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Notes to Accounts of Fermenta Biotech Ltd.

Mar 31, 2023

The company performs annual impairment assessment of goodwill to determine whether recoverable value is below the carrying value as at March 31,2023. The Company performed its impairment test for the year ended March 31,2023. For this purpose, the recoverable value of the cash generating unit is based on the value of in-use model, which has been derived from discounted cash flow model. The model requires the Company to make significant assumptions such as discount rate, near and long term revenue growth rate and projected margins which involves inherent uncertainty since they are based on future business prospects and economic outlook.The post-tax discount rate is applied to cash flow projections. Based on this analysis, there is no impairment charge as at March 31,2023

(i) Inventory write downs are accounted considering the nature of inventory, ageing, liquidation plan and net realisable value. Write downs of inventories amounted to H2,212.35 Lakhs. The changes in write downs are recognised as an expense in the Standalone statement of profit and loss amounting to H271.81 Lakhs (as at March 31,2022: H97.20 Lakhs) and H1,940.54 Lakhs considered as Exceptional Items (as at March 31,2022: Nil)

(ii) Inventories have been hypothecated as security against certain bank borrowings, details relating to which has been described in note 24 and note 28.

(iii) During the year ended 31 March 2023, H43.81 Lakhs (31 March 2022: H2.18 Lakhs) was recognised as an expense for inventories carried at net realisable value.

(d) Rights, preferences and restrictions

The Company has issued only one class of equity shares having par value of H5/- per share (March 31, 2022; - H5/- per share). Each holder of equity shares is entitled to one vote per share. The Company declares and pays the dividend in Indian rupees. The dividend, if any, proposed by the Board of Directors is subject to shareholders'' approval in the ensuing Annual General Meeting, except in case of interim dividend.

During the year, the Board of directors have declared dividend of 25% (H1.25 per equity share of H5/- each) for the financial year 2022-23. (Refer note 57)

During the previous year, the Board of directors had declared an interim dividend of 25% (H1.25 per equity share of H5/- each) for the financial year 2021-22 which has been paid during the year 2022-23. (Refer note 57)

In the event of liquidation of the Company, the holders of equity shares will be entitled to receive remaining assets of the Company, after distribution of all preferential amounts. The distribution will be in proportion to the number of equity shares held by the shareholder.

(e) FBL ESOP Trust :

The Company had formulated Employee Stock Option Scheme namely Fermenta Biotech Limited - Employee Stock Option 2019 (ESOP 2019) in terms of the Scheme of amalgamation of erstwhile Fermenta Biotech Limited with the Company. The equity shares are held by FBL ESOP Trust (Refer note 59).

a) Term loan is taken from HDFC Bank Limited for financing the capital expenditure for Premix Plant to be set up at Kullu with interest rate EURIBOR plus 3.0% (Average effective rate 4.36%), (previous year effective rate is 3%) repayable in 60 equal monthly instalments starting from Feb-2023. The said loan is secured by first pari-passu charge on the project , first pari pasu charge on property, plant and equipment at Dahej and Kullu except plant 3 at Dahej which is exclusively mortgaged with Yes Bank Limited and Union Bank of India, and second pari passu charge on entire current assets along with other banks.

b) Term loan (External Commercial Borrowing) is taken from Yes Bank Limited for financing the capital expenditure for new project at Dahej SEZ with interest rate EURIBOR plus 3.5% (Average effective rate 6.38%), (previous year effective rate is 3.5%) repayable in 48 equal monthly instalments starting from February 2020. The said ECB loan is secured by way of first pari-passu charge on the project financed along with Union Bank of India, first pari-passu charge along with Union Bank of India and HDFC Bank Limited on property, plant and equipment at Kullu and Dahej, except Plant 4 at Dahej and Premix Plant at Kullu which is exclusively mortgaged with HDFC Bank Limited and Plant 3 which is funded by Union Bank of India and Yes Bank Limited , which is not to be shared with HDFC Bank Limited. The said loan is additionally secured by way of first pari passu charge along with Union Bank of India and HDFC Bank Limited on entire unencumbered movable fixed assets (excluding vehicles) and second pari passu charge on entire current assets.

c) Term loan is taken from HDFC Bank Limited for financing the capital expenditure for Plant 4 at Dahej SEZ with interest rate EURIBOR plus 3.9% (effective rate 3.9%), (previous year effective rate is 3.9%) repayable in 16 equal quarterly instalments starting from July 2021. The said loan is secured by first pari-passu charge on the project , first pari pasu charge on property, plant and equipment at Dahej and Kullu except plant 3 at Dahej which is exclusively mortgaged with Yes Bank Limited and Union Bank of India, and second pari passu charge on entire current assets along with other banks.

d) Term loan (Foreign Currency Term Loan and INR Term Loan) is taken from Union Bank of India for financing the capital expenditure for new project at Dahej SEZ with interest rate EURIBOR plus 3.10% (effective rate 5.50%) (previous year effective rate is 3.10%) for FCTL, MCLR 2% (effective rate 9.96% to 10.34%) (previous year effective rate is 9.43% to 10.48%) for Rupee Term Loan repayable in 48 equal monthly instalments starting from April 2020. The said loan is secured by way of first pari-passu charge on the project financed along with Yes Bank Limited not to be shared with HDFC Bank Limited, first pari-passu charge along with Yes Bank Limited and HDFC Bank Limited on property, plant and equipment at Kullu and Dahej, except Plant 4 at Dahej and Premix Plant at Kullu which is exclusively mortgaged with HDFC Bank Limited. The said loan is additionally secured by way of first pari passu charge along with Yes Bank and HDFC bank on entire unencumbered movable fixed assets (excluding vehicles) and second pari passu charge on entire current assets.

24 Borrowings

e) Vehicle loan is taken from the HDFC Bank Limited against hypothecation of the vehicle purchased, repayable in 60 monthly instalments starting from Aug-2020 with interest rates 8.20%, (previous year at 7.35% ).

Vehicle loan is taken from the HDFC Bank Limited against hypothecation of the vehicle purchased, repayable in 60 monthly instalments starting from Sep-2021 with interest rates 7.65%, (previous year 7.65%).

Vehicle loan is taken from the HDFC Bank Limited against hypothecation of the vehicle purchased, repayable in 60 monthly instalments starting from July-2021 with interest rates 7.65%, (previous year 7.65%).

Vehicle loan is taken from the Bank of Baroda Limited against hypothecation of the vehicle purchased, repayable in 60 monthly instalments starting from Jan-2021 with interest rates 9.85%, (previous year at 7.35%)

Vehicle loan is taken from the Bank of Baroda Limited against hypothecation of the vehicle purchased, repayable in 60 monthly instalments starting from May-2021 with interest rates 9.85%, (previous year in the range of 7.35%)

Vehicle loan is taken from the Bank of Baroda Limited against hypothecation of the vehicle purchased, repayable in 60 monthly instalments starting from May-2021 with interest rates 9.85%, (previous year in the range of 7.35%)

Vehicle loan is taken from the Union Bank of India against hypothecation of the vehicle purchased, repayable in 60 monthly instalments starting from Jan-2022 with interest rates 9.80%, (previous year in the range of 7.30%)

Vehicle loan is taken from the Union Bank of India against hypothecation of the vehicle purchased, repayable in 60 monthly instalments starting from Mar-2022 with interest rates 9.90%, (previous year in the range of 7.40%)

Vehicle loan is taken from the Union Bank of India against hypothecation of the vehicle purchased, repayable in 60 monthly instalments starting from Jan-2022 with interest rates 9.40%, (previous year in the range of 7.30%)

Vehicle loan is taken from the Union Bank of India against hypothecation of the vehicle purchased, repayable in 60 monthly instalments starting from Aug-2022 with interest rates 9.40% (previous year in the range of NIL)

Vehicle loan is taken from the Union Bank of India against hypothecation of the vehicle purchased, repayable in 60 monthly instalments starting from Aug-2022 with interest rates 9.40% (previous year in the range of NIL)

Vehicle loan is taken from the Union Bank of India against hypothecation of the vehicle purchased, repayable in 60 monthly instalments starting from Aug-2022 with interest rates 9.40% (previous year in the range of NIL)

Vehicle loan is taken from the Union Bank of India against hypothecation of the vehicle purchased, repayable in 60 monthly instalments starting from Sep-2022 with interest rates 9.40%, (previous year in the range of NIL)

Vehicle loan is taken from the Union Bank of India against hypothecation of the vehicle purchased, repayable in 60 monthly instalments starting from Sep-2022 with interest rates 9.40%, (previous year in the range of NIL)

Vehicle loan is taken from the Union Bank of India against hypothecation of the vehicle purchased, repayable in 60 monthly instalments starting from Oct-2022 with interest rates 9.40%, (previous year in the range of NIL)

Vehicle loan is taken from the Union Bank of India against hypothecation of the vehicle purchased, repayable in 60 monthly instalments starting from Oct-2022 with interest rates 9.30%, (previous year in the range of NIL)

Vehicle loan is taken from the Union Bank of India against hypothecation of the vehicle purchased, repayable in 60 monthly instalments starting from Oct-2022 with interest rates 9.05%, (previous year in the range of NIL)

f) Working Capital Term Loan is taken from Union Bank of India for business purpose with interest rate 1 Year MCLR 0.60% effective rate 9.18% (previous year effective rate is 7.85%) repayable in 48 equal quarterly instalments starting from Dec -23. The said loan is secured by first pari-passu charge on hypothecation of stocks, book debts and and by equitable mortgage with Yes Bank limited and HDFC Bank Limited of factory land and buildings at Dahej and Kullu and all moveable property, plant and equipments of the Company and second charge on the existing securities of the company except plant 4 at Dahej and Premix Plant at Kullu.

g) Term loan is taken from HDFC Bank Limited for financing the capital expenditure at Dahej SEZ with average interest rate 7.98% ( Previous year effective rate is 7.7%) repayable in 28 equal quarterly instalments starting from Apr 2022. The said loan is secured by first pari-passu charge on the project , first pari pasu charge on property, plant and equipment at Dahej and Kullu except plant 3 at Dahej which is exclusively Mortgaged with Yes Bank Limited and Union Bank of India, and second pari passu charge on entire current assets along with other banks.

h) Loan by way of discounting of lease rental of Thane One Building consisting of 1st floor to 13th floor from Bajaj Finance Limited the effective rate for the current year in the range of 8.00% to 11.20% (previous year in the range of 8.00% to 9.00% ) repayable after 156 months on August 15, 2030 in one instalment. The said loan is secured by hypothecation of the lease agreements of Thane One (consisting of 1st floor to 13th floor). Further the loan has been guaranteed by the personal guarantee of the Executive Vice Chairman of the Company and the corporate guarantee of the Holding Company, DVK Investment Private Limited. The loan has been repaid in full on March 20, 2023

i) Loan against property and loan by way of discounting of lease rental of Thane One Building consisting of 1st floor to 13th floor from Bajaj Finance Limited, the effective rate for the current year in the range of 8.00% to 11.20% (previous year effective rate in the range of 8.00% to 9.57%) The said loan is secured by hypothecation of the lease agreements of Thane One (consisting of 1st floor to 13th floor) and equitable mortgage of the premises at Ceejay House owned by Aegean Properties Limited (APL), a wholly owned subsidiary of the Company. Further these loans have been guaranteed by the personal guarantee of the Executive Vice Chairman of the Company and the corporate guarantee of the holding company, DVK Investment Private Limited. During the year comapny has sold 9 no. of floors of Thane One with no objection certificate obtened from Bajaj Finance Limited.

Packing credit, cash credit from Union Bank of India, are secured by first pari-passu charge on hypothecation of stocks, book debts and and by equitable mortgage with Yes Bank limited and HDFC Bank Limited of factory land and buildings at Dahej and Kullu and all moveable property, plant and equipment of the Company except vehicles and Plant 4 at Dahej and Premix Plant at Kullu. The average interest rate for packing credit in foreign currency is 3.00% to 5.60% (EURO PCFC - EURIBOR 3.10%, USD PCFC - 6M LIBOR 3.10%) and average interest rate for cash credit is 11.20 %.

Packing credit, cash credit and Working Capital Demand Loan from Yes Bank Limited is secured by first pari-passu charge on current assets of the Company and by equitable mortgage of factory land and buildings at Dahej and Kullu with Union Bank of India and HDFC Bank Limited and all moveable property, plant and equipment of the Company except vehicles and Plant 4 at Dahej and Premix Plant at Kullu. The average interest rate for packing credit in foreign currency is 5.50%. and Working Capital Demand Loan is 8.90% average interest rate for cash credit is 1 YR MCLR 0.95 (form 10.40% to 9.40%).

Packing credit and Working Capital Demand Loan from HDFC Bank Limited is secured by First pari-passu charge on current assets, exclusive charge on assets of plant 4 at Dahej and Premix Plant at Kullu, moveable property, plant and equipment of the Company and equitable mortgage of factory land and buildings at Dahej and Kullu with Union Bank of India and Yes Bank Limited (excluding the plant and building financed through term loan from Union Bank of India and Yes Bank Limited).The average interest rate for packing credit in foreign currency is 5.50% and Working Capital Demand Loan from 8.95% to 7.35%.

Short term working capital loan taken from Union Bank of India are secured against the lien of fixed deposits. The average interest rate is in the range of 5.5% to 7.25%.

43 Commitments and Contingent liabilities ( h in Lakhs )

March 31, 2023

March 31, 2022

(i) Commitments:

(a) Estimated amount of contracts remaining to be executed on capital account and not provided for (net of advances)

2,677.29

2,445.41

(b) Lease commitments

59.13

162.66

(ii) Contingent liabilities:

Claims against the company not acknowledged as debts

(a) Tax matters

Service tax department raised demand of H22.50 Lakhs consisting of Service Tax of H7.50 Lakhs and penalty of H15.00 Lakhs in connection with services rendered post demerger of the pharmaceutical division. Commissioner of Service Tax Mumbai and CESTAT has upheld the order of Joint Commissioner of Service Tax. The Company has preferred an appeal to Bombay High Court.

22.50

22.50

The Deputy Commissioner of sales tax has confirmed the order of the Assistant Commissioner of sales tax Vapi, Gujarat for year 1992-93 and 1993-94 for demand of interest and penalty due to shortfall in tax payment on account of computation of purchase tax setoff. Company has preferred an appeal to sales tax tribunal Ahmedabad, Gujarat and obtained stay against the order/demand of the Assistant Commissioner pending final disposal.

4.63

4.63

(b) Letter of comfort on behalf of a subsidiary, to the extent of limits

301.46

301.46

Note:- Future cash outflows in respect of the above are determinable only on receipt of judgements/decisions pending with various authorities/forums and/or final outcome of the matters.

The following is the summary of practical expedients elected on initial application:

i) The Company has not reassessed whether a contract is or contains a lease at the date of initial application.

ii) Company has utilised the exemptions provided for short-term leases (less than a year) and leases for low value assets.

iii) The Company has utilised hindsight in determining the lease terms where contracts contained options to extend or terminate the lease.

iv) Initial direct costs are excluded from the measurement of right-of-use assets at the date of initial application

General description of significant leasing agreements

(i) Refundable interest free deposits have been given under lease agreements.

(ii) Some of the agreements provide for early termination by either party with a specified notice period / renewal with conditions

(B) Assets given on lease

The Company has entered into operating lease agreement for sublease of property in Worli, Mumbai with original lease period expiring on May 2024.

The Company has also entered into various operating lease agreements for its properties in Thane with original lease periods expiring up to October 2027. These agreements have a non-cancellable period at the beginning of the period for 3/5 years and have rent escalation provisions of 5% every year or 15% after 3 years.

In respect of Gratuity, a defined benefit plan, contributions are made to LIC''s Recognised Group Gratuity Fund Scheme. It is governed by the Payment of Gratuity Act, 1972. Under the Gratuity Act, employees are entitled to specific benefit at the time of retirement or termination of the employment on completion of five years or death while in employment. The level of benefit provided depends on the member''s length of service and salary at the time of retirement/termination. Provision for Gratuity is based on actuarial valuation done by an independent actuary as at the year end. Each year, the Company reviews the level of funding in the gratuity fund.

The estimates of rate of escalation in salary considered in actuarial valuation, take into account inflation, seniority, promotion and other relevant factors including supply and demand in the employment market. The above information is certified by the actuary.

The expected rate of return on plan assets is considered as per declaration from Life Insurance Corporation of India (LIC) .

The expected contributions for defined benefit plan for the next financial year is H35 Lakhs (March 31,2022: H35.00 Lakhs).

j) Risks exposure:

The plan typically exposes the Company to actuarial risks such as: investment risk, interest risk, longevity risk and salary risk. Investment risk : The present value of the defined benefit plan liability is calculated using a discount rate determined by reference to market yields on government bonds denominated in Indian rupees. If the actual return on plan assets is below this rate, it will create a plan deficit. However, the risk is mitigated by investment in LIC managed fund.

Interest risk : A decrease in the bond interest rate will increase the plan liability; however, this will be partially offset by an increase in the value of the plan''s investment in LIC managed fund.

Longevity risk : The present value of the defined benefit plan liability is calculated by reference to the best estimate of the mortality of plan participants both during and after their employment. An increase in the life expectancy of the plan participants will increase the plan''s liability.

Salary risk : ''The inherent risk for the Company mainly are adverse salary growth or demographic experience or inadequate returns on underlying plan assets can result in an increase in cost of providing these benefits to employees in future. Since the benefits are lump sum in nature the plan is not subject to any longevity risks.

Actuarial valuation for compensated absences is done as at the year end and provision is made as per Company rules with corresponding charge / (credit) to the Standalone statement of profit and loss amounting to H(77.02) Lakhs [March 31, 2022: (H110.09 Lakhs)] and it covers all regular employees. Major drivers in actuarial assumptions, typically, are years of service and employee compensation.

Obligation in respect of defined benefit plan and other long term employee benefit plans are actuarially determined at the year end using the "Projected unit credit model". Gains and losses on changes in actuarial assumptions relating to defined benefit obligation are recognised in OCI where as gains and losses in respect of other long term employee benefit plans are recognised in the Standalone statement of profit and loss.

# The tax rate used for reconciliation above is the corporate tax rate of 29.12% (March 31,2022: 29.12%) at which the Company is liable to pay tax on taxable income under the Indian tax Laws.

*A deferred tax asset is not recognised on lossess to the extent that it is not probable that taxable profit will be available against which the losses can be utilised. Significant management judgement is required to determine the amonnt of deferred tax assests that can be recognised, based upon the likely timing and level of future taxable profits together with future tax planning strategies.

As on March 31,2023, considering the Company has incurred losses deferred tax asset to the extent of of such losses have not been recognised. .

The unused tax losses (capital in nature) will expire from financial year 2023-24 to financial year 2027-28.

Pursuant to scheme of amalgamation , during the financial year 2018-19 ( assessment year 2019-2020) Company has through revised income tax return filed on July 26, 2020, recognised an intangible assets of H60,390.05 Lakhs in the form of Goodwill in its income tax block of assets and has claimed under section 32(1) of the Income Tax Act, 1961 (''the Act'') depreciation of H15,097.51 Lakhs for assessment year 2019-2020 and for assessment year 2020-2021, H11,323.15 Lakhs. Pending the outcome of the assessment by the income tax authorities, the aforesaid amount of depreciation has not been considered as deduction for arriving at the provision for taxation and also deferred tax assets has not been created on the amount recognised as goodwill for the purposes of the Act.

49 Research and development expenditure

Research and development expenditure of H1338.60 Lakhs (March 31,2022: H818.71 Lakhs) has been charged to the Standalone statement of profit and loss. The capital expenditure in the current year on research and development amounts to H14.14 Lakhs (March 31,2022: H257.20 Lakhs).

50 During the year ended March 31,2023, Directors sitting fees to Non-Excecutive Directors aggregating H40.70 Lakhs has been charged to the Standalone statement of profit and loss. (March 31,2022 H56.50 Lakhs)

Note 55 - Segment information:

Operating segments are reported in a manner consistent with the internal reporting provided to the Chief Operating Decision Maker ("CODM") of the Company. The Managing Director of the Company is responsible for allocating resources and assessing performance of the operating segments, has been identified as the CODM of the Company. The Company has identified the following segments as reporting segments based on the information reviewed by CODM.

The business segments have been identified considering :

a) the nature of products and services

b) the differing risks and returns

c) the internal organisation and management structure, and

d) the internal financial reporting systems

The segment information presented is in accordance with the accounting policies adopted by the Company. Segment revenues, expenses and results include inter-segment transfers.

56 Financial risk management objectives and policies

The Company is exposed to credit risk, liquidity risk and market risk. The Company''s financial risk management is an integral part of how to plan and execute its business strategies. The Board of Directors review and agree policies for managing each of these risks, which are summarised below.

a) Market risk

Market risk is the risk of loss of future earnings, fair values or future cash flows that may result from adverse changes in market rates and prices (such as interest rates, foreign currency exchange rates, commodity prices and equity price risk). Market risk is attributable to all market risk-sensitive financial instruments, all foreign currency receivables and payables and all short term and long-term borrowings. The Company is exposed to market risks related to foreign exchange rate risk, commodity rate risk, interest rate risk and other price risks, such as equity price risks. Thus, the Company''s exposure to market risk is a function of borrowing activities, revenue generating and operating activities in foreign currencies.

i) Equity price risk

The Company''s unlisted equity securities are susceptible to market price risk arising from uncertainties about future values of the investments in securities. The Company manages the equity price risk through diversification and by placing limits on individual and total equity instruments. The Company''s Board of Directors review and approve, all investments in the equity instruments.

As at March 31, 2023, the Company had exposure to equity securities measured at fair value. The changes in fair values of the equity investments were strongly positively co-related with changes in market index. As at March 31,2022, the Company did not have material investments in / exposure to quoted or unquoted securities.

ii) Interest rate risk

Interest rate risk is the risk that the fair value or future cash flows of a financial instrument will fluctuate because of changes in market interest rate. The Company''s exposure to the risk of changes in market interest rates relates primarily to the Company''s long-term and short term borrowings obligations with floating interest rates.

The Company manages it''s interest rate risk by having a balanced portfolio of long term and short term borrowings.

For the years ended March 31,2023 and March 31,2022 every 50 basis point decrease in the floating interest rate component applicable to its loan and borrowings would increase the Company''s profit by H117.39 Lakhs and H113.28 Lakhs respectively. A 50 basis point increase in floating interest rate would lead to an equal but opposite effect.

iii) Commodity rate risk

Exposure to market risk with respect to commodity prices primarily arises from the Company''s purchases and sales of active pharmaceutical ingredients, including the raw material components for such active pharmaceutical ingredients. The prices of the Company''s raw materials generally are stable. Cost of raw materials forms the largest portion of the Company''s cost of revenues. A large portion of the Company''s sales are subject to commodity rate risk having a volatile pricing. The Company monitors overall demand supply position and pricing movement to decide marketing strategies to overcome risk of changing prices of the products.

iv) Foreign currency risk

The Company''s foreign exchange risk arises from its foreign currency revenues and expenses and foreign currency borrowings. As a result, if the value of the Indian rupee appreciates relative to these foreign currencies, the Company''s revenues and expenses measured in Indian rupees may decrease or increase and vice-versa. The exchange rate between the Indian rupee and these foreign currencies have changed substantially in recent periods and may continue to fluctuate substantially in the future. Consequently, the Company largely uses the natural hedge to mitigate the risk of changes in foreign currency exchange rates in respect of its highly probable forecasted transactions and recognised assets and liabilities.

The year end foreign currency exposures that have not been hedged (before giving effects of natural hedge) by derivative instrument or otherwise are given below:

C) Foreign currency sensitivity

For the years ended March 31, 2023 and March 31, 2022, every 5% strengthening in the exchange rate between the Indian rupee and the respective currencies for the above mentioned financial assets / liabilities would increase the Company''s profit and increase the Company''s total equity by approximately (net) H105.78 Lakhs and H122.83 Lakhs, respectively. A 5% weakening of the Indian rupee and the respective currencies would lead to equal but opposite effect. In Management''s opinion, the sensitivity analysis is unrepresentative of the inherent foreign exchange risk because the exposure at the end of the reporting period does not reflect the exposure during the year.

D) Derivative contracts

The Company is exposed to exchange rate risk that arises from its foreign exchange revenues and expenses, primarily in US Dollars and Euros and foreign currency debts in US dollars and Euros. The Company uses cross currency interest rate swap (known as, "derivatives") to mitigate its risk of changes in foreign currency exchange rates. The counterparty for these contracts is generally a bank.

b) Credit risk

Credit risk is the risk of financial loss, if a customer or counterparty to a financial instrument fails to meet its contractual obligations and arises principally from the Company''s receivables from customers, loans and other financial assets. Credit risk is managed through credit approvals, establishing credit limits and continuously monitoring the creditworthiness of counterparty to which the Company grants credit terms in the normal course of business.

Exposure to credit risk

The carrying amount of financial assets represents the maximum credit exposure. i) Trade receivables

The Company has used expected credit loss (ECL) model for assessing the impairment loss. For this purpose, the Company uses a provision matrix to compute the expected credit loss amount. The provision matrix takes into account external and internal risk factors and historical data of credit losses from various customers. The Company evaluates the concentration of risk with respect to trade receivables which is low, as its customers are widely spread with small outstanding amounts (For detailed movement in provision for trade receivables - Refer note 16)

ii) Financial instruments and cash deposits

Credit risk from balances with banks and financial institutions is managed by the Company in accordance with the Company''s policy. Investments of surplus funds are made only with approved counterparties and within credit limits assigned to each counterparty. Counterparty credit limits are reviewed by the Company''s Board of Directors on an annual basis. The limits are set to minimise the concentration of risks and therefore mitigate financial loss through counterparty''s potential failure to make payments. Credit risk in case of Intercorporate deposit given is managed by the Company in accordance with the Company''s policy. ICD only be given out of surplus funds, are made only with the approval of the Board of Directors and are reviewed by the Board on an annual basis.

c) Liquidity risk

Liquidity risk is the risk that the Company will not be able to settle or meet its obligations as they fall due. The Company''s policy on liquidity risk is to maintain sufficient liquidity in the form of cash and investment in liquid banks deposits to meet the Company''s operating requirements with an appropriate level of headroom. In addition, processes and policies related to such risks are overseen by senior management. Management monitors the Company''s net liquidity position through rolling forecasts on the basis of expected cash flows.

57 Capital management

The Company''s capital management objectives are:

- to ensure the Company''s ability to continue as a going concern; and

- to provide an adequate return to shareholders through optimisation of debts and equity balance.

The Company monitors capital on the basis of the carrying amount of debt less Cash and cash equivalents presented on the face of the standalone financial statements. The Company''s objective for capital management is to maintain an optimum overall financial structure.

The Board of Directors of the Company at its meeting held on May 29, 2023 have recommended dividend of H1.25 per share. The proposed dividend is subject to the approval of shareholders in the ensuring annual general meeting and hence not recognised as a liability.

58 Investment properties

The Company''s investment properties consist of Thane One Building and freehold land located at Majiwade Thane. Out of the 16 floors, ground to 13 floors have been considered as Investment property by the Management. In addition to the above, the Company has a freehold land at Takawe area.

Criteria used for classification of property as investment property

The Company has considered the following for classification of property as investment property:

(i) Investment property comprises building and other assets required to provide ancillary services to the occupants of the investment property.

(ii) The properties that are not occupied by the Company for use in production or supply of goods or services or for administrative purposes, or for sale in the ordinary course of business, but are held primarily to earn rental income and capital appreciation are classified as investment property.

The Company has a building which is primarily meant for renting is classified as an investment property, except for the part of that building which is used for administrative purposes, and hence classified as owner-occupied property. The Company has apportioned the cost of the property between investment property and owner-occupied property in the ratio of area used, respectively, as a percentage of total area.

The Company has sold part of its Investment in Property consisting of floors sales in Thane One IT/ITES building accordingly, total income on sale of Investment Property for the year March 31,2023 is H4,772.82 lakhs and has been recognised as income under the head revenue from operation pertaining to property segment.

During the year the Company, Mr. Krishna Datla and Ms. Rajeshwari Datla on behalf of the Company entered in to ""Memorandum of Understanding"" to Sell Freehold land located at Village Takwe (Budruk), Tal - Maval District - Pune admeasuring 21.39 Acres, with M/s. D1 Enterprises (as the Proposed Assignor) to and in favour of Nipro Pharmapackaging India Private Limited (as the Proposed Purchaser) of said land. The Company has received an advance of H841.50 lakhs (net of tax).

Estimation of fair value

The fair value of the Investment Property has been determined in the financial period March 31, 2023 as H21626.49 Lakhs ( March 31,2022 as H31,564.54 Lakhs). The fair value has been arrived by using per sq. feet sale consideration of the floors sold in Thane One IT/ITES building during the year.

59 Share-based payments

Employee share option plan of the Company

1.1 Details of the employee share option plan of the Company

This ESOP 2019 scheme has been framed pursuant to the Scheme of Amalgamation between the erstwhile Fermenta Biotech Limited ("Transferor Company") with the DIL Limited ("Transferee Company") and their respective shareholders. The Transferor Company prior to the Scheme of Amalgamation had implemented the ''Fermenta Biotech Limited - Employee Stock Option Plan 2019'' and were granted employee stock options to its eligible employees. Further, the number of transferee options issued shall equal to the product of number of transferor options outstanding on effectiveness of Scheme multiplied by the Share exchange ratio (0.398) and each transferee option shall have an exercise price per equity share equal to transferor option exercise price per equity shares divided by the share exchange ratio (0.398) and fractions rounded off to the next higher whole number. The terms and conditions of ESOP 2019 Scheme of DIL Limited are not less favourable than those of ESOP Scheme of erstwhile Fermenta Biotech Limited. Under the ESOP 2019 Scheme, stock options have been issued to the eligible employees of erstwhile Fermenta Biotech Limited.

In accordance with the terms of the plan, as approved by the erstwhile shareholders of Fermenta Biotech Limited at an extra general meeting, executives and senior employees with the Company were granted options to purchase equity shares.

Each employee share option converts into one equity share of the Company on exercise. No amounts are paid or payable by the recipient on receipt of the option. The options carry neither rights to dividends nor voting rights. Options may be exercised at any time from the date of vesting to the date of their expiry.

The number of options granted is calculated in accordance with the performance-based formula and is subject to approval by the remuneration committee. The formula rewards executives and senior employees to the extent of the Company''s and the individual''s achievement judged against both qualitative and quantitative criteria.

Options granted under ESOP 2019 shall vest not before 1 (one) year and not later than maximum Vesting Period of 5 (five) years from the date of grant of such Options. Subject to the minimum vesting period of one year, the Nomination and Remuneration Committee of the Board at its discretion approve for acceleration of Vesting of any or all unvested Options of the Option Grantee.

The above number of options, fair value at grant dates and exercise price were adjusted in accordance with the Share exchange ratio (0.398:1) as per the scheme of amalgamation.

The above number of options, were adjusted for the Forfeited/ cancallation of option for fullment of year end assessment of ESOP vesting conditions.

1.4 Share options outstanding at the end of the year

The share options outstanding at the end of the year had a weighted average exercise price of H83.67 (as at March 31,2022: H83.67), and a weighted average remaining contractual life of 0.78 year.

During the year company reassess the number of options granted by calculating in accordance with the performance-based formula. The formula rewards executives and senior employees to the extent of the Company''s and the individual''s achievement judged against both qualitative and quantitative criteria and accordingly there was reversal of expenses recognised earlier resulting of gain (refer note 38)

61 The Company (''Fermenta'') has signed a Binding Term Sheet on January 31,2022 with Mextech Property Developers LLP (''Mextech'') and granted development rights to Mextech for construction of residential-cum-comercial buildings in the balance portion of Thane land. In lieu of this the Company would receive residential flats on an area sharing basis aggregating 120,000 square feet RERA carpet area along with amenities. The Company has accordingly received H1,500 lakhs as a deposit from Mextech.

64 The President has given his assent to the Code on Social Security, 2020 ("Code") in September 2020. On November 13, 2020 the Ministry of Labour and Employment released draft rules for the Code. However, the date on which the Code will come into effect has not been notified. The Company will assess the impact once the subject rules are notified and will give appropriate impact to its financial statements in the period in which the Code becomes effective.

65 a) Details of funds advanced or loaned or the like provided to Intermediaries or on behalf of the Ultimate Beneficiaries as per Schedule III of Company act under Rule 11 (e)

c) The Company has complied all the relevant provisions of the Foreign Exchange Management Act, 1999 (42 of 1999), Companies Act 2013 for such transactions and the transactions are not violative of the Prevention of Money-Laundering Act, 2002 (15 of 2003) under Rule 11 (e).

66 Quarterly returns and statements of current assets for loans taken from Banks on the basis of security of current assets are filed by the Company with banks are in agreement with the books of accounts. Borrowings are continued to be classified as per their original repayment schedule as on 31 March 2023 upon subsequent receipt of consent from banks to waive testing of financial ratios and any penal provisions thereupon for breach of covenants under borrowing arrangements. (refer note 24 and 28)

The overall business of animal feed of the Company has considerably reduced as compared to the expectation on account of subdued global demands. Basis the earlier expectation of the Company of the animal feeds business, the Company had kept stock of semi-finished goods to be used for the production of such animal feed. Considering the immediate uncertainty on the recovery of animal feed global demand, as a prudency the Company had made provisions against the said inventory. Further, the company made provision against investments, recoverable of expenses and trade receivable from Ferment Biotech GmbH (wholly owned Subsidiary dealing in animal feed business) and other parties lakhs for the year ended March 31,2023.

68 The Board of Directors in its meeting held on January 31, 2022, approved the Composite Scheme of Amalgamation and Arrangement (""Scheme"") amongst DVK Investments Private Limited (Holding Company) and Aegean Properties Limited (Wholly owned subsidiary) with the Company in suppression of its earlier resolution passed on October 11, 2021. Subsequent to the balance sheet date, the Scheme has been approved by the National Company Law Tribunal, Mumbai Bench (NCLT) on May 8, 2023. As per the scheme, the merger shall be given effect from the appointed date which is the date of filing of the scheme with the Registrar of Companies (ROC). The Company has filed the certified copies of the NCLT orders along with the Scheme with the Registrar of Companies, Mumbai on May 24, 2023, which shall be considered the appointed date and effective date of the merger as per the Scheme. Accordingly, the impact of the merger has not been given effect to in the financial statements for the year ended March 31,2023.

69 Previous year figures have been re-grouped /re-classified wherever necessary

70 Other Statutory Information

(i) The Company does not have any Benami property, where any proceeding has been initiated or pending against the Company for holding any Benami property

(ii) The Company does not have any charges or satisfaction which is yet to be registered with ROC beyond the statutory period

(iii) The Company has not traded or invested in Crypto currency or Virtual Currency during the financial year

(iv) The Company has not revalued its property, plant and equipment (including right-of-use assets) or intangible assets during the year ended 31st March,2023.

71 The Standalone financial statements were approved for issue by the Board of Directors on May 29, 2023.


Mar 31, 2019

1. Corporate information

DIL Limited (''the Company'') is a public company domiciled in India and incorporated under the provisions of the Companies Act, 1913. Its shares are listed on Bombay Stock Exchange. The registered office of the Company is located at A- 1601,Thane One, DIL Complex, Ghodbunder Road, Majiwade, Thane (West) 400610. The Company is engaged in the business of renting properties. The Company also has strategic investments in subsidiaries / associates / joint venture companies primarily dealing in manufacturing and marketing of bulk drugs and providing services of sporting and health awareness/education activities.

Scheme of amalgamation

IA. The Board of Directors in its meeting held on June 21, 2018, have approved the scheme of amalgamation of Fermenta Biotech Limited (FBL), a subsidiary of the Company, with the Company. The Company, having received no adverse observation from Bombay Stock Exchange, has subsequently filed an application seeking sanction of the scheme of amalgamation to National Company Law Tribunal, Mumbai, with the appointed date of 1st April, 2018. The above Scheme shall be effective post receipt of required approvals and accordingly, the standalone financial statements do not reflect the impact, on account of the Scheme.

IB. The aforesaid scheme of amalgamation, when effective, will enable the Company to utilize the funds available with FBL for purposes, including, to settle its current liabilities, which as at March 31, 2019 exceed its current assets by Rs. 2,403.77 Lakhs (other than amount aggregating Rs. 409.78 Lakhs due to FBL) as per the standalone audited financial statements of the Company and funds required for the Company for ongoing business activities. Pending the scheme becoming effective, FBL would continue to provide financial support to the Company, as and when required.

c) Rights, preferences and restrictions

The Company has only one class of equity shares having a par value of Rs. 5/- per share (March 31, 2018: Rs. 10/- per share). Each holder of equity shares is entitled to one vote per share. The Company declares and pays dividends in Indian rupees. The dividend, if any, proposed by the Board of Directors is subject to shareholders'' approval in the ensuing Annual General Meeting, except in case of interim dividend.

The Board of Directors of the Company in its meeting held on May 15, 2018 had recommended dividend at the rate 25% on equity shares having face value of Rs. 10 each for the year ended March 31, 2018. Pursuant to the split and issue of bonus shares referred in note 20(d) below, the Board of Directors at their meeting held on August 14, 2018 recommended dividend of 25% on equity shares having face value of Rs. 5 each on enhanced equity share capital which has been approved by the shareholders at their Annual General Meeting held on September 28, 2018 and paid subsequently. Refer note 46 (ii) for dividend on equity shares paid by the Company during the year.

In the event of liquidation of the Company, the holders of equity shares will be entitled to receive remaining assets of the Company, after distribution of all preferential amounts. The distribution will be in proportion to the number of equity shares held by the shareholder.

During the year, the Company has split the face value of equity shares of the Company from face value of Rs. 10 per share to face value of Rs. 5 per share and thereafter has also allotted bonus equity shares in the ratio of one fully paid up equity share of Rs. 5 each for every one existing fully paid up equity share of Rs. 5 each held by the members, which has been approved by the shareholders through postal ballot. The record date for implementation of above corporate events was fixed on 9th August, 2018. In view of the above, the Company''s revised paid up share capital as at 31st March, 2019 is Rs. 458.64 Lakhs consisting of 91,72,792 equity shares of Rs. 5 each as against paid up share capital of Rs. 229.32/- lakhs consisting of 22,93,198 equity shares of Rs. 10/- each pertaining to previous year.

The earnings per share has been adjusted for previous year presented in accordance with Ind AS 33 "Earnings per Share" prescribed under section 133 of the Companies Act, 2013 read with relevant rules issued thereunder. (Refer Note 37)

Description of nature and purpose of each reserve

Capital reserve: Capital reserve was created in the financial years 1995-96 and 1996-97 pursuant to sale of the Company''s brands for which non compete fees were received and treated as a capital receipt.

General reserve: The reserve arises on transfer portion of the net profit pursuant to earlier provision of the Companies Act, 1956. Mandatory transfer to general reserve is not required under the Companies Act. 2013.

Retained earnings: Profits generated by the Company that are not distributed to shareholders as dividends but are reinvested in the business.

Equity instruments through other comprehensive income: This represents the cumulative gains / losses arising on the revaluation of equity instruments measured at fair value through other comprehensive income, under an irrevocable option.

a) Vehicle loans from banks were taken during the financial year 2010-11 to 2015-16 and carried interest ranging between @ 8.20% to 12.76% p.a. The loan was repayable in 36 / 60 monthly installments including interest. The loan was secured by hypothecation of vehicles.

b) Term loan from Kotak Mahindra Investments Limited under the loan against property (LAP) scheme of Rs. 4000 lakhs at interest rate of 11.00% to 12.25% p.a. payable in 15 quarterly installments starting from March 31, 2019 and secured by way of equitable Mortgage of Ground, 14,15 and 16 floors of Thane One, land admeasuring approx. 45 acres located at Takawe, Pune (owned by DIL Limited 25 acres and balance 20 acres held in a trust by the managing director of the Company and others), and pledge of 30% equity stake of the Company in Fermenta Biotech Limited. Further, the said loan has been guaranteed by the personal guarantee of the managing director of the Company and corporate guarantee of the holding company, DVK Investment Private Limited.

c) Term loan of Rs. 5500 lakhs (as at March 31, 2018 Rs. 5000 lakhs) from Bajaj Finance Limited is taken at the interest rate of 9.52% to 9.82% p.a of which Rs. 2500 lakhs is in the form of top up of discounting of lease rental on Thane One property (consisting of rentals of 1st floor to 13th floor) and balance Rs. 3000 lakhs as a term loan secured by equitable mortgage of the premises at Ceejay House owned by Aegean Properties Limited (APL), a wholly owned subsidiary of the Company. Further these loans have been guaranteed by the personal guarantee of the managing director of the Company and the corporate guarantee of the holding company, DVK Investment Private Limited.

d) Loan by way of discounting of lease rental of Thane One Building consisting of 1st floor to 13th floor from Bajaj Finance Limited of carrying interest @ 9.05% p.a repayable after 156 months on August 15, 2030 in one installment. The said loan is secured by hypothecation of the lease agreements of Thane One (consisting of 1st floor to 13th floor). Further the loan has been guaranteed by the personal guarantee of the managing director of the Company and the corporate guarantee of the holding company, DVK Investment Private Limited.

Note: 2 - Employee benefits

The Company operates following employee benefit plans

I Defined contribution plans: Provident fund, and employee state insurance scheme (ESIC)

II Defined benefit plan: Gratuity (funded)

III Other long term benefit plan: Compensated absences (unfunded)

II) Defined benefit plan

The Company operates a defined benefit plan, viz., gratuity.

In respect of Gratuity, a defined benefit plan, contributions are made to LIC''s Recognised Group Gratuity Fund Scheme. It is governed by the Payment of Gratuity Act, 1972. Under the Gratuity Act, employees are entitled to specific benefit at the time of retirement or termination of the employment on completion of five years or death while in employment. The level of benefit provided depends on the member''s length of service and salary at the time of retirement/termination age. Provision for Gratuity is based on actuarial valuation done by an independent actuary as at the year end. Each year, the Company reviews the level of funding in gratuity fund.

The estimates of rate of escalation in salary considered in actuarial valuation, take into account inflation, seniority, promotion and other relevant factors including supply and demand in the employment market. The above information is certified by the actuary.

The expected rate of return on plan assets is considered as per declaration from Life Insurance Corporation of India (LIC) .

The expected contributions for defined benefit plan for the next financial year is Rs. 5.00 Lakhs (March 31, 2018: Rs. 5.00 Lakhs )

This plan typically exposes the Company to actuarial risks such as: investment risk, interest risk, longevity risk and salary risk. Investment risk : The present value of the defined benefit plan liability is calculated using a discount rate determined by reference to market yields on government bonds denominated in Indian rupees. If the actual return on plan assets is below this rate, it will create a plan deficit. However, the risk is mitigated by investment in LIC managed fund.

Interest rate risk : A decrease in the bond interest rate will increase the plan liability. However, this will be partially offset by an increase in the return on the plan''s investments.

Longevity risk : The present value of the defined benefit plan liability is calculated by reference to the best estimate of the mortality of plan participants both during and after their employment. An increase in the life expectancy of the plan participants will increase the plan''s liability.

Salary risk : The present value of the defined benefit plan liability is calculated by reference to the future salaries of plan participants. As such, an increase in the salary of the plan participants will increase the plan''s liability.

III) Other long term benefit plan

Actuarial valuation for compensated absences is done as at the year end and the provision is made as per Company rules with corresponding charge to the statement of profit and loss amounting to Rs. 28.56 Lakhs (March 31, 2018: Rs. 1.98 Lakhs) and it covers all regular employees. Major drivers in actuarial assumptions, typically, are years of service and employee compensation.

Obligation in respect of defined benefit plan and other long term employee benefit plans are actuarially determined at the year end using the "Projected unit credit model" Gains and losses on changes in actuarial assumptions relating to defined benefit obligation are recognised in OCI where as gains and losses in respect of other long term employee benefit plans are recognised in the standalone statement of profit and loss.

Note 3 - Leases:

1) Assets taken on operating lease

The Company has entered into arrangements for taking on leave and license basis certain residential and office premises. These agreements are cancellable and are renewable by mutual consent and on mutually agreeable terms.

2) Assets given on operating lease

The Company has entered into operating lease agreement for sublease of property in Worli, Mumbai with original lease period expiring on December 31, 2022.

Note 4 - Segment reporting

For management purposes, the Company has only one reportable segment namely, renting of properties. The Managing Director of the Company acts as the Chief Operating Decision Maker ("CODM"). The CODM evaluates the Company''s performance and allocates resources based on an analysis of various performance indicators.

Note 5- Related party disclosures as per Ind AS 24

c) Joint Ventures

Agastya Films LLP [up to December 31, 2018 ]

d) Associates

Health and Wellness India Private Limited

Zela Wellness Private Limited [up to November 29, 2018]

e) Enterprise under significant influence of key management personnel (KMP) or their relatives:

Magnolia FNB Private Limited

The financial assets above do not include investments in subsidiaries which are measured at cost, investments in mutual funds measured at fair value through profit and loss and investments in equity instruments measured at fair value through OCI.

The directors consider that the carrying amounts of financial assets and financial liabilities recognised in the financial statements approximate their fair values.

Note 6 - Financial risk management objectives and policies

The Company is exposed to market risk, credit risk and liquidity risk. The Company''s financial risk management is an integral part of how to plan and execute its business strategies. This note explains the sources of risk to which the Company is exposed to and how to mitigate those risks.

a) 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. Market prices comprise two types of risks: interest rate risk and other price risks, such as equity price risk. Financial instruments are affected by market risk include loans and borrowings and investments in securities.

i) Equity price risk

The Company''s unlisted equity securities are susceptible to market price risk arising form uncertainties about future values of the investment securities. The Company manages the equity price risk through diversification and by placing limits on individual and total equity instruments. The Company''s Board of Directors reviews and approves all equity investments.

As at March 31, 2019, the Company had exposure to equity securities measured at fair value. The changes in fair values of the equity investments were strongly positively co-related with changes in market index. As at March 31, 2019, the Company did not have material investments in / exposure to quoted or unquoted securities.

ii) Interest rate risk

Interest rate risk is the risk that the fair value or future cash flows of a financial instrument will fluctuate because of changes in market interest rates. The Company''s exposure to the risk of changes in market interest rates relates primarily to the Company''s long-term debt obligations with floating interest rates.

The Company manages its interest rate risk by having a balanced portfolio of fixed and variable rate loans and borrowings.

Interest rate sensitivity

The following table demonstrates the sensitivity to a reasonably possible change in interest rates on that portion of loans and borrowings affected. With all other variables held constant, the Company''s profit before tax is affected through the impact on floating rate borrowings, as follows

The assumed movement in basis points for the interest rate sensitivity analysis is based on the currently observable market environment.

b) Credit risk

Credit risk is the risk that a counterparty will not meet its obligations under a financial instrument or customer contract, leading to a financial loss. The Company is exposed to credit risk from its operating activities (primarily trade receivables) and from its financing activities, including deposits with banks and financial institutions, and other financial instruments. The credit risk is mitigated through credit approvals establishing credit limits and continuous monitoring of credit worthiness of the counter party.

i) Trade receivables

Customer credit risk is managed subject to the Company''s established policy, procedures and control relating to customer credit risk management. Credit quality of a customer is assessed based on rating an extensive credit scorecard and individual credit limits are defined in accordance with this assessment. Outstanding customer receivables are regularly monitored.

ii) Financial instruments and cash deposits

Credit risk from balances with banks and financial institutions is managed by the Company''s treasury department in accordance with the Company''s policy. Investments of surplus funds are made only with approved counterparties and within credit limits assigned to each counterparty. Counterparty credit limits are reviewed by the Company''s Board of Directors on an annual basis. The limits are set to minimise the concentration of risks and therefore mitigate financial loss through counterparty''s potential failure to make payments.

c) Liquidity risk

Liquidity risk is the risk that the Company will not be able to settle or meet its obligations as they fall due. The company''s policy on liquidity risk is to maintain sufficient liquidity in the form of cash and investment in liquid mutual funds to meet the Company''s operating requirements with an appropriate level of headroom. In addition, processes and policies related to such risks are overseen by senior management. Management monitors the Company''s net liquidity position through rolling forecasts on the basis of expected cash flows.

Maturity profile of financial liabilities

The table below provides details regarding the remaining contractual maturities of financial liabilities at the reporting date based on contractual undiscounted payments.

Note 7 - Capital management

The Company''s capital management objectives are:

- to ensure the Company''s ability to continue as a going concern; and

- to provide an adequate return to shareholders through optimisation of debts and equity balance.

The Company monitors capital on the basis of the carrying amount of debt less cash and cash equivalents as presented on the face of the financial statements. The Company''s objective for capital management is to maintain an optimum overall financial structure.

Dividends not recognised at the end of the reporting period

The Board of Directors of the Company at its meeting held on May 24, 2019 have recommended dividend of Rs. 1.25 per share on 91,72,792 equity shares having face value of Rs. 5.00 each, fully paid up for the year ended March 31, 2019. The same aggregates to Rs. 138.25 Lakhs which would include dividend distribution tax.

This proposed dividend is subject to the approval of shareholders in the ensuing annual general meeting and hence not recognised as a liability.

Note 8 - Investment properties

The Company''s investment properties consist of Thane One Building and freehold land located at Majiwade Thane. Out of the 16 floors, ground to 15 floors have been considered as Investment property by the Management. In addition to Thane One building and freehold land at Thane, the Company has freehold land at Takawe area.

Criteria used for classification of property as investment property

The Company has considered the following for classification of property as investment property:

(i) Investment property comprises building and other assets required to provide ancillary services to the occupants of the investment property.

(ii) The properties that are not occupied by the Company for use in production or supply of goods or services or for administrative purposes, or for sale in the ordinary course of business, but are held primarily to earn rental income and capital appreciation are classified as investment property.

The Company has a building which is primarily meant for renting is classified as an investment property, except for the part of that building which is used for administrative purposes, and hence classified as owner-occupied property. The Company has apportioned the cost of the property between investment property and owner-occupied property in the ratio of area used, respectively, as a percentage of total area.

Estimation of fair value

The fair value of the Investment Property has been determined as Rs. 42,508.90 Lakhs. The fair value has been determined by an external, independent property valuer, having appropriate professional qualification and recent experience in the location and category of the property being valued. The Company obtains independent valuation for its investment property annually and fair value measurement has been categorised as Level 3. The fair value has been arrived at by using comparable market rate approach. The main inputs used are quantum, area, location, demand, restrictive entry to the complex, age of building and trend of fair market rent in village Majiwada area and Takawe area.

Note 9

a) During the year ended March 31, 2019, the Company sold 45186 equity shares of Rs 10 each in Zela Wellness Private Limited (Zela). Consequently the Company''s equity holding in Zela Wellness Private Limited (Zela) is reduced to 16.59 % as against earlier 29.5% and accordingly, post November 29, 2018, the entity is not an associate of the Company.

b) The Company has not made any provision for share application money of Rs. 597 Lakhs given to Noble Explochem Ltd (Noble) whose total equity as at March 31, 2018 is negative. One of the creditors of Noble has moved an application to the National Company Law Tribunal (NCLT) under the Insolvency and Bankruptcy Code, 2016. The Company has also submitted its claim as financial creditors to Insolvency Resolution Professional (IRP) to protect its interest, which has been taken on record by the NCLT. Considering large asset value Noble holds, the Management is confident of recovery of this amount, hence no provision for impairment is necessary.

Note 10

The financial statements were approved for issue by the Board of Directors on May 24, 2019.


Mar 31, 2018

1. CORPORATE INFORMATION

DIL Limited (‘the Company’) is a public company domiciled in India and incorporated under the provisions of the Companies Act, 1913. Its shares are listed on Bombay Stock Exchange. The registered office of the Company is located at A- 1601, Thane One, DIL Complex, Ghodhbunder Road, Majiwade, Thane (West) 400610. The Company is engaged in the business of renting properties, motion film production and distribution. The Company also has strategic investments in subsidiaries / associates / Joint venture companies primarily dealing in manufacturing and marketing of bulk drugs and providing services of sporting and health awareness/education activities and motion film production.

a) Terms/rights attached to equity shares

The Company has only one class of equity shares having a par value of Rs. 10/- per share. Each holder of equity shares is entitled to one vote per share. The Company declares and pays dividends in Indian rupees. The dividend proposed by the Board of Directors is subject to the approval of the shareholders in the ensuing Annual General Meeting.

During the year ended March 31, 2018, the amount of per share dividend recommended by the Board of Directors for distribution to equity shareholders is Rs. 2.50 (March 31, 2017: Rs. 2.50/-)

In the event of liquidation of the Company, the holders of equity shares will be entitled to receive remaining assets of the Company, after distribution of all preferential amounts. The distribution will be in proportion to the number of equity shares held by the shareholder.

d) Reconciliation of shares outstanding at the beginning and at the end of the year

There is no movement in the number of issued, subscribed and paid up equity shares at the beginning and at the end of the financial year.

Description of nature and purpose of each reserve capital reserve: Capital reserve was created in the financial year 1995-96 and 1996-97 pursuant to sale of the Company’s brands for which non compete fees were received and treated as a capital receipt.

General reserve: General reserve is created from time to time by way of transfer of profits from retained earnings for appropriation purposes.

Retained earnings: Profits generated by the Company that are not distributed to shareholders as dividends but are reinvested in the business.

Equity instruments through other comprehensive income: This represents the cumulative gains / losses arising on the revaluation of equity instruments measured at fair value through other comprehensive income, under an irrevocable option.

a) Loan under lease rental discounting (LRD) from Axis Bank Limited was taken during the earlier financial year by securitisation of Ceejay House rentals and carries interest @ 10.75% p.a. The loan was repayable in 111 monthly installments including interest (EMI). Further the said LRD Loan was also secured by way of first charge on Equitable Mortgage of Ceejay House owned by Aegean Properties Limited (APL). Further, the LRD Loan had been guaranteed by the personal guarantee of the managing director of the company and its subsidiary company (APL).

b) Term loans for Thane One Building at Majiwade Thane under “Union Liqui Property Scheme” was taken from Union Bank of India during the earlier financial year with interest rates (BR 3.40%) 12.85% p.a [April 01, 2016 NIL] repayable after 12 months starting September 08, 2017 in seven yearly installments of Rs. 643 Lakhs each. The said term loans were secured by way of first charge on Equitable Mortgage of Land at Thane and Constructions there on. Further, the loan had been guaranteed by the personal guarantee of the managing director of the Company and the holding company, DVK Investment Private Limited.

c) Term loans for Thane One Building at Majiwade Thane was taken from Union Bank of India with interest rates (BR 4.25%) 13.90% p a [April 01, 2016 (BR 4.25%) 13.90% p.a] repayable in 12 months starting March 31, 2016 in four quarterly installments. The said term loans were secured by way of first charge on Equitable Mortgage of Land and Constructions there on. Further, the loan had been guaranteed by the personal guarantee of the managing director of the Company and the holding company, DVK Investment Private Limited.

d) Vehicle loans from banks were taken during the financial year 2010-11 to 2015-16 and carries interest ranging between @ 8.20% to 12.76% p.a. The loan is repayable in 36 / 60 monthly installments including interest. The loan is secured by hypothecation of vehicles.

e) Term loan from Kotak Mahindra Investments Limited under the loan against property (LAP) scheme of Rs. 4000 Lakhs at interest rate of 11.00% p.a. payable in 15 quarterly installments starting from March 31, 2019 and secured by way of equitable Mortgage of Ground, 14,15 and 16 floors of Thane One, land admeasuring approx. 45 acres located at Takwe, Pune (owned by DIL Limited 25 acres and balance 20 acres held in a trust by the managing director of the company and others), and pledge of 30% equity stake of the Company in Fermenta Biotech Limited. Further, the said loan has been guaranteed by the personal guarantee of the managing director of the Company and corporate guarantee of the holding company, DVK Investment Private Limited.

f) Term loan of Rs. 5000 Lakhs from Bajaj Finance Limited at the interest rate of 9.52% p.a of which Rs. 2500 Lakhs in the form of top up of LRD on Thane One property (consisting of rentals of 1st floor to 13th floor) and balance Rs. 2500 Lakhs as a term loan secured by equitable mortgage of the premises at Ceejay House owned by Aegean Properties Limited (APL), a wholly owned subsidiary of the Company. Further these loans have been guaranteed by the personal guarantee of the managing director of the Company and the corporate guarantee of the holding company, DVK Investment Private Limited.

g) Loan by way of discounting of lease rental of Thane One Building consisting of 1st floor to 13th floor from Bajaj Finance Limited of Rs. 5000 Lakhs carrying interest @ 9.05% p.a repayable after 156 months in one installment. The said loan is secured by hypothecation of the lease agreements of Thane One (consisting of 1st floor to 13th floor). Further the LRD Loan has been guaranteed by the personal guarantee of the managing director of the Company and the corporate guarantee of the holding company, DVK Investment Private Limited.

Note 2 - employee benefits

The Company operates following employee benefit plans

I Defined contribution plans: Provident fund, and employee state insurance scheme (ESIC)

II Defined benefit plan: gratuity (funded)

III Other long term benefit plan: long term compensated absences (unfunded)

In respect of Gratuity, a defined benefit plan, contributions are made to LIC’s Recognised Group Gratuity Fund Scheme. It is governed by the Payment of Gratuity Act, 1972. Under the Gratuity Act, employees are entitled to specific benefit at the time of retirement or termination of the employment on completion of five years or death while in employment. The level of benefit provided depends on the member’s length of service and salary at the time of retirement/termination age. Provision for Gratuity is based on actuarial valuation done by an independent actuary as at the year end. Each year, the Company reviews the level of funding in gratuity fund.

The estimates of rate of escalation in salary considered in actuarial valuation, take into account inflation, seniority, ‘promotion and other relevant factors including supply and demand in the employment market. The above ‘information is certified by the actuary.

The expected rate of return on plan assets is considered as per declaration from Life Insurance Corporation of India (LIC) .

The expected contributions for defined benefit plan for the next financial year will be in line with FY 2017-18.

F. Sensitivity analysis

Significant actuarial assumptions for the determination of the defined benefit obligation are discount rate, expected salary increase and employee turnover. The sensitivity analysis below, have been determined based on reasonably possible changes of the assumptions occurring at end of the reporting period , while holding all other assumptions constant. The result of sensitivity analysis is given below:

This plan typically exposes the Company to actuarial risks such as: investment risk, interest risk, longevity risk and salary risk.

Investment risk : The present value of the defined benefit plan liability is calculated using a discount rate determined by reference to market yields on government bonds denominated in Indian rupees. If the actual return on plan assets is below this rate, it will create a plan deficit. However, the risk is mitigated by investment in LIC managed fund.

Interest rate risk : A decrease in the bond interest rate will increase the plan liability. However, this will be partially offset by an increase in the return on the plan’s investments.

Longevity risk : The present value of the defined benefit plan liability is calculated by reference to the best estimate of the mortality of plan participants both during and after their employment. An increase in the life expectancy of the plan participants will increase the plan’s liability.

Salary risk : The present value of the defined benefit plan liability is calculated by reference to the future salaries of plan participants. As such, an increase in the salary of the plan participants will increase the plan’s liability.

The Company has entered into operating lease agreement for sublease of property in Worli, Mumbai with original lease periods expiring on December 31, 2022.

The Company has also entered into various operating lease agreements for its properties in Thane with original lease periods expiring between 2016 and 2022. These agreements are cancellable/non-cancellable and have rent escalation provisions of 5% every year and 15% after 3 years.

Note 3 - Segment reporting

The Company has only one reportable segment viz. Renting of properties. Therefore, no separate disclosure on segment information is given in these financial statements.

Note 4 - Related party disclosures as per ind AS 24

A) Names of the related parties and related party relationships

Note 5 - Financial risk management objectives and policies

The Company’s financial risk management is an integral part of how to plan and execute its business strategies. The Company’s financial risk management policy is set by the Board of Directors.

The Company is exposed to market risk, credit risk and liquidity risk. The Company’s financial risk management is an integral part of how to plan and execute its business strategies. The Company’s financial risk management policy is set by the Board of Directors. The Board of Directors reviews and agrees policies for managing each of these risks, which are summarised below.

a) 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. Market prices comprise three types of risk: currency rate risk, interest rate risk and other price risks, such as equity price risk . Financial instruments are affected by market risk include loans and borrowings and investments in securities.

i) Equity price risk

The Company’s unlisted equity securities are susceptible to market price risk arising from uncertainties about future values of the investment securities. The Company manages the equity price risk through diversification and by placing limits on individual and total equity instruments. The Company’s Board of Directors review and approve all equity investments. The exposure to unlisted equity securities at fair value and sensitivity analysis of these investments is explained as below.

As at March 31, 2018, there was no investment in equity securities. During the year ended March 31, 2017, the exposure to equity securities at fair value listed on the BSE was Rs. 2,647.20 Lakhs Given that the changes in fair values of the equity investments held are strongly, positively correlated with changes of the BSE market index, the Company has determined that a decrease of 10% on the BSE market index could have an impact of approximately Rs. 264.72 Lakhs on the income or equity attributable to the Company, depending on whether the decline is significant or prolonged. An increase of 10% in the value of the listed securities would only impact equity, but would not have an effect on profit or loss.

ii) Interest rate risk

Interest rate risk is the risk that the fair value or future cash flows of a financial instrument will fluctuate because of changes in market interest rates. The Company’s exposure to the risk of changes in market interest rates relates primarily to the Company’s long-term debt obligations with floating interest rates.

The Company manages its interest rate risk by having a balanced portfolio of fixed and variable rate loans and borrowings. The Company’s policy is to keep between 80% and 90% of its borrowings at variable rates of interest.

Interest rate sensitivity

The following table demonstrates the sensitivity to a reasonably possible change in interest rates on that portion of loans and borrowings affected. With all other variables held constant, the Company’s profit before tax is affected through the impact on floating rate borrowings, as follows

b) Credit risk

Credit risk is the risk that a counterparty will not meet its obligations under a financial instrument or customer contract, leading to a financial loss. The Company is exposed to credit risk from its operating activities (primarily trade receivables) and from its financing activities, including deposits with banks and financial institutions, and other financial instruments.

i) Trade receivables

Customer credit risk is managed subject to the Company’s established policy, procedures and control relating to customer credit risk management. Credit quality of a customer is assessed based on an extensive credit rating scorecard and individual credit limits are defined in accordance with this assessment. Outstanding customer receivables are regularly monitored.

ii) Financial instruments and cash deposits

Credit risk from balances with banks and financial institutions is managed by the Company’s treasury department in accordance with the Company’s policy. Investments of surplus funds are made only with approved counterparties and within credit limits assigned to each counterparty. Counterparty credit limits are reviewed by the Company’s Board of Directors on an annual basis. The limits are set to minimise the concentration of risks and therefore mitigate financial loss through counterparty’s potential failure to make payments.

c) liquidity risk

Liquidity risk is the risk that the Company will not be able to settle or meet its obligations as they fall due. The company’s policy on liquidity risk is to maintain sufficient liquidity in the form of cash and investment in liquid mutual funds to meet the Company’s operating requirements with an appropriate level of headroom. In addition, processes and policies related to such risks are overseen by senior management. Management monitors the Company’s net liquidity position through rolling forecasts on the basis of expected cash flows.

Note 6 - capital management

The Company’s capital management objectives are:

to ensure the Company’s ability to continue as a going concern; and

to provide an adequate return to shareholders through optimisation of debts and equity balance.

The Company monitors capital on the basis of the carrying amount of debt less cash and cash equivalents as presented on the face of the financial statements. The Company’s objective for capital management is to maintain an optimum overall financial structure.

Note 7 - investment properties

The Company’s investment properties consist of Thane One Building Located at Majiwade Thane. Out of the 16 floors, 1 to 15 floors have been considered as Investment property by the Management.

criteria used for classification of property as investment property

The Company has considered the following for classification of property as investment property:

(i) Investment property comprises building and other assets required to provide ancillary services to the occupants of the investment property.

(ii) The properties that are not occupied by the Company for use in production or supply of goods or services or for administrative purposes, or for sale in the ordinary course of business, but are held primarily to earn rental income and capital appreciation are classified as investment property.

The Company has a building which is primarily meant for renting is classified as an investment property, except for the part of that building which is used for administrative purposes, and hence classified as owner-occupied property. The Company has apportioned the cost of the property between investment property and owner-occupied property in the ratio of area used, respectively, as a percentage of total area.

Estimation of fair value

The fair value of investment property has been determined by external, independent property valuers, having appropriate recognized professional qualification and recent experience in the location and category of the property being valued. The Company obtains independent valuations for its investment property annually and fair value measurement has been categorised as Level 3. The fair value has been arrived at by using comparable market rate approach. The main inputs used are quantum, area, location, demand, restrictive entry to the complex,age of building and trend of fair market rent in village Majiwada area.

Note 8 - First-time adoption of ind AS

The Company has prepared the opening financial statements as per Ind AS as of April 01, 2016 (the transition date) by recognising all assets and liabilities whose recognition is required by Ind AS, not recognising items of assets or liabilities which are not permitted by Ind AS, by reclassifying items from previous GAAP to Ind AS as required under Ind AS, and applying Ind AS and applying Ind AS in measurement of recognised assets and liabilities. However, this principal is subject to the certain exceptions and certain optional exemptions availed by the Company as detailed below:

Set out below are the applicable Ind AS 101 optional exemptions availed and mandatory exceptions applied in the transition from Previous GAAP to Ind AS.

1. Property, plant and equipment, investment property and intangible assets

On transition to Ind AS, the Company has elected to continue with the carrying value of all of its property, plant and equipment, investment property and intangible assets recognised as at April 01, 2016 measured as per the previous GAAP and use that carrying value as the deemed cost of the property, plant and equipment investment, property and intangible assets.

2. investment in subsidiaries, associates and joint ventures

On transition to Ind AS, the Company has elected to continue with the carrying value of all of its investment in subsidiaries, associates and joint ventures recognised as at April 01, 2016 measured as per the previous GAAP and use that carrying value as the deemed cost of its investment in subsidiaries, associates and joint ventures.

3. estimates

An entity’s estimates in accordance with Ind AS, at the date of transition to Ind AS, shall be consistent with estimates made for the same date in accordance with previous GAAP (after adjustments to reflect any difference in accounting policies).

Ind AS estimates made to prepare opening balance sheet as at April 01, 2016 are consistent with the estimates as at the same date made in conformity with previous GAAP.

Impairment of financial assets based on expected credit loss model.

4. classification and measurement of financial assets

As required under Ind AS 101 the Company has assessed the classification and measurement of financial assets (investment in unquoted investment) on the basis of the facts and circumstances that exist at the date of transition to Ind AS.

5. Determining whether an arrangement contains a lease

The Company has applied Appendix C “Determining whether an Arrangement contains a Lease” of Ind AS 17 - Leases to determine whether an arrangement existing at the transition date contains a lease on the basis of facts and circumstances existing as on that date.

6. equity investments at FVTOci

The Company has designated investment in equity shares of Syngene International Limited and Abbott India Limited at FVTOCI on the basis of facts and circumstances that existed at the transition date.

c. Transition to ind AS - Reconciliations

The following reconciliations provide a quantification of the effect of significant differences arising from the transition from previous GAAP to Ind AS as required under Ind AS 101:

I. A. Reconciliation of balance sheet as at March 31, 2017

B. Reconciliation of total comprehensive income for the year ended March 31, 2017

II. Reconciliation of equity as at April 01, 2016 and as at March 31, 2017

III. Adjustments to Statement of cash flows

IV. Reconciliation of balance sheet as at April 01, 2016 (Transition date)

Notes to reconciliations

Note 1: investment Property

Under the previous GAAP, there was no requirement to present investment property separately and the same was included under property, plant and equipment and measured at cost less accumulated depreciation. Under Ind AS, investment property is required to be presented separately in the balance sheet and depreciation is charged on it. Accordingly the carrying value of investment property under the previous GAAP has been reclassified to a separate line item on the face of the balance sheet and depreciation provided based on the estimated useful life.

Note 2: Fair valuation of investments through other comprehensive income (FVoci)

Under the previous GAAP, long term investments were measured at cost less diminution in value which is other than temporary. Under Ind AS, these financial assets have been classified as FVOCI. On the date of transition to Ind AS, these financial assets have been measured at their fair value which is higher than the cost as per previous GAAP, resulting in an increase in the carrying amount. The effect of these changes is an increase in total equity as at April 01, 2016 and March 31, 2017. These changes do not affect profit before tax or total profit for the year ended March 31, 2017 because the investments in are classified as FVOCI.

Note 2a: Fair valuation of investments through profit and loss (FVTPL)

Under the previous GAAP, investments in mutual funds were classified as long-term investments or current investments based on the intended holding period and realisability. Fair value changes with respect to investments in mutual funds have been recognised in FVTPL.

Note 3: Security deposits

Under the previous GAAP, interest free security deposits are recorded at their transaction value. Under Ind AS, all financial liabilities are required to be recognised at their fair value. Accordingly, the Company has fair valued the security deposits under Ind AS and disclosed under the head “other current/non-current financial liabilities”. The difference between fair value of security deposits and the carrying value (transaction value) as per previous GAAP has been recognised as “deferred rent” and disclosed under the heads “Other current liabilities” and “Other non-current liabilities”. The amortisation of deferred rent over the period of lease is charged to the Statement of profit and loss under the head “deferred rent” which is grouped under “Revenue from operations”. The notional interest calculated using effective interest method on the fair value of security deposits is debited to the Statement of profit and loss under the head “Finance Costs”.

Note 4: Proposed dividend (including dividend distribution tax)

Under the previous GAAP, dividends on equity shares recommended by the Board of Directors after the end of the reporting period but before the financial statements were approved for issue were recognised in the financial statements as a liability. Under Ind AS, such dividends are recognised when declared by the members in a general meeting.

Note 5: Borrowings

Under the previous GAAP, transaction costs incurred towards origination of borrowings were charged off to the statement of profit and loss as incurred, and being classified under finance costs. As required under Ind AS 109, transaction costs incurred towards origination of borrowings have been deducted from the carrying amount of borrowings on initial recognition. These costs are recognised in the profit and loss over the tenure of the borrowing as interest expense, computed using the effective interest rate method corresponding effect being in Long term borrowings and to the extent attributable to current maturity of long term borrowings.

Note 6: Remeasurements of defined benefit obligation

Under Ind AS, remeasurements i.e. actuarial gain and losses and the return on plan assets, excluding amount included in the net interest expense on the defined benefit liability are recognised in other comprehensive income instead of Statement of profit and loss. Under the previous GAAP, these remeasurements were forming part of the Statement of profit and loss for the year.

Note 7: other comprehensive income

Under Ind AS, all items of income and expense recognised in a period should be included in Statement of profit and loss for the year, unless a standard require or permits otherwise. Items of income and expense that are not recognised in Statement of profit and loss but are shown in the Statements of profit and loss as ‘other comprehensive income’ included remeasurements of defined benefit obligation and net fair value changed in investments in equity instruments through. The concept of other comprehensive income did not exist under previous GAAP.

Note 8: Bank overdrafts

Under Ind AS, bank overdrafts which are repayable on demand and form an integral part of Company’s cash management system are included in cash and cash equivalents for the purpose of presentation of Statement of cash flows. Under previous GAAP, bank overdrafts were considered as part of borrowings and movements in bank overdrafts were shown as part of financing activities.

Note 9: Statement of cash flows

The Ind AS adjustments are either non cash adjustments or are regrouping among the cash flows from operating, investing and financing activities. Consequently, Ind AS adoption has no impact on the net cash flows for the year ended March 31, 2017 as compared with the previous GAAP.

Note 10: Restatement of prior period error

Under the previous GAAP, the Company had included a prior period item in the determination of profit for the year ended March 31, 2017. However, in accordance with the requirements of Ind AS 8 - “Accounting Policies, Changes in Accounting Estimates and Errors” and Ind AS 101 - “First-time Adoption of Indian Accounting Standards”, the same has been corrected by restating the retained earnings as at April 01, 2016.

Note 11: operating lease rental straight-lining

Under the previous GAAP, the Company recognised lease rental income in the statement of profit and loss on a straight-line basis over the lease term. Under Ind AS, lease rentals are required to be recognised on a straight-line basis unless escalation clauses are structured in line with expected general inflation. In such case, lease rentals shall be recorded based on contractual terms. In case of the Company, since the purpose of escalations is to catch-up with inflation, there is no need to straight line the rental income.

Note 12: Brokerage expenses which are directly attributable to negotiating and arranging a lease

Under the previous GAAP, the Company recognised brokerage directly attributable to negotiating and arranging a lease in the statement of profit and loss under “other expenses” in the year in which such expenses are incurred. Under Ind AS, such costs are amortised over the lease period and disclosed under “other current assets” and “other non-current assets”as “prepaid expenses”.

Note 9

a) During the year ended March 31, 2017, Zela Wellness Private Limited (Zela) cancelled the supplementary agreement and decided not to proceed with issue of Non-Cumulative Convertible Preference shares and refunded the Share Application Money of Rs. 175 Lakhs.

During the year ended March 31, 2017, along with other/new investors the Company invested Rs. 175 Lakhs in Zela Wellness Private Limited (Zeal) and acquired 83,634 equity shares of Rs. 10 each, consequently the company’s equity holding in Zela Wellness Private Limited (Zela) is 29.50% as against earlier 49%.

b) The Company has not made any provision for impairment of its exposure in two associates namely Health and Wellness India Private Limited and Zela Wellness Private Limited (Zela) whose aggregate carrying value in standalone financial statements is Rs. 1,032.36 lakhs [comprise of investments in equity instruments of Rs. 700.00 lakhs, share application money of Rs. 309.86 lakhs and other recoverable expenses (ICD) of Rs. 22.50 lakhs] as on 31st March, 2018. In view of the fact that these investments have been made in the recent years, the management is confident that profitability will be achieved by these entities and hence no provision for impairment in respect of these investments is considered necessary.

c) The Company has not made any provision for share application money of Rs. 597 Lakhs given to Noble Explochem Ltd whose networth has been negative. In View of the proposed revival plan by promoter of Noble Expochem Ltd and considering the large asset it holds, the management is confident of recovery of this amount, hence no provision for impairment is necessary.

Note 10

The financial statements were approved for issue by the Board of Directors on May 15, 2018. note 54

Previous GAAP figures have been reclassified/regrouped wherever necessary to conform with the financial statements prepared under Ind AS.


Mar 31, 2016

(1) The Company has invested an aggregate of Rs.188.51 Lakhs in VasKo Glider s.r.o. Czechoslovakia, a joint venture. Out of the above, Rs.1.96 Lakhs (Czech Koruna 1 Lakh) is towards basic capital and Rs.186.55 Lakhs (Czech Koruna 95.24 Lakhs) is towards voluntary additional contribution to capital. VasKo Glider is involved in manufacture of wheelchairs based on Levitation Movement Technology, acquired from the joint venture partner under the technology transfer agreement with effect from March 18, 2005 and the patent of which is registered in Czechoslovakia in the name of the joint venture partner. The joint venture partner has applied for registration of patent in various countries and the same has been registered in USA, India and Australia.

The proportionate share in the assets, liabilities, income and expenditure of the above joint venture is based on accounts prepared as per local laws as amended and issued by the Ministry of Finance of the Czech Republic, governing financial statement for business and translated by the Management as per Indian GAAP, is as follows:-

Note 2 - During the current year, Company has received a notice from the private equity investor/shareholder in Company''s subsidiary, Fermenta Biotech Limited (“Fermenta”). In this notice, investor has notified the Company that it proposes to exercise its “Drag Along Right” with respect to the shares of Fermenta asking DIL either to acquire shares of Fermenta from the investor or drag along DIL to sell the shares of Fermenta held by investor and DIL to a third party, pursuant to the Shareholders'' Agreement dated December 10, 2010 entered into by the Company, Fermenta and investor. The Company has been advised that such claim is not legally tenable and the management has concluded that there is no obligation on the Company with reference to the aforesaid alleged notice from the investor. Accordingly, no impact has been considered in the financial statement.

Note 3 - During the previous year, Company has entered into an agreement with other investors to invest additional amount in the operations of Health & Wellness India Private Limited (H&W) & Zela Wellness Private Limited (Zela) (associate companies) and also agreed to merge the operations of these two associates into one single entity. Pursuant to this agreement the outstanding Loans and advances, of Rs.309.86 Lakhs with H&W & Rs.25 Lakhs with Zela given by the Company has been converted into share application money. Post the completion of merger operations and shareholding alignment, the Company will own 50.94% stake in the combined operations. In addition to the above, during the previous year the Company has invested Rs.100 Lakhs towards additional share subscription money,

During the current year, Company has entered into supplementary agreement with other investors in Zela Wellness Private Limited (Zela) to convert the said additional share subscription money of Rs.150 Lakhs invested in Zela Wellness Private Limited (Zela) into 0.001% Non Cumulative Compulsory Convertible Preference shares. On consolidation/merging of operations of Health & Wellness India Private Limited (H&W) & Zela Wellness Private Limited (Zela) into resultant unified entity, the said preference shares of Zela Wellness Private Limited (Zela) to be converted in to equity shares of resultant unified Company. Post completion of unification of operations and conversion of preference shares into equity shares of the unified entity and on shareholding alignment, the Company will own 53.67% stake in the combined entity.

NOTE 4 - Previous year''s figures have been regrouped/reclassified wherever necessary to conform with current year''s classification.


Mar 31, 2015

NOTE 1. (i) - INTEREST IN JOINT VENTURE: (Refer Note 12)

Company has invested an aggregate of Rs, 188.51 Lakhs in VasKo Glider s.r.o. Czechoslovakia, a joint venture. Out of the above, Rs, 1.96 Lakhs (Czech Koruna 1 Lakh) is towards basic capital and Rs, 186.55 Lakhs (Czech Koruna 95.24 Lakhs) is towards voluntary additional contribution to capital. VasKo Glider is involved in manufacture of wheelchairs based on Levitation Movement Technology, acquired from the joint venture partner under the technology transfer agreement with effect from March 18, 2005 and the patent of which is registered in Czechoslovakia in the name of the joint venture partner. The joint venture partner has applied for registration of patent in various countries and the same has been registered in USA, India and Australia.

NOTE 2. (ii) - During the current year, the Company has reached a commercial settlement of its Certificate of investment in Allegro of Rs, 325 Lakhs and agreed to convert this investment into Inter corporate deposit of Rs, 325 Lakhs @ 12% p.a. retrospectively for a period from November 11, 2011 to March 31 2015. Accordingly, company has accrued interest as at March 31, 2015 amounting to Rs, 132.17 Lakhs for the said period.

A) Primary Segments - Business Segments

The primary reporting of the Company has been performed on the basis of business segment namely: Property - Renting of properties Treasury - Investment in shares, securities and mutual funds

B) Secondary Segments

The Company has revenue / assets in India and accordingly, there is only one reportable geographical segment.

NOTE 3.- RELATED PARTY DISCLOSURES

a. Parties where control exists

Mr. Krishna Datla - Managing Director, Party controlling holding company.

Holding company

DVK Investments Private Ltd

Subsidiaries

1. Aegean Properties Ltd.

2. CC Square Films Limited

3. Fermenta Biotech Ltd.

4. Fermenta Biotech (UK) Ltd. (100% subsidiary of Fermenta Biotech Ltd.)

5. G. I. Biotech Private Ltd. (62.50% subsidiary of Fermenta Biotech Ltd.)

NOTE 4 - RELATED PARTY DISCLOSURES (contd.):

b. Other related party relationships where transactions have taken place during the year

Fellow Subsidiary

V M Café De Art Private Ltd.

I) Key Management Personnel

1. Mr. Krishna Datla - Managing Director

2. Mr. Keshav H Kashid - Chief Financial Officer

3. Mr. Srikant N Sharma - Company Secretary

II) Relative of Key Management Personnel

1. Ms. Rajeshwari Datla

2. Ms. Anupama Datla

c. Joint Venture VasKo Glider s.r.o. *

d. Associates

1. Health and Wellness India Private Ltd

2. Zela Wellness India Private Limited

e. Enterprises owned or significantly influenced by key management personnel or their relatives Magnolia FNB Private Limited

f. Related party relationship is identified by the Company on the basis of available information.

NOTE 5. During the previous year, Company has entered into an agreement with other investors to invest additional amount in the operations of Health & Wellness India Private Limited (H&W) & Zela Wellness India Private Limited (Zela) (associate companies) and also agreed to merge the operations of these two associates into one single entity. Pursuant to this agreement the outstanding Loans and advances, of Rs, 309.86 Lakhs with H&W & Rs,25 Lakhs with Zela given by the Company has been converted into share application money. Post the completion of merger operations and shareholding alignment, the company will own 50.94% stake in the combined operations In addition to the above, during the year the Company has invested Rs, 100 Lakhs towards additional share subscription money which will result in prorata increase in equity stake of Company in the consolidated post merged operation.

NOTE 6. - Previous year's figures have been regrouped wherever necessary to confirm with current year's preparation.


Mar 31, 2014

1. Corporate information

DIL Limited (''the Company'') is a public company domiciled in India and incorporated under the provisions of the Companies Act, 1956. Its shares are listed on Bombay stock exchange. The Company is engaged in the business of renting properties, motion film production and distribution and in treasury operation. Treasury operation mainly includes investment of surplus funds. The Company also has strategic invest- ments in subsidiary / associate companies primarily dealing in manufacturing of bulk drugs and providing services of sporting and health awareness/education activities and in joint venture dealing in manufacturing of wheelchairs based on Levitation Movement Technology.

2. Basis of preparation

The financial statements of the Company have been prepared in accordance with generally accepted accounting principles in India (Indian GAAP). The Company has prepared these financial statements to comply in all material respects with the accounting standards notified under the Companies (Accounting Standards) Rules, 2006, (as amended) and the relevant provisions of the Companies Act, 1956. The financial statements have been prepared on an accrual basis and under the historical cost convention, except in case of assets for which provision of impairment is made.

The accounting policies adopted in the preparation of financial statements are consistent with those of previous year.

a) Reconciliation of the shares outstanding at the beginning and at the end of the reporting period.

There is no movement in the number of issued, subscribed and paid up equity shares at the beginning and at the end of the financial year.

b) Terms/rights attached to equity shares

The Company has only one class of equity shares having a par value of Rs. 10/- per share, Each holder of equity shares is entitled to one vote per share, The Company declares and pays dividends in Indian rupees, The dividend proposed by the Board of Directors is subject to the approval of the shareholders in the ensuing Annual General Meeting,

During the year ended March 31, 2014, the amount of per share dividend recognized as distributions to equity shareholders was Rs. 10/- (March 31, 2013: Rs. 22,50)

In the event of liquidation of the Company, the holders of equity shares will be entitled to receive remaining assets of the Company, after distribution of all preferential amounts, The distribution will be in proportion to the number of equity shares held by the shareholders,

Note:

1 Land includes Rs. 8,06 Lakhs (March 31, 2013 Rs. 8,06 Lakhs) being cost of land held in trust by Directors of the Company

2 Major portion of the building at Thane has been given on lease

3 Plant and equipment includes:

Assets held for disposal - Gross block Rs.26,53 Lakhs (March 31, 2013 -Rs.26,53 Lakhs)

- Net block Rs. Nil (March 31, 2013 - Rs. Nil)

4 Vehicles includes hypothecated to banks - Gross block Rs. 143,20 Lakhs (March 31, 2013 - Rs. 143,20 Lakhs)

- Depreciation charge for the year Rs. 59,04 Lakhs(March 31, 2013: Rs. 17,00 Lakhs)

- Accumulated depreciation Rs. 84,16 Lakhs (March 31, 2013: Rs. 42,04 Lakhs)

- Net block Rs. 84,16 Lakhs (March 31, 2013 - Rs. 101,16 Lakhs)

5 Leasehold improvements includes cost of construction of office premises for which the tenancy rights are with the Companyand given on lease,

ix) a) The discount rate is considered based on market yield on government bonds having currency and terms consistent with the currency and terms of post-employment benefit obligations,

b) Expected rate of return on assets assumed by the Insurance Company is generally based on their investment pattern as stipulated by the Government of India,

c) The estimates of rate escalation in salary considered in the actuarial valuation take in to account inflation, seniority promotion and other relevant factors including supply demand in the employment market,

d) The Company is expected to contribute to the Gratuity fund during 2014-15 Rs. Nil (March 31, 2013 Rs. Nil during 2013-14)

NOTE 3

During the current year, Company has entered into an agreement with other investors to invest additional amount in the operations of Health & Wellness India Private Limited (H&W) & Zela Wellness India Private Limited (Zela) (associate companies) and also agreed to merge the operations of these two associates into one single entity, Pursuant to this agreement the outstanding Loans and advances, of Rs. 309,86 Lakhs with H&W & Rs. 25 Lakhs with Zela given by the Company has been converted into share application money, Post the completion of merger operations and shareholding alignment, the company will own 50,94% stake in the combined operations.

NOTE 4

CONTINGENT LIABILITIES:

March 31, 2014 March 31, 2013 Rs. in Lakhs Rs. in Lakhs

Claims against the company not acknowledged as debts Service tax department raised demand of Rs. 22,50 Lakhs consisting of Service Tax of Rs. 7,50 Lakhs and penalty of Rs. 15,00 Lakhs in connection with services rendered post demerger of the pharmaceutical division,Commissioner of Service Tax Mumbai has upheld the order of JointCommissioner of Service Tax, Company has preferred an appeal to CESTAT pending final disposal. 22.50 15,00

The Deputy Commissioner of sales tax has confirmed theorder of the Asst, Commissioner of sales tax Vapi, Gujarat for year 1992-93 and 1993-94 for demand of interest andpenalty due to shortfall in tax payment on account ofcomputation of purchase tax setoff, Company has preferredan appeal to sales tax tribunal Ahmedabad, Gujarat andobtained stay against the order/demand of the Asstt, Commissioner pending final disposal. 4.63 4,63

27.13 19,63


Mar 31, 2013

1. Corporate information

DIL Limited (''the Company'') is a public company domiciled in India and incorporated under the provisions of the Companies Act, 1956. Its shares are listed on Bombay stock exchange. The Company is engaged in the business of renting properties, motion film production and distribution and in treasury operation. Treasury operation mainly includes investment of surplus funds. The Company also has strategic invest- ments in subsidiary / associate companies primarily dealing in manufacturing of bulk drugs and providing services of sporting and health awareness/education activities and in joint venture dealing in manufacturing of wheelchairs based on Levitation Movement Technology.

2. Basis of preparation

The financial statements of the Company have been prepared in accordance with generally accepted accounting principles in India (Indian GAAP). The Company has prepared these financial statements to comply in all material respects with the accounting standards notified under the Companies (Accounting Standards) Rules, 2006, (as amended) and the relevant provisions of the Companies Act, 1956. The financial statements have been prepared on an accrual basis and under the historical cost convention, except in case of assets for which provision of impairment is made.

The accounting policies adopted in the preparation of financial statements are consistent with those of previous year.

NOTE 3 - EMPLOYEE BENEFITS:

The Company operates employee benefit plan namely i) defined contribution plan, which includes Provident fund and ii) defined benefit plan which includes contribution to gratuity fund (funded) and provision for long term compensated absence.

The following tables summarize the components of net benefit expense recognized in the statement of profit and loss and the funded status and amounts recognized in the balance sheet for the respective plans.

NOTE 4 - INTEREST IN JOINT VENTURE: (Refer Note 12)

Company has invested an aggregate of Rs. 188.51 Lakhs in VasKo Glider s.r.o. Czechoslovakia, a joint venture. Out of the above, Rs.1.96 Lakhs (Czech Koruna 1 Lakh) is towards basic capital and Rs.186.55 Lakhs (Czech Koruna 95.24 Lakhs) is towards voluntary additional contribution to capital. VasKo Glider is involved in manufacture of wheelchairs based on Levitation Movement Technology, acquired from the joint venture partner under the technology transfer agreement with effect from March 18, 2005 and the patent of which is registered in Czechoslovakia in the name of the joint venture partner. The joint venture partner has applied for registration of patent in various countries and the same has been registered in USA, India and Australia.

The proportionate share in the assets, liabilities, income and expenditure of the above joint venture is based on accounts prepared as per local laws as amended and issued by the Ministry of Finance of the Czech Republic, governing financial statement for business and translated by the Management as per Indian GAAP, is as follows:-

NOTE 5 - SEGMENT INFORMATION

A) Primary Segments - Business Segments

The primary reporting of the Company has been performed on the basis of business segment namely: Property - Renting of properties

Treasury - Investment in shares, securities and mutual funds

Entertainment - Production and distribution of motion films, providing services for event management and film production. Segments have been identified and reported based on the nature of the services, the risk and returns, the organisation structure and the internal financial reporting systems.

NOTE 6 - RELATED PARTY DISCLOSURES

a. Parties where control exists

Mr. Krishna Datla - Managing Director, Party controlling holding company.

Holding company

DVK Investments Private Ltd

Subsidiaries

1. Aegean Properties Ltd.

2. CC Square Films Limited

3. Fermenta Biotech Ltd.

4. Fermenta Biotech (UK) Ltd. (100% subsidiary of Fermenta Biotech Ltd.)

5. G. I. Biotech Private Ltd. (62.50% subsidiary of Fermenta Biotech Ltd.) *

b. Other related party relationships where transactions have taken place during the year

Fellow Subsidiary

VM Café de Art Private Ltd.

Key Management Personnel 1. Mr. Krishna Datla - Managing Director

c. Joint Venture VasKo Glider s.r.o. *

d. Associates

1. Evotec (India) Private Ltd. (upto September 30, 2011)

2. Health and Wellness India Private Ltd

3. Zela Wellness India Private Limited (w.e.f. March 14, 2012)

e. Enterprises owned or significantly influenced by key management personnel or their relatives Magnolia FNB Private Limited

f. Related party relationship is identified by the Company on the basis of available information.

NOTE 7 - CONTINGENT LIABILITIES:

March 31, 2013 March 31, 2012 Rs. in Lakhs Rs. in Lakhs

Contingent liabilities not probable and hence not provided by the Company in respect of;

Tax matters

- Service tax - matter under appeal 15.00 15.00

- Sales tax - matter under appeal 4.63 4.63

19.63 19.63

NOTE 8 - Previous year figures have been regrouped wherever neessary


Mar 31, 2012

1. Corporate information

DIL Limited ('the Company') is a public company domiciled in India and incorporated under the provisions of the Companies Act, 1956. Its shares are listed on Bombay stock exchange. The Company is engaged in the business of renting properties, motion film production and distribution and in treasury operation. Treasury operation mainly includes investment of surplus funds. The Company also has strategic investments in subsidiary / associate companies primarily dealing in manufacturing of bulk drugs and contract research services and providing services of sporting and health awareness/education activities and in joint venture dealing in manufacturing of wheelchairs based on Levitation Movement Technology.

2. Basis of preparation

The financial statements of the Company have been prepared in accordance with generally accepted accounting principles in India (Indian GAAP). The Company has prepared these financial statements to comply in all material respects with the accounting standards notified under the Companies (Accounting Standards) Rules, 2006, (as amended) and the relevant provisions of the Companies Act, 1956. The financial statements have been prepared on an accrual basis and under the historical cost convention, except in case of assets for which provision of impairment is made.

The accounting policies adopted in the preparation of financial statements are consistent with those of previous year, except for the change in accounting policy explained below in point 2.1(a).

NOTE 3 - EMPLOYEE BENEFITS:

The Company operates two employee benefit plans namely i) defined contribution plan, which includes Provident fund and Superannuation scheme ii) Defined benefit plan which includes contribution to gratuity fund (funded) and provision for long term compensated absence.

The following table summarizes the components of net benefit expense recognized in the statement of profit and loss and the funded status and amounts recognized in the balance sheet for the respective plans.

NOTE 4 - INTEREST IN JOINT VENTURE:

Company has invested an aggregate of Rs. 188.51 Lakhs in VasKo Glider s.r.o. Czechoslovakia, a joint venture. Out of the above, Rs. 1.96 Lakhs (Czech Koruna 1 Lakh) is towards basic capital and Rs. 186.55 Lakhs (Czech Koruna 95.24 Lakhs) is towards voluntary additional contribution to capital. VasKo Glider is involved in manufacture of wheelchairs based on Levitation Movement Technology, acquired from the joint venture partner under the technology transfer agreement with effect from March 18, 2005 and the patent of which is registered in Czechoslovakia in the name of the joint venture partner. The joint venture partner has applied for registration of patent in various countries and the same has been registered in USA, India and Australia.

NOTE 5 - SEGMENT INFORMATION

Primary Segments - Business Segments

The primary reporting of the Company has been performed on the basis of business segment Property - Renting of properties

Treasury - Investment in shares, securities and mutual funds

Entertainment - Production and distribution of motion films, providing services for event management and film production. Segments have been identified and reported based on the nature of the services, the risk and returns, the organisation structure and the internal financial reporting systems.

NOTE 6 - RELATED PARTY DISCLOSURES

a. Parties where control exists

Mr. Krishna Datla - Managing Director, Party controlling holding company.

Holding company

DVK Investments Private Ltd

Subsidiaries

1. Aegean Properties Ltd.

2. CC Square Films Limited (wef December 27, 2010)

3. Fermenta Biotech Ltd.

4. Fermenta Biotech (UK) Ltd. (100% subsidiary of Fermenta Biotech Ltd.)

5. G. I. Biotech Private Ltd. (62.50% subsidiary of Fermenta Biotech Ltd.) *

b. Other related party relationships where transactions have taken place during the year

Fellow Subsidiary

VM Café de Art Private Ltd.

Key Management Personnel

1. Mr. Krishna Datla - Managing Director

2. Mr. Satish Varma - Executive Director (upto April 30, 2010/Director w.e.f. May 01, 2010)

c. Joint Venture VasKo Glider s.r.o. **

d. Associates

1. Evotec (India) Private Ltd. (upto September 30, 2011)

2. Health and Wellness India Private Ltd (w.e.f. March 15, 2011)

e. Enterprises owned or significantly influenced by key management personnel or their relatives Magnolia FNB Private Limited

f. Related party relationship is identified by the Company on the basis of available information.

NOTE 7 - CONTINGENT LIABILITIES:

March 31, 2012 March 31, 2011 Rs. in Lakhs Rs. in Lakhs

Claims against the Company not acknowledged as debts

Service tax 15.00 15.00

Sales tax 4.63 4.63

Excise duty - 67.21

19.63 86.84

NOTE 8 - PREVIOUS YEAR FIGURES

Till the year ended 31 March 2011, the company was using pre-revised Schedule VI to the Companies Act 1956, for preparation and presentation of its financial statements. During the year ended 31 March 2012, the revised Schedule VI notified under the Companies Act 1956, has become applicable to the company. The company has reclassified previous year figures to conform to this year's classification. Except accounting for dividend on investments in subsidiaries, the adoption of revised Schedule VI does not impact recognition and measurement principles followed for preparation of financial statements. However, it significantly impacts presentation and disclosures made in the financial statements, particularly presentation of balance sheet. The following is a summary of the effects that revised Schedule VI had on presentation of balance sheet of the company for the year ended 31 March 2011:


Mar 31, 2011

1. Background

DIL Limited ('the Company') is in the business of renting properties, motion film production and distribution and in treasury operation. The Company also has strategic investments in subsidiary / associates companies primarily dealing in manufacturing of bulk drugs and contract research services and providing services of sporting and health awareness/ education activities.

2. (a) During the previous year, the Company has executed a Share Purchase and a Shareholder's Agreement (Agreements) on August 31, 2009 with Evotec AG and transferred 2,54,94,000 equity shares of Rs. 2/- each. i.e. 70% of the paid up equity share capital of Evotec (India) Pvt. Ltd. (EIPL) (formerly known as Research Support International Private Limited (RSIPL)) for a consideration of Rs. 1,117.71 Lakhs, as a result of which w.e.f. September 1, 2009 EIPL and it's wholly owned subsidiary Evotec RSIL Limited (ERL) are no longer subsidiaries of the Company. Accordingly, the Company's interest in EIPL/ERL has been accounted as “Interest in Associate Company” in the consolidated financial statements.

During the current year, the Company has received an earn out of Rs. 413.55 Lakhs based on achievement of “ Earn Out Revenue” during the twelve months period ending on 31st August,2010 as per the terms stipulated in the aforesaid agreement.

(b) During the current year, the Company agreed with its subsidiary - Fermenta Biotech Ltd. ('FBL') to convert the 7,00,000 redeemable non convertible preference shares of Rs. 10. each together with share issue premium of Rs. 90. each invested in FBL to Redeemable convertible preference shares and waived the additional premium that was due pursuant to the preference share issue document. Subsequent to this, these preference shares have been converted into 70,00,000 equity shares of Rs. 10 each at face value of FBL.

(c) During the current year, the Company along with its subsidiary Fermenta Biotech Limited (FBL) has executed agreement with Evolence India Life Sciences Fund LLC (EILSF). Accordingly transaction was completed on January 17, 2011, whereby EILSF has acquired 21.05% Equity Capital of FBL through sale of 19,15,036 FBL equity shares by the Company to EILSF and issue of an equal number of fresh equity shares by FBL to EILSF at a price of Rs. 104.44 per equity share of Rs. 10 each.

(d) During the current year, the Company has invested Rs. 225 Lakhs for 15,96,892 equity shares of Rs. 10 each of Health and Wellness India Pvt. Ltd (HWIPL) Bangalore. HWIPL is in the business of providing services on sporting activities, health awareness and health education. With the aforesaid investment, Company holds 30.30% Equity Capital of HWIPL. Accordingly, the Company's interest in HWIPL has been accounted as “ Interest in Associate Company” in the consoli- dated financial statements.

March 31, March 31, 2011 2010 Rs. in Rs. in Lakhs lakhs

3.(b) Contingent liabilities, including 1.12 16.29 amounts not provided for pertaining to excise duty, sales tax and service tax matters in respect of earlier years for which appeals are pending before appropriate authorities. Future cash outflows in respect of this contingent liabilities are determinable only on receipt of judgments pending at various forums / authorities.

(c) Company has invested an aggregate of Rs. 188.51 Lakhs in VasKo Glider s.r.o. Czechoslovakia, a joint venture. Out of the above, Rs. 1.96 Lakhs (Czech Koruna 1 Lakh) is towards basic capital and Rs. 186.55 Lakhs (Czech Koruna 95.24 Lakhs) is towards voluntary additional contribution to capital. VasKo Glider is involved in manufacture of wheelchairs based on Levitation Movement Technology, acquired from the joint venture partner under the Technology transfer agreement with effect from March 18, 2005 and the patent of which is registered in Czechoslovakia in the name of the joint venture partner. The joint venture partner has applied for registration of patent in various countries and the same has been registered in USA, India and Australia.

4. Related party disclosures

a. Parties where control exists

Mr. Krishna Datla - Managing Director, Party controlling holding company.

Holding company

DVK Investments Private Ltd

Subsidiaries

1. Aegean Properties Ltd.

2. CC Square Films Limited (w.e.f. December 27, 2010)

3. Fermenta Biotech Ltd.

4. Fermenta Biotech (UK) Ltd. (100% subsidiary of Fermenta Biotech Ltd.)

5. G. I. Biotech Private Ltd. (62.50% subsidiary of Fermenta Biotech Ltd.) *

6. Evotec (India) Pvt. Ltd. (formerly known as Research Support International Private Limited upto August 31, 2009)

7. Evotec – RSIL Ltd. (subsidiary of Research Support International Private Limited) upto August 31, 2009 merged with Evotec (India) Private Ltd w.e.f. January 1, 2010 #

b. Other related party relationships where transactions have taken place during the year

Fellow Subsidiary

VM Cafe de Art Private Ltd.

Key Management Personnel

1. Mr. Krishna Datla - Managing Director

2. Mr. Satish Varma - Executive Director (upto May 31, 2010)

c. Joint Venture

VasKo Glider s.r.o. **

d. Associates

1. Evotec (India) Pvt. Ltd .(formerly known as Research Support International Private Ltd.) (w.e.f. September 1, 2009)

2. Evotec RSIL Ltd. (subsidiary of Evotec (India) Pvt. Ltd.) (w.e.f. September 1, 2009) merged with Evotec (India) Private Ltd w.e.f. January 1, 2010 #

3. Health and Wellness India Private Ltd (w.e.f. March 15, 2011)

e. Related party relationship is identified by the Company on the basis of available information

8. Employee Benefits

ix) a) The discount rate is considered based on market yield on government bonds having currency and terms consistent with the currency and terms of post-employment benefit obligations.

b) Expected rate of return on assets assumed by the Insurance Company is generally based on their investment pattern as stipulated by the Government of India.

c) The estimates of rate escalation in salary considered in the actuarial valuation take in to account inflation, seniority promotion and other relevant factors including supply demand in the employment market.

d) The Company is expected to contribute to the Gratuity fund during 2011-12 Rs. 1.50 Lakhs (2010- Rs. Nil during 2010-11).

9. Previous year's figures have been regrouped wherever necessary.


Mar 31, 2010

1. Background

DIL Limited (the Company) is in the business of renting properties, motion film production and distribution and in treasury operation. The Company also has strategic investments in subsidiary / associates, Companies primarily dealing in manufacturing of bulk drugs and contract research services.

2. (a) Interest includes interest on income tax amounting to Rs. Nil (2009-Rs.111.44 Lakhs) received in earlier years refunded back to Income Tax Department.

(b) During the current year, the Company has executed a Share Purchase and a Shareholders Agreement (Agreements) on August 31, 2009 with Evotec AG and transferred 2,54,94,000 equity shares of Rs. 2/- each. i.e. 70% of the paid up equity share capital of Research Support International Private Limited (RSIPL) (now known as Evotec (India) Pvt. Ltd.)(EIPL) for a consideration of Rs. 1,117 Lakhs, as a result of which w.e.f. September 1, 2009 EIPL and Evotec RSIL Ltd are no longer subsidiaries of the Company.

In addition, the Company is also entitled to receive an earn out based on achievement of “Earn Out Revenue” during the twelve months period ending on 31st August, 2010 as per the terms stipulated in the aforesaid agreement. Considering the uncertainty of achievement of Milestone based on the present trend in EIPL operations which is dependent on European market, the earn out amount is not ascertainable as on 31st March, 2010 and hence not recognized.

As per the terms of aforesaid agreement EIPL has redeemed the 2,50,000 preference shares of Rs. 10 each together with a premium of Rs. 90 per share subscribed at the time of issue by waiving additional premium as per Preference issue document.

March 31, 2010 March 31, 2009 Rs. in Lakhs Rs. in Lakhs

3.(a) Estimated amount of contracts remaining to be executed on capital account and not provided for (net of advances) 16.29 18.24

(b) Contingent liabilities, including amounts not provided, for tax matters in respect of earlier years for which appeals are pending before appropriate authorities 89.10 15.33

(c) Company has invested an aggregate of Rs. 188.51 Lakhs in VasKo Glider s.r.o. Czechoslovakia, a joint venture. Out of the above, Rs. 1.96 Lakhs (Czech Koruna 1 Lakh) is towards basic capital and Rs. 186.55 Lakhs (Czech Koruna 95.24 Lakhs) is towards voluntary additional contribution to capital. VasKo Glider is involved in manufacture of wheelchairs based on Levitation Movement Technology, acquired from the joint venture partner under the Technology transfer agreement with effect from March 18, 2005 and the patent of which is registered in Czechoslovakia in the name of the joint venture partner. The joint venture partner has applied for registration of patent in various countries and the same has been registered in USA, India and Australia.

Disclaimer: This is 3rd Party content/feed, viewers are requested to use their discretion and conduct proper diligence before investing, GoodReturns does not take any liability on the genuineness and correctness of the information in this article

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