Mar 31, 2018
1. Useful life of property, plant and equipment and intangible assets
The useful life of the assets are determined in accordance with Schedule II of the Companies Act, 2013. In cases, where the useful life is different from that or is not prescribed in Schedule II, it is based on technical advice, taking into account the nature of the asset, the estimated usage of the asset, the operating conditions of the asset, past history of replacement, anticipated technological changes, manufacturers warranties and maintenance.
2. Impairment
An impairment loss is recognised for the amount by which an asset''s or cash-generating unit''s carrying amount exceeds its recoverable amount. To determine the recoverable amount, management estimates expected discounted future cash flows from each asset or cash-generating unit.
3. Deferred tax
Deferred income tax liabilities are recognised for all taxable temporary differences. Deferred income tax asset are recognised to the extent that it is probable that taxable profit will be available against which the deductible temporary differences, and the carry forward of unused tax credits and unused tax losses can be utilised.
4. Fair value
Management uses valuation techniques in measuring the fair value of financial instruments where active market quotes are not available. In applying the valuation techniques, management makes maximum use of market inputs and uses estimates and assumptions that are, as far as possible, consistent with observable data that market participants would use in pricing the instrument. Where applicable data is not observable, management uses its best estimate about the assumptions that market participants would make. These estimates may vary from the actual prices that would be achieved in an arm''s length transaction at the reporting date.
5. Post-retirement benefit plans
The obligation arising from the defined benefit plan is determined on the basis of actuarial assumptions which include discount rate, trends in salary escalation and vested future benefits and life expectancy. The discount rate is determined with reference to market yields at each financial year end on the government bonds.
6. Provisions and contingencies
The recognition and measurement of other provisions are based on the assessment of the probability of an outflow of resources, and on past experience and circumstances known at the reporting date. The actual outflow of resources at a future date may therefore vary from the figure estimated at end of each reporting period.
2B. New standards and interpretations not yet adopted
Appendix B to Ind AS 21, Foreign currency transactions and advance consideration:
On 28 March 2018, Ministry of Corporate Affairs ("MCA") has notified the Companies (Indian Accounting Standards) Amendment Rules, 2018 containing Appendix B to Ind AS 21, Foreign currency transactions and advance consideration which clarifies the date of the transaction for the purpose of determining the exchange rate to use on initial recognition of the related asset, expense or income, when an entity has received or paid advance consideration in a foreign currency. The amendment will come into force from
01 April 2018. The Company is evaluating the effect of this on the financial statements.
Ind AS 115 - Revenue from contract with customers:
On 28 March 2018, the Ministry of Corporate Affairs notified Ind AS 115 Revenue from contracts with customers. The standard replaces Ind AS 11 Construction contracts and Ind AS 18 Revenue. The new standard applies to contracts with customers. The core principle of the new standard is that an entity should recognise revenue to depict transfer of promised goods or services to customers in an amount that reflects the consideration to which the entity expects to be entitled in exchange for those goods or services. Further, the new standard requires enhanced disclosures about the nature, timing and uncertainty of revenues and cash flows arising from the entity''s contracts with customers.
The new standard permits two possible methods of transition:
- Retrospective approach - An entity can choose to apply the new standard to its historical transactions and retrospectively adjust each comparative period.
- Cumulative catch-up approach - An entity can recognise the cumulative effect of applying the new standard at the date of initial application and make no adjustments to its comparative information.
The Company is evaluating the effect of this new standard on revenue trends in the financial statements. The standard is effective for annual periods beginning on or after 01 April 2018.
Note:
Conversion of warrants Previous Year:
Conversion of 5,500,000 warrants issued during FY 2016-17 on preferential basis at a conversion price of ''95 per equity share of the Company as approved in the Extra Ordinary General Meeting dated 31 March 2015.
(ii) Terms/rights attached to equity shares
The Company has only one class of equity shares having a par value of ''2 per share. Each holder of equity shares is entitled to one vote per share. Each equity shareholder is entitled to dividend in the Company.
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, if any. The distribution will be in proportion to the number of equity shares held by the shareholders.
(iv) 1,445,200 shares of ''2 each (As at 31 March 2017 1,790,000 shares) are reserved towards outstanding employee stock options granted / available for grant.
(v) Aggregate number of shares allotted as fully paid pursuant to contract without payment of cash for a period of 5 years immediately preceding the balance sheet date:
38 Discontinued operations
38.1 Pursuant to the Scheme of Arrangement (the ''Scheme''), duly sanctioned by the National Company Law Tribunal (NCLT), Mumbai, vide Order dated 09 March 2018 (''Order''), with effect from the Appointment Date i.e. 01 October 2017, the Human API business of the Company was transferred to Solara Active Pharma Sciences Limited (''Solara'').
In line with the accounting prescribed in the Scheme, the net assets of the Human API business transferred amounting to ''1,794.63 have been debited to the securities premium account. The excess of fair value of the Human API business over the net assets transferred amounting to ''3,915.37 has been debited to retained earnings with a corresponding credit to the statement of profit and loss as ''Gain on demerger of Human API business''. The Human API business for previous year has been presented as discontinued operations in financial statements.
Pursuant to the above, SeQuent Penems Private Limited has ceased to be the subsidiary of the Company.
38.2 Analysis of profit for the year from discontinued operations
The financial performance and cash flow information of the Human API business included in the statement of profit and loss is as below. The figure for the Human API business included under the current year figure are for the period of 6 months ended 30 September 2017 and are therefore not comparable with the prior year figures (ie year ended 31 March 2017). contribution of ''0.46 (as at 31 March 2017 - ''5.80 ) is outstanding which is paid subsequent to the end of respective reporting periods.
(ii) Defined benefit plan:
The Company has a defined Gratuity benefit plan. The following table summarises the components of net employee benefit expenses recognised in the statement of profit and loss and the funded status and amounts recognised in the balance sheet for the plan.
(vi) No deferred tax adjustments were required in respect of amounts recognised in other comprehensive income in view of the nature of items included therein and the availability of unabsorbed tax losses(including tax depreciation).
(vii) No deferred tax adjustments were considered necessary to be recognised in respect of timing differences associated with investments in subsidiaries.
41 Employee benefit plans
(i) Defined contribution plans:
The Company makes Provident Fund and Employee State Insurance Scheme contributions which are defined contribution plans, for qualifying employees. Under the schemes, the Company is required to contribute a specified percentage of the payroll costs to fund the benefits. The Company recognised ''5.45 (year ended 31 March 2017 - ''7.64 ) for Provident Fund contributions and ''0.33 (year ended 31 March 2017 - ''0.17 ) for Employee State Insurance Scheme contributions in the statement of profit and loss. The contributions payable to these plans by the Company are at rates specified in the rules of the schemes. As at 31 March 2018,
The current service cost is included in the ''Employee benefit expenses'' and the net interest cost is included in the ''Finance costs'' line item in the statement of profit and loss.
Dues to micro, small and medium enterprises have been determined to the extent such parties have been identified on the basis of information collected by the Management based on enquiries made by the Management with the creditors which have been relied upon by the auditors.
44 Segment reporting
I. Primary segment (Business segment):
The Company is mainly engaged in the business of pharmaceuticals. Considering the nature of business and financial reporting of the Company, the Company has only one business segment viz; pharmaceuticals as primary reportable segment.
II. Secondary segment (Geographical segment):
The Company operates in three principal geographic locations.
(i) Europe
(ii) Asia
(iii) Rest of the world
45 Related party transactions
45.1 List of related parties
(i) Subsidiaries
Wholly-owned subsidiaries:
Alivira Animal Health Limited, India SeQuent Research Limited Elysian Life Sciences Private Limited SeQuent Antibiotics Private Limited SeQuent Pharmaceuticals Private Limited
SeQuent Global Holdings Limited (Refer note 4)
SeQuent Scientific Pte Limited (Refer note 5)
Other subsidiaries:
Naari Pharma Private Limited (upto 26 July 2017)
SeQuent Penems Private Limited (upto 30 September 2017) (Refer note 2)
Step down subsidiaries:
Alivira Animal Health Limited, Ireland Alivira Animal Health Australia Pty Limited Provet Veteriner Urunleri San. ve Tic. A.§.
Topkim ilag Premiks San. ve Tic. A.§
Fendigo SA Fendigo BV N-Vet AB
Alivira Saude Animal Brasil Participacoes LTDA Interchange Veterinaria Industria E Comercio S.A. Brasil Vila Vina Participacions S.L.
Laboratorios Karizoo, S.A.
Laboratorios Karizoo, S.A. DE CV. (Mexico)
Comercial Vila Veterinaria De Lleida S.L.
Phytotherapic Solutions S.L Alivira UA Limited Alivira France (Refer note 3)
(ii) Key management personnel
Mr. Manish Gupta, Chief Executive Officer & Managing Director Dr.GautamKumarDas,JointManagingDirector(Upto07January2017) Mr. Sharat Narasapur,Joint Managing Director(From 08 January2017) Mr. Tushar Mistry, Chief Financial Officer (From 11 February 2017) Mr. P R Kannan, Chief Financial Officer (Upto 10 February 2017)
Mr. Krupesh Mehta, Company Secretary (From 11 February 2017)
Mr. Preetham Hebbar, Company Secretary (Upto 10 February 2017)
Mr. K E C Rajakumar, Non-Executive Director
Dr. S Devendra, Non-Executive Director
Dr. Gopakumar G. Nair, Chairman & Independent Director
Dr Kausalya Santhanam, Independent Director
Mr. Narendra Mairpady, Independent Director
(iii) Enterprises owned or significantly influenced by individuals who have control / significant influence over the Company
Strides Shasun Limited Atma Projects
Agnus Holdings Private Limited Chayadeep Properties Private Limited Pronomz Ventures LLP
Naari Pharma Private Limited (From 27 July 2017)
Solara Active Pharma Sciences Limited (From 01 October 2017)
Notes:
1 Related parties are as identified by the Company and relied upon by the Auditors.
2 Pursuant to the scheme of demerger, SeQuent Penems Private Limited has ceased to be the subsidiary of the Company (Refer note 38).
3 Alivira France was incorporated on 02 February 2018.
4 SeQuent Global Holdings Limited (''SGHL''), was wound up vide order dated 06 April 2017.
5 SeQuent Scientific Pte Limited was wound up on 8 January 2018. The above mentioned provides the information about the Company''s structure including the details of the subsidiaries and the holding company. The following table provides the total amount of transactions that have been entered into with related parties for the relevant financial year:
46 Operating leases i) Leases as lessee
a) The Company''s significant leasing arrangements are in respect of factory building, land and guest houses. The Company has entered in to cancellable lease arrangement with 1 month notice period for its guest houses.
There is no non-cancellable operating lease commitments as at 31 March 2018 and 31 March 2017.
47 Share-based payment arrangements
A. Description of share-based payment arrangements i. Share option programmes (equity-settled)
The Company implemented "SeQuent Scientific Employees Stock Option Plan 2010" (SeQuent ESOP 2010), in the year 2008, as approved by the Shareholders of the Company and the Remuneration / Compensation / Nomination and Remuneration Committee of the Board of Directors.
B. Measurement of fair values
Fair value of share options granted in the year
The weighted average fair value of the share options granted during the financial year is ''74.17 (during the year ended 31 March 2017: ''103.26). Options were priced using a black scholes model. The fair value of the employee share options has been measured using the Black-Scholes formula. Service and non-market performance conditions attached to the arrangements were not taken into account in measuring fair value.
There have been no transfers among Level 1, Level 2 and Level 3 during the year.
Note:
(i) Refer note 2 (xiv) under significant accounting policies for recognition and measurement of financial assets.
(ii) The fair value of the investments in equity is based on the quoted price. The fair value of investments in mutual fund is based on market observable inputs. Derivative financial instruments are valued based on quoted prices for similar assets and liabilities in active markets or inputs that are directly or indirectly observable in the market place.
50.2 Financial risk management objectives and policies
The Company''s principal financial liabilities comprise loans and borrowings, trade payables and other payables. The main purpose of these financial liabilities is to finance the Company''s operations. The Company''s principal financial assets include investments, loans, trade and other receivables, cash and short-term deposits that derive directly from its operations.
The Company is exposed to the following risks from its use of financial instruments:
- Credit risk
- Liquidity risk
- Market risk
This note presents information about the Company''s exposure to each of the above risks, the Company''s objectives, policies and processes for measuring and managing risk, and the Company''s management of capital. Further quantitative disclosures are included throughout these financial statements.
Risk management framework
The Company''s activities makes it susceptible to various risks. The Company has taken adequate measures to address such concerns by developing adequate systems and practices. The Company''s overall risk management program focuses on the unpredictability of markets and seeks to manage the impact of these risks on the Company''s financial performance.
The Board of Directors has overall responsibility for the establishment and oversight of the Company''s risk management framework.
The Company''s risk management policies are established to identify and analyse the risks faced by the Company, to set appropriate risk limits and controls, and to monitor risks and adherence to limits. Risk management policies and systems are reviewed regularly to reflect changes in market conditions and the Company''s activities. The Company, through its training and management standards and procedures, aims to develop a disciplined and constructive control environment in which all employees understand their roles and obligations.
The Company has established Audit Committee and its constitution, quorum and scope is in line with the Companies Act, 2013, provisions of Listing Agreement as entered with the Stock Exchange/Regulations. The Audit Committee comprises of three non-executive independent directors nominated by the Board of Directors.
The Audit Committee oversees how management ensures compliance of Internal Control Systems, compliance with the Company''s risk management policies and procedures, and reviews the adequacy of the risk management framework in relation to the risks faced by the Company.
The Audit Committee is assisted in its oversight role by Internal Audit. Internal Audit undertakes both regular and adhoc reviews of risk management controls and procedures, the results of which are reported to the Audit Committee.
The Audit Committee also reviews the adequacy of internal audit function, including the structure of the internal audit department, staffing and seniority of the official heading the department, reporting structure coverage and frequency of internal audit. In order to ensure that all checks and balances are in place and all internal control systems are in order, regular and exhaustive internal audits are conducted by experienced firms of Chartered Accountants.
50.3 Credit risk
Credit risk is the risk of financial loss to the Company if a customer or counterparty to a financial instrument fails to meet its contractual obligations resulting in a financial loss to the Company. Credit risk arises principally from the Company''s trade receivables. Credit risk arises from cash held with banks and financial institutions, as well as credit exposure to clients, including outstanding accounts receivable. The maximum exposure to credit risk is equal to the carrying value of the financial assets. The objective of managing counterparty credit risk is to prevent losses in financial assets. The Company assesses the credit quality of the counterparties, taking into account their financial position, past experience and other factors.
The credit risk on liquid funds and derivative financial instruments is limited because the counterparties are banks with high credit-ratings assigned by credit-rating agencies.
The Company''s trade and other receivables are actively monitored to review credit worthiness of the customers to whom credit terms are granted and also avoid significant concentrations of credit risks.
The Company continuously monitors defaults of customers and other counterparties, identified either individually or by the Group, and incorporates this information into its credit risk controls.
The Company limits its exposure to credit risk by generally investing in liquid securities and only with counter parties that have a good credit rating. The Company does not expect any losses from non- performance by these counter parties, and does not have any significant concentration of exposures to specific industry sectors.
Trade receivables consist of a large number of customers spread across diverse industries and geographical areas. On-going credit evaluation is performed on the financial condition of accounts receivable and where appropriate, credit guarantee insurance cover is purchased.
Information about major Customer
Revenue from single external customer is approximately Rs,513.19 (31 March 2017 Rs,1,210.77) representing 50% of Company''s total revenue from continuing business for the year ended 31 March 2018. Apart from the aforesaid single customer, the Company does not have a significant credit risk exposure to any other single counterparty.
In addition, the Company is exposed to credit risk in relation to financial guarantees given to banks provided by the company. The Company''s maximum exposure in this respect is the maximum amount the Company may have to pay if the guarantee is called on. As at 31 March 2018, an amount of Rs,1,666.62 (as at 31 March 2017 Rs,2,691.61) is outstanding as financial guarantee. These financial guarantees have been issued to banks under the loan agreements entered into with the subsidiaries.
50.4 Liquidity risk
Liquidity risk is the risk that the Company will encounter difficulty in meeting the obligations associated with its financial liabilities that are settled by delivering cash or another financial asset. The Company''s approach to managing liquidity is to ensure, as far as possible, that it will always have sufficient liquidity to meet its liabilities when due, under both normal and stressed conditions, without incurring unacceptable losses or risking damage to the Company''s reputation.
The Company has an appropriate liquidity risk management framework for the management of short, medium and long-term funding and liquidity management requirements. The Company manages liquidity risk by maintaining adequate cash reserves, banking facilities and reserve borrowing facilities by continuously monitoring forecast and actual cash flows and matching the maturity profiles of financial assets and liabilities.
The Company''s treasury department is responsible for managing the short-term and long term liquidity requirements of the Company. Short term liquidity situation is reviewed daily by treasury. Long-term liquidity position is reviewed on a regular basis by the Board of Directors and appropriate decisions are taken according to the situation.
Typically the Company ensures that it has sufficient cash on demand to meet expected operational expenses for a period of 60 days, including the servicing of financial obligations; this excludes the potential impact of extreme circumstances that cannot reasonably be predicted, such as natural disasters.
The table below provides details regarding the contractual maturities of significant financial liabilities as at 31 March 2018 and 31 March 2017:
50.5 Market risk
Market risk is the risk that changes in market prices, such as foreign exchange rates, interest rates and equity prices will affect the Company''s income or the value of its holdings of financial instruments. The objective of market risk management is to manage and control market risk exposures within acceptable parameters, while optimising the return.
The Company is exposed to interest rate risk arising mainly from debt. The Company is exposed to interest rate risk because the fair value of fixed rate borrowings and the cash flows associated with floating rate borrowings will fluctuate with changes in interest rates.
The Company is also exposed to foreign currency risk on certain transactions that are denominated in a currency other than the Company''s functional currency; hence exposures to exchange rate fluctuations arise. The risk is that the functional currency value of cash flows will vary as a result of movements in exchange rates. The Company holds derivative financial instruments such as foreign exchange forward contracts to mitigate the risk of changes in exchange rate foreign currency exposure.
c) Foreign currency sensitivity analysis
b) Derivatives instruments
Derivative transactions are undertaken to act as economic hedges for the Company''s exposures to various risks in foreign exchange markets and may / may not qualify or be designated as hedging instruments.
Outstanding forward exchange contracts entered into by the Company as on 31 March 2018 and 31 March 2017:
Cash flow sensitivity analysis for variable-rate instruments
A change of 100 basis points in interest rates at the reporting date would have increased / (decreased) equity and profit and loss by the amounts shown below. This analysis assumes that all other variables, in particular foreign currency rates, remain constant. The analysis is performed on the same basis for 2017.The Company is mainly exposed to currency fluctuation of USD and Euro. The following table details the Company''s sensitivity to a 10% increase and decrease in the INR against the relevant foreign currencies. The sensitivity analysis includes only outstanding foreign currency denominated monetary items and adjusts their translation at the period end for 10% change in foreign currency rates. A positive numbers below indicates an increase in profit or equity where the INR strengthens 10% against the relevant currency. For a 10% weakening of the INR against the relevant currency, there would be a comparable impact on the profit or equity, and the balance below would be negative.
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.
51 Capital management
The Company manages its capital to ensure that Company will be able to continue as going concern while maximising the return to stakeholders through the optimisation of the debt and equity balance.
The capital structure of the Company consists of net debt (borrowings as detailed in notes 23, 25 & 27 and 15 & 16 offset by cash and bank balances) and total equity (as detailed in notes 21& 22) of the Company.
(i) Debt is defined as long-term (including current maturity excluding financial guarantee contracts) and short-term borrowings.
(ii) Other bank balance exclude the bank balance towards unpaid dividend.
(iii) Gearing ratio: Net debt/ Equity. Since net debt is negative at 31 March 2018, gearing ratio is disclosed as Nil.
52 Corporate Social Responsibility Expenses (CSR)
As per Section 135 (1) of the Companies Act, 2013 read with guidelines issued by Department of Public Enterprises, the Company is required to spend, in every financial year, at least two per cent of the average net profits of the Company made during the three immediately preceding financial years in accordance with its CSR Policy.
Details of CSR spent during the financial year:
The Company is in the process of identifying the right charitable institutes to be associated with which has vis-a-vis same purpose as that of Company CSR Policy and therefore, in the current financial year there was a short spent of ''0.60 towards the CSR activities.
53 The financial statements were approved for issue by the board of directors on 24 May 2018.
Mar 31, 2017
Note:
During the year, the company discounted trade receivables with an aggregate carrying amount of Rs, 76.94 million to a bank for cash proceeds of same value. If the trade receivables are not paid at maturity, the bank has the right to request the Company to pay the unsettled balance. As the Company has not transferred the significant risks and rewards relating to the trade receivables, it continues to recognize the full carrying amount of the receivables and has recognized the cash received on the transfer as a financial liability.
(ii) Please refer note 45 for details of Specified Bank Notes (SBN) held and transacted during
the period 08 November 2016 to 30 December 2016.
(iii) During the previous year, the Company entered into the following non cash investing and financing activity which are not reflected in the statement of cash flows:
-issued on a preferential basis to the promoter group entities and non- promoter group
entities 757,734 and 2,827,679 equity shares of Rs, 2 each respectively at a price of Rs, 669.1C per share towards additional investments made in Alivira Animal Health Limited.
Note:
(i) Balances in margin money deposits are held as security against borrowings, guarantees and other commitments.
Note: Pursuant to the approval of Board of Directors of the Company and shareholders received vide postal ballot dated 24 March 2017 for the divestment of woman healthcare business, the Company has entered into a definitive agreement for sale of subsidiary (Naari Pharma Private Limited) with Tenshi Life Science Private Limited and accordingly as on 31 March 2017 the investment in the subsidiary has been classified as held for sale, pending completion of certain conditions precedent and other customary closing conditions. In respect of the assets held for sale as at 31 March 2016, the Company intended not to dispose the same and hence the said assets are reclassified to respective assets group.
a Conversion of warrants Current Year
C onversion of 5,500,000 warrants issued during 2016-17 on preferential basis at a conversion price of Rs, 95 per equity share of the Company as approved in the Extra Ordinary General Meeting dated 31 March 2015.
(vii) Aggregate number of shares allotted as fully paid pursuant to contract without payment of cash for a period of 5 years immediately preceding the balance sheet date:
Previous Year
1 C onversion of 2,000,000 warrants issued during 2014-15 on preferential basis at a conversion price of Rs, 222.15 per equity share of the Company as approved in the Extra Ordinary General Meeting dated 21 May 2014.
2 T ,000,000 warrants on preferential basis at a conversion price of Rs, 236 per equity share of the Company as approved in the Extra Ordinary General Meeting dated 01 July 2014.
3 T ,100,000 warrants at a conversion price of Rs, 475 per equity share of the Company as approved in the Extra Ordinary General Meeting dated 31 March 2015.
b The Company on 26 May 2015 issued 7,476,635 equity shares of Rs, 10 each at a price of Rs, 535 per equity share to Qualified Institutional Buyers.
c During the previous year, the Company issued on a preferential basis to Promoter group entities and Non- Promoter group entities 757,734 and 2,827,679 equity shares of Rs, 10 each respectively at a price of Rs, 669.10 per equity share for consideration other than cash.
(ii) Terms/rights attached to equity shares
The Company has only one class of equity shares having a par value of Rs,2 per share (refer note (iv) below). Each holder of equity shares is entitled to one vote per share. Each equity shareholder is entitled to dividend in the Company.
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, if any. The distribution will be in proportion to the number of equity shares held by the shareholders.
(iv) During 2015-16, based on the shareholder''s approval one equity share of Rs, 10 each is sub-divided into 5 equity share of Rs, 2 each with effect from 26 February 2016.
(v) T ,790,000 shares of Rs, 2 each (As at 31 March 2016 2,320,000 shares of Rs, 2 each) (As at
01 April 2015 582,500 shares of Rs, 10 each) are reserved towards outstanding employee stock options granted / available for grant.
(vi) As at 31 March 2017, Nil warrants of Rs, 2 each (As at 31 March 2016: 5,500,000 of Rs, 2 each) (As at 01 April 2015: 5,000,000 of Rs, 10 each) are outstanding to be converted into equivalent number of shares.
The interest on above term loans from other parties are linked to the respective lender''s base rates which are floating in nature.
(ii) Details of long-term borrowings guaranteed by some of the promoters or others
(iii) The Company has not defaulted in repayment of loans and interest.
Notes:
(i) Working capital loan from banks are secured by a first pari-passu charge on current assets of the Company and a second pari-passu charge on fixed assets of the Company as a collateral.
(ii) The Company has not defaulted in repayment of loans and interest.
(iii) Short-term borrowings of Rs, Nil (31 March 2016 Rs, Nil; 01 April 2015 Rs, 468.04 million) are guaranteed by some of the Promoters of the Company in their personal capacities.
(iv) Unsecured short-term borrowings of Rs, Nil (31 March 2016 Rs, Nil; 01 April 2015 Rs, 999.55 million) are secured against securities provided by entities owned by Promoters.
(i) Trade payables are non-interest bearing and are normally settled in 90 - 120 days.
(ii) For explanations on the Company''s credit risk management processes, refer note 46.3.
* The details of interest rates, repayment and other terms are disclosed under note 21.
(i) Current maturities of long-term debt (Refer notes (i) and (ii) in note 21 - Non-current borrowings for details of security and guarantee):
*All dividends from equity investments designated as at fair value through other comprehensive income recognized for both the years relate to investments held at the end of each reporting period.
**Fair value gain on financial instruments at fair value through profit or loss relates to mutual funds which has been fair valued at the year end.
1. EMPLOYEE BENEFIT PLANS
(i) Defined contribution plans:
The Company makes Provident Fund and Employee State Insurance Scheme contributions which are defined contribution plans, for qualifying employees. Under the Schemes, the Company is required to contribute a specified percentage of the payroll costs to fund the benefits. The Company recognized Rs, 19.80 million (year ended 31 March 2016 - Rs, 17.78 million) for Provident Fund contributions and Rs, 2.07 million (year ended 31 March 2016 - Rs, 1.25 million) for Employee State Insurance Scheme contributions in the statement of profit and loss. The contributions payable to these plans by the Company are at rates specified in the rules of the schemes. As at 31 March 2017, contribution of Rs, 3.10 million (year end 31 March 2016 - Rs, 2.75 million) is outstanding which is paid subSequent to the end of respective reporting periods.
(ii) Defined benefit plan:
The Company has a defined Gratuity benefit plan. The following table summarizes the components of net employee benefit expenses recognized in the statement of profit and loss and the funded status and amounts recognized in the balance sheet for the plan.
The current service cost and the net interest expense for the year are included in the âEmployee benefits expense'' line item in the statement of profit and loss.
The remeasurement of the net defined benefit liability is included in other comprehensive income.
The amount included in the balance sheet arising from the entity''s obligation in respect of its defined benefit plans is as follows:
Actual return on plan assets is Rs, 0.21 million (31 March 2016 Rs, 0.39 million).
Actuarial assumptions
The principal assumptions used for the purpose of actuarial valuations are shown in the table below. The assumptions as at the balance sheet date are used to determine the present value of defined benefit obligation at that date.
* Outflow, if any, arising out of the said claim including interest, if any, would depend on the outcome of the decision of the Appellate Authority and the Company''s right for future appeal before the judiciary.
Dues to Micro and Small Enterprises have been determined to the extent such partie have been identified on the basis of information collected by the Management based o enquiries made by the Management with the creditors which have been relied upon by th auditors.
. RELATED PARTY TRANSACTIONS
3. List of related parties
i) Subsidiaries
Wholly-owned subsidiaries:
Alivira Animal Health Limited, India (Refer note 8 below)
Elysian Life Sciences Private Limited Sequent Antibiotics Private Limited Sequent Global Holdings Limited
Sequent Pharmaceuticals Private Limited (Formerly known as Sequent Oncolytics Private Limited)
Sequent Research Limited Sequent Scientific Pte Limited
Other subsidiaries:
Naari Pharma Private Limited (Formerly known as Indo Phyto Chemicals Private Limited)
Sequent Penems Private Limited
Step down subsidiaries:
Alivira Animal Health Limited, Ireland Alivira Animal Health Australia Pty Limited Sequent European Holdings Limited Provet Veteriner Urunleri San. ve Tic. A.s.
Fendigo SA Fendigo BV N-Vet AB
Topkim Ilac Premiks San. ve Tic. A.S
Alivira Saude Animal Brasil Participacoes LTDA (Refer note 3 below) Interchange Veterinaria Industria E Comercio S.A. Brasil,Brazil (Refer note 4 below)
Vila Vina Participacions S.L. (Refer note 5 below)
Laboratory Karizoo, S.A. (Refer note 5 below)
Laboratory Karizoo, S.A. DE C.V. (Mexico) (Refer note 5 below)
Comercial Vila Veterinaria De Lleida S.L. (Refer note 5 below)
Phytotherapic Solutions S.L (Refer note 5 below)
Alivira UA Limited, Ireland (Refer note 6 below)
(ii) Key Management Personnel
Mr. Manish Gupta, Chief Executive Officer & Managing Director Dr. Gautam Kumar Das, Joint Managing Director (Upto 07 January 2017)
Mr. Sharat Narasapur, Joint Managing Director (From 08 January 2017)
Mr. P R Kannan, Chief Financial Officer (Upto 10 February 2017)
Mr. Tushar Mistry, Chief Financial Officer (From 11 February 2017)
Mr. Preetham Hebbar, Company Secretary (Upto 10 February 2017)
Mr. Krupesh Mehta, Company Secretary (From 11 February 2017)
Mr. K E C Rajakumar (Non-Executive Director)
Dr. S Devendra (Non-Executive Director)
Dr. Gopakumar G. Nair (Chairman & Independent Director)
Dr Kausalya Santhanam (Independent Director)
Mr. Narendra Mairpady (Independent Director)
(iii) Enterprises owned or significantly influenced by individuals who have control / significant influence over the Company
Strides Shasun Limited (Formerly known as Strides Arcolab Limited)
Atma Projects
Agnus Holdings Private Limited Latitude Projects Private Limited Chayadeep Properties Private Limited Deesha Properties Agnus Capital LLP Chayadeep Ventures LLP Pronomz Ventures LLP
Notes:
1 Related parties are as identified by the Company and relied upon by the Auditors.
2 Sequent Global Holding Limited has filed for voluntary liquidation on 04 November 2016.
3 During 2016-17, Alivira Saude Animal Brasil Participacoes LTDA was incorporated on 10 June 2016.
4 During 2016-17, Alivira Saude Animal Brasil Participacoes LTDA acquired 70% stake in Interchange Veterinaria Industria E Comercio S.A. Brasil,Brazil.
5 During 2016-17, the Company''s step down subsidiary, Alivira Animal Health Limited, Ireland acquired 60% stake in Vila Vina Participacions S.L., Spain along with its four subsidiaries - Laboratorios Karizoo, S.A.,Spain, Comercial Vila Veterinaria De Lleida
S.L.,Spain, Phytotherapic Solutions S.L,Spain and Laboratorios Karizoo, S.A. De C.V.,Mexico.
6 Alivira UA Limited, Ireland was incorporated on 30 September 2016.
7 During the year Sequent European Holdings Limited was wound up on 30 November 2016.
8 The shareholding of Alivira Animal Health Limited as at 31 March 2016 is 100% as compared to 91.92% at 01 April 2015.
The above mentioned provides the information about the Company''s structure including the details of the subsidiaries and the holding company. The following table provides the total amount of transactions that have been entered into with related parties for the relevant financial year:
4. OPERATING LEASES Leases as lessee Leasing arrangements
a) The Company''s significant leasing arrangements are in respect of factory building, land and guest houses. The Company has entered in to cancellable lease arrangement with 1 month notice period for its guest houses.
42 SHARE-BASED PAYMENT ARRANGEMENTS
A. Description of share-based payment arrangements i . Share option programmes (equity-settled)
The Company implemented "Sequent Scientific Employees Stock Option Plan 2010â (Sequent ESOP 2010), in the year 2008, as approved by the Shareholders of the Company and the Remuneration / Compensation / Nomination and Remuneration Committee of the Board of Directors.
E. Share options excercised at the end of the year
T he share option outstanding at the end of the year had a weighted average exercise price of '' 29.87 (as at 31 March 2016: '' 24.08) and weighted average remaining contractual life of 2.57 years (as at 31 March 2016: 3.21 years).
F. Split of Shares
During 2015-16, based on the shareholder''s approval one equity share of Rs, 10 each is sub-divided into 5 equity share of Rs, 2 each with effect from 26 February 2016.
B. Measurement of fair values
Fair value of share options granted in the year
T he weighted average fair value of the share options granted during the financial year is Rs, 103.26 (during the year ended 31 March 2016: Rs, 179.29). Options were priced using a black scholes model. The fair value of the employee share options has been measured using the black scholes formula. Service and non-market performance conditions attached to the arrangements were not taken into account in measuring fair value.
T he requirement that the employee has to save in order to purchase shares under the share purchase plan has been incorporated into the fair value at grant date by applying a discount to the valuation obtained. The discount has been determined by estimating the probability that the employee will stop saving based on historical behaviour.
The above include costs associated with the development services undertaken for customers.
5. INTANGIBLE ASSETS/INTANGIBLE ASSETS UNDER DEVELOPMENT:
During the year, the following development expenditure have been transferred to intangible assets / intangible assets under development from the statement of profit and loss: *For the purpose of this clause, the term âSpecified Bank Notes'' shall have the same meaning provided in the notification of the Government of India, in the Ministry of Finance, Department of Economic Affairs number S.O3407 (E ), dated 08 November 2016.
6.1 Fair value hierarchy
Level 1 - Quoted prices (unadjusted) in active markets for identical assets or liabilities.
Level 2 - Inputs other than quoted prices included within Level 1 that are observable for the asset or liability, either directly (i.e. as prices) or indirectly (i.e. derived from prices).
Level 3 - Inputs for the assets or liabilities that are not based on observable market data (unobservable inputs).
The following table presents the fair value measurement hierarchy of financial assets and liabilities measured at fair value on recurring basis as at 31 March 2017, 31 March 2016 and 01 April 2015.
Notes:
(i) Refer note 2 (xiv) under significant accounting policies for recognition and measurement of financial assets.
(ii) The fair value of the investments in equity is based on the quoted price. The fair value of investments in mutual fund is based on market observable inputs. Derivative financial instruments are valued based on quoted prices for similar assets and liabilities in active markets or inputs that are directly or indirectly observable in the market place.
7. Financial Risk Management Objective And Policies
T he Company''s principal financial liabilities comprise loans and borrowings, trade payables and other payables. The main purpose of these financial liabilities is to finance the Company''s operations. The Company''s principal financial assets include investments, loans, trade and other receivables, and cash and short-term deposits that derive directly from its operations.
The Company is exposed to the following risks from its use of financial instruments:
- Credit risk
- Liquidity risk
- Market risk
This note presents information about the Company''s exposure to each of the above risks, the Company''s objectives, policies and processes for measuring and managing risk, and the Company''s management of capital. Further quantitative disclosures are included throughout these financial statements.
Risk management framework
The Company''s activities makes it susceptible to various risks. The Company has taken adequate measures to address such concerns by developing adequate systems and practices. The Company''s overall risk management program focuses on the unpredictability of markets and seeks to manage the impact of these risks on the Company''s financial performance.
T he Board of Directors has overall responsibility for the establishment and oversight of the Company''s risk management framework.
T he Company''s risk management policies are established to identify and analyse the risks faced by the Company, to set appropriate risk limits and controls, and to monitor risks and adherence to limits. Risk management policies and systems are reviewed regularly to reflect changes in market conditions and the Company''s activities. The Company, through its training and management standards and procedures, aims to develop a disciplined and constructive control environment in which all employees understand their roles and obligations.
The Company has established Audit Committee and its constitution, quorum and scope is in line with the Companies Act, 2013, provisions of Listing Agreement as entered with the Stock Exchange/Regulations. The audit committee comprises of three non-executive independent directors nominated by the Board of Directors.
The Audit committee oversees how management ensures compliance of Internal Control Systems, compliance with the Company''s risk management policies and procedures, and reviews the adequacy of the risk management framework in relation to the risks faced by the Company.
The Audit Committee is assisted in its oversight role by Internal Audit. Internal Audit undertakes both regular and adhoc reviews of risk management controls and procedures, the results of which are reported to the Audit Committee.
The Audit committee also reviews the adequacy of internal audit function, including the structure of the internal audit department, staffing and seniority of the official heading the department, reporting structure coverage and frequency of internal audit. In order to ensure that all checks and balances are in place and all internal control systems are in order, regular and exhaustive internal audits are conducted by experienced firms of Chartered Accountants.
8. Credit risk
Credit risk is the risk of financial loss to the Company if a customer or counterparty to a financial instrument fails to meet its contractual obligations resulting in a financial loss to the Company. Credit risk arises principally from the Company''s receivables from trade receivables. Credit risk arises from cash held with banks and financial institutions, as well as credit exposure to clients, including outstanding accounts receivable. The maximum exposure to credit risk is equal to the carrying value of the financial assets. The objective of managing counterparty credit risk is to prevent losses in financial assets. The Company assesses the credit quality of the counterparties, taking into account their financial position, past experience and other factors.
T he credit risk on liquid funds and derivates financial instruments is limited because the counterparties are banks with high credit-ratings assigned by credit-rating agencies.
T he Company''s trade and other receivables are actively monitored to review credit worthiness of the customers to whom credit terms are granted and also avoid significant concentrations of credit risks.
The Company continuously monitors defaults of customers and other counterparties, identified either individually or by the Group, and incorporates this information into its credit risk controls.
The Company limits its exposure to credit risk by generally investing in liquid securities and only with counterparties that have a good credit rating. The Company does not expect any losses from non- performance by these counterparties, and does not have any significant concentration of exposures to specific industry sectors.
Trade receivables consist of a large number of customers spread across diverse industries and geographical areas. Ongoing credit evaluation is performed on the financial condition of accounts receivable and where appropriate, credit guarantee insurance cover is purchased.
Information about major Customer
Tevenue from single external customer is approximately '' 1,210.77 million representing 32% of Company''s total revenue for the year ended 31 March 2017. Apart from the aforesaid single customer, the Company does not have a significant credit risk exposure to any other single counterparty.
In addition, the Company is exposed to credit risk in relation to financial guarantees given to banks provided by the company. The company''s maximum exposure in this respect is the maximum amount the Company could have to pay if the guarantee is called on. As at 31 March 2017, an amount of '' 1,987.49 million is outstanding as financial guarantee. These financial guarantees have been issued to banks under the loan agreements entered into with the subsidiaries.
9. Liquidity risk
L iquidity risk is the risk that the Company will encounter difficulty in meeting the obligations associated with its financial liabilities that are settled by delivering cash or another financial asset. The Company''s approach to managing liquidity is to ensure, as far as possible, that it will always have sufficient liquidity to meet its liabilities when due, under both normal and stressed conditions, without incurring unacceptable losses or risking damage to the Company''s reputation.
The Company has an appropriate liquidity risk management framework for the management of short, medium and long-term funding and liquidity management requirements. The Company manages liquidity risk by maintaining adequate cash reserves, banking facilities and reserve borrowing facilities by continuously monitoring forecast and actual cash flows and matching the maturity profiles of financial assets and liabilities.
The Company''s treasury department is responsible for managing the short-term and long-term liquidity requirements of the Company. Short-term liquidity situation is reviewed daily by treasury. Long-term liquidity position is reviewed on a regular basis by the Board of Directors and appropriate decisions are taken according to the situation.
Typically the Company ensures that it has sufficient cash on demand to meet expected operational expenses for a period of 60 days, including the servicing of financial obligations; this excludes the potential impact of extreme circumstances that cannot reasonably be predicted, such as natural disasters.
The table below provides details regarding the contractual maturities of significant financial liabilities as at 31 March 2017, 31 March 2016 and 01 April 2015.
c) Foreign currency sensitivity analysis
The Company is mainly exposed to currency fluctuation of USD and Euro. The following table details the Company''s sensitivity to a 10% increase and decrease in the INR against the relevant foreign currencies. The sensitivity analysis includes only outstanding foreign currency denominated monetary items and adjusts their translation at the period end for 10% change in foreign currency rates. A positive numbers below indicates an increase in profit or equity where the INR strengthens 10% against the relevant currency. For a 10% weakening of the INR against the relevant currency, there would be a comparable impact on the profit or equity, and the balance below would be negative.
10. Market risk
Market risk is the risk that changes in market prices, such as foreign exchange rates, interest rates and equity prices will affect the Company''s income or the value of its holdings of financial instruments. The objective of market risk management is to manage and control market risk exposures within acceptable parameters, while optimizing the return.
The Company is exposed to interest rate risk arising mainly from debt. The Company is exposed to interest rate risk because the fair value of fixed rate borrowings and the cash flows associated with floating rate borrowings will fluctuate with changes in interest rates.
The Company is also exposed to foreign currency risk on certain transactions that are denominated in a currency other than the company''s functional currency; hence exposures to exchange rate fluctuations arise. The risk is that the functional currency value of cash flows will vary as a result of movements in exchange rates. The Company holds derivative financial instruments such as foreign exchange forward contracts to mitigate the risk of changes in exchange rate on foreign currency exposure.
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.
Cash flow sensitivity analysis for variable-rate instruments
A change of 100 basis points in interest rates at the reporting date would have increased / (decreased) equity and profit and loss by the amounts shown below. This analysis assumes that all other variables, in particular foreign currency rates, remain constant. The analysis is performed on the same basis for 2016.
11. CAPITAL MANAGEMENT
The Company manages its capital to ensure that Company will be able to continue as going concerns while maximizing the return to stakeholders through the optimization of the debt and equity balance.
T he capital structure of the Company consists of net debt (borrowings as detailed in notes 21, 23 and 25 and 7, 13 and 14 offset by cash and bank balances) and total equity of the Company.
(ii) Other bank balance exclude the bank balances towards unpaid dividend.
12.CORPORATE SOCIAL RESPONSIBILITY EXPENSES (CSR)
As per Section 135 (1) of the Companies Act, 2013 read with guidelines issued by Department of Public Enterprise (DPE), the Company is required to spend, in every financial year, at least two percent of the average net profits of the Company made during the three immediately preceding financial years in accordance with its CSR Policy.
Details of CSR spent during the financial year:
Due to inadequate profits in recent financial years, the Company has not spent on the CSR activities. However, the Company is committed towards sustainable development of the society and the country and is confident of contributing towards the CSR activities in the coming years upon being profitable.
13. FIRST TIME ADOPTION OF IND AS Explanation of transition to Ind AS
The Company has prepared its first financial statements in accordance with Ind AS for the year ended 31 March 2017. For periods up to and including the year ended 31 March
2016, the Company prepared its financial statements in accordance with Indian GAAP, including accounting standards notified under the Companies (Accounting Standards) Rules, 2006 (as amended). The effective date for Company''s Ind AS opening balance sheet is 01 April 2015 (the date of transition to Ind AS according to Ind AS 101-Firsttime adoption of Indian Accounting Standards).
Certain exceptions as well as certain optional exemptions availed by the Company are described below:
i ) Classification on of debt instruments
The Company has determined the classification of debt instruments in terms of whether they meet the amortized cost criteria or the fair value through other comprehensive income criteria based on the facts and circumstances that existed as on the transition date.
ii) Property, plant and equipment, investment property and intangible assets
The Company has elected to continue with the carrying value of all of its property, plant and equipment, investment property and intangible assets recognized as of 01 April 2015 (transition date) measured as per the previous GAAP and use that carrying value as its deemed cost as of the transition date.
iii) Investments in subsidiaries in separate financial statements
The Company has elected to carry forward investment in subsidiaries at previous GAAP carrying amount.
iv) Share-based payment transaction
The Company is allowed to apply Ind AS 102-Share-based Payment to equity instruments that remain unvested as of transition date. The Company has elected to avail this exemption and fair value all unvested grants under the Sequent Employee Stock Option Plan 2010 (âthe ESOP Plan'')
v) Equity investments at fair value through other comprehensive income
The Company has designated investment in equity instrument at fair value through other comprehensive income on the basis of facts and circumstances that existed on the transition date.
vi) Long-term foreign currency monetary items
The Company has elected to continue the policy adopted for accounting for exchange differences arising from translation of long-term foreign currency monetary items recognized in the financial statements for the period ending immediately before the beginning of the first Ind AS financial reporting period (i.e. 01 April 2016) as per the previous GAAP.
(i) Debt is defined as long-term (including current maturity but excluding financial guarantee contracts) and short-term borrowings.
Notes:
Under previous GAAP, total comprehensive income was not reported. Thus the above reconciliation starts with the profit under the previous GAAP.
(a) Revenue from operations
U nder previous GAAP, revenue from sale of products was presented net of excise duty under revenue from operation. However, under Ind AS, revenue from sale of products includes excise duty. The corresponding excise duty expense is presented separately on the face of the statement of profit and loss. The change does not effect the total equity as at 01 April 2015 and 31 March 2016, profit before tax or total profit for the year ended 31 March 2016.
(b) Fair value of investments
(i) Under previous GAAP, long-term investments in equity were measured at cost less diminution in value other than temporary. Under Ind AS, these investments have been classified as fair value through other comprehensive income. On the date of transition to Ind AS, these investments are measured at their fair value which is higher than carrying value as per previous GAAP, resulting in an increase in the carrying amount by Rs, 918.40 million as at 01 April 2015 and by Rs, 1,521.26 million as at 31 March 2016. These changes do not affect profit before tax or total profit for the year ended 31 March 2016 because the investments have been classified as fair value through other comprehensive income.
(ii) Under previous GAAP, current investments in equity were measured at lower of cost or fair value. Under Ind AS, these have been classified as fair value through other comprehensive income. On the date of transition to Ind AS, these investments are measured at their fair values, resulting in an increase in carrying amount by Rs, 0.95 million as at 01 April 2015 and decrease in carrying amount by Rs, 0.39 million as at 31 March 2016. These changes do not affect profit before tax or total profit for the year ended 31 March 2016 because the investments have been classified as fair value through other comprehensive income.
(iii) Under previous GAAP, investments in mutual funds were measured at lower of cost or fair value. Under Ind AS, investments in mutual funds are classified as fair value through profit or loss with the fair value changes being recognized in the statement of profit and loss. On transitioning to Ind AS, these have been measured at their fair values which is higher than cost as per previous GAAP, resulting in an increase in carrying amount by Rs, 36.55 million as at 31 March 2016. The net effect of these changes is an increase in profit before tax for the year ended 31 March 2016 by Rs, 36.55 million. On the date of transition, the Company did not have any investment in mutual funds.
(c) Fair value of derivative forward contract
Under previous GAAP, premium / discount on forward exchange contracts, which are not intended for trading or speculation purposes, were amortized over the period of the contracts if such contracts relate to monetary items as at the balance sheet date. Under Ind AS, forward exchange contracts are financial instruments which are measured at fair value. On the date of transition, the derivative instruments are classified as fair valued through profit or loss. The net effect of these changes is a decrease in total equity and financial asset by Rs, 0.26 million as at 31 March 2016 (Rs, Nil as at 01 April 2015) and decrease in total profits by Rs, 0.26 million for the year ended 31 March 2016.
(d) Employee benefits
Under previous GAAP, actuarial gains and losses were recognized in the statement profit and loss. Under Ind AS, the actuarial gains and losses form part of remeasurement of the net defined benefit liability / asset which is recognized in other comprehensive income. The actuarial gain for the year ended 31 March 2016 was Rs, 6.95 million. This change does not affect total equity, but there is a decrease in total profit by Rs, 6.95 million for the year ended 31 March 2016.
(e) Share-based payments
U nder previous GAAP, the cost of equity-settled employee share-based payments was recognized using the intrinsic value method. Under Ind AS, the cost of equity-settled employee share-based payments is recognized based on the fair value of the options as on the grant date. Accordingly, all the unvested options on the date of transition are measured at fair value. The excess of stock compensation expense measured using fair value over the cost recognized under previous GAAP has been adjusted in âemployee stock options outstanding'', with the corresponding impact taken to the retained earnings as on the
transition date. The change does not affect total equity, but there is a decrease in profit before tax as well as total profit for the year ended 31 March 2016 by Rs, 8.07 million.
(f) Trade receivables
U nder previous GAAP, trade receivables derecognized by way of bills of exchange were shown as contingent liabilities since there is recourse clause. Under Ind AS, the trade receivables have been restated with corresponding recognition of financial liabilities. This has resulted in increase in trade receivables and other financial liabilities by Rs, 69.65 million and Rs, 16.44 million as at 31 March 2016 and 01 April 2015 respectively.
(g) Loan initiation costs
U nder previous GAAP, the Company had followed the policy to carry the loan initiation costs under prepaid expense and amortized the same over the term of the related loans. Under Ind AS, loan initiation costs are netted off from borrowings and amortized over the term of the related loan. This has resulted in decrease in prepaid expenses amounting to Rs, 21.63 million (current portion of prepaid expense Rs, 4.77 million) on
01 April 2015 and Rs, 5.09 million (current portion of prepaid expenses Rs, 1.44 million) as on 31 March 2016 with a corresponding decrease in borrowings.
(h) Land classified as operating lease
Under previous GAAP lease prepayments made for leasehold land were classified as leasehold land . Under Ind AS, prepayments made for leasehold land which does not meet the recognition criteria of finance lease are classified as prepaid rent under operating lease and the same is amortized over the lease term. Accordingly, lease prepayments as on 01 April 2015 are classified from leasehold land into prepaid expenses as follows:
Non-current : Rs, 89.53 million
Current : Rs, 1.09 million_
Total : Rs, 90.62 million
Turing the year ended 31 March 2016, depreciation and amortisation expense towards leasehold land amounting to Rs, 1.09 million has been reclassified to rent expense. This change does not effect the total equity as at 01 April 2015 and 31 March 2016, profit before tax or total profit for the year ended 31 March 2016.
(i) Exceptional item
T he transaction costs related to the acquisition was shown as exceptional item under previous GAAP. The Company has reclassified such items to other expenses in the statement of profit and loss for the year ended 31 March 2016 amounting to Rs, 5.40 million. These changes do not affect profit before tax or total profit for the year ended 31 March 2016.
(j) Other comprehensive income
Under previous GAAP, there was no concept of other comprehensive income. Under Ind AS, specified items of income, expense, gains or losses are required to be presented in other comprehensive income.
(k) Employee stock option plan trust
With effect from transition date, the Company has consolidated employee stock option plan trust, hence the cash and bank balance held by the trust is being grouped under cash and cash equivalents amounting to Rs, 0.17 million (31 March 2016: Rs, 0.13 million) and outstanding liabilities is being grouped under other financial liabilities amounting to Rs, 0.01 million (31 March 2016: Rs, 0.03 million).
(l) Investment property
Under previous GAAP, there was no requirement to present investment property separately and the same was included under non-current assets 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 as at 01 April 2015 of Rs, 63.93 million (31 March 2016: Rs, 62.89 million ), under previous GAAP has been reclassified to a separate line item on the face of the balance sheet and depreciation is provided based on the estimated useful life. These changes do not affect profit before tax or total profit for the year ended 31 March 2016.
(m) Option granted to employees of subsidiary company
Under Ind AS, when the entity receives the goods or services without any obligation to settle the transaction, the transaction is a parent''s equity contribution to the subsidiary, regardless of any intragroup repayment arrangements. Hence, the Company has accounted the option granted to subsidiary employees, as an increase in investment by Rs, 8.57 million as at 31 March 2016 with a corresponding decrease in employee stock option expense for the year ended 31 March 2016.
(n) Guarantee extended to subsidiary
Under Ind AS, financial guarantee provided by the Company over the liability of a subsidiary without any consideration are accounted as a capital contribution to the subsidiary. Accordingly '' 3.21 million as at 31 March 2016 has been recognized as increase in investment in subsidiary company with a corresponding impact on profit or loss. Whereas under previous GAAP, these were not recognized in the financial statements. The net effect of this change is an increase in total equity by Rs, 3.21 million. as at 31 March 2016 (Rs, Nil as at 01 April 2015) and increase in profit before tax and total profit by Rs, 3.21 million for the year ended 31 March 2016.
(o) Statement of cash flows
T he transition from previous GAAP to Ind AS has not had a material impact on the statement of cash flows.
Mar 31, 2016
Notes:
(i) During the year, based on the shareholder''s approval one equity share of Rs. 10 each is sub-divided into 5 equity shares of Rs. 2 each with effect from February 26, 2016.
Note:
(a) Conversion of Warrants:
Current Year:
1. Conversion of 2,000,000 warrants issued during the year 2014-15 on preferential basis at a conversion price ofRs. 222.15 per equity share of the Company as approved in the Extra Ordinary General Meeting dated May 21, 2014.
2. 3,000,000 warrants on preferential basis at a conversion price ofRs. 236 per equity share of the Company as approved in the Extra Ordinary General Meeting dated July 1, 2014.
3. 1,100,000 warrants at a conversion price ofRs. 475 per equity share of the Company as approved in the Extra Ordinary General Meeting dated March 31, 2015.
Previous Year:
Conversion of 3,150,000 warrants issued on preferential basis at a conversion price of Rs. 135.25 per equity share of the Company as approved in the Extra Ordinary General Meeting dated January 14, 2014.
(b) The Company on May 26, 2015 issued 7,476,635 equity shares ofRs. 10 each at a price of Rs. 535 per equity share to Qualified Institutional Buyers.
(c) During the year, the Company issued on a preferential basis to promoter group entities and non- promoter group entities 757,734 and 2,827,679 equity shares of Rs. 10 each respectively at a price ofRs. 669.10 per share for consideration other than cash.
(iii) Terms/rights attached to equity shares
The Company has only one class of equity shares having a par value ofRs. 2 per share (Previous year Rs. 10 per share (Refer note (i) above)). Each holder of equity shares is entitled to one vote per share. Each equity shareholder is entitled to dividend in the Company. The dividend is proposed by the Board of Directors and is subject to the approval of the shareholders in the ensuing Annual General Meeting, except interim dividend.
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, if any. The distribution will be in proportion to the number of equity shares held by the shareholders.
The amount of dividend per share recognized as distributions to equity shareholders is Nil (31 March 2015 : Rs. Nil)
(v) 2,320,000 shares (31 March, 2015 582,500 shares of Rs. 10 each) of Rs. 2 each (Refer note
(i) above) are reserved towards outstanding employee stock options granted / available for grant. (Refer Note 29)
(vi) As at 31 March 2016, 5,500,000 warrants (31 March 2015: 5,000,000 of Rs. 10 each) of Rs.2 each (Refer note (i) above) are outstanding to be converted into equivalent number of shares. (Refer Note 27.1)
(vii) Aggregate number of shares allotted as fully paid pursuant to contract without payment of cash for a period of 5 years immediately preceding the Balance Sheet date:
The interest on above term loans from other parties are linked to the respective lender''s base rates which are floating in nature. As of 31 March 2016 the interest rates ranges from 12.7% to 13.1% per annum.
(i) Working capital loan from banks are secured by a first pari-passu charge on current assets of the Company and a second pari-passu charge on fixed assets of the Company as a collateral.
(ii) Short-term borrowings of Rs.Nil (31 March 2015 Rs.468.04 million) are guaranteed by some of the Promoters of the Company in their personal capacities.
(iii) The Company has not defaulted in repayment of loans and interest.
(iv) Unsecured short-term borrowings of Rs.Nil (31 March 2015 Rs.999.55 million) are secured against securities provided by entities owned by Promoters.
(a) During the previous year, pursuant to Order of Honourable High Court of Karnataka, the Share Capital of Sequent Penems Private Limited reduced from 8,076,653 to 4,038,327 shares of Rs.10 each. Consequently, proportionate investment value in Sequent Penems Private Limited is reduced from Rs. 402.83 Millions to Rs. 201.40 Millions and amount written off is included under exceptional items (Refer note 26)
(b) During the year, the Company converted 7,100,000 warrants to equal number of equity shares of Rs. 2 each. With this conversion, the Company had 10,600,000 equity shares of Shasun Pharmaceuticals Limited. Subsequently, pursuant to Scheme of Amalgamation between Strides Arcolab Limited and Shasun Pharmaceuticals Limited, the Company has received 3,312,500 equity shares of Rs. 10 each in the amalgamated entity (Strides Shasun Limited) in lieu of 10,600,000 shares of Shasun Pharmaceuticals Limited.
(c) Trade investment in equity instruments of other entities includes Nil (31 March 2015: Rs.195.25 Million) investment made in Shasun Pharmaceuticals Limited towards 25% of amount paid for subscription of 7,100,000 of warrants at a price of Rs. 110 per warrant. Each warrant is convertible into one equity share of face value of Rs. 2 each on payment of balance subscription amount of Rs.585.75 Million on or before 28 November 2015. The Company has converted the warrants to equivalent number of equity shares during the year. (Also refer note (b) above).
provisions, if any of the Companies Act, 2013, at a conversion price of Rs.222.15/per equity share of the Company including a premium of Rs. 212.15/- per equity share, arrived at in accordance with the SEBI Guidelines in this regard and the application money amounting to Rs. 111.08 Million was received from the allottees. As on March 31, 2015 all the warrants were outstanding.
The balance application money as at March 31, 2015 amounting to Rs.111.08 Million represents money received against 2,000,000 warrants.
b) The Board of Directors of the Company further by circular resolution on July 11, 2014 pursuant to the approval given by the members of the Company at their Extraordinary General Meeting held on July 1, 2014 had resolved to create, offer, issue and allot up to 3,000,000 warrants to promoter group entities, convertible into 3,000,000 equity shares of Rs.10/- each on a preferential allotment basis, pursuant to Sections 62(1) (c), 42 and other applicable provisions, if any of the Companies Act, 2013, at a conversion price of Rs.236/- per equity share of the Company including a premium of Rs. 226/- per equity share, arrived at in accordance with the SEBI Guidelines in this regard and the application money amounting to Rs. 177 Million was received from the allottees. As on March 31, 2015 all the warrants were outstanding.
The balance application money as at March 31, 2015 amounting to Rs.177 Million represents money received against 3,000,000 warrants.
NOTE 27 ADDITIONAL INFORMATION TO THE FINANCIAL STATEMENTS
4 Money received against share warrants
Current year:
a) The Board of Directors of the Company on 11 April 2015 and 13 April 2015 pursuant to the approval given by the members of the Company at their Extraordinary General Meeting held on 31 March 2015 had resolved to create, offer, issue and allot up to 1,100,000 warrants to promoter group entities, convertible into 1,100,000 equity shares of Rs.10/- each and 1,100,000 warrants to non-promoter, convertible into 1,100,000 equity shares of Rs.10/- each respectively, on a preferential allotment basis, pursuant to Sections 62(1) (c), 42 and other applicable provisions, if any of the Companies Act, 2013, at a conversion price of Rs.475/- per equity share of the Company including a premium of Rs. 465/- per equity share, arrived at in accordance with the SEBI Guidelines in this regard and the application money amounting to Rs. 261.25 Million was received from the allotters. Out of the above, 1,100,000 warrants issued to non-promoters have been converted into equivalent number of equity shares on 10 June 2015. As on 31 March 2016, 1,100,000 warrants were outstanding.
The balance application money as at 31 March 2016 amounting to Rs.130.63 Million represents money received against 1,100,000 warrants (after subdivision 5,500,000 warrants) (Refer Note 2(i)).
b) The warrants may be converted into equivalent number of shares on payment of the balance amount at any time on or before 11 October 2016. In the event the warrants are not converted into shares within the said period, the Company is eligible to forfeit the amounts received towards the warrants.
The Company has sufficient authorized capital to cover the allotment of these shares.
Previous year:
a) The Board of Directors of the Company on May 28, 2014 at its Board meeting pursuant to the approval given by the members of the Company at their Extraordinary General Meeting held on May 21, 2014 had resolved to create, offer, issue and allot up to 2,000,000 warrants to promoter group entities, convertible into 2,000,000 equity shares of Rs.10/- each on a preferential allotment basis, pursuant to Sections 62(1) (c), 42 and other applicable
* Outflow, if any, arising out of the said claim including interest, if any, would depend on the outcome of the decision of the Appellate Authority and the Company''s right for future appeal before the judiciary.
** Outflow, if any, would depend on party not honoring the bill on due date and the Company''s further legal right.
Note
(a) The Company has given a corporate guarantee to Export and Import Bank of India towards a credit facility availed by its subsidiary (Alivira Animal Health Limited) amounting to '' 1,250 Million. (31 March 2015 - '' 1,250 Million). Outstanding balance as on 31 March 2016 is '' 1,237.50 Million (31 March 2015 -'' 1,237.50 Million).
(b) The Company has given a corporate guarantee to RBL Bank Limited towards a credit facility availed by its subsidiary (Alivira Animal Health Limited) amounting to Rs. 1,350 Million (31 March 2015 - Rs. 649.7 Million). Outstanding balance as on 31 March 2016 is Rs.189.95 Million (31 March 2015 - Rs. 295.10 Million).
Dues to Micro and Small Enterprises have been determined to the extent such parties have been identified on the basis of information collected by the Management based on enquiries made by the Management with the creditors which have been relied upon by the auditors.
5 Details on derivatives instruments and unheeded foreign currency exposures
(i) Outstanding forward exchange contracts entered into by the Company as on 31 March 2016 Pursuant to the transition provisions prescribed in Schedule II to the Companies Act, 2013, the Company has fully depreciated the carrying value of assets, net of residual value, where the remaining useful life of the asset was determined to be nil as on 1 April 2014, and has adjusted an amount of Rs.4.40 Million against the Surplus/(Deficit) in Statement of Profit and Loss as on 1 April 2014 under Reserves and Surplus (Refer note 3(e)).
The depreciation expense in the Statement of Profit and Loss for the year ended 31 March 2015 is higher by Rs. 3.45 Million consequent to the change in the useful life of the assets.
6. The Company has issued equity shares amounting to Rs. 4,000.00 million through Qualified Institutional Placement for purposes of meeting long term funding requirements including investments, capital expenditure and general business requirements. As at 31 March, 2016, an amount of Rs. 585.00 million (31 March, 2015 Rs. Nil) is temporarily invested in short term mutual funds, pending utilization.
7 Employee benefit plans
8.a Defined contribution plans
The Company makes Provident Fund and Employee State Insurance Scheme contributions which are defined contribution plans, for qualifying employees. Under the Schemes, the Company is required to contribute a specified percentage of the payroll costs to fund the benefits. The Company recognized Rs. 17.78 Million (Year ended 31 March 2015 - Rs. 19.26 Million) for Provident Fund contributions and Rs. 1.25 Million (Year ended 31 March 2015 - Rs. 1.45 Million) for Employee State Insurance Scheme contributions in the Statement of Profit and Loss. The contributions payable to these plans by the Company are at rates specified in the rules of the schemes.
9.b Defined benefit plans
The Company has a defined Gratuity benefit plan. The following table summarizes the components of net employee benefit expenses recognized in the Statement of Profit and Loss and the funded status and amounts recognized in the Balance Sheet for the plan.
Notes
1. The discount rate is based on the prevailing market yields of Government of India securities as at the Balance Sheet date for the estimated term of the obligations.
2. The estimate of future salary increases considered, takes into account the inflation, seniority, promotion, increments and other relevant factors.
3. The Company''s best estimate, as soon as it can reasonably be determined, of contributions expected to be paid to the plan during the annual period beginning after Balance Sheet date is Rs. 1.00 Million (31 March 2015 - Rs. Nil)
4. Expected rate of return on plan assets is determined after considering several applicable factors such as the composition of plan assets, investment strategy, market scenario, etc
Composition of the plan assets is as follows:
The details with respect to the investment made by Fund managers (LIC and SBI Life) into major categories of plan assets have not been disclosed, as the same has not been provided by the Fund managers to the Company.
Notes
1. The discount rate is based on the prevailing market yields of Government of India securities as at the Balance Sheet date for the estimated term of the obligations.
2. The estimate of future salary increases considered, takes into account the inflation, seniority, promotion, increments and other relevant factors.
10. Related Party Disclosures:
A List of related parties:
i) Wholly-owned subsidiaries:
Alivira Animal Health Limited, India (Refer Note 2 below)
Alivira Animal Health Limited, Ireland (step-down subsidiary)
Alivira Animal Health Australia Pty Limited (step-down subsidiary) (Refer Note
3 below
SeQuent Global Holdings Limited
SeQuent European Holdings Limited (step-down subsidiary)
SeQuent Research Limited SeQuent Antibiotics Private Limited
SeQuent Pharmaceuticals Private Limited (Formerly Sequent Oncolytics Private Limited
Elysian Life Sciences Private Limited
Sequent Scientific Pte Limited (Refer Note 4 below)
ii) Other subsidiaries:
SeQuent Penems Private Limited
Indo Phyto Chemicals Private Limited (Refer note 5 below)
Step down subsidiaries:
Provet Veteriner Urunleri San. ve Tic. A.S.
Fendigo SA (Refer Note 6 below)
Fendigo BV (Refer Note 6 below)
N-Vet AB (Refer Note 6 below)
Topkim Ilag Premiks San. ve Tic. A.S (Refer Note 7 below)
iii) Key Management Personnel
Mr. Manish Gupta, Chief Executive Officer & Managing Director Dr. Gautam Kumar Das, Joint Managing Director Mr. P R Kannan, Chief Financial Officer
iv) Enterprises owned or significantly influenced by individuals who have control/ significant influence over the Company:
Strides Shasun Limited (Formerly known as Strides Arcolab Limited)
Atma Projects
Agnus Holdings Private Limited Latitude Projects Private Limited Chayadeep Properties Private Limited Deesha Properties Agnus Capital LLP Chayadeep Ventures LLP Pronomz Ventures LLP
Note:
1 Related parties are as identified by the Company and relied upon by the Auditors.
2 The shareholding of Alivira Animal Health Limited as at March 31, 2016 is 100% as compared to 91.92% in the previous year.
3 Alivira Animal Health Australia Pty Limited was incorporated on 24 July
2015.
4 Sequent Scientific Pte Limited, Singapore was incorporated on 4 February
2016.
5 Sequent Scientific Limited acquired 51% shareholding in Indo Phyto Chemicals Private Limited on 27 January 2016.
6 Alivira Animal Health Limited, Ireland acquired 85% shareholding each in Fendigo SA, Belgium, Fendigo BV, Netherlands and N-Vet AB, Sweden on 1 October 2015.
7 Provet Veteriner Urunleri San. ve Tic. A.S. acquired 100% shareholding in Topkim Ilag Premiks San. ve Tic. A.S on 11 December 2015.
Mar 31, 2014
SHARE CAPITAL
(i) Reconciliation of the number of shares and amount outstanding at
the beginning and at the end of the reporting year:
Note:
a) Conversion of 2,750,000 warrants issued during the year 2012-13 on
preferential basis at a conversion price of Rs. 172.00 per equity share
of the company as approved in the Extra Ordinary General Meeting dated
20 March 2013 and 550,00C warrants issued during the year 2013-14 on
preferential basis at a conversion price of Rs. 135.25 per equity share
of the company as approved in the Extra Ordinary General Meeting dated
14 January 2014.
(During the previous year conversion of 2,100,000 warrants issued on
preferential basis at a conversion price of Rs. 120.75 per equity share
of the company as approved in the Annual General Meeting dated 26
September 2012).
(ii) 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. Each equity shareholder is entitled to dividend in the
Company. The dividend is proposed by the Board of Directors and is
subject to the approval of the shareholders in the ensuing Annual
General Meeting, except interim dividend.
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, if any. The
distribution will be in proportion to the number of equity shares held
by the shareholders.
The amount of dividend per share recognised as distributions to equity
shareholders is Nil (31 March 2013 : Rs. Nil)
(iv) 700,000 shares (As at 31 March, 2013 700,000 shares) of Rs. 10
each are reserved towards outstanding employee stock options granted /
available for grant. (Refer Note 30)
(v) As at 31 March 2014 3,150,000 warrants (31 March 2013: 2,750,000)
of Rs. 10 each are outstanding to be converted into equivalent number
of share. (Refer Note 28.1)
SHORT-TERM BORROWINGS
(i) Working capital loan from banks are secured by a first pari-passu
charge on current assets of the Company and a second pari-passu charge
on fixed assets of the Company as a collateral.
(ii) Short-term borrowings of Rs. 728.45 million (31 March 2013 Rs.
1,044.84 million) are guaranteed by some of the Directors of the
Company in their personal capacities.
(iii) The Company has not defaulted in repayment of loans and interest.
(iv) Unsecured short-term borrowings of Rs. 1,200 million (31 March
2013 Rs. Nil) are secured against securities provided by entities owned
by Promoters.
Money received against share warrants
The Board of Directors of the Company by circular resolution dated 28
January 2014 and as approved at its Extra-ordinary General Meeting held
on 14 January 2014 have resolved to create, offer, issue and allot up
to 3,700,000 warrants, convertible into 3,700,000 equity shares of Rs.
10/- each on a preferential allotment basis, pursuant tc Section 81(1A)
of the Companies Act, 1956, at a conversion price of Rs. 135.25/- per
equity share of the Company, arrived at in accordance with the SEBI
Guidelines in this regard and the application money amounting to Rs.
125.10 Million was received from them. Out of this 550,000 warrants are
convertered and shares are issued during the year. The balance
application money as at 31 March, 2014 amounting to Rs. 106.51 Million
represents money received against Rs. 3,150,000 warrants.
The warrants may be converted into equivalent number of shares on
payment of the balance amount at any time on or before 28 July 2015. In
the event the warrants are not converted into shares within the said
period, the Company is eligible to forfeit the amounts received towards
the warrants. The Company has sufficient authorised capital to cover
the allotment of these shares.
Contingent liabilities and commitments
(I) CONTINGENT LIABILITIES
(Rs. In Million)
Particulars As at As at
31 March 2014 31 March 2013
(a) Claims against the Company not
acknowledged as debts
Sales tax / Value added tax* 16.52 16.52
Income tax* 53.50 32.87
Service tax* 0.32 0.32
Excise duty* 9.08 8.47
(b) Guarantees
Guarantees to banks and financial 500.00 303.45
institutions against credit facilities
extended to subsidiaries
(Refer note below)
(c) Other money for which the Company is
contingently liable
Bills receivables discounted with banks 353.51 133.90
* Outflow, if any, arising out of the said claim would depend on the
outcome of the decision of the appellate authority and the Company''s
right for future appeal before the judiciary.
Note
(a) The Company had given a corporate guarantee to Triodos Sustainable
Trade Fund towards a credit facility availed by its stepdown subsidiary
(Vedic Fanxipang Pharma Chemic Company Ltd) amounting to USD 1.30
Million. During the year the same has been encashed by said fund and
the balance outstanding amount of USD 0.23 Millions (INR 147.80 lakhs)
has been paid by the Company. Outstanding balance as on 31 March 2014
is Rs. Nil (31 March 2013 Rs. 21.22 Million).
(b) The Company had given a corporate guarantee to Stichting Triodos
Sustainable Trade Fund towards a credit facility availed by its
stepdown subsidiary (Elysian Life Sciences (Mauritius) Limited)
amounting to USD 1.95 Million. During the year, the loan has been
repaid. Outstanding balance as on 31 March 2014 is Rs. Nil (31 March
2013 64.27 Million).
(c) the Company had given a corporate guarantee to State Bank of
Hyderabad and State Bank of travancore towards a credit facility
availed by its subsidiary (Sequent penems private Limited) amounting to
Rs. 900 Million (previous Year Rs. 900 Million). Outstanding balance as
on 31 March 2014 is Rs. 228.65 Million (31 March 2013 Rs. 217.96
Million). during the year, the same has been provided by the Company
and shown under exceptional items under Note 27.
(d) the Company has given a corporate guarantee to export and Import
Bank of India towards a credit facility availed by its subsidiary
(Alivira Animal Health Limited) amounting to Rs. 1,250 Million.
(previous Year Rs. nil). Outstanding balance as on 31 March 2014 is Rs.
500 Million (31 March 2013 Rs. nil).
Managerial Remuneration
Based on the revised approval received from the Central Government
during the year, the Company has recovered excess salaries and
allowances paid to its directors in the earlier years of ` 26.81
Million (Previous year ` NIL Million) and recognised it in the
statement of profit and loss.
Employee benefit plans
A. DEFINED CONTRIBUTION PLANS
The Company makes provident Fund and Employee State Insurance Scheme
contributions which are defined contribution plans, for qualifying
employees. Under the Schemes, the Company is required to contribute a
specified percentage of the payroll costs to fund the benefits. The
Company recognised Rs. 25.01 Million (Year ended 31 March 2013 Rs.
20.18 Million) for Provident Fund contributions and Rs. 1.54 Million
(Year ended 31 March 2013 Rs. 2.01 Million) for Employee State
Insurance Scheme contributions in the Statement of profit and Loss. The
contributions payable to these plans by the Company are at rates
specified in the rules of the schemes.
B. DEFINED BENEFIT PLANS
Notes
1. The discount rate is based on the prevailing market yields of
Government of India securities as at the Balance Sheet date for the
estimated term of the obligations.
2. The estimate of future salary increases considered, takes into
account the inflation, seniority, promotion, increments and other
relevant factors.
3. The Company''s best estimate, as soon as it can reasonably be
determined, of contributions expected to be paid to the plan during the
annual period beginning after balance sheet date is Rs. Nil (31 March,
2013 Rs. Nil)
C. Notes
1. The discount rate is based on the prevailing market yields of
Government of India securities as at the Balance Sheet date for the
estimated term of the obligations.
2. The estimate of future salary increases considered, takes into
account the inflation, seniority, promotion, increments and other
relevant factors.
Related Party Disclosures:
A LIST OF RELATED PARTIES;
i) Wholly-owned subsidiaries;
SeQuent Global Holdings Limited
SeQuent European Holdings Limited (step-down subsidiary)
SeQuent Research Limited
SeQuent Antibiotics private Limited
SeQuent Oncolytics private Limited
Elysian Life Sciences private Limited (Refer Note 1)
Alvira Animal Health Limited (Refer Note 2)
ii) Other subsidiaries;
Galenica B.V.
Codiffar N.V. (wholly Owned Subsidiary of Galenica B.V.)
Elysian Health Care private Limited (wholly owned subsidiary of
Elysian Life Sciences private Limited till 31 March 2013) (Refer
Note 3)
Vedic Fanxipang pharma Chemic Company Limited (wholly
owned subsidiary of Elysian Life Sciences private Limited)
Elysian Life Sciences Mauritius Limited (step-down subsidiary)
SEQUENT Penems Private Limited
iii) Key Management Personnel
Mr. K.R.Ravishankar, Director
Dr. Gautam Kumar Das, Joint Managing Director
iv) Enterprises owned or significantly influenced by key management
personnel and relative of key management personnel;
Strides Arcolab Limited
Atma projects
Agnus Holdings private Limited
Latitude projects pvt. Limited
Chayadeep properties private Limited
Desha properties
Agnus Capital LLP
Chayadeep Ventures LLP
Pronomz Ventures LLP
Note:
1 On 31 March 2013, the Company purchased additional shares in Elysian
Life Sciences private Limited, resulting in it becoming a wholly owned
subsidiary.
2 Alvira Animal Health Limited was incorporated on 30 September 2013.
3 On 31 March 2013, Elysian Life Sciences private Limited sold its
entire shareholding of Elysian Health Care private Limited.
4 Related parties are as identified by the Company and relied upon by
the Auditors.
Discontinuing operations
a. During the year, the Board of Directors of the Company have approved
the transfer of Specialty Chemicals Division of the Company along with
all related assets and liabilities by way of slump sale. The Specialty
Chemicals Division is reported as part of the Specialty Chemicals
segment of the Company as part of Segment disclosure presented in the
Consolidated Financial Statements. Subsequent to the year end requisite
approval from the shareholders as per the provisions of Section
180(1)(a) of the Companies Act, 2013 has been obtained through postal
ballot. The transfer of the Specialty Chemicals division is expected to
be completed in 2nd Quarter of financial year 2014-15.
b. During the year, the Board of Directors of the Company and the
Shareholders have approved the transfer of Veterinary Formulations
Division of the Company along with all related assets and liabilities
by way of slump sale to Alivira Animal Health Limited, a wholly owned
subsidiary of the Company. The Veterinary Formulations business is
reported as part of the Pharmaceuticals segment of the Company. The
transfer of the Veterinary Formulations division is expected to be
completed in 3rd Quarter of financial year 2014-15.
DISCLOSURES ON EMPLOYEE SHARE BASED PAYMENTS
Employee Stock Option Scheme
a) In the extraordinary general meeting held on March 8, 2008, the
shareholders approved the issue of 700,000 options under the ESOP
scheme. In accordance with the above, the Company established an ESOP
trust to administer the scheme on February 25, 2010.
On the board meeting dated March 29, 2010, the Company has allotted
700,000 equity shares to the ESOP trust with a Face value of Rs. 10 per
share at a premium of Rs. 103 per share.
As per the scheme, the Compensation committee grants the options to the
employee eligible. The exercise price and vesting period of each option
shall be as decided by the compensation committee from time to time.
The options granted would normally vest over a maximum period of 4
years from the date of the grant in proportions specified in the
scheme. Options may be exercised with in period not exceeding 4 years
from the date of first vesting of the options by the Company.
b) During the current year, the Compensation Committee in its meeting
held on May 30, 2013 and February 12, 2014 has granted 540,000 and
100,000 options respectively under Sequent Scientific Employees Stock
Option Plan - 2010 (Sequent ESOP 2010) to certain eligible employees of
the Company. The options allotted under Sequent Scientific Employees
Stock Option Plan - 2010 (Sequent ESOP 2010) are convertible into equal
number of equity shares.
The vesting period of these options range over a period of 1 to 4
years. The options may be exercised within a period of 1 to 4 years
from the date of vesting.
TRANSFER PRICING
In respect of Transfer pricing regulations under Section 92 to 92F of
the Indian Income Tax Act, 1961, the Management confirms that its
international transactions and Specified Domestic Transactions are at
arm''s length so that the aforesaid legislation will not have any impact
on the financial statements, particularly on the amount of tax expense
and that of provision for tax.
NOTE
The Company has not received a written representation from Mr.
K.R.Ravishankar, one of the director of the Company as on March 31,
2014, confirming that he is not disqualified from being appointed as a
director of the Company in terms of Section 274(1)(g) of the Companies
Act, 1956.
NOTE
Previous year''s figures have been regrouped / reclassified wherever
necessary to correspond with the current year''s classification /
disclosure. Disclosure made under Note 28 to 32 reflects combined
items pertaining to continuing and discontinuing operations.
Mar 31, 2013
1.1 Money received against share warrants
The Board of Directors of the Company by circular resolution dated 30
March 2013 and as approved at its Extra-ordinary General Meeting held
on 20 March 2013 have resolved to create, offer, issue and allot up to
2,750,000 warrants, convertible into 2,750,000 equity shares of Rs.10/-
each on a preferential allotment basis, pursuant to Section 81(1A) of
the Companies Act, 1956, at a conversion price of Rs.172/- per equity
share of the Company, arrived at in accordance with the SEBI Guidelines
in this regard and the application money amounting to Rs. 118.79
Million was received from them. The warrants may be converted into
equivalent number of shares on payment of the balance amount at any
time on or before 29 September 2014. In the event the warrants are not
converted into shares within the said period, the Company is eligible
to forfeit the amounts received towards the warrants.
1.2 Contingent liabilities and commitments
(Rs. In Million)
As at 31 As at 31
March 2013 March 2012
i. CONTINGENT LIABILITIES
(a) Claims against the Company not
acknowledged as debts
Sales tax / Value added tax * 16.52 16.68
Income tax * 32.87 2.08
Service tax * 0.32 0.16
Excise duty* 8.47 0.02
(b) Guarantees
Guarantees to banks and financial 303.45 260.71
institutions against credit facilities
extended to subsidiaries (Refer
note below)
(c) Other money for which the Company
is contingently liable
Bills receivables discounted with banks 133.90 154.85
* Outflow, if any, arising out of the said claim would depend on the
outcome of the decision of the appellate authority and the Company''s
right for future appeal before the judiciary.
Note
(a) The Group has given a corporate guarantee to Triodos Sustainable
Trade Fund towards a credit facility availed by its stepdown subsidiary
(Vedic Fanxipang Pharma Chemic Company Ltd) amounting to USD 1.30
Million (Rs. 70.71 Million.) (Previous Year Rs. 66.50 Million).
Outstanding balance as on 31 March 2013 is Rs. 21.22 Million ( 31
March 2012 Rs. 55.02 Million).
(b) The Group has given a corporate guarantee to Stichting Triodos
Sustainable Trade Fund towards a credit facility availed by its
stepdown subsidiary (Elysian Life Sciences (Mauritius) Limited)
amounting to USD 1.95 Million (Rs.106.06 Million.) (Previous Year Rs.
99.76 Million). Outstanding balance as on 31 March 2013 is Rs. 64.27
Million ( 31 March 2012 Rs. 30.69 Million).
(c) The Company has given a corporate guarantee to State Bank of
Hyderabad and State Bank of Travancore towards a credit facility
availed by its subsidiary (Sequent Penems Private Limited) amounting to
Rs. 900 Million. (Previous Year Rs. 900 Million). Outstanding balance
as on 31 March 2013 is Rs. 217.96 Million ( 31 March 2012 Rs. 175
Million).
1.3 Disclosures required under Section 22 of the Micro, Small and
Medium Enterprises Development Act, 2006
Dues to Micro and Small Enterprises have been determined to the extent
such parties have been identified on the basis of information collected
by the Management based on enquiries made by the Management with the
creditors which have been relied upon by the auditors.
1.5 Details on derivatives instruments and unhedged foreign currency
exposures
I. No derivative positions were open as at 31 March, 2013. Derviative
transactions are undertaken to act as economic hedges for the Company''s
exposures to various risks in foreign exchange markets and may / may
not qualify or be designated as hedging instruments.
(a) Forward exchange contracts and options [being derivative
instruments], which are not intended for trading or speculative
purposes but for hedge purposes to establish the amount of reporting
currency required or available at the settlement date of certain
payables and receivables.
(i) Outstanding forward exchange contracts entered into by the Company
as on 31 March, 2013
1.6 Managerial Remuneration
Based on the approval received from the Central Government during the
year and subsequent to the year-end, the Company has recognised in the
Statement of Profit and Loss for the year ended 31 March 2013 Rs.27.70
Million of excess salaries and allowances paid to its directors and
which was included under Short term loans and advances in the previous
years.
2.1 Details of amalgamations
I. Amalgamation of Fraxis Life Sciences Limited with the Company:
During the previous year ended 31 March 2012, the Scheme of
Amalgamation of Fraxis Life Sciences Limited ("Transferor CompanyÂ)
with the Company ("Transferee CompanyÂ) was sanctioned by the High
Court of Bombay on August 20, 2011 with the appointed date and
effective date being September 14, 2011, the date on which the
sanctioned Scheme is filed by the Company with the Registrar of
Companies, Mumbai ("the SchemeÂ). In terms of the Scheme:
a) The amalgamation was accounted for under the Purchase Method of
accounting as specified in Accounting Standard (AS) Â 14 Accounting for
Amalgamations, notified by the Central Government of India under the
Companies (Accounting Standards) Rules, 2006.
b) All the assets and liabilities of the Transferor Company have been
recorded by the Transferee Company at their respective carrying amounts
as appearing in the books of the Transferor Company as on the appointed
date.
c) The investment in the equity share capital of the Transferee Company
as appearing in the books of accounts of the Transferor Company got
cancelled and accordingly, the share capital of the Transferee Company
was reduced to the extent of face value of shares held by the
Transferor Company in the Transferee Company as on the appointed date.
d) The excess of the value of the net assets of the Transferor Company
acquired by the Transferee Company over the face value of the shares
issued by the Transferee Company as consideration to the shareholders
of the Transferor Company and after adjusting for cancellation of
equity share capital as mentioned in (c)above was treated as Capital
Reserve amounting to NIL (net of merger expenses).
e) All costs, charges, taxes including duties, levies and all other
expenses incurred in carrying out and implementing the Scheme and to
put it into operation were adjusted against the Capital Reserve.
Details of assets and liabilities acquired on amalgamation and
treatment of the difference between the net assets acquired and the
face value of the shares issued by the Transferee Company as
consideration to the shareholders of the Transferor Company and after
adjusting for cancellation of equity share capital:
2.2. Related Party Disclosures
A List of related parties:
i) Holding Company:
Fraxis Life Sciences Limited (merged with the Company w.e.f September
14, 2011: Refer Note 28(1)(i))
ii) Wholly-owned subsidiaries: SeQuent Global Holdings Limited SeQuent
European Holdings Limited (step-down subsidiary) SeQuent Research
Limited SeQuent Antibiotics Private Limited SeQuent Oncolytics Private
Limited Elysian Life Sciences Private Limited (Refer Note 1)
iii) Other subsidiaries: Galenica B.V.
Codiffar N.V. (wholly Owned Subsidiary of Galenica B.V.) Elysian Health
Care Private Limited (Wholly owned Subsidiary of Elysian Life Sciences
Pvt. Ltd. till 31st March 2013) (Refer Note 2) Vedic Fanxipang Pharma
Chemic Company Limited (wholly owned subsidiary of Elysian Life
Sciences Private Limited) Elysian Life Sciences Mauritius Limited
(step-down subsidiary) Sanved Research Labs Private Limited (Refer Note
3) SeQuent Penems Private Limited (with effect from 15 March 2012)
iv) Key Management Personnel
Mr. K.R.Ravishankar, Managing Director and Chief Executive Officer
Dr. Gautam Kumar Das, Joint Managing Director
Mr. K.R.N.Moorthy, Deputy Managing Director (upto 23 January 2012)
v) Associate
SeQuent Penems Private Limited (till 15 March 2012)
vi) Enterprises owned or significantly influenced by key management
personnel and relative of key management personnel: Strides Arcolab
Limited Atma Projects
Agnus Holdings Private Limited Latitude Projects Pvt. Limited Chayadeep
Properties Private Limited Agnus Capital LLP Chayadeep Ventures LLP
Note:
1. On 31 March 2013, the Company purchased additional shares in
Elysian Life Sciences Private Limited resulting in it becoming a wholly
owned subsidiary.
2. On 31 March 2013, Elysian Life Sciences Private Limited sold entire
shareholding of Elysian Health Care Private Limited.
3. Sanved Research Labs Private Limited was struck off during the year
ended 31 March 2012.
4. Related parties are as identified by the Company and relied upon by
Auditors.
2.3. Details of leasing arrangements
The Company''s significant leasing arrangement is mainly in respect of
factory building and office premises; the aggregate lease rent payable
on these leasing arrangements charged to Statement of Profit and Loss
is Rs.28.20 Million. (Previous Year: Rs. 12.80 Million)
The Company has entered in to non-cancelable lease arrangement for its
facilities and office premises, the tenure of lease ranges from 1 year
to 10 years. The said lease arrangements have an escalation clause
where in lease rental is subject to an increment of ranging from 5% to
15%. Details of lease commitments are given below:
3 DISCLOSURES ON EMPLOYEE SHARE BASED PAYMENTS
a) In the extraordinary general meeting held on March 8, 2008, the
shareholders approved the issue of 700,000 options under the ESOP
scheme. In accordance with the above, the Company established an ESOP
trust to administer the scheme on February 25, 2010.
On the board meeting dated March 29, 2010, the Company has allotted
700,000 equity shares to the ESOP trust with a Face value of Rs.10 per
share at a premium of Rs. 103 per share.
As per the scheme, the Compensation committee grants the options to the
employee deemed eligible. The exercise price and vesting period of each
option shall be as decided by the compensation committee from time to
time. The options granted would normally vest over a maximum period of
4 years from the date of the grant in proportions specified in the
scheme. Options may be exercised with in period not exceeding 4 years
from the date of first vesting of the options by the Company.
4 TRANSFER PRICING
In respect of Transfer pricing regulations under Section 92 to 92F of
the Indian Income Tax Act, 1961, the Management confirms that its
international transactions and Specified Domestic Transactions are at
arm''s length so that the aforesaid legislation will not have any impact
on the financial statements, particularly on the amount of tax expense
and that of provision for tax.
The Company has not received a written representation from Mr. K.R.
Ravishankar,
5 one of the Director of the Company as on March 31, 2013, confirming
that he is not disqualified from being appointed as a director of the
Company in terms of Section 274 (1) (g) of the Companies Act, 1956.
Previous year''s figures have been regrouped / reclassified wherever
necessary to
6 correspond with the current year''s classification / disclosure.
Mar 31, 2012
1.1 Disclosures required under Section 22 of the Micro, Small and
Medium Enterprises Development Act, 2006
Dues to Micro and Small Enterprises have been determined to the extent
such parties have been identified on the basis of information collected
by the Management based on enquiries made by the Management with the
creditors which have been relied upon by the auditors.
1.2 Managerial Remuneration
Salaries and Allowances paid for the year ended March 31, 2012 excludes
an amount of Rs. 12.9 million (Previous year: 14.80 million) for which
the Company has filed for an approval with the Central Government .
Pending such approval the excess amount so paid has been disclosed as
dues from directors in Note 28.3.
1.3 Details of amalgamations
i. Amalgamation of Fraxis Life Sciences Limited with the Company:
The Scheme of Amalgamation of Fraxis Life Sciences Limited (Transferor
Company) with the Company (Transferee Company) has been sanctioned by
the High Court of Bombay on August 20, 2011 with the appointed date and
effective date being September 14, 2011, the date on which the
sanctioned Scheme is filed by the Company with the Registrar of
Companies, Mumbai (the Scheme). In terms of the Scheme:
a) The amalgamation has been accounted for under the Purchase Method of
accounting as specified in Accounting Standard (AS) Ã 14 Accounting for
Amalgamations, notified by the Central Government of India under the
Companies (Accounting Standards) Rules, 2006.
b) All the assets and liabilities of the Transferor Company have been
recorded by the Transferee Company at their respective carrying amounts
as appearing in the books of the Transferor Company as on the appointed
date.
c) The investment in the equity share capital of the Transferee Company
as appearing in the books of accounts of the Transferor Company stands
cancelled and accordingly, the share capital of the Transferee Company
shall stand reduced to the extent of face value of shares held by the
Transferor Company in the Transferee Company as on the appointed date.
e) The excess of the value of the net assets of the Transferor Company
acquired by the Transferee Company over the face value of the shares
issued by the Transferee Company as consideration to the shareholders
of the Transferor Company and after adjusting for cancellation of
equity share capital as mentioned in (c)above is treated as Capital
Reserve amounting to Rs. 6.48 Mio.
f) All costs, charges, taxes including duties, levies and all other
expenses incurred in carrying out and implementing the Scheme and to
put it into operation has been adjusted against the Capital Reserve.
Details of assets and liabilities acquired on amalgamation and
treatment of the difference between the net assets acquired and the
face value of the shares issued by the Transferee Company as
consideration to the shareholders of the Transferor Company and after
adjusting for
iii. Amalgamation of Vedic Elements Private Limited with the Company:
During the year ended 31 March 2011, the Scheme of Amalgamation of
Vedic elements Private Limited (Transferor Company) with the Company
with an Appointed Date of 1 October, 2009 (the Scheme) was sanctioned
by the High Court of Karnataka and came into effect on 7 September
2010. In terms of the
Scheme:
a. The amalgamation has been accounted for under the purchase method
prescribed by Accounting Standard (AS) 14 - 'Accounting for
Amalgamations' notified by the Central Government of India under the
Companies (Accounting Standards) Rules, 2006 and accordingly value of
assets and liabilities of the transferor Company have been recorded in
the books based on values determined by the Board of Directors of the
transferee Company.
b. The reserves and balances in profit and loss account of the
Transferor Company has been recorded in the same form and at same
values as they appear in the financial statements of the transferor
Company as on the appointed date.
c. The carrying value of investments in the shares of the Transferor
Company held by the Transferee Company and inter-corporate balances
stand cancelled.
1.4.a Related Party Disclosures:
A List of related parties:
i) Holding Company:
Fraxis Life Sciences Limited (merged with the Company w.e.f September
14, 2011: Refer Note 28(1)(i))
ii) Wholly-owned subsidiaries:
Sequent Global Holdings Limited
Sequent European Holdings Limited (step-down subsidiary)
Sequent IPCO GmbH (step-down subsidiary up to 23rd February 2011)
Sequent Research Limited
Sequent Antibiotics Private Limited
Sequent Oncolytics Private Limited
iii) Other subsidiaries:
Galenica B.V.
Codiffar N.V. (wholly Owned Subsidiary of Galenica B.V.)
Elysian Life Sciences Private Limited (Refer Note 1)
Elysian Health Care Private Limited (wholly owned subsidiary of Elysian
Life Sciences Private Limited)
Vedic Fanxipang Pharma Chemic Company Limited (wholly owned
subsidiary of Elysian Life Sciences Private Limited)
Elysian Life Sciences Mauritius Limited (step-down subsidiary)
(Refer Note 2)
Sanved Research Labs Private Limited (Refer Note 3)
Sequent Penems Private Limited (with effect from 15 March 2012)
iv) Associates:
Sequent Penems Private Limited (till 14 March 2012)
v) Key Management Personnel
Mr. K.R.Ravishankar, Managing Director and Chief Executive Officer Dr.
Gautam Kumar Das, Executive Director and Chief Operating Officer Mr.
K.R.N.Moorthy, Deputy Managing Director (upto 23 January 2012)
vi) Enterprises owned or significantly influenced by key management
personnel and relative of key management personnel:
Strides Acrolab Limited
ATMA Projects
Agnus Holdings Private Limited
Strides Italia SRL
Strides Arcolab (FA) Limited
Latitude Projects Pvt. Limited
Strides Vital Nigeria Limited
Paradime Infrastructure Development Company
Chayadeep Properties Private Limited
Note:
1 During the previous year the Company made additional investment
resulting in Elysian Life Sciences Pvt. Ltd. becoming a subsidiary from
associate.
2 Elysian Life Sciences Mauritius Limited was set up during the year
3 Sanved Research Labs Private Limited was struck off during the year
4 Related parties are as identified by the Company and relied upon by
Auditors.
1.5 Details of leasing arrangements
The Company's significant leasing arrangement is mainly in respect of
factory building and office premises; the aggregate lease rent payable
on these leasing arrangements charged to Statement of Profit and Loss
is Rs.12.80 Million. (Previous Year: Rs. 13.85 Million)
The Company has entered in to non-cancelable lease arrangement for its
facilities and office premises, the tenure of lease ranges from 1 year
to 10 years. The said lease arrangements have an escalation clause
where in lease rental is subject to an increment of ranging from 5% to
15%. Details of lease commitments are given below:
Employee Stock Option Scheme
a) In the extraordinary general meeting held on March 8, 2008, the
shareholders approved the issue of 700,000 options under the ESOP
scheme. In accordance with the above, the Company established an ESOP
trust to administer the scheme on February 25, 2010.
On the board meeting dated March 29, 2010, the Company has allotted
700,000 equity shares to the ESOP trust with a Face value of Rs.10 per
share at a premium of Rs. 103 per share.
As per the scheme, the Compensation committee grants the options to the
employee deemed eligible. The exercise price and vesting period of each
option shall be as decided by the compensation committee from time to
time. The options granted would normally vest over a maximum period of
4 years from the date of the grant in proportions specified in the
scheme
Options may be exercised with in period not exceeding 4 years from the
date of first vesting of the options by the Company.
2 PREVIOUS YEAR'S FIGURES
The Revised Schedule VI has become effective from 1 April, 2011 for the
preparation of financial statements. This has significantly impacted
the disclosure and presentation made in the financial statements.
Previous year's figures have been regrouped / reclassified wherever
necessary to correspond with the current year's classification /
disclosure.
Mar 31, 2011
1. Amalgamation of Vedic Elements Private Limited with the Company:
The Scheme of Amalgamation of Vedic elements Private Limited
("Transferor Company") with the Company with an Appointed Date of 1
October, 2009 (the Scheme) has been sanctioned by the High Court of
Karnataka and came into effect on 7 September 2010. In terms of the
Scheme:
a. The amalgamation has been accounted for under the purchase method
prescribed by Accounting Standard (AS) 14 Ã Accounting for
Amalgamations notified by the Central Government of India under the
Companies (Accounting Standards) Rules, 2006 and accordingly value of
assets and liabilities of the transferor Company have been recorded in
the books based on values determined by the Board of Directors of the
transferee company.
b. The reserves and balances in profit and loss account of the
Transferor Company has been recorded in the same form and at same
values as they appear in the financial statements of the transferor
Company as on the appointed date.
c. The carrying value of investments in the shares of the Transferor
Company held by the Transferee Company and inter-corporate balances
stand cancelled.
e. The deficit arising on amalgamation of Rs. 337.02 Million
representing the value of assets over the value of liabilities of the
Transferor Company, after cancellation of capital of the transferor
Company and the reserves recorded as per point 'd', has been set-off
against Restructuring reserve account as created in point 'd' above
post-merger
2. With effect from April 1, 2010, the merger of parent company,
Fraxis Life Science limited, with the Company has been approved by the
respective Board of the directors. The Company is in the process of
obtaining approval from High Court of Mumbai in this regard.
3. Exceptional items
a) Based on The Scheme of Amalgamation of Vedic elements Private
Limited, the company valued its investment at fair value and net
provision for diminution in the value of Investment of Rs.52.58 Million
has been reversed.
b) The Company had given a corporate guarantee to Rabo bank, Netherland
towards a loan availed by its subsidiary (Galenica B.V.) amounting to
Euro 0.665 Million (Rs.42.05 Mio). Since the subsidiary has filed for
liquidation, the corporate guarantee was encashed during the year by
the Bank and the same is charged under exceptional items.
4. Estimated amounts of contracts remaining to be executed on capital
account and not provided for (Net of advances) Rs.147.78 Mio (previous
year Rs. 66.50 Mio)
5. Contingent Liabilities
(Rs. In Million)
Particulars As at As at
March 31, 2011 March 31, 2010
Sales tax* 16.62 13.20
Income tax* 10.75 11.11
Excise Duty* 0.09 -
Bills Receivables 133.70 97.03
discounted with banks
Total 161.16 121.34
*Outflow, it any, arising out of the said claim would depend on the
outcome of the decision of the oppellate authority and the Company's
right for future appeal before the judiciary.
The Company has given a Corporate Guarantee to Triodos Sustainable
Trade Fund, Vietnam towards a Credit facility availed by its stepdown
subsidiary (Vedic Fanxipang Pharma Chemic Company Ltd) amounting to USD
1.30 Million. (Rs.58.05 Million) (Previous Year Rs. Nil) However the step
down subsidiary has used facility to an extent of USD 0.7 Million (Rs.
31.26 Million) (Previous Year Rs. Nil) as at the year end.
6. The information disclosed in Schedule H.A (a) to the financial
statements with regard to Micro and Small enterprises is based on
information collected by the management based on enquiries made by the
management with the creditors which have been relied upon by the
auditors.
The Company has paid remuneration to one of its director as per the
approval received from Central Government. The Managerial Remuneration
paid for the year ended March 31, 2011 excludes Rs. 24.88 million for
which the Company is in the process of filing for approval with Central
Government. Pending such approval the excess amount so paid has been
disolved as dues from directors in Schedule G.B. (g).
b. Computation of Net Profit in accordance with Section 349 of the
Companies Act, 1956:
13. Related Party Disclosures LIST OF RELATED PARTIES:
Holding Company:
Fraxis Life Sciences Ltd.
Wholly-owned subsidiaries:
SeQuent Global Holdings Ltd.
SeQuent European Holdings Ltd. (step-down subsidiary)
SeQuent IPCO GmbH (step-down subsidiary up to 23rd February 2011)
Vedic Elements Pvt. Ltd. (Merged with the Company w.e.f.1st October
2009)
SeQuent Research Ltd.
SeQuent Antibiotics Pvt. Ltd.
SeQuent Oncolytics Pvt. Ltd.
Subsidiaries:
Galenica B.V.
Codiffar N.V. (wholly Owned Subsidiary of Galenica B.V.)
Elysian Life Sciences Pvt. Ltd. (Refer note 1 below)
Elysian Health Care Pvt. Ltd. (wholly owned subsidiary of Elysian
Life Sciences Pvt. Ltd.)
Vedic fanxipang Pharma Chemic Company Ltd. (wholly owned
subsidiary of Elysian Life Sciences Pvt. Ltd.)
Sanved Research Labs Pvt. Ltd.
Associates:
SeQuent Penems Pvt. Ltd. (Refer note 2 below.)
Key Management Personnel and Enterprises owned or significantly
influenced by key management personnel and relative of key management
personnel:
Mr. K.R.Ravishanker ÃManaging Director and Chief Executive Officer
Mr. K.R.N.Moorthy, Deputy Managing Director (W.e.f.8th September 2010)
Dr. Gautam Kumar Das, Executive Director and Chief Operating
Officer
Strides Acrolab Ltd.
ATMA Projects
Agnus Holdings Pvt. Ltd.
Strides Italia SRL (step-down subsidiary)
Strides Arcolab (FA) Ltd.
Latitude Projects Pvt. Ltd.
Strides Vital Nigeria Ltd.
Deesha Properties
Paradime Infrastructure Development Company (Formerly known as Paradime
Resorts)
Note:
1. During the year the Company has made additional investment
resulting in Elysian Life Sciences Pvt. Ltd. becoming a subsidiary from
associate.
2. During the year the Company incorporated SeQuent Penems Pvt.
Ltd.(Sequent Penems) as a subsidiary. Subsequently, Sequent Penems made
a preferential allotment of shares to SeQuent Speciality chemicals Pvt.
Ltd. resulting in SeQuent Penems Pvt. Ltd. becoming an associate as at
the year end.
3. Related parties are as identified by the Company and relied upon by
the Auditors.
14. Taxation
(a) Provision for deferred tax has been created in accordance with the
requirements of Accounting Standard 22" Accounting for taxes on Income"
26. Employee Stock Options Scheme
a) In the extraordinary general meeting held on March 8, 2008, the
shareholders approved the issue of 700,000 options under the ESOP
scheme. In accordance with the above, the Company established an ESOP
trust to administer the scheme on February 25, 2010. On the board
meeting dated March 29, 2010, the Company has allotted 700,000 equity
shares to the ESOP trust with a Face value of Rs.10 per share at a
premium of Rs. 103 per share.
As per the scheme, the Compensation committee grants the options to the
employee deemed eligible. The exercise price and vesting period of each
option shall be as decided by the compensation committee from time to
time. The options granted would normally vest over a maximum period of
4 years from the date of the grant in proportions specified in the
scheme. Options may be exercised with in period not exceeding 4 years
from the date of first vesting of the options by the Company.
27. Notes on Cash flow statement:
(a) The cash flow has been prepared under Indirect method as set out in
Accounting Standard à 3 on Cash Flow Statement" issued under The
companies (Accounting Standards) Rules 2006.
(b) Previous year figures have been regrouped/ reclassified wherever
necessary to conform to current year's
(c) Cash and Cash Equivalent include balance with banks on lien for
letter of credits issued of Rs. 58.57 Million (previous year Rs. 36.08
Million) which are not available for use of the Company.
(d) The amalgamation of Vedic Elements Private Limited with the Company
with effect from the appointed date of October 1, 2009 being a non cash
transaction has not been reflected in the cash flow statement ((Refer
Note B 1 of Schedule P)
28. Previous year figures have been regrouped in line with the current
year, wherever necessary.
29. Figures of current year are not comparable with that of previous
year as figure for current year include the figure of Vedic Elements
Private Limited, Pursuant to Scheme of amalgamation.
Mar 31, 2010
1. (a) Amalgamation of Sequent Scientific Limited with the Company:
The Scheme of Amalgamation of Sequent Scientific Limited ("Transferor
Company") with the Company with an Appointed date of 1 April, 2008
(the Scheme) has been sanctioned by the High Court of Bombay and came
into effect on 16 September 2009. In terms of the Scheme:
a. The amalgamation has been accounted for under the purchase method
prescribed by Accounting Standard (AS) 14 Ã Accounting for
Amalgamations notified by the Central Government of India under the
Companies (Accounting Standards) Rules, 2006 and accordingly value of
assets and liabilities of the transferor Company have been accounted at
fair values based on an independent valuation report or at values
determined by the Management and as approved by the Board of DirectoRs.
b. All assets and liabilities of the Transferor Company have been
transferred to and vested in the Company retrospectively with effect
from April 1, 2008.
c. Seven equity shares of Rs.10 each were allotted for every three
equity shares held by the shareholders of the Transferor Company
resulting in the allotment of 10,150,000 shares of Rs.10 each to the
shareholders of the Transferor Company.
d. The net deficit on amalgamation of Rs.163.00 million representing
the excess of shares allotted over the fair value of net assets
amalgamated has been set off against the balance in the Securities
Premium Account.
e. The assets and liabilities as at April 1, 2008 taken over have been
accounted at their fair values as follows:
(b) During the previous year, the Company had acquired all the assets
and liabilities of its wholly owned subsidiary company Elixir Chemicals
Private Limited (Elixir) with effect from the Appointed Date April 1,
2007, pursuant to a scheme of Amalgamation of Elixir Chemicals Private
Limited with the Company as approved by the Honourable High Court of
Bombay vide order dated March 20, 2009. Since the Amalgamating Company
was wholly owned subsidiary company, no consideration was paid as per
the scheme.
The said amalgamation was in the nature of merger and had been accounted
as pooling of interest method in accordance with the Accounting Standard
14 Accounting for Amalgamations issued by the Institute of Chartered
Accountants of India and as per the treatment prescribed by the scheme.
The Accounting treatment followed was as under:
1. All the assets and liabilities of Elixir, as appearing in the books
as on April 1, 2007, were recorded in the books of the Company at the
respective book values.
2. Difference between carrying cost of the investment in the Elixir as
appearing in the books of the Company and the net assets of Elixir of
Rs. 32. 47 Mio was adjusted in General Reserve as per the scheme.
3. Elixirs profit after tax for the year ended 31st March 2008
amounting to Rs. 4.89 Mio was credited to the General Reserve account.
4. The inter-company balance of Rs. 76.37 Mio as on 1st April 2008 as
appearing in the books of Elixir and the Company was eliminated.
2. Proposed Amalgamation of Vedic Elements Private Limited, a wholly
owned subsidiary of the company:
The Scheme of Amalgamation of Vedic Elements Private Ltd (VEPL) with
the Company from October 1, 2009 has been approved by Board of
Directors of the respective companies in their meeting held on January
27, 2010. Under the scheme all, assets and liabilities of VEPL will be
transferred and recorded in the books as per valuation report or value
determined by the Management of the Company. Upon the Scheme becoming
effective, the shares held by the Company in VEPL shall be cancelled
and extinguished and no shares will be issued by the VEPL in
consideration of this scheme of amalgamation. The scheme is pending
approval of the High Court and therefore no effect has been given to
this scheme in this financials.
3. Estimated amounts of contracts remaining to be executed on capital
account Rs. 82.95 Mio (previous year Rs. 12.78 Mio)
4. Contingent Liabilities
(Rs. in million)
As at As at
Particulars March 31, March 31,
2010 2009
Bank guarantee and 2.40 25.17
letter of credits
Sales tax 13.20 -
Income tax 11.11 0.62
Bills Receivables 97.03 -
discounted with banks
Total 123.56 25.79
The Company has given a Corporate guarantee to Rabo bank, Netherlands
towards a loan secured by its subsidiary (Galenica BV) amounting to
Euro.0.6 Millions. (Rs.36.62 Million) (Previous Year : Rs. Nil)
5. The information disclosed in Schedule G.A (a) to the financial
statements with regard to Micro and Small enterprises is based on
information collected and enquiries made by the management with the
creditors which have been relied upon by the auditoRs.
6. Managerial Remuneration:
A. Remuneration paid by the Company to the Managing Director and
Whole-time director:
B. Computation of Net Profit in accordance with Section 349 of the
Companies Act, 1956:
7. Un-hedged Foreign Currency Exposure
The year-end foreign currency exposures that have not been hedged by a
derivative instrument or otherwise are given below:
8. Details of Hedged Foreign Currency Exposure:
Forward Exchange Contracts, which are not intended for trading or
speculative purposes, but for hedge purposes, to establish the amount
of reporting currency required or available at the settlement date of
certain payables and receivables, outstanding as on March 31, 2010 are
given below:
9. Segment Reporting:
The Company has identified Pharmaceuticals and Specialty Chemicals as
its business segments. Segments have been identified taking into
account the nature of services, the differing risks & returns, the
organizational structure & the internal reporting system. Since the
Company prepares consolidated financial statements, segment information
has not been provided in these financial statements.
10. Employee Benefits:
The Company has a defined benefit gratuity plan. The following table
summarises the components of net employee benefit expenses recognised
in the profit and loss account and the funded status and amounts
recognised in the balance sheet for the respective plans.
11. Related Party Disclosures
List of related parties:
Holding Company:
Fraxis Life Sciences Private Limited
Wholly-owned subsidiaries:
SeQuent Global Holdings Limited
Sequent European Holdings Limited (step-down subsidiary)
Sequent IPCO GmbH (step-down subsidiary)
Vedic Elements Private Limited
Vedic Fanxipang Pharma Chemic Company Limited,Vitenam (step-down
subsidiary)
Sequent Research Limited
Sanved Research Labs Private Limited
Galenica B.V. (subsidiary)
Codifar N.V. (wholly owned subsidiary of Galenica B.V.)
Associates
Elysian Life Sciences Private Limited
Elysian Health Care Private Limited (wholly owned subsidiary of Elysian
Life Sciences Private Limited)
Key Management Personnel & Enterprises owned or significantly
influenced by key management personnel and relative of key management
personnel:
Mr. K.R.Ravishankar ÃManaging Director & Chief Executive Officer
Mr Gautam Kumar Das, Executive Director & Chief Operating Officer
(w.e.f. January 7, 2010)
Mr. S.N.Jagannath - Executive Director (Resigned w.e.f January 6, 2010)
Strides Acrolab Limited
Linkace Limited, Cyprus
ATMA Projects
Agnus Holdings Private Limited
Latitude Projects Private Limited
Strides Vital Nigeria Limited
Strides Italia S.r.l. (In Liquidation)
Deesha Properties
Deesha Fine Chemicals
Paradigm Resorts
Agnus Global Holdings Pte Limited, Singapore
Agnus IPCO Limited, British Virgin Islands
Note: Related parties are as identified by the Company and relied upon
by the AuditoRs.
12. Taxation
(a) Provision for deferred tax has been created in accordance with the
requirements of Accounting Standard 22 ÃAccounting for taxes on IncomeÃ
(b) Net Deferred tax liability comprises the tax impact arising from
timing differences on account of:
13. Research & Development Expenditure
a) Details of Research and Development expenditure
b) As per the requirement of Department of Scientific and industrial
research (DSIR), Ministry of Science and technology, Government of
India, New Delhi, the details of expenditure incurred by the company
towards Research and Development for the period April,1, 2009 to
March 2010 are as under:
14. Expenditure Debited to the Profit & Loss Account excludes the
following expenditure capitalised:
15. Operating Leases:
The Companys significant leasing arrangement is mainly in respect of
factory building & office premises; the aggregate lease rent payable on
these leasing arrangements charged to Profit & Loss Account is Rs.10.74
Million. (Previous Year : Rs. 4.24 Million)
The Company has entered in to non cancelable lease arrangement for its
facilities and office premises, the tenure of lease ranges from 1 year
to 10 yeaRs. The said lease arrangements have an escalation clause
where in lease rental is subject to an increment of ranging from 5% to
10 %. Details of lease commitments at the year-end are as follows.
16. The quantitative information for purchases, production, consumption
and stock of raw material, finished goods are given as under.
17. Particulars of Traded Goods:
None of the items individually account for more than 10% of the total
value of the purchases, stock or turnover, hence quantitative details
have not been furnished.
18. Employee Stock Options Scheme
In the extraordinary general meeting held on March 8, 2008, the
shareholders approved the issue of 700,000 options under the ESOP
scheme. In accordance with the above, the Company established an ESOP
trust to administer the scheme on February 25, 2010.
On the board meeting dated March 29, 2010, the Company has allotted
700,000 equity shares to the ESOP trust with a Face value of Rs.10 per
share at a premium of Rs. 103 per share.
19. Notes on Cash Flow Statement:
(a) The Cash flow has been prepared under Indirect method as set out in
Accounting Standard -3 on ÃCash Flow Statementà issued under The
Companies (Accounting Standards) Rules 2006.
(b) Previous years figures have been regrouped/ reclassified wherever
necessary to conform to current years classification.
(c) Cash and Cash Equivalent include balance with banks on lien for
letter of credits issued of Rs. 36.08 Million (PY Rs. 13.50 Million)
which are not available for use by the Company
(d) The amalgamation of erstwhile Sequent Scientific Limited with the
Company with effect from the appointed date of April 1, 2008 being a
non-cash transaction has not been reflected in the cash flow statement
(Refer Note B(1a) above)
20. Figures for current year are not comparable with those of the
previous year as the figures for the current year include the figures
of the amalgamating Company, Sequent Scientific Limited.
21. Previous year figures have been regrouped wherever necessary.