors of the Holding Company and its subsidiary companies, which are companies
covered under the Act are responsible for establishing and maintaining internal financial controls based on the
internal control over financial reporting criteria established by the Holding Company and subsidiary considering
the essential components of internal control stated in the Guidance Note on Audit of Internal Financial Controls
over Financial Reporting (the “Guidance Note”) issued by the Institute of Chartered Accountants of India (“ICAI”).
These responsibilities include the design, implementation and maintenance of adequate internal financial controls
that were operating effectively for ensuring the orderly and efficient conduct of its business, including adherence to
company’s policies, the safeguarding of its assets, the prevention and detection of frauds and errors, the accuracy
and completeness of the accounting records, and the timely preparation of reliable financial information, as required
under the Act.
Our responsibility is to express an opinion on the Holding Company’s and its subsidiaries companies internal
financial controls with reference to consolidated financial statements based on our audit. We conducted our audit
in accordance with the Guidance Note and the Standards on Auditing as specified under section 143(10) of the
Act, to the extent applicable to an audit of internal financial controls and both issued by the Institute of Chartered
Accountants of India. Those Standards and the Guidance Note require that we comply with ethical requirements and
plan and perform the audit to obtain reasonable assurance about whether adequate internal financial controls over
financial reporting with reference to consolidated financial statements was established and maintained and if such
controls operated effectively in all material respects.
Our audit involves performing procedures to obtain audit evidence about the adequacy of the internal financial
controls system over financial reporting with reference to consolidated financial statements and their operating
effectiveness. Our audit of internal financial controls over financial reporting included obtaining an understanding
of internal financial controls over financial reporting, assessing the risk that a material weakness exists, and testing
and evaluating the design and operating effectiveness of internal control based on the assessed risk. The procedures
selected depend on the auditor’s judgment, including the assessment of the risks of material misstatement of the
financial statements, whether due to fraud or error.
We believe that the audit evidence we have obtained and the audit evidence obtained by the other auditors in terms
of their reports referred to in the Other Matter paragraph below, is sufficient and appropriate to provide a basis for our
audit opinion on the internal financial controls with reference to consolidated financial statements.
Meaning of Internal Financial Controls over Financial Reporting with reference to consolidated financial statements
A Company’s internal financial control over financial reporting with reference to consolidated financial statements is a
process designed to provide reasonable assurance regarding the reliability of financial reporting and the preparation
251 Page No

of financial statements for external purposes in accordance with generally accepted accounting principles. A
company’s internal financial control over financial reporting includes those policies and procedures that:
(1) pertain to the maintenance of records that, in reasonable detail, accurately and fairly reflect the transactions and
dispositions of the assets of the company;
(2) provide reasonable assurance that transactions are recorded as necessary to permit preparation of financial
statements in accordance with generally accepted accounting principles, and that receipts and expenditures
of the company are being made only in accordance with authorisations of management and directors of the
company; and
(3) provide reasonable assurance regarding prevention or timely detection of unauthorised acquisition, use, or
disposition of the company’s assets that could have a material effect on the financial statements.
Inherent Limitations of Internal Financial Controls over Financial Reporting with reference to consolidated financial
statements
Because of the inherent limitations of internal financial controls over financial reporting with reference to consolidated
financial statements, including the possibility of collusion or improper management override of controls, material
misstatements due to error or fraud may occur and not be detected. Also, projections of any evaluation of the internal
financial controls over financial reporting with reference to consolidated financial statements to future periods are
subject to the risk that the internal financial control over financial reporting with reference to consolidated financial
statements may become inadequate because of changes in conditions, or that the degree of compliance with the
policies or procedures may deteriorate.
Opinion
In our opinion and based on the consideration of the reports of the other auditors on internal financial controls
with reference to financial statements of the subsidiary companies, the Group covered under the Act, have in all
material respects, adequate internal financial controls with reference to financial statements and such controls
were operating effectively as at 31 March 2021, based on the internal financial controls with reference to financial
statements criteria established by the Company considering the essential components of internal control stated in
the Guidance Note issued by the ICAI.
Other Matter
Our report under Section 143(3)(i) of the Act on the adequacy and operating effectiveness of the internal financial
controls with reference to consolidated financial statements of the Holding Company, in so far as it relates to the
eight subsidiaries which are audited by other auditors, is based on the corresponding reports of the auditors of such
subsidiaries. Further as associate is a Limited Liability Partnership (LLP) firm, hence report under Section 143(3)(i)
of the Act on the adequacy and operating effectiveness of the internal financial controls is not applicable to it.
For Singhi & Co.
Nikhil Singhi
Partner
Place: Mumbai
Page No 252
CONSOLIDATED BALANCE SHEET

Particulars Note No. As at As at
31 March 2022 31 March 2021
I. ASSETS :
1 Financial assets
(a) Cash and cash equivalents 4 2,13,754 1,29,208
(b) Bank balance other than (a) above 5 3,17,771 2,20,570
(c) Receivables
(i) Trade receivables 6 1,00,309 91,123
(ii) Other receivables 6 23 60
(d) Loans 7 4,90,452 4,52,035
(e) Investments 8 4,68,491 3,92,235
(f) Other financial assets 9 35,594 68,162
Total financial assets (A) 16,26,394 13,53,393
2 Non-financial asset
(a) Current tax assets (net) 10 3,381 4,094
(b) Deferred tax assets (net) 11 6,353 7,542
(c) Property, plant and equipment 12(a) 32,367 31,593
(d) Other Intangible assets 12(b) 3,299 3,440
(e) Other non-financial assets 13 20,540 11,621
Total non-financial assets (B) 65,940 58,290
Total Assets (A+B) 16,92,334 14,11,683
II. LIABILITIES AND EQUITY
Liabilities
1 Financial liabilities
(a) Payables
(I) Trade payables
(i) total outstanding dues of micro enterprises and small 14 - -
enterprises
(ii) total outstanding dues of creditor other than micro 14 3,70,086 3,02,567
enterprises and small enterprises
(b) Debt securities 15 3,96,880 3,49,724
(c) Borrowings (Other than Debt securities) 16 2,18,271 2,19,560
(d) Deposits 17 98 45
(e) Other financial liabilities 18 83,800 53,671
Total financial liabilities (A) 10,69,135 9,25,567
2 Non - financial liabilities
(a) Current tax liabilities (net) 19 3,166 1,694
(b) Provisions 20 24,422 17,672
(c) Deferred tax liabilities (net) 21 18,797 13,076
(d) Other non - financial liabilities 22 6,749 4,306
Total non-financial liabilities (B) 53,134 36,748
3 Equity
(a) Equity share capital 23 1,491 1,485
(b) Other equity 24 5,65,946 4,44,657
(c) Non-controlling interests 2,628 3,227
Total equity (C) 5,70,065 4,49,368
Total Liabilities and Equity (A+B+C) 16,92,334 14,11,683
Summary of significant accounting policies and other explanatory information 1-67

to the consolidated financial statements
This is the Consolidated Balance Sheet referred to in our report of even date

Firm Registration No.: 302049E
Sd/- Sd/- Sd/-

Nikhil Singhi Motilal Oswal Raamdeo Agrawal
Partner Managing Director and Chief Executive Officer Non-Executive Chairman
Membership No: 061567 DIN : 00024503 DIN : 00024533
Sd/- Sd/-
253 Page No
CONSOLIDATED STATEMENT OF PROFIT AND LOSS

Particulars Note For the year ended For the year ended
No. 31 March 2022 31 March 2021
1) Income :
(a) Revenue from operations
(a) Interest income 25 1,03,425 75,312
(b) Dividend income 26 10,211 153
(c) Rental income 27 17 17
(d) Fees and commission income 28 2,60,730 1,94,948
(e) Net gain on fair value changes 29 49,593 85,988
(f) Other operating income 30 5,707 6,094
Total revenue from operations 4,29,683 3,62,512
(b) Other income 31 2,300 900
Total income (a+b) (1) 4,31,983 3,63,412
2) Expenses :
(a) Finance costs 32 47,819 43,028
(b) Fees and commission expense 33 89,285 63,585
(c) Impairment on financial instruments 34 9,466 9,761
(d) Employee benefits expense 35 86,758 64,358
(e) Depreciation and amortization expense 36 4,826 4,752
(f) Other expenses 37 32,248 23,276
Total expenses (2) 2,70,402 2,08,760
3) Profit before taxation and before extraordinary items 1,61,581 1,54,652
(3) = (1) - (2)
4) Exceptional Items Income/(Expense) (4) 60 - (8,810)
5) Profit before taxation and after extraordinary items (5) = (3) - (4) 1,61,581 1,45,842
6) Tax expenses/ (credit) 38
(a) Current tax 23,588 15,849
(b) Deferred tax expenses / (credit) 7,109 10,914
(c) Short/(excess) provision for earlier years (189) (1,217)
Total tax expenses (6) 30,508 25,546
7) Profit after tax (7) = (5) - (6) 1,31,072 1,20,296
6) Share of profit from associates (net of taxes) 172 6,177
9) Profit after tax and share in profit of associates (9) = (7)+(8) 1,31,245 1,26,473
10) Other comprehensive income
(a) Items that will not be reclassified to profit or loss
- Remeasurement of the post retirement benefit plans 176 311
- Fair value gain/(loss) of investment held through fair 4,488 32,706
value through other comprehensive income
(b) Income tax relating to items that will not be reclassified to (558) (3,825)
profit or loss
Total other comprehensive income, net of tax (10) 4,106 29,192
11) Total comprehensive income (11) = (9)+(10) 1,35,351 1,55,665

12) Net profit attributable to:
Owners of parent 1,30,978 1,26,044
Non-controlling interests 266 428
Page No 254
CONSOLIDATED STATEMENT OF PROFIT AND LOSS

Particulars Note For the year ended For the year ended
No. 31 March 2022 31 March 2021
13) Other comprehensive income/ (loss) attributable to:
Owners of parent 4,103 29,189
14) Total comprehensive income attributable to: (14) = (12)+(13)
Owners of parent 1,35,081 1,55,233
15) Earning per share (Re. 1 each) 44

Basic (amount in Rs.) 89.14 85.67
Diluted (amount in Rs.) 88.38 83.70
Summary of significant accounting policies and other explanatory 1-66

information to the consolidated financial statements

This is the Consolidated Balance Sheet referred to in our report of even date

Sd/- Sd/- Sd/-

Sd/- Sd/-
255 Page No
CONSOLIDATED CASH FLOW STATEMENT

Particulars For the Year Ended For the Year Ended
31 March 2022 31 March 2021
A. Cash flows from operating activities
Profit before taxation 1,61,581 1,45,842
Adjustments for:
Add:
Impairment on financial instruments 9,466 9,761
Depreciation and amortisation expense 4,826 4,752
Bad debts written off (0) 0
Provision for gratuity 857 807
Employee stock option expenditure 2,404 1,986
Profit from partnership gain and joint venture 241 6,928
Less :
Net loss/(gain) on fair value change (49,593) (85,988)
Profit on sale of property, plant and equipment (Net) (5) (373)
Interest income (122) (81)
Dividend income (10,211) (153)
Foreign Currency Translation Reserve 177 (644)
Interest Expense pertaining to lease liability 412 452
Operating profit 1,20,032 83,289
Adjustment for working capital changes:
(Increase) / Decrease in trade receivables (11,203) (18,104)
(Increase) / Decrease in other receivables 37 84
(Increase) / Decrease in other financial assets 32,568 (53,237)
(Increase) / Decrease in other non financial assets (8,920) 5,951
(Increase) / Decrease in loans (45,865) (52,316)
Investment in Fixed deposit having maturity more than 3 months (Net of (97,204) (1,67,127)
maturity)
(Increase) / Decrease in liquid investments 27,444 56,803
Increase in trade payables 67,518 1,22,769
Increase in Deposit 53 33
Increase / (Decrease) in other financial liabilities 30,129 16,207
Increase / (Decrease) in other non financial liabilities 2,443 1,682
Increase / (Decrease) in Provision 6,068 4,639
Cash generated from operations 1,23,100 673
Direct taxes paid net (including MAT credit utilised) (22,034) (14,541)
Net cash generated from Operating activities (A) 1,01,066 (13,868)
B. Cash flow from investing activities
Purchase of Property, plant and equipment (5,454) (6,467)
Purchase of Investments (1,11,254) (58,778)
Sale of Investments 61,636 37,284
Sale of Property, plant and equipment - 389
Interest received 122 81
Dividend received 10,211 153
Net cash used in/generated from Investing activities (B) (44,739) (27,338)
C. Cash flow from financing activities
Issue of Share capital including Securities premium 3,398 1,514
Buyback of shares - (14,853)
Proceeds from issue of debentures 37,800 1,02,602
Repayment of debentures (70,305) (88,894)
Proceeds from/(Repayment) of commercial paper 79,661 53,690
Proceeds from borrowing other than bank 1,00,296 62,768
Repayment from borrowing other than bank (84,589) (52,499)
Page No 256
CONSOLIDATED CASH FLOW STATEMENT

Particulars For the Year Ended For the Year Ended
31 March 2022 31 March 2021
Proceeds from/(Repayment) of other borrowings (16,996) 28,936
Payment of Dividend (8,673) (2,894)
Increase/ (Decrease) in unpaid dividend 3 -
Cash payment of lease liability and interest (412) (452)
Effect of scheme of arrangement (9,279) (4,180)
Investment by/ (purchase) from non controlling interest (2,686) 325
Net cash used in/generated from Financing activities (C) 28,219 86,062
Net increase / (Decrease) in cash and cash equivalents during the year 84,546 44,857
(A+B+C)
Cash on hand 237 76
Schedule bank - In Current accounts 1,06,668 47,666
Cheques in hand 35 -
Fixed Deposit with original maturity within 3 months 22,267 36,610
Cash and cash equivalents as at beginning of the year 1,29,208 84,352
Cash & Cash Equivalents comprise of as at end of the year
Cash on hand 269 237
Schedule bank - In Current accounts 1,35,210 1,06,668
Cheques in hand 20 35
Fixed Deposit with original maturity within 3 months 78,255 22,267
Cash and cash equivalents as at end of the year 2,13,754 1,29,208
Changes in liabilities arising from financing activities:
Opening balance of debt securities and borrowings 5,69,284 4,62,682
(other than debt securities)
Proceeds from issue of debentures 37,800 1,02,602
Repayment of debentures (70,305) (88,894)
Proceeds from/(Repayment) of commercial paper 79,661 53,690
Proceeds from borrowing other than bank 1,00,296 62,768
Repayment from borrowing other than bank (84,589) (52,499)
Proceeds from/(Repayment) of other borrowings (16,996) 28,936
Closing balance of debt securities and borrowings (other than debt 6,15,151 5,69,284
securities)
Cashflow from operating activities includes:
Interest received 1,03,425 75,312
Interest paid 47,819 43,028
Notes:
(i) The above Statement of Cash Flows has been prepared under indirect method as set out in Ind AS 7, ‘Statement of Cash Flows’, as specified
in the Companies (Indian Accounting Standard) Rules, 2015.
(ii) Figures in brackets indicate cash outflows.
This is the Statement of Consolidated Cash Flows referred to in our report of even date.

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257 Page No
CONSOLIDATED STATEMENT OF CHANGES IN EQUITY
(a) Equity share capital

Particulars Number Amount
As at 01 April 2020 14,80,66,718 1,481
Add/Less: Changes due to prior period errors - -
Restated as at 01 April 2020 14,80,66,718 1,481
Stock options exercised under the Employee Stock Option Scheme 4,62,800 5
Shares pending for allotment 18,68,445 19
Buyback (19,09,144) (19)
As at 31 March 2021 14,84,88,819 1,485
Page No 258
Add/Less: Changes due to prior period errors - -

Restated as at 01 April 2021 14,84,88,819 1,485
Stock options exercised under the Employee Stock Option Scheme 5,74,100 6
As at 31 March 2022 14,90,62,919 1,491

(b) Other Equity
Particulars Reserves and surplus Items of other compre- Total oth- Non-con- Total
hensive income er equity trolling
Statutory Capital Securities Employ- Capital General Foreign Impairment Retained Equity in- Remea- interest
reserves redemption premium ee stock Reserve(on reserve currency reserve earnings struments surements
reserve options consolida- translation through of defined
outstanding tion) reserve other com- benefit
reserve prehensive plans
income
Balance as at 01 April 4,594 2,504 56,493 4,396 5,084 18,656 441 62 2,02,212 12,086 621 3,07,150 3,659 3,10,809
2020
Add/Less: Changes due to - - - - - - - - - - - - - -
prior period errors
Add/Less: Impact due to 5,233 - - - - (5,233) - - 423 - - 423 (1,254) -
merger
Restated balance as at 01 9,827 2,504 56,493 4,396 5,084 13,424 441 62 2,02,634 12,086 621 3,07,573 2,404 3,10,809
April 2020
Total comprehensive - - - - - - - - 1,25,060 28,964 228 1,54,253 431 1,54,683
income for the year
Dividends paid - - - - - - - - (2,894) - - (2,894) - (2,894)
Transfer to capital - 19 - - - - - - - - - 19 - 19
redemption reserve
Transfer from Employee - - 624 - - - - - - - - 624 - 624
stock option reserve
Transfer to statutory 659 - - - - - - - (659) - - - - -
reserves
Buyback of shares - - (12,034) - - - - - (2,820) - - (14,854) - (14,854)
income
Transfer to Securities - - - (624) - - - - - - - (624) - (624)
premium
Impact due to merger - - - - - (577) - - (1,647) - - (2,224) - (2,224)
Addition during the year - - 1,529 - - - - - - - - 1,529 - 1,529
on account of share issue
Additions/ (deduction) - - - 1,986 - - (644) - - - - 1,342 - 1,342
during the year
Fresh shares issued - - - - - - - - (19) - - (19) - (19)
due to Scheme of
arrangement
Investment by/(purchased - - - - - - - - - - - - 325 325
from) minority
Transfer to minorities - - - - - - - - (67) - - (67) 67 -
Balance as at 31 March 10,486 2,523 46,612 5,758 5,084 12,847 (203) 62 3,19,589 41,050 849 4,44,658 3,227 4,48,716
2021
Add/Less: Changes due to - - - - - - - - - - - - - -
prior period errors
Restated balance as at 01 10,486 2,523 46,612 5,758 5,084 12,847 (203) 62 3,19,589 41,050 849 4,44,658 3,227 4,48,716
April 2021
Total comprehensive - - - - - - - - 1,30,974 3,975 131 1,35,080 269 1,35,349
income for the year
Dividends paid - - - - - - - - (8,673) - - (8,673) - (8,673)
Transfer to capital - - - - - - - - - - - - - -
redemption reserve
Transfer from Employee - - 1,047 - - - - - - - - 1,047 - 1,047
259 Page No
stock option reserve
Transfer to statutory 2,729 - - - - - - - (2,729) - - - - -
reserves
Transfer from statutory (5,233) - - - - 5,233 - - - - - - - -
reserves
Transfer to Securities - - - (1,047) - - - - - - - (1,047) - (1,047)
premium
Stamp duty due to - - - - - - - - (2,245) - - (2,245) - (2,245)
merger*
Impact due to merger - - - - - - - - (7,034) - - (7,034) - (7,034)
income
Transfer to impairment - - - - - - - 28 (28) - - - - -
Page No 260
reserve
Addition during the year - - 3,392 - - - - - - - - 3,392 - 3,392
on account of share issue
Additions/ (deduction) - - - 2,404 (1,675) - 177 - - - - 905 - 905
during the year
Investment by/(purchased - - - - - - - - - - - - (1,005) (1,005)
from) minority
Transfer to minorities - - - - - - - - (137) - - (137) 137 -
Balance as at 31 March 7,982 2,523 51,051 7,115 3,409 18,079 (26) 90 4,29,718 45,025 980 5,65,946 2,628 5,69,406
2022
*Refer note 62 and 61 on the Scheme of Arrangement

The accompanying notes are integral part of these financial statements.
This is the statement of changes in equity referred to in our report of even date.

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1A. Corporate information
Motilal Oswal Financial Services Limited (“MOFSL” or ‘the Holding Company’) is a public limited company and
incorporated under the provisions of Companies Act. The Company is domiciled in India and the addresses of
its registered office and principal place of business are disclosed in the introduction to the annual report. The
Holding Company is listed on the Bombay Stock Exchange (BSE) and the National Stock Exchange (NSE).
Motilal Oswal Financial Services Limited, its subsidiaries and associate entity (collectively, the Group) are
engaged in stock broking, asset management and mutual funds, private equity, investment banking, home
finance, wealth management services, distribution of financial products, proprietary investments and other
activities in financial services.
These consolidated financial statements contain financial information of the Group and were authorized for
issue by the Board of Directors on 28 April 2022.
Information on the Group’s structure is provided in note 58.
1B. Business Combination under Common Control
A common control business combination, involving entities or businesses in which all of the combining entities or
businesses are ultimately controlled by the same party or parties both before and after the business combination
and where the control is not transitory, is accounted for in accordance with Appendix C to Ind AS 103 ‘Business
Combinations’.
Business combinations involving entities or businesses under common control are accounted for using the
pooling of interest method as follows:
• The assets and liabilities of the combining entities are reflected at their carrying amounts.
• No adjustments are made to reflect fair values, or recognize new assets or liabilities. Adjustments are made
only to harmonize significant accounting policies.
• The financial information in the financial statements in respect of prior periods are restated as if the business
combination had occurred from the beginning of the preceding period in the financial statements.
• The identity of the reserves are preserved and appear in the financial statements of the transferee in the
same form in which they appeared in the financial statements of the transferor.

The difference, if any, between the amounts recorded as share capital issued plus any additional consideration
in the form of cash or other assets and the amount of share capital of the transferor is transferred to capital
reserve and is presented separately from other capital reserves with disclosure of its nature and purpose in the
notes (Refer Note 61 for additional details)
2. Significant accounting policies
The principal accounting policies applied in the preparation of these financial statements are set out below.
Accounting policies have been consistently applied except where a newly issued accounting standard is initially
adopted or a revision to the existing accounting standard requires a change in the accounting policy hitherto in
use.
261 Page No

2.1. Basis of preparation
(i) Compliance with Ind AS
The consolidated financial statements of the Group comply in all material aspects with Indian
Accounting Standards (Ind AS) notified under Section 133 of the Companies Act, 2013 (“the Act”) read
with Companies (Indian Accounting Standards) Rules, 2015 as amended and other relevant provisions
of the Act.
The Balance Sheet, the Statement of Changes in Equity, the Statement of Profit and Loss and disclosures
are presented in the format prescribed under Division III of Schedule III of the companies Act, as
amended from time to time that are required to comply with Ind AS. The Statement of Cash Flows has
been presented as per the requirements of Ind AS 7 Statement of Cash Flows.
(ii) Historical cost convention
The consolidated financial statements have been prepared on a historical cost and on accrual basis,
except for the following:
• Certain Financial instruments are measured at fair values;

• Assets held for sale – measured at fair value less cost to sell;
• Defined benefit plans – plan assets measured at fair value; and
• Share based payments – fair value as on the grant date
(iii) Preparation of consolidated financial statements
The Holding Company is covered in the definition of Non-Banking Financial Group as defined in
Companies (Indian Accounting Standards) (Amendment) Rules, 2016. As per the format prescribed
under Division III of Schedule III to the Companies Act, 2013 on 24 October 2018 and as amended on
24 March 2021, the Holding Company presents the Balance Sheet, the Statement of Profit and Loss
and the Statement of Changes in Equity in the order of liquidity. A maturity analysis of recovery or
settlement of assets and liabilities within 12 months after the reporting date and more than 12 months
after the reporting date is presented in note 54.
(iv) Use of estimates and judgements
The preparation of consolidated financial statements in conformity with Ind AS which requires
management to make estimates, judgements, and assumptions that affect the application of
accounting policies and the reported amounts of assets and liabilities (including contingent liabilities)
and disclosures as of the date of consolidated financial statements and the reported amounts of
revenue and expenses for the reporting period. Actual results could differ from these estimates.
Accounting estimates and underlying assumptions are reviewed on an ongoing basis and could change
from period to period. Appropriate changes in estimates are recognized in the period in which the
Group becomes aware of the changes in circumstances surrounding the estimates. Any revisions to
accounting estimates are recognized prospectively in the period in which the estimate is revised and
future periods. The estimates and judgements that have significant impact on carrying amount of
assets and liabilities at each balance sheet date are discussed at note 3.
Page No 262

2.2. Principles of consolidation and equity accounting
(i) Subsidiaries
The consolidated financial statement has comprised financial statements of the Company and its
subsidiaries. Subsidiaries are all the entities (including structured entities) over which the Group has
control. The Group controls an entity when the Group is exposed to, or has rights to, variable returns
from its involvement with the entity and has the ability to affect those returns through its power to direct
the relevant activities of the entity. Subsidiaries are fully consolidated from the date on which control is
transferred to the Group. They are deconsolidated from the date that control ceases.
The acquisition method of accounting is used to account for business combinations by the Group.
The Group combines the financial statements of the Holding Company and its subsidiaries line by line
adding together like items of assets, liabilities, equity, income and expenses. Intercompany transactions,
balances and unrealized gains on transactions within the Group are eliminated. Unrealized losses are
also eliminated unless the transaction provides evidence of an impairment of the transferred asset.
Accounting policies of subsidiaries have been changed where necessary to ensure consistency with
the policies adopted by the Group.
Non-controlling interests in the results and equity of subsidiaries are shown separately in the
consolidated statement of profit or loss, consolidated statement of changes in equity and balance sheet
respectively. Statement of Profit and Loss including Other Comprehensive Income (OCI) is attributable
to the equity holders of the Holding Company and to the non-controlling interest basis the respective
ownership interest and such balance is attributed even if this results in controlling interest is having a
deficit balance.
(ii) Associates
Associates are all entities over which the Group has significant influence but not control or joint control.
This is generally the case where the Group holds between 20% and 50% of the voting rights. Investments
in associates are accounted for using the equity method of accounting (see (iii) below), after initially
being recognized at cost.
(iii) Equity method
Under the equity method of accounting, the investments are initially recognized at cost and adjusted
thereafter to recognize the Group’s share of the post-acquisition profits or losses of the investee in profit
or loss, and the Group’s share of other comprehensive income of the investee in other comprehensive
income. Dividends received or receivable from associates are recognized as a reduction in the carrying
amount of the investment.
When the Group’s share of losses in an equity-accounted investment equals or exceeds its interest in
the entity, including any other unsecured long-term receivables, the Group does not recognize further
losses, unless it has incurred obligations or made payments on behalf of the other entity.
Unrealized gains on transactions between the Group and its associates are eliminated to the extent
of the Group’s interest in these entities. Unrealized losses are also eliminated unless the transaction
provides evidence of an impairment of the asset transferred. Accounting policies of equity accounted
investees have been changed where necessary to ensure consistency with the policies adopted by the
Group.
263 Page No

(iv) Changes in ownership interests
The Group treats transactions with non-controlling interests that do not result in a loss of control as
transactions with equity owners of the Group. A change in ownership interest results in an adjustment
between the carrying amounts of the controlling and non-controlling interests to reflect their relative
interests in the subsidiary. Any difference between the amount of the adjustment to non-controlling
interests and any consideration paid or received is recognized within equity.
When the Group ceases to consolidate or equity account for an investment because of a loss of control,
joint control or significant influence, any retained interest in the entity is re-measured to its fair value
with the change in carrying amount recognized in profit or loss. This fair value becomes the initial
carrying -amount for the purposes of subsequently accounting for the retained interest as an associate
or financial asset. In addition, any amounts previously recognized in other comprehensive income in
respect of that entity are accounted for as if the Group had directly disposed of the related assets
or liabilities. This may mean that amounts previously recognized in other comprehensive income are
reclassified to profit or loss.
If the ownership interest in an associate is reduced but joint control or significant influence is retained,
only a proportionate share of the amounts previously recognized in other comprehensive income are
reclassified to profit or loss where appropriate.
2.3. Revenue Recognition
The Group recognises revenue from contracts with customers based on a five step model as set out in
Ind AS 115, Revenue from Contracts with Customers, to determine when to recognize revenue and at
what amount. Revenue is measured based on the consideration specified in the contract with a customer.
Revenue from contracts with customers is recognised when services are provided and it is highly probable
that a significant reversal of revenue is not expected to occur.
Revenue is measured at fair value of the consideration received or receivable. Revenue is recognized when
(or as) the Group satisfies a performance obligation by transferring a promised good or service (i.e. an
asset) to a customer. An asset is transferred when (or as) the customer obtains control of that asset.
When (or as) a performance obligation is satisfied, the Group recognizes as revenue the amount of the
transaction price (excluding estimates of variable consideration) that is allocated to that performance
obligation.
The Group applies the five-step approach for recognition of revenue:
• Identification of contract(s) with customers: A contract is defined as an agreement between two or

more parties that creates enforceable rights and obligations and sets out the criteria for every contract
that must be met.
• Identification of the separate performance obligations in the contract: A performance obligation is a

promise in a contract with a customer to transfer a good or service to the customer.
• Determination of transaction price: The transaction price is the amount of consideration to which the
Company expects to be entitled in exchange for transferring promised goods or services to a customer,
excluding amounts collected on behalf of third parties.
• Allocation of transaction price to the separate performance obligations: For a contract that has more
than one performance obligation, the Company allocates the transaction price to each performance
Page No 264

obligation in an amount that depicts the amount of consideration to which the Company expects to be
entitled in exchange for satisfying each performance obligation.
• Recognition of revenue when (or as) each performance obligation is satisfied.
(i) Brokerage fee income
It is recognised on trade date basis and is exclusive of goods and service tax and securities transaction
tax (STT) wherever applicable.
(ii) Interest income
Interest income on a financial asset at amortised cost is recognised on a time proportion basis taking
into account the amount outstanding and the effective interest rate (‘EIR’). The EIR is the rate that
exactly discounts estimated future cash flows of the financial asset through the expected life of the
financial asset or, where appropriate, a shorter period, to the net carrying amount of the financial
instrument. The internal rate of return on financial asset after netting off the fees received and cost
incurred approximates the effective interest rate method of return for the financial asset. The future
cash flows are estimated taking into account all the contractual terms of the instrument.
The interest income is calculated by applying the EIR to the gross carrying amount of non-credit
impaired financial assets (i.e. at the amortised cost of the financial asset before adjusting for any
expected credit loss allowance). For credit-impaired financial assets the interest income is calculated
by applying the EIR to the amortised cost of the credit-impaired financial assets (i.e. the gross carrying
amount less the allowance for ECLs).
(iii) Portfolio management fee income
Performance obligations are satisfied over a period of time and portfolio management fees are
recognized in accordance with the Portfolio Management Agreement entered with respective clients,
which is as follows:
a) Processing fees is recognized on upfront basis in the year of receipt;
b) Management fees is recognized as a percentage of the unaudited net asset value at the end of
each month;
c) Return based fees is recognized as a percentage of annual profit, in accordance with the terms of
the agreement with clients on the completion of the period.
(iv) Mutual fund management fee income
Performance obligations are satisfied over a period of time and mutual fund management fee is
recognized on monthly basis in accordance with Investment Management Agreement and SEBI (Mutual
Fund) Regulations, 1996, based on daily average assets under management (AUM) of the Schemes of
Motilal Oswal Mutual Fund.
(v) Private equity fund management fee income
Performance obligations are satisfied over a period of time and private equity fund management fee
is recognized on monthly basis in accordance with Private Placement Memorandum based on capital
commitment / capital contribution of the Fund.
265 Page No

(vi) Alternative investment fund management fee income
Performance obligations are satisfied over a period of time and alternate investment management fee
is recognized on monthly basis in accordance with Private Placement Memorandum.
(vii) Investment advisory fees
Performance obligations are satisfied over a period of time and investment advisory fee is recognized
on monthly basis in accordance with the terms of the contract with the clients.
(viii)Research and advisory fees
Performance obligations are satisfied over a period of time and investment advisory fee is recognized
on monthly basis in accordance with the terms of the contract with the clients.
(ix) Dividend income
Dividend income is recognized in the statement of profit or loss on the date that the Group’s right to
receive payment is established, it is probable that the economic benefits associated with the dividend
will flow to the entity and the amount of dividend can be reliably measured. This is generally when the
shareholders approve the dividend.
2.4. Distribution cost
Portfolio Management Services
Distribution cost for Portfolio Management Services are charged to Statement of Profit and Loss on accrual
basis. Upfront distribution cost paid till 30th September 2020 is amortised over the contractual period. On
this account, an asset (prepaid expenses) is recognised at the time of actual payment or becoming due
for payment and charged evenly to the Statement of Profit and Loss over the commitment period of the
respective investor.
Alternate Investment Fund Services
Distribution cost for Alternate Investment Fund Management Services are charged to Statement of Profit
and Loss on accrual basis. On this account, an asset (prepaid expenses) is recognised at the time of actual
payment or becoming due for payment and charged to the Statement of Profit and Loss over the period of
the scheme.
Fund related expenses
New fund offer expenses
Expenses relating to initial issue of Mutual Fund Schemes of the Fund are charged to the Statement of Profit
and Loss in the year in which such expenses are incurred which is in compliance with SEBI (Mutual Funds)
Regulations, 1996.
Recurring fund expenses
Expenses incurred (inclusive of advertisement / brokerage expenses) on behalf of schemes of Motilal

Oswal Mutual Fund till 22nd October 2019 are recognised in the Statement of Profit and Loss unless
considered recoverable from the schemes of the Fund in accordance with the provisions of SEBI (Mutual
Fund) Regulations, 1996.
Page No 266

2.5. Income Tax
The income tax expense or credit for the period is the tax payable on the current period’s taxable income
based on the applicable income tax rate for each jurisdiction adjusted by changes in deferred tax assets
and liabilities attributable to temporary differences and to unused tax losses. Current and deferred tax is
recognized in profit or loss, except to the extent that it relates to items recognized in other comprehensive
income or directly in equity. In this case, the tax is also recognized in other comprehensive income or directly
in equity, respectively.
Current Tax:
Current tax is measured at the amount of tax expected to be payable on the taxable income for the year as
determined in accordance with the provisions of the Income Tax Act, 1961. Current tax assets and current
tax liabilities are off set when there is a legally enforceable right to set off the recognized amounts and there
is an intention to settle the asset and the liability on a net basis.
Deferred Tax:
Deferred tax is provided in full, using the liability method, on temporary differences arising between the tax
bases of assets and liabilities and their carrying amounts in the consolidated financial statements. However,
deferred tax liabilities are not recognized if they arise from the initial recognition of goodwill. Deferred tax is
also not accounted for, if it arises from initial recognition of an asset or liability in a transaction other than a
business combination that at the time of the transaction affects neither accounting profit nor taxable profit
(tax loss). Deferred tax is determined using tax rates (and laws) that have been enacted or substantially
enacted by the end of the reporting period and are expected to apply when the related deferred income tax
asset is realized or the deferred income tax liability is settled.
Deferred tax assets are recognized for all deductible temporary differences and unused tax losses only if it
is probable that future taxable amounts will be available to utilize those temporary differences and losses.
Deferred tax liabilities are not recognized for temporary differences between the carrying amount and tax
bases of investments in subsidiaries and associates where the Group is able to control the timing of the
reversal of the temporary differences and it is probable that the differences will not reverse in the foreseeable
future.
Deferred tax assets and liabilities are offset when there is a legally enforceable right to offset current tax
assets and liabilities and when the deferred tax balances relate to the same taxation authority.
2.6. Investment Property
Property that is held for long-term rental yields or for capital appreciation or both, and that is not used by
the group for business purposes, is classified as investment property. Investment property is measured
initially at its cost, including related transaction costs and where applicable borrowing costs. Subsequent
expenditure is capitalised to the asset’s carrying amount only when it is probable that future economic
benefits associated with the expenditure will flow to the group and the cost of the item can be measured
reliably. All other repairs and maintenance costs are expensed when incurred. When part of an investment
property is replaced, the carrying amount of the replaced part is derecognised.
Depreciation on investment property is calculated using the straight–line method to write down the cost of
property and equipment to their residual values over their estimated useful lives in the manner prescribed in
Schedule II of the Act.
267 Page No

2.7. Leases
For any new contracts entered into on or after 1 April 2019, the Company considers whether a contract is, or
contains a lease. A lease is defined as ‘a contract, or part of a contract, that conveys the right to use an asset
(the underlying asset) for a period of time in exchange for consideration’. The Company assess whether it
has the right to direct ‘how and for what purpose’ the asset is used throughout the period of use.
Measurement and recognition of leases as a lessee
The Company has adopted Ind AS 116 “Leases” using the cumulative catch-up approach. Company has
recognised Right of Use assets as at 1 April 2019 for leases previously classified as operating leases and
measured at an amount equal to lease liability (adjusted for related prepayments/ accruals). The Company
has discounted lease payments using the incremental borrowing rate for measuring the lease liability.
The Company depreciates the right-of-use assets on a straight-line basis from the lease commencement
date to the earlier of the end of the useful life of the right-of-use asset or the end of the lease term. The
Company also assesses the right-of-use asset for impairment when such indicators exist.
Lease payments included in the measurement of the lease liability are made up of fixed payments (including
in substance fixed), variable payments based on an index or rate, amounts expected to be payable under a
residual value guarantee and payments arising from options reasonably certain to be exercised.
Subsequent to initial measurement, the liability will be reduced for payments made and increased for interest.
It is remeasured to reflect any reassessment or modification, or if there are changes in in-substance fixed
payments.
When the lease liability is remeasured, the corresponding adjustment is reflected in the right-of-use asset,
or profit and loss if the right-of-use asset is already reduced to zero.
The Company has elected to account for short-term leases and leases of low-value assets using the practical
expedients. Instead of recognising a right-of-use asset and lease liability, the payments in relation to these
are recognised as an expense in profit or loss on a straight-line basis over the lease term.
When the Company revises its estimate of the term of any lease, it adjusts the carrying amount of the
lease liability to reflect the payments to make over the revised term, which are discounted using a revised
discount rate. The carrying value of lease liabilities is similarly revised when the variable element of future
lease payments dependent on a rate or index is revised, except the discount rate remains unchanged. In
both cases an equivalent adjustment is made to the carrying value of the right-of-use asset, with the revised
carrying amount being amortised over the remaining (revised) lease term. If the carrying amount of the
right-of-use asset is adjusted to zero, any further reduction is recognised in statement of profit and loss.
For contracts that both convey a right to the Company to use an identified asset and require services to be
provided to the Company by the lessor, the Company has elected to account for the entire contract as a
lease, i.e. it does not allocate any amount of the contractual payments to, and account separately for, any
services provided by the supplier as part of the contract.
2.8. Cash and cash equivalents
For the purpose of presentation in the statement of cash flows, cash and cash equivalents includes cash on
hand, deposits held at call with financial institutions, other short-term, highly liquid investments with original
maturities of three months or less that are readily convertible to known amounts of cash and which are
subject to an insignificant risk of changes in value. Outstanding bank overdrafts are not considered integral
part of the Company’s cash management.
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2.9. Financial instruments
Initial recognition and measurement
Financial assets and financial liabilities are recognized when the entity becomes a party to the contractual
provisions of the instrument. Regular way purchases and sales of financial assets are recognized on trade-
date, the date on which the Group commits to purchase or sell the asset.
At initial recognition, the Group measures a financial asset or financial liability at its fair value plus or minus,
in the case of a financial asset or financial liability not at fair value through profit or loss, transaction costs
that are incremental and directly attributable to the acquisition or issue of the financial asset or financial
liability, such as fees and commissions. Transaction costs of financial assets and financial liabilities carried
at fair value through profit or loss are expensed in profit or loss. Immediately after initial recognition, an
expected credit loss allowance (ECL) is recognized for financial assets measured at amortized cost.
When the fair value of financial assets and liabilities differs from the transaction price on initial recognition,
the entity recognizes the difference as follows:
a) When the fair value is evidenced by a quoted price in an active market for an identical asset or liability
(i.e. a Level 1 input) or based on a valuation technique that uses only data from observable markets, the
difference is recognized as a gain or loss.
b) In all other cases, the difference is deferred and the timing of recognition of deferred day one profit
or loss is determined individually. It is either amortized over the life of the instrument, deferred until
the instrument’s fair value can be determined using market observable inputs, or realized through
settlement.

When the Group revises the estimates of future cash flows, the carrying amount of the respective financial
assets or financial liability is adjusted to reflect the new estimate discounted using the original effective
interest rate. Any changes are recognized in profit or loss.
Fair value of financial instruments
Some of the Group’s assets and liabilities are measured at fair value for financial reporting purpose. Fair
value is the price that would be received to sell an asset or paid to transfer a liability in an orderly transaction
between market participants at the measurement date regardless of whether that price is directly observable
or estimated using another valuation technique.
Information about the valuation techniques and inputs used in determining the fair value of various assets
and liabilities are disclosed in note 55.
Financial assets
(i) Classification and subsequent measurement
The Group has applied Ind AS 109 and classifies its financial assets in the following measurement categories:
• Fair value through profit or loss (FVTPL);

• Fair value through other comprehensive income (FVOCI); or
• Amortised cost.
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1. Financial assets carried at amortised cost
A financial asset is measured at the amortised cost if both the following conditions are met:
• The asset is held within a business model whose objective is to hold assets for collecting
contractual cash flows, and
• Contractual terms of the asset give rise on specified dates to cash flows that are solely payments
of principal and interest (SPPI) on the principal amount outstanding. After initial measurement,
such financial assets are subsequently measured at amortised cost using the effective interest
rate (EIR) method. Amortised cost is calculated by taking into account any discount or premium on
acquisition and fees or costs that are an integral part of the EIR. The EIR amortisation is included
in interest income in the Statement of Profit and Loss.
2. Equity instruments
Equity instruments are instruments that meet the definition of equity from the issuer’s perspective; that
is, instruments that do not contain a contractual obligation to pay and that evidence a residual interest
in the issuer’s net assets.
All investments in equity instruments classified under financial assets are initially measured at fair
value, the Group may, on initial recognition, irrevocably elect to measure the same either at FVOCI or
FVTPL. The Group makes such election on an instrument-by-instrument basis. Fair value changes on an
equity instrument is recognised as revenue from operations in the Statement of Profit and Loss unless
the Group has elected to measure such instrument at FVOCI. Fair value changes excluding dividends,
on an equity instrument measured at FVOCI are recognized in OCI. Amounts recognised in OCI are not
subsequently reclassified to the Statement of Profit and Loss. Dividend income on the investments in
equity instruments are recognised as ‘Revenue from operations’ in the Statement of Profit and Loss.
3. Investments in mutual funds
Investments in mutual funds are measured at fair value through profit and loss (FVTPL).
(ii) Impairment
The Group recognizes impairment allowances using Expected Credit Losses (“ECL”) method on all the
financial assets that are not measured at FVPTL:
ECL are probability-weighted estimate of credit losses. They are measured as follows:
• Financials assets that are not credit impaired – as the present value of all cash shortfalls that are
possible within 12 months after the reporting date.
• Financials assets with significant increase in credit risk - as the present value of all cash shortfalls that
result from all possible default events over the expected life of the financial assets.
• Financials assets that are credit impaired – as the difference between the gross carrying amount and
the present value of estimated cash flows.
Financial assets are written off/fully provided for when there is no reasonable of recovering a financial
assets in its entirety or a portion thereof.
Page No 270

However, financial assets that are written off could still be subject to enforcement activities under the
Group’s recovery procedures, taking into account legal advice where appropriate. Any recoveries made are
recognised in the Statement of Profit and Loss.
(iii) Derecognition
A financial asset is derecognised only when:
The Group has transferred the rights to receive cash flows from the financial asset or retains the contractual
rights to receive the cash flows of the financial asset, but assumes a contractual obligation to pay the cash
flows to one or more recipients.
Where the Group has transferred an asset, the Group evaluates whether it has transferred substantially all
risks and rewards of ownership of the financial asset. In such cases, the financial asset is derecognised.
Where the entity has not transferred substantially all risks and rewards of ownership of the financial asset,
the financial asset is not derecognised.
Where the Group has neither transferred a financial asset nor retains substantially all risks and rewards of
ownership of the financial asset, the financial asset is derecognised if the Group has not retained control
of the financial asset. Where the Group retains control of the financial asset, the asset is continued to be
recognised to the extent of continuing involvement in the financial asset.
(i) Initial recognition and measurement
All financial liabilities are recognised when the Company becomes a party to the contractual provisions of
the financial instrument and are measured initially at fair value adjusted for transaction costs.
(ii) Subsequent measurement
Financial liabilities are subsequently measured at amortised cost using the EIR method. Financial liabilities
carried at fair value through profit or loss are measured at fair value with all changes in fair value recognised
in the Statement of Profit and Loss.
(iii) Derecognition
A financial liability is derecognised when the obligation specified in the contract is discharged, cancelled or
expires.
2.10.Offsetting financial instruments
Financial assets and liabilities are offset and the net amount is reported in the balance sheet where there
is a legally enforceable right to offset the recognised amounts and there is an intention to settle on a net
basis or realise the asset and settle the liability simultaneously. The legally enforceable right must not be
contingent on future events and must be enforceable in the normal course of business and in the event of
default, insolvency or bankruptcy of the Group or the counterparty.
2.11.Derivative Financial Instruments and Hedge Accounting:
The Company enters into forward contracts to hedge the foreign currency risk of firm commitments and
highly probable forecast transactions. Derivatives are initially recognised at fair value at the date the
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derivative contracts are entered into and are subsequently re-measured to their fair value at the end of each
reporting period. The resulting gain or loss is recognised in the Statement of Profit and Loss immediately
unless the derivative is designated and effective as a hedging instrument, in which event the timing of the
recognition in the Statement of Profit and Loss depends on the nature of the hedging relationship and the
nature of the hedged item.
The Company enters into derivative financial instruments viz. foreign exchange forward contracts, interest
rate swaps and cross currency swaps to manage its exposure to interest rate and foreign exchange rate
risks. The Company does not hold derivative financial instruments for speculative purposes.
Hedge Accounting: The Company designates certain hedging instruments in respect of foreign currency
risk and interest rate risk as cash flow hedges. Such hedges are expected to be highly effective in achieving
offsetting changes in fair value or cash flows, and are assessed on an ongoing basis to determine that
they actually have been highly effective throughout the financial reporting periods for which they were
designated. The effective portion of changes in the fair value of the designated portion of derivatives that
qualify as cash flow hedges is recognised in Other Comprehensive Income and accumulated under the
heading of cash flow hedging reserve.
The gain or loss relating to the ineffective portion is recognised immediately in the Statement of Profit and
Loss. Amounts previously recognised in Other Comprehensive Income and accumulated in other equity
relating to (effective portion as described above) are re-classified to the Statement of Profit and Loss in the
periods when the hedged item affects profit or loss. However, when the hedged forecast transaction results
in the recognition of a non-financial asset or a non-financial liability, such gains and losses are transferred
from equity and included in the initial measurement of the cost of the non-financial asset or non-financial
liability. Hedge accounting is discontinued when the hedging instrument expires, terminated, or exercised,
without replacement or rollover (as part of the hedging strategy), or if its designation as a hedge is revoked,
or when it no longer qualifies for hedge accounting. Any gain or loss recognised in Other Comprehensive
Income and accumulated in other equity at that time remains in other equity and is recognised when the
forecast transaction is ultimately recognised in Statement of Profit and Loss. When a forecast transaction
is no longer expected to occur, the gain or loss accumulated in other equity is recognised immediately in the
Statement of Profit and Loss.
2.12.Financial guarantee contracts and loan commitments
Financial guarantee contracts are contracts that require the issuer to make specified payments to reimburse
the holder for a loss it incurs because a specified debtor fails to make payments when due, in accordance
with the terms of a debt instrument. Such financial guarantees are given to banks, financial institutions and
others on behalf of customers to secure loans, overdrafts and other banking facilities.
Financial guarantee contracts are initially measured at fair value and subsequently measured at the higher
of:
• The amount of the loss allowance; and
• The premium received on initial recognition less income recognized in accordance with the principles
of Ind AS 115.
2.13.Property, plant and equipment
Property, plant and equipment are stated at cost of acquisition less accumulated depreciation. Cost includes
expenditure that is directly attributable to the acquisition and installation of the assets.
Subsequent costs are included in the asset’s carrying amount or recognized as a separate asset, as
appropriate, only when it is probable that future economic benefits associated with the item will flow to the
Page No 272

Group and the cost of the item can be measured reliably. The carrying amount of any component accounted
for as a separate asset is derecognized when replaced. All other repairs and maintenance are charged to
profit or loss during the reporting period in which they are incurred.
Depreciation methods, estimated useful lives and residual value
Depreciation is calculated using the straight-line method to allocate their cost, net of their residual values,
over their estimated useful life prescribed under Schedule II to the Companies Act, 2013. The Group provides
pro-rata depreciation from the month of installation till the date assets are sold or disposed. Leasehold
improvements are amortised over the term of underlying lease.
Assets Useful life

Building 60 years
Furniture and Fixtures 10 years
Office Equipment’s 5 years
Computers and Network Equipments 3 to 6 years
Plant and Machinery 15 years
Electrical Equipments 10 years
Vehicles 8 to 10 years
Leasehold Improvements Over the primary lease period or useful life.
Whichever is less.
Derecognition:
The carrying amount of an item of property, plant and equipment is derecognized on disposal or when
no future economic benefits are expected from its use or disposal. Gains and losses on disposals are
determined by comparing proceeds with carrying amount and are recognized in the statement of profit and
loss when the asset is derecognized.
2.14.Intangible assets
Measurement at initial recognition:
Intangible assets are recognized where it is probable that the future economic benefit attributable to the
assets will flow to the Group and its cost can be reliably measured. Intangible assets are stated at cost of
acquisition less accumulated amortization and impairment, if any.
Expenditure incurred on acquisition/development of intangible assets which are not put/ready to use at
the reporting date is disclosed under intangible assets under development. The Group amortizes intangible
assets on a straight-line basis over the five years commencing from the month in which the asset is first put
to use. The Group provides pro-rata amortization from the day the asset is put to use.

Assets Useful life
Computer Software 5 years
Licences Over the license period
Customer rights 5 years
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Derecognition:
The carrying amount of an intangible asset is derecognized on disposal or when no future economic benefits
are expected from its use or disposal. Gains and losses on disposals are determined by comparing proceeds
with carrying amount and are recognized in the statement of profit and loss when the asset is derecognized
2.15.Impairment of non-financial assets
At each reporting date, the Group assesses whether there is any indication based on internal/external
factors, that an asset may be impaired. If any such indication exists, the Group estimates the recoverable
amount of the asset. The recoverable amount of asset is the higher of its value in use or its fair value.
Value in use is based on the estimated future cash flows, discounted to their present value using a pre-tax
discount rate that reflects the current market assessment of time value of money and the risks specific to
it. If such recoverable amount of the asset or the recoverable amount of the cash generating unit to which
the asset belongs is less than its carrying amount, the carrying amount is reduced to its recoverable amount
and the reduction is treated as an impairment loss and is recognised in the statement of profit and loss. All
assets are subsequently reassessed for indications that an impairment loss previously recognised may no
longer exist. An Impairment loss is reversed if there has been a change in estimates used to determine the
recoverable amount. Such a reversal is made only to the extent that the assets carrying amount would have
been determined, net of depreciation or amortization, had no impairment loss been recognised.
2.16.Expected credit loss (ECL) model:
The Company applies the ECL model in accordance with Ind AS 109 for recognising impairment loss on
financial assets. The ECL allowance is based on the credit losses expected to arise from all possible default
events over the expected life of the financial asset (‘lifetime ECL’), unless there has been no significant
increase in credit risk since origination, in which case, the allowance is based on the 12-month ECL. The
12-month ECL is a portion of the lifetime ECL which results from default events that are possible within 12
months after the reporting date.
ECL is calculated on a collective basis, considering the retail nature of the underlying portfolio of financial
assets.
The impairment methodology applied depends on whether there has been a significant increase in credit
risk. When determining whether the risk of default on a financial asset has increased significantly since initial
recognition, the Company considers reasonable and supportable information that is relevant and available
without undue cost or effort. This includes both quantitative and qualitative information and analysis based
on a provision matrix which takes into account the Company’s historical credit loss experience, current
economic conditions, forward looking information and scenario analysis.
The expected credit loss is a product of exposure at default (‘EAD’), probability of default (‘PD’) and loss
given default (‘LGD’). The Company has devised an internal model to evaluate the PD and LGD based on the
parameters set out in Ind AS 109. Accordingly, the financial assets have been segmented into three stages
based on the risk profiles. The three stages reflect the general pattern of credit deterioration of a financial
asset. The company categorises financial assets at the reporting date into stages based on the days past
due (‘DPD’) status as under:
- Stage 1 : Low credit risk, i.e. 0 to 30 days past due

- Stage 2 : Significant increase in credit risk, i.e. 31 to 90 days past due
- Stage 3 : Impaired assets, i.e. more than 90 days past due
Page No 274

LGD is an estimate of loss from a transaction given that a default occurs. PD is defined as the probability
of whether the borrowers will default on their obligations in the future. For assets which are in Stage 1, a
12-month PD is required. For Stage 2 assets a lifetime PD is required while Stage 3 assets are considered to
have a 100% PD. EAD represents the expected exposure in the event of a default and is the gross carrying
amount in case of the financial assets held by the Company.
The Company incorporates forward looking information into both assessments of whether the credit risk
of an instrument has increased significantly since its initial recognition and its measurement of ECL. Based
on the consideration of external actual and forecast information, the Company forms a ‘base case’ view of
the future direction of relevant economic variables. This process involves developing two or more additional
economic scenarios and considering the relative probabilities of each outcome. The base case represents a
most likely outcome while the other scenarios represent more optimistic and more pessimistic outcomes.
The measurement of impairment losses across all categories of financial assets requires judgement,
in particular, the estimation of the amount and timing of future cash flows and collateral values when
determining impairment losses and the assessment of a significant increase in credit risk. These estimates
are driven by a number of factors, changes in which can result in different levels of allowances. The Company’s
ECL calculations are outputs of complex models with a number of underlying assumptions regarding the
choice of variable inputs and their interdependencies. The inputs and models used for calculating ECLs may
not always capture all characteristics of the market at the date of the financial statements. The Company
regularly reviews its models in the context of actual loss experience and makes adjustments when such
differences are significantly material.
The amount of ECL (or reversal) that is required to adjust the loss allowance at the reporting date to the
amount that is required to be recognised is recognised as an impairment gain or loss in profit or loss.
After initial recognition, trade receivables are subsequently measured at amortised cost using the effective
interest method, less provision for impairment. The Company follows the simplified approach required by
Ind AS 109 for recognition of impairment loss allowance on trade receivables, which requires lifetime ECL
to be recognised at each reporting date, right from initial recognition of the receivables.
2.17.Provisions and contingencies:
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 resources embodying economic benefits will be required to
settle the obligation and a reliable estimate can be made of the amount of the obligation. Provisions are
measured at the best estimate of the expenditure required to settle the present obligation at the Balance
Sheet date.
Provisions are determined by discounting the expected future cash flows (representing the best estimate
of the expenditure required to settle the present obligation at the balance sheet date) at a pre-tax rate that
reflects current market assessments of the time value of money and the risks specific to the liability. The
unwinding of the discount is recognized as finance cost. Expected future operating losses are not provided
for.
Contingent liabilities are disclosed when there is a possible obligation arising from past events, the existence
of which will be confirmed only by the occurrence or non-occurrence of one or more uncertain future events
not wholly within the control of the Group or a present obligation that arises from past events where it is
either not probable that an outflow of resources will be required to settle the obligation or a reliable estimate
of the amount cannot be made. Contingent assets are neither recognised nor disclosed in the financial
statements.
275 Page No

2.18.Employee benefits
(i) Short-term obligations
Short-term employee benefits are recognized as an expense at the undiscounted amount in the
Statement of Profit and Loss for the year in which the related services are rendered. The Group
recognises the costs of bonus payments when it has a present obligation to make such payments as a
result of past events and a reliable estimate of the obligation can be made.
Compensated absences
The Group does not have a policy of encashment of unavailed leaves for its employees but are permitted
to be carried forward subject to some prescribed maximum days. Provision is made on actual basis of
accumulating compensated absences as a result of unused leave entitlement which has accumulated
as at the balance sheet date.
(ii) Post-employment obligations
Contribution paid/payable to the recognised provident fund, which is a defined contribution scheme, is
charged to the Statement of Profit and Loss in the period in which they occur.
Defined benefits plan:
Gratuity is post-employment benefit and is in the nature of defined benefit plan. The liability recognised
in the Balance Sheet in respect of gratuity is the present value of defined benefit obligation at the
Balance Sheet date together with the adjustments for unrecognised actuarial gain or losses and the
past service costs. The defined benefit obligation is calculated at or near the Balance Sheet date by
an independent actuary using the projected unit credit method. Actuarial gains and losses comprise
experience adjustment and the effects of changes in actuarial assumptions are recognized in the period
in which they occur, directly in other comprehensive income. They are included in retained earnings in
the statement of changes in equity and in the balance sheet.
National Pension Scheme and Employee State Insurance Corporation
Contribution paid/payable to the recognised NPS and ESIC, which is a defined contribution scheme, is
charged to the Statement of Profit and Loss in the period in which they occur.
(iii) Other long-term employee benefit obligations
Heritage club benefit
Heritage club benefits are recognised as liability at the present value of defined benefits obligation as
at the Balance Sheet date. The defined obligation benefit is calculated at the Balance Sheet date by an
independent actuary using the projected unit credit method.
Page No 276

2.19.Share-based payments
Employee Stock Option Scheme (ESOS)
The Employees Stock Options Scheme (“the Scheme”) has been established by the Group. The Scheme
provides that employees are granted an option to subscribe to equity share of the Group that vest on the
satisfaction of vesting conditions. The fair value of options granted under ESOS is recognized as an employee
benefits expense with a corresponding increase in equity. The total amount to be expensed is determined
reference to the fair value of the options granted excluding the impact of any service conditions. Information
about the valuation techniques and inputs used in determining the fair value of options disclosed in note 51.
The total expense is recognized over the vesting period, which is the period over which all of the specified
vesting conditions are to be satisfied. At the end of each period, the entity revises its estimates of the
number of options that are expected to vest based on the service conditions. It recognizes the impact of the
revision to original estimates, if any, in profit or loss, with a corresponding adjustment to equity.
2.20.Foreign currency translation
(i) Functional and presentation currency
Items included in consolidated financial statements of the Group are measured using the currency
of the primary economic environment in which the Group operates (‘the functional currency’). The
consolidated financial statements are presented in Indian rupee (INR), which is Group’s functional and
presentation currency.
(ii) Translation and balances
Foreign currency transactions are translated into the functional currency using the exchange rates at
the dates of the transactions. Foreign exchange gains and losses resulting from the settlement of
such transactions and from the translation of monetary assets and liabilities denominated in foreign
currencies at year end exchange rates are recognized in profit or loss.
2.21.Dividends
Provision is made for the amount of any dividend declared, being appropriately authorized and no longer at
the discretion of the entity, on or before the end of the reporting period but not distributed at the end of the
reporting period.
2.22.Earnings per share
a) Basic earnings per share
Basic earnings per share is calculated by dividing the net profit for the period (excluding other
comprehensive income) attributable to equity share holders of the Group by the weighted average
number of equity shares outstanding during the financial year, adjusted for bonus element in equity
shares issued during the year.
b) Diluted earnings per share
Diluted earnings per share is computed by dividing the net profit for the period (excluding other
comprehensive income) attributable to equity shareholders by the weighted average number of shares
outstanding during the period as adjusted for the effects of all diluted potential equity shares except
277 Page No

where the results are anti-dilutive. Further, when a subsidiary issue the potential ordinary shares that
are convertible into the ordinary shares of the subsidiary, to parties other than the parent and if these
potential ordinary shares of the subsidiary have a dilutive effect on the basic earnings per share of the
reporting entity, they are included in the calculation of diluted earnings per share.
2.23.Borrowing Costs

Expenses related to borrowing cost are accounted using effective interest rate. Borrowing costs are interest
and other costs (including exchange differences relating to foreign currency borrowings to the extent that
they are regarded as an adjustment to interest costs) incurred in connection with the borrowing of funds.
Borrowing costs directly attributable to acquisition or construction of an asset which necessarily take a
substantial period of time to get ready for their intended use are capitalised as part of the cost of that asset.
Other borrowing costs are recognised as an expense in the period in which they are incurred. The difference
between the discounted amount mobilised and redemption value of commercial papers is recognised in the
statement of profit and loss over the life of the instrument using the EIR.
2.24.Segment Reporting
Operating segments are reported in a manner consistent with the internal reporting provided to the Chief
Operating Decision Maker of the Group.
The power to assess the financial performance and position of the Group and make strategic decisions is
vested in the managing director who has been identified as the Chief Operating Decision Maker.
The primary business of the Group comprises of “Capital market”, “Fund based activities”, “Asset Management
and Advisory” and “Home Finance”. The business segments have been identified considering the nature
of services, the differing risks and returns, the organization structure and the internal financial reporting
system. Capital market activities includes Broking services to clients, research and advisory services,
financial product distribution, depository services and investment banking. Fund based activities include
investment activities (Investment in securities and property) and financing activity. Asset management and
advisory includes fee based services for management of assets. Home Finance represents interest and
other related income from affordable housing finance business.
2.25.Rounding of amounts
All amounts disclosed in the consolidated financial statements and notes have been rounded off to the
nearest lakh as per the requirements.
2.26.Events after reporting date
Where events occurring after the balance sheet date provide evidence of conditions that existed at the end
of the reporting period, the impact of such events is adjusted within the consolidated financial statements.
Otherwise, events after the balance sheet date of material size or nature are only disclosed.
2.27. Recent accounting developments
Ministry of Corporate Affairs (“MCA”) notifies new standard or amendments to the existing standards under
Companies (Indian Accounting Standards) Rules as issued from time to time. On 23 March, 2022, MCA
amended the Companies (Indian Accounting Standards) Amendment Rules, 2022, applicable from 01 April,
2022, as below:
Page No 278

Ind AS 16 – Property Plant and equipment - The amendment clarifies that excess of net sale proceeds of
items produced over the cost of testing, if any, shall not be recognised in the profit or loss but deducted from
the directly attributable costs considered as part of cost of an item of property, plant, and equipment. The
effective date for adoption of this amendment is annual periods beginning on or after 01 April, 2022. The
Company has evaluated the amendment and there is no impact on its financial statements.
Ind AS 37 – Provisions, Contingent Liabilities and Contingent Assets – The amendment specifies that the
‘cost of fulfilling’ a contract comprises the ‘costs that relate directly to the contract’. Costs that relate directly
to a contract can either be incremental costs of fulfilling that contract (examples would be direct labour,
materials) or an allocation of other costs that relate directly to fulfilling contracts (an example would be
the allocation of the depreciation charge for an item of property, plant and equipment used in fulfilling the
contract). The effective date for adoption of this amendment is annual periods beginning on or after 01
April, 2022, although early adoption is permitted. The Company has evaluated the amendment there is no
impact on its financial statements.
3. Key accounting estimates and judgements
The preparation of consolidated financial statements requires management to make judgments, estimates and
assumptions in the application of accounting policies that affect the reported amounts of assets, liabilities,
income and expenses. Actual results may differ from these estimates. Continuous evaluation is done on the
estimation and judgments based on historical experience and other factors, including expectations of future
events that are believed to be reasonable. Revisions to accounting estimates are recognised prospectively.
Information about critical judgments in applying accounting policies, as well as estimates and assumptions that
have the most significant effect to the carrying amounts of assets and liabilities within the next financial year,
are included in the following notes:
(a) Provision and contingent liability: On an ongoing basis, Group reviews pending cases, claims by third parties
and other contingencies. Contingent losses that are considered probable, an estimated loss is recorded
as an accrual in consolidated financial statements. Loss Contingencies that are considered possible
are not provided for but disclosed as Contingent liabilities in the consolidated financial statements.
Contingencies the likelihood of which is remote are not disclosed in the consolidated financial statements.
Gain contingencies are not recognized until the contingency has been resolved and amounts are received or
receivable.
(b) Allowance for impairment of financial asset: Judgements are required in assessing the recoverability of
overdue loans and determining whether a provision against those loans is required. Factors considered
include the aging of past dues, value of collateral and any possible actions that can be taken to mitigate the
risk of non-payment.
(c) Recognition of deferred tax assets - Deferred tax assets are recognised for unused tax-loss carryforwards
and unused tax credits to the extent that realisation of the related tax benefit is probable. The assessment
of the probability with regard to the realisation of the tax benefit involves assumptions based on the history
of the entity and budgeted data for the future.
(d) Defined benefit plans - The cost of defined benefit plans and the present value of the defined benefit
obligations are based on actuarial valuation using the projected unit credit method. An actuarial valuation
involves making various assumptions that may differ from actual developments in the future. These include
the determination of the discount rate, future salary increases and mortality rates. Due to the complexities
involved in the valuation and its long - term nature, a defined benefit obligation is highly sensitive to changes
in these assumptions. All assumptions are reviewed at each reporting date.
279 Page No

(e) Share based payment – The Group account for share based payment by measuring and recognizing as
compensation expense the fair value of all share-based payment awards made to employees based on
estimated grant date fair values. The determination of fair value involves a number of significant estimates.
The Group uses the Black Scholes option pricing model to estimate the value of employee stock options
which requires a number of assumptions to determine the model inputs. These include the expected volatility
of Group’s stock and employee exercise behavior which are based on historical data as well as expectations
of future developments over the term of the option. As stock-based compensation expense is based on
awards ultimately expected to vest. Management’s estimate of exercise is based on historical experience
but actual exercise could differ materially as a result of voluntary employee actions and involuntary actions
which would result in significant change in our share based compensation expense amounts in the future.
(f) Property, plant and equipment and Intangible Assets - Management reviews the estimated useful lives and
residual values of the assets annually in order to determine the amount of depreciation to be recorded during
any reporting period. The useful lives and residual values as per schedule II of the Companies Act, 2013
or are based on the Group’s historical experience with similar assets and taking into account anticipated
technological changes, whichever is more appropriate.
(g) Leases - The Group evaluates if an arrangement qualifies to be a lease as per IND AS 116.
- The Group determines lease term as a non-cancellable period of a lease, together with both the period
covered by an option to extend the lease if the Company is reasonably certain to exercise lessee options.
- The determination of the incremental borrowing rate used to measure lease liabilities.
Note 4: Cash and cash equivalents

31 March 2022 31 March 2021
Cash on hand 269 237
Balances with banks
In current accounts 1,35,210 1,06,668
Cheques in hand 20 35
Fixed deposit with bank (maturity within 3 months) 78,255 22,267
(Including interest accrued on fixed deposit)
2,13,754 1,29,208
Note 5 : Bank balance other than cash and cash equivalents
31 March 2022 31 March 2021
Fixed Deposit with original maturity more than 3 months but less than 12 1,90,190 48,226
months*
Fixed Deposit with original maturity more than 12 months* 1,27,530 1,72,290
Accrued interest on fixed deposits (maturity more than 12 months) 10 10
Unpaid dividend account 41 44
3,17,771 2,20,570
*Fixed deposits of Rs. 64,839 lakhs (Previous year: Rs.16,719 lakhs) are pledged with exchange and banks for meeting margin
requirements and for obtaining bank gaurantee respectively. Further, Fixed deposits of Rs. 2,520 lakhs (Previous year: Nil) are held
as cash collateral for securitisation of receivables.
Page No 280

Note 6: Receivables
31 March 2022 31 March 2021
(i) Trade receivables
a) Secured, considered good * 52,430 45,410
b) Unsecured, considered good 49,436 46,782
c) Credit impaired 846 599
Less : Allowances for impairment losses (2,403) (1,668)
1,00,309 91,123
(ii) Other receivables
a) Other 23 60
23 60
1,00,332 91,183
* Secured against securities given as collateral by the customers

1) Trade receivables are recognised initially at fair value and subsequently measured at amortised cost less loss
allowances. The Group applies the Ind AS 109 simplified approach to measuring expected credit losses (ECLs)
for trade receivables at an amount equal to lifetime ECLs. The ECLs on trade receivables are calculated based
on actual historic credit loss experience over the preceding three to five years on the total balance of non-credit
impaired trade receivables. The Group considers a trade receivable to be credit impaired when one or more
detrimental events have occurred, such as significant financial difficulty of the client or it becoming probable that
the client will enter bankruptcy or other financial reorganization. When a trade receivable is credit impaired, it is
written off against trade receivables and the amount of the loss is recognised in the profit and loss statement.
Subsequent recoveries of amounts previously written off are credited to the income statement. In line with the
Group’s historical experience, and after consideration of current credit exposures, the Group has recognised Rs.
735 lakhs (Previous year: Rs. 510 lakhs) as the ECL provision for the current year.
2) No trade or other receivable are due from directors or other officers of the Group either severally or jointly with
any other person. Nor any trade or other receivable are due from firms or private companies respectively in which
any director is a partner, a director or a member.
3) Trade receivables in case of the Group includes Rs. 24,994 Lakhs (Previous year Rs. 24,994 Lakhs) receivable
from National Spot Exchange Limited on behalf of customers and the same is also shown as Other Trade payable
to customers at Rs. 24,576 Lakhs (Previous year Rs.24,576 Lakhs) which will become due only on receipt from
National Spot Exchange Limited.
281 Page No

Note 6 (i) : Receivable ageing schedule

Unbilled Less than 6 months- 1 - 2 year 2 - 3 year More than Allowance
(i) Undisputed Trade receivables - - 72,648 1,789 1,965 24 461 (1,552) 75,335
considered good
(ii) Undisputed Trade receivables - - 2 - - 5 - (5) 2
in credit risk
(iii) Undisputed Trade receivables - - 119 294 434 - - (846) 0
credit impaired
(iv) Disputed Trade receivables - - - - - - 24,994 - 24,994
considered good
(v) Disputed Trade receivables - - - - - - - - -
in credit risk
(vi) Disputed Trade receivables - - - - - - - - -
credit impaired
Total - 72,769 2,083 2,398 29 25,456 (2,403) 1,00,332
Unbilled Less than 6 6 months- 1 - 2 year 2 - 3 year More than Allowance
months 1 year 3 years
(i) Undisputed Trade receivables - - 61,481 2,834 2,377 - 461 (1,069) 66,084
considered good
(ii) Undisputed Trade receivables - - 3 27 70 5 - - 105
in credit risk
(iii) Undisputed Trade receivables - - 136 254 208 - - (599) -0
credit impaired
(iv) Disputed Trade receivables - - - - - - 24,995 - 24,995
considered good
(v) Disputed Trade receivables - - - - - - - - -
in credit risk
(vi) Disputed Trade receivables - - - - - - - - -
credit impaired
Total - 61,620 3,115 2,655 5 25,456 (1,668) 91,184
Page No 282

Note 7: Loans
31 March 2022 31 March 2021
(A) Loans- At amortised cost
Home loans 3,51,989 3,53,024
Term loans 744 2,003
Loans repayable on demand 57,537 26,507
Loans to employees 570 555
Total (A) Gross 4,99,380 4,59,397
Less : Impairment loss allowance (8,928) (7,362)
Total (A) Net 4,90,452 4,52,035
(B) Secured by tangible assets 4,48,797 4,41,179
Secured by intangible assets - -
Unsecured 50,583 18,218
Total (B) Gross 4,99,380 4,59,397
Less : Impairment loss allowance:
Secured by tangible assets (8,817) (7,325)
Secured by intangible assets - -
Unsecured (110) (36)
Total (B) Net 4,90,452 4,52,035
(C) Loans in India
Public sector - -
Others 4,99,380 4,59,397
Total (C) Gross 4,99,380 4,59,397
Less : Impairment loss allowance (8,928) (7,362)
Total (C) Net 4,90,452 4,52,035
(D) Loans made to related parties
Loan repayable on demand:
Promoters - -
Directors - -
Key managerial personnel 2,001 -
Other related parties 18 91
2,019 91
% of total loans:
Promoters - -
Directors - -
Key managerial personnel 0% -
Other related parties 0% 0%
283 Page No

Loan book and ECL Movement Notes (Gross):

1(a) Loan book movement

31 March 2022 31 March 2021
Opening 4,59,397 4,12,389
Origination of new loan 1,49,55,690 17,60,220
Write-offs/sold during the year (16,545) (11,355)
Repayments received during the year (1,48,99,162) (17,01,857)
Closing 4,99,380 4,59,397
1(b) Break - up of loans under various stages
31 March 2022 31 March 2021
Low credit risk (Stage1) 4,81,346 4,28,967
Significant increase in credit risk (Stage2) 12,215 22,763
Credit impaired (Stage3) 5,818 7,667
Closing 4,99,380 4,59,397
1(c) ECL movement
31 March 2022 31 March 2021
Opening 7,362 4,442
ECL impact due to Write-offs (3,516) (5,308)
Addition during the year 5,082 8,227
Closing 8,929 7,362
1(d) Break - up of ECL under
31 March 2022 31 March 2021
Low credit risk (Stage1) 4,628 2,669
Significant increase in credit risk (Stage2) 1,716 2,278
Credit impaired (Stage3) 2,584 2,415
Closing 8,928 7,362
Page No 284

Note 8: Investments
Sr. Particulars As at 31 March 2022 As at 31 March 2021

No. (Units) (Amount) (Units) (Amount)
I Investments at amortised cost
(a) Equity Instruments - Unquoted - Fully paid-
up
MF Utilities India Private Limited 5,00,000 5 5,00,000 5
AMC Repo Clearing Limited 99,300 10 - -
Total (a) 15 5
(b) Investment in Non-Convertible Debenture
Shriprop Projects Private Limited - 16.25% 25 250 25 250
Casagrand Millenia Private Limited - 15.40% 200 538 120 569
& 16.80%
Terrapolis Assets Private Limited - 14.00% 30 300 - -
Radiance Realty Developer India Limited - 40 400 - -
12.00%
Rajapushpa Properties Private Limited - 80 800 - -
14.40%
Total (b) 2,288 819
Total (I) 2,303 824
II. Investments at fair value through profit and
loss account (FVTPL)
(a) Equity Instruments - Unquoted - Fully paid-
up
Shriram New Horizons Limited 7,50,000 1,013 7,50,000 1,013
Less : Impairment allowance on invesment (1,013) (1,013)
Shubham Housing Development Finance 21,377 601 21,377 518
Bundl Technologies Private Limited 2,030 9,996 - -
National Stock Exchange Limited 5,00,000 16,252 - -
Fincare Small Finance Bank Limited 11,94,369 2,024 - -
Fincare Business Services Limited 12,81,767 1,128 - -
Total (a) 30,001 518
(b) Preference Shares - Unquoted - Fully paid-up
Compulsory Convertible shares of Shubham 2,20,260 6,197 2,20,260 5,346
Housing Development Finance Co. Private
Limited
Total (b) 6,197 5,346
(c) Mutual Funds (Equity) - Quoted - Fully paid-
up
MOST Shares M100 ETF 7,35,753 230 7,35,570 186
MOST Shares NASDAQ 100 ETF 5,62,001 304 3,96,531 247
Motilal Oswal Nasdaq Q 50 ETF 76,620 44
Most Shares M50 ETF 60,153 104 59,499 86
Kotak Mahindra MF - Kotak Banking ETF 17,889 66 17,889 60
Motilal Oswal 5 Year G-SEC ETF 1,12,501 54 1,12,401 54
Axis Consumption ETF 41,776 29 - -
285 Page No


Axis Technology ETF - - 1,94,160 500
Motilal Oswal Nifty 200 Momentum 30 ETF 24,716 50
Motilal Oswal S&P BSE Low Volatility ETF 3,09,606 348 - -
Nippon India ETF GOLD BEES 67,500 30 67,500 26
SBI-ETF Nifty Next 50 44,978 80 44,978 67
Motilal Oswal NASDAQ 100 FOF 2,00,000 47 2,00,000 40
Mutual Funds (Equity) -Unquoted - Fully paid-
up
Motilal Oswal FlexiCap 20,90,47,387 78,184 20,90,47,387 71,800
Most Focused Midcap 30 Fund 12,02,16,191 59,653 10,91,57,082 38,731
Motilal Oswal Most Focused Multicap 25 6,42,80,248 22,626 6,42,80,248 21,163
Fund
Most Focused Long term Fund 1,90,816 53 1,90,816 46
Motilal Oswal Most Focused Dynamic Equity 5,00,000 80 5,00,000 77
Fund
Motilal Oswal Equity Hybrid Fund - Direct (G) 5,00,000 78 5,00,000 72
Motilal Oswal Nifty Midcap 150 Index Fund 5,53,715 110 5,53,715 88
Motilal Oswal Nifty 500 Fund 5,67,804 96 5,67,804 79
Motilal Oswal Nifty Bank Index Fund 2,72,044 36 2,72,044 33
Motilal Oswal Nifty Smallcap 250 Index Fund 2,19,498 46 2,19,498 34
Motilal Oswal Nifty 50 Index Fund 1,29,62,633 1,340 1,29,62,633 1,568
Motilal Oswal Nifty Next 50 Index Fund 43,30,591 1,169 43,30,591 519
Motilal Oswal S&P BSE low Volatility Index 49,99,750 502.19 - -
Fund
Motilal Oswal Large And Midcap Fund 11,27,70,790 18,463 5,05,00,000 6,916
Motilal Oswal S&P 500 Index Fund 5,00,000 79 5,00,000 66
Motilal Oswal Multi Asset Fund 4,99,975 56 4,99,975 52
Motilal Oswal Asset Allocation Passive Fund 4,99,975 58 4,99,975 50
of Fund - Aggressive
Motilal Oswal Asset Allocation Passive Fund 4,99,975 56 4,99,975 50
of Fund - Conservative
Motilal Oswal MSCI EAFE Top 100 Select 4,99,975 51 - -
Index Fund
Motilal Oswal 5 Year G-Sec FoF 4,99,975 52 - -
Motilal Oswal Nifty 200 Momentum 30 FoF 4,99,975 50 - -
Motilal Oswal S&P Bse Low Volatility Index 4,99,975 50 - -
Fund
Mutual Funds (Debt) - Unquoted - Fully paid-
up
MOSt Ultra Short Term Bond Fund 8,76,376 126 8,76,376 122
Motilal Oswal Liquid Fund 5,00,000 57 5,00,000 55
UTI money market fund 2,12,741 5,299 2,12,741 5,096
HDFC Cash Management Liquid Units 5,607 261 5,607 251
Motilal Oswal India Fund - - - -
SBI Savings Fund 4,49,669 160 3,76,92,310 12,889
SBI Liquid Fund - - 12,550 404
Page No 286


Aditya Birla Sun life Money Manager Fund 35,50,214 10,612 35,50,214 10,195
Invesco India Money Market Fund - - 1,03,851 2,539
Kotak Money Market Fund 2,93,548 10,569 2,93,548 10,177
Nippon India Money Market Fund - - 3,95,589 12,741
Total (c) 2,11,356 1,97,077
(d) Investment in Alternative Investment funds
(Equity) - Unquoted - Fully paid-up
Motilal Oswal Focused Growth Opportunities 49,99,750 598 49,99,750 500
Fund
Motilal Oswal Focused Growth Opportunities 9,99,950 103 - -
Fund (CA)
Motilal Oswal Focused Multicap - - 1,10,87,046 1,370
Opportunities Fund
Motilal Oswal Focused Multicap - - 10,10,334 111
Opportunities Fund (CA)
Motilal Oswal Select Opportunities fund - - - -
Motilal Oswal Select Opportunities fund (CA) - - - -
Motilal Oswal Focused Business Advantage 1,00,00,000 1,769 1,00,00,000 1,665
Fund
Motilal Oswal Focused Business Advantage 1,00,000 325 1,00,000 32
Fund (CA)
Motilal Oswal Focused Emergence Fund - 0 1,03,05,962 1,126
Motilal Oswal Business Advantage Fund 60,30,942 830 45,49,882 533
Seriess-II
Motilal Oswal Business Advantage Fund - - 137 - -
SERIES-II (Class X)
Motilal Oswal Multicap Equity Fund 9,99,950 1,336 9,99,950 1,193
Motilal Oswal Rising India Fund - 0 97,49,870 1,555
Motilal Oswal Select Opportunities Fund 86,26,104 1,253 96,26,104 1,190
Series II
Motilal Oswal Select Opportunities fund- 14,04,659 144 - -
Series II (Class X)
Motilal Oswal Select Opportunities Fund – 85,82,269 940 - -
Series III
Motilal Oswal Select Opportunities Fund - 9,99,950 99 - -
Series III (Class X)
Motilal Oswal India Excellence Fund II 50,83,659 491 - -
Motilal Oswal India Excellence Fund (Class 9,99,950 95 - -
Cx)
Motilal Oswal Equity Opportunities Fund 70,59,413 987 29,99,850 360
Series II
Motilal Oswal Equity Opportunities Fund- 13,16,273 141 - -
Series II (Class X)
Motilal Oswal Equity Opportunities Fund 49,99,750 500 - -
Series III
287 Page No


Motilal Oswal Hedged Equity Multi Factor 1,49,99,250 1,501 - -
Strategy
Next Trillion Dollar Opportunity Strategy 1,59,99,200 1,577 - -
Motilal Oswal Equity Opportunities Fund 14,97,185 174 - -
(Class X)
Motilal Oswal Equity Opportunities Fund - 1,437 - 1,424
Total (d) 14,439 11,058
(e) Associates
Associates - Real estate funds- Unquoted
India Reality Excellance Fund II LLP 10,000 2,033 10,000 3,077
Total (f) 2,033 3,077
(f) Private Equity Funds - Unquoted
Reliance Alternative Investment Fund - PE - - 150 0
Scheme I
India Business Excellence Fund 475 943 475 5,698
India Business Excellence Fund - Class C 1,022 0 1,022 0
India Business Excellence Fund-I 200 1 - -
India Business Excellence Fund II 8,18,000 15,811 8,18,000 13,388
India Business Excellence Fund II - Class C 1,022 10 1,022 10
India Business Excellence Fund III 30,25,386 62,181 12,68,496 48,706
India Business Excellence Fund IV 60,00,000 6,057 - -
Contrarian Vriddhi Fund I LLP 625 206 625 178
Real Estate Funds - Unquoted
Investment in India Realty Excellence Fund III 68,48,065 8,543 97,92,497 10,901
India Realty Excellence Fund IV 72,67,466 7,682 60,18,741 6,705
India Realty Excellence Fund V 23,68,421 2,138 - -
Total (g) 1,03,570 85,586
(g) Investment in Security receipt- Unquoted
Phoenix Trust FY20-9 22,10,000 10,217 22,10,000 14,007
Phoenix Trust-FY20-21 2,84,750 1,106 2,84,750 1,907
Phoenix Trust-FY21-16 2,08,250 1,435 2,08,250 2,083
Phoenix Trust-FY21-2 1,53,000 827 1,53,000 1,032
Phoenix Trust-FY21-6 2,75,740 1,431 2,75,740 2,589
Phoenix Trust-FY21-14 4,76,000 4,336 - -
Phoenix Trust-FY22-22 2,55,000 2,394 - -
Total (h) 21,746 21,617
(h) Investment in Non-Convertible Debenture
Shriprop Projects Private Limited - 16.25% - - 300 3,013
Radiance Realty Developer India Limited - 80 836 - -
12.00%
Rajapushpa Properties Private Limited - 720 7,200 - -
14.40%
Total (h) 8,036 3,013
Total (II) (a+b+c+d+e+f+g+h) 3,97,378 3,27,292
Page No 288


III. Investment at fair value through other
comprehnsive income FVOCI
Equity Shares - AU Finance India Limited 32,81,796 40,899 40,899 40,296
Investment through Portfolio Management
Services (PMS)
A I A Engineering Limited 53 1 - -
Aarti Drugs Limited 181 1 456 3
Aarti Industries Limited 106 1 - -
Adani Enterprises Limited 13 0 - -
Adani Ports & Special Economic Zone Limited 136 1 - -
Advanced Enzyme Technologies Limited 280 1 - -
Aegis Logistics Limited 1,78,350 367 1,78,350 533
Affle (India) Limited - - 1 0
Ajanta Pharma Limited 646 12 212 4
Alembic Pharmaceuticals Limited 227 2 - -
Alkem Laboratories Limited 12,785 463 12,431 344
Alkyl Amines Chemicals Limited 31 1 - -
APL Apollo Tubes Limited 111 1 705 10
Ashok Leyland Limited 15,888 19 15,888 18
Asian Paints Limited 223 7 2,523 64
Astral Limited 95 2 - -
Atul Limited 75 8 - -
AU Small Finance Bank Limited 172 2 - -
Aurobindo Pharma Limited 146 1 - -
Avanti Feeds Limited 174 1 - -
Axis Bank Limited 15,118 115 2,064 14
Bajaj Auto Limited 27 1 - -
Bajaj Finance Limited 25 2 468 24
Bajaj Finserv Limited 6 1 93 9
Balaji Amines Limited 32 1 - -
Balkrishna Industries Limited 42 1 - -
Balrampur Chini Mills Limited. - - 45 0
Bandhan Bank Limited 326 1 - -
Bata India Limited 60 1 - -
Bayer Cropscience Limited 7,133 354 7,174 383
Bharat Forge Limited 76,045 533 76,045 453
Bharti Airtel Limited 4,568 34 4,964 26
Birla Corporation Limited 33,036 391 33,036 314
BIRLASOFT Limited 5,908 27 5,670 14
Blue Star Limited 7,371 78 7,337 69
Bosch Limited 3,693 533 3,693 520
Britannia Industries Limited 181 6 107 4
Caplin Point Laboratories Limited 117 1 - -
Cash and cash equivalents - 59 - 166
Cholamandalam Financial Holdings Limited 143 1 - -
289 Page No


Cholamandalam Investment And Finance 156 1 - -
Company Limited
Cipla Limited 111 1 80 1
Clean Science And Technology Limited 31,809 634 - -
Coal India Limited 3,808 7 - -
Coforge Limited 19 1 - -
Colgate Palmolive (India) Limited 42 1 33,284 519
Container Corporation Of India Limited 90,138 606 90,138 539
Coromandel International Limited 107 1 451 3
Creditaccess Grameen Limited - - 491 3
Crisil Limited 488 16 - -
Cummins India Limited 52,417 588 52,429 482
Cyient Limited 91 1 - -
Dalmia Bharat Sugar And Industries Limited - - 55 0
Deepak Nitrite Limited 43 1 - -
Dhanuka Agritech Limited 128 1 - -
Divis Laboratories Limited 21 1 122 4
Dixon Technologies (India) Limited 40 2 - -
DLF Limited 67 0 - -
Dr Lal Pathlabs Limited 58 2 - -
Dr Reddy's Laboratories Limited 120 5 215 10
Eclerx Services Limited 42 1 - -
Eicher Motors Limited 40,708 1,000 40,946 1,066
Emami Limited 1,21,598 544 1,22,158 594
Fine Organic Industries Limited 30 1 - -
Finolex Industries Limited 447 1 - -
Firstsource Solutions Limited 559 1 - -
Gail (India) Limited. - - 81 0
Galaxy Surfactants Limited 191 5 - -
Garware Technical Fibres Limited 29 1 - -
Gland Pharma Limited 36,311 1,188 36,449 903
Glenmark Pharmaceuticals Limited 235 1 41 0
Godrej Industries Limited 1,16,160 539 1,16,160 634
Godrej Properties Limited 525 9 525 7
Granules India Limited 509 2 194 1
Grindwell Norton Limited 761 14 - -
Gujarat Gas Limited 152 1 178 1
Gujarat State Petronet Limited 2,128 6 - -
Happiest Minds Technologies Limited 77 1 - -
HCL Technologies Limited 3,119 36 2,474 24
HDFC Asset Management Company Limited 71 2 - -
HDFC Bank Limited 12,001 176 13,560 203
HDFC Life Insurance Company Limited 17,434 94 18,257 127
Hero Motocorp Limited 188 4 378 11
Hinduja Global Solutions Limited 70 1 - -
Page No 290


Hindustan Petroleum Corporation Limited 1,72,020 463 1,72,020 403
Hindustan Unilever Limited 200 4 3,377 82
Hindustan Zinc Limited 2,074 6 - -
Honeywell Automation India Limited 4 2 - -
Housing Development Finance Corporation 66 2 332 8
Limited
ICICI Bank Limited 3,60,557 2,633 2,60,982 1,519
ICICI Lombard General Insurance Company 127 2 705 10
Limited
Icici Prudential Life Insurance Company - - 20 0
Limited
ICICI SECURITIES Limited 1,983 12 852 3
IIFL Finance Limited 295 1 - -
Indiamart Intermesh Limited 27 1 1 0
Indian Energy Exchange Limited 5,100 11 - -
Indian Hotels Co.Limited. - - 79 0
Indraprastha Gas Limited. - - 19 0
Info Edge (India) Limited 80 4 80 3
Infosys Limited. - - 7 0
Infosys Technologies Limited 1,371 26 1,456 20
Intellect Design Arena Limited 135 1 - -
Iol Chemicals And Pharmaceutical Limited 181 1 - -
Ipca Laboratories Limited 91,669 977 46,138 878
ITC Limited 3,08,904 774 1,91,047 417
Jb Chemicals & Pharmaceuticals Limited 60 1 - -
Jk Lakshmi Cement Limited 3,389 16 3,389 15
JSW Steel Limited 33 0 - -
Jubilant Foodworks Limited 26 1 - -
Jubilant Pharmova Limited 163 1 - -
Just Dial Limited. 91 1 91 1
K.P.R. Mill Limited - - 10 0
Kajaria Ceramics Limited 1,075 11 - -
Kotak Mahindra Bank Limited 1,52,451 2,674 1,52,728 2,677
Kpit Technologies Limited 248 1 - -
L&T Technology Services Limited 46,639 2,381 46,348 1,230
Larsen & Toubro Infotech Limited 12,740 784 12,721 516
Larsen & Toubro Limited 21,053 372 21,053 299
Laurus Labs Limited 216 1 - -
LIC Housing Finance Limited 4,140 15 4,140 18
Macrotech Developers Limited 22 0 - -
Mahanagar Gas Limited - - 9 0
Mahindra & Mahindra Limited 2,792 23 2,943 23
Manappuram General Finance & Leasing 461 1 - -
Limited
Marico Limited 2,483 13 - -
291 Page No


Maruti Suzuki India Limited 7,736 116 1,581 108
MAS Financial Services Limited 131 1 - -
Mastek Limited 36 1 - -
Max Financial Services Limited 1,74,832 1,318 1,76,000 1,513
Metropolis Healthcare Limited 269 5 - -
Minda Industries Limited. 113 1 113 1
Mindtree Consulting Limited 311 13 - -
Motherson Sumi Systems Limited 3,668 5 3,668 7
Motherson Sumi Wiring India Limited 3,668 2 - -
Motilal Oswal Liquid Fund - Growth 87,390 10 - -
Mphasis Limited 76 3 - -
Mtar Technologies Limited 14 0 - -
Multi Commodity Exchange of India Limited 451 6 400 6
Muthoot Finance Limited 524 7 710 9
Natco Pharma Limited - - 444 4
Navin Fluorine International Limited 28 1 - -
Nippon Life India Asset Management Limited 238 1 - -
Nmdc Limited 155 0 - -
Oracle Financial Services Software Limited 170 6 - -
P I Industries Limited 36 1 189 4
Page Industries Limited 3,287 1,420 3,284 996
Persistent Systems Limited 856 41 932 18
Petronet Lng Limited. - - 39 0
Phoenix Mills Limited 9,341 103 5,057 39
PI Industries Limited 20 1 20 0
Poly Medicure Limited 108 1 - -
Prince Pipes And Fittings Limited 120 1 - -
Privi Speciality Chemicals Limited 58 1 - -
Procter & Gamble Health Limited 17 1 - -
Procter & Gamble Hygiene & Healthcare 44 6 - -
Limited
Relaxo Footwears Limited 1,047 11 - -
Reliance Industries Limited 1,400 37 1,902 38
Rossari Biotech Limited 72 1 - -
Route Mobile Limited 51 1 - -
Safari Industries (India) Limited 7,823 76 7,440 45
SBI Cards and Payment Services Limited 1,225 10 725 7
SBI Life Insurance Company Limited 667 7 441 4
Schaeffler India Limited 885 17 - -
Sequent Scientific Limited 543 1 - -
Sheela Foam Limited 256 9 235 5
Shriram City Union Finance Limited 48 1 - -
SKF Bearing Limited 414 15 - -
Sonata Software Limited 115 1 - -
SRF Limited 56 2 - -
Page No 292


State Bank Of India 1,57,634 778 1,56,134 569
Sudarshan Chemicals Industries Limited 167 1 - -
Sumitomo Chemical Indian Limited - - 1,221 4
Sun Pharmaceuticals Limited 27 0 171 1
Sun Tv Network Limited. - - 21 0
Sundaram Fasteners Limited 121 1 - -
Sundaram Finance Limited 241 5 200 5
Supreme Industries Limited 555 11 - -
Suven Pharmaceuticals Limited 193 1 - -
Syngene International Limited 347 2 - -
Tamil Nadu Newsprint & Papers Limited. - - 69 0
Tanla Platforms Limited 82 1 - -
Tasty Bite Eatables Limited 6 1 - -
Tata Chemicals Limited. 25 0 18 0
Tata Coffee Limited. - - 87 0
Tata Consultancy Services Limited 19,687 733 19,848 631
Tata Consumer Products Limited 800 6 816 5
Tata Elxsi Limited 15 1 3 0
Tata Motors Limited - DVR - - 91 0
Tata Motors Limited 1,200 5 1,200 4
Tata Power Co.Limited. 104 0 117 0
Tata Steel Limited. - - 14 0
Teamlease Services Limited 199 9 199 8
Tech Mahindra Limited 83,030 1,245 82,802 821
Thyrocare Technologies Limited 89 1 - -
Tinplate Company Of India Limited. - - 55 0
Titan Company Limited 316 8 564 9
Torrent Pharmaceuticals Limited 35 1 - -
Trident Limited. - - 666 0
Triveni Turbine Limited 452 1 - -
TTK Prestige Limited 560 5 - -
UltraTech Cement Limited 182 12 182 12
United Spirits Limited 1,000 9 1,000 6
Vaibhav Global Limited 317 1 442 17
Valiant Organics Limited 77 1 - -
Varun Beverages Limited 132 1 - -
Vedant Fashions Limited 43,207 417 - -
Vinati Organics Limited 51 1 - -
Voltas Limited 1,91,050 1,621 2,68,478 2,690
VST Industries Limited 30 1 - -
Welspun India Limited. - - 130 0
West Coast Paper Mills Limited. - - 37 0
Whirlpool Of India Limited 43 1 - -
293 Page No


Wipro Limited 3,652 22 2,515 10
Wockhardt Lt 220 1 - -
Zee Entertainment Enterprises Limited 68 0 - -
Zensar Technologies Limited 214 1 - -
Zf Commercial Vehicle Control Ststems India 100 8 - -
Limited
Zydus Lifesciences Limited 203 1 - -
Total (III) 68,811 64,122
Total (I+II+III) 4,68,491 3,92,235
(i) Investment outside India - -
(ii) Investment in India 4,68,491 3,92,235
Total 4,68,491 3,92,235
Note 9: Other financial assets
31 March 2022 31 March 2021
Rent, electricity, and other deposits 1,925 1,552
Deposits with exchange and other receivables 32,775 64,695
Securities in trade* 0 0
EMI /Pre EMI receivables on home loans 617 1,467
Receivable from exchanges 277 448
35,594 68,162
*Securities in trade comprises of investment in equity instruments held on behalf of clients.
Note 10: Current tax assets (net)
31 March 2022 31 March 2021
Advance tax and tax deducted at source (net of provisions) 3,381 4,094
3,381 4,094

Note 11 : Deferred tax assets (net)
31 March 2022 31 March 2021
Deferred tax assets (net) (Refer note 38) 6,353 7,542
6,353 7,542
Page No 294

Note 12 : Property Plant and Equipments

Particulars Gross Block Depreciation / amortization Net Block
Balance Additions Disposal Balance Balance During Disposal Balance Balance Balance
as at as at 31 as at the year as at 31 as at 31 as at 31
2021 2022 2021 2022 2022 2021
(a) Property, plant and
equipment
Computer 1,418 311 - 1,729 1,186 158 - 1,343 386 232
Mobile phone 1 - - 1 1 - - 1 - -
Building 29,007 1,322 - 30,329 7,973 877 - 8,850 21,479 21,034
Plant and machinery 9,369 1,748 - 11,117 6,851 938 - 7,789 3,328 2,518
Electrical equipment 219 1 - 220 193 15 - 208 12 26
Lease hold improvement 1,406 175 - 1,581 1,166 133 - 1,299 282 240
Land 2,667 - - 2,667 - - - - 2,667 2,667
Vehicles 1,312 284 - 1,596 849 117 1 965 631 463
Right to use 5,721 268 - 5,989 2,948 1,013 - 3,961 2,028 2,773
Total (a) 58,901 4,448 - 63,349 27,308 3,676 1 30,982 32,367 31,593
(b) Other Intangible assets
BSE/MCX cards 648 - - 648 648 - - 648 - -
PMS licence 1 - - 1 1 - - 1 - -
Customer rights 1,152 - - 1,152 815 81 - 896 256 337
Licences 19 - - 19 19 - - 19 - -
Software 8,186 1,009 - 9,195 5,083 1,069 - 6,152 3,043 3,103
Goodwill 90 - - 90 90 - - 90 - -
Total (b) 10,096 1,011 - 11,107 6,656 1,150 - 7,806 3,299 3,440
Total (a+b+c) 68,997 5,459 - 74,456 33,964 4,826 1 38,788 35,666 35,033

2020 2021 2020 2021 2021 2020
Computer 1,328 91 1 1,418 1,053 133 - 1,185 233 275
Mobile phone 1 - - 1 1 - - 1 - -
Building 27,937 1,070 - 29,007 7,269 704 - 7,973 21,034 20,668
Plant and machinery 7,953 1,422 6 9,369 6,199 653 1 6,851 2,518 1,754
Electrical equipment 212 7 - 219 167 26 - 193 26 45
Lease hold improvement 1,345 61 - 1,406 1,023 143 - 1,166 240 322
Land 2,667 - - 2,667 - - - - 2,667 2,667
Vehicles 1,187 125 - 1,312 747 102 - 849 463 440
Right to use 4,243 1,665 187 5,721 1,367 1,581 - 2,948 2,773 2,876
Total (a) 54,354 4,741 194 58,901 23,566 3,743 1 27,307 31,594 30,788
54,354 4,741 194 58,901 23,567 3,743 1 27,308 31,593 30,787
(b) Intangible assets under - - - - - - - - - -
development
(c) Other Intangible assets
BSE/MCX cards 648 - - 648 648 - - 648 - -
PMS licence 1 - - 1 1 - - 1 - -
Customer rights 1,152 - - 1,152 734 81 - 815 337 418
Licences 19 - - 19 19 - - 19 - -
295 Page No


2020 2021 2020 2021 2021 2020
Software 6,311 1,875 - 8,186 4,181 903 1 5,083 3,103 2,130
Goodwill 90 - - 90 90 - - 90 - -
Total (c) 8,221 1,875 - 10,096 5,673 984 1 6,656 3,440 2,548
Total (a+b+c) 62,575 6,616 194 68,997 29,239 4,727 2 33,963 35,034 33,336
Note: There has been no acquisitions through business combinations and no change of amount due to revaluation to
Property, plant and equipment and other intangible assets during the year ended 31 March 2022 and 31 March 2021.
Note 13 : Other non-financial assets
31 March 2022 31 March 2021
Prepaid expenses 15,666 8,721
Advances and other non-financial assets 1,338 1,274
Indirect tax credit receivable 2,400 1,057
Stock of stamps 6 6
Capital advance 1,130 563
20,540 11,621
Note 14: Payables
31 March 2022 31 March 2021
(i) Trade payables#
total outstanding dues of Micro & small enterprises* - -
total outstanding dues of creditors other than Micro small & medium 3,70,086 3,02,567
enterprises
3,70,086 3,02,567
#Trade payables includes balances due to parties othe than clients which are highly insignificant in terms of value.

*Due to Micro and Small Enterprises

The Micro and Small Enterprises have been identified on the basis of the information provided by the vendors to the
Company.
31 March 2022 31 March 2021
The principal amount remaining unpaid at the year end - -
The Interest amount remaining unpaid at the year end - -
The amount of interest paid by the buyer under MSMED Act, 2006 along - -
with the amounts of the payment made to the supplier beyond the
appointed day during each accounting year
Page No 296

31 March 2022 31 March 2021
The amount of interest due and payable for the year (where the principal - -
has been paid but interest under the MSMED Act, 2006 not paid)
The amount of interest accrued and remaining unpaid at the year end - -
The amount of further interest due and payable even in the succeeding - -
year, until such date when the interest dues as above are actually paid
to the small enterprise, for the purpose of disallowance as a deductible
expenditure under section 23
The balance of MSMED parties as at the year end - -
- -
Note 14 (i) : Trade Payables ageing schedule

Particulars Outstanding for following periods from the date of Total
transactions
Less than 1 1 -2 year 2-3 years More than 3
year years
(i) MSME 6,295 73 45 9 6,422
(ii) Others 3,38,785 - - 303 3,39,088
(iv) Disputed dues - others - - - 24,576 24,576
Total 3,45,080 73 45 24,887 3,70,086
Particulars Outstanding for following periods from the date of Total

transactions
Less than 1 1 -2 year 2-3 years More than 3
year years
(i) MSME 5,557 124 7 3 5,691
(ii) Others 2,71,998 - - 303 2,72,301
(iv) Disputed dues - Others - - - 24,575 24,576
2,77,555 124 7 24,881 3,02,567
Note 15: Debt securities
31 March 2022 31 March 2021
At Amortised cost
Secured
Secured redeemable non-convertible debentures# 1,14,549 1,44,164
297 Page No

31 March 2022 31 March 2021
Unsecured
Unsecured redeemable non-convertible debentures 32,500 35,390
Commercial paper 2,49,831 1,70,170
3,96,880 3,49,724
Debt Securities in India 3,96,880 3,49,724
Debt Securities Outside India - -
3,96,880 3,49,724
#Refer note 48 for the details of security provided against the debt facility availed by the Group
Note 16: Borrowings (Other than debt securities)
31 March 2022 31 March 2021
At Amortised cost
Term loans
(i) from banks 1,45,494 1,28,256
(ii) from Securitisation 14,733 18,411
(iii) from NHB Refinance 18,254 22,500
(iv) Term Loan ECB 7,547 -
(v) from other parties (0) (0)
Demand loans*
(i) from banks 28,296 47,237
(ii) from other parties 3948 2,002
Cash credit from banks# (1) 1,153
Total (A) 2,18,271 2,19,560
Borrowings in India 2,10,724 2,19,560
Borrowings outside India 7,547 -
Total (B) 2,18,271 2,19,560
Secured 1,73,789 1,76,647

Unsecured 44,482 42,913
Total (C) 2,18,271 2,19,560
*Demand loans from banks and other parties are secured against the property, plant and equipment and trade
receivables of the group. Further, the quarterly returns or statements of current assets filed by the Group
with Banks NBFC’s and other financial institutions are materially in agreement with the books of accounts.
# Cash credit from banks of Rs. 1 lakhs represents debit balances in cash credit accounts as at 31 March 2022.
Page No 298

As at 31 March 2022

NCD Series Units Amount Security provided Charge % Rate of Maturity
Interest date
M-1/ F.Y.22/ F.Y.24 780 7,800 Pari - passu charge on 1 times of NCD’s 7.25% 14-Mar-24
all present and future outstanding and
Margin trading facility Interest/Coupon due on
receivables the NCD’s.
B/ F.Y.21/ F.Y.24 1,050 10,500 Pari - passu charge on 1.05 times of NCD’s 7.25% 05-Feb-24
trade receivables and Interest/Coupon due on
or Margin trading the NCD’s.
facility receivables
A/ F.Y.21/ F.Y.24 1,950 19,500 Pari - passu charge on 1.05 times of NCD’s 7.60% 06-Nov-23
or Margin trading the NCD’s.
SERIES M-2 /F.Y.21 /F.Y.24 128 1,280 Pari - passu charge 1 times of the amount 8.00% 20-Jul-23
on Margin funding outstanding
receivables
SERIES M-2 /F.Y.21 /F.Y.24 30 300 Pari - passu charge 1 times of the amount 8.00% 20-Jul-23
receivables
receivables
receivables
receivables
SERIES A-8 / F.Y.21/ F.Y.23 500 5,000 Exclusive charge over 1.1 times of the amount 9.60% 29-Jun-23
specific receivables outstanding
SERIES M-9 /F.Y.21 /F.Y.24 541 5,426 Exclusive charge over 1 times of the amount 8.50% 01-Jun-23
SERIES A (2016-17)/07 997 9,970 Exclusive charge over 1.25 times of the 9.85% 15-May-23
specific receivables amount outstanding
SERIES A-9 / F.Y.21/ F.Y.23 750 7,500 Exclusive charge over 1.25 times of the 9.45% 21-Apr-23
SERIES M-1 /F.Y.21 /F.Y.24 375 3,750 Pari - passu charge 1 times of the amount 8.25% 18-Apr-23
receivables
receivables
receivables
299 Page No


Interest date
receivables
SERIES M-1 /F.Y.21 /F.Y.24 5 51 Pari - passu charge 1 times of the amount 8.25% 18-Apr-23
receivables
receivables
SERIES M-7/FY20/FY23 378 3,795 Exclusive charge over 1 times of the amount 9.30% 29-Dec-22
SERIES C 7.50 NCD 2,000 20,000 Exclusive charge over 1.5 times of the amount 7.50% 26-Sep-22
26SP22 specific investments outstanding
SERIES M-6/FY20/FY23 334 3,354 Exclusive charge over 1 times of the amount 9.25% 18-May-22
Grand Total 11,477 1,14,975

As at 31 March 2021

Interest date
B/ F.Y.21/ F.Y.24 1,050 10,500 Pari - passu charge on 1.05 times of NCD's 7.25% 05-Feb-24
or Margin trading the NCD's.
A/ F.Y.21/ F.Y.24 1,950 19,500 Pari - passu charge on 1.05 times of NCD's 7.60% 06-Nov-23
or Margin trading the NCD's.
receivables
receivables
receivables
receivables
receivables
Page No 300


Interest date
SERIES M-9 /F.Y.21 /F.Y.24 541 5,426 Exclusive charge over 1 times of the amount 8.50% 01-Jun-23
SERIES A (2016-17)/07 997 9,970 Exclusive charge over 1.1 times of the amount 9.85% 15-May-23
SERIES A-9 / F.Y.21/ F.Y.23 750 7,500 Exclusive charge over 1.25 times of the 9.45% 21-Apr-23
receivables
receivables
receivables
receivables
SERIES M-1 /F.Y.21 /F.Y.24 5 51 Pari - passu charge 1 times of the amount 8.25% 18-Apr-23
receivables
receivables
SERIES A-5/FY20/FY23 2,000 20,000 Exclusive charge over 1 times of the amount 10.00% 24-Mar-23
SERIES C 7.50 NCD 2,000 20,000 Exclusive charge over 1.5 times of the amount 7.50% 26-Sep-22
26SP22 specific investments outstanding
SERIES M-6/FY20/FY23 334 3,354 Exclusive charge over 1 times of the amount 9.25% 18-May-22
SERIES A-10 /F.Y.21/F.Y.23 250 2,500 Exclusive charge over 1.1 times of the amount 9.00% 28-Jan-22
SERIES M-8 /F.Y.21 /F.Y.22 1,000 10,024 Exclusive charge over 1 times of the amount 8.90% 10-Dec-21
SERIES M-2/FY20/FY22 143 1,432 Exclusive charge over 1 times of the amount 9.95% 16-Nov-21
SERIES M-1/FY19/FY22 46 478 Exclusive charge over 1 times of the amount 10.25% 30-Apr-21
Grand Total 14,421 1,44,485
Note : Repayment schedule includes unamortised borrowing cost of Rs. 426 lakh and Rs. 321 lakhs respectively for 31 March
2022 and 31 March 2021.
301 Page No

Unsecured Debentures and Bonds As at 31 March 2022

NCD Series Amount Units Interest Rate Maturity date
SERIES A (2016-17)/11 INE658R08123 2,500 250 11.00% 07 August 2026
Series MOHFL U-K1 FY2021-22 INE658R08172 29,000 2,900 6.00% 10 February 2025
Series MOHFL U-J1 FY2021-22 INE658R08164 1,000 100 6.75% 31 January 2025
Total 32,500 3,250 Total

Unsecured Debentures and Bonds As at 31 March 2021

NCD Series Amount Units Interest Rate Maturity date
SERIES A (2016-17)/11 390 500 11.40% 07 August 2026
SERIES A-4/FY19/FY25 5,000 3,000 11.25% 27 January 2024
SERIES A (2016-17)/1 30,000 39 8.00% 28 April 2021
Total 35,390 3,539 Total
a) Rate of interest of cash credit was 3M MCLR (Marginal cost of funds-based Lending Rate) + 1.00% and was
secured by way of hypothecation of receivables. Further, it was repayable on demand.
b) Securitisation liability represents amounts received in respect of securitisation transactions (net of repayments
& investment therein) as these transactions do not meet the derecognition criteria specified under Ind AS. These
are secured by way of hypothecation of designated assets on finance receivables.
c) Terms of repayment of terms loans
As at 31 March 2022
(i) Term loans from banks, NBFC and others
Maturity 0-1 years 1-3 years 3-5 years > 5 years Total
Rate of interest
5.25 % to 8.80 % annually* 54,333 58,298 26,840 24,277 1,63,748
Total 54,333 58,298 26,840 24,277 1,63,748
(ii) Terms of maturity of securitisation liability
Rate of interest
7.50 % annually 640 1,389 1,423 11,281 14,733
Total 640 1,389 1,423 11,281 14,733
(iii) Term loan ECB
Rate of interest
7.50 % annually - 2,264 5,283 - 7,547
Total - 2,264 5,283 - 7,547
Page No 302

As at 31 March 2021
(i) Term loans from banks, NBFC and others
Rate of interest
5.25 % to 10.95 % annually* 49,620 63,878 24,320 12,939 1,50,756
Total 49,620 63,878 24,320 12,939 1,50,756
(ii) Terms of maturity of securitisation liability
Rate of interest
7.55 % annually 297 1,499 1,654 14,961 18,411
Total 297 1,499 1,654 14,961 18,411
* Secured against hypothecation of receivables i.e. loans and advances.(Refer note 48)

Commercial Papers As at 31 March 2022

Rate of interest is ranging from 4.85%-6.90% for commercial paper outstanding.

Commercial Papers As at 31 March 2021

Rate of Interest is ranging from 5.60% to 5.70% for Commercial paper outstanding
Note 17: Deposits
31 March 2022 31 March 2021
Security deposit (against premises given on lease) 98 45
98 45
Note 18: Other financial liabilities
31 March 2022 31 March 2021
Interest accrued and not due on borrowings and debentures 7,408 6,770
Interest accrued and due on borrowings and debentures 252 79
Unpaid dividend 97 44
Margin money 53,204 29,425
Other payables (includes payable to vendors) 11,960 8,373
Accrued salaries and benefits 743 592
Provision for expense 1,894 887
Book overdraft 5,544 4,078
Lease liabilities (Refer note 41) 2,698 3,423
83,800 53,671
303 Page No

Note 19: Current tax liabilities (net)
31 March 2022 31 March 2021
Provisions for tax(net of advance tax and tax deducted at source) 3,166 1,694
3,166 1,694
Note 20: Provisions
31 March 2022 31 March 2021
For employee benefits
Gratuity unfunded (Refer note 44, 50) 3,335 2,931
Heritage club benefit (Refer note 44, 50) 212 239
Ex - gratia payable (Refer note 44) 19,803 13,626
Compensated absences (Refer note 44) 1,072 876
24,422 17,672
Note 21 : Deferred tax liabilities (net)
31 March 2022 31 March 2021
Deferred tax liabilities (net) (Refer note 38) 18,797 13,076
18,797 13,076
Note 22: Other non - financial liabilities
31 March 2022 31 March 2021
Advance received from customers 3,982 1,476
Withholding and other taxes payables 2,767 2,830
6,749 4,306
Note 23 Equity share capital
Particulars 31 March 2022 31 March 2021

Number Amount Number Amount
Authorised shares
Equity shares of Re. 1 each ( previous year Re. 1 1,12,00,00,000 11,200 92,50,00,000 9,250
each)
Preference shares of Re. 100 (Previous year Rs. 62,00,000 6,200 56,50,000 5,650
100 each)
Total 1,12,62,00,000 17,400 93,06,50,000 14,900
Issued and subscribed
Equity shares of Re. 1 each 14,90,62,919 1,491 14,66,20,374 1,466
Page No 304


Shares pending for allotment
Equity shares of Re.1 each (refer note (f) below) - - 18,68,445 19
Paid-up
Equity shares of Re.1 each fully paid up ( previous 14,90,62,919 1,491 14,84,88,819 1,485
year Re. 1 each)
Total 14,90,62,919 1,491 14,84,88,819 1,485
a) Reconciliation of the number of equity shares outstanding at the beginning and at the end of the year

Outstanding at the beginning of the year 14,84,88,819 1,485 14,80,66,718 1,481
Stock options exercised under the ESOS 5,74,100 6 4,62,800 5
Shares pending for allotment - - 18,68,445 19
Buyback - - (19,09,144) (19)
Outstanding at the end of the year 14,90,62,919 1,491 14,84,88,819 1,485
b) Terms/rights attached to shares :

Equity shares

The Company has one class of equity shares having a par value of Re. 1 each (previous year: having a par
value of Re. 1 each). Each holder of equity shares is entitled to one vote per share. In the event of liquidation
of the Company, the holder of the equity shares will be entitled to receive any of the remaining assets of the
Company, after distribution of all the preferential amounts. The distribution will be in proportion to the number of
equity shares held by the shareholders. The Company declares and pays dividend in Indian rupees. The dividend
proposed by the Board of Directors is subject to the approval of shareholders in the ensuing Annual General
Meeting.

During the year ended 31 March 2022, dividend recognized as distribution to equity shareholders was Rs. 5.00
per share consisting of final dividend of Rs. 5.00 per share for year ended 31 March 2021 and interim dividend
of Rs. 7.00 per share for year ended 31 March 2022. The total dividend appropriated amounts to Rs. 7,364 lakhs
(previous year: Rs. 3,081 lakhs).

Preference shares

The Company has only one class of preference shares having a par value of Rs. 100 and there are no preference
shares issued and subscribed as at 31 March 2022 and 31 March 2021.

c) Shares reserved for issue under options

Information relating to the Employee Stock Option Scheme (ESOS), including details regarding options issued,
exercised and lapsed during the year and options outstanding at the end of the reporting period is set out in note
51.

305 Page No

d) Details of shareholders holding more than 5% of the shares in the Company
Equity shareholders 31 March 2022 31 March 2021

Number % holding Number % holding
Motilal Oswal Family Trust 4,33,41,158 29.08% 4,29,49,711 28.92%
Mr. Raamdeo Agrawal** 4,03,69,047 27.08% 4,04,59,859 27.25%
Mr. Motilal Oswal** 77,87,622 5.22% 81,91,072 5.52%
Mr. Navin Agrawal 77,04,010 5.17% 77,04,010 5.19%
** The Promoter shareholding for financial year 20-21 has been restated /recasted pursuant to scheme of
amalgamation.
e) Details of promoters shareholding in the Company
Equity shareholders 31 March 2022 31 March 2021 % change

Motilal Oswal Family Trust 4,33,41,158 29.08% 4,29,49,711 28.92% 0.91%
Mr. Raamdeo Agrawal 4,03,69,047 27.08% 4,04,59,859 27.25% -0.22%
Mr. Motilal Oswal 77,87,622 5.22% 81,91,072 5.52% -4.93%
Raamdeo Agrawal HUF 45,35,574 3.04% 45,00,355 3.03% 0.78%
Mr. Vaibhav Agrawal 2,54,479 0.17% 2,54,479 0.17% -
Ms. Vimla Oswal 1,25,987 0.08% 1,25,980 0.08% 0.01%
Ms. Suman Agrawal 1,00,000 0.07% 1,00,000 0.07% -
Mr. Rajendra Gopilal Oswal 54,996 0.04% 55,000 0.04% -0.01%
Mr. Pratik Mehta 12,000 0.01% - 0.00% 100.00%

Passionate Investment Management - 0.00% 8,49,21,363 57.35% -100.00%
Pvt Ltd
Motilal Oswal Family Trust 4,29,49,711 28.92% - 0.00% 100.00%
Mr. Raamdeo Agrawal 4,04,59,859 27.25% 79,27,265 5.35% 410.39%
Mr. Motilal Oswal 81,91,072 5.52% 85,25,972 5.76% -3.93%
Raamdeo Agrawal HUF 45,00,355 3.03% 6,50,000 0.44% 592.36%
Page No 306


Mr. Vaibhav Agrawal 2,54,479 0.17% 1,00,000 0.07% 154.48%
Ms. Vimla Oswal 1,25,980 0.08% 1,25,240 0.08% 0.59%
Ms. Suman Agrawal 1,00,000 0.07% 1,00,000 0.07% -
Mr. Rajendra Gopilal Oswal 55,000 0.04% 55,000 0.04% -
f) In the financial year 2020-21 the Company has bought back 19,09,144 fully paid-up shares by capitalization of
securities premium. Further, 18,68,445 shares were alloted for consideration other than cash and 8,63,74,063
shares were cancelled and reissued pursuant to the Scheme of Arrangement (Refer note 62).
Note 24: Reserve & surplus
31 March 2022 31 March 2021
(I) Reserves and surplus :
a) Statutory reserve
Add: Transfer from Statement of Profit and Loss for the year 2,729 659
Add: Transfer from / (to) general reserve## (5,233) -
Balance as at end of the year 7,982 10,486
## With reference to minutes of Board meeting, Board of Directors has approved to transfer Statutory Reserve
of Rs.5,233 lakhs standing in the books of PIMPL to General Reserve in the books of MOFSL as there is no
further need to maintain the same as per the RBI regulation.
b) Capital redemption reserve

Add: Transfer from Statement of Profit and Loss for the year - 19
c) Securities premium
Addition during the year on account of share issue 3,392 1,529
Add: Transfer from Employee stock option reserve 1,047 624
Less:Buyback of shares - (12,034)
307 Page No

31 March 2022 31 March 2021
d) Employee stock options outstanding reserve
Addition during the year 2,404 1,986
Less: Transfer to securities premium account (1,047) (624)
e) Capital reserve on consolidation

Less: Deduction during the period (1,675) -
f) General reserve
Less: Impact due to merger - (577)
Add : Transfer from / (to) Statutory reserves 5,233 -
g) Foreign currency translation reserve
Balance at the beginning of the year (203) 441
Addition during the period 177 (644)
Balance as at end of the year (26) (203)
h) Retained earnings
Balance at the beginning of the year 3,19,589 2,02,634
Add: Net profit for the year 1,30,974 1,25,060
Less: Dividend paid (8,673) (2,894)
Less: Transfer to Statutory Reserve (2,729) (659)
Less: Tax on buyback - (2,820)
Less: ECL provision reserve (28) -
Less: Shares issued to minority of subsidiary - (19)
Less: Stamp duty due to merger (2,245) -
Less: Impact due to scheme of arrangement (7,034) (1,647)
Less:- Non controlling interest (137) (67)
Balance as at end of the year 4,29,718 3,19,589
#As per Para 78 of scheme of arrangement, all costs, charges, taxes including duties, levies and all
other expenses, if any (save as expressly otherwise agreed) arising out of or incurred in carrying out and
implementing Part B of the Scheme and matters incidental thereto shall be borne by the Promoters of the
Transferor Company 1 i.e. Passionate Investment Management Private Limited/Transferor Company 1 and
no cost shall be incurred by public shareholders of the Transferee Company 1 i.e.; Motilal Oswal Financial
Services Limited.
Page No 308

31 March 2022 31 March 2021
In line with above paragraph, Transferor Company 1 has created a provision for stamp duty payable of Rs 3,000
lakhs on the transfer of shareholding from PIMPL to its shareholders and simultaneously claiming Deferred
tax benefit of Rs 755 lakhs thereon. The said expense has not been routed through Profit and Loss statement
but utilized from reserves of PIMPL and corresponding FD has been created to give the effect. Thus there is
no impact on the profit and loss account of the merged entity and is cashflow neutral to the shareholders of
the transferor and transferee company with respect to the restrospective accounting.
Thus, Transferor Company 1 (PIMPL) has created sufficient Free Reserve pursuant to scheme of merger
against which the Stamp duty net of taxes of Rs. 2,245 lakhs can be reduced to that extent.
31 March 2022 31 March 2021
i) Other comprehensive income
Add : Other comprehensive income for the year 4,106 29,192
46,005 41,899
j) Impairment reserve
Balance at the beginning of the year 62 62
Add: Transferred from statement of profit and loss 28 -
90 62
5,65,946 4,44,657
Nature and purpose of Other Reserve :

Statutory Reserve

The Company creates a reserve fund in accordance with the provisions of section 29C of The National Housing Bank
Act, 1987 and section 45-IC of the Reserve Bank of India Act, 1934 and transfers therein an amount of equal to/more
than twenty per cent of its net profit of the year, before declaration of dividend.

Capital Redemption Reserve

The capital redemption reserve is created to be utilised towards redemption of preference shares. The reserve will be
utilised in accordance with provision of the Act.

Securities Premium

Security premium account is use to record the premium received on issue of shares. The reserve will be utilised in
accordance with the provisions of the Act.
Employee stock options outstanding reserve

Share option outstanding account is used to recognize the grant date fair value of equity settle instruments issued to
employees under the stock option scheme of the company.

Capital reserve on consolidation
Capital reserve is the excess of net assets taken over cost of consideration paid for subsidiaries.

309 Page No
General reserve
The general reserve is used from time to time to transfer profits from retained earnings for appropriation purposes.
As the general reserve is created by a transfer from one component of equity to another and is not an item of other
comprehensive income, items included in the general reserve will not be reclassified subsequently to statement of
profit and loss. general reserve is used to transfer to debenture redemption reserve.

Debenture redemption reserve

Debenture Redemption Reserve is created as per Rule 18(7)(b)(iii) of Companies (Share Capital and Debentures) Rules,
2014, the same should be created before redemption of Non convertible debenture starts. Debenture Redemption
Reserve is being created by transferring from general reserve.

Foreign currency translation reserve

Foreign currency translation reserve is created out of Exchange differences in translating the financial statements of
foreign operations.

Impairment reserve

Where impairment allowance under Ind AS 109 is lower than the provisioning required under prudential norms on
Income Recognition, Asset Classification and Provisioning (IRACP) (including standard asset provisioning), NBFCs
/HFCs shall appropriate the difference from their net profit or loss after tax to a separate ‘Impairment Reserve’. The
balance in the ‘Impairment Reserve’ shall not be reckoned for regulatory capital. Further, no withdrawals shall be
permitted from this reserve without prior permission from the Department of Supervision, RBI.
Retained earnings

Retained earnings represents accumulated profits of the company.


Other comprehensive income consists of cumulative gains on the fair valuation of equity instruments measured at
fair value through other comprehensive income and remeasurement gains/loss on defined benefit plan.
Note 25: Interest Income

ended ended
31 March 2022 31 March 2021
On financial assets measured at amortised cost
Interest Income on Loan
Home loans 49,491 51,727
Fund based 1,238 444
Interest Income on other activity
Broking activity 19,392 4,750
Margin trade funding 11,160 4,362
Delayed payment by customers 9,019 7,699
Interest on deposit with banks
Fixed deposits 13,123 6,330
1,03,425 75,312
Page No 310

Note 26 : Dividend income

ended ended
31 March 2022 31 March 2021
Dividend income 10,211 153
10,211 153
Note 27 : Rental income

ended ended
31 March 2022 31 March 2021
Rent income 17 17
17 17
Note 28: Fees and Commission income

ended ended
31 March 2022 31 March 2021
Brokerage and related activities
Research and advisory fees 890 1,515
Distribution income 9,046 4,164
1,74,619 1,28,645
Investment banking fees 3,641 263
Asset management and advisory fees
Portfolio Management Fees 35919 35,121
Investment management and advisory fees from :
- Mutual fund 17,470 12,208
- Alternate investment funds 6,991 3,760
- Private Equity 13,766 9,906
Wealth management 8,324 5,044
82,470 66,040
2,60,730 1,94,948
311 Page No

Note 29- Net gain on fair value changes

ended ended
31 March 2022 31 March 2021
On financial instruments designated at fair value through profit or loss 49,593 85,988
49,593 85,988
Fair Value changes:
Realised 12,734 12,729
Unrealised 36,860 73,259
49,593 85,988
Net gain on fair value changes included in:
Fund based activities 47,966 80,756
Broking and other related activities 1,164 2,773
Asset Management and advisory fees 424 2,060
Housing finance 39 398
49,593 85,988
Note 30: Other operating income

ended ended
31 March 2022 31 March 2021
Incidental income:
Capital market transactions 4,163 5,062
Investment banking fees 9 -
Asset management fees 249 42
Fund based Income 19 408
Housing finance related 1,266 582
5,707 6,094
Note 31: Other income

ended ended
31 March 2022 31 March 2021
Profit on sale of property, plant and equipment 5 373
Interest income 122 81
Other non operating income 2,167 455
Partnership gain/(loss) 6 (9)
Net gain or loss on foreign currency transaction and translation (0) (0)
2,300 900
4,31,983 3,63,411
Page No 312

Note 32: Finance cost

ended ended
31 March 2022 31 March 2021
On Financial liabilities measured at Amortised Cost
Interest on borrowings 18,495 16,553
Interest on debt securities 26,610 23,972
Other borrowing cost 2,303 2,051
Interest on lease liability (refer note 41) 412 452
47,819 43,028
Note 33 : Fees and commission expense

ended ended
31 March 2022 31 March 2021
Brokerage sharing with intermediaries
Broking 71,190 48,914
Wealth management 351 290
71,541 49,205
Placement fees
Private equity 306 76
306 76
Depository and processing charges
Broking 1,202 947
Asset Management 228 201
1,430 1,148
Distribution cost and spillover expense
Portfolio management services 9,924 10,736
Alternative investment fund 4,223 2,135
14,148 12,872
Advisory referral and other expenses
Broking (52) 9
Private equity 1,912 276
1,860 285
89,285 63,585
Note 34: Impairment on financial instruments

ended ended
31 March 2022 31 March 2021
Impairment on financial instruments at Amortised cost
Loans 7,448 8,227
Receivables 2,018 1,534
9,466 9,761
313 Page No

Note 35 : Employee benefits expense

ended ended
31 March 2022 31 March 2021
Salary, bonus and allowances 80,037 59,519
Contribution to provident fund and other benefits 2,388 1,646
Expenses on employee stock option scheme (refer note 51) 2,449 1,984
Staff welfare expenses 1,027 402
Gratuity and other long term benefits (refer note 50) 857 807
86,758 64,358
Note 36: Depreciation and amortization expenses

ended ended
31 March 2022 31 March 2021
Depreciation of property, plant and equipment [refer note 13] 2,662 2,187
Amortisation on other intangible assets 1,150 984
Depreciation on lease (refer note 41) 1,014 1,581
4,826 4,752
Note 37 : Other expenses

ended ended
31 March 2022 31 March 2021
Rates and taxes 748 485
Rent 988 632
Insurance 793 544
Repairs and maintenance 390 406
Computer repairs and maintenance 2,093 1,410
Legal and professional charges 4,679 4,194
Remuneration to auditors (refer note 40) 121 157
Membership and subscription 402 95
Data processing charges 721 732
Marketing and brand promotion expenses 8,854 4,783
Advertisement expenses 1,405 990
Printing and stationery 650 413
Power and fuel 864 699
Communication expenses 2,675 2,368
Travelling and conveyance expenses 2,007 1,462
Donations 8 19
Corporate social responsibility expenses (refer note 47) 1,251 1,241
Bad debts written off (0) 0
Page No 314


ended ended
31 March 2022 31 March 2021
Entertainment expenses 137 113
Foreign exchange fluctuation (gain) / loss (186) 10
SEBI registration fees - 1
Miscellaneous expenses 3,648 2,521
32,248 23,276
Note : 38.1 Tax expense

The Company pays taxes according to the rates applicable in India. Most taxes are recorded in the income statement
and relate to taxes payable for the reporting period (current tax), but there is also a charge or credit relating to tax
payable for future periods due to income or expenses being recognised in a different period for tax and accounting
purposes (deferred tax). Tax is charged to equity when the tax benefit exceeds the cumulative income statement
expense on share plans.The Company provides for current tax according to the tax laws of India using tax rates
that have been enacted or substantively enacted by the balance sheet date. Management periodically evaluates
positions taken in tax returns in respect of situations in which applicable tax regulation is subject to interpretation.
It establishes provisions, where appropriate, on the basis of amounts expected to be paid to the tax authorities.
Deferred tax is provided, using the liability method, on temporary differences at the reporting date between the tax
bases of assets and liabilities and their carrying amounts for financial reporting purposes. Deferred tax is recognised
in respect of all temporary differences that have originated but not reversed at the balance sheet date, where
transactions or events that result in an obligation to pay more tax in the future or a right to pay less tax in the future
have occurred at the balance sheet date. A deferred tax asset is recognised when it is considered recoverable and
herefore recognised only when, on the basis of all available evidence, it can be regarded as probable that there will
be suitable taxable profits against which to recover carried forward tax losses and from which the future reversal
of underlying temporary differences can be deducted. Deferred tax is measured at the average tax rates that are
expected to apply in the periods in which the temporary differences are expected to reverse, based on tax rates and
laws that have been enacted or substantively enacted by the balance sheet date.

31 March 2022 31 March 2021
Current tax expense
Current tax for the year 23,588 15,849
Total current tax expense 23,588 15,849
Deferred taxes
Change in deferred tax liabilities 7,109 10,914
Net deferred tax expense 7,109 10,914
Short/(excess) provision for earlier years (189) (1,217)

30,508 25,546
Tax recognised/(credit) through other comprehensive income:
Particulars
Remeasurement of defined benefit plan 44 83
Equity instruments through other comprehensive income 513 3,742
Total 558 3,825
315 Page No

Note : 38.2 Tax reconciliation (for profit and loss)

31 March 2022 31 March 2021
Profit/(loss) before income tax expense 1,61,581 1,45,842
Applicable tax rate 25.17% 25.17%
Tax at the rate 40,670 36,708
Tax effect of amounts which are not deductible / not taxable in calculating
taxable income
Expenses not deductible for tax purpose 143 22
Exempt income (4,472) (1,565)
Change due to deferred tax (3,905) (7,050)
Tax adjustment of previous years (11) (1,270)
Tax rebate (2,221) (130)
MAT credit write off 125 25
Prior Period tax liability on assessment (9) 6
Loss due to restatement for the year (44) 2,731
Miscellaneous disallowance (16) (22)
Temporary tax difference 3,592 27
Tax at different rate (3,369) (3,950)
Effective tax 30,508 25,546

Note : 38.3 Net Deferred Tax

31 March 2022 31 March 2021
Deferred tax liability on account of :
Timing difference on Property, plant and equipment as per books and 1,524 1,468
Income Tax Act, 1961
Unrealised gain / (loss) 14,258 10,437
Amortization of distribution costs 6,062 2,572
Net changes in fair value of investments 147 113
Impairment of Loans and trade receivables (690) (459)
Provision for employees benefits (263) (141)
Carried forward losses (75) -
Expenses allowable u/s. 43B on payment basis (561) (468)
Section 35 DD disallowance - (8)
Impairment of investments (278) 751
Loss on private equity investment 5 5
MAT credit utilisation (1,179) (1,210)
Effect of change in tax rate (193) -
Total deferred tax liabilities (A) 18,797 13,076
Deferred tax assets on account of:
Page No 316


31 March 2022 31 March 2021
Impairment of Loans and trade receivables 2,149 1,755
Carried forward losses 680 3,494
Timing difference on property, plant and equipments as per books and as 142 170
per Income Tax Act, 1961
Effective Interest Rate - 146
Amortization of distribution costs 3,669 2,010
Provision for employees benefits (20) 112
Provision for VAT 13 13
Unrealised gain / (loss) (95) (1)
Written Down Value of Fixed Assets - 26
Preliminary expense 6 3
Unamortized borrowing cost (189) (43)
Deposit and rent Equalization 59 59
Reserve created u/s 36(1)(viii) of Income Tax Act (60) (202)
Total deferred tax assets (B) 6,353 7,542
-
Net deferred tax (Assets) / Liabilities (A-B) 12,445 5,533
Note : 38.4 Movement of Deferred Tax
Particulars As at Recognised Recognised As at Recognised Recognised As at

31 March through through Other 31 March through profit through Other 01 April
2022 retained Comprehensive 2021 and loss Comprehensive 2020
earnings Income Income “
Deferred tax liabilities on
account of:
Timing difference on 1,524 56 - 1,468 (423) - 1,891
Property, plant and
equipment as per books
and Income Tax Act, 1961
Unrealised gain / (loss) 14,258 3,820 - 10,437 2,287 - 8,149
Amortization of 6,062 3,491 - 2,572 (913) - 3,484
distribution costs
Net changes in fair value 147 113
of investments
Impairment of Loans and (690) (231) - (459) (72) - (387)
trade receivables
Provision for employees (263) (122) - (141) (47) - (94)
benefits
Carried forward losses (75) (75) - - (326) - 326
Expenses allowable u/s (561) (93) - (468) 41 - (509)
43B on payment basis
Section 35 DD - 8 - (8) (8) - -
disallowance
Impairment of (278) (1,029) - 751 1,029 - (278)
investments
Loss on private equity 5 - - 5 (2) - 7
investment
MAT credit receivable (1,179) 31 - (1,210) (769) - (441)
Remeasurement of 40 15
defined benefit plan
317 Page No

Particulars As at Recognised Recognised As at Recognised Recognised As at

31 March through through Other 31 March through profit through Other 01 April
2022 retained Comprehensive 2021 and loss Comprehensive 2020
earnings Income Income “
Effect of change in tax (193) (193) - - - - -
rate
Total deferred tax 18,798 5,663 - 13,076 798 - 12,148
liabilities
Deferred tax assets on
account of:
Impairment of Loans and 2,149 394 - 1,755 (4,345) - 6,101
trade receivables
Carried forward losses 680 (2,814) - 3,494 (4,440) - 7,934
Timing difference on 142 (28) - 170 (159) - 329
property, plant and
equipments as per books
and as per Income Tax
Act, 1961
Effective Interest Rate - (146) - 146 213 - (67)
Amortization of 3,669 1,659 - 2,010 2,861 - (852)
distribution costs
Provision for employees (20) (88) (44) 112 4 (69) 177
benefits
Provision for VAT 13 - - 13 (0) - 14
MAT credit receivable - - - - (945) - 945
Unrealised gain / (loss) (95) 419 (513) (1) (682) 796 (115)
Written Down Value of - 26
Fixed Assets
Preliminary expense 6 2 - 3 3 - 0
Unamortized borrowing (189) (147) - (43) 242 - (284)
cost
Deposit and rent 59 - - 59 (23) - 81
Equalization
Provision for - - - - (36) - 36
compensated absence
Reserve created u/s 36(1) (60) 142 - (202) (194) - (9)
(viii) of Income Tax Act
Total deferred tax assets 6,353 (606) (558) 7,542 (7,503) 727 14,290
Total deferred tax Assets/ 12,445 6,269 558 5,533 8,300 (727) (2,142)
liability (net)
Deferred tax recognised through profit and loss also includes deferred tax on associates

Note 39 Contingent liabilities and commitments to the extent not provided for
(A) (i). The Group has provided bank guarantees aggregating to Rs. 1,28,258 lakhs (Previous year : Rs. 1,02,429
lakhs) as on 31 March 2022 for the following purposes to:

1) Bombay Stock Exchange Limited - Rs. Nil lakhs (Previous year : 10,000 lakhs) for meeting margin
requirements.

2) National Stock exchange - Rs.1,26,668 lakhs (Previous year Rs.12,500 lakhs) for meeting margin
requirements.

3) Multi Commodity Exchange - Rs. Nil (Previous year Rs.4,000 lakhs) for meeting margin requirements.

Page No 318

4) Unique Identification Authority - Rs. 25 lakhs (Previous year Rs.25 lakhs) for security deposit.

5) Hindalco Industries Limited - Rs.1,500 lakhs (Previous year Rs.1,500 lakhs) for margin deposit.
6) Municipal Corporation of Greater Mumbai - Rs. 5 lakhs (Previous year Rs. 5 lakhs) lakhs for security
deposit
7) Bombay High Court - Rs.55 lakhs for security deposit (Previous year -Rs.55 lakhs)

8) Bank of Maharashtra - Rs. 5 lakhs for security deposit (Previous year - Rs. 5 lakhs)

9) The Company has given Corporate Guarantees of Rs. Nil (Previous year: Rs. 74,339 lakhs) to Banks and
NCD holders for its subsidiary Motilal Oswal Home Finance Limited.

(ii). The Group has pledged fixed deposits with banks aggregating Rs. 64,899 lakhs (Previous year Rs. 14,868
lakhs) for obtaining Bank guarantee.
(iii). The Hon’ble Supreme Court of India (“SC”) by their order dated 28 February 2019, in the case of Surya Roshani
Limited & others v/s EPFO, set out the principles based on which allowances paid to the employees should
be identified for inclusion in basic wages for the purposes of computation of Provident Fund contribution.
Pending directions from the EPFO for the applicability of SC judgement for the past period, if any, the impact
is not ascertainable at present and consequently no effect has been given in the books of account.
(B) Particulars As at As at
31 March 2022 31 March 2021
Demand in respect of income tax matters for which appeal is pending 4,193 4,126
(Refer note i)
i) Demand in respect of Income Tax matters for which appeal is pending is Rs. 4,193 lakhs (Previous year
Rs. 4,126 lakhs). This is disputed by the Company and hence not provided for. The Company has paid
demand of Rs. 468 lakhs till date (Previous year Rs. 517 lakhs) under protest. These does not include
interest u/s 234(b) & u/s 234(c) as same in the books of accounts depends on the outcome of demand.
The Group is contesting the demands and the management believes that its position will likely be upheld
in the appellant process. No tax expenses has been accrued in the financial statement for the tax demand
raised. The management believes that ultimate outcome of this proceeding will not have a material adverse
effect on the Group’s financial position and operating results.
(C) Claims against the Company:
Pending against forum Number of Cases Number of Cases

As at As at
31 March 2022 31 March 2021
Civil cases 21 25
Total 21 25
The proceedings/ Appeals held at Supreme court/ High court/District court are considered as “Civil cases”.

319 Page No

(D) Capital Commitments:

31 March 2022 31 March 2021
(i) Undrawn committed sanctions to borrowers 5,409 3,946
(ii) Estimated amount of contracts remaining to be executed on 2,164 2,594
capital account
(iii) Uncalled liability on shares and other investments partly paid:
(1) India Business Excellence Fund III 381 1,129
(2) India Business Excellence Fund IV 54,000 -
(3) India Realty Excellence Fund IV 2,826 38,275
(4) India Realty Excellence Fund V 6,018 -
Note 40: Auditors’ Remuneration :
31 March 2022 31 March 2021
As Auditors:
Statutory audit 93 125
Tax audit 12 17
In other capacity:
Certification 11 5
Out of pocket expenses 4 10
Total 121 157
Note 41 Leases:
The Company has taken various office premises on operating lease for the period which ranges from 11 months to
108 months with an option to renew the lease by mutual consent on mutually agreeable terms.

The weighted average incremental borrowing rate applied to lease liabilities as at 1 April 2019 is 8.23 %.

Information about leases for which the company is a lessee are presented below:

(A) Right of use assets for the year ended 31 March 2022
31 March 2022 31 March 2021
Movement during the year 268 1,478
Depreciation on Right-Of-Use (ROU) assets (1,014) (1,581)
Page No 320

(B) Lease liabilities for the year ended 31 March 2022

31 March 2022 31 March 2021
Movement during the year 268 1,465
Add: Interest cost accrued during the period 412 451
Less: Payment of lease liabilities (1,405) (1,635)
(C) Maturity analysis - Discounted Cashflows of Contractual maturities of lease liabilities as at 31 March 2022
31 March 2022 31 March 2021
Less than three months 308 349
Three to twelve months 690 926
One to five years 1,304 1,684
More than five years 396 464
Total 2,698 3,423
(D) Amount recognised in statement of profit & loss for the year ended 31 March 2022
31 March 2022 31 March 2021
Interest cost on lease liabilities 412 452
Depreciation on right of use assets 1,014 1,581
Rental Expenses recorded for short-term lease payments and payments 1,782 1,392
for leases of low-value assets not included in the measurement of the
lease liability
(E) Amount recognised in statement of cash flows for the year ended 31 March 2022
31 March 2022 31 March 2021
Cash payments for the principal & interest portion of the lease liability (1,377) (1,635)
within financing activities
Short-term lease payments, payments for leases of low-value assets and 1,782 1,392
variable lease payments not included in the measurement of the lease
liability within operating activities.
Note 42 Impact of COVID-19

The SARS-CoV-2 virus responsible for COVID -19 continues to spread across the globe and India. On
11 March 2020 , the COVID-19 outbreaks was declared as a global pandemic by the World Health Organisation.
Governments and companies including Motilal Oswal Home Finance Limited have introduced & continued a variety
of measures to contain the spread of the virus.
321 Page No

The economic fallout on account of the Covid-19 pandemic has led to significant financial stress for borrowers
across the board. RBI in view of same on 6 August 2020 & 5 May 2021 came up with resolution plan Framework for
COVID-19-related Stress. The intent was to facilitate revival of real estate sector activities and mitigate the impact
on the ultimate borrowers, it has been decided to provide a window under the Prudential Framework to enable the
lenders to implement a resolution plan in respect of eligible borrowers.
In cognizance of above RBI Circular, Company duly implemented measure to offer the facility of restructuring to its
eligible customers identified basis RBI circular on resolution plan & joint decision of credit, risk, collection & legal
departments of the company. The Company has Board approved policy dated 29 October 2020 for implementation
of resolution plan.
The Company has recognised provisions as on 31 March 2022 towards its loans based on the information available at
this point of time including economic forecasts, in accordance with the Expected Credit Loss method. The Company
believes that it has taken into account all the possible impact of known events arising out of COVID 19 pandemic in the
preparation of financial results. However the impact assessment of COVID 19 is a continuing process given its nature
and duration. The Company will continue to monitor for any material changes to future economic conditions.

Note 43 Earnings per share

Basic earnings per share

Basic earnings per share (EPS) is calculated by dividing the profit for the year by the weighted average number of
ordinary shares outstanding during the year.
Diluted earnings per share

Diluted EPS is calculated by dividing the profit for the year by the weighted average number of ordinary shares
outstanding during the year for the purpose of basic EPS plus the weighted average number of ordinary shares that
would be issued on the conversion of all the dilutive potential ordinary shares into ordinary shares.

ended ended
31 March 2022 31 March 2021
Net Profit attributable to equity shareholders [A] 1,30,978 1,26,044
Weighted average number of equity shares for Basic EPS Face value Re. 1 14,69,36,417 14,71,31,648
each [B] (In numbers)
Basic Earnings per share (EPS) on PAT (Before OCI) (Rs.) [A/B] 89.14 85.67
Net Profit attributable to equity shareholders [A] 1,30,978 1,26,044
Net Profit attributable to equity shareholders for calculation of Diluted EPS 1,30,978 1,26,044
[C] = [A -B]
Weighted average number of equity shares issued (face value of Re. 1 14,69,36,417 14,71,31,648
each) (In numbers) [D]
Weighted average number of additional equity shares outstanding for 12,66,328 25,40,785
Diluted EPS (In numbers) (E)
Weighted average number of equity shares outstanding for Diluted EPS (In 14,82,02,745 14,96,72,433
numbers) F = [D+E]
Diluted Earnings per share (EPS) on PAT (Before OCI) (Rs.) [C/F] 88.38 83.70
Page No 322

Note 44 Provisions made for the year ended 31 March 2022 comprises of:

Particulars Opening balance Provided during the Paid /reversed Closing
as on year ended during the year balance as on
01 April 2021 31 March 2022 ended 31 March 31 March 2022
2022
Ex-gratia 13,626 19,891 13,715 19,802
Compensated absences 877 814 619 1,072
Gratuity 2,931 701 296 3,336
Heritage Club 239 (3) 24 212
Total 17,673 21,403 14,654 24,422

Provisions made for the year ended 31 March 2021 comprises of:

Particulars Opening balance Provided during the Paid /reversed Closing
as on year ended during the year balance as on
01 April 2020 31 March 2021 ended 31 March 31 March 2021
2021
Ex-gratia 8,929 13,769 9,072 13,626
Gratuity 2,648 529 246 2,931
Heritage Club 274 53 88 239
Total 12,538 15,117 9,983 17,672
Note 45 Proposed and Interim Dividend
During the year ended 31 March 2022, dividend recognized as distribution to equity shareholders was Rs. 12.00 per
share consisting of final dividend of Rs. 5.00 per share for previous year ended 31 March 2021 and interim dividend
of Rs. 7 per share for year ended 31 March 2022.

Note 46 Credit Ratings
Nature of borrowing As at 31 March 2022 As at 31 March 2021

Rating / Outlook Rating / Outlook
CRISIL India ICRA CRISIL India ICRA
Ratings Ratings
I. Short Term
a. Commercial paper
Motilal Oswal Financial CRISIL A1+ IND A1+ [ICRA]A1+ CRISIL A1+ IND A1+ -
Services Limited
Motilal Oswal Home CRISIL A1+ IND A1+ [ICRA]A1+ CRISIL A1+ IND A1+ [ICRA]A1+
Finance Limited
Motilal Oswal Finvest CRISIL A1+ IND A1+ - CRISIL A1+ IND A1+ -
Limited
II. Long Term
a. Non-Convertible
Debentures
323 Page No

Nature of borrowing As at 31 March 2022 As at 31 March 2021

Rating / Outlook Rating / Outlook
CRISIL India ICRA CRISIL India ICRA
Ratings Ratings
Motilal Oswal Financial - IND AA / [ICRA] AA - - [ICRA]AA
Services Limited Stable (Stable) (Stable)
Motilal Oswal Home CRISIL AA / IND AA / [ICRA] AA- CRISIL AA-/ - [ICRA]A+
Finance Limited Stable Stable (Stable) Stable (Stable)
Motilal Oswal Finvest CRISIL AA/ IND AA / - CRISIL AA-/ - -
Limited Stable Stable Stable
b. Market linked Debentures
Motilal Oswal Financial - IND PP-MLD [ICRA] PP- - - PP-MLD
Services Limited AAemr/ MLD ICRA [ICRA]AA/
Stable AA/Stable Stable
Motilal Oswal Home CRISIL PP- - [ICRA] PP- CRISIL PP- - PP-MLD
Finance Limited MLD AA r/ MLD ICRA MLD AA-r/ [ICRA]A+/
Stable AA-/Stable Stable Stable
Motilal Oswal Finvest CRISIL IND PP-MLD - CRISIL PP- - -
Limited PPMLD AA r AAemr/ MLD AA-r/
/Stable Stable Stable
c. Bank Borrowings
Motilal Oswal Financial - - [ICRA] AA - - -
Services Limited (Stable)
Motilal Oswal Home CRISIL AA / IND AA / - CRISIL AA-/ - -
Finance Limited Stable Stable Stable
Note 47 Corporate social responsibility
The Ministry of Corporate Affairs has notified Section 135 of the Companies Act, 2013 on Corporate Social
Responsibility with effect from April 1, 2014. As per the provisions of the said section, the Company has undertaken
the following CSR initiatives during the financial year 2020-21

CSR initiatives majorly includes supporting under priviliged in education, medical treatments, contribution to COVID
relief program, PM cares fund.
a) Gross amount required to be spent by the Group:

Amount required to be spent 1,210 1,189
Amount actually spent 1,251 1,241
Shortfall/(excess) if any during the year (41) (52)
Total of previous year shortfall, if any - -
Where a provision is made with respect to a liability incurred by entering NA NA
into a contractual obligation, the movements in the provision during the
year should be shown separately
Page No 324

b) Amount spent during the year on :
Particulars Amount Paid Amount Paid

31 March 2022 31 March 2021
a) Construction/acquisition of any asset : 17 595
b) On purposed other than (a) above 1,234 646
Total 1,251 1,241
c) Above includes a contribution of Rs. 1,601 lakhs ( Previous year Rs 1,158 lakhs) to Motilal Oswal Foundation
which is classified as related party under IndAS 24 - “ Related Party Disclosures”.
Note 48 Assets pledged as security :
31 March 2022 31 March 2021
Financial assets
First charge
Receivables
(I) Trade receivables 52,200 24,325
Loans 3,40,750 3,37,561
Floating charge
Investments 1,09,699 57,924
First charge
Property, plant and equipment 39,864 52,209
Total assets pledged as security 5,42,513 4,72,019
Terms and conditions:

1. Investments, Trade receivables, Loans and Property, plant and equipments are pledge with Banks, NBFCs and
other financial institutions against the borrowing facilities availed by the Group.

2. The margin of 2 times cover is provided for the borrowings facilities availed against the pledge of Investments,
1 times against the Loans and 1.33 times for Trade receivables and Property, plant and equipment.
3. The Company does not have any charges or satisfaction which is yet to be registered with ROC beyond the
statutory period.

Note 49 Related Party Disclosure

I. List of related parties and their relationship:

A) Enterprises in which Key Managerial Personnel have control

1. OSAG Enterprises LLP

B) Enterprises in which Key Management Personnel and their relatives excercises Significant Influence

1. Raamdeo Agrawal HUF
2. Textile Exports Private Limited
325 Page No

3. Motilal Oswal Foundation

4. Motilal Oswal HUF
5. Motilal Oswal Family Trust
6. Boundless Media Private Limited
7. Shalibhadra N Shah HUF
8. Like Minded Wealth Creation Trust
9. Agarawal Portfolios
10. Navshital Consultants LLP
11. Gracious Advisors LLP
12. Opuleny Advisors and Consultants LLP

C) Key Management Personnel

1. Mr. Motilal Oswal Managing Director and Chief executive officer
2. Mr. Raamdeo Agrawal Non-Executive Chairman
3. Mr. Navin Agarwal Non-Executive Director
4. Mr. Ajay Menon Whole-time Director
5. Mr. Rajat Rajgarhia Whole-time Director
6. Mr. Shalibhadra Shah Chief Financial Officer
7. Mr. Kailash Purohit Company Secretary & Compliance Officer
8. Mr. Chitradurga Narasimha Murthy Independent Director (Appointed from 01 July 2020)
9. Mr. Pankaj Bhansali Independent Director (Appointed from 01 July 2020)
10. Mrs. Divya Sameer Momaya Independent Director (Appointed from 01 July 2020)
11. Mr. Chandrashekhar Anant Karnik Independent Director (Appointed from 16 September 2020)
12. Mrs. Swanubhuti Jain Independent Director (Appointed from 24 December 2020)
13. Mr. Praveen Tripathi Independent Director (Till 30 July 2020)
14. Mr. Vivek Paranjpe Independent Director (Till 30 July 2020)
15. Mrs. Rekha Utsav Shah Independent Director (Till 01 October 2020)
16. Mrs. Sharda Agarwal Independent Director (Till 30 July 2020)

D) Relatives of Key Management Personnel

1. Ms. Vimla Oswal - Spouse of Mr. Motilal Oswal
2. Mr. Pratik Oswal - Son of Mr. Motilal Oswal
3. Ms. Vimladevi Salecha - Sister of Mr. Motilal Oswal
4. Mr. Rajendra Gopilal Oswal - Brother of Mr. Motilal Oswal
5. Mr. Pratik Mehta - Son-in-law of Mr. Motilal Oswal
6. Ms. Suneeta Agarawal - Spouse of Mr. Raamdeo Agrawal
7. Mr. Vaibhav Agarawal - Son of Mr. Raamdeo Agrawal
8. Ms.Vedika Karnani - Daughter-in-law of Mr. Raamdeo Agrawal
9. Dr. Karoon Ramgopal Agarawal - Brother of Mr. Raamdeo Agrawal
10. Mr. Vinay R. Agarawal - Brother of Mr. Raamdeo Agrawal
11. Mr. Sukhdeo Ramgopal Agarawal - Brother of Mr. Raamdeo Agrawal
12. Mr. Govinddeo R. Agarawal - Brother of Mr. Raamdeo Agrawal
13. Mr. Satish Agrawal - Brother of Mr. Raamdeo Agrawal
14. Ms. Suman Agrawal - Sister of Mr. Raamdeo Agrawal
15. Ms. Anita Anandmurthy Agrawal - Sister of Mr. Raamdeo Agrawal
16. Ms. Chanda Agarwal - Mother of Mr. Navin Agarawal
17. Ms. Asha Menon - Sister of Mr. Ajay Menon
18. Ms. Kamalam Menon - Mother of Mr. Ajay Menon
19. Ms. Priti Shah - Spouse of Mr. Shalibhadra Shah
Page No 326

E) Associate
1. India Reality Excellance Fund II LLP

E) Joint venture
1. India Business Excellence Fund III (Till 29 September 2020)
II. Transactions with related parties and outstanding balances:

a) Transactions with related parties:
Particulars Name of the related party Key managerial Other related parties* Total
personnel/relative of key
managerial personnel
ended ended ended ended ended ended
31 March 31 March 31 March 31 March 31 March 31 March
2022 2021 2022 2021 2022 2021
Interest income/ Mr. Shalibhadra Shah 93 - - - 93 -
(expense) Like Minded Wealth Creation Trust - - 6 - 6 -
Mr. Ajay Menon 0 - - - 0 -
Total 93 - 6 - 99 -
Managerial Mr. Motilal Oswal 241 241 - - 241 241
remuneration Mr. Navin Agarwal 1,725 911 - - 1,725 911
Mr. Ajay Menon 903 297 - - 903 297
Mr. Rajat Rajgarhia 607 318 - - 607 318
Mr. Shalibhadra Shah 207 125 - - 207 125
Mr. Kailash Purohit 34 27 - - 34 27
Mr. Pratik Oswal 46 28 - - 46 28
Mr. Vaibhav Agarawal 18 11 - - 18 11
Ms.Vedika Karnani 4 - - - 4 -
Total 3,785 1,958 - - 3,785 1,958
Director sitting Mr. Chitradurga Narasimha Murthy 2 2 - - 2 2
fees Mr. Praveen Tripathi - 1 - - - 1
Mr. Vivek Paranjpe - 0 - - - 0
Mrs. Rekha Utsav Shah - 1 - - - 1
Mrs. Sharda Agarwal - 0 - - - 0
Mr. Pankaj Bhansali 2 2 - - 2 2
Mrs. Divya Sameer Momaya 6 2 - - 6 2
Mr. Chandrashekhar Anant Karnik 2 1 - - 2 1
Mrs. Swanubhuti Jain 4 0 - - 4 0
Total 16 8 - - 16 8
Director Mr.Raamdeo Agrawal 240 240 - - 240 240
commission Mr. Chitradurga Narasimha Murthy 5 3 - - 5 3
Mr. Pankaj Bhansali 3 3 - - 3 3
Mrs. Divya Sameer Momaya 3 3 - - 3 3
Mr. Chandrashekhar Anant Karnik 3 3 - - 3 3
Mrs. Swanubhuti Jain 1 3 - - 1 3
Total 255 254 - - 255 254
Reimbursement of Mr.Raamdeo Agrawal 106 108 - - 106 108
expenses
Total 106 108 - - 106 108
Donation given Motilal Oswal Foundation - - 1,601 1,158 1,601 1,158
Total - - 1,601 1,158 1,601 1,158
327 Page No

2022 2021 2022 2021 2022 2021
Rent (received)/ Passionate Investment - - - - - -
paid Management Private Limited
Textile Exports Private Limited - - - - - -
Total - - - - - -
Business support Passionate Investment - - - - - -
service (received)/ Management Private Limited
paid OSAG Enterprises LLP - - 13 (1) 13 (1)
- -
Total - - 13 (1) 13 (1)
Brokerage and VISU Associates - -
depository income OSAG Enterprises LLP - -
Mr. Motilal Oswal 1 3 - - 1 3
Mr. Raamdeo Agrawal 1 1 - - 1 1
Mr. Navin Agarwal 0 0 - - 0 0
Mr. Ajay Menon 1 0 - - 1 0
Mr. Rajat Rajgarhia 1 - - - 1 -
Mr. Kailash Purohit 0 5 - - 0 5
Mr. Vaibhav Agarawal - - - - - -
Ms. Vimla Oswal 0 0 - - 0 0
Mr. Pratik Oswal 0 - - - 0 -
Ms. Natasha Oswal 0 - - - 0 -
Mr. Pratik Mehta 0 5 - - 0 5
Ms. Vimladevi Salecha 0 0 - - 0 0
Mr. Rajendra Oswal 0 0 - - 0 0
Motilal Oswal Family Trust - - 11 0 11 0
India Reality Excellance Fund II LLP - - 0 0 0 0
OSAG Enterprises LLP - - 0 - 0 -
Ms.Vedika Karnani 0 - - - 0 -
Dr. Karoon Ramgopal Agarawal 1 - - - 1 -
Mr. Vinay R. Agarawal 0 - - - 0 -
Mr. Sukhdeo Ramgopal Agarawal 3 - - - 3 -
Mr. Govinddeo R. Agarawal 0 - - - 0 -
Mr. Satish Agarawal 0 - - - 0 -
Ms. Suman Agarawal - - - - - -
Ms. Anita Anandmurthy Agrawal 0 - - - 0 -
Raamdeo Agrawal HUF - - 9 - 9 -
Motilal Oswal HUF - - - 0 - 0
Navshital Consultants LLP - - 0 - 0 -
Gracious Advisors LLP - - 0 - 0 -
Opuleny Advisors and Consultants - - 0 - 0 -
LLP
Kamalam Menon 0 - - - 0 -
Asha Menon 3 - - - 3 -
Priti Shah 0 - - - 0 -
Shalibhadra N Shah HUF - - 0 - 0 -
Total 12 13 20 0 32 14
Fees & Mr. Pratik Mehta 24 - - - 24 -
Commission
income
Total 24 - - - 24 -
Page No 328

2022 2021 2022 2021 2022 2021
Fees and Mr. Sukhdeo Ramgopal Agarawal 4 32 - - 4 32
commission
expense
Agarawal Portfolios - - 49 - 49 -
Total 4 32 49 - 53 32
Marketing expense Boundless Media Private Limited - - 40 - 40 -
Total - - 40 - 40 -
Partnership gain/ India Reality Excellence Fund II LLP - - 241 (24) 241 (24)
(loss)
Total - - 241 (24) 241 (24)
Loans given/ Mr. Shalibhadra Shah 89,279 - - - 89,279 -
(received) Like Minded Wealth Creation Trust - - 17 - 17 -
Total 89,279 - 17 - 89,296 -
Loans repayment Mr. Shalibhadra Shah (87,279) - - - (87,279) -
(received)/ given Like Minded Wealth Creation Trust - - (79) - (79) -
Mr. Ajay Menon (0) - - - (0) -
Total (87,279) - (79) - (87,358) -
Dividend paid
Mr. Motilal Oswal 981 426 - - 981 426
Mr. Raamdeo Agrawal 909 396 - - 909 396
Motilal Oswal HUF - - 0 0 0 0
Raamdeo Agrawal HUF - - 78 33 78 33
Ms. Suneeta Agarawal 35 15 - - 35 15
Ms. Vimla Oswal 15 6 - - 15 6
Mr. Rajendra Gopilal Oswal 7 3 - - 7 3
Dr. Karoon Ramgopal Agarawal 12 5 - - 12 5
Mr. Vinay R. Agarawal 12 5 - - 12 5
Mr. Sukhdeo Ramgopal Agarawal 9 4 - - 9 4
Mr. Govinddeo R. Agarawal 7 3 - - 7 3
Ms. Suman Agrawal 12 5 - - 12 5
Mr. Satish Agrawal 9 4 - - 9 4
Ms. Anita Anandmurthy Agrawal 10 4 - - 10 4
Ms. Vimladevi Salecha 0 0 - - 0 0
Ms. Vedika Karnani 12 5 - - 12 5
Motilal Oswal Family Trust - - 19 - 19 -
Mr. Navin Agarwal 924 385 - - 924 385
Mr. Ajay Menon 46 20 - - 46 20
Mr. Rajat Rajgarhia 209 87 - - 209 87
Passionate Investment - - - -
Management Private Limited
Total 3,245 1,380 97 33 3,342 1,412
329 Page No

2022 2021 2022 2021 2022 2021
Portfolio Mr. Raamdeo Agrawal 4 3 - - 4 3
management Mr. Aashish P Somaiyaa - - - -
services fee Mr. Ashok Jain - - - -
Ms. Rekha Shah - - - -
Ms. Shalini Somaiyaa - - - -
Ms. Rekha Utsav Shah - 1 - - - 1
Ms. Suneeta Agarwal 43 25 - - 43 25
Mr. Prasanna S Patankar - - - -
Ms. Archana Karamse - -
Mr. Shalibhadra Shah 2 - - - 2 -
Ms. Chanda Agarwal 0 - - - 0 -
Ms. Vedika Karnani 0 - - - 0 -
Total 63 36 - - 63 36
Loans Repayment Passionate Investment - -
(Received) / Given Management Private Limited
India Reality Excellence Fund II LLP - (6,404)
b) Outstanding balances of related parties:
2022 2021 2022 2021 2022 2021
Loans and Mr. Shalibhadra Shah 2,001 - - - 2,001 -
advances given / Like Minded Wealth Creation Trust - - 28 90 28 90
(received)
Total 2,001 - 28 90 2,029 90
Like Minded Wealth Creation Trust - - 0 1 0 1
Total - - 2 35 2 35
c) Maximum / outstanding balance in respect of investments in related parties :
2022 2021 2022 2021 2022 2021
Investment India Business Excellence Fund III# - - - 13,982 - 13,982
outstanding
balance
India Reality Excellence Fund II LLP - - 2,034 3,077 2,034 3,077
Page No 330

Note : As the liabilities for defined benefit plans are provided on actuarial basis for the Company as a whole, the
amounts pertaining to Key Management Personnel are not included above.

*Other related parties includes Associate and Enterprises over which Key Management Personnel/Relative of Key
Management Personnel exercise control/significant influence.

# India Business Excellence Fund III was associate till 29 September 2020 only and therefore no amount is disclosed
for the current year ended 31 March 2022.
Note 50 Disclosure pusuant to Ind AS -19 “Employee benefits” is given as below:
a) Defined Contribution Plan

Contribution to defined contribution plans, recognised as expense for the year is as under :

Employers Contribution to Provident Fund and Administrative Expenses 2,082 1,646
Employers Contribution to ESIC 219 -
Employers Contribution to NPS 88 -
Total 2,388 1,646
(b) Defined benefit plan

The Group provides for gratuity benefit which is a defined benefit plan covering all its eligible employees.
This plan is unfunded. The gratuity benefits are subject to a maximum limit of up to Rs. 20 lakhs.
The following table set out the status of the gratuity plan as specified under section 133 of the Companies
Act, 2013, read with Rule 7 of the Companies (Accounts) Rules 2014 (as amended) under Ind AS 19 “Employee
benefits”and the reconciliation of opening and closing balances of the present value of the defined benefit
obligation.
Particulars Gratuity Heritage club benefits

As at 31 March As at 31 March As at 31 March As at 31 March
2022 2021 2022 2021
I) Actuarial assumptions
Mortality IALM (2012-014) IALM (2012-014) IALM (2012-014) IALM (2012-014)
Ultimate Ultimate Ultimate Ultimate
Discount Rate (per annum) 3.73%-7.34% 3.93% 3.93% 3.93%
Rate of escalation in salary 3.22%-9.27% 2.86%-13.12% - -
(per annum)
Expected rate of return on - - - -
plan assets (per annum)
Employee Attrition Rate (Past PS: 0 to 37 : PS: 0 to 40 : PS: 0 to 37 : PS: 0 to 37 :
Service) 54.71% 54.67% 54.43% 54.43%
I) Changes in present value of

obligations (PVO)
331 Page No


2022 2021 2022 2021
PVO at beginning of period 2,931 2,648 239 274
Benefits paid (294) (246) (0) 1
Contributions by plan 1 1 - -
participants
Actuarial (Gain)/Loss on (176) (311) - -
obligation
PVO at end of period 3,335 2,931 212 239
II) Interest expense

III) Fair value of plan assets - - - -
IV) Net Liability

PVO at beginning of period 2,931 2,648 239 274
Net Liability at the beginning 2,931 2,648 239 274
of the period
V) Net Interest
Interest Expenses 94 106 - -
VI) Actual return on plan assets
VII) Actuarial (Gain)/loss on

obligation
Due to Demographic (306) (18) - -
Assumption
Due to Financial Assumption (279) (103) - -
Due to Experience 410 (192) - -
Total Actuarial (Gain)/Loss (176) (313) - -
VIII) Fair Value of Plan Assets

Contributions by Employer 284 247 - -
Benefits Paid (294) (246) - -
IX) Past Service Cost

Recognised
Page No 332


2022 2021 2022 2021
Recognised Past service - - - -
Cost- non vested benefits
X) Amounts to be recognized
in the balance sheet and
statement of profit & loss
account
PVO at end of period 3,335 2,931 212 239
Funded Status (3,335) (2,931) (212) (239)
Net Asset/(Liability) (3,335) (2,931) (212) (239)
recognized in the balance
sheet
XI) Expense recognised in the

Current service cost 776 731 -26 -36
Expense recognized in the 857 807 (26) (36)
XII) Other Comprehensive Income

(OCI)
Actuarial (Gain)/Loss (176) (311) - -
Unrecognized Actuarial - - - -
(Gain)/Loss from previous
period
Total Actuarial (Gain)/Loss (176) (311) - -
recognized in (OCI)
XIII) Movement in liability

recognized in balance sheet
Opening net liability 2,931 2,648 239 274
Adjustment to opening 62 - - -
balance
Expenses as above 809 837 (26) (36)
Contribution paid (284) (247) (0) 1
Other Comprehensive (176) (311) - -
Income(OCI)
Closing net liability 3,335 2,931 212 239
333 Page No


2022 2021 2022 2021
XIV) Projected Service Cost 31 1,220 709 - -

Mar 2022
XV) Sensitivity Analysis

Particulars DR: Discount Rate ER : Salary escalation rate:
PVO DR +1% PVO DR -1% PVO ER +1% PVO ER -1%
PVO 65 67 3 3
XVI) Expected Payout
Year Expected Expected Expected Expected Outgo

Outgo First Outgo Second Outgo Third Fourth
Payouts 21 21 21 21
Year Expected Outgo Expected Outgo

Fifth Six to ten years
Payouts 26 85
Asset Liability Comparisons
Year 31-Mar-18 31-Mar-19 31-Mar-20 31-Mar-21 31-Mar-22

PO at End of period 764 2,213 2,644 2,931 3,335
Plan Assets - - - - -
Surplus / (Deficit) (764) (2,213) (2,644) (2,931) (3,335)
Experience adjustments on plan assets - - - - -
Note: 51 Disclosure relating to Employee Stock Option Scheme

Details of stock options

Motilal Oswal Asset Management Company Limited -Employees’ Stock Option Scheme - I (ESOP - I)

The ESOP - I was approved by the Board of Directors at the meeting on July 22 , 2010 for grant of 20,00,000 equity
shares of Rs. 10 each.

Motilal Oswal Asset Management Company Limited -Employees’ Stock Option Scheme - II (ESOP - II)

The ESOP - II was approved by the Board of Directors at their meeting held on 21 July, 2014 for grant of 50,00,000
equity shares of Rs.10 each.

During the year ended 31 March 2017, the Company has sub divided 650 lakhs equity share of Rs. 10 each into 6,500
lakhs equity share of Re. 1 each. Hence, the options granted are also sub-divided in the same proportion.

Page No 334

Motilal Oswal Financial Services Limited -Employees Stock Option Scheme -V (ESOS-V)

The Scheme was approved by Board of Directors on 18 October 2007 and by the shareholders on 4 December 2007
by postal ballot and is for issue of 2,500,000 options representing 2,500,000 Equity shares of Re. 1 each

Motilal Oswal Financial Services Limited -Employees Stock Option Scheme -VI (ESOS-VI)


Motilal Oswal Financial Services Limited -Employees Stock Option Scheme -VII (ESOS-VII)

The Scheme was approved by Board of Directors on 19 July 2014 and by the shareholders in AGM dated 22 August
Motilal Oswal Financial Services Limited -Employees Stock Option Scheme -VIII (ESOS-VIII)

Motilal Oswal Financial Services Limited -Employees Stock Option Scheme -IX (ESOS-IX)

The Scheme was approved by Board of Directors on 29 April 2021 and by the shareholders in AGM dated 09 August

Motilal Oswal Wealth Management Limited -Employees’ Stock Option Scheme -I’ (ESOP-I)

“The ESOS - I was approved by the Board of Directors at its meeting on April 22 , 2016 and by the members at the
meeting held on April 29, 2016) consisting of 8,000 Stock Option of Rupees 10 each.
Pursuant to approval of the members at its meeting dated February 20, 2017 for sub-dividion of face value of equity
shares from Rupees 10 to Rupee 1 each, the total number of options alloted and granted also stands sub-divided i.e.
total kitty of 80,000 stock option of Rupee 1 each.

Motilal Oswal Home Finance Limited (formerly known as Aspire Home Finance Corporation Limited -Employees’
Stock Option Scheme 2014 - (ESOS - 2014)

The Scheme was approved by Board of Directors on 11 September 2014 and by the shareholders in EGM dated 16
October 2014 for issue of 50,000,000 options representing 50,000,000 Equity shares of Re. 1 each. The grant of
stock options for the aforesaid scheme has been done in three tranches.

Motilal Oswal Home Finance Limited (formerly known as Aspire Home Finance Corporation Limited - Employees’
Stock Option Scheme 2016 (ESOS-2016)

2016 for issue of 50,000,000 options representing 50,000,000 Equity shares of Re. 1 each. The grant of stock options
for the aforesaid scheme has been done in five tranches.

335 Page No

Stock Option Scheme 2017 (ESOS-2017)

The Scheme was approved by Board of Directors on 25 April 2017 and by the shareholders in EGM dated 25 May
2017 for issue of 10,000,000 options representing 10,000,000 Equity shares of Re. 1 each. The grant of stock options
for the aforesaid scheme has been done in two tranches.

Stock Option Scheme 2017 (ESOS-2017 H Co.) (Issued to Holding Company Employees)

The Scheme was approved by Board of Directors on 25 April 2017 and by the shareholders in EGM dated 25 May
2017 for issue of 30,000,000 options representing 30,000,000 Equity shares of Re. 1 each.

The activity in the stock options during the year ended 31 March 2022 and 31 March 2021 is set below:
Particulars As at Weighted As at Weighted

31 March Average 31 March Average
2022 2021
In Numbers Exercise In Numbers Exercise
Price Price
(In Rs.) (In Rs.)
The MOAMC (ESOP-I) : (Face value of Re.1 each)
Option outstanding at the beginning of the year 82,00,000 13.40 1,29,00,000 13.40
Add: Granted - NA - -
Less: Exercised - NA - -
Less: Forfeited - NA - -
Less: Lapsed 82,00,000 13.40 47,00,000 13.40
Option outstanding end of the year - - 82,00,000 13.40
Exercisable at the end of the year - - 38,00,000 13.40
The MOAMC (ESOP-II) : (Face value of Re. 1 each)

Option outstanding at the beginning of the year 15,25,741 15.06 22,25,741 10.67
Add: Granted - NA 10,00,000 22.00
Less: Exercised - NA - NA
Less: Forfeited - NA - NA
Less: Lapsed 11,25,741 12.59 17,00,000 13.40
Option outstanding end of the year 4,00,000 22.00 15,25,741 15.06
The MOFSL (ESOP-V) : (Face value of Rs. 1 each)

Option outstanding at the beginning of the year 94,900 478.80 1,48,000 382.18
Add: Granted - - - -
Less: Exercised 59,500 539.43 49,500 183.10
Less: Lapsed 15,400 307.82 3,600 572.30
Option outstanding end of the year 20,000 430.10 94,900 478.80
Page No 336


2022 2021
Price Price
(In Rs.) (In Rs.)
The MOFSL (ESOP-VI) : (Face value of Rs. 1 each)

Option outstanding at the beginning of the year 45,385 572.75 45,385 572.75
Add: Granted 35,000 700.00 - -
Less: Exercised 22,000 572.30 - -
Option outstanding end of the year 58,385 649.20 45,385 572.75
The MOFSL (ESOP-VII) : (Face value of Rs. 1 each)
Add: Granted 2,20,000 700.00 - -
Less: Exercised 2,16,400 555.35 3,70,800 355.40
Less: Lapsed 64,950 596.94 38,500 572.75
The MOFSL (ESOP-VIII) : (Face value of Rs. 1 each)

Add: Granted 2,40,000 700.00 9,82,000 678.26
Less: Exercised 2,76,200 557.96 42,500 29.00
Less: Lapsed 3,24,650 691.90 1,01,100 780.50
The (ESOP-IX) : (Face value of Re. 1/- each)

Option outstanding at the beginning of the year - - - -
Add: Granted 26,59,172 691.70 - -
Less: Exercised - - - -
Option outstanding end of the year 26,59,172 691.70 - -
Exercisable at the end of the year - - - -
337 Page No


2022 2021
Price Price
(In Rs.) (In Rs.)
The MOWML (ESOS-I) : (Face value of Rs. 1 each)
Option outstanding at the beginning of the year 6,000 815.00 22,000 404.09
Add: Granted - NA - NA
Less: Exercised - NA - NA
Less: Forfeited - NA - NA
Less: Lapsed 6,000 815.00 16,000 250.00
Option outstanding end of the year - - 6,000 815.00
Exercisable at the end of the year - - 2,000 815.00
The MOHFL (ESOS 2014 ): (Face value of Re. 1
each)
Option outstanding at the beginning of the year 99,85,000 2.88 1,71,45,000 2.92
Add: Granted 2,35,95,000 3.50 - NA
Less: Exercised 10,39,000 2.62 - NA
Less: Lapsed 83,18,000 3.20 71,60,000 2.97
Option outstanding end of the year 2,42,23,000 3.39 99,85,000 2.88
The MOHFL (ESOS 2016 ) : (Face value of Re. 1

each)
Option outstanding at the beginning of the year 3,83,87,500 3.28 1,77,15,000 2.82
Add: Granted 2,00,95,000 3.61 3,32,50,000 3.50
Less: Exercised 29,75,500 1.68 7,97,500 1.66
Less: Lapsed 1,44,35,000 3.34 1,17,80,000 3.31
Option outstanding end of the year 4,10,72,000 3.54 3,83,87,500 3.28
The MOHFL (ESOS 2017) - Grant I : (Face value of

Re. 1 each)
Add: Granted - NA 7,00,000 3.50
Less: Exercised 1,95,500 1.60 1,71,000 2.83
Less: Lapsed 3,74,250 1.60 9,21,750 2.93
The MOHFL (ESOS 2017) (Holding company):

(Face value of Re. 1 each)
Option outstanding at the beginning of the year 1,06,02,000 1.60 1,55,94,500 1.60
Add: Granted 9,00,000 3.78 - -
Page No 338


2022 2021
Price Price
(In Rs.) (In Rs.)
Less: Exercised 50,33,750 1.60 38,41,500 1.60
Less: Lapsed 21,15,250 1.60 11,51,000 1.60
Option outstanding end of the year 43,53,000 2.05 1,06,02,000 1.60
Employees’ Stock Options Scheme (ESOP) :

Particulars MOAMC MOAMC MOFSL MOFSL MOFSL MOFSL MOFSL Scheme I
Scheme I Scheme II Scheme V Scheme VI Scheme VII Scheme VIII Scheme IX (MOWM)
Date of Grant Various Various Various Various Various Various 28-Oct-21 Various
dates dates Dates Dates Dates Dates dates
Date of Board Approval Various Various Various Various Various Various 29-Apr-21 22 April
dates dates Dates Dates Dates Dates 2016
Date of Shareholder’s 22 July 21 July 4 December 8 July 2008 22 August 27 July 9-Aug-2021 29 April
approval 2010 2011 2007 2014 2017 2016
Method of Settlement Equity Equity Equity shares Equity Equity Equity Equity Equity
shares shares shares shares Shares Shares Shares
Vesting Period Not later Not later 1 year to 5 1 year to 5 1 year to 7 1 year to 4 1 Years to 5 Not later
than 6 years than 6 years years years years Years than 7
from the years from years from
date the date of the date of
of grant grant grant
Weighted Average Remaining Contractual Life
Current year. -Granted but - - 0 years 5.67 years 5.67 years 4.75 years 0.13 Years -
not Vested
Current year -Vested but not - 3 Years 0 years 1.62 years 1.14 years 0.35 years 0 years -
exercised
Current year -Weighted NA NA Rs. 539.43 Rs. 572.3 Rs. 555.35 Rs. 557.96 NA NA
Average Share Price at the
date of exercise for stock
options exercised during
the year
Previous year -Granted but 3.01 Years 3.60 Years 3.51 years 3.51 years 3.51 years 5.23 years NA 5.00 Years
not Vested
Previous year -Vested but 1.87 Years 3.84 Years 1.62years 2.51 years 2.03 years 2.20 years NA 2.00
not exercised Years
Previous year -Weighted NA NA Rs. 654.01 NA Rs.644.81 Rs. 610.15 NA NA
Average Share Price at the
date of exercise for stock
options exercised during
the year
339 Page No

Particulars MOAMC MOAMC MOFSL MOFSL MOFSL MOFSL MOFSL

Scheme I
Scheme I Scheme II Scheme V Scheme VI Scheme VII Scheme VIII Scheme IX
(MOWM)
Exercise Period Within a Within a Within 1 to 3 years of vesting of options 1 year to 3
period of period of years from
36 months 84 months the date
from the from the of vesting
date of date of and as per
vesting vesting terms and
conditions
of scheme
and grant
Vesting Conditions Vesting of Options would be subject to continued employment with the Company and/or its holding/subsidiary,
and thus the Options would vest on passage of time. In addition to this, the Remuneration/Compensation
Committee may also specify certain performance parameters subject to which the options would vest. In case of
performance based vesting, the options would vest on achievement of performance parameters irrespective of
the time horizon. However no such performance based vesting is mentioned in the ESOP-1 Scheme in MOWML.
Weighted Average Fair Value Nil Rs. 9.68 Nil Rs. 196.08 Rs. 195.83 Rs. 250.22 Rs 776.71 Rs. 858.76
of options (granted but not (Previous (Previous (Previous (Previous (Previous (Previous
vested) as on grant date year year Rs. year Rs. year Rs. year. NA) year Rs.
Rs. 246.22) 246.41) 246.41) 260.74) 858.76)
Range of Risk free interest 6.97% 7.13% 6.05% - 7.8% 6.05% - 6.97% - 7.8% 6.18% - 5.63% - 7.37% -
rate 7.8% 7.37% 6.18% 7.72%
Dividend yield 1.00% 1.00% 1.00% 1.00% 1.00% 0.5% - 1.38% 0.5% - 1.38% 1%
Expected volatility 40.00% 40.00% 40.00% 40.00% 40.00% 40.00% 40.00% 40.00%
Particulars MOHFL ESOS 2014 MOHFL ESOS 2016 MOHFL ESOS 2017 MOHFL ESOS 2017 H Co.
Date of Grant Various dates Various dates Various dates Various dates
Date of Board Approval 11-Sep-14 29-Apr-16 25-Apr-17 25-Apr-17
Date of Shareholder’s approval 16-Oct-14 07-Jul-16 25-May-17 25-May-17
Method of Settlement Equity shares Equity shares Equity shares Equity shares
Vesting Period 1 year to 4 years 1 year to 4 years 1 year to 4 years 1 year to 5 years
Weighted Average Remaining Contractual Life
Current year. -Granted but not Vested 2.88 Years 3.94 Years 2.05 Years 1.93 Years
Current year -Vested but not exercised 0 Years 0 Years 0.03 Years 0 Years
Current year -Weighted Average Share 3.51 3.51 3.51 3.51
Price at the date of exercise for stock
options exercised during the year
Weighted Average Remaining
Contractual Life
Previous year -Granted but not Vested 2.23 year 4.99years 2.32 years 0.88 years
Previous year -Vested but not exercised 0.003 year 0.21years 0.10years NIL
Previous year -Weighted Average Share 3.42 3.42 3.42 3.42
Price at the date of exercise for stock
options exercised during the year
Exercise Period Within a period of 12 Within a period of 6 months from the date of vesting or in case of
months from the date resignation, the options shall be exercised within 6 months from the date of
of vesting or in case of resignation or such extended period as may be decided by the Nomination
resignation, the options and Remuneration Committee.
shall be exercised
within 6 months from
the date of resignation
or such extended period
as may be decided
by the Nomination
and Remuneration
Committee.
Page No 340

Particulars MOHFL ESOS 2014 MOHFL ESOS 2016 MOHFL ESOS 2017 MOHFL ESOS 2017 H Co.
Vesting Conditions Vesting of Options would be subject to continued employment with the Company and/or its holding/
subsidiary, and thus the Options would vest on passage of time. In addition to this, the Remuneration/
Compensation Committee may also specify certain performance parameters subject to which the
options would vest. In case of performance based vesting, the options would vest on achievement of
performance parameters irrespective of the time horizon.
Weighted Average Fair Value of options 1.14 1.33 0.89 0.83
(granted but not vested) as on grant
date (In Rs.)
Range of Risk free interest rate 7.37% - 8.40% 6.18% - 7.37% 6.79% 6.79%
Dividend yield 1.00% 1.00% 1.00% 1.00%
Expected volatility 40% 40% 40% 40%
** The vesting period of the Grant I & II of MOHFL ESOS 2014 and Grant I of ESOS 2016 has been extended from 6
months to 1 year pursuant to the resolution passed by the nomination and remuneration committee at its meeting
held on 22 January 2018.

*Expected voltality has been calculated of listed holding company shares of Motilal Oswal Financial Services Limited
long term average since listing.
The exercise pricing formula for MOAMC ESOP schemes are as under:

Scheme I

The Committee shall have the authority to determine the Exercise Price having regard to the valuation report of an
independent practicing chartered accountant that may be based on such valuation method, as may be considered
suitable by him, including but not restricted to the Net Asset Value Method, Discounted Cash Flow Method, Earnings
Capitalisation Method, Dividend Yield Model, etc. and may also rely upon the future projections of the Company
which would be prepared by the management from time to time having regard to the future potential and prospects of
the Company. The Committee shall in its absolute discretion, have the authority to grant the Options at such discount
as it may deem fit.

Scheme II

as it may deem fit.

The exercise pricing formula for MOWML ESOP schemes are as under:

as it may deem fit.

The exercise pricing formula for MOFSL ESOP schemes are as under:
341 Page No

Scheme V

Exercise price shall be the closing price of the Company’s equity shares quoted on the BSE immediately preceding
the date of Grant of the Stock Options, which for this purpose shall be the date on which the Committee grant the
Stock Options, discounted by such percentage as may be determined by the Committee in the best interest of the
various stakeholders in the prevailing market conditions

Scheme VI


Scheme VII
Scheme VIII
Scheme IX


The exercise pricing formula for MOHFL ESOS 2014, MOHFL ESOS 2016, MOHFL ESOS 2017 & MOHFL ESOS 2017
H Co are as under:

The nomination and remuneration committee shall have the authority to determine the exercise price having regard
to the valuation report of an independent practicing chartered accountant that may be based on such valuation
method, as may be considered suitable by him, including but not restricted to the Net Asset Value Method, Discounted
Cash Flow Method, Earnings Capitalisation Method, Dividend Yield Model, etc. and may also rely upon the future
projections of the Company which would be prepared by the management from time to time having regard to the
future potential and prospects of the Company.
The said committee shall in its absolute discretion, have the authority to grant the options at such discount as it may
deem fit.

Other Information regarding Employee Share Based Payment Plan is as below

Year ended Year ended
31 March 2022 31 March 2021
Expense arising from employee share based payment plans 2,449 1,984
Total carrying amount at the end of the period 51,051 46,612

The Company provides a sensitivity analysis to show the impact to the Company’s profit before taxation in the event
Page No 342
that forfeiture and performance condition assumptions exceed or are below theCompany’s estimations by the stated
percentages.

Impact on the income statement of a change in leaver assumptions Year ended Year ended
31 March 2022 31 March 2021
(+)5% (228) (88)
(-)5% 228 111
Note 52 Segment Reporting

The Chief Operating Decision Maker monitors the operating results of the business segment separately for the purpose
of making decision about resource allocation and performance assessment. Segment performance evaluated based
on profit or loss and is measured consistently with profit or loss in the financial statements. The operating segments
have been identified considering the nature of services, the differing risks and returns, the organization structure and
the internal financial reporting system.

The business segment has been considered as the primary segment for disclosure. The primary business of the Group
comprises of “Capital market”, “Fund based activities”, “Asset Management and Advisory” and “Home Finance”.

Capital market activities includes broking services to clients, research and advisory services, financial product
distribution, depository services, investment banking, margin trading funding, etc.

Fund based activities include investment activities (including investment in securities and property) and financing
activity.

Asset Management and Advisory includes fee based services for management of assets.

Home Finance represents interest and other related income from affordable housing finance business.

Since the business operations of the Group are primarily concentrated in India, the Group is considered to operate
only in the domestic segment.

The accounting principles consistently used in the preparation of the financial statements are also consistently
applied to record income and expenditure of individual segments.

Income and direct expenses in relation to segments are categorized based on items that can be individually identifiable
to that segment. Certain expenses such as taxes, etc. are not specifically allocable to specific segments.

Assets / Liabilities to the extent directly identifiable to a segment have been categorized separately; others have been
shown as “unallocable” in the total column. Other balance sheet items such as deferred tax liability are similarly not
allocated to segments.
343 Page No
Particulars Capital market Fund based activities Asset management Home finance Unallocated Elimination Total
and advisory
For the For the For the For the For the For the For the For the For the For the For the For the For the For the
year year year year year year year year year year year year year year
ended 31 ended 31 ended 31 ended 31 ended 31 ended 31 ended 31 ended 31 ended 31 ended 31 ended 31 ended 31 ended 31 ended 31
March March March March March March March March March March March March March March
2022 2021 2022 2021 2022 2021 2022 2021 2022 2021 2022 2021 2022 2021
Revenue: done done done
External Revenue 2,53,665 1,71,173 51,269 84,103 1,13,266 77,047 52,841 54,552 100 44 - - 4,71,141 3,86,919
Interest Income 53,258 24,454 1,239 444 2,110 504 - - - - - - 56,607 25,401
Inter-Segment Revenue - - - - - - - - - - 39,158 23,507 39,158 23,507
Total revenue 3,06,923 1,95,627 52,508 84,547 1,15,376 77,551 52,841 54,552 100 44 39,158 23,507 4,31,983 3,63,412
Page No 344
Interest Expense 26,055 15,143 2,176 1,914 2,483 2,044 - - - - - - 30,714 19,101
Net Interest Revenue* 27,203 9,311 (937) (1,471) (373) (1,540) 27,961 24,049 - - - - 53,854 30,349
Depreciation and 4,026 3,742 - - 331 363 469 647 - - - - 4,826 4,752
amortization
Result:
Segment result before 65,731 40,179 48,204 80,550 44,284 27,936 11,871 9,086 (8,510) (3,099) - - 1,61,581 1,54,652
exceptional items
Exceptional items - (8,810) - - - - - - - - - - - (8,810)
Profit before tax 65,731 31,369 48,204 80,550 44,284 27,936 11,871 9,086 (8,510) (3,099) - - 1,61,581 1,45,842
Tax expense:
Current tax (23,588) (15,849)
Deferred tax (7,109) (10,914)
Short/(excess) provision for 189 1,217
earlier years
Profit from ordinary 1,31,072 1,20,296
activities
Add : Share of profit/(loss) 172 6,177
from associate (net of taxes)
Profit after tax including 1,31,245 1,26,473
share of associate
Less: Non controlling interest (266) (428)
Net profit/(loss) attributable 1,30,979 1,26,045
to Owners of parent
Other information:
Other material non-cash 2,091 1,690 - - 55 37 7,319 8,035 - - - - 9,466 9,762
items: Impairment of assets

Segment assets 8,63,353 6,58,828 4,21,145 3,44,175 60,084 33,240 3,72,782 3,83,904 12,600 12,191 (37,630) (20,655) 16,92,334 14,11,683
Segment liabilities 8,00,162 6,22,822 21,121 20,033 23,068 14,545 2,75,353 2,98,665 24,730 17,600 (22,165) (11,350) 11,22,269 9,62,315
*Home Finance segment derives a majority of its revenue from interest. Management primarily relies on net interest revenue, not the gross revenue and
expense amounts, in managing that segment. Therefore, as permitted by paragraph 23 of Ind AS 108 only the net amount is disclosed.

Note: 53 Revenue from contracts with customers

The Group determines revenue recognition through the following steps:
1. Identification of the contract, or contracts, with a customer.

2. Identification of the performance obligations in the contract.
3. Determination of the transaction price.
4. Allocation of the transaction price to the performance obligations in the contract.
5. Recognition of revenue when, or as, we satisfy a performance obligation.

a) Nature of services

(i) Broking and other related activities - Income from services rendered as a broker is recognised upon rendering
of the services, in accordance with the terms of contract. Income from services rendered on behalf of
depository is recognised upon rendering of the services, in accordance with the terms of contract.
(ii) Interest income on home loan, loan against shares, MTF and other interest - Interest is earned from clients
on amounts funded to them and on delayed payments. Interest income is recognised on a time proportion
basis taking into account the amount outstanding from customers or on the financial instrument and the
rate applicable.
(iii) Portfolio management fee, Investment management and advisory fees - The Group is an Investment
Manager and provide, investment management and administrative services to the Schemes of Motilal
Oswal Mutual Fund (‘the Fund’), provides Portfolio Management Services (‘PMS’) to clients, investment
management services to Alternate Investment Funds and provide investment advisory services to onshore
and offshore clients. The Group earns managements fees from respective businesses.

b) Disaggregation of revenue

Revenue from contracts with customers:

(i) Broking and other related activities 1,74,619 1,28,645
(ii) Interest income 1,03,425 75,312
(iii) Portfolio management fee, Investment management and advisory 86,111 66,303
fees
3,64,155 2,70,260

Revenue disaggregation by business segment has been included in segment information (refer note 52).

c) Contract balances

Receivables - The outstanding balance as at 31 March 2022 : INR 1,00,332 lakhs, 31 March 2021: INR 91,184
lakhs (also refer note 6).

Loans and advances - The outstanding balance as at 31 March 2022 : INR 4,90,452 lakhs, 31 March 2021: INR
4,52,035 lakhs (also refer note 7).

345 Page No

d) Performance obligations and timing of revenue recognisation
(i) Broking and other related activities:-
Income from services rendered as a broker is recognised upon rendering of the services.
Fees for subscription based services are received periodically but are recognised as earned on a pro-rata
basis over the term of the contract.
Commissions from distribution of financial products are recognised upon allotment of the securities to the
applicant or as the case may be, on issue of the insurance policy to the applicant.
(ii) Interest income on loans and MTF:-
Interest income is recognised on a time proportion basis taking into account the amount outstanding from
customers or on the financial instrument and the rate applicable.
Interest is earned on delayed payments from clients and amounts funded to them as well as term deposits
with banks.
(iii) Portfolio management fee, Investment management fees and advisory:-
Performance obligation of fee from asset management and portfolio management services are completed
as per the terms and conditions of the asset management agreement. The usual payment term for the
performance obligation of the company is one to three month.
Income from advisory services is recognised upon rendering of the services.”
Note 54 Maturity analysis of assets and liabilities

The table below shows an analysis of assets and liabilities analysed according to when they are expected to be
recovered or settled.
31 March 2022 31 March 2021
Financial assets
Cash and cash equivalents 2,13,754 - 2,13,754 1,29,208 - 1,29,208
Bank balance other than cash and 1,90,241 1,27,530 3,17,771 48,280 1,72,290 2,20,570
cash equivalents above
Receivables
(I) Trade receivables 74,824 25,485 1,00,309 65,663 25,461 91,123
(II) Other receivables 23 - 23 60 - 60
Loans 2,05,920 2,84,532 4,90,452 41,173 4,10,862 4,52,035
Investments 60,046 4,08,445 4,68,491 64,901 3,27,334 3,92,235
Other financial assets 1,242 34,352 35,594 1,921 66,241 68,162
Current tax assets (net) - 3,381 3,381 - 4,094 4,094
Deferred tax assets (net) - 6,353 6,353 - 7,542 7,542
Page No 346

31 March 2022 31 March 2021
Property, plant and equipment - 32,367 32,367 - 31,593 31,593
Intangible assets under development - - - - - -
Other intangible assets - 3,299 3,299 - 3,440 3,440
Other non-financial assets 10,360 10,181 20,540 7,899 3,721 11,621
Total assets 7,56,409 9,35,925 16,92,334 3,59,104 10,52,580 14,11,683
31 March 2022 31 March 2021
Derivative financial instruments
Payables
(I) Trade payables 3,45,153 24,933 3,70,086 2,77,679 24,889 3,02,567
Debt securities 2,76,980 1,19,900 3,96,880 1,87,820 1,61,904 3,49,724
Borrowings 97,988 1,20,284 2,18,271 1,84,183 35,377 2,19,560
(Other than debt securities)
Deposits - 98 98 - 45 45
Other financial liabilities 79,743 4,056 83,800 51,970 1,701 53,671
Non-financial liabilities
Current tax liabilities (net) 3,166 - 3,166 1,694 - 1,694
Provisions 21,426 2,996 24,422 17,372 300 17,672
Deferred tax liabilities (net) - 18,797 18,797 - 13,076 13,076
Other non-financial liabilities 6,749 - 6,749 4,306 - 4,306
Total liabilities 8,31,206 2,91,063 11,22,269 7,25,025 2,37,291 9,62,315
Net (74,797) 6,44,861 5,70,065 (3,65,921) 8,15,289 4,49,368
Note 55 Fair value measurement
a) Financial instruments by category
As at As at
31 March 2022 31 March 2021
FVTPL FVOCI Amortised FVTPL FVOCI Amortised
cost cost
Financial assets
Cash and cash equivalents - - 2,13,754 - - 1,29,208
Bank balance other than cash and - - 3,17,771 - - 2,20,570
cash equivalents above
Receivables - -
(I) Trade receivables - - 1,00,309 - - 91,123
(II) Other receivables - - 23 - - 60
Loans - - 4,90,452 - - 4,52,035
Investments 3,97,376 68,811 2,303 3,27,291 64,120 824
347 Page No

As at As at
31 March 2022 31 March 2021
FVTPL FVOCI Amortised FVTPL FVOCI Amortised
cost cost
Other financial assets - - 35,594 - - 68,162
Total financial assets 3,97,376 68,811 11,60,206 3,27,291 64,120 9,61,982
Payables
(I) Trade payables
(i) total outstanding dues of micro - - 3,70,086 - - 3,02,567
enterprises and small enterprises
(ii) total outstanding dues of creditors - - - - - -
other than micro enterprises and
small enterprises
Debt securities - - 3,96,880 - - 3,49,724
Borrowings - - 2,18,271 - - 2,19,560
(Other than debt securities)
Deposits - - 98 - - 45
Other financial liabilities - - 83,800 - - 53,671
Total financial liabilities - - 10,69,135 - - 9,25,567
b) Fair Value Hierarchy

The fair values of the financial assets and liabilities are included at the amount that would be received to sell an
asset or paid to transfer a liability in an orderly transaction between market participants at the measurement date.
This section explains the judgments and estimates made in determining the fair values of the financial instruments
that are (a) recognised and measured at fair value and (b) measured at amortised cost. To provide an indication
about the reliability of the inputs used in determining fair value, the Group has classified its financial instruments
into the three levels prescribed under the Indian Accounting standard. An explanation of each level follows
underneath the table.

Level 1 : Level 1 hierarchy includes financial instruments measured using unadjusted quoted prices. For
example, listed equity instruments that have quoted market price.

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. If all
significant inputs required to fair value an instrument are observable, the instrument is included in
level 2.

Level 3 : If one or more of the significant inputs is not based on observable market data, the instrument
is included in level 3. This is the case for unlisted equity securities, contingent consideration and
indemnification asset included in level 3.
Page No 348

As at 31 March 2022
Assets and liabilities measured at fair value - Level 1 Level 2 Level 3 Total
recurring fair value measurements
Financial assets
Financial investments at FVTPL
- Mutual funds 2,11,356 - - 2,11,356
- Quoted equity and preference shares - - - -
- Alternative Investment funds - 14,439 - 14,439
- Private equity funds - - 85,208 85,208
- Real estate funds - - 20,395 20,395
- Unquoted equity and preference shares - - 36,197 36,197
- Unquoted Security receipts - - 21,746 21,746
- ‘Debentures and Bonds - Unquoted 8,036 8,036
Financial Investments at FVOCI
- Quoted equity shares 68,811 - - 68,811
Total financial assets 2,80,167 14,439 1,71,583 4,66,189

As at 31 March 2021
Assets and liabilities measured at fair value - Level 1 Level 2 Level 3 Total
recurring fair value measurements
Financial assets
Financial investments at FVTPL
- Mutual funds 1,97,077 - - 1,97,077
- Quoted equity and preference shares - - - -
- Alternative Investment funds - 11,058 - 11,058
- Private equity funds - - 67,980 67,980
- Real estate funds - - 20,683 20,683
- Unquoted equity and preference shares - - 5,863 5,863
- Unquoted Security receipts - - 21,617 21,617
- 'Debentures and Bonds - Unquoted 3,013 3,013
Financial Investments at FVOCI
- Quoted equity shares 64,120 - - 64,120
Total financial assets 2,61,197 11,058 1,19,156 3,91,411

II. Valuation techniques used to determine fair value

Specific valuation techniques used to value financial instruments include :

· Quoted equity investments - Quoted closing price on stock exchange
· Mutual fund - net asset value of the scheme
· Alternative investment funds - net asset value of the scheme
· Unquoted equity and preference investments - price multiples of comparable companies.
349 Page No

· Private equity funds - NAV of the audited financials of the funds.

. The fair values for investment in security receipt are based on the quoted market prices given by independent
rating agency.
. Real estate funds - net asset value, based on the independent valuation report or financial statements of
the company income approach or market approach based on the independent valuation report.”

III. Fair value of financial instrument measured at amortised cost

Financial assets not measured at fair value includes cash and cash equivalents, trade receivables, loans and
other financial assets. These are financial assets whose carrying amounts approximate fair value, due to their
short-term nature.

Additionally, financial liabilities such as trade payables and other financial liabilities are not measured at FVTPL,
whose carrying amounts approximate fair value, because of their short-term nature.

c) Fair value measurement using significant unobservable inputs (level 3)
The following table presents the changes in level 3 items for the periods ended 31 March 2022 and 31
March 2021:

Particulars Private Real Estate Debentures Security Unquoted Total
Equity Funds Funds and Bonds receipts Shares
As at 1 April 2020 28,187 22,281 - 22,494 3,197 76,159
Additions 24,556 9,694 8,432 6,370 0 49,051
Disposals (16,385) (9,955) (5,432) (4,120) - (35,891)
Gains/(losses) 31,623 (1,337) 13 (3,127) 2,666 29,838
recognised in statement
of profit and loss
As at 31 March 2021 67,981 20,684 3,013 21,617 5,863 1,19,158
Additions 9,622 3,768 16,781 7,310 21,459 58,940
Disposals (433) (4,217) (11,781) (5,711) - (22,141)
Gains/(losses) 8,040 161 23 (1,470) 8,875 15,628
recognised in statement
of profit and loss
As at 31 March 2022 85,209 20,396 8,036 21,746 36,197 1,71,584

d) Transfers between levels 2 and 3

There are no transfers between Level 2 and Level 3 during the year

e) Valuation inputs and relationships to fair value

The quantitative information about the significant unobservable inputs used in level 3 fair value measurements
is summarised below.

Page No 350

Sensitivity analysis

31 March 2022 31 March 2021
Fair value of instruments 1,71,583 1,19,156
Net worth of the fund at Fair value
- increase by 1000 bps 17,158 11,916
- decrease by 1000 bps (17,158) (11,916)
Note 56: Financial risk management

The Group is exposed primarily to fluctuations in credit, liquidity and price risk which may adversely impact the
fair value of its financial instrument. The Group has a risk management policy which covers risk associated
with the financial assets and liabilities. The focus of the risk management is to assess the unpredictibility of
the financial environment and to mitigate potential adverse effect on the financial performance of the Group.
The Group’s principal financial liabilities comprises of borrowings from bank/financial institutions, trade and other
payables. The main purpose of these financial liabilities is to finance the Group’s operations. the Group’s principal
financial assets include Investments, loans, receivables and cash and cash equivalents that derive directly from its
operations.

A Credit risk

Credit risk is the risk of financial loss to the Group if a customer or counterparty to a financial instrument fails
to meet its contractual obligations, and arises principally from the Group’s loans and advances to customers.
For risk management reporting purposes, the Group considers and consolidates all elements of credit risk
exposure.

Management of credit risk

The Board of Directors has delegated responsibility for the oversight of credit risk to the Risk Management
Committee, which in turn has appointed the Interest Rate Reset Committee (IRRC) which is the Internal committee
and the meeting of the said committee (IRRC) is conducted on a monthly basis, the objective of which is to
determine the retail prime lending rates (RPLR) based on market scenarios such as borrowing costs of the
Group, repo rates by Reserve Bank of India (RBI), the Interest Rate Reset Committee recommends the Asset
Liability Management Committee for the changes in the prevailing RPLR for their further approval.

The Risk Management Committee develops the credit risk management framework, policies, procedures, reviews
the same on periodic basis which is further noted and approved by the Board of Directors. The Risk Management
Committee also reviews delinquent accounts and makes decisions on recovery actions. Credit reviews are
conducted regularly to monitor the health of the loan portfolio and to detect early signs of weaknesses and
deviations.

The Risk Management Committee manages risk on a portfolio-wide basis and recommends alternative
portfolio strategies, analyses results of portfolio management actions and develops portfolio limits for each
portfolio segment for approval of the Board of Directors. Credit risk concentration is addressed by setting a
credit portfolio mix limit and monitoring the limits on a regular basis. Credit stress tests are also conducted
periodically to determine the impact of security values and other stress parameters on the loan portfolio. The
Group also conducts annual valuation of delinquent accounts, to determine the actual value and marketability
of the collateral which is adequately factored in Capital Adequacy Ratio. This allows the Group to assess the
potential financial impact of losses arising from plausible adverse scenarios on the Group’s loan portfolio.
351 Page No

Expected credit loss measurements

(I) Expected credit loss measurement for Loans :

Ind AS 109 outlines a ‘three-stage’ model for impairment based on changes in credit quality since initial
recognition as summarised below:
1. A financial instrument that is not credit-impaired on initial recognition is classified in ‘Stage 1’ and has
its credit risk continuously monitored by the Group.

2. If a significant increase in credit risk (‘SICR’) since initial recognition is identified, the financial instrument
is moved to ‘Stage 2’ but is not yet deemed to be credit-impaired.

3. If the financial instrument is credit-impaired, the financial instrument is then moved to ‘Stage 3’.

Financial instruments in Stage 1 have their ECL measured at an amount equal to the portion of lifetime
expected credit losses that result from default events possible within the next 12 months. Instruments in
Stages 2 or 3 have their ECL measured based on expected credit losses on a lifetime basis.

The following diagram summarises the impairment requirements under Ind AS 109 (other than purchased
or originated credit-impaired financial assets):

The key judgements and assumptions adopted by the Group in addressing the requirements of the standard
are discussed below:
Significant increase in credit risk (SICR)

The Group considers a financial instrument to have experienced a significant increase in credit risk when
one or more of the following quantitative, qualitative or backstop criteria have been met:

a. Quantitative criteria:

When days passed dues from the borrower is more than 30 days but less than 90 days*

b. Qualitative criteria:

If the borrower meets one or more of the following criteria:
a. In short-term forbearance
b. Direct debit cancellation
c. Extension to the terms granted*
d. Previous arrears within the last [12] months
Page No 352

Default and credit-impaired assets

The Group defines a financial instrument as in default, which is fully aligned with the definition of credit
impaired, when it meets one or more of the following criteria:

a. Quantitative criteria

The borrower is more than 90 days past due on its contractual payments.*

b. Qualitative criteria

The borrower meets unlikeliness to pay criteria, which indicates the borrower is in significant financial
difficulty. These are instances where:

a. The borrower is in long-term forbearance
b. The borrower is deceased
c. The borrower is insolvent
d. Concessions have been made by the lender relating to the borrower’s financial difficulty
e. It is becoming probable that the borrower will enter bankruptcy

The criteria above have been applied to home finance loans consistent with the definition of default
used for internal credit risk management purposes. The default definition has been applied consistently
to model the Probability of Default (PD), Exposure at Default (EAD) and Loss given Default (LGD)
throughout the Group’s expected loss calculations.

In accordance with the RBI guidelines relating to COVID-19 Regulatory Package dated 27 March 2020
& subsequent guidelines dated 17 April 2020 and 23 May 2020, the subsidiary company Motilal Oswal
Home Finance Limited granted a moratorium of six months on payments of instalments and/ or interest
falling due between 1 March 2020 and 31 August 2020 to eligible borrowers. For such accounts where
the moratorium is granted, the asset /Stage-wise classification stood stand still during the moratorium
period. (i.e. the number of days past-due shall exclude the moratorium period for the purposes of asset
classification).”

Measuring ECL - Explanation of inputs, assumptions and estimation techniques

The Expected Credit Loss (ECL) is measured on either a 12-month basis (12M) or Lifetime basis depending
on whether a significant increase in credit risk has occurred since initial recognition or whether an asset is
considered to be credit-impaired. Expected credit losses are the discounted product of the Probability of
Default (PD), Exposure at Default (EAD), and Loss Given Default (LGD), defined as follows:

• The PD represents the likelihood of a borrower defaulting on its financial obligation (as per “Definition
of default and credit-impaired” above), either over the next 12 months (12M PD), or over the remaining
lifetime (Lifetime PD) of the obligation.

• The exposure at default (EAD) represents the gross carrying amount of the financial instruments
subject to the impairment calculation, addressing both the client’s ability to increase its exposure while
approaching default and potential early repayments too.
To calculate the EAD for a Stage 1 loan, the Group assesses the possible default events within 12
months for the calculation of the 12M ECL. For stage 2, Stage 3 Financial Assets, the exposure at
default is considered for events over the lifetime of the instruments.
353 Page No

•
Loss Given Default (LGD) represents the Group’s expectation of the extent of loss on a defaulted
exposure. LGD varies by type of counterparty, type and seniority of claim and availability of collateral or
other credit support. LGD is expressed as a percentage loss per unit of exposure at the time of default.
LGD is calculated on a 12-month or lifetime basis, where 12-month LGD is the percentage of loss
expected to be made if the default occurs in the next 12 months and Lifetime LGD is the percentage of
loss expected to be made if the default occurs over the remaining expected lifetime of the loan.

The ECL is determined by projecting the PD, LGD and EAD for each three bucket explained above and for each
individual exposure or collective segment. These three components are multiplied together and adjusted for
the likelihood of survival (i.e. the exposure has not prepaid or defaulted in an earlier month). This effectively
calculates an ECL for each three buckets, which is then discounted back to the reporting date and summed.
The discount rate used in the ECL calculation is the original effective interest rate or an approximation
thereof.

The Lifetime PD is developed by applying a maturity profile to the current 12M PD. The maturity profile looks
at how defaults develop on a portfolio from the point of initial recognition throughout the lifetime of the
loans. The maturity profile is based on historical observed data and is assumed to be the same across all
assets within a portfolio and credit grade band. This is supported by historical analysis.

The 12-month and lifetime EADs are determined based on the expected payment profile. Estimate of
an exposure at a future default date – expected changes in exposure after the reporting date, including
repayment of principal and interest, and expected drawdowns on committed facilities. This is based on the
contractual repayments owed by the borrower over a 12month or lifetime basis. This will also be adjusted
for any expected overpayments made by a borrower. Early repayment/refinance assumptions are also
incorporated into the calculation.

The 12-month and lifetime LGDs are determined based on the factors which impact the recoveries made
post default. These vary by collateral type.

• For secured products, this is primarily based on collateral type and projected collateral values, historical
discounts to market/book values due to forced sales, time to repossession and recovery costs observed.
the Group given its experience of sale of properties taken into possession we have experienced that
there is 22.5 % loss incurred on the Outstanding amount (Principal + Interest). Hence the Group have
taken 22.5% as LGD for computation of ECL on Stage 1 / 2 and 3 books.

• For unsecured products basically written off cases , LGD’s has been maintained at 100% as loss given
default as the Group don’t foresee any cash flow on those assets.

Forward-looking economic variable/assumptions used are – such as how the maturity profile of the PDs
and how collateral values change etc. – are monitored and reviewed on a quarterly basis. While estimating
the expected credit losses, the Group reviews macro-economic developments occurring in the economy
and market it operates in. On a periodic basis, the Group analyses if there is any relationship between key
economic trends like GDP, inflations rates set by International Monetory Fund, inflation etc. with the estimate
of PD, LGD determined by the Group based on its internal data. While the internal estimates of PD, LGD rates
by the Group may not be always reflective of such relationships, temporary overlays are embedded in the
methodology to reflect such macro-economic trends reasonably.

Impact of RBI Circular on subsidiary company Motilal Oswal Home Finance Limited- COVID-19 – Regulatory
Package

As per Ind AS 109 - Financial Instruments, the subsidiary company Motilal Oswal Home Finance Limited
has rebut the presumption that the credit risk on a financial asset has increased significantly since initial
Page No 354

recognition when contractual payments are due for more than 30 days, for the customers who have availed
moratorium relief through the RBI circular of COVID-19 - Regulatory Package. The default period criteria of
90 days for the cases where moratorium is granted, the asset classification was kept stand still during the
moratorium period.

RBI on 6 August 2020 came up with resolution plan Framework for COVID-19-related Stress, it has been
decided to provide a window under the Prudential Framework to enable the lenders to implement a resolution
plan in respect of eligible borrowers. Company in view of same duly implemented one time measure to offer
the facility of restructuring to its eligible customers identified basis RBI circular on resolution plan & joint
decision of credit, risk, collection & legal departments of the Company.
Company is of the view that the restructuring under the disruption scenario is not indicative of increase
in credit risk. Accordingly, the same should ideally not be considered as a factor for considering SICR
and in turn, should not result in shifting of the financial instruments from one stage to another. However,
considering the requirements of RBI circular on resolution plan, Company’s management has recognised
provisions in terms of the requirements of the circular.

The Company has identified certain pool of assets where as per Company’s internal evolution risk is
higher considering their repayment history, behaviour during moratorium period, post moratorium period &
valuation of its collaterals, basis this evaluation the company has decided to recognise additional provision
on such pool of assets.
Loss allowance

The loss allowance recognised in the period is impacted by a variety of factors, as described below:

a. Transfers between Stage 1 and Stages 2 or 3 due to financial instruments experiencing significant
increases (or decreases) of credit risk or becoming credit-impaired in the period, and the consequent
“step up” between 12-month and Lifetime ECL;

b. Additional allowances for financial instruments de-recognised in the period;

c. Impact on the measurement of ECL due to changes in PDs, EADs and LGDs in the period, arising from
regular refreshing of inputs to models;

d. Financial assets derecognised during the period and write-offs of allowances related to assets that
were written off during the period.

Write-off policy

The Group writes off financial assets, in whole or in part, when it has exhausted all practical recovery efforts
and has concluded there is no reasonable expectation of recovery. Indicators that there is no reasonable
expectation of recovery include
(i) ceasing enforcement activity and
(ii) where the Group’s recovery method is foreclosing on collateral and the value of the collateral is such
that there is no reasonable expectation of recovering in full.
The Group may write-off financial assets that are still subject to enforcement activity. The Group may
still seek to recover amounts it is legally entitled to recover in full, but which have been fully / partially
written off due to no reasonable expectation of full recovery.
355 Page No

Modification of financial assets

The Group sometimes modifies the terms of home loans provided to customers due to commercial renegotiations,
or for distressed loans, with a view to maximising recovery.

Such restructuring activities include extended payment term arrangements, payment holidays and payment
forgiveness. Restructuring policies and practices are based on indicators or criteria which, in the judgement of
management, indicate that payment will most likely continue. These policies are kept under continuous review.

The risk of default of such assets after modification is assessed at the reporting date and compared with the
risk under the original terms at initial recognition, when the modification is not substantial and so does not result
in derecognition of the original asset. The Group monitors the subsequent performance of modified assets and
it may determine that the credit risk has significantly improved after restructuring, so that the assets are moved
from Stage 3 or Stage 2 (Lifetime ECL) to Stage 1 (12-month ECL). This is only the case for assets which have
performed in accordance with the new terms for a year or more. Currently there has not been any such case.

(II) Expected credit loss measurement for Trade receivables :
The loss allowance has been measured using lifetime ECL except for financial assets on which there has
been no significant increase in credit risk since initial recognition. At each reporting date, the Company
assesses whether financial assets carried at amortised cost is credit-impaired.
A financial asset is credit-impaired when one or more events that have a detrimental impact on the estimated
future cash flows of the financial asset have occurred since initial recognition.
A simplified approach has been considered for measuring expected credit losses (ECLs) of trade
receivables at an amount equal to lifetime ECLs. The ECLs on trade receivables are calculated based
on actual historic credit loss experience over the preceding three to five years on the total balance of
trade receivables. For the purpose of computation of ECL, the term default implies an event where
amount due towards margin requirement and / or mark to market losses for which the client was
unable to provide funds / collaterals to bridge the shortfall, the same is termed as margin call triggered.
Based on the Industry practices and business environment in which the entity operates, Management
considers unsecured receivables as default if the payment is overdue for more than 90 days for direct
customer. For franchisee customers, aggregate of unsecured receivables as reduced by franchisee deposit/
future brokerages are considered as default. Management would also consider balance in client’s family
accounts and collaterals in form other than the securities while considering the secured position of the
client. Management would also consider impairment on client balance which are unsecured and overdue
for less than 90 days on case to case basis, based on their scope of recoverability. For litigation cases,
management could provide enhanced provision if the probability of outflow of economic resource is higher.
If there are specific cases which are overdue for more than 90 days and the management is very confident
of its recovery in near future, impairment loss would not be provided for such cases based on the approval
of business head for each reporting period. Probability of default (PD) on these receivables is considered at
100% and treated as credit impaired.
(III) Expected credit loss measurement for Margin Trading Facility(MTF) loan :
Loans includes Margin Trading Facility(MTF), Loans to staff and loans to subsidiaries for which staged
approach is taken into consideration for determination of ECL.

Stage 1 : All positions in the MTF loan book are considered as stage 1 asset for computation of expected
credit loss. For exposures where there has not been a significant increase in credit risk since initial
recognition and not credit impaired post origination. Loan to subsidiary and staff are considered in stage 1
Page No 356

for determination of ECL. Exposure to credit risk in stage 1 is computed considering historical probability of
default, market movements and macro-economic environment.
Stage 2 : Exposures under stage 2 include dues up to 90 days pertaining to principal amount, interest and
any other charges on the MTF loan book which are unsecured. While arriving at the secured position of the
client, management would also consider balance in client’s family accounts, securities in other segment
and collaterals in form other than the securities while considering the secured position of the client. At
each reporting date, the Company assesses whether there has been a significant increase in credit risk for
financial assets since initial recognition. In determining whether credit risk has increased significantly since
initial recognition, the Company uses days past due information and other qualitative factors to assess
deterioration in credit quality of a financial asset.
For credit exposures where there has been a significant increase in credit risk since initial recognition but
that are not credit impaired, a lifetime ECL is recognised.

Stage 3 : Exposures under stage 3 include dues past 90 days pertaining to principal amount, interest and
any other charges on MTF loan book which are unsecured.
Financial assets are assessed as credit impaired when one or more events that have a detrimental impact
on the estimated future cash flows of the asset have occurred. For financial assets that have become credit
impaired, a lifetime ECL is recognised.

B Liquidity risk and funding management

Prudent liquidity risk management implies maintaining sufficient cash and marketable securities and the
availability of funding through an adequate amount of committed credit facilities to meet obligations when
due and to close out market positions. Due to the dynamic nature of the underlying businesses, the Company’s
treasury maintains flexibility in funding by maintaining availability under committed credit lines.

Management monitors rolling forecasts of the Company’s liquidity position (comprising the undrawn borrowing
facilities below) and cash and cash equivalents on the basis of expected cash flows. In addition, the Company’s
liquidity management policy involves projecting cash flows and considering the level of liquid assets necessary
to meet these, monitoring balance sheet liquidity ratios against internal and external regulatory requirements
and maintaining debt financing plans.
(i) Analysis of financial assets and liabilities by remaining contractual maturities

The table below summarises the maturity profile of the Company’s financial assets and liabilities.

As at 31 March 2022
Contractual maturities of assets and liabilities Less than 1 to 5 Above 5 Total

1 year years Years
Financial assets
Cash and cash equivalents 2,13,754 - - 2,13,754
Bank balance other than cash and cash equivalents above 1,90,241 1,27,530 - 3,17,771
Receivables
(I) Trade receivables 74,824 25,485 - 1,00,309
(II) Other receivables 23 - - 23
357 Page No


1 year years Years
Loans 2,05,920 2,84,532 - 4,90,452
Investments 60,046 4,08,445 - 4,68,491
Other financial assets 1,242 34,352 - 35,594
Total financial assets 7,46,049 8,80,344 - 16,26,394
Payables
(I) Trade payables 3,45,153 24,933 - 3,70,086
Debt securities 2,76,980 1,19,900 - 3,96,880
Borrowings (Other than debt securities) 97,988 1,20,284 - 2,18,271
Deposits - 98 - 98
Other financial liabilities 79,743 4,056 - 83,800
Total financial liabilities 7,99,864 2,69,271 - 10,69,135
As at 31 March 2021

1 year years Years
Financial assets
Cash and cash equivalents 1,29,208 - - 1,29,208
Bank balance other than cash and cash equivalents above 48,280 1,72,290 - 2,20,570
Receivables
(I) Trade receivables 65,663 25,461 - 91,123
(II) Other receivables 60 - - 60
Loans 41,173 4,10,862 - 4,52,035
Investments 64,901 3,27,334 - 3,92,235
Other financial assets 1,921 66,241 - 68,162
Total financial assets 3,51,204 10,02,189 - 13,53,393
Payables
(I) Trade payables 2,77,679 24,889 - 3,02,567
Debt securities 1,87,820 1,61,904 - 3,49,724
Borrowings (Other than debt securities) 1,84,183 35,377 - 2,19,560
Deposits - 45 - 45
Other financial liabilities 51,970 1,701 - 53,671
Total financial liabilities 7,01,652 2,23,915 - 9,25,567

C 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: Foreign currency risk, interest rate risk and
price risk.

(i) Foreign currency risk

Foreign currency risk is the risk that the fair value or future cash flows of an exposure will fluctuate because
of changes in foreign exchange rates.
Page No 358

Foreign currency risk management

In respect of the foreign currency transactions, the Group does not hedge the exposures since the
management believes that the same is insignificant in nature and will not have a material impact on the
Group.
(ii) Cash flow and fair value interest rate risk

The Group’s main interest rate risk arises from long-term borrowings/ debt securities and loans with variable
rates, which expose the Group to cash flow interest rate risk. The Group is exposed to interest rate risk as
it is involved in lending business. Interest rate risk can arise from either macro events in economy or due
to company’s financial position. Group tries to mitigate this risk by taking all positive measures which can
boost profitability and stregthens company’s balance sheet. Group takes continous efforts to reduce its
cost of funds by diversifying its liability mix and deepening its relationship with lenders.

The Group’s fixed rate borrowings are not subject to interest rate risk as defined in Ind AS 107, since neither
the carrying amount nor the future cash flows will fluctuate because of a change in market interest rates.

(iii) Interest rate risk exposure

Out of the total Assets and Liabilities, exposure to the interest rate risk of the Group is mainly towards
borrowings/ debt securities (other than non-convertible debentures and term loans) and loan assets.
(iv) Sensitivity

Profit or loss is sensitive to higher/lower interest expense from borrowings as a result of changes in interest
rates. Other components of equity change as a result of an increase/decrease in the fair value of the cash
flow hedges related to borrowings.

The following table demonstrates the sensitivity to a reasonably possible change in interest rates (all other
variables being constant) of the Group’s statement of profit and loss and equity.
Particulars Impact on profit after tax

31 March 2022 31 March 2021
Loans
Interest rates – increase by 100 basis points 3,665 3,422
Interest rates – decrease by 100 basis points (3,665) (3,422)
Borrowings
Interest rates – increase by 100 basis points (2,342) (2,044)
Interest rates – decrease by 100 basis points 2,342 2,044
(v) Exposure of price risk

The company is exposed to price risk from its investment in mutual funds, equity shares, exchange
traded funds classified in the balance sheet at fair value through profit and loss or fair value through other
comprehensive income.

The Investments held by the Company are ancillary to the Investment management business objective.

359 Page No

The investment in long term mutual fund is for high-RoE opportunities. They also serve as highly liquid
“resources” available for future investments in business, if required.

Exposure to price risk 4,66,189 3,91,411
(vi) Sensitivity to price risk

The following table summarises the impact of sensitivity of NAVs / price with all other variables held
constant. The below impact on the Company’s profit before tax is based on changes in the NAVs / price of
the investments held at FVTPL/FVOCI at balance sheet date:

Sensitivity 31 March 2022 31 March 2021
Impact on profit before tax for 10% increase in NAV/price 46,619 39,141
Impact on profit before tax for 10% decrease in NAV/price (46,619) (39,141)
Note 57 : Capital management
The Group manages its capital to ensure that the Group will be able to continue as going concern while maximizing
the return to stakeholder through the optimization of the debt and equity balance.

For the purpose of the Group’s capital management, capital includes issued capital and other equity reserves. The
primary objective of the Group’s capital management is to maximize shareholders value. The Group manages its
capital structure and makes adjustments in the light of changes in economic environment and the requirements of
the financial covenants.
The capital composition is as follows:

Gross debt* 6,22,811 5,76,134
Cash and cash equivalents (2,13,754) (1,29,208)
Net debt (A) 4,09,057 4,46,926
Total equity (B) 5,70,065 4,49,368
Gearing ratio (A / B) 0.72 0.99

*Debt includes debt securities and borrowings including outstanding interest.
Note: 58 Principles and assumptions used for consolidated financial statements and proforma adjustments:

a) The Consolidated Financial Statements have been prepared by applying the principles laid in the Indian
Accounting Standard (Ind AS) - 110 “Consolidated Financial Statements” and (Ind AS) - 28 “Investments in
Associates and Joint Ventures” issued by the Institute of Chartered Accountants of India for the purposes of
these Consolidated Balance Sheet, Consolidated Statement of Profit and Loss, Consolidated Statement of
Cash Flows, Consolidated Statement of Changes in Equity and Summary of significant accounting policies and
other explanatory information to the consolidated financial statements, together referred to in as ‘Consolidated
Financial Statements.’

Page No 360

The list of subsidiaries and associates in the consolidated financial statement are as under :-

Motilal Oswal Financial Services Limited (‘the Company’ or ‘the holding company’) shareholding in the following
companies as on 31 March 2022 and 31 March 2021 is as under:
Name of the Entities Country of Proportion of ownership interest

incorporation As at As at
31 March 2022 31 March 2021
I) Name of the Subsidiary Companies
a) Direct Subsidiaries
Motilal Oswal Commodities Broker Private India 100 100
Limited
Motilal Oswal Investment Advisors Limited India 100 100
(Formerly known as Motilal Oswal Investment
Advisors Private Limited)
MO Alternate Investment Private Limited India 100 100
(formerly known as Motilal Oswal Fincap
Private Limited)
Motilal Oswal Finvest Limited India 100 100
(Formerly known as Motilal Oswal Capital
Markets Ltd)
Motilal Oswal Wealth Management Limited India 100 100
Motilal Oswal Asset Management Company India 100 98.64
Limited
Motilal Oswal Trustee Company Limited India 100 100
Motilal Oswal Securities International Private India 100 100
Limited
Motilal Oswal Capital Markets (Singapore) Pte. Singapore 100 100
Limited.
Motilal Oswal Capital Markets (Hong Kong) Hong Kong 100 100
Private Limited
Motilal Oswal Home Finance Limited (formerly India 97.71 97.87
known as Aspire Home Finance Corporation
Ltd
Motilal Oswal Finsec IFSC Limited India 100 100
Glide Tech Investment Advisory Private Limited India 100 100
TM Investment Technologies Pvt. Ltd India 63.83 63.83
b) Step down Subsidiaries
India Business Excellence Management Mauritius 100.00 87.16
Company
Motilal Oswal Asset Management (Mauritius) Mauritius 100.00 98.64
Limited
Motilal Oswal Capital Limited India 100.00 98.64
II) Associate Enterprise
India Reality Excellence Fund II LLP India 20.44 20.44
III) Joint venture
India Business Excellence Fund III (Till September India 0.00 0.00
29, 2020)
361 Page No

Note 59 Additional disclosure pertaining to Subsidiaries/Associate as per division III of Companies Act, 2013

FY 21-22
Name of the entity Net Assets (i.e. Total Assets Share in Profit & (Loss) Share in other Share in total
- Total Liabilities) comprehensive income comprehensive income
As % of Amount As % of Amount As % of Amount As % of Total Amount
Consolidated Consolidated Consolidated Consolidated
Net Assets Profit / OCI Income
(Loss)
Parent
Motilal Oswal 74.76% 4,24,211 53.83% 70,510 49.63% 2,036 53.71% 72,547
Financial Services
Limited
Subsidiaries
Indian
Motilal Oswal 0.16% 882 0.00% (2) 0.00% - 0.00% (2)
Commodities Broker
Private Limited
“Motilal Oswal 1.96% 11,123 1.21% 1,589 0.24% 10 1.18% 1,599
Investment Advisors
Limited
(Formerly known
as Motilal Oswal
Investment Advisors
Private Limited)”
“Motilal Oswal 19.63% 1,11,386 10.42% 13,643 46.42% 1,904 11.51% 15,548
Finvest Limited
(Formerly known
as Motilal Oswal
Capital Markets
Ltd)”
Motilal Oswal 3.23% 18,317 6.27% 8,218 1.04% 43 6.12% 8,261
Wealth
Management
Limited
MO Alternate 1.39% 7,900 8.08% 10,588 0.35% 14 7.85% 10,603
Investment Private
Limited (formerly
known as Motilal
Oswal Fincap
Private Limited)
Motilal Oswal 18.17% 1,03,120 21.71% 28,436 1.81% 74 21.11% 28,511
Asset Management
Company Limited
Motilal Oswal 0.01% 62 0.01% 11 0.00% 0 0.01% 11
Trustee Company
Limited
Motilal Oswal 0.09% 506 0.02% 30 0.08% 3 0.02% 33
Securities
International Private
Limited
Motilal Oswal Home 17.75% 1,00,697 7.24% 9,489 0.31% 13 7.03% 9,502
Finance Limited
Motilal Oswal 0.14% 814 0.00% (1) 0.00% - 0.00% (1)
Capital Limited
Glide Tech 0.07% 371 -0.05% (63) 0.04% 2 -0.05% (61)
Investment Advisory
Private Limited
Motilal Oswal 0.25% 1,415 0.08% 108 0.05% 2 0.08% 110
Finsec IFSC Limited
Page No 362

(Loss)
TM Investment 0.16% 890 0.12% 153 0.12% 5 0.12% 158
Technologies Pvt.
Ltd.
Foreign
Motilal Oswal 0.02% 127 0.02% 22 0.00% - 0.02% 22
Capital Markets
(Honkong ) Private
Limited
Motilal Oswal 0.22% 1,275 -0.02% (30) 0.00% - -0.02% (30)
Capital Markets
(Singapore) Pte.
Limited
India Business 0.37% 2,106 5.72% 7,491 0.00% - 5.55% 7,491
Excellence
Management
Company
Motilal Oswal 0.11% 614 0.35% 457 0.00% - 0.34% 457
Asset Management
(Mauritius) Pvt. Ltd.
Total 138.49% 7,85,815 115.01% 1,50,650 100.09% 4,106 114.58% 1,54,757
Associates
Indian
India Reality 0.00% - 0.13% 172 0.00% - 0.13% 172
Excellence Fund II
LLP
Total 0.00% - 0.13% 172 0.00% - 0.13% 172
Eliminations -38.02% (2,15,750) -14.95% (19,578) 0.00% 0 -14.49% (19,579)
Adjusted
Net Total 100.47% 5,70,065 100.20% 1,31,244 100.07% 4,106 100.22% 1,35,350
Non Controlling -0.45% (2,628) -0.20% (266) -0.07% (3) -0.19% (269)
Interest in all
Subsidiaries
Grand Total 100% 5,67,437 100% 1,30,978 100% 4,103 100% 1,35,081
FY 20-21
(Loss)
Parent
Motilal Oswal 69.86% 3,11,681 54.66% 68,889 83.58% 24,397 60.09% 93,286
Financial Services
Limited
Subsidiaries
Indian
Motilal Oswal 0.20% 884 -0.01% (7) 0.00% - 0.00% (7)
Commodities Broker
Private Limited
363 Page No

(Loss)
Motilal Oswal 2.13% 9,524 -0.41% (517) -0.02% (5) -0.34% (522)
Investment Advisors
Limited
(Formerly known
as Motilal Oswal
Investment Advisors
Private Limited)
Motilal Oswal 16.25% 72,492 2.61% 3,296 16.02% 4,675 5.13% 7,970
Finvest Limited
(Formerly known
as Motilal Oswal
Capital Markets Ltd)
Motilal Oswal 2.25% 10,045 3.26% 4,108 0.13% 37 2.67% 4,145
Wealth
Management
Limited
MO Alternate 0.00% - 1.91% 2,412 0.00% (0) 1.55% 2,411
Investment Private
Limited (formerly
known as Motilal
Oswal Fincap
Private Limited)
Motilal Oswal 16.94% 75,589 32.53% 41,001 0.15% 45 26.44% 41,046
Asset Management
Company Limited
Motilal Oswal 0.01% 51 0.02% 20 0.00% - 0.01% 20
Trustee Company
Limited
Motilal Oswal 0.11% 473 0.01% 11 0.00% 0 0.01% 12
Securities
International Private
Limited
Motilal Oswal Home 20.39% 90,954 3.19% 4,023 0.14% 41 2.62% 4,064
Finance Limited
(formerly known
as Aspire Home
Finance Corporation
Limited)
Motilal Oswal 0.18% 814 0.01% 8 0.00% - 0.01% 8
Capital Limited
Glide Tech 0.03% 130 -0.16% (206) -0.01% (3) -0.13% (209)
Investment Advisory
Private Limited
Motilal Oswal 0.29% 1,305 0.08% 98 0.00% (1) 0.06% 97
Finsec IFSC Limited
TM Investment 0.16% 726 -0.14% (172) -0.01% (2) -0.11% (175)
Technologies Pvt.
Ltd.
Foreign
Motilal Oswal 0.02% 103 -0.03% (40) 0.00% - -0.03% (40)
Capital Markets
(Honkong ) Private
Limited
Motilal Oswal 0.32% 1,413 0.03% 33 0.00% - 0.02% 33
Capital Markets
(Singapore) Pte.
Limited
Page No 364

(Loss)
India Business 0.36% 1,606 0.69% 869 0.00% - 0.56% 869
Excellence
Management
Company
Motilal Oswal 0.09% 390 0.08% 107 0.00% - 0.07% 107
Asset Management
(Mauritius) Pvt. Ltd.
Total 129.59% 5,78,180 98.33% 1,23,933 99.98% 29,183 98.63% 1,53,116
Associates & Joint
Venture
Indian
India Reality 0.69% 3,077 -0.76% (955) 0.00% - -0.62% (955)
Excellence Fund II
LLP
India Business 10.51% 46,900 5.66% 7,132 0.00% - 4.59% 7,132
Excellence Fund III
(up to 29 September
2020)
Total 11.20% 49,977 4.90% 6,177 0.00% - 3.98% 6,177
Eliminations -40.07% (1,78,788) -2.89% (3,638) 0.03% 10 -2.34% (3,629)
Adjusted
Net Total 100.72% 4,49,369 100.34% 1,26,472 100.01% 29,192 100.27% 1,55,664
Minority Interest in -0.71% (3,227) -0.34% (428) -0.01% (3) -0.27% (431)
all Subsidiaries
Grand Total 100% 4,46,142 100% 1,26,044 100% 29,189 100% 1,55,233
Note: 60 Borrowing obtained on the basis of Security of current assets

The quarterly returns or statements of current assets filed by the Company with Banks and financial institutions are
in agreement with the books of accounts.

Note: 61 Compliance with approved Scheme of Arrangements

(a). The Board of Directors of the holding Company at its Meeting held on 24 December 2020 has, inter-alia, subject
to approval of shareholders of the holding Company and other applicable statutory and regulatory approvals
including the approval of Hon’ble National Company Law Tribunal, Mumbai Bench (“NCLT”), approved the
Scheme of Arrangement between Passionate Investment Management Private Limited (Ultimate Holding
Company of Motilal Oswal Financial Services Limited) (“PIMPL or “the Transferor Company 1”) and MOPE
Investment Advisors Private Limited (“MOPE” or “the Transferee Company 2” or “the Demerged Company 1” or
“the Transferor Company 3”) and Motilal Oswal Real Estate Investment Advisors Private Limited (“MORE” or “the
Transferor Company 2”) and Motilal Oswal Real Estate Investment Advisors II Private Limited (“MORE II” or “the
Demerged Company 2” or “the Transferor Company 4”) and MO Alternate Investment Advisors Private Limited
(erstwhile Motilal Oswal Fincap Private Limited) (“MOAIA” or “the Resulting Company”) and Motilal Oswal
Financial Services Limited (“MOFSL” or “the Transferee Company 1” or “the Holding Company of the Resulting
Company” or “the Company”) and their respective shareholders (“the Scheme”) under Sections 230-232 of the
Companies Act, 2013. Further, pursuant to the provisions of Regulation 37 of the SEBI (Listing Obligations and
Disclosure Requirements) Regulations, 2015, the Company has received No Objection Certificate from Stock
Exchanges and the Company has filed an application with Hon’ble NCLT. Pursuant to the directions issued by
Hon’ble NCLT, the Meeting of equity shareholders was scheduled on 16 December 2021 and the Scheme was
approved by shareholders with requisite majority. Consequently, the Hon’ble NCLT approved the Scheme of
365 Page No

Arrangement vide order dated 11 March 2022. The effect of the said Scheme was given on 30 March 2022 from
the appointed date of 01 April 2020 by restating the financial statement for the year ended 31 March 2021.

(b). The accounting treatment of the said Scheme given in the books of accounts is in accordance with the Scheme
and in conformity with the accounting standards prescribed under section 133 of the Companies Act, 2013.
Further, figures for the year ended 31 March 2021 as shown above are the restated figures based on the audited
accounts of the Transferor, Transferee and Resulting Company.

Accounting treatment given in the books for the Scheme:

1.1 The Transferee Company 1 shall give effect to the amalgamation in its books of accounts as per the
applicable accounting principles prescribed under the Companies (Indian Accounting Standards) Rules,
2015 (Ind AS) notified under Section 133 of the Companies Act, 2013, as may be amended from time to time
and on the date determined in accordance with applicable Ind AS.
1.2 Upon effectiveness of the Scheme, the net assets of the Transferor Company 1 (excluding shares of the
Transferee Company 1 held by the Transferor Company 1 which shall get cancelled) will be reflected at fair
value as at the Effective Date.
1.3 The inter-company deposits/ inter-company loans and advances, if any, in the books of accounts of the
Transferee Company 1 and the Transferor Company 1 shall stand cancelled as at the Effective Date.
1.4 The difference, if any, being excess or deficit arising pursuant to the amalgamation, after giving effect to the
above adjustments, shall be accounted based on generally adopted accounting principles under Ind AS.
1.5 The Transferee Company 1 shall without any application or deed, issue and allot equity shares of face
value of Re. 1/- each, credited as fully paid up, to the extent indicated below, to the equity shareholders
holding fully paid up equity shares of the Transferor Company 1 and whose name appear in the register of
members of the Transferor Company 1 on the Record Date or to such of their respective heirs, executors,
administrators or other legal representatives or other successors in title as may be recognized by the Board
of Directors of the Transferor Company 1/ the Transferee Company 1.”

2 in accordance with Para 9 (iii) of Appendix C of Ind AS 103.
cancelled.
Page No 366

that behalf.
2.5 The difference between the net assets transferred to the Transferee Company 2 pursuant to Clause 2.1 as
Clause 2.3 and 2.4, the difference shall be adjusted against Capital Reserve of the Transferee Company 2.
2.7 The Transferor Company 2 is a wholly owned subsidiary of the Transferee Company 2 and therefore on
amalgamation of the Transferor Company 2 into the Transferee Company 2 there shall be no issue of shares
by the Transferee Company 2 in this regard as consideration.
2.8 Upon the Scheme coming into effect, all equity shares of the Transferor Company 2 held by the Transferee
Company 2 (held either directly or through its nominees) shall stand cancelled without any further application,
act or deed.

3. Demerger of The Fund Management Undertaking 1 From The Demerged Company 1 Into The Resulting
Company
3.1 The Demerged Company 1 shall account for the Scheme from the Appointed Date in its books/ financial
3.1.1 The Demerged Company 1 shall reduce the carrying value of assets and liabilities pertaining to the
Fund Management Undertaking 1, transferred to and vested in the Resulting Company from the
carrying value of assets and liabilities as appearing in its books.
3.1.2 Loans and advances, receivables, payables and other dues outstanding between the Demerged
Company 1 and the Resulting Company relating to the Fund Management Undertaking 1 will stand
cancelled and there shall be no further obligation / outstanding in that behalf.
3.1.3 The Demerged Company 1, as on the Appointed Date, shall transfer the balances of all the reserves to
the Resulting Company, in the proportion of the net assets transferred to the Resulting Company and
the net assets retained by the Demerged Company 1 (“”Transferred Reserves””).
3.1.4 The difference, being the excess of carrying value of assets over the carrying value of liabilities
transferred pursuant to Clause 3.1.1 and after giving effect to clause 3.1.2 and clause 3.1.3 above
shall be adjusted to the other equity of the Demerged Company 1.
3.1.5 The Holding Company of the Resulting Company shall credit its share capital with the aggregate face
value of the equity shares issued and corresponding debit shall be made to Investment in Resulting
Company Account.
367 Page No

Upon the Scheme becoming effective and upon the demerger of the Fund Management Undertaking
1 of the Demerged Company 1 into the Resulting Company in terms of this Scheme, the Holding
Company of the Resulting Company shall without any application or deed, issue and allot New
Equity Shares of face value of Re. 1/- each, credited as fully paid up, to the extent indicated below,
to the equity shareholders holding fully paid up equity shares of the Demerged Company 1 (except
shares held by the Holding Company of the Resulting Company) and whose name appear in the
register of members of the Demerged Company 1 on the Record Date or to such of their respective
heirs, executors, administrators or other legal representatives or other successors in title as may
be recognized by the Board of Directors of the Demerged Company 1/ the Holding Company of the
Resulting Company.

cancelled.
4.4 The Transferee Company 1 shall credit to its share capital in its books the aggregate face value of the equity
shares issued by it to shareholders of the Transferor Company 3.
that behalf.
4.5.1 The difference between the net assets transferred to the Transferee Company 1 pursuant to Clause 4.1 as
of Transferee Company 1 reflects the financial position on the basis of consistent accounting policy.”

4.7 Upon the Scheme becoming effective and upon the amalgamation of the Transferor Company 3 with the
Page No 368

the Transferee Company.

5. Demerger Of The Fund Management Undertaking 2 From The Demerged Company 2 Into The Resulting
Company
5.1. The Demerged Company 2 shall account for the Scheme from the Appointed Date in its books/ financial
5.1.1 The Demerged Company 2 shall reduce the carrying value of assets and liabilities pertaining to the
Fund Management Undertaking 2, transferred to and vested in the Resulting Company from the
carrying value of assets and liabilities as appearing in its books.
5.1.2 Loans and advances, receivables, payables and other dues outstanding between the Demerged
Company 2 and the Resulting Company relating to the Fund Management Undertaking 3 will stand
cancelled and there shall be no further obligation / outstanding in that behalf.
5.1.3 The Demerged Company 2, as on the Appointed Date, shall transfer the balances of all the reserves to
the Resulting Company, in the proportion of the net assets transferred to the Resulting Company and
the net assets retained by the Demerged Company 2 (“”Transferred Reserves””).
5.1.4 The difference, being the excess of carrying value of assets over the carrying value of liabilities
transferred pursuant to Clause 5.1.1 and after giving effect to clause 5.1.2 and clause 5.1.3 above
shall be adjusted to the other equity of the Demerged Company 2.
5.2 The Holding Company of the Resulting Company shall account for the Scheme in its respective
books/ financial statements upon receipt of all relevant/ requisite approvals for the Scheme, in
accordance with applicable Indian Accounting Standards (Ind-AS) notified under the Companies
(Indian Accounting Standards) Rules, 2015, as amended from time to time including as provided
herein below:
The Holding Company of the Resulting Company shall credit its share capital with the aggregate face
value of the equity shares issued pursuant to Clause 52 of this Scheme and corresponding debit shall
be made to Investment in Resulting Company Account.
5.3 Upon the Scheme becoming effective, i.e., on amalgamation of the Transferor Company 3 with the
Transferee Company 1, the Demerged Company 2 will become a subsidiary of the Holding Company
of the Resulting Company.
Upon the Scheme becoming effective and upon the demerger of the Fund Management Undertaking
2 of the Demerged Company 2 into the Resulting Company in terms of this Scheme, the Holding
Company of the Resulting Company shall without any application or deed, issue and allot New
Equity Shares of face value of Re. 1/- each, credited as fully paid up, to the extent indicated below,
to the equity shareholders holding fully paid up equity shares of the Demerged Company 2 (except
shares held by the Holding Company of the Resulting Company) and whose name appear in the
369 Page No

register of members of the Demerged Company 2 on the Record Date or to such of their respective
heirs, executors, administrators or other legal representatives or other successors in title as may
be recognized by the Board of Directors of the Demerged Company 2/ the Holding Company of the
Resulting Company.

6.1. The Transferee Company 1 shall record the assets and liabilities of the Transferor Company 4, transferred
6.2. The Transferee Company 1 shall preserve the identity of the reserves of the Transferor Company 4 transferred
6.3. The shares held by the Transferee Company 1 in the Transferor Company 4 on the Effective Date shall be
cancelled.
6.4. The Transferee Company 1 shall credit to its share capital in its books the aggregate face value of the equity
shares issued by it to shareholders of the Transferor Company 4 pursuant to Clause 62 of this Scheme.
6.5. Loans and advances, receivables, payables and other dues outstanding between the Transferor Company
4 and the Transferee Company 1 will stand cancelled and there shall be no further obligation / outstanding
in that behalf.
6.6. The difference between the net assets transferred to the Transferee Company 1 pursuant to Clause 6.1 as

6.7. In case of any difference in accounting policy between the Transferor Company 4 and the Transferee
6.8. Upon the Scheme becoming effective, i.e., on amalgamation of the Transferor Company 3 with the Transferee
Company 1, the Transferor Company 4 will become a subsidiary of the Transferee Company 1.

Upon the Scheme becoming effective and upon the amalgamation of the Transferor Company 4 with the
the Transferee Company 1.

Page No 370

Additional disclosures as per Ind AS 103 - Business Combinations:

(c) Voting interest required

• Amalgamation of PIMPL with MOFSL and consequently equity shares were issued by the Company to the
shareholders of PIMPL.

• Post the demerger of MOPE its investment/fund based segment got merged with the Company and
consequently equity shares were issued by the Company to the shareholders of MOPE.

• Post the demerger of MORE II its investment/fund based segment got merged with the Company and
consequently equity shares were issued by the Company to the shareholders of MORE II.

(d) Rationale for business combination

• Business Combination will lead to clear cut and straight forward shareholding structure, eliminate needless
layers of shareholding tiers and at the same time demonstrate the Promoter Group’s direct commitment and
engagement which will improve the confidence of all shareholders.

• Concentrated management focus on the business in a more professional manner.

• Develop combined long-term corporate strategies and financial policies.

• Operational rationalization, organizational efficiency and optimal utilization of resources.

• From a governance perspective and keeping in mind amendments as per Section 2(87) and Section 186 of
the Companies Act, 2013, group intends to reduce the three-layers and simplify the corporate structure.

• Reduced layer of entities shall enhance flexibility to incorporate subsidiaries and/or acquire companies or
any other body corporates with controlling stake as per their business strategies.

(e) Acquistion date & date of control:- 01 April 2020

(f) Consideration transferred

• To the shareholders of the PIMPL –
8,49,21,363 fully paid up equity shares of the face value of Re. 1/- each of Motilal Oswal Financial Services
Limited shall be issued and allotted to the equity shareholders of the PIMPL in the proportion of their holding
in the Company.

• To the shareholders of the MOPE –
equity shareholders of MOPE

• To the shareholders of the MORE II –

equity shareholders of MORE II

371 Page No

(g) Identiable assets acquired and liabilities assumed

Particulars As at March Adjustments on account of amalgamation As at
31 2021 April 01 2021
annual report
PIMPL MORE II MOPE
Assets
Financial Assets
Cash and Cash Equivalent 1,29,202 6 - - 1,29,208
Bank balance other than cash and 2,20,472 99 - - 2,20,570
cash equivalent above
Trade Receivables 91,169 14 - - 91,184
Other Financial Assets 68,130 31 - - 68,162
Non Financial Assets
Current Tax Asset 3,719 375 - - 4,094
Liabilities
Other Financial Liabilities 53,670 1 - - 53,671
Non Finance Liabilities
Deffered tax Liability (net) 13,097 (21) - - 13,076
Other Non Financial Liabilities 4,310 (4) - - 4,306
Equity
Equity Share Capital 1,466 - 4 15 1,485
Other Equity 4,41,794 548 867 1,448 4,44,657
Non-controlling interest 5,560 - (871) (1,463) 3,227
(h) Acquisition-related costs

i) Recognised as an expense in the statement of P&L
Nature of Expense Year ended 31 Year ended 31 Expense head Note number
March 2022 March 2021 reference
Legal and Professional Fees - 33 Other Expense Note 37
Filing and Listing Fees - 8 Other Expense Note 37

ii) Not recognised as an expense in the statement of P&L

Transferor Company 1 i.e. Provision for stamp duty amounting to Rs. 3,000 lakhs towards the issuance of
shares to the shareholders of PIMPL (i.e.promoters) has been adjusted (net of income tax benefit of Rs.
2,245 lakhs) from the free reserves of the Company. This treatment has been carried out in the financial
statements as per the requirement of para 37 of Ind AS 32 “Financial Instruments: Presentation”, which
states that the transaction costs of an equity transaction are accounted for as a deduction from equity (net
of any related income tax benefit).

Page No 372

(i) Non-controlling interest

Amount of Non-controlling interest in the acquiree at the acquisition date is Rs.11,885 lakhs. The Discounted
Cash Flow (DCF) technique was used for valaution of Non controlling interest. All identified assets acquired, and
liabilities assumed on the date of merger were recorded at their fair value.

(j) Revenue & profit or loss of the acquiree included in Consolidated P&L

Transferor Company 1 - PIMPL 102 58 308 482

(k) Combined revenue & profit or loss of the merged entity

MOFSL 2,61,144 70,682 2,22,462 75,066
MOAIA 21,798 10,588 9,255 2,412

(l) Nature of business of the combining entities

Name of combining entities General nature of business of combining entities
Transferor Company 1 - PIMPL Stock Broking services
Demerged Company 1 - MOPE Investment Manager of Private Equity funds
Transferor Company 2 - MORE Investment Manager of Real Estate funds
Demerged Company 2 - MORE II Investment Manager of Real Estate funds

(m) Description and number of shares issued, together with the % of each entity’s equity shares exchanged to
effect the business combination

Name of combining entities Description of Number of shares % of entity’s equity
shares issued issued share exchanged to
extent of business
combination
Shareholders of Transferor Company 1 - PIMPL Equity Shares 8,63,74,063 57.94%
Demerged Company 1 - MOPE Equity Shares 9,06,120 0.61%
Transferor Company 3 - MOPE Equity Shares 5,66,325 0.38%
Demerged Company 2 - MORE II Equity Shares 3,72,000 0.25%
Transferor Company 4 - MORE II Equity Shares 24,000 0.02%
(n) The amount of any difference between the consideration and the value of net identifiable assets acquired and
the treatment thereof : Nil
373 Page No

Note: 62 Additional regulatory information required under (WB) (xvi) of Division III of Schedule III amendment,
disclosure of ratios, is not applicable to the Company as it is not an NBFC registered under Section 45-IA of Reserve
Bank of India Act, 1934.

Note: 63 The Group does not have any transactions with the companies struck off under section 248 of Companies
Act, 2013 or section 560 of Companies Act, 1956 during the year ended 31 March 2022 and 31 March 2021.

Note: 64 The Code on Social Security, 2020 (‘Code’) relating to employee benefits during employment and post-
employment benefits received presidential assent in September 2020. The Code has been published in the Gazette of
India. However, the date on which the Code will come into effect has not been notified and the final rules/interpretation
have not yet been issued. The Group will assess the impact of the Code when it comes into effect and will record any
related impact in the period the Code becomes effective.

Note 65: Foreign currency transactions:

(i) Expenditure in foreign currency (On accrual basis)

Particulars For the For the
year ended year ended
31 March 2022 31 March 2021
Travelling and conveyance expenses 11 22
Legal and professional charges 50 40
Marketing & brand promotion expense 151 12
Membership and subscription 42 22
Repairs and maintenance 332 294
Remuneration to auditors - 21
Insurance 0 4
Rates and taxes 1 1
Miscellaneous expenses 2 4
Total 984 701

(ii) Income in foreign currency (On accrual basis)

Particulars For the For the
year ended year ended
31 March 2022 31 March 2021
Total 1,289 1,348
Page No 374

(iii) Unhedged foreign currency exposure:

a) Receivables

31 March 2022 31 March 2021
Foreign currency exposure USD (USA Dollar) 1 1
outstanding INR (Indian Rupees) 91 54
GBP (Pound Sterling) 0 0
INR (Indian Rupees) 10 11
EUR(EURO Dollar) 0 0
SGD (Singapore Dollar) 2 2
Foreign currency receivable in USD (USA Dollar) 1 1
next 5 years including interest INR (Indian Rupees) 91 54
Unhegeded foreign currency USD (USA Dollar) 1 1
exposure INR (Indian Rupees) 91 54

b) Payables

31 March 2022 31 March 2021
HKD (Hongkong Dollar) 4 4
375 Page No

31 March 2022 31 March 2021
Foreign currency payable in USD (USA Dollar) 0 0
next 5 years including interest INR (Indian Rupees) 34 21
Unhedged foreign currency USD (USA Dollar) 0 0
c) Investments
31 March 2022 31 March 2021
Foreign currency exposure HKD (Hongkong Dollar) 60 60
USD (USA Dollar) 1 -
INR (Indian Rupees) 57 -
INR (Indian Rupees) 130 1,041
Foreign currency exposure in HKD (Hongkong Dollar) NA NA
next 5 years including interest INR (Indian Rupees) NA NA
USD (USA Dollar) NA NA
SGD (Singapore Dollar) NA NA
Unhedged foreign currency HKD (Hongkong Dollar) 60 60
USD (USA Dollar) 1 -
INR (Indian Rupees) 57 -
INR (Indian Rupees) 130 1,041
Page No 376

d) Deposits
31 March 2022 31 March 2021
Foreign currency exposure in USD (USA Dollar) NA NA
next 5 years including interest INR (Indian Rupees) NA NA
Unhedged foreign currency USD (USA Dollar) 2 0
Note 66: Negative price settlement of Futures April West Texas Intermediate(WTI) Contract

Exceptional item in the year ended 31 March 2021 comprises of bad debts of Rs. 8,810 Lakhs on account of
outstanding dues from client towards settlement obligation. MCX vide its circular dated 21 April 2020 has considered
the negative price for settlement of futures contract on expiry. Thus the customers who entered on the buy side of
the contract had to settle for negative price on expiry. While entering into the contract, the customers were required
to pay only the margin as was required by the exchange including mark to market losses. Since MCX has effected
the settlement of such contract upon expiry at negative price, the client’s account was debited with above amount as
settlement obligation on account of negative price settlement in respect of its outstanding contract. Since the client
have defaulted to honour the settlement obligation required by MCX, Company has paid the said amount to MCX on
behalf of its clients. For recovering the said amount from client, Company has filed an arbitration claim for recovery
of outstanding dues, against the clients before Arbitral Tribunal of MCX, and the Company has received arbitration
awards amounting to Rs. 8,676 Lakhs in its favour. However the clients have filed an appellate arbitrations before
Appellate Arbitral Tribunal of MCX, challenging the awards passed in favour of the Company. Client’s appeal has been
dismissed vide order dated 25 October 2021. The client has filed an application u/s 34 of Arbitration Act to challenge
the Award of Appellate Arbitral Tribunal and the same is currently pending. Further, the Company has filed petition
u/s 9 of Arbitration Act before the courts and the courts have directed the clients not to dispose of their assets till the
next date of hearing.
Note 67: Amounts below 0.50 lakhs are rounded off and shown as “0”.
his is the Consolidated Balance Sheet referred to in our report of even date

Sd/- Sd/- Sd/-

Sd/- Sd/-
377 Page No
Financial Highlights of Subsidiary For year ended 31 March 2021

Form AOC-I
(Pursuant to first proviso to sub-section (3) of section 129 read with rule 5 of Companies (Accounts) Rules, 2014)

Statement containing salient features of the financial statement of subsidiaries/associate companies/joint ventures

Part “A”: Subsidiaries

1 Sl. No. 1 2 3 4 5 6 7 8 9
2 Name of the subsidiary Motilal Oswal Motilal Oswal MO Alternate “Motilal Motilal Motilal Oswal Motilal Oswal “Glide Tech “TM
Investment Commodities Investment Oswal Oswal Asset Trustee Capital Investment Investment
Page No 378
Advisors Broker Private Finvest Management Company Limited Advisory Technologies

Limited Private Limited Limited Company Limited (MOCL) Private Pvt. Ltd.
(Formerly Limited (formerly (Formerly Limited (MOTC) Limited (TMITPL)”
known as (MOCBPL) known as known as (MOAMC) (GTIAPL)
Motilal Oswal Motilal Motilal Oswal
Investment Oswal Fincap Capital
Advisors Private Markets Ltd)
Private Limited) (MOFL)
Limited) (MOAIPL)
(MOIAL)
3 The date since when subsidiary 16-06-2006 06-04-2006 04-09-2009 18-12-2007 14-11-2008 14-11-2008 19-09- 25-11-2019 24-07-2020
was acquired 2016***
4 Reporting period for the subsidiary The reporting period of all the subsidiaries is similar as of holding company
concerned, if different from the
holding company’s reporting
Financial Highlights of Subsidiary
period
5 Reporting currency and exchange NA NA NA NA NA NA NA NA NA
rate as on the last date of the
relevant financial year in the case
of foreign subsidiaries
6 Share capital 100 41 313 5,893 6,774 10 800 400 900
7 Reserves & surplus 9,424 843 4,101 66,599 68,815 41 14 (270) (174)
8 Total assets 11,242 26,430 9,482 1,50,623 91,324 53 826 174 772
9 Total Liabilities 1,718 25,545 5,068 78,132 15,735 2 11 43 46
10 Investments 10,451 - 632 80,783 73,326 45 251 - -
11 Turnover 1,008 1 9,255 10,491 80,950 38 86 - 4
12 Profit before taxation (785) (7) 3,283 3,531 48,435 23 11 (249) (172)
13 Provision for taxation (268) (0) 871 235 7,434 2 3 (43) -
14 Profit after taxation (517) (7) 2,412 3,296 41,001 20 8 (206) (172)
15 Other Comprehensive Income (5) - 9 4,675 45 - - (3) (2)
1 Sl. No. 1 2 3 4 5 6 7 8 9
2 Name of the subsidiary Motilal Oswal Motilal Oswal MO Alternate “Motilal Motilal Motilal Oswal Motilal Oswal “Glide Tech “TM
(Formerly Limited (formerly (Formerly Limited (MOTC) Limited (TMITPL)”
Limited) (MOAIPL)
(MOIAL)
16 Total Comprehensive Income (522) (7) 2,421 7,971 41,046 20 8 (209) (174)
17 Proposed dividend - - - - - - - - -
18 % of shareholding 100 100 100 100 98.64 100 98.64 100 63.83

1 Sl. No. 10 11 12 13 14 15 16 17
2 Name of the subsidiary Motilal Motilal Oswal Motilal Oswal Motilal Oswal Motilal Oswal Motilal India Business “Motilal Oswal
Oswal Wealth Securities Capital Markets Capital Home Finance Oswal Asset Excellence Finsec IFSC
Management International (Hong Kong) Markets Limited Management Management Limited
Limited (MOWML) Private Private Limited (Singapore) (formerly known (Mauritius) Company (MOFIL)
Limited (MOCMPL(HK)) Pte. Limited. as Aspire Private (IBEMC)
(MOSIPL) (MOCMSPL) Home Finance Limited
Corporation Ltd (MOAMC
(MOHFL) (Mauritius))
3 The date since when subsidiary 29-09-2008 27-06-2011 30-09-2011 30-09-2011 01-10-2013 08-01-2015** 21-03-2014* 07-05-2018
was acquired
holding company’s reporting period
5 Reporting currency and exchange NA NA 1HKD = Rs. “1 SGD = Rs. NA “1 USD = Rs. “1 USD = Rs. NA
rate as on the last date of the 9.558 54.247” 73.297” 73.297”
379 Page No
6 Share capital 8 457 412 1,041 60,178 479 18 1,200
7 Reserves & surplus 10,037 16 (309) 372 30,775 (90) 1,588 105
8 Total assets 12,611 480 60 1,559 3,89,758 499 1,615 1,330
9 Total liabilities 2,566 7 (42) 146 2,98,805 110 8 24

10 Investments 8,897 - - - 0 1 -
11 Turnover 14,226 95 59 263 54,552 422 1,708 166
12 Profit before taxation 5,228 14 (40) 34 9,045 107 891 100
13 Provision for taxation 1,121 3 - 1 5,022 - 22 2
1 Sl. No. 10 11 12 13 14 15 16 17
2 Name of the subsidiary Motilal Motilal Oswal Motilal Oswal Motilal Oswal Motilal Oswal Motilal India Business “Motilal Oswal
Oswal Wealth Securities Capital Markets Capital Home Finance Oswal Asset Excellence Finsec IFSC
Management International (Hong Kong) Markets Limited Management Management Limited
Limited (MOWML) Private Private Limited (Singapore) (formerly known (Mauritius) Company (MOFIL)
Limited (MOCMPL(HK)) Pte. Limited. as Aspire Private (IBEMC)
(MOSIPL) (MOCMSPL) Home Finance Limited
Corporation Ltd (MOAMC
14 Profit after taxation 4,108 11 (40) 33 4,023 107 869 98
15 Other Comprehensive Income 38 0 - - 41 - - (1)
16 Total Comprehensive Income 4,145 12 (40) 33 4,064 107 869 97
17 Proposed dividend - - - - - - -
Page No 380
18 % of shareholding 100 100 100 100 97.87 98.64 100 100

* through MOAIPL; ** through MOAMC

Notes:-
1. There are no subsidiaries which were liquidated or sold off during the year under review. Further, refer note no. 62 on the Scheme of Arrangement
2. Share application money is not included in total liability as well as share capital.
3. Turnover includes other income.
4. Percentage of shareholding is Effective Shareholding.
Financial Highlights of Subsidiary For year ended 31 March 2022
Form AOC-I

(Pursuant to first proviso to sub-section (3) of section 129 read with rule 5 of Companies (Accounts) Rules, 2014)
Statement containing salient features of the financial statement of subsidiaries/associate companies/joint ventures

Part “A”: Subsidiaries

1 Sl. No. 1 2 3 4 5 6 7 8 9
2 Name of the subsidiary Motilal Oswal Motilal Oswal MO Alternate “Motilal Motilal Motilal Oswal Motilal Oswal Glide Tech TM
(Formerly Limited (formerly (Formerly Limited (MOTC) Limited (TMITPL)
Limited) (MOAIPL)
(MOIAL)
3 The date since when subsidiary 16-06-2006 06-04-2006 04-09-2009 18-12-2007 14-11-2008 14-11-2008 19-09-2016** 25-11-2019 24-07-2020
was acquired
holding company’s reporting period
5 Reporting currency and exchange NA NA NA NA NA NA NA NA NA
rate as on the last date of the

6 Share capital 100 41 300 7,619 6,774 10 800 700 900
7 Reserves & surplus 11,023 841 7,600 1,03,767 96,346 52 14 (329) (10)
8 Total assets 12,224 26,441 19,237 2,63,295 1,23,555 66 823 707 1,291
381 Page No
9 Total Liabilities 1,101 25,559 11,338 1,51,909 20,435 4 9 336 401
10 Investments 10,833 - 236 1,21,504 95,755 49 261 2 -
11 Turnover 4,149 0 21,798 28,685 72,628 37 67 492 733

12 Profit before taxation 2,037 (2) 11,462 16,459 35,928 14 2 (88) 146
13 Provision for taxation 448 0 873 2,816 7,491 3 3 (25) (7)
14 Profit after taxation 1,589 (2) 10,588 13,643 28,436 11 (1) (63) 153
15 Other Comprehensive Income 10 - 14 1,904 74 0 - 2 5
1 Sl. No. 1 2 3 4 5 6 7 8 9
2 Name of the subsidiary Motilal Oswal Motilal Oswal MO Alternate “Motilal Motilal Motilal Oswal Motilal Oswal Glide Tech TM
(Formerly Limited (formerly (Formerly Limited (MOTC) Limited (TMITPL)
Limited) (MOAIPL)
(MOIAL)
Page No 382
16 Total Comprehensive Income 1,599 (2) 10,603 15,548 28,511 11 (1) (61) 158
17 Proposed dividend - - - - - - - - -
18 % of shareholding 100 100 100 100 100 100 100 100 63.83
1 Sl. No. 10 11 12 13 14 15 16 17
2 Name of the subsidiary Motilal Motilal Oswal Motilal Oswal “Motilal Motilal Oswal Motilal India Business Motilal Oswal
Oswal Wealth Securities Capital Oswal Capital Home Finance Oswal Asset Excellence Finsec IFSC
Management International Markets Markets Limited (formerly Management Management Limited
Limited Private (Hong Kong) (Singapore) known as Aspire (Mauritius) Company (MOFIL)
(MOWML) Limited Private Limited Pte. Limited. Home Finance Private Limited (IBEMC)
(MOSIPL) (MOCMPL(HK)) (MOCMSPL) Corporation Ltd (MOAMC
3 The date since when subsidiary was 29-09-2008 27-06-2011 30-09-2011 30-09-2011 01-10-2013 08-01-2015** 21-03-2014* 07-05-2018
acquired
concerned, if different from the holding
company’s reporting period
5 Reporting currency and exchange NA NA 1HKD = Rs. 1 SGD = Rs. NA 1 USD = Rs. 1 USD = Rs. NA
rate as on the last date of the relevant 9.653 55.826 75.587 75.587
financial year in the case of foreign
subsidiaries
6 Share capital 8 457 412 1,041 60,271 479 18 1,200
7 Reserves & surplus 18,309 49 (285) 235 40,426 134 2,088 215
8 Total assets 21,908 606 137 1,399 3,76,302 706 2,590 1,425
9 Total liabilities 3,591 99 10 124 2,75,605 92 484 10
10 Investments 9,412 - - - - 0 1 -
11 Turnover 24,262 224 124 227 52,620 911 10,849 152
12 Profit before taxation 10,932 29 22 (28) 11,831 457 7,512 137
1 Sl. No. 10 11 12 13 14 15 16 17
2 Name of the subsidiary Motilal Motilal Oswal Motilal Oswal “Motilal Motilal Oswal Motilal India Business Motilal Oswal
Oswal Wealth Securities Capital Oswal Capital Home Finance Oswal Asset Excellence Finsec IFSC
Management International Markets Markets Limited (formerly Management Management Limited
Limited Private (Hong Kong) (Singapore) known as Aspire (Mauritius) Company (MOFIL)
(MOWML) Limited Private Limited Pte. Limited. Home Finance Private Limited (IBEMC)
(MOSIPL) (MOCMPL(HK)) (MOCMSPL) Corporation Ltd (MOAMC
13 Provision for taxation 2,713 (1) - 2 2,342 - 22 30
14 Profit after taxation 8,218 30 22 (30) 9,489 457 7,491 108
15 Other Comprehensive Income 43 3 - - 13 - - 2
16 Total Comprehensive Income 8,261 33 22 (30) 9,502 457 7,491 110
17 Proposed dividend - - - - - - - -
18 % of shareholding 100 100 100 100 97.71 100 100 100
* through MOAIPL; ** through MOAMC

Notes:-
1. There are no subsidiaries which were liquidated or sold off during the year under review. Further, refer note no. 62 on the Scheme of Arrangement
2. Share application money is not included in total liability as well as share capital.
3. Turnover includes other income also.
4. Percentage of shareholding is Effective Shareholding of holding company i.e. Motilal Oswal Financial Services Limited.
383 Page No
MOTILAL OSWAL FINANCIAL SERVICES LTD.
Motilal Oswal Tower, Rahimtullah Sayani Road, Opp. Parel ST Depot, Prabhadevi, Mumbai-400025
www.motilaloswalgroup.com

218825965MOFSL Annual-Report 2022

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ANNUAL REPORT 2021-22

At Motilal Oswal we believe that in the world’s BUSINESS SNAPSHOT 08

REPORT ON CORPORATE GOVERNANCE 80

BUSINESS RESPONSIBILITY REPORT 111

FINANCIAL STATEMENTS 123

BOARD OF DIRECTORS KEY PEOPLE

C. N. Murthy Chandrashekhar Karnik Pankaj Bhansali Divya Momaya Swanubhuti Jain

PERFORMANCE AT A GLANCE PERFORMANCE AT A GLANCE

PAT Trend ( ` Cr) Dividend & Earning per Share

CAGR: 29% 1,311

FY17 FY18 FY19 FY20 FY21 FY22

Revenue Trend ( ` Cr) Networth (` Cr)

1,786 2,886 3,053 3,086 4,461 5,674

Revenue Mix Trend Assets Under Management/Advice (` Cr)

DP Distribu�on Wealth AMC PE

BUSINESS SNAPSHOT BUSINESS SNAPSHOT

5 YEARS PERFORMANCE HIGHLIGHTS

CONSOLIDATED FINANCIAL PERFORMANCE

Year Ended March 31 2022 2021* 2020 2019 2018 2017

Total Income 4,31,983 3,63,412 2,36,541 2,46,174 2,75,234 1,92,362

Total Expenditure 2,70,402 2,08,760 2,08,022 2,08,383 1,92,326 1,39,012

Proﬁt before Exceptional 1,61,581 1,54,652 28,519 37,790 82,908 53,350

Exceptional Item Income (Expenses) - -8,810 - - - -2,788

Proﬁt Before Tax 1,61,581 1,45,842 28,519 37,790 82,908 50,562

Tax Expenses 30,508 25,546 6,979 9,265 20,586 14,109

Other comprehensive income 4,106 29,192 -5,986 -290 11,122 -

Minority Interests Proﬁt 269 431 618 436 1,003 1,060

Paid up Equity Capital 1,491 1,485 1,481 1,457 1,451 1,445

Net Worth 5,67,437 4,46,142 3,08,630 3,05,344 2,88,590 1,78,603

Basic EPS 89.14 85.67 12.47 20.21 43.00 25.14

Diluted EPS 88.38 83.70 12.20 19.67 42.32 24.79

*Restated due to Scheme of Arrangement

ESG Website ESG

Provides insightful and easily accessible information on the impact of group’s

MOFSL becomes one of early adopters of a transparent, comprehensive and

ENVIRONMENT a Reduce - Facilities

Usage of LED lights leading to less electricity consumption

Motion sensors are installed in oﬃce space to save electricity

Usage of sensors in water taps to reduce wastage while washing hands

Emphasis on increased use of electronic means of communication

Dry and wet waste segregation

No single-use plastics; usage of glass bottles, mugs and reusable cutlery

a Reduce - Information Technology b Reuse

Removal of e-wastage with the aid of authorized e-waste vendor

Paper, tissue and cardboard waste are recycled

SOCIAL a Employee Engagement

Designated Covid support desk for employees

Employee engagement programs- sports events & festival celebrations

Online events where associates showcase their talents

Virtual yoga, health, diet tips, ﬁtness challenge

Learning & Development

Talent Attraction & Management

b Learning & Development c Talent Attraction & Management

Hiring from premier management institutions

Campus engagement through guest lectures and launching competition

Development tools in the form of IDPs, coaching, CEO mentoring, Projects,

2 secondaries and 5 primary schools

5 Set up a hostel building accommodating