Mar 31, 2025
A provision is made when there is a present obligation (legal
or constructive) as a result of a past event that probably
requires an outflow of resources and a reliable estimate
can be made of the amount of the obligation. Provisions are
determined based on the present value of the management''s
best estimate of the amount required to settle the present
obligation at the end of the reporting period. The discount
rate used to determine present value is a pre-tax rate that
reflects current market assessment of time value of money
and the risks specific to the liability.
A disclosure for a contingent liability is made when there is
a possible obligation or a present obligation that may, but
probably will not, require an outflow of resources. Where
there is a possible obligation or a present obligation in respect
of which the likelihood of outflow of resources is remote, no
provision or disclosure is made.
Contingent assets are not recognized but disclosed in the
financial statements.
"Operating segments" are components of the Company
whose operating results are regularly reviewed by the "chief
operating decision maker" (CODM) to make decisions about
resources to be allocated to the segment and assess its
performance and for which discrete financial information is
available. "Specialty chemical business" is identified as single
operating segment for the purpose of making decision on
allocation of resources and assessing its performance.
Earnings per share are calculated by dividing the net profit or
loss attributable to equity shareholders of the Company by
the weighted average number of equity shares outstanding
during the period.
Diluted earnings per share is computed by adjusting the
figures used in the determination of basic EPS to take into
account:
a) after tax effect of interest and other financing costs
associated with dilutive potential equity shares,
b) the weighted average number of additional equity
shares that would have been outstanding assuming the
conversion of all dilutive potential equity shares.
Statement of cash flows is prepared segregating the cash
flows into operating, investing and financing activities. Cash
flows are reported using the indirect method, whereby net
profit for the period is adjusted for the effects of transactions
of non-cash nature, working capital changes, any deferrals or
accruals of past or future operating cash receipts or payments
and items of income or expenses associated with investing or
financing cash flows.
For the purpose of presentation in the statement of cash
flows, cash and cash equivalents include cash on hand,
cash at banks, other short-term deposits and highly liquid
investments with original maturity of three months or less
that are readily convertible into cash.
Costs and expenses are recognised in statement of profit
and loss when incurred and are classified according to their
nature.
The Company recognizes government grants only when there
is reasonable assurance that the conditions attached to them
will be complied with and the grants will be received.
When the grant relates to an expense item, it is recognized as
income in statement of profit and loss on a systematic basis
over the periods, to match with the related costs, for which it
is intended to compensate.
When the grant relates to an asset, it is recognized as
deferred government grant in the balance sheet and then
subsequently transferred to statement of profit or loss on a
systematic basis over the expected useful life of the related
asset.
Exceptional items refer to items of income or expense,
including tax items, within the statement of profit and loss
from ordinary activities which are non-recurring and are of
such size, nature or incidence that their separate disclosure
is considered necessary to explain the performance of the
Company.
Adjusting events (that provides evidence of condition that
existed at the balance sheet date) occurring after the balance
sheet date are recognized in the financial statements. Material
non-adjusting events (that are inductive of conditions that
arose subsequent to the balance sheet date) occurring after
the balance sheet date that represents material change and
commitment affecting the financial position are disclosed in
the Directors'' report.
Dividend: The Company recognises a liability to make
distributions of dividend to equity holders, when the
distribution is authorised and the distribution is no longer
at the discretion of the Company. As per the corporate laws
in India, a distribution is authorised when it is approved by
the shareholders. After approval, a corresponding amount is
recognised directly in equity.
Ministry of Corporate Affairs ("MCA") notifies new standard
or amendments to the existing standards under Companies
(Indian Accounting Standards) Rules as issued from time to
time. For the year ended 31 March 2025, MCA has notified
Ind AS 117 - Insurance Contracts and amendments to Ind
AS 116 - Leases, relating to sale and leaseback transactions,
applicable to the Company w.e.f. 01 April 2024. The Company
has reviewed the new pronouncements and based on
its evaluation has determined that it does not have any
significant impact in its standalone financial statements.
(i) The Company does not have any trade receivables from any directors or other officers of the Company or any of them either
severally or jointly with any other persons, from any firms or private companies respectively in which any director is a partner
or a director or a member except its wholly owned subsidiaries, in compliance with schedule V and section 186(4) of the
Companies Act, 2013.
(ii) Refer note 43 and 44 for financial instruments - fair values and risk measurement respectively.
(iii) Refer note 18 for details of security, if any, held against trade receivables.
(iv) Trade receivables are non-interest bearing and generally have credit terms ranging from 30 to 180 days.
(v) Refer note 42 for trade receivables from related parties.
(vi) Refer note 41 for segment reporting under Ind AS 108 - Operating Segments.
(vii) Refer note 35 for reconciliation of contract assets and contract liabilities arising under Ind AS 115.
(viii) Refer note 50 for the additional regulatory information.
(ix) In determining the allowances for credit losses of trade receivables, the Company has used a practical expedient by computing
the expected credit loss (ECL) allowance for trade receivables based on a provision matrix. The provision matrix takes into
account historical credit loss experience and is adjusted for forward looking information. The expected credit loss allowance is
based on the ageing of the receivables that are due and the rates used in the provision matrix. Since the Company calculates
impairment under the "Simplified approach" for trade receivables containing significant financing component and for trade
receivables that do not contain significant financing component, then it is not required to separately track changes in credit risk
of trade receivables, as the impairment amount represents "lifetime" expected credit loss.
Accordingly, based on a harmonious reading of Ind AS 109 and the disclosure requirements under schedule III to the Companies
Act, 2013, trade receivables have been presented in aggregate, as no impairment allowance is required to be recognised as at
31 March 2025 and 31 March 2024, irrespective of whether they contain a significant financing component or not.
(vii) Nature of securities are as follows:
Working capital facilities from ICICI Bank Limited have been secured by way of first pari-passu charge on immovable
and movable fixed assets of Dahej SEZ unit and movable fixed assets of Ankleshwar unit of the Company. Further,
secured by pari-passu charge on current assets (except Vadodara unit) of the Company.
Foreign currency term loans - VIII, IX and working capital facilities from CITI Bank N.A. have been secured by way of first pari-passu
charge on immovable and movable fixed assets of Dahej SEZ unit and movable fixed assets of Ankleshwar unit and exclusive
charge on immovable and movable fixed assets of Vadodara unit of the Company. Further, secured by pari-passu charge on
current assets of the Company. Term Loans VIII and IX were fully repaid during the year ended 31 March 2025 and hence were
not outstanding as at 31 March 2025.
Working capital facilities from State Bank of India have been secured by way of first pari-passu charge on immovable and
movable fixed assets of Dahej SEZ unit and movable fixed assets of Ankleshwar unit of the Company. Further, secured by pari-
passu charge on current assets of the Company.
Working capital facilities from DBS Bank Limited have been secured by way of first pari-passu charge on immovable fixed assets
of Dahej SEZ unit and movable fixed assets of the Company. Further, secured by pari-passu charge on current assets of the
Company.
(iii) The Company does not have any outstanding dilutive instruments such as convertible securities, options, or contingently issuable
shares as at the end of the reporting periods. Accordingly, the basic and diluted earnings per share are the same.
(iv) The weighted average number of equity shares used for computing earnings per share has been determined in accordance with
the provisions of Ind AS 33, and represents the number of equity shares outstanding at the beginning of the year, adjusted for
equity shares issued during the year, weighted on a time-apportioned basis.
(v) During the year ended 31 March 2024, the Company has issued 1,226,993 equity shares of face value ''10 each at ''1,630 per
share (including premium of ''1,620 per share), aggregating ''2,000 million via QIP on 29 August 2023. These shares were listed
on BSE Limited (BSE) and National Stock Exchange of India Limited (NSE) on 30 August 2023.
Revenue from sale of products is recognized at point in time, when the control over the goods has been transferred to the customer,
which generally coincides with the date of shipment or delivery as per the terms of the contract.
Revenue from sale of services is recognised on satisfaction of performance obligation over time or at a point in time, depending upon
the contractual terms.
"Specialty chemical business" has been identified as single operating segment for the purpose of making decision on allocation of
resources and assessing its performance.
In line with paragraph 114 of Ind AS 115, the Company has presented disaggregated revenue disclosures which reflect the nature,
amount, timing, and uncertainty of revenue and cash flows in a manner that is most representative of the Company''s performance.
Employee benefits of the Company includes all forms of consideration (directly or indirectly) given by the Company in exchange for
services rendered by its employees or on termination of employment.
Measurement and recognition:
The Company measures short-term employee benefits on an undiscounted basis and it does not involve any actuarial valuation on the
same.
The Company has recognised short-term employee benefits expected to be paid:
a) as employee benefits expense in the standalone statement of profit and loss, if it does not form part of the cost of an asset as
per any other Ind AS (Ind AS 2 ""Inventories"" or Ind AS 16 ""Property, plant and equipment"") (refer note 28), and
2 Defined benefit plans:
i) Gratuity (funded):
a) Description of plan:
The Company makes annual contributions to defined benefit gratuity plan (funded) to finance the plan liability for
qualifying employees. The gratuity fund is separately managed and administered by a trust (approved under the Income
tax Act, 1961) and is legally separate from the Company. The plan is funded with Life Insurance Corporation of India (LIC) in
the form of qualified insurance policy. The contribution towards the trust fund is done as per rule 103 of Income Tax Rules,
1962. The provisions of plan in accordance with the Payment of Gratuity Act, 1972 are as follows:
The eligible employees are entitled to post-retirement benefit at the rate of 15 days last drawn salary (monthly salary is
calculated for 26 days) for each completed year of service until the retirement age of 58 years, subject to ceiling of '' 2
million:
(i) On termination of employment due to superannuation or early retirement or resignation: with vesting period of 5
years of service.
(ii) On death or permanent disablement in service: without any vesting period.
Where employees leave the Company prior to full vesting of the contributions, the contribution payable by the Company
is reduced by the amount of forfeited contributions.
Governance of plan:
The fund is managed by a trust which is governed by the Board of trustees. The Board of trustees are responsible for
the administration, for overall governance of the plan assets, for the definition of the investment strategy and to act in
accordance with the provisions of the trust deed and rules in the best interests of the plan participants. They do periodic
reviews of the solvency of the fund and play a role in the long-term investment, risk management and funding strategy.
Investment strategy:
The investment strategy in respect of its funded plans is implemented within the framework of the applicable statutory
requirements. The plan exposes the Company to various actuarial risks such as:
(i) Interest rate risk: A decrease in the bond interest rate will increase the plan liability; however, this will be partially
offset by an increase in the return on the plan''s debt investments.
(ii) Salary inflation risk: The present value of the defined benefit plan liability is calculated by reference to the future
salaries of plan participants. As such, an increase in the salary of the plan participants will increase the plan''s liability.
(iii) Investment risk: The present value of the defined benefit plan liability is calculated using a discount rate determined
by reference to market yields at the end of the reporting period on government bond yields; if the return on plan asset
is below this rate, it will create a plan deficit. Currently, the plan has a relatively balanced investment in government
securities and other debt instruments.
(iv) Asset liability matching (ALM) risk: The plan faces the ALM risk, as to the matching cash flows. Since the plan is
invested in lines of Rule 101 of Income Tax Rules, 1962, this generally reduces ALM risk.
(v) Longevity (mortality) risk: The present value of the defined benefit plan liability is calculated by reference to the
best estimate of the mortality of plan participants both during and after their employment. An increase in the life
expectancy of the plan participants will increase the plan''s liability.
(vi) Concentration risk: The plan is having a concentration risk, as all the assets are invested with the insurance company
and a default will wipe out all the assets. Although probability of this is very low as insurance companies have to
follow stringent regulatory guidelines which mitigate risk.
b) Measurement and recognition:
The present value of the defined benefit obligation and the related current service cost and past service cost is determined
based on actuarial valuation as at the reporting date and is measured using the "projected unit credit method", which
recognizes each period of service as giving rise to additional units of employees benefit entitlement and measures each
unit separately to build-up the final obligation.
The obligations are measured at the present value of the estimated future cash flows by applying various valuation
assumptions (referred below). The discount rate used for determining the present value of the obligation is based on the
market yields on Government bonds as at the date of actuarial valuation.
For the purpose of calculation, past service is rounded to the nearest integer. Suitable application of the '' 2 million ceiling
has been considered while conducting the valuation and during the years ended 31 March 2025 and 31 March 2024, there
were no plan amendments, curtailments and settlements.
The most recent actuarial valuation of the plan assets and the present value of the defined benefit obligation were carried
out at 31 March 2025 and this valuation has been done in conformity with the Actuarial Practice Standard 27 (APS 27) and
the relevant guidance notes issued by Institute of Actuaries of India.
The Company has recognised actuarial gains or losses (net of tax) immediately in the other comprehensive income (OCI).
The principal assumptions used for the purposes of actuarial valuation of defined benefit plans were as follows:
Accumulating paid absences may be either vesting (in other words, employees are entitled to a cash payment for unused
entitlement on superannuation or resignation or retirement) or non-vesting (when employees are not entitled to a cash
payment for unused entitlement on superannuation or resignation or retirement). An obligation arises, when employees
render service that increases their entitlement to future paid absences. The obligation exists and is recognised, even if the
paid absences are non-vesting, although the possibility that employees may leave before they use an accumulated non¬
vesting entitlement affects the measurement of that obligation.
b) Measurement and recognition:
The present value of the other long-term employee benefit and the related current service cost and past service cost
is determined based on actuarial valuation as at the reporting date and is measured using the "projected unit credit
method", which recognizes each period of service as giving rise to additional units of employees benefit entitlement and
measures each unit separately to build-up the final obligation.
The obligations are measured at the present value of the estimated future cash flows by applying various valuation
assumptions (referred below). The discount rate used for determining the present value of the obligation is based on the
market yields on Government bonds as at the date of actuarial valuation.
Based on the Company''s past experience, the leave balances are split up into three proportions; leaves for while in service
availment, leaves for while in service encashment and leaves for encashment on exit. This proportion is considered to
follow the last in first out (LIFO) approach as guided in the Ind AS 19. During the years ended 31 March 2025 and 31 March
2024, there were no plan amendments, curtailments and settlements.
The most recent actuarial valuation of the present value of the other long-term employee benefits were carried out at
31 March 2025 and this valuation has been done in conformity with the Actuarial Practice Standard 27 (APS 27) and the
relevant guidance notes issued by Institute of Actuaries of India.
The principal assumptions used for the purposes of actuarial valuation of other long-term employee benefits are same
assumptions that are used in actuarial valuation of defined benefit plan (gratuity) (referred above), except two additional
demographic assumptions which were as follows:
(i) None of the directors are related to each other or to any other KMP, as per section 2(77) of the Companies Act, 2013.
(ii) The Company has not entered into any service contracts with its directors or KMP, that provide for benefits on termination other
than statutory entitlements.
(iii) The Company does not have any profit-sharing, stock option plans, contingent or deferred compensation arrangements with its
directors or KMP.
(iv) All the KMP''s (other than executive directors) are interested in the Company only to the extent of the remuneration or benefits
to which they are entitled to as per their terms of appointment and reimbursement of expenses incurred by them during the
ordinary course of their service.
(v) All the KMP''s other than its executive directors, are on regular employment contracts with the Company.
(vi) The directors have not received any kind of remuneration from any subsidiary of the Company.
The Company''s financial assets and financial liabilities can be categorised as follows:
(i) The Company has carried its investments in equity instruments of subsidiaries at deemed cost less provision for impairment, if
any as per paragraph D15 of Ind AS 101 "First-time adoption of Indian accounting standards". The Company does not have any
investment in equity instruments "designated" at FVTOCI.
(ii) All financial assets and financial liabilities of the Company are measured at "amortised cost" except current investments, which
have been designated to be measured at "FVTPL".
(iii) The Company does not have any financial assets measured at FVTOCI.
(iv) During the years ended 31 March 2025 and 31 March 2024, the Company has not undertaken any reclassification or offsetting
of financial assets and financial liabilities.
(v) Refer note 15 for movement in loss allowance for expected credit losses on trade receivables.
(vi) The Company does not have any type of compound financial instruments.
(vii) Refer note 18 for details on security provided against financial assets and confirmation of no defaults or breaches in relation to
borrowings.
(viii) The Company has disclosed carried amount, net gains or losses if any, interests'' income and interest expenses of all the categories
of financial assets and liabilities in respective notes forming part of standalone financial statements.
Derivatives not designated as hedging instruments: The Company uses foreign currency denominated borrowings and foreign
exchange forward contract to manage its transaction exposures. The foreign exchange forward contracts are not designated as cash
flow hedges and are entered into for periods consistent with foreign currency exposure of the underlying transactions, generally from
4 to 6 months.
The Company does not use cash flow hedges, fair value hedges, hedging of net investment in foreign operations and embedded
derivatives.
The Company''s management have assessed that the "carrying amounts" of financial assets and liabilities other than those valued
at Level 1 and Level 2 are considered to be reasonable approximation of their "fair values" due to their current and short-term
nature.Accordingly, the Company has not separately disclosed fair values as per paragraph 29 of Ind AS 107 " Financial instruments:
disclosures".
The fair value of financial instruments has been classified into three categories depending on the inputs used in the valuation technique.
The hierarchy gives the highest priority to quoted prices in active markets for identical assets or liabilities (Level 1 measurements) and
lowest priority to unobservable inputs (Level 3 measurements).
Level 1 quoted prices in an active market: This level of hierarchy includes financial assets that are measured by reference to quoted
prices (unadjusted) in active markets for identical assets or liabilities. This category consists of investment in quoted equity shares and
mutual funds. It has been valued using the closing price as at the reporting period on the stock exchanges.
Level 2 valuation techniques with observable inputs: This level of hierarchy includes financial assets and liabilities, measured using
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). The fair value of these instruments is determined using valuation techniques which maximise the
use of observable market data and rely as little as possible on entity-specific estimates. If all significant inputs required to fair value an
instrument are observable, the instrument is included in level 2.
Level 3 valuation techniques with significant unobservable inputs: This level of hierarchy includes financial assets and liabilities
measured using inputs that are not based on observable market data (unobservable inputs). Fair value is determined in whole or in
part, using a valuation model based on assumptions that are neither supported by prices from observable current market transactions
in the same instrument nor based on available market data.
The Company''s management have used its best judgement in estimating the fair value of its financial instruments. When measuring
the fair value of an asset or a liability, the Company uses observable market data as far as possible. If the inputs used to measure the
fair value of an asset or a liability fall into different levels of the fair value hierarchy, then the fair value measurement is categorised in
its entirety in the same level of the fair value hierarchy as the lowest level input that is significant to the entire measurement.
However, there are inherent limitations in any estimation technique. Therefore, for substantially all financial instruments, the fair
value estimates presented above are not necessarily indicative of the amounts that the Company could have realised or paid in
transactions as of respective dates. As such, fair value of financial instruments subsequent to the reporting dates may be different
from the amounts reported at each reporting date.
The Board of Directors has the overall responsibility for establishing and governing the Company''s risk management framework.
The Company has constituted a risk management committee, which is responsible for developing and monitoring the Company''s
risk management policies. The Company''s risk management policies are established to identify and analyse the risks faced by the
Company, to set and monitor appropriate risk limits and controls, periodically review the changes in market conditions and reflect
the changes in the policy accordingly. The key risks and mitigating actions have also been placed before the Audit Committee of
the Company. This note explains the nature, extent and sources of risks arising from financial instruments to which the Company is
exposed at the end of the reporting years and how the entity manages the risk and the related impact in the standalone financial
statements.
The Company''s financial liabilities comprise mainly of borrowings, trade payables and other payables. The Company''s financial assets
comprise mainly of investments, cash and cash equivalents, other bank balances, loans, trade receivables and other receivables. The
Company''s business activities are exposed to a variety of financial risks namely:
A. Credit risk,
B. Liquidity risk and
C. Market risk
Credit risk refers to the risk that a counterparty will default on its contractual and performance obligations resulting in financial loss
to the Company. Credit risk encompasses both, the direct risk of default and the risk of deterioration of creditworthiness as well as
concentration risks. Company''s credit risks principally arise from trade receivables and other receivables, from investments, from cash
and cash equivalents, from forward exchange contracts and from security deposits or other deposits. The maximum credit exposure
associated with financial assets is equal to the carrying amount. Details of the credit risk specific to the Company along with relevant
mitigation procedures adopted have been enumerated below:
Customer credit risk has been managed by the Company and is subject to established policy, procedures and controls relating to
customer credit risk management by establishing credit limits, credit approvals and monitoring the credit worthiness of the customers
to which the Company extends the credit in the normal course of the business. The Company uses publicly available financial
information and its own trading records to rate its major customers. The Company''s exposure and the credit ratings (if available) of
its counterparties are continuously monitored. The outstanding trade receivables are regularly monitored and appropriate action has
been taken for collection of overdue receivables.
Refer note 15, 35 and 41 for other disclosures related to trade receivables.
Other financial assets include investments, security deposits, forward exchange contracts, cash and cash equivalents, loans, other
bank balance and other receivables.
⢠Investments in mutual funds are made only in large fund houses of good repute and credit worthiness.
⢠Security deposits have been given to various government authorities including other counterparties. Being government
authorities, the Company believe that it does not has any exposure to credit risk. Security deposits to others are subject to
established policy, procedures and controls relating to counterparty credit risk management by monitoring their credit
worthiness, etc.
⢠Foreign exchange forward contracts (not designated as hedging instruments) have been taken with the intention of reducing
foreign exchange risk of expected transactions. The Company attempts to limit the credit risk by only dealing with reputable
banks having high credit-ratings assigned by credit-rating agencies.
⢠Cash and cash equivalents and fixed deposits are placed with banks having good reputation and having high credit-ratings
assigned by international credit-rating agencies.
Refer note 8 to 12 for other disclosures related to other financial assets.
Liquidity risk is the risk that the Company will face in meeting its obligations associated with its financial liabilities. The Company''s
approach in managing liquidity is to ensure that it will have sufficient funds to meet its liabilities when due without incurring
unacceptable losses. In doing this, management considers both normal and stressed conditions.
The Company has maintained a cautious liquidity strategy, with a positive cash balance throughout the years reported. Cash flow from
operating activities provides the funds to service the financial liabilities on a day-to-day basis.
The Company regularly monitors the rolling forecasts to ensure it has sufficient cash on an on-going basis to meet operational needs.
Any short-term surplus cash generated, over and above the amount required for working capital management and other operational
requirements, is retained as cash and cash equivalents (to the extent required) and any excess is invested in interest bearing term
deposits with appropriate maturities to optimise the cash returns on investments while ensuring sufficient liquidity to meet its
liabilities.
The Company also manages liquidity risk by maintaining adequate reserves, banking facilities and reserve borrowing facilities, by
continuously monitoring forecast and actual cash flows, and by matching the maturity profiles of financial assets and liabilities.
The following table shows the maturity analysis of the Company''s financial liabilities based on contractually agreed undiscounted cash
flows, along with its carrying value as at the balance sheet date. It includes principal, estimated interest payments and exclude the
impact of netting agreements. The contractual maturity is based on the earliest date on which the Company may be required to pay.
Market risk is the risk, that the fair value or future cash flows of a financial instrument will fluctuate because of changes in the market
prices. The Company is exposed in the ordinary course of its business to risks related to changes in foreign currency exchange rates
and interest rates.
Foreign currency risk is the risk that the fair value or future cash flows of an exposure will fluctuate because of changes in foreign
exchange rates. The Company''s functional currency is Indian Rupees (''). The Company has exposure to foreign currency mainly
by way of trade receivables, cash and cash equivalents, borrowings and trade payables (primarily $ and â¬) and is therefore
exposed to foreign exchange risk. Volatility in exchange rates affects the Company''s revenue from exports markets and the costs
of imports, primarily in relation to exports with respect to the US-dollar. Adverse movements in the exchange rate between the
Rupee and the relevant foreign currency results in increase in the Company''s overall debt position in Rupee terms without the
Company having incurred additional debt.
In order to minimize adverse effects on the financial performance, the Company has entered into foreign exchange forward
contracts (not designated as hedging instruments) to hedge foreign currency exchange risk. All hedging activities are carried
out in accordance with the Company''s internal risk management policy, as approved by the Board, and in accordance with the
applicable regulations where the Company operates. Such decisions are taken after considering many factors such as upside
potential, cost of structure and the downside risks etc. Weekly reports are submitted to management on the covered and open
positions and mark to market (MTM valuation).
Interest rate risk is the risk that the fair value or future cash flows of a financial instrument will fluctuate because of changes
in market interest rates. The Company is exposed to interest rate risk because funds are borrowed at both fixed and floating
interest rates. The Company''s fixed rate borrowings are carried at amortised cost. Therefore, they are not subject to interest
rate risk as defined in Ind AS 107, since neither the carrying amount nor the future cash flows will fluctuate because of a change
in market interest rates. Interest rate risk is measured by using the cash flow sensitivity for changes in variable interest rate.
The Company has exposure to variable interest rate risk, arising principally on changes in repo rate, MCLR, LIBOR and SOFR rates.
The Company uses a mix of interest rate sensitive financial instruments to manage the liquidity and fund requirements for its
day-to-day operations like short-term loans. The Company manages this risk by maintaining an appropriate mix between fixed
and floating rate borrowings. Hedging activities are evaluated regularly to align with interest rate views and defined risk appetite,
ensuring the most cost-effective hedging strategies are applied. The Company also has financial assets i.e. fixed deposits with fix
rate of interest, therefore, they are not subject to interest rate risk.
45 Capital management
The primary objective of the Company''s capital management is to ensure that it maintains a strong capital base so as to maintain
investor, creditor and market confidence, to sustain future development of the business and to be able to continue as a going
concern while maximising the return to stakeholders through the optimisation of the debt and equity balance. For the purpose of
the Company''s capital management, capital includes paid-up equity capital and all other equity reserves attributable to the equity
holders of the Company. The Company determines the amount of capital required on the basis of annual business plan coupled with
long-term and short-term strategic investment and expansion plans. The funding needs are met through equity, cash generated from
operations, long-term and short-term bank borrowings. The Company monitors the capital structure on the basis of net debt to equity
ratio and maturity profile of the overall debt portfolio of the Company.
(ii) The timing and outcome of contingent liabilities are uncertain and dependent upon future events. Accordingly, no reliable
estimate of future cash outflows can be made. All such matters are regularly reviewed and appropriate accounting treatments
are made. The management believes that these matters will not have a material adverse effect on the Company''s financial
position.
(a) The Company has received a show cause-cum-demand notice dated 29 March 2022 from the DGGI (GST Intelligence) for
erroneous IGST refund of '' 11.38 million (FY 2017-18 and 2018-19), including interest and penalties under section 74(1)
of the CGST Act, 2017. The matter is being contested by the Company and it expects a favorable outcome.
(b) An order dated 03 March 2021 was received from CGST authorities for recovery of erroneous refund of '' 0.56 million plus
interest of '' 0.05 million (FY 2017-18). The Company has preferred an appeal and expects a favorable outcome.
(a) The Company has received show cause notice dated 22 September 2022 under section 274 read with section 270A of the
Income Tax Act, 1961 for disallowances of '' 1.00 million (AY 2020-21). Further, the Company has received an order dated
24 March 2025 under section 147 read with section 144B for disallowance of '' 10.20 million for AY 2020-21. The Company
has filed appeals and expects a favorable outcome.
The Company has initiated criminal proceedings under sections 138 and 141 of the Negotiable Instruments Act, 1881 against M/s
Kaveri Engineering Works before the Chief Judicial Magistrate. The dispute pertains to dishonour of cheques aggregating '' 0.78
million issued against advance payments made to the said party. The matter is pending adjudication and the Company is confident of
a favorable resolution.
In accordance with Ind AS 10 - Events after the Reporting Period, the Company has evaluated subsequent events occurring up to
02 May 2025, the date of authorisation of these financial statements. Except as disclosed below, no event requiring recognition or
further disclosure has occurred.
The Board of Directors has recommended a final dividend of '' 1.00 per equity share (i.e., 10% on face value of '' 10 each), aggregating
to '' 23.39 million, for the year ended 31 March 2025. The dividend is subject to approval of the shareholders in the ensuing Annual
General Meeting.
A In compliance with rule 19A of the Securities Contracts (Regulation) Rules, 1957, requiring minimum public shareholding of 25%
within three years of listing, during the year ended 31 March 2024, the Company has issued 1,226,993 equity shares of face value ''10
each at ''1,630 per share (including premium of ''1,620 per share), aggregating ''2,000 million via QIP on 29 August 2023. These shares
were listed on BSE Limited (BSE) and National Stock Exchange of India Limited (NSE) on 30 August 2023 (refer note 16).
B Pursuant to regulation 32(1) and 32(3) of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015 as amended,
statement of utilization of QIP proceeds as at 31 March 2024 is as follows:
(ii) The Company has obtained a monitoring agency report on quarterly basis from the "Monitoring agency" and filed the same with
both BSE Limited (BSE) and National Stock Exchange of India Limited (NSE) where equity shares of the Company are listed and
uploaded the same on Company''s website.
(iii) The above statement of utilization of QIP proceeds has been reviewed by the Audit Committee and approved by the Board of
directors at their respective meetings held during the year ended 31 March 2024.
(iv) During the year ended 31 March 2024, the Company has utilised full amount of QIP proceeds as per "objects of the offer".
(v) In accordance with section 27 of the Companies Act, 2013, the Company has not used the net proceeds for buying, trading or
otherwise dealing in shares of any other listed company.
(vi) The Company has not entered in any proposal whereby any portion of the net proceeds will be paid to the promoters, promoter
group, directors, key managerial personnel, or senior management personnel, except in the ordinary course of business. Further,
there are no existing or anticipated transactions in relation to the utilisation of the net proceeds entered into or to be entered
into by the Company with the promoters, promoter group, directors, key managerial personnel and/or senior management
personnel.
(vii) Net proceeds have been revised from '' 1,942.50 million to '' 1,943.45 million. The actual cost incurred by the Company towards
offer related expenses was less than the estimated cost disclosed in the offer document. Accordingly, the amount of '' 0.95
million, has been reallocated to "general corporate purposes".
(viii) The Company has deployed net proceeds towards general corporate purposes, in accordance with regulation 7(2) of the SEBI
ICDR Regulations, to drive business growth, including, amongst other things, meeting any expenses incurred in the ordinary
course of business, including salaries and wages, rent, administration expenses, insurance related expenses, and the payment of
taxes and duties, servicing of borrowings including payment of interest and any other purpose as permitted by applicable laws
and as approved by the Board.
(a) During the years ended 31 March 2025 and 31 March 2024, the Company has not made any investment or provided any loans,
guarantees, or securities to any person or body corporate exceeding the prescribed limits under section 186(2) of the Companies
Act, 2013. Accordingly, no disclosure is required in terms of regulation 34(3) read with part A of schedule V of SEBI (LODR)
Regulations, 2015.
(b) The Company has not entered into any material contracts or agreements (including with strategic, joint venture or financial
partners), other than those entered into in the ordinary course of business.
(c) During the years ended 31 March 2025 and 31 March 2024, the Company has not been a party to any scheme of merger or
amalgamation. Further, there were no material acquisitions or disposals of businesses or undertakings.
(d) Neither the promoters, nor any of the key managerial personnel, senior management personnel, directors or employees of the
Company has entered into an agreement, either by themselves or on behalf of any other person, with any shareholder or any
other third party with regard to compensation or profit sharing in connection with the dealings of the securities of the Company.
(e) None of the director is or was a director of any listed company, whose shares are or were suspended from being traded on any
stock exchanges, during the term of their directorship in such company. Further, none of the directors is, or was, a director of any
listed company, which has been or was delisted from any stock exchange during the term of their directorship in such company.
(f) None of the director has been nominated, appointed or selected pursuant to any arrangement or understanding with major
shareholders, customers, suppliers or others of the Company.
(g) The Company, its promoters, its directors, persons in control of the Company and the members of the promoter group have not
been prohibited from accessing the capital markets and have not been debarred from buying, selling or dealing in securities
under any order or direction passed by SEBI or any securities market regulator in any jurisdiction or any other authority or court.
(h) The Company has not entered into any transaction with companies struck off under section 248 of the Companies Act, 2013 or
section 560 of the Companies Act, 1956.
50 Additional regulatory information (Continued)
(i) Borrowings secured against current and non-current assets:
The Company has been availing borrowings facilities from ICICI Bank Limited, CITI Bank N.A, State Bank of India and DBS Bank
Limited on the basis of security of current and fixed assets. The Company has filed monthly stock statements with all the banks
referred above, which are in agreement with the books of accounts.
(j) The Company has not received any fund from any person(s) or entity(ies), including foreign entities (funding party) with the
understanding (whether recorded in writing or otherwise) that the company shall:
(i) directly or indirectly lend or invest in other persons or entities identified in any manner whatsoever by or on behalf of the
funding party (ultimate beneficiaries) or
(ii) provide any guarantee, security or the like on behalf of the ultimate beneficiaries.
(k) The Company has disclosed other additional regulatory information in respective notes forming part of standalone financial
statements.
Explanation for variance in ratios by more than 25%:
i. Current ratio has been decreased primarily due to increase in current borrowings and a reduction in cash and cash
equivalents, inventories, current investments and trade receivables during the year ended 31 March 2025.
ii. Debt equity ratio has been increased primarily due to increase in current borrowings during the year ended 31 March
2025.
iii. Debt service coverage ratio has improved due to repayment of long-term borrowings and finance cost during the year
ended 31 March 2025.
iv. Return on equity ratio has been decreased primarily due to decrease in net profit after tax during the year ended 31 March
2025.
v. Net capital turnover ratio has been increased due to a combination of decrease in current assets and increase in current
liabilities (mainly borrowings) during the year ended 31 March 2025.
vi. Net profit ratio has been decreased primarily due to increase in raw material costs during the year ended 31 March 2025
and thereby impacted the profitability.
vii. Return on capital employed has been declined primarily due to decrease in profitability during the year ended
31 March 2025.
viii. Return on equity investments in wholly owned subsidiaries has been increased due to increase in profitability of wholly
owned subsidiaries during the year ended 31 March 2025 .
The Company has duly complied with the applicable provisions of Goods and Service Tax Act, 2017, the Customs Acts, 1962 and
any other indirect taxes as applicable. Any variances between figures reported in the books of account and returns filed have been
appropriately reconciled. Such differences, if any, are not material and will be addressed in subsequent periodic and annual returns,
without any material impact on the standalone financial statements.
The Code on Social Security, 2020, which consolidates laws relating to social security and employee benefits, has received the assent
of the President of India and has been published in the Gazette. However, the effective date for implementation and the final rules
under the code have not yet been notified. The Company will evaluate and give appropriate accounting treatment for the impact of
the code once it becomes effective.
In accordance with the section 148 of the Companies Act, 2013 and the provisions of the Companies (Cost Records and Audit) Rules,
2014, as amended, the Company has duly maintained cost records as prescribed.
In accordance with the provisions of regulation 33 of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015,
as amended, the standalone financial statements for the year ended 31 March 2025 have been reviewed by the Audit Committee and
approved by the Board of Directors at their respective meetings held on 02 May 2025.
(a) All amounts disclosed have been rounded off to the nearest million with two decimal places, unless otherwise stated.
(b) All figures less than '' 4,999 have been presented as '' 0.00 million.
(c) Comparative figures for the previous year/s have been re-classified, re-grouped or re-arranged, wherever necessary, to conform
with the presentation and classification of the current year.
Notes forming part of the standalone financial statements 1-55
As per our report of even date attached
For NDJ & Co. For and on behalf of the Board of Directors of
Chartered Accountants Tatva Chintan Pharma Chem Limited
Firm''s Registration Number: 136345W CIN: L24232GJ1996PLC029894
Partner Chairman and Managing Director Whole Time Director
Membership Number: 434585 DIN: 00183618 DIN: 00183665
Chief Financial Officer Company Secretary and Compliance Officer
M. No.: A37444
Date : 02 May 2025 Date : 02 May 2025
Place : Vadodara, Gujarat, India Place : Vadodara, Gujarat, India
Mar 31, 2024
The Company has only one class of equity shares having a par value of '' 10 per share. Accordingly, all equity shares rank equally with regard to dividend and share in the Company''s residual assets on winding up. The equity shares are entitled to receive dividend as declared and approved from time to time. The voting rights of an equity shareholder on a poll (not on show of hands) are in proportion to his/its share of the paid-up equity share capital of the Company.
Pursuant to the provisions of the Securities Contracts (Regulation) Rules, 1957 (SCRR), the Company is required to achieve at least 25.00% public shareholding within three years from the date of listing of its equity shares on the stock exchanges in the manner as specified under the SCRR and other applicable laws.
During the year ended 31 March 2024, the Company has completed fresh issue of equity shares vide qualified institutional placement (QIP), towards meeting the compliance in accordance with SCRR. The offer comprises of 1,226,993 equity shares of the face value of '' 10/- each at an issue price of '' 1,630/- per equity share (including a premium of '' 1,620 per equity share) aggregating to '' 2,000.00 million. The equity shares of the Company were allotted on 29 August 2023 vide board resolution dated 29 August 2023. These equity shares of the Company were listed on 30 August 2023 on BSE Limited (BSE) and National Stock Exchange of India Limited (NSE).
(iii) Dividend
For the year ended 31 March 2023, the Board of Directors has recommended final dividend of 20% ('' 2/- per equity share of face value '' 10 each) vide board resolution dated 05 May 2023 (refer note 48), which has been passed as ordinary resolution by the shareholders in AGM held on 22 September 2023.
(a) The Company has not allotted any fully paid-up equity shares pursuant to any contract without payment being received in cash.
(b) During the year ended 31 March 2021, the Company has allotted 12,052,500 numbers of equity shares of the face value of ''10 each by way of bonus share in the ratio of 1.5:1 vide Board resolution dated 31 December 2020, which has been passed as special resolution by the shareholders in EOGM held on 27 January 2021.
(c) The Company has not bought back any fully paid-up equity shares.
(i) Refer note 43 and 44 for financial instruments - fair values and risk measurement respectively.
(ii) The Company has not defaulted on repayment of principal and interest of any loan availed from any banks or financial institutions. The tenure of repayment of any loan availed by the Company from banks or financial institutions has not been rescheduled. The Company has not breached any covenants, terms and conditions of any loan agreement or any facility agreement.
(iii) The Company has utilised the borrowings from banks for the specific purpose for which it was taken.
(iv) The Company does not have any charges or satisfaction which are yet to be registered with Registrar of Companies (ROC) beyond statutory period.
(v) Refer note 51 for the additional regulatory information.
(vi) During the year ended 31 March 2023, the personal guarantees of promoters cum directors of the Company i.e. Mr. Ajaykumar Mansukhlal Patel, Mr. Chintan Nitinkumar Shah and Mr. Shekhar Rasiklal Somani have been released. Earlier these personal guarantees were issued towards contractual obligations in respect of loans availed by the Company.
(viii) Nature of securities are as follows:
Foreign currency term loans - II, III, X and working capital facilities from ICICI Bank Limited have been secured by way of first pari-passu charge on immovable and movable fixed assets of Dahej SEZ unit and movable fixed assets of Ankleshwar unit of the Company. Further, secured by pari-passu charge on current assets (except Vadodara unit) of the Company. Further secured by way of lien on fixed deposit of '' 5.15 million till 31 March 2023.
Foreign currency term loans - VI, VII, VIII, IX and working capital facilities from CITI Bank N.A. have been secured by way of first pari-passu charge on immovable and movable fixed assets of Dahej SEZ unit and movable fixed assets of Ankleshwar unit and exclusive charge on immovable and movable fixed assets of Vadodara unit of the Company. Further, secured by pari-passu charge on current assets of the Company.
Working capital facilities from State Bank of India have been secured by way of first pari-passu charge on immovable and movable fixed assets of Dahej SEZ unit and movable fixed assets of Ankleshwar unit of the Company. Further, secured by pari-passu charge on current assets (except Vadodara unit) of the Company.
Working capital facilities from DBS Bank Limited have been secured by way of first pari-passu charge on immovable fixed assets of Dahej SEZ unit and movable fixed assets of the Company. Further, secured by pari-passu charge on current assets (except Vadodara unit) of the Company.
Three vehicle loans from Axis Bank Limited have been secured by way of hypothecation of respective vehicles and personal guarantees of promoters cum directors of the Company.
(i) Section 115BAA in the Income Tax Act, 1961 provides an option to the Company for paying income tax at reduced rates as per the provisions or conditions defined in the said section. The Company has opted to provide and consider the payment of income tax under old tax regime and deferred tax assets and liabilities are measured at the rates at which such deferred tax assets or liabilities are expected to be realised or settled.
(ii) The Company is required to compute tax payable, higher of:
(a) Tax computed as per normal provisions of Income Tax Act, 1961 or
(b) Tax payable as per MAT provisions computed u/s 115JB of Income Tax Act, 1961.
When the amount of minimum alternate tax (MAT) is greater than its normal tax liability, the difference between MAT and normal tax liability is recognised as assets "MAT credit entitlement".
(iii) The Company has accrued significant amounts of deferred tax. The majority of the deferred tax (assets)/liability represents:
1. Taxable temporary differences:
(a) Accelerated tax relief for the depreciation on property, plant and equipment
2. Deductible temporary differences:
(a) Unused minimum alternate tax (MAT) credit carried forward,
(b) Net disallowances under income tax includes:
(i) Other long-term employee benefits (compensated absences),
(ii) Forward exchange contracts (not designated as hedge), and
(iii) Defined benefit obligation-gratuity fund
(c) Unabsorbed business losses,
(d) Share issue expenses
(ii) The Company continues to pay income tax under older tax regime and has not opted for lower tax rate as per provisions of section 115BAA of the Income Tax Act, 1961. The Company is computing current tax on the basis of tax laws that have been enacted.
(iii) Refer note 23 for deferred tax and current tax (assets)/liabilities (net).
(iv) The Company is eligible for specified tax incentives which is included in the table above as tax holidays or exemptions. These are briefly described as under:
a) Location based exemption - Special economic zone (SEZ) operations:
The Dahej unit of the Company located in Dahej SEZ, Bharuch, Gujarat, India enjoy certain benefits under section 10AA of the Income Tax Act, 1961, which allows 100% of the taxable profit (derived from the export turnover from a SEZ unit) to be exempted till 31 March 2022, provided certain conditions are met.
Subsequent to this date, 50% of the taxable profit will be allowed to be exempted till 31 March 2027.
Subsequent to 31 March 2027, 50% of the taxable profits will be allowed to be exempted for further five years, provided the amount allowable in respect of deduction is credited to Special Economic Zone Re-Investment Reserve account and the amount credited should be utilised for acquiring new plant and machinery and provided certain other conditions are met. There can be no assurance that the Company will continue to enjoy the tax benefits under section 10AA of the Income Tax Act, 1961 in future.
32 Tax expense/(benefits) (Continued)
b) Other exemption - Research and development (R&D) operations:
The R&D unit of the Company located at Vadodara, Gujarat, India enjoys certain benefits under section 35(2AB) of the Income Tax Act, 1961, which allows 150% deduction of any expenditure on scientific research (not being expenditure in the nature of cost of any land or building) on in-house research and development facility as approved by the prescribed authority, provided certain conditions stipulated by Department of Scientific and Industrial Research ("DSIR") are met, up to 31 March 2020.
Subsequent to this date, 100% of any expenditure as specified above will be allowed as deduction.
Approval of DSIR to the in-house R&D unit was valid till 31 March 2024 and application for extention till 31 March 2027 is under approval. However, for subsequent period, deduction will be subject to approval of DSIR for the recognition of inhouse R&D for respective period.
(v) The Company has established a comprehensive system of maintenance of information and documents as required by transfer pricing legislation for its international transactions as well as specified domestic transactions. Management believes that all the above transactions are at arm''s length price and the aforesaid legislations will not have any impact on the standalone financial statement, particularly on the amount of tax expense and provision for taxation.
(vi) The Company does not have any transaction which is not recorded in the books of accounts, that has been surrendered or disclosed as income during the year in the assessment under the Income Tax Act, 1961 (such as, search or survey or any other relevant provisions of the Income Tax Act, 1961).
(i) During the years ended, the Company has presented earnings per equity share for continuing operations attributable to the ordinary equity shareholders of the Company. The Company does not have any discontinued operations.
The Company has only one class of equity shares having a par value of '' 10 per share. Accordingly, all equity shares rank equally with regard to their right to share profit for the year.
34 Earnings per equity share (EPS) (Continued)
The Company does not have any instruments (including contingently issuable shares) that could potentially dilute earnings per equity share in the future.
(ii) The earnings per equity share is computed by dividing the net profit after tax attributable to the equity shareholders for the year by the weighted average number of equity shares outstanding during the reporting year.
(iii) Weighted average number of equity shares is the number of equity shares outstanding at the beginning of the year adjusted by the number of equity shares issued or allotted during the year, multiplied by the time weighting factor. The time weighting factor is the number of days for which the specific shares are outstanding as a proportion of total number of days during the year.
(iv) During the year ended 31 March 2024, the Company has completed fresh issue of equity shares vide qualified institutional placement (QIP). The offer comprises of 1,226,993 equity shares of the face value of '' 10/- each at an issue price of '' 1,630/- per equity share (including a premium of '' 1,620 per equity share) aggregating to '' 2,000.00 million. The equity shares of the Company were allotted on 29 August 2023 vide board resolution dated 29 August 2023. The equity shares of the Company were listed on 30 August 2023 on BSE Limited (BSE) and National Stock Exchange of India Limited (NSE).
35 Revenue from contract with customers
Revenue from sale of products is recognized when the control on the goods has been transferred to the customers. Revenue from sale of services is recognised on satisfaction of performance obligation towards rendering of such services. The performance obligation in case of sale of product is satisfied at a point in time i.e., when the material is shipped to the customer or on delivery to the customer, as may be specified in the contract.
"Specialty chemical business" has been identified as single operating segment for the purpose of making decision on allocation of resources and assessing its performance.
Although to meet the disclosure objective with respect to disaggregation of revenue under "Ind AS 115 Revenue from contract with Customers" the Company believes that disaggregation on the basis of "product categories" best depicts how the nature, amount, timing and uncertainty of its revenues and cash flows are affected by industry, market and other economic factors.
(i) Amounts received in advance from customers i.e. before the related performance obligation is satisfied, are included in the balance sheet as "Advances received from customers" (Contract liability) in "Other current liabilities". Amounts invoiced or billed for performance obligation satisfied but not yet paid by the customers are included in the balance sheet as "Trade receivables" (Contract assets).
(ii) There were no significant changes in the composition of the contract liabilities and contract assets during the years reported, other than on account of routine invoicing, revenue recognition and customer advances.
(iii) Amounts previously recorded as contract liabilities have been increased due to further advances received from customers during the years and decreased due to revenue recognised on satisfaction of performance obligation during the years.
(iv) Amounts previously recorded as trade receivables have been increased due to revenue recognised on satisfaction of performance obligation during the years and decreased on account of amount received from customers during the years.
(v) As per the terms of the contract with customers, either all performance obligations are to be completed within one year from the date of such contracts or the Company has a right to receive consideration from its customers for all completed performance
35 Revenue from contract with customers (Continued)
obligations. Accordingly, the Company has availed the practical expedient available as per paragraph 121 of Ind AS 115 and dispensed with the additional disclosures with respect to performance obligations that remained unsatisfied (or partially unsatisfied) at the balance sheet date. Further, since the terms of the contracts directly identify the transaction price for each of the completed performance obligations, in all material respects, all the elements of transaction price have been included in the revenue recognised in the standalone financial statements. Further, there is no material difference between the contract price and the revenue from contract with customers.
(vi) As per the terms of the contract with customers, the Company expects, at the contract inception, that the period between transfer of a promised goods or services to customer and related payments for the goods or services will be less than one year or less. Accordingly, the Company has availed the practical expedient available as per paragraph 63 of Ind AS 115 and has not adjusted the promised amount of consideration for the effects of significant financing component, if any.
(iv) During the years ended, the Company has received, all due trade receivable from both the overseas wholly owned subsidiaries and from other overseas non-related parties within 60 days of its falling due or as prescribed by Reserve Bank of India from time to time.
Short-term leases: The Company has elected not to recognize right-of-use assets and lease liabilities for short-term leases of all assets that have a lease term of 12 months or less (short-term lease), leases of low-value assets and cancellable leases. The Company recognizes the lease payments associated with these leases as an expense in the standalone statement of profit and loss.
The Company has taken "leasehold land" on long-term lease, these leases are entirely prepaid by the Company and does not have any future lease liability towards the same. (refer note 4)
Employee benefits of the Company includes all forms of consideration (directly or indirectly) given by the Company in exchange for services rendered by its employees or on termination of employment.
Measurement and recognition:
The Company measures short-term employee benefits on an undiscounted basis and it does not involve any actuarial valuation on the same.
The Company has recognised short-term employee benefits expected to be paid:
a) as employee benefits expense in the standalone statement of profit and loss, if it does not form part of the cost of an asset as per any other Ind AS (Ind AS 2 "Inventories" or Ind AS 16 "Property, plant and equipment") (refer note 28), and
b) as a current liability (employee benefits payable) or as a current asset (accrued expense) in the standalone balance sheet, after deducting any amount already paid. (refer note 20)
a) Description of plan:
The Company makes defined contribution to the recognised employee provident fund (EPF) as per provisions of the Employees'' Provident Funds and Miscellaneous Provisions Act, 1952 and to employee state insurance corporation (ESIC) as per provisions of the Employees'' State Insurance Act, 1948 for qualifying employees, which are recognised as employee benefits expense in the standalone statement of profit and loss, on accrual basis when an employee renders the related service. The Company does not have any further contractual or constructive obligation, other than the contribution payable to the provident fund.
b) Measurement and recognition:
Under these contributions, the Company is required to contribute a specified percentage of the payroll costs to fund the benefits. The contributions payable to these plans by the Company are at rates specified in the provisions and rules of the related laws.
a) Description of plan:
The Company makes annual contributions to defined benefit gratuity plan (funded) to finance the plan liability for qualifying employees. The gratuity fund is separately managed and administered by a trust (approved under the Income tax Act, 1961) and is legally separate from the Company. The plan is funded with Life Insurance Corporation of India (LIC) in the form of qualified insurance policy. The contribution towards the trust fund is done as per rule 103 of Income Tax Rules, 1962. The provisions of plan in accordance with the Payment of Gratuity Act, 1972 are as follows:
The eligible employees are entitled to post-retirement benefit at the rate of 15 days last drawn salary (monthly salary is calculated for 26 days) for each completed year of service until the retirement age of 58 years, subject to ceiling of '' 2 million:
(i) On termination of employment due to superannuation or early retirement or resignation: with vesting period of 5 years of service.
(ii) On death or permanent disablement in service: without any vesting period.
Where employees leave the Company prior to full vesting of the contributions, the contribution payable by the Company is reduced by the amount of forfeited contributions.
Governance of plan:
The fund is managed by a trust which is governed by the Board of trustees. The Board of trustees are responsible for the administration, for overall governance of the plan assets, for the definition of the investment strategy and to act in accordance with the provisions of the trust deed and rules in the best interests of the plan participants. They do periodic reviews of the solvency of the fund and play a role in the long-term investment, risk management and funding strategy.
Investment strategy:
The investment strategy in respect of its funded plans is implemented within the framework of the applicable statutory requirements. The plan exposes the Company to various actuarial risks such as:
(i) Interest rate risk: A decrease in the bond interest rate will increase the plan liability; however, this will be partially offset by an increase in the return on the plan''s debt investments.
(ii) Salary inflation risk: The present value of the defined benefit plan liability is calculated by reference to the future salaries of plan participants. As such, an increase in the salary of the plan participants will increase the plan''s liability.
(iii) Investment risk: The present value of the defined benefit plan liability is calculated using a discount rate determined by reference to market yields at the end of the reporting period on government bond yields; if the return on plan asset is below this rate, it will create a plan deficit. Currently, the plan has a relatively balanced investment in government securities and other debt instruments.
(iv) Asset liability matching (ALM) risk: The plan faces the ALM risk, as to the matching cash flows. Since the plan is invested in lines of Rule 101 of Income Tax Rules, 1962, this generally reduces ALM risk.
(v) Longevity (mortality) risk: The present value of the defined benefit plan liability is calculated by reference to the best estimate of the mortality of plan participants both during and after their employment. An increase in the life expectancy of the plan participants will increase the plan''s liability.
(vi) Concentration risk: The plan is having a concentration risk, as all the assets are invested with the insurance company and a default will wipe out all the assets. Although probability of this is very low as insurance companies have to follow stringent regulatory guidelines which mitigate risk.
b) Measurement and recognition:
The present value of the defined benefit obligation and the related current service cost and past service cost is determined based on actuarial valuation as at the reporting date and is measured using the "projected unit credit method", which recognizes each period of service as giving rise to additional units of employees benefit entitlement and measures each unit separately to build-up the final obligation.
The obligations are measured at the present value of the estimated future cash flows by applying various valuation assumptions (referred below). The discount rate used for determining the present value of the obligation is based on the market yields on Government bonds as at the date of actuarial valuation.
For the purpose of calculation, past service is rounded to the nearest integer. Suitable application of the '' 2 million ceiling has been considered while conducting the valuation and during the years ended, there were no plan amendments, curtailments and settlements.
The most recent actuarial valuation of the plan assets and the present value of the defined benefit obligation were carried out at 31 March 2024 and this valuation has been done in conformity with the Actuarial Practice Standard 27 (APS 27) and the relevant guidance notes issued by Institute of Actuaries of India.
The Company has recognised actuarial gains or losses (net of tax) immediately in the other comprehensive income (OCI).
Significant actuarial assumptions for the determination of the defined benefit obligation are discount rate, expected salary increase and mortality. The sensitivity analysis below has been determined based on reasonably possible changes of the respective assumptions occurring at the end of the reporting period, while holding all other assumptions constant.
The sensitivity analysis presented above may not be representative of the actual change in the defined benefit obligation, as it is unlikely that the change in assumptions would occur in isolation of one another as some of the assumptions may be correlated.
Furthermore, in presenting the above sensitivity analysis, the present value of the defined benefit obligation has been calculated using the projected unit credit method at the end of the reporting period, which is the same as that applied in calculating the defined benefit obligation recognised in the standalone balance sheet.
There was no change in the methods and assumptions used in preparing the sensitivity analysis from prior years.
Each year an asset liability matching study is performed in which the consequences of the strategic investment policies are analysed in terms of risk and return profiles. Investment and contribution policies are integrated within this study.
C Other long-term employee benefits: i) Compensated absences (non-funded): a) Description of plan:
The plan is non-funded and non-contributory defined benefits and cover the Company''s liability for privilege leave. Under the compensated absences plan, leave encashment is payable to eligible employees on separation from the Company due to death, retirement, superannuation or resignation, at the rate of daily last drawn salary (monthly salary is calculated for 26 days), as per current accumulation of leave days. Other provisions of the plan are:
Accumulating paid absences may be either vesting (in other words, employees are entitled to a cash payment for unused entitlement on superannuation or resignation or retirement) or non-vesting (when employees are not entitled to a cash payment for unused entitlement on superannuation or resignation or retirement). An obligation arises, when employees render service that increases their entitlement to future paid absences. The obligation exists and is recognised, even if the paid absences are nonvesting, although the possibility that employees may leave before they use an accumulated non-vesting entitlement affects the measurement of that obligation.
b) Measurement and recognition:
The present value of the other long-term employee benefit and the related current service cost and past service cost is determined based on actuarial valuation as at the reporting date and is measured using the "projected unit credit method", which recognizes each period of service as giving rise to additional units of employees benefit entitlement and measures each unit separately to build-up the final obligation.
The obligations are measured at the present value of the estimated future cash flows by applying various valuation assumptions (referred below). The discount rate used for determining the present value of the obligation is based on the market yields on Government bonds as at the date of actuarial valuation.
Based on the Company''s past experience, the leave balances are split up into three proportions; leaves for while in service availment, leaves for while in service encashment and leaves for encashment on exit. This proportion is considered to follow the last in first out (LIFO) approach as guided in the Ind AS 19. During the years ended, there were no plan amendments, curtailments and settlements.
The most recent actuarial valuation of the present value of the other long-term employee benefits were carried out at 31 March 2024 and this valuation has been done in conformity with the Actuarial Practice Standard 27 (APS 27) and the relevant guidance notes issued by Institute of Actuaries of India.
The principal assumptions used for the purposes of actuarial valuation of other long-term employee benefits are same assumptions that are used in actuarial valuation of defined benefit plan (gratuity) (referred above), except two additional demographic assumptions which were as follows:
Significant actuarial assumptions for the determination of the other long-term benefits obligation are discount rate, expected salary increase and mortality. The sensitivity analysis below has been determined based on reasonably possible changes of the respective assumptions occurring at the end of the reporting period, while holding all other assumptions constant.
The sensitivity analysis presented above may not be representative of the actual change in the other long-term employee benefits obligation, as it is unlikely that the change in assumptions would occur in isolation of one another, as some of the assumptions may be correlated.
Furthermore, in presenting the above sensitivity analysis, the present value of the other long-term benefits obligation has been calculated using the projected unit credit method at the end of the reporting period, which is the same as that applied in calculating the defined benefit obligation recognised in the standalone balance sheet.
There was no change in the methods and assumptions used in preparing the sensitivity analysis from prior years.
Measurement and recognition:
The Company measures termination benefits on initial recognition and will further measure and recognise subsequent changes, in accordance with the nature of employee benefits, provided that:
- if the termination benefits are an enhancement of post-employment benefits, then the Company will apply all the requirements of post-employment benefits,
- if the termination benefits are expected to be settled wholly before 12 months after the end of reporting period, then the Company will apply all the requirements of short-term employee benefits, and
- if the termination benefits are not expected to be settled wholly before 12 months after the end of reporting period, then the Company will apply all the requirements of long-term employee benefits.
The Company has recognised termination benefits expected to be paid:
a) as employee benefits expense in the standalone statement of profit and loss, and
b) as a current liability (employee benefits payable) or as a current asset (accrued expense) in the standalone balance sheet, after deducting any amount already paid.
"Operating segments" are components of the Company whose operating results are regularly reviewed by the "Chief Operating Decision Maker (CODM)" to make decisions about resources to be allocated to the segment and assess its performance and for which discrete financial information is available.
"Specialty chemical business" has been identified as single operating segment for the purpose of making decision on allocation of resources and assessing its performance.
The Company''s related parties primarily consist of its wholly owned subsidiaries and all the contracts or arrangements or transactions entered into by the Company with the related parties were in the ordinary course of business and on arm''s length basis and were in compliance with the provisions of the Companies Act and Listing Regulations and are approved by Audit committee.
The terms and conditions of the transactions with key management personnel and their relatives were not favourable than those transaction available or those transaction which might reasonably be expected to be available, in respect of similar transactions with non-key management personnel and their relatives on an arm''s length basis.
(i) None of the Company''s director is related to each other or to any other key managerial personnel.
(ii) The Company has not entered into any service contracts with its directors or key managerial personnel which include termination or retirement benefits. Except statutory benefits upon termination of their employment in the Company or superannuation or otherwise, none of the key managerial personnel is entitled to any benefits upon termination of employment or superannuation.
(iii) The Company does not have any contingent or deferred compensation payable to its directors or key managerial personnel which does not form part of their remuneration.
(iv) The Company does not have any profit-sharing plan in which its directors or key managerial personnel have participated.
(v) All the key managerial personnel (other than executive directors) are interested in the Company only to the extent of the remuneration or benefits to which they are entitled to as per their terms of appointment and reimbursement of expenses incurred by them during the ordinary course of their service.
(vi) All the key managerial personnel except its executive directors, are permanent employees of the Company.
(vii) The directors of the Company have not been paid any kind of remuneration from any of its subsidiaries.
The Company''s financial assets and financial liabilities can be categorised as follows:
(i) The Company has carried its investments in equity instruments of subsidiaries at deemed cost less provision for impairment, if any as per paragraph D15 of Ind AS 101 "First-time adoption of Indian accounting standards". The Company does not have any investment in equity instruments "designated" at FVTOCI.
(ii) All financial assets and financial liabilities of the Company are measured at "amortised cost" except current investments, which have been designated to be measured at "FVTPL".
(iii) The Company does not have any financial assets measured at FVTOCI.
(iv) During the years ended, the Company has not reclassified any financial assets and financial liabilities.
(v) During the years ended, the Company has not off-settled any financial assets and financial liabilities.
(vi) Refer note 15 for movement in loss allowance for credit losses of trade receivables.
(vii) The Company does not have any type of compound financial instruments.
(viii) Refer note 18 for security details of financial assets and for no default and breach related to borrowings.
(ix) The Company has disclosed carried amount, net gains or losses if any, interests'' income and interest expenses of all the categories of financial assets and liabilities in respective notes forming part of standalone financial statements.
Derivatives not designated as hedging instruments: The Company uses foreign currency denominated borrowings and foreign exchange forward contract to manage its transaction exposures. The foreign exchange forward contracts are not designated as cash flow hedges and are entered into for periods consistent with foreign currency exposure of the underlying transactions, generally from 4 to 6 months.
The Company does not use cash flow hedges, fair value hedges, hedging of net investment in foreign operations and embedded derivatives.
The Company''s management have assessed that the "carrying amounts" of financial assets and liabilities other than those valued at Level 1 and Level 2 are considered to be reasonable approximation of their "fair values" due to their current and short-term nature. Accordingly, the Company has not separately disclosed fair values as per paragraph 29 of Ind AS 107 " Financial instruments: disclosures".
The fair value of financial instruments has been classified into three categories depending on the inputs used in the valuation technique. The hierarchy gives the highest priority to quoted prices in active markets for identical assets or liabilities (Level 1 measurements) and lowest priority to unobservable inputs (Level 3 measurements).
Level 1 quoted prices in an active market: This level of hierarchy includes financial assets that are measured by reference to quoted prices (unadjusted) in active markets for identical assets or liabilities. This category consists of investment in quoted equity shares and mutual funds. It has been valued using the closing price as at the reporting period on the stock exchanges.
Level 2 valuation techniques with observable inputs: This level of hierarchy includes financial assets and liabilities, measured using 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). The fair value of these instruments is determined using valuation techniques which maximise the use of observable market data and rely as little as possible on entity-specific estimates. If all significant inputs required to fair value an instrument are observable, the instrument is included in level 2.
Level 3 valuation techniques with significant unobservable inputs: This level of hierarchy includes financial assets and liabilities measured using inputs that are not based on observable market data (unobservable inputs). Fair value is determined in whole or in part, using a
valuation model based on assumptions that are neither supported by prices from observable current market transactions in the same instrument nor based on available market data.
The Company''s management have used its best judgement in estimating the fair value of its financial instruments. When measuring the fair value of an asset or a liability, the Company uses observable market data as far as possible. If the inputs used to measure the fair value of an asset or a liability fall into different levels of the fair value hierarchy, then the fair value measurement is categorised in its entirety in the same level of the fair value hierarchy as the lowest level input that is significant to the entire measurement.
However, there are inherent limitations in any estimation technique. Therefore, for substantially all financial instruments, the fair value estimates presented above are not necessarily indicative of the amounts that the Company could have realised or paid in transactions as of respective dates. As such, fair value of financial instruments subsequent to the reporting dates may be different from the amounts reported at each reporting date.
44 Financial instruments-risk management
The Board of Directors has the overall responsibility for establishing and governing the Company''s risk management framework. The Company has constituted a risk management committee, which is responsible for developing and monitoring the Company''s risk management policies. The Company''s risk management policies are established to identify and analyse the risks faced by the Company, to set and monitor appropriate risk limits and controls, periodically review the changes in market conditions and reflect the changes in the policy accordingly. The key risks and mitigating actions have also been placed before the Audit Committee of the Company. This note explains the nature, extent and sources of risks arising from financial instruments to which the Company is exposed at the end of the reporting years and how the entity manages the risk and the related impact in the standalone financial statements.
The Company''s financial liabilities comprise mainly of borrowings, trade payables and other payables. The Company''s financial assets comprise mainly of investments, cash and cash equivalents, other bank balances, loans, trade receivables and other receivables. The Company''s business activities are exposed to a variety of financial risks namely:
A. Credit risk,
B. Liquidity risk and
C. Market risk
Credit risk refers to the risk that a counterparty will default on its contractual and performance obligations resulting in financial loss to the Company. Credit risk encompasses both, the direct risk of default and the risk of deterioration of creditworthiness as well as concentration risks.
Company''s credit risks principally arise from trade receivables and other receivables, from investments, from cash and cash equivalents, from forward exchange contracts and from security deposits or other deposits. The maximum credit exposure associated with financial assets is equal to the carrying amount. Details of the credit risk specific to the Company along with relevant mitigation procedures adopted have been enumerated below:
Customer credit risk has been managed by the Company and is subject to established policy, procedures and controls relating to customer credit risk management by establishing credit limits, credit approvals and monitoring the credit worthiness of the customers to which the Company extends the credit in the normal course of the business. The Company uses publicly available financial information and its own trading records to rate its major customers. The Company''s exposure and the credit ratings (if available) of its counterparties are continuously monitored. The outstanding trade receivables are regularly monitored and appropriate action has been taken for collection of overdue receivables.
Refer note 15, 35 and 41 for other disclosures related to trade receivables.
Other financial assets include investments, security deposits, forward exchange contracts, cash and cash equivalents, loans, other bank balance and other receivables.
⢠Investments in mutual funds are made only in large fund houses of good repute and credit worthiness.
⢠Security deposits have been given to various government authorities including other counterparties. Being government authorities, the Company believe that it does not has any exposure to credit risk. Security deposits to others are subject to established policy, procedures and controls relating to counterparty credit risk management by monitoring their credit worthiness, etc.
⢠Foreign exchange forward contracts (not designated as hedging instruments) have been taken with the intention of reducing foreign exchange risk of expected transactions. The Company attempts to limit the credit risk by only dealing with reputable banks having high credit-ratings assigned by credit-rating agencies.
⢠Cash and cash equivalents and fixed deposits are placed with banks having good reputation and having high credit-ratings assigned by international credit-rating agencies.
Refer note 8 to 12 for other disclosures related to other financial assets.
Liquidity risk is the risk that the Company will face in meeting its obligations associated with its financial liabilities. The Company''s approach in managing liquidity is to ensure that it will have sufficient funds to meet its liabilities when due without incurring unacceptable losses. In doing this, management considers both normal and stressed conditions.
The Company has maintained a cautious liquidity strategy, with a positive cash balance throughout the years ended. Cash flow from operating activities provides the funds to service the financial liabilities on a day-to-day basis.
The Company regularly monitors the rolling forecasts to ensure it has sufficient cash on an on-going basis to meet operational needs. Any short-term surplus cash generated, over and above the amount required for working capital management and other operational requirements, is retained as cash and cash equivalents (to the extent required) and any excess is invested in interest bearing term deposits with appropriate maturities to optimise the cash returns on investments while ensuring sufficient liquidity to meet its liabilities.
The Company also manages liquidity risk by maintaining adequate reserves, banking facilities and reserve borrowing facilities, by continuously monitoring forecast and actual cash flows, and by matching the maturity profiles of financial assets and liabilities.
The following table shows the maturity analysis of the Company''s financial liabilities based on contractually agreed undiscounted cash flows, along with its carrying value as at the balance sheet date. It includes principal, estimated interest payments and exclude the impact of netting agreements. The contractual maturity is based on the earliest date on which the Company may be required to pay.
Market risk is the risk, that the fair value or future cash flows of a financial instrument will fluctuate because of changes in the market prices. The Company is exposed in the ordinary course of its business to risks related to changes in foreign currency exchange rates and interest rates.
Foreign currency risk is the risk that the fair value or future cash flows of an exposure will fluctuate because of changes in foreign exchange rates. The Company''s functional currency is Indian Rupees (INR). The Company has exposure to foreign currency mainly by way of trade receivables, cash and cash equivalents, borrowings and trade payables (primarily USD and EUR) and is therefore exposed to foreign exchange risk. Volatility in exchange rates affects the Company''s revenue from exports markets and the costs of imports, primarily in relation to exports with respect to the US-dollar. Adverse movements in the exchange rate between the Rupee and the relevant foreign currency results in increase in the Company''s overall debt position in Rupee terms without the Company having incurred additional debt.
In order to minimize adverse effects on the financial performance, the Company has entered into foreign exchange forward contracts (not designated as hedging instruments) to hedge foreign currency exchange risk. All hedging activities are carried out in accordance with the Company''s internal risk management policy, as approved by the Board, and in accordance with the applicable regulations where the Company operates. Such decisions are taken after considering many factors such as upside potential, cost of structure and the downside risks etc. Weekly reports are submitted to management on the covered and open positions and mark to market (MTM valuation).
Interest rate risk is the risk that the fair value or future cash flows of a financial instrument will fluctuate because of changes in market interest rates. The Company is exposed to interest rate risk because funds are borrowed at both fixed and floating interest rates. The Company''s fixed rate borrowings are carried at amortised cost. Therefore, they are not subject to interest rate risk as defined in Ind AS 107, since neither the carrying amount nor the future cash flows will fluctuate because of a change in market interest rates. Interest rate risk is measured by using the cash flow sensitivity for changes in variable interest rate.
The Company has exposure to variable interest rate risk, arising principally on changes in repo rate, MCLR, LIBOR and SOFR rates. The Company uses a mix of interest rate sensitive financial instruments to manage the liquidity and fund requirements for its day-to-day operations like short-term loans. The Company manages this risk by maintaining an appropriate mix between fixed and floating rate borrowings. Hedging activities are evaluated regularly to align with interest rate views and defined risk appetite, ensuring the most cost-effective hedging strategies are applied. The Company also has financial assets i.e. fixed deposits with fix rate of interest, therefore, they are not subject to interest rate risk.
The primary objective of the Company''s capital management is to ensure that it maintains a strong capital base so as to maintain investor, creditor and market confidence, to sustain future development of the business and to be able to continue as a going concern while maximising the return to stakeholders through the optimisation of the debt and equity balance. For the purpose of the Company''s capital management, capital includes paid-up equity capital and all other equity reserves attributable to the equity holders of the Company. The Company determines the amount of capital required on the basis of annual business plan coupled with long-term and short-term strategic investment and expansion plans. The funding needs are met through equity, cash generated from operations, longterm and short-term bank borrowings. The Company monitors the capital structure on the basis of net debt to equity ratio and maturity profile of the overall debt portfolio of the Company.
|
46 Contingent liabilities and commitments (to the extent not provided for) |
||
|
Particulars |
Year ended 31 March 2024 |
Year ended 31 March 2023 |
|
A Claims against the Company not acknowledged as debts for: |
||
|
- Indirect tax matters (refer note (iii) below) |
12.15 |
13.56 |
|
- Direct tax (refer note (iv) below) |
1.00 |
1.00 |
|
B Capital and other commitments: |
||
|
- Estimated amount of contracts (capital) remaining to be executed |
273.03 |
177.33 |
|
- Export obligation under advance license scheme on duty free import of specific |
13.28 |
2.78 |
|
raw materials |
||
|
Total |
299.46 |
194.67 |
(i) The Company does not have any classes of liabilities which have been identified as provisions as per Ind AS 37 "Provisions, Contingent liabilities and contingent assets" except provisions covered under Ind AS 109, Ind AS 19 and Ind AS 12.
(ii) Pending resolution of the respective proceedings, it is not practicable for the Company to estimate the timings of cash outflows, if any, in respect of the above, as it is determinable only on receipt of judgments or decisions pending with various forums or authorities. The Company has reviewed all its pending litigations and proceedings and has adequately provided for where provisions are required and disclosed as contingent liabilities where applicable, in its standalone financial statements. The Company does not expect the outcome of these proceedings to have a materially adverse effect on its financial position.
(a) The Company has received show cause cum demand notice dated 29 March 2022 from Deputy Director General of GST Intelligence (DGGI), for recovery of erroneous refund on zero rated supplies under Integrated Goods and Service Tax Act, 2017 (IGST) amounting to '' 11.38 million pertaining to financial year 2017-18 and 2018-19, apart from interest and penalty under section 74 (1) of The Central Goods and Service Tax Act, 2017 (CGST) r.w. regulation 20 of IGST Act, 2017. The Company has filed application against the same. The Company does not expect the outcome of these proceedings to have a materially adverse effect on its financial position.
(b) The Company has received order dated 3 March 2021 from Superintendent, CGST for recovery of erroneous refund on zero rated supplies under IGST Act, 2017 amounting to '' 0.56 million pertaining to financial year 2017-18, apart from interest and penalty. The Company has filed appeal against the same. The Company expects the outcome of this proceeding in its favour.
The Company has received show cause notice dated 22 September 2022 from Income tax assessment unit under section 274 read with section 270A of the Income Tax Act, 1961 amounting to '' 1.00 million pertaining to assessment year 2020-21 (financial year 2019-20). The Company has filed appeal against the same. The Company expects the outcome of this proceeding in its favour.
The Company has filed two criminal complaints against M/s Kaveri Engineering Works ("Accused"), before the Chief Judicial Magistrate under the provisions of sections 138 and 141 of the Negotiable Instruments Act, 1881, wherein it is alleged that two cheques amounting '' 0.78 million was issued by the Accused to the Company (in respect of certain advance payments made to the Accused, that was to be reimbursed to the Company, in light of the failure of the Accused to deliver certain goods to the Company) was subsequently dishonoured. The matter is currently pending and the Company expects the outcome of this proceeding in its favour.
In preparing these standalone financial statements, the Company has evaluated events and transactions that occur during the period subsequent to 31 March 2024 for potential recognition or disclosure in the standalone financial statements. These subsequent events have been considered through 03 May 2024, which is the date, the standalone financial statements were available to be issued. Except proposed dividend, no significant items were identified, which may require an adjustment to the standalone financial statements.
The Board of Directors has recommended a final dividend of 20% ('' 2/- per equity share of face value '' 10 each) for the financial year ended 31 March 2024, which is subject to the approval of shareholders at the ensuing Annual General Meeting. If approved, the dividend would result in a cash outflow of approximately '' 46.78 million for financial year ended 31 March 2024 (31 March 2023: '' 44.33 million).
49 Statement of utilization of initial public offer (IPO) proceeds
A During the year ended 31 March 2022, the Company has completed initial public offer (IPO) of 4,616,804 equity shares of the face value of '' 10/- each at an issue price of '' 1,083/- per equity share (including a premium of '' 1,073 per equity share) aggregating to '' 5,000.00 million. The offer comprises of a fresh issue of 2,077,562 equity shares aggregating to '' 2,250.00 million and an offer for sale of 2,539,242 equity shares aggregating to '' 2,750.00 million. The equity shares of the Company were allotted on 27 July 2021 vide board resolution dated 27 July 2021. The equity shares of the Company were listed on 29 July 2021 on BSE Limited (BSE) and National Stock Exchange of India Limited (NSE).
(ii) The Company has obtained a monitoring agency report on quarterly basis from the "Monitoring agency" and filed the same with both BSE Limited (BSE) and National Stock Exchange of India Limited (NSE) where equity shares of the Company are listed and uploaded the sam
Mar 31, 2023
* On the transition to Ind AS (i.e. 01 April 2017), the Company has elected to continue with the carrying value of all property, plant and equipment measured as per the previous GAAP and use that carrying value as the deemed cost in accordance with paragraph D7AA of Ind AS 101 "First-Time Adoption of Ind AS".
(i) Security: Refer note 17 for the property, plant and equipment which has been given as security.
(ii) Commitments: Refer note 46 for capital commitments made by the Company.
(iii) Impairment: The Company has reviewed the recoverability of the assets and has concluded that no indication of impairment exists and hence, no impairment of asset is required.
(iv) During the years ended, the Company has not capitalised any borrowing costs in accordance with Ind AS 23 '' Borrowing Costs''.
(v) The Company has capitalised '' 0.00 (31 March 2022: Nil) million as foreign exchange loss/(gain) in accordance with the option obtained under para D13AA of Ind AS 101 "First-Time Adoption of Ind AS".
(vi) The Company has capitalised directly attributable "employee benefits expenses" of '' 7.55 million (31 March 2022: Nil).
(vii) During the years ended, the Company has not revalued its property, plant and equipment.
(viii) During the year ended 31 March 2023, the Company has demolished its building and other fixtures for the purpose of construction of new and upgraded facility at its Vadodara location and the carrying value of the demolished building and other fixtures has been derecognised. The difference between the net disposal proceeds and the carrying amount of the asset has been recognized as exceptional item in the standalone statement of profit and loss.
(i) Security: Refer note 17 for the right-of-use assets (leasehold land) which has been given as security.
(ii) Commitments: Refer note 46 for capital commitments made by the Company.
(iii) The Company has acquired all the land under lease, where the Company is the "lessee" and all the lease agreements are duly executed in favour of the Company.
(iv) The Company does not have any investment property.
(v) During the years ended, the Company has not revalued its right-of-use assets.
(vi) The Company does not have any benami property under the Benami Transactions (Prohibitions) Act, 1988 (45 of 1988) and the rules made thereunder.
(i) Refer note 43-44 for financial instruments, fair values and risk measurement.
(ii) The Company does not have any financial assets which have significant increase in credit risk.
(iii) Security deposits are primarily in relation to public utility services and includes other services. During the year ended 31 March 2022, the Company has completed initial public offer and as a pre-condition of designated stock exchange, the Company has deposited 1% security deposit i.e. '' 50.00 million to BSE limited, out of which fifty percent i.e. '' 25.00 million has been provided by way of a bank guarantee and the balance i.e. '' 25.00 million has been tendered through other regular payment modes, which has been included in current security deposits referred above.
(iv) The Company has entered into foreign exchange forward contracts to minimise foreign exchange risk of expected transactions, these contracts are not designated as hedging instruments. (refer note 44)
(i) Refer note 17 for security details of cash credit (loans repayable on demand).
(ii) Refer note 43-44 for financial instruments, fair values and risk measurement.
(iii) Balances with banks in current accounts includes '' 0.34 million (31 March 2022: 0.33 million) earmarked as monitoring agency account balance towards unutilized IPO proceeds.
(iv) Bank fixed deposits with original maturity of less than 3 months includes '' 15.01 million (including accrued interest) (31 March 2022: '' 367.65 million) earmarked towards unutilized IPO proceeds.
(i) Bank fixed deposits with original maturity over 3 months but less than 12 months includes ''123.25 (including accrued interest) (31 March 2022: '' 1,097.22 million) earmarked towards unutilized IPO proceeds.
(ii) Refer note 43-44 for financial instruments, fair values and risk measurement.
(i) The Company does not have any loan receivables from directors or other officers of the Company or any of them either severally or jointly with any other persons and from firms respectively in which any director is a partner.
(ii) Refer note 43-44 for financial instruments, fair values and risk measurement.
(iii) Loans given to employees (repayable on demand) as per the Company''s policy has not been considered for the purposes of disclosure under Section 186(4) of the Companies Act, 2013.
(iv) The Company has not granted any loans or advances (in the nature of loans) to promoters, directors, key managerial personnel and the related parties (as defined under Companies Act, 2013), either severally or jointly with any other person, that are: (a) repayable on demand; or (b) without specifying any terms or period of repayment.
(v) The Company has not advanced or given loan or invested funds (either borrowed funds or share premium or any other sources or kind of funds) to any other person(s) or entity(ies), including foreign entities (intermediaries) with the understanding (whether recorded in writing or otherwise) that the intermediary shall (i) directly or indirectly lend or invest in other persons or entities identified in any manner whatsoever by or on behalf of the Company (ultimate beneficiaries) or (ii) provide any guarantee, security or the like to or on behalf of the ultimate beneficiaries.
(vi) The Company has not received any fund from any person(s) or entity(ies), including foreign entities (funding party) with the understanding (whether recorded in writing or otherwise) that the company shall (i) directly or indirectly lend or invest in other persons or entities identified in any manner whatsoever by or on behalf of the funding party (ultimate beneficiaries) or
(ii) provide any guarantee, security or the like on behalf of the ultimate beneficiaries.
(vii) Refer note 51 for the additional regulatory information.
(i) Balance with revenue authorities primarily relate to input credit entitlements in respect of Goods and Service Tax from regulatory authorities. It includes '' 0.06 million of duty paid under protest for appeal referred in note 46 for "Recovery of excess refund on zero rated supplies under Goods and Service Tax Act, 2017".
(ii) Refer note 51 for the additional regulatory information.
(i) The Company does not have any trade receivables from:
- any directors or other officers of the Company or any of them either severally or jointly with any other persons.
- any firms or private companies respectively in which any director is a partner or a director or a member except wholly owned subsidiaries of the Company.
(ii) Refer note 43-44 for financial instruments, fair values and risk measurement.
(iii) Refer note 17 for security details of trade receivables.
(iv) Trade receivables are non-interest bearing and are generally on credit terms of 30 to 180 days.
(v) Refer note 42 for receivables from related parties.
(vi) In determining the allowances for credit losses of trade receivables, the Company has used a practical expedient by computing the expected credit loss (ECL) allowance for trade receivables based on a provision matrix. The provision matrix takes into account historical credit loss experience and is adjusted for forward looking information. The expected credit loss allowance is based on the ageing of the receivables that are due and the rates used in the provision matrix.
Since the Company calculates impairment under the "Simplified approach" for trade receivables containing significant financing component and for trade receivables that do not contain significant financing component, then it is not required to separately track changes in credit risk of trade receivables, as the impairment amount represents "lifetime" expected credit loss.
Accordingly, based on a harmonious reading of Ind AS 109 and the break-up requirements under Schedule III of the Companies Act 2013, all such trade receivables are disclosed below, irrespective of whether they contain a significant financing component or not."
The Company has only one class of equity shares having a par value of '' 10 per share. Accordingly, all equity shares rank equally with regard to dividend and share in the Company''s residual assets on winding up. The equity shares are entitled to receive dividend as declared and approved from time to time. The voting rights of an equity shareholder on a poll (not on show of hands) are in proportion to his/its share of the paid-up equity share capital of the Company.
During the year ended 31 March 2022, the Company has completed initial public offer (IPO) of 4,616,804 equity shares of the face value of '' 10/- each at an issue price of '' 1,083/- per equity share (including a premium of '' 1,073 per equity share) aggregating to '' 5,000.00 million. The offer comprises of a fresh issue of 2,077,562 equity shares aggregating to '' 2,250.00 million and an offer for sale of 2,539,242 equity shares aggregating to '' 2,750.00 million. The equity shares of the Company were allotted on 27 July 2021 vide board resolution dated 27 July 2021. The equity shares of the Company were listed on 29 July 2021 on BSE Limited (BSE) and National Stock Exchange of India Limited (NSE).
During the year ended 31 March 2022, the Board of Directors has recommended final dividend of 20% ('' 2/- per equity share of face value '' 10 each) amounting to '' 44.33 million vide board resolution dated 25 April 2022 (refer note 48), which has been passed as ordinary resolution by the shareholders in AGM held on 22 September 2022.
(a) The Company has not allotted any fully paid-up equity shares pursuant to any contract without payment being received in cash.
(b) During the year ended 31 March 2021, the Company has allotted 12,052,500 numbers of equity shares of the face value of ''10 each by way of bonus share in the ratio of 1.5:1 vide Board resolution dated 31 December 2020, which has been passed as special resolution by the shareholders in EOGM held on 27 January 2021.
(c) The Company has not bought back any fully paid-up equity shares.
(ix) Pursuant to Regulations 14, 16 and 17 of the SEBI ICDR Regulations, an aggregate of 20% of the fully diluted post-offer equity share capital of the Company held by the promoters shall be locked in for a period of three years as minimum promoters'' contribution from the date of allotment i.e. up to 26 July 2024 ("promoters'' contribution").
(x) The Company does not have any employee stock option plan.
(xi) Except three "promoter/directors" referred above in sub note (v), none of the other directors and key managerial personnel of the Company hold any equity shares in the Company.
(i) Refer note 43-44 for financial instruments, fair values and risk measurement.
(ii) The Company has not defaulted on repayment of principal and interest of any loan availed from any banks or financial institutions. The tenure of repayment of any loan availed by the Company from banks or financial institutions has not been rescheduled. The Company has not breached any covenants, terms and conditions of any loan agreement or any facility agreement.
(iii) The Company has utilised the borrowings from banks for the specific purpose for which it was taken.
(iv) The Company does not have any charges or satisfaction which are yet to be registered with Registrar of Companies (ROC) beyond statutory period.
(v) Refer note 51 for the additional regulatory information.
(vi) During the year ended 31 March 2023, the personal guarantees of promoters cum directors of the Company i.e. Mr. Ajaykumar Mansukhlal Patel, Mr. Chintan Nitinkumar Shah and Mr. Shekhar Rasiklal Somani have been released. Earlier these personal guarantees have been issued towards contractual obligations in respect of loans availed by the Company.
(viii) Nature of securities are as follows:
Foreign currency term loans - I, II, III, X and working capital facilities from ICICI Bank Limited have been secured by way of first pari-passu charge on immovable and movable fixed assets of Dahej SEZ unit and movable fixed assets of Ankleshwar unit of the Company. Further, secured by pari-passu charge on current assets of the Company except current assets of Vadodara unit and lien on fixed deposit of '' 5.15 million.
Foreign currency term loans - IV, V, VI, VII, VIII, IX and working capital facilities from CITI Bank N.A. have been secured by way of first pari-passu charge on immovable and movable fixed assets of Dahej SEZ unit and movable fixed assets of Ankleshwar unit and exclusive charge on immovable and movable fixed assets of Vadodara unit of the Company. Further, secured by pari-passu charge on current assets of the Company.
Working capital facilities from State Bank of India have been secured by way of first pari-passu charge on immovable and movable fixed assets of Dahej SEZ unit and movable fixed assets of Ankleshwar unit of the Company. Further, secured by pari-passu charge on current assets of the Company except current assets of Vadodara unit.
Working capital facilities from DBS Bank Limited have been secured by way of first pari-passu charge on immovable and movable fixed assets of Dahej SEZ unit and movable fixed assets of Ankleshwar unit of the Company. Further, secured by pari-passu charge on current assets of the Company except current assets of Vadodara unit.
Three vehicle loans from Axis Bank Limited have been secured by way of hypothecation of respective vehicles and personal guarantees of promoters/directors of the Company.
(i) Section 115BAA in the Income-tax Act, 1961 provides an option to the Company for paying income tax at reduced rates as per the provisions or conditions defined in the said section. The Company has opted to provide and consider the payment of income tax under old tax regime and deferred tax assets and liabilities are measured at the rates at which such deferred tax assets or liabilities are expected to be realised or settled.
(ii) The Company is required to compute tax payable, higher of (a) Tax computed as per normal provisions of Income Tax Act, 1961 or (b) Tax payable as per MAT provisions computed u/s 115JB of Income Tax Act, 1961. When the amount of minimum alternate tax (MAT) is greater than its normal tax liability, the difference between MAT and normal tax liability is recognised as assets "MAT credit entitlement".
(iv) The Company offsets tax assets and liabilities if and only if it has a legally enforceable right to set off current tax assets and current tax liabilities and the deferred tax assets and deferred tax liabilities relates to income taxes levied by the same tax authority.
(v) MAT credit entitlement
The MAT credit can be utilised by the Company in the subsequent years immediately succeeding the assessment year (A.Y.) in which such credit was generated. The credit can be adjusted in the year in which the liability of the Company as per the normal provisions is more than the MAT liability. MAT credit can be carried forward only for a period of 15 years, after which it will lapse.
(vi) The Company has accrued significant amounts of deferred tax. The majority of the deferred tax (assets)/liability represents:
1. Taxable temporary differences:
(a) Accelerated tax relief for the depreciation on property, plant and equipment.
2. Deductible temporary differences:
(a) Unused minimum alternate tax (MAT) credit carried forward,
(b) Net disallowances under income tax includes:
(i) Other long-term employee benefits (compensated absences),
(ii) Provision for expected credit loss,
(iii) Forward exchange contracts (not designated as hedge), and
(iv) Defined benefit obligation-gratuity fund
(vii) Recognition of deferred tax assets on MAT credit entitlement is based on the Company''s present estimates and business plans as per which the same is expected to be utilized within the stipulated fifteen-year period from the date of origination.
(viii) During the years ended, the Company has not charged or credited current tax or deferred tax directly to equity.
(ii) The Company continues to pay income tax under older tax regime and has not opted for lower tax rate as per provisions of section 115BAA of the Income Tax Act, 1961. The Company is computing current tax on the basis of tax laws that have been enacted.
(iii) Refer note 23 for deferred tax.
(iv) The Company is eligible for specified tax incentives which is included in the table above as tax holidays or exemptions. These are briefly described as under:
a) Location based exemption: Special economic zone (SEZ) operations
The Dahej unit of the Company located in Dahej SEZ, Bharuch, Gujarat, India enjoy certain benefits under section 10AA of the Income Tax Act, 1961, which allows 100% of the taxable profit (derived from the export turnover from a SEZ unit) to be exempted till 31 March 2022, provided certain conditions are met.
Subsequent to this date, 50% of the taxable profit will be allowed to be exempted till 31 March 2027.
Subsequent to 31 March 2027, 50% of the taxable profits will be allowed to be exempted for further five years, provided the amount allowable in respect of deduction is credited to Special Economic Zone Re-Investment Reserve account and the amount credited should be utilised for acquiring new plant and machinery and provided certain other conditions are met. There can be no assurance that the Company will continue to enjoy the tax benefits under section 10AA of the Income Tax Act, 1961 in future.
b) Other exemption: Research and development (R&D) operations
The R&D division of the Company located at Vadodara, Gujarat, India enjoys certain benefits under section 35(2AB) of the Income Tax Act, 1961, which allows 150% deduction of any expenditure on scientific research (not being expenditure in the nature of cost of any land or building) on in-house research and development facility as approved by the prescribed authority, provided certain conditions stipulated by Department of Scientific and Industrial Research ("DSIR") are met, up to 31 March 2020.
Subsequent to this date, 100% of any expenditure as specified above will be allowed as deduction.
Approval of DSIR to the in-house R&D unit is valid till 31 March 2024. However, for subsequent period, deduction will be subject to approval of DSIR for the recognition of in-house R&D unit for respective period.
(v) The Company has established a comprehensive system of maintenance of information and documents as required by transfer pricing legislation for its international transactions as well as specified domestic transactions. Management believes that all the above transactions are at arm''s length price and the aforesaid legislations will not have any impact on the standalone financial statement, particularly on the amount of tax expense and provision for taxation.
(vi) The Company does not have any transaction which is not recorded in the books of accounts, that has been surrendered or disclosed as income during the year in the assessment under the Income Tax Act, 1961 (such as, search or survey or any other relevant provisions of the Income Tax Act, 1961).
(i) During the years ended, the Company has presented earning per equity share for continuing operations attributable to the ordinary equity shareholders of the Company. The Company does not have any discontinued operations.
The Company has only one class of equity shares having a par value of '' 10 per share. Accordingly, all equity shares rank equally with regard to their right to share profit for the year.
The Company does not have any instruments (including contingently issuable shares) that could potentially dilute basic earnings per share in the future.
(ii) The earnings per equity share is computed by dividing the net profit after tax attributable to the equity shareholders for the year by the weighted average number of equity shares outstanding during the reporting year.
(iii) Weighted average number of equity shares is the number of equity shares outstanding at the beginning of the year adjusted by the number of equity shares issued/allotted during the year, multiplied by the time weighting factor. The time weighting factor is the number of days for which the specific shares are outstanding as a proportion of total number of days during the year.
(iv) During the year ended 31 March 2022, the Company has completed initial public offer (IPO) and allotted 2,077,562 equity shares of the face value of '' 10/- each at an issue price of '' 1,083/- per equity share (including a premium of '' 1,073 per equity share).
35 Revenue from contract with customers
Revenue from sale of products is recognized when the control on the goods has been transferred to the customers. Revenue from sale of services is recognised on satisfaction of performance obligation towards rendering of such services. The performance obligation in case of sale of product is satisfied at a point in time i.e., when the material is shipped to the customer or on delivery to the customer, as may be specified in the contract.
The management has identified that "specialty chemical business" as "single operating segment" for the purpose of making decision on allocation of resources and assessing its performance.
(i) Amounts received in advance from customers i.e. before the related performance obligation is satisfied, are included in the balance sheet (Contract liability) as "Advances received from customers" in "Other current liabilities" (refer note 20). Amounts invoiced/ billed for performance obligation satisfied but not yet paid by the customers are included in the balance sheet under (Contract assets) as "Trade receivables" (refer note 14).
(ii) There were no significant changes in the composition of the contract liabilities and contract assets during the years reported, other than on account of routine invoicing and revenue recognition.
(iii) Amounts previously recorded as contract liabilities have been increased due to further advances received from customers during the years and decreased due to revenue recognised on satisfaction of performance obligation during the years.
(iv) Amounts previously recorded as trade receivables have been increased due to revenue recognised on satisfaction of performance obligation during the years and decreased on account of amount received from customers during the years.
(v) As per the terms of the contract with customers, either all performance obligations are to be completed within one year from the date of such contracts or the Company has a right to receive consideration from its customers for all completed performance obligations. Accordingly, the Company has availed the practical expedient available as per paragraph 121 of Ind AS 115 and dispensed with the additional disclosures with respect to performance obligations that remained unsatisfied (or partially unsatisfied) at the balance sheet date. Further, since the terms of the contracts directly identify the transaction price for each of the completed performance obligations, in all material respects, all the elements of transaction price have been included in the revenue recognised in the standalone financial statements. Further, there is no material difference between the contract price and the revenue from contract with customers.
(vi) As per the terms of the contract with customers, the Company expects, at the contract inception, that the period between transfer of a promised goods or services to customer and related payments for the goods or services will be less than one year or less. Accordingly, the Company has availed the practical expedient available as per paragraph 63 of Ind AS 115 and has not adjusted the promised amount of consideration for the effects of significant financing component, if any.
(i) Grants related to income or expenses includes:
1. Government assistance (export incentives):
(a) The Company has recognised '' 5.53 million (31 March 2022: '' 6.68 million) as duty drawback of duty paid on export of goods, under section 75 of The Custom Act, 1962.
(b) The Company has recognised '' Nil (31 March 2022: '' 0.02 million) as duty credit scrips under Merchandise Export from India Scheme ("MEIS") as extended till 30.04.2022 covered in Foreign Trade Policy.
(c) The Company has recognised '' 0.83 million (31 March 2022: '' Nil) as duty credit scrips under Remission of Duties or Taxes on Export Products Scheme ("RODTEP") covered in Foreign Trade Policy.
2. Government grants:
(a) The Company has recognised '' 0.09 million (31 March 2022: '' 0.09 million) as interest subsidy on deferred government grant as per Ind AS 20 under technology upgradation fund scheme (TUFS) of State Government.
(b) The Company has recognised '' 14.87 million (31 March 2022: '' 1.19 million) as interest subsidy under "Interest Equalisation Scheme" of Central Government.
(c) The Company has recognised '' 0.23 million (31 March 2022: '' 0.04 million) as provident fund subsidy under "Aatmanirbhar Bharat Rojgar Yojana" of Central Government.
(ii) The Company has not recognised any government grants whose conditions are not fulfilled and to which other contingencies are attached.
(iv) During the years ended, the Company has repatriated to India, all due trade receivable from both the overseas wholly owned subsidiaries (WOS) and from other overseas non-related parties within 60 days of its falling due or as prescribed by Reserve Bank of India from time to time.
Short-term leases: The Company has elected not to recognize right-of-use assets and lease liabilities for short-term leases of all assets that have a lease term of 12 months or less (short-term lease), leases of low-value assets and cancellable leases. The Company recognizes the lease payments associated with these leases as an expense in the statement of profit and loss.
The Company has taken "leasehold land" on long-term lease, these leases are entirely prepaid by the Company and does not have any future lease liability towards the same. (refer note 4)
Employee benefits of the Company includes all forms of consideration (directly or indirectly) given by the Company in exchange for services rendered by its employees or on termination of employment.
Measurement and recognition:
The Company measures short-term employee benefits on an undiscounted basis and they do not involve any actuarial valuation.
The Company has recognised short-term employee benefits expected to be paid:
a) as employee benefits expense in the statement of profit and loss, if it does not form part of the cost of an asset as per any other Ind AS (Ind AS 2 ""Inventories"" or Ind AS 16 ""Property, plant and equipment"") (refer note 28), and
b) as a current liability (employee benefits payable) or as a current asset (accrued expense) in the balance sheet, after deducting any amount already paid. (refer note 20)
a) Description of plan:
The Company makes defined contribution to the recognised employee provident fund (EPF) as per provisions of the Employees'' Provident Funds and Miscellaneous Provisions Act, 1952 and to employee state insurance corporation (ESIC) as per provisions of the Employees'' State Insurance Act, 1948 for qualifying employees, which are recognised as employee benefits expense in the standalone statement of profit and loss, on accrual basis when an employee renders the related service. The Company does not have any further contractual or constructive obligation, other than the contribution payable to the provident fund.
b) Measurement and recognition:
Under these contributions, the Company is required to contribute a specified percentage of the payroll costs to fund the benefits. The contributions payable to these plans by the Company are at rates specified in the provisions and rules of the related laws.
i) Gratuity (funded):
a) Description of plan:
The Company makes annual contributions to defined benefit gratuity plan (funded) to finance the plan liability for qualifying employees. The gratuity fund is separately managed and administered by a trust (approved under the Income tax Act, 1961) and is legally separate from the Company. The plan is funded with Life Insurance Corporation of India (LIC) in the form of qualified insurance policy. The contribution towards the trust fund is done as per rule 103 of Income Tax Rules, 1962. The plan is governed under provisions of the Payment of Gratuity Act, 1972:
The eligible employees are entitled to post-retirement benefit at the rate of 15 days last drawn salary (monthly salary is calculated for 26 days) for each completed year of service until the retirement age of 58 years, subject to ceiling of '' 2 million (i) On termination of employment due to superannuation or early retirement or resignation: with vesting period of 5 years of service. (ii) On death or permanent disablement in service: without any vesting period.
Where employees leave the Company prior to full vesting of the contributions, the contribution payable by the Company is reduced by the amount of forfeited contributions.
Governance of plan
The fund is managed by a trust which is governed by the Board of trustees. The Board of trustees are responsible for the administration, for overall governance of the plan assets, for the definition of the investment strategy and to act in accordance with the provisions of the trust deed and rules in the best interests of the plan participants. They do periodic reviews of the solvency of the fund and play a role in the long-term investment, risk management and funding strategy.
b) Measurement and recognition:
The present value of the defined benefit obligation and the related current service cost and past service cost is determined based on actuarial valuation as at the reporting date and is measured using the "projected unit credit method", which recognizes each period of service as giving rise to additional units of employees benefit entitlement and measures each unit separately to build-up the final obligation.
The obligations are measured at the present value of the estimated future cash flows by applying various valuation assumptions (referred below). The discount rate used for determining the present value of the obligation is based on the market yields on Government bonds as at the date of actuarial valuation. "
For the purpose of calculation, past service is rounded to the nearest integer. Suitable application of the '' 2 million ceiling has been considered while conducting the valuation and during the years ended, there were no plan amendments, curtailments and settlements.
The most recent actuarial valuation of the plan assets and the present value of the defined benefit obligation were carried out at 31 March 2023 and this valuation has been done in conformity with the Actuarial Practice Standard 27 (APS 27) and the relevant guidance notes issued by Institute of Actuaries of India.
The Company has recognised actuarial gains or losses (net of tax) immediately in the other comprehensive income (OCI).
c) Sensitivity analysis:
Significant actuarial assumptions for the determination of the defined benefit obligation are discount rate, expected salary increase and mortality. The sensitivity analysis below has been determined based on reasonably possible changes of the respective assumptions occurring at the end of the reporting period, while holding all other assumptions constant.
The sensitivity analysis presented above may not be representative of the actual change in the defined benefit obligation, as it is unlikely that the change in assumptions would occur in isolation of one another as some of the assumptions may be correlated.
Furthermore, in presenting the above sensitivity analysis, the present value of the defined benefit obligation has been calculated using the projected unit credit method at the end of the reporting period, which is the same as that applied in calculating the defined benefit obligation recognised in the balance sheet.
There was no change in the methods and assumptions used in preparing the sensitivity analysis from prior years.
Each year an asset liability matching study is performed in which the consequences of the strategic investment policies are analysed in terms of risk and return profiles. Investment and contribution policies are integrated within this study.
Compensated absences (non-funded):
a) Description of plan:
The plan is non-funded and non-contributory defined benefits and cover the Company''s liability for privilege leave. Under the compensated absences plan, leave encashment is payable to eligible employees on separation from the Company due to death, retirement, superannuation or resignation, at the rate of daily last drawn salary (monthly salary is calculated for 26 days), as per current accumulation of leave days. Other provisions of the plan are:
Accumulating paid absences may be either vesting (in other words, employees are entitled to a cash payment for unused entitlement on superannuation or resignation or retirement) or non-vesting (when employees are not entitled to a cash payment for unused entitlement on superannuation or resignation or retirement). An obligation arises, when employees render service that increases their entitlement to future paid absences. The obligation exists and is recognised, even if the paid absences are nonvesting, although the possibility that employees may leave before they use an accumulated non-vesting entitlement affects the measurement of that obligation.
b) Measurement and recognition:
The present value of the other long-term employee benefit and the related current service cost and past service cost is determined based on actuarial valuation as at the reporting date and is measured using the "projected unit credit method", which recognizes each period of service as giving rise to additional units of employees benefit entitlement and measures each unit separately to build-up the final obligation.
The obligations are measured at the present value of the estimated future cash flows by applying various valuation assumptions (referred below). The discount rate used for determining the present value of the obligation is based on the market yields on Government bonds as at the date of actuarial valuation.
Based on the Company''s past experience, the leave balances are split up into three proportions; leaves for while in service availment, leaves for while in service encashment and leaves for encashment on exit. This proportion is considered to follow the last in first out (LIFO) approach as guided in the Ind AS 19. During the years ended, there were no plan amendments, curtailments and settlements.
The most recent actuarial valuation of the present value of the other long-term employee benefits were carried out at 31 March 2023 and this valuation has been done in conformity with the Actuarial Practice Standard 27 (APS 27) and the relevant guidance notes issued by Institute of Actuaries of India.
The principal assumptions used for the purposes of actuarial valuation of other long-term employee benefits are same assumptions that are used in actuarial valuation of defined benefit plan (gratuity) (referred above), except two additional demographic assumptions which were as follows:
c) Sensitivity analysis:
Significant actuarial assumptions for the determination of the other long-term benefits obligation are discount rate, expected salary increase and mortality. The sensitivity analysis below has been determined based on reasonably possible changes of the respective assumptions occurring at the end of the reporting period, while holding all other assumptions constant.
The sensitivity analysis presented above may not be representative of the actual change in the other long-term employee benefits obligation, as it is unlikely that the change in assumptions would occur in isolation of one another, as some of the assumptions may be correlated.
Furthermore, in presenting the above sensitivity analysis, the present value of the other long-term benefits obligation has been calculated using the projected unit credit method at the end of the reporting period, which is the same as that applied in calculating the defined benefit obligation recognised in the balance sheet.
There was no change in the methods and assumptions used in preparing the sensitivity analysis from prior years.
During the year ended 31 March 2022, the discontinuance liability and other long-term employee benefits includes the due but not paid liability amount of '' 0.08 million.
Measurement and recognition:
The Company measures termination benefits on initial recognition and will further measure and recognise subsequent changes, in accordance with the nature of employee benefits, provided that:
- if the termination benefits are an enhancement of post-employment benefits, then the Company will apply all the requirements of post-employment benefits,
- if the termination benefits are expected to be settled wholly before 12 months after the end of reporting period, then the Company will apply all the requirements of short-term employee benefits, and
- if the termination benefits are not expected to be settled wholly before 12 months after the end of reporting period, then the Company will apply all the requirements of long-term employee benefits.
The Company has recognised termination benefits expected to be paid:
a) as employee benefits expense in the statement of profit and loss, and
b) as a current liability (employee benefits payable) or as a current asset (accrued expense) in the balance sheet, after deducting any amount already paid.
"Operating segments" are components of the Company whose operating results are regularly reviewed by the "Chief Operating Decision Maker (CODM)" to make decisions about resources to be allocated to the segment and assess its performance and for which discrete financial information is available.
"Specialty chemical business" has been identified as single operating segment for the purpose of making decision on allocation of resources and assessing its performance."
The Company''s related parties primarily consist of its wholly owned subsidiaries and all the contracts/ arrangements/ transactions entered into by the Company with the related parties were in the ordinary course of business and on arm''s length basis and were in compliance with the provisions of the Companies Act and Listing Regulations and are approved by Audit committee.
The terms and conditions of the transactions with key management personnel and their relatives were not favourable than those transaction available or those transaction which might reasonably be expected to be available, in respect of similar transactions with non-key management personnel and their relatives on an arm''s length basis.
(i) None of the Company''s director is related to each other or to any other key managerial personnel or senior management personnel.
(ii) The Company has not entered into any service contracts with its directors, key managerial personnel and senior management personnel which include termination or retirement benefits. Except statutory benefits upon termination of their employment in the Company or superannuation or otherwise, none of the key managerial personnel or senior management personnel is entitled to any benefits upon termination of employment or superannuation.
(iii) The Company does not have any contingent or deferred compensation payable to its directors, key managerial personnel or senior management personnel which does not form part of their remuneration.
(iv) The Company does not have any profit-sharing plan in which its directors, key managerial personnel or senior management personnel have participated.
(v) All the key managerial personnel and senior management personnel (other than executive directors) are interested in the Company only to the extent of the remuneration or benefits to which they are entitled to as per their terms of appointment and reimbursement of expenses incurred by them during the ordinary course of their service.
(vi) All the key managerial personnel and senior management personnel except its executive directors, are permanent employees of the Company.
(vii) The directors of the Company have not been paid any kind of remuneration from any of its subsidiaries.
The Company''s financial assets and financial liabilities can be categorised as follows:
(i) The Company has carried its investments in equity instruments of subsidiaries at deemed cost less provision for impairment, if any as per paragraph D15 of Ind AS 101 "First-time adoption of Indian accounting standards". The Company does not have any investment in equity instruments "designated" at FVTOCI.
(ii) The Company does not have any financial assets measured at FVTOCI.
(iii) During the years ended, the Company has not reclassified any financial assets and financial liabilities.
(iv) During the years ended, the Company has not off-settled any financial assets and financial liabilities.
(v) Refer note 14 for movement in loss allowance for credit losses of trade receivables.
(vi) The Company does not have any type of compound financial instruments.
(vii) Refer note 17 for security details of financial assets and for no default and breach related to borrowings.
(viii) The Company has disclosed carried amount, net gains or losses if any, interests'' income and interest expenses of all the categories of financial assets and liabilities in respective notes forming part of the standalone financial statements.
Derivatives not designated as hedging instruments: The Company uses foreign currency denominated borrowings and foreign exchange forward contract to manage its transaction exposures. The foreign exchange forward contracts are not designated as cash flow hedges and are entered into for periods consistent with foreign currency exposure of the underlying transactions, generally from 4 to 6 months.
The Company does not use cash flow hedges, fair value hedges, hedging of net investment in foreign operations and embedded derivatives.
The Company''s management have assessed that the "carrying amounts" of financial assets and liabilities other than those valued at Level 1 and Level 2 are considered to be reasonable approximation of their "fair values" due to their current and short-term nature. Accordingly, the Company has not separately disclosed fair values as per paragraph 29 of Ind AS 107 "Financial instruments: disclosures".
The fair value of financial instruments has been classified into three categories depending on the inputs used in the valuation technique. The hierarchy gives the highest priority to quoted prices in active markets for identical assets or liabilities (Level 1 measurements) and lowest priority to unobservable inputs (Level 3 measurements).
Level 1 quoted prices in an active market: This level of hierarchy includes financial assets that are measured by reference to quoted prices (unadjusted) in active markets for identical assets or liabilities. This category consists of investment in quoted equity shares and mutual funds. It has been valued using the closing price as at the reporting period on the stock exchanges.
Level 2 valuation techniques with observable inputs: This level of hierarchy includes financial assets and liabilities, measured using 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). The fair value of these instruments is determined using valuation techniques which maximise the use of observable market data and rely as little as possible on entity-specific estimates. If all significant inputs required to fair value an instrument are observable, the instrument is included in level 2.
Level 3 valuation techniques with significant unobservable inputs: This level of hierarchy includes financial assets and liabilities measured using inputs that are not based on observable market data (unobservable inputs). Fair value is determined in whole or in part, using a valuation model based on assumptions that are neither supported by prices from observable current market transactions in the same instrument nor based on available market data.
The Company''s management have used its best judgement in estimating the fair value of its financial instruments. When measuring the fair value of an asset or a liability, the Company uses observable market data as far as possible. If the inputs used to measure the fair value of an asset or a liability fall into different levels of the fair value hierarchy, then the fair value measurement is categorised in its entirety in the same level of the fair value hierarchy as the lowest level input that is significant to the entire measurement.
However, there are inherent limitations in any estimation technique. Therefore, for substantially all financial instruments, the fair value estimates presented above are not necessarily indicative of the amounts that the Company could have realised or paid in transactions as of respective dates. As such, fair value of financial instruments subsequent to the reporting dates may be different from the amounts reported at each reporting date.
44 Financial instruments-risk management
The Board of Directors has the overall responsibility for establishing and governing the Company''s risk management framework. The Company has constituted a risk management committee, which is responsible for developing and monitoring the Company''s risk management policies. The Company''s risk management policies are established to identify and analyse the risks faced by the Company, to set and monitor appropriate risk limits and controls, periodically review the changes in market conditions and reflect the changes in the policy accordingly. The key risks and mitigating actions have also been placed before the Audit Committee of the Company. This note explains the nature, extent and sources of risks arising from financial instruments to which the Company is exposed at the end of the reporting years and how the entity manages the risk and the related impact in the standalone financial statements.
The Company''s financial liabilities comprise mainly of borrowings, trade payables and other payables. The Company''s financial assets comprise mainly of investments, cash and cash equivalents, other bank balances, loans, trade receivables and other receivables. The Company''s business activities are exposed to a variety of financial risks namely: A. Credit risk, B. Liquidity risk and C. Market risk
Credit risk refers to the risk that a counterparty will default on its contractual and performance obligations resulting in financial loss to the Company. Credit risk encompasses both, the direct risk of default and the risk of deterioration of creditworthiness as well as concentration risks.
Company''s credit risks principally arises from trade receivables and other receivables, from cash and cash equivalents, from forward exchange contracts and from security deposits or other deposits. The maximum credit exposure associated with financial assets is equal to the carrying amount. Details of the credit risk specific to the Company along with relevant mitigation procedures adopted have been enumerated below:
Customer credit risk has been managed by the Company and is subject to established policy, procedures and controls relating to customer credit risk management by establishing credit limits, credit approvals and monitoring the credit worthiness of the customers to which the Company extends the credit in the normal course of the business. The Company uses publicly available financial information and its own trading records to rate its major customers. The Company''s exposure and the credit ratings (if available) of its counterparties are continuously monitored. The outstanding trade receivables are regularly monitored and appropriate action is taken for collection of overdue receivables.
In determining the allowances for credit losses of trade receivables, the Company has used a practical expedient by computing the expected credit loss allowance for trade receivables based on a provision matrix. The provision matrix takes into account historical credit loss experience and is adjusted for forward looking information. The expected credit loss allowance is based on the ageing of the receivables that are due and rates used in the provision matrix.
Refer note 14, 35 and 41 for other disclosures related to trade receivables.
Other financial assets include security deposits, forward exchange contracts, cash and cash equivalents, loans, other bank balance and other receivables.
⢠Security deposits have been given to various government authorities including other counterparties. Being government authorities, the Company believe that it does not has any exposure to credit risk. Security deposits to others are subject to established policy, procedures and controls relating to counterparty credit risk management by monitoring their credit worthiness, etc.
⢠Foreign exchange forward contracts (not designated as hedging instruments) have been taken with the intention of reducing foreign exchange risk of expected transactions. The Company attempts to limit the credit risk by only dealing with reputable banks having high credit-ratings assigned by credit-rating agencies.
⢠Cash and cash equivalents and fixed deposits are placed with banks having good reputation and having high credit-ratings assigned by international credit-rating agencies.
Refer note 7- 11 and for other disclosures related to other financial assets.
Liquidity risk is the risk that the Company will face in meeting its obligations associated with its financial liabilities. The Company''s approach in managing liquidity is to ensure that it will have sufficient funds to meet its liabilities when due without incurring unacceptable losses. In doing this, management considers both normal and stressed conditions.
The Company has maintained a cautious liquidity strategy, with a positive cash balance throughout the years ended. Cash flow from operating activities provides the funds to service the financial liabilities on a day-to-day basis. The Company regularly monitors the rolling forecasts to ensure it has sufficient cash on an on-going basis to meet operational needs. Any short-term surplus cash generated, over and above the amount required for working capital management and other operational requirements, is retained as cash and cash equivalents (to the extent required) and any excess is invested in interest bearing term deposits with appropriate maturities to optimise the cash returns on investments while ensuring sufficient liquidity to meet its liabilities. The Company also manages liquidity risk by maintaining adequate reserves, banking facilities and reserve borrowing facilities, by continuously monitoring forecast and actual cash flows, and by matching the maturity profiles of financial assets and liabilities.
The following table shows the maturity analysis of the Company''s financial liabilities based on contractually agreed undiscounted cash flows, along with its carrying value as at the balance sheet date. It includes principal, estimated interest payments and exclude the impact of netting agreements. The contractual maturity is based on the earliest date on which the Company may be required to pay.
Market risk is the risk, that the fair value or future cash flows of a financial instrument will fluctuate because of changes in the market prices. The Company is exposed in the ordinary course of its business to risks related to changes in foreign currency exchange rates and interest rates.
Foreign currency risk is the risk that the fair value or future cash flows of an exposure will fluctuate because of changes in foreign exchange rates. The Company''s functional currency is Indian Rupees (INR). The Company has exposure to foreign currency by way of trade receivables, borrowings and trade payables (primarily USD and EUR) and is therefore exposed to foreign exchange risk. Volatility in exchange rates affects the Company''s revenue from exports markets and the costs of imports, primarily in relation to exports with respect to the US-dollar. Adverse movements in the exchange rate between the Rupee and the relevant for
Mar 31, 2021
During the year, The Company has alloted 12,052,500 number of equity shares as bonus issue to the existing shareholders of the Company in the ratio of 1.5:1 vide board resolution dated 3 March 2021 which was passed pursuant to passing of special resolution by shareholders in extra ordinary general meeting held on 27 January 2021 against existing 8,035,000 equity shares. Hence total share capital of Company post bonus issue is '' 200.88 million.
The Company has only one class of equity shares having a par value of '' 10 per share. Each holder of equity shares is entitled to one vote per share. The dividend, if any, proposed by the board of directors is subject to the approval of the shareholders in the ensuing Annual General Meeting, except in case of proposed dividend. The Group has paid interim dividend at the rate of 50% of issued share capital (before bonus issue) during the year.
In the event of liquidation of the Company, the holders of equity shares would have been entitled to receive remaining assets of the Company, after distribution of all preferential amounts. The distribution would have been in proportion to the number of equity shares held by the shareholders.
Initially, ICICI Bank Ltd. disbursed Rupee Term Loan of '' 244.91 lakh to re-pay all term loans availed from Bank of Baroda, Ankleshwar to take-over account. The same was re-payable by 56 monthly installments of '' 4.37 lakh plus interest accrued and due. The Company has fully paid off these Term loan on or before 1 September 2019.
(a) ICICI Bank Ltd. has disbursed FCTL I of USD 944,940 on 28 September 2016 and FCTL II of USD 665,816.54 on 30 December 2016 and FCTL III of USD 1,114,962.76 on 28 April 2017.
(b) FCTL are to be repaid in fixed monthly instalments. As on 31 March 2021, 25 monthly installments of USD 37,857 per month are repayable.
(c) Primary securities and collateral securities offered to ICICI Bank Ltd. for term loan facilities are as under -
(i) Primary securities consists of equitable mortgage of leasehold factory land and building of Dahej SEZ unit, Hypothecation of Plant and machinery at Dahej SEZ unit. Collateral securities consists of current assets including fixed deposit of the Company.
(ii) Personal guarantee of all directors.
(a) Company availed three Motor Car loans of '' 67.57 lakh each from the Bank during FY 2015-16. The same are re-payable by 60 EMI of '' 1.426 lakh for each loan. The Company has fully paid off these Term loans on or before 01 July 2020. As on 31 March 2021, no part of this term loan is outstanding.
(b) The same were secured against hypothecation of respective Motor Car and personal guarantee of Directors of the Company and the Company.
(a) CITI Bank has disbursed FCTL I of USD 537,304.27 on 4 October 2017 for Vadodara R & D unit, FCTL II of USD 608,253.77 on 22 February 2018 for part disbursement of Dahej SEZ unit I Phase II, FCTL III of USD 292,226.77 on 13 July 2018 for Dahej Corner Project, FCTL IV of USD 2,010,968.92 on 28 February 2019, FCTL V USD 838,222.97 on 6 September 2019 and FCTL VI OF USD 1,306,778 on 28 November 2019 for Dahej Phase 3 Expansion Project.
(b) FCTL I, II III, IV ,V and VI are repayable in 5 years by 16 quarterly installments after moratorium period of 1 year.
(c) Collateral securities offered to CITI Bank for term loan facilities are as under -
(i) FCTL I is secured by equitable mortgage of leasehold land and building situated at 353, GIDC Makarpura, Vadodara 390010- Exclusive charge
(ii) FCTL II, III, IV, V and VI is secured by First Pari-passu charge on equitable mortgage of factory land and building of Dahej SEZ Unit, Hypothecation of Plant and machinery located at Dahej SEZ unit of the company
(iii) Personal guarantee of all directors of the Company is given for term loan facilities.
(a) Company has availed three Motor Car loans of '' 110 lakh each from Bank during the Financial Year 2020-21. The same are
re-payable by 60 equal monthly instalments (EMI) of '' 2.20 lakh including interest accrued and due thereon for each loan.
The interest rate applicable during the year on these loans was 7.46% p.a.
(b) The same are secured against hypothecation of respective Motor Car and personal guarantee of Directors of the Company and the Company.
(a) The Bank has renewed fund based working capital facility of '' 2,000 lakh and Non-fund based working capital facility of '' 750 lakh upto 16 March 2021 to the Company.
(b) Securities offered for the same:
(i) Primary Securities: Hypothecation of inventories and receivables, both present and future. Hypothecation of present and future Plant and Machinery and charge on all moveable assets to be acquired from proposed term loan for SEZ unit of the Company with pari pasu charge of ICICI Bank, Dahej
(ii) Collateral Securities: As mentioned in Point II(c) of Note 15 here-above.
19 Current borrowings (continued)
(a) The Bank has renewed with enhancement fund based working capital facility of '' 2,500 lakh
(b) Securities offered for the same:
(i) Primary Securities: Hypothecation of inventories and receivables, both present and future. Hypothecation of present and future Plant and Machinery and charge on all moveable assets to be acquired from proposed term loan for SEZ unit of the Company with pari pasu charge of Citi Bank NA, Vadodara
1 During the year 2019-20, Company had received show cause notice dated 3 February 2020 for excess refund on zero rated supplies from Assistant commissioner, Central GST, Division-IX, Vadodara-II commissionerate for payment of excess refund on zero rated supplies to the tune of '' 557,497 along with interest. Earlier, refund of '' 4,267,517 was granted vide RFD-06 dated 13 March 2018. An order to this effect has been passed by Superintendent, CGST on 3 March 2021. Company has filed an appeal against the said order dated 31 May 2021.
2 A DGGI notice has been issued on the Company for IGST on imports under advance licenses for the period after 9 October 2018. The matter is being contested by the Company on similar lines as many other companies. In the opinion of the Company and its tax counsels, there is a possibility of reassessment of bills of entries and IGST may be payable in future in the matter which would then be available again as a credit to the Company. The Interest on such IGST is quantified up to 31 March 2021, The actual interest liability may arise at the time of reassessment of the bill of entries in future which may be higher than this amount based on actual payment of IGST. But, in opinion of the tax counsels of the Company, the IGST collected u/s 3(7) of the Customs Tariff Act, 1975 is not in the nature of duty leviable under the Custom Act, 1962 and hence interest cannot be demanded on the belated payment of the IGST u/s 28AA. Accordingly, any interest claimed from it would be contested by the Company and is accordingly contingent in nature.
A description of methods used for sensitivity analysis and its limitations:
The sensitivity analysis have been determined based on reasonably possible changes of the respective assumptions occurring at the end of the reporting period, while holding all other assumptions constant.
The sensitivity analysis presented above may not be representative of the actual change in the projected benefit obligation as it is unlikely that the change in assumptions would occur in isolation of one another as some of the assumptions may be correlated.
Furthermore, in presenting the above sensitivity analysis, the present value of the projected benefit obligation has been calculated using the projected unit credit method at the end of the reporting period, which is the same method as applied in calculating the projected benefit obligation as recognized in the balance sheet.
There was no change in the methods and assumptions used in preparing the sensitivity analysis from prior years.
The management of the Company has implemented a risk management system that is monitored by the Board of Directors. The general conditions for compliance with the requirements for proper and future-oriented risk management within the Company are set out in the risk management principles. These principles aim at encouraging all members of staff to responsibly deal with risks as well as supporting a sustained process to improve risk awareness. The guidelines on risk management specify risk management processes, compulsory limitations, and the application of financial instruments. The risk management system aims at identifying, analyzing, managing, controlling and communicating risks promptly throughout the Company. Risk management reporting is a continuous process.
The Company is exposed to credit, liquidity and market risks (foreign currency risk and interest risk) during the course of ordinary activities. The aim of risk management is to limit the risks arising from operating activities and associated financing requirements by applying selected derivative and non-derivative hedging instruments.
a) Credit risk
The Company is exposed to credit risk from its operating activities (primarily trade receivables) and from its financing activities, including deposits with banks and other financial instruments. The balances with banks, loans given to employees and associated company, security deposits are subject to low credit risk since the counter-party has strong capacity to meet the obligations and where the risk of default is negligible or nil. Hence, no provision has been created for expected credit loss for credit risk arising from these financial assets.
Trade receivables
Credit risk arises from the possibility that customer will not be able to settle their obligations as and when agreed. To manage this, the Company periodically assesses the financial reliability of customers, taking into account the financial condition, current economic trends, analysis of historical bad debts, ageing of accounts receivable and forward looking information.
The provision for expected credit loss is recognized on the basis of life-time expected credit losses (simplified approach). Trade receivables are evaluated separately for balances towards progress billings and retention money due from customers. An expected
Interest rate risk
Interest rate risk results from changes in prevailing market interest rates, which can cause a change in the fair value of fixed rate instruments and changes in the interest payments of the variable rate instruments. The management is responsible for the monitoring of the group interest rate position. Various variables are considered by the management in structuring the group borrowings to achieve a reasonable, competitive cost of funding.
c) Liquidity risk
Liquidity risk is the risk that the Company is unable to meet its existing or future obligations due to insufficient availability of cash or cash equivalents. Managing liquidity risk, and therefore allocating resources and hedging the Company''s financial independence, are some of the central tasks of the Company''s treasury department. In order to be able to ensure the Company''s solvency and financial flexibility at all times, long-term credit limits and cash and cash equivalents are reserved on the basis of perennial financial planning and periodic rolling liquidity planning. The Company''s financing is also secured for the next fiscal year.
38 financial instruments-accounting, classifications and fair value measurements
The fair values of the financials assets and liabilities are included at the amount a which the instrument could be exchanged in a current transaction between willing parties, other than in a forced or liquidation sale.
The following methods and assumptions were used to estimate the fair values:
Fair value of cash and short term deposits, trade and other short term receivables, trade payables, other current liabilities, short term loans from banks and other financials institutions approximate their carrying amounts largely due to the short term maturities of these instruments.
Financial instruments with fixed and variable interest rates are evaluated by the Company based on parameters such as interest rates and individual credit worthiness of the counterparty. Based on this evaluations, allowances are taken to account for the expected losses of these receivables.
The Company uses the following hierarchy for determining and disclosing the fair value of financials instruments by valuation technique: Level 1: quoted (unadjusted) prices in active markets for identical assets and liabilities
Level 2: other techniques for which all inputs which have a significant effect on the recorded fair value are observable, either directly or indirectly
Level 3: techniques which use inputs that have a significant effect on the recorded fair value that are not based on observable market data.
The management assessed that cash and cash equivalents including bank balances other than cash and cash equivalent, trade receivables, loans and advances, other current assets, trade payables, borrowings (current) and other current liabilities approximate their carrying amounts largely due to the short-term maturities of these instruments.
For the purpose of the Company''s capital management, capital includes issued equity capital and all other equity reserves attributable to the equity holders of the Company. The primary objectives of the Company''s capital management is to maximize the shareholder value while providing stable capital structure that facilitate considered risk taking and pursued of business growth.
In order to achieve this overall objective, the Company''s capital management, amongst other things, aims to ensure that it meets financial covenants attached to the interest-bearing loans and borrowings that define capital structure requirements. Breaches in meeting the financial covenants would permit the bank to immediately call loans and borrowings. There have been no breaches in the financial covenants of any interest-bearing loans and borrowing in the current period.
No changes were made in the objectives, policies or processes for managing capital during the aforesaid periods.
The Company has elected not to recognize right-of-use assets and lease liabilities for short-term leases of all assets that have a lease term of 12 months or less (Short-term Lease), leases of low-value assets and cancellable leases. The Company recognizes the lease payments associated with these leases as an expense in Profit and loss account.
The Company has taken industrial shed under operating lease on leave and license agreement. It is generally cancellable in nature and executed for a period of 10 years. It is generally renewable or cancellable at the option of the Company or the lessor.
1 During the year, The Company has alloted 12,052,500 number of equity shares as bonus issue to the existing shareholders of the Company in the ratio of 1.5:1 vide board resolution dated 3 March 2021 which was passed pursuant to passing of special resolution by shareholders in extra ordinary general meeting held on 27 January 2021 against existing 8,035,000 equity shares. Hence total share capital of Company post bonus issue is '' 200.88 million.
2 As per Ind AS 33 paragraph 28, in case of bonus share , the number of shares outstanding before the event is adjusted for the proportionate change in the number of equity shares outstanding as if the event has occurred at the beginning of the earliest period reported.
Due to the outbreak of the COVID-19 pandemic and the consequent lock-down announced by Government, the operations of the Company were temporarily-suspended in initial phase of the financial year. The Company continued to closely monitor the situation and take appropriate action, as necessary to scale up operations, in due compliance with the applicable regulations. The Company has been running on its normal operations after government allowed the same since June, 2020. The situation of COVID-19 outbreak has resurged again towards the end of the current financial year, however it is expected to not affect the operations of the Company. The management has made an assessment of its liquidity position for the next one year and of the recoverability and carrying values of its assets as at the balance sheet date and no provision was required, on account of COVID-19. The Company has considered various known internal and external information available up to the date of approval of financial statements in assessing the impact arising from COVlD-19 in the preparation of the financial statements and continues to monitor any material changes to future economic conditions and assess the impact on Company.
In the opinion of the Board and to the best of their knowledge & belief, the GST provisions were properly complied, to the extent applicable to the company for the year under audit. Difference, if any, between the figures as per books of account and the GST Returns, are reconciled and would be corrected in next period GST returns and in annual returns. The said differences do not have any material impact on the financial statements regarding classification, tax liability and other requirement of the GST Provisions. Previous years'' figures have been regrouped, rearranged,restated,and reclassified to compare with that of the current years'' figures.
Approval of financial statements
The financial statements were approved by the Board of Directors on 15 June 2021.
On 31 March 2021, Company has filed DRHP with Securities Exchange Board of India (SEBI) for public issue of equity shares valuing '' 450 million.
No significant subsequent events have been observed which may require an adjustment to the balance sheet.
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