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You can view the entire text of Notes to accounts of the company for the latest year

BSE: 500331ISIN: INE318A01026INDUSTRY: Chemicals - Speciality

BSE   ` 2981.70   Open: 2901.35   Today's Range 2901.35
3004.60
+63.70 (+ 2.14 %) Prev Close: 2918.00 52 Week Range 2293.10
3073.20
Year End :2023-03 

The company has estimated the useful life for its copyrights and trademark as indefinite on the basis of renewal of legal rights and the management's intention to keep it perpetually.

Goodwill, Copyrights and Trademark

Goodwill, copyrights and trademark in the books of the Company pertain to Consumer and Bazaar & Business to Business of the Company.

At the end of each reporting period, the Company reviews carrying amount of goodwill, copyrights and trademark to determine whether there is any indication that goodwill, copyrights and trademark has suffered any impairment loss. Accordingly, recoverable amount of goodwill, copyrights and trademark is arrived basis projected cashflows from Consumer and Bazaar business & Business to Business.

Recoverable amount of goodwill, copyrights and trademark exceeds the carrying amount of goodwill, copyrights and trademark in the books as on 31st March 2023. Further there are no external indications of impairment of goodwill, copyrights and trademark. As a result, no impairment loss on goodwill, copyrights and trademark is required to be recognised.

Projected cashflows from Consumer and Bazaar business (including Araldite) and Business to Business

The recoverable amount of this cash-generating unit is determined based on a value in use calculation which uses cash flow projections based on financial budgets approved by the management for next year, estimates prepared for the next 4 years thereafter and a discount rate of 12.7% per annum (12.0% per annum as at 31st March 2022).

Cash flow projections during the budget period are based on the same expected gross margins and raw materials price inflation throughout the budget period. The cash flows beyond that five-year period have been extrapolated using a steady 7% per annum (7% per annum as at 31st March 2022) growth rate. The management believes that any reasonably possible change in the key assumptions on which recoverable amount is based would not cause the aggregate carrying amount to exceed the aggregate recoverable amount of the cashgenerating unit.

b. Terms/ Rights attached to equity shares

The Company has only one class of equity shares having a par value of 1 per share. Each holder of equity shares is entitled to one vote per share. The Company declares and pays dividend in Indian rupees. The final dividend proposed by the Board of Directors is subject to the approval of the shareholders in the ensuing Annual General Meeting.

In the event of liquidation, the equity shareholders are eligible to receive the remaining assets of the Company after distribution of all preferential amounts, in the proportion of their shareholding.

The Board of Directors at its meeting held on 8th May 2023 declared a final dividend of 11.00 per equity share of 1 each, subject to approval of the shareholders at the ensuing Annual General Meeting.

During the year ended 31st March 2023, the Company had paid final dividend of 10.00 per equity share of 1 each for the financial year 2021-22.

( in crores)

39 |

Contingent Liabilities and Commitments

As at 31st March 2023

As at 31st March 2022 (refer Note 56)

A)

Contingent liabilities not provided for:

1.

Claims against the Company not acknowledged as debts comprise:

a)

Income Tax demand against the Company not provided for and relating to issues of deduction and allowances in respect of which the Company is in appeal

89.97

89.97

b)

Excise Duty and Service Tax claims disputed by the Company relating to issues of classifications

23.10

24.19

c)

Sales Tax (VAT, CST, Entry Tax, LBT and GST) claims disputed by the Company relating to issues of declaration forms and classifications

162.12

174.98

d)

Other Matters (relating to disputed Electricity Duty, Gram Panchayat Tax, Open Access Charges, etc.)

1.50

2.66

2.

a)

Guarantees given by Banks on behalf of the Company*

38.79

44.25

b)

Corporate Guarantees given by the Company on behalf of the Subsidiaries to Banks*

Pulvitec do Brasil Industria e Comercio de Colas e Adesivos Ltda

17.26

15.90

Pidilite Bamco Ltd

3.53

3.26

Pidilite MEA Chemicals LLC (Previously known as Jupiter Chemicals LLC)

44.74

41.23

Pidilite Lanka Private Limited

36.12

33.28

Bamco Supply and Services Ltd

1.19

1.10

Pidilite East Africa Limited

12.33

7.57

Nina Percept Private Limited

90.00

-

* Guarantees given are for business purpose.

B)

Commitments:

a)

Estimated amount of contracts, net of advances, remaining to be executed for the acquisition of Property, Plant and Equipment, investments and not provided for

209.92

122.46

b)

For other commitments, refer Note 47(E)(ii) for financial instruments and Note 51 for leases.

c)

The Company, being the holding/ultimate holding company, will extend financial support to its subsidiaries as and when required.

H

Details of provisions

Provision for warranties represents management's best estimate of the liability for warranties based on

past experience of claims

Particulars

Opening

Balance

Additions under Business Combination (refer Note 56)

Additions

Utilisation

Reversal (withdrawn as no longer required)

Closing

Balance

n,-.

0.86

-

0.03

(0.40)

-

0.49

riuvisiuii iui vvaiicniiy CApti lies

(-)

(0.35)

(0.53)

((0.02))

(-)

(0.86)

Figures in brackets () represents previous year

42 Segment information

Business Segment:

The Company operates in two business segments namely Consumer & Bazaar (C&B) and Business to Business (B2B). Consumer & Bazaar

segment covers sale of products mainly to end consumers which are retail users such as carpenters, painters, plumbers, mechanics, households, students, offices, etc. Sale consists of mainly adhesives, sealants, art and craft materials and construction and paint chemicals. B2B covers sale of products to end customers which are mainly large business users. This includes Industrial Products (IP) such as adhesives, synthetic resins, organic pigments, pigment preparations, construction chemicals (projects), surfactants, etc. and caters to various industries like packaging, textiles, paints, joineries, printing inks, paper, leather, etc. Others includes sale of raw materials.

(vi) The expected rate of return on plan assets is determined after considering several applicable factors such as the composition of the plan assets, investment/ strategy, market scenario, etc. In order to protect the capital and optimise returns within acceptable risk parameters, the plan assets are well diversified.

(vii) The discount rate is based on the prevailing market yields of Government of India securities as at the balance sheet date for the estimated term of the obligations.

(viii) The estimate of future salary increases considered, takes into account the inflation, seniority, promotion, increments and other relevant factors.

Gratuity fund asset is managed by Life Insurance Corporation of India, there is no material risk that the Company would be unable to meet its gratuity liability. Also as the fund is set up as a trust, the money as a part of the trust will not flow back into the Company until the last employee of the trust is paid.

Note on other risks:

1 Investment Risk - The funds are invested by LIC / Kotak and they provide returns basis the prevalent bond yields, LIC on an annual basis requests for contributions to the fund, while the contribution requested may not be on the same interest rate as the bond yields provided, basis the past experience it is low risk.

2 Interest Risk - LIC does not provide market value of assets, rather maintains a running statement with interest rates declared annually - The fall in interest rate is not therefore offset by increase in value of Bonds, hence may pose a risk.

3 Longevity Risk - Since the gratuity payment happens at the retirement age of 60, longevity impact is very low at this age, hence this is a non-risk.

|46 Employee Stock Option Scheme

a) Details of Employee Share Options

In the Annual General Meeting of the Company held on 24th July 2012, the shareholders approved the issue of 50,76,486 equity shares under the Scheme titled "Employee Stock Option Scheme 2012" (ESOS 2012). The Board approved Employees Stock Option Scheme covering 3,00,000 Stock options, in terms of the regulations of the Securities and Exchange Board of India.

The ESOS 2012 allows the issue of options to Eligible employees of the Company. Each option comprises one underlying equity share. The exercise price of each option shall be 1/- per equity share. The options vest in the manner as specified in ESOS 2012. Options may be exercised within 5 years from the date of vesting.

ESOP 2016 covering grant of 45,00,000 options (including 2,50,000 Options to be granted to Eligible Employees / Directors of the subsidiary Companies) was approved by the shareholders through Postal Ballot on 2nd April 2016. Each option comprises one underlying equity share. The exercise price shall be 1/- per option or such other higher price as may be fixed by the Board or Committee. Options to be granted under the Plan shall vest not earlier than one year but not later than a maximum of six years from the date of grant of such options. In the case of Eligible Employee who has not completed 3 years of employment as on date of the grant of Options then the Options which are due for vesting before completion of 3 years as above, shall vest as on the completion of 3 years of employment in the Company by the Employee concerned or as may be approved by the Nomination and Remuneration Committee. Vested Options will have to be exercised within 3 years from the date of respective vesting.

(C) Financial risk management objectives

The Company's Corporate Treasury function provides services to the business, co-ordinates access to domestic and international financial markets, monitors and manages the financial risks relating to the operations of the Company through internal risk reports which analyse exposures by degree and magnitude of risks. These risks include market risk, credit risk and liquidity risk. The Company undertakes transactions denominated in foreign currencies; consequently, exposures to exchange rate fluctuations arise. Exchange rate exposures are managed within approved policy parameters utilising foreign exchange forward contracts. Compliance with policies and exposure limits is a part of Internal Financial Controls. The Company does not enter into or trade in financial instruments, including derivative financial instruments, for speculative purposes. The Corporate Treasury function reports quarterly to the Company's risk management committee, an independent body that monitors risks and policies implemented to mitigate risk exposures.

(D) Market risk

The Company's activities expose it primarily to the financial risk of changes in foreign currency exchange rates (see note E below). The Company enters into foreign exchange forward contracts to manage its exposure to foreign currency risk of net imports.

(ii) Foreign exchange forward contracts

It is the policy of the Company to enter into foreign exchange forward contracts to cover foreign currency payments (net of receipts) in USD and EUR. The Company enters into contracts with terms upto 90 days. The Company's philosophy does not permit any speculative calls on the currency. It is driven by conservatism which guides that we follow conventional wisdom by use of Forward contracts in respect of Trade transactions.

Regulatory Requirements: The Company does alter its hedge strategy in relation to the prevailing regulatory framework and guidelines that may be issued by RBI, FEDAI or ISDA or other regulatory bodies from time to time.

Mode of taking Cover: Based on the outstanding details of import payable and export receivable (in weekly baskets) the net trade import exposure is arrived at (i.e. Imports - Exports = Net trade exposures). The net trade import exposure arrived at is netted off with the outstanding forward cover as on date and with the surplus foreign currency balance available in EEFC A/Cs.

Forward cover is obtained from bank for each of the aggregated exposures and the Trade deal is booked. The forward cover deals are all backed by actual trade underlines and settlement of these contracts on maturity are by actual delivery of the hedged currency for settling the underline hedged trade transaction.

The line-items in the financial statements that include the above hedging instruments are "Other Financial Assets" of NIL crores ( 0.44 crores as at 31st March 2022) and "Other Financial Liabilities" of 0.60 crores ( 0.60 crores as at 31st March 2022)

(refer Note: 13 and 25 respectively).

The aggregate amount of loss under foreign exchange forward contracts recognised in the Statement of Profit and Loss is 0.44 crores (gain of 0.14 crores as at 31st March 2022).

(F) Credit risk management

Credit risk refers to risk that a counterparty will default on its contractual obligations resulting in financial loss to the Company. Credit risk arises primarily from financial assets such as trade receivables (refer Note 9), investment in mutual funds, derivative financial instruments, other balances with banks, loans and other receivables.

The Company has adopted a policy of only dealing with counterparties that have sufficiently high credit rating. The Company's exposure and credit ratings of its counterparties are continuously monitored and the aggregate value of transactions is reasonably spread amongst the counterparties.

Credit risk arising from investment in mutual funds, derivative financial instruments and other balances with banks is limited and there is no collateral held against these because the counterparties are banks and recognised financial institutions with high credit ratings assigned by the international credit rating agencies.

(G) Liquidity risk management

Liquidity risk is the risk that the Company will encounter difficulty in raising funds to meet commitments associated with financial instruments that are settled by delivering cash or another financial asset. Liquidity risk may result from an inability to sell a financial asset quickly at close to its fair value.

The Company has an established liquidity risk management framework for managing its short term, medium term and long term funding and liquidity management requirements. The Company's exposure to liquidity risk arises primarily from mismatches of the maturities of financial assets and liabilities. The Company manages the liquidity risk by maintaining adequate funds in Cash and Cash Equivalents and has adequate credit facilities agreed with banks to ensure that there is sufficient cash to meet all its normal operating commitments in a timely and cost-effective manner.

(i) Liquidity risk tables

The following tables detail the Company's remaining contractual maturity for its non-derivative and derivative financial liabilities with agreed repayment periods. The tables have been drawn up based on the undiscounted cash flows of financial liabilities based on the earliest date on which the Company will be liable to pay.

The tables include both interest and principal cash flows. To the extent that interest flows are floating rate, the undiscounted amount is derived from interest rate curves at the end of the reporting period.

Ý 52 Corporate Social Responsibility Expenses

As per Section 135 of the Companies Act, 2013, a Company, meeting the applicability threshold, needs to spend at least 2% of its average net profit for the immediately preceding three financial years on corporate social responsibility (CSR) activities. The areas for CSR activities are eradication of hunger and malnutrition, promoting education, art and culture, healthcare, destitute care and rehabilitation, environment sustainability, disaster relief and rural development projects. A CSR committee has been formed by the Company as per the Act. The funds were primarily allocated to a corpus and utilized through the year on these activities which are specified in Schedule VII of the Companies Act, 2013.

* The unspent amount of ? Nil crores ( 1.85 crores in the previous year) will be transferred to unspent CSR account within 30 days from the end of the financial year, in accordance with the Companies Act, 2013 read with the CSR Amendment Rules. The unspent CSR amount of previous year ( 1.85 crores) is incurred for CSR activities in current year.

Nature of CSR activities

(1) To promote, carry out, support activities relating to: Education and Training including in Science and Technology, Humanities etc; Healthcare; Welfare of Children, Women, Senior Citizens, and Differently Abled Persons; Employment enhancing Vocational skills; Sanitation; Water management; Agriculture; Horticulture; Milk and Animal Health; promotion of Farmer Producer Organisation; Swachtha Initiative; promotion of Culture; Art & Craft; Conservation of Natural Resources; Promotion and development of traditional Arts & Handicrafts, Khadi and Handloom; Employment Generation and Government Scheme System; Environment Sustainability; Science & Technology; Rural Development; Animal Welfare; welfare and development measures towards reducing inequalities faced by Socially and Economically Backward groups; and such activities may include establishing, supporting and / or granting aid to institutions engaged in any of the activities referred to above.

(2) To conduct and support studies & research; publish and support literature, publications & promotion material; conduct and support discussions, lectures, workshops & seminars in any of the areas covered above.

(3) To promote, carry out, support any activities covered in Schedule VII to the Companies Act, 2013, as amended from time to time.

53 Other Information

a) Pidilite Ventures Private Limited (formerly known as Madhumala Ventures Pvt Ltd), a wholly owned subsidiary of the Company:

(i) invested an amount of 3.65 crores in current year in the Abeyaantrix Technology Private Limited. The company operates a software-enabled platform for construction contractors to manage documents, and record financial transactions, known by the name of Onsite.

(ii) invested an amount of 23.89 crores in current year in the Buildnext Construction Solutions Private Limited. The company is engaged in providing end to end home construction services.

(iii) invested an amount of 15.37 crores in previous year in the Aapkapainter Solutions Pvt Ltd (Aapkapainter). The company is engaged in providing painting and waterproofing solutions to retail consumer.

(iv) invested an amount of 1.50 crores in previous year in the Pepperfry Private Limited (formerly known as M/s. Trendsutra Platform Services) by subscription to Non Cumulative Compulsory Convertible Debentures/ Compulsory Convertible Non-Cumulative Preference Shares. Pepperfry is an online furniture chain in India.

(v) invested an amount of 18.45 crores in previous year in the Homevista Decor & Furnishings Pvt Ltd (HomeLane) by subscription to Equity and Compulsory Convertible Cumulative Preference Shares.

HomeLane is a fast growing home interiors company backed by strong tech-stack and presence in 7 cities with 16 experience centers in India.

(vi) invested an amount of 1.56 crores in previous year in the Constrobot Robotics Pvt Ltd by subscription to Equity Shares. The company is engaged in the business of research and development, designing, manufacturing, trading and dealing in robotic equipments etc.

(vii) invested an amount of 3.75 crores in previous year in the Kaarwan Eduventures Private Limited by subscription to Cumulative Compulsory Convertible Preference Shares. The company is engaged in the business of Architecture, Interior and General Designing etc.

(viii) invested an amount of 9.00 crores in current year ( 2.00 crores in previous year) in the Finemake Technologies Private Limited by subscription to Preference Shares. The company is engaged in business of providing interior designing services.

(ix) invested an amount of 0.49 crores in current year ( 10,000 in previous year) in the Climacrew Private Limited by subscription to Equity Shares. The company is engaged in business of supply of seaweed and seaweed products.

b) During current year, the Company has invested an amount of 8.18 crores in "Pidilite International Pte Ltd" and

1703 crores in Pidilite Middle East Ltd by subscription to Equity Shares.

c) During current year, the Company has invested an amount of 12.22 crores in "Pidilite Litokol Pvt Ltd" and 13.04 crores in Pidilite Grupo Puma Manufacturing Ltd by subscription to Equity Shares.

d) During previous year, ICA Pidilite Private Limited, subsidiary of the Company made buy back of shares from all shareholder. The company has recognised profit on buyback on shares from subsidiary amounting to 1.11 crores (refer Note 32)

e) During previous year, the Company has invested an amount of 1.21 crores in "Pidilite C-Techos Walling Limited" (PCWL) by subscription to Equity Shares.

f) During previous year, on completion of winding up procedures, Pidilite Grupo Puma Private Limited (w.e.f. 27th October, 2021) and Pidilite C-Techos Private Limited (w.e.f. 1st February 2022) were struck off by Registrar of Companies.

g) During the current year, the Company had paid Dividend of 10.00 per equity share of 1 each for the financial year 2021-22.

b) The Company does not have any benami property held in its name. No proceedings have been initiated on or are pending against the Company for holding benami property under the Benami Transactions (Prohibition) Act, 1988 (45 of 1988) and Rules made thereunder.

c) The Company has not been declared wilful defaulter by any bank or financial institution or other lender or government or any government authority.

d) The Company has complied with the requirement with respect to number of layers as prescribed under Section 2(87) of the Companies Act, 2013 read with the Companies (Restriction on number of layers) Rules, 2017.

e) There is no income surrendered or disclosed as income during the year in tax assessments under the Income Tax Act, 1961 (such as search or survey), that has not been recorded in the books of account.

f) The Company has not traded or invested in crypto currency or virtual currency during the year.

g) The Company does not have any charges or satisfaction of charges which is yet to be registered with Registrar of Companies beyond the statutory period.

h) The Company has not received any funds from any person(s) or entity(ies), including foreign entities (“Funding Parties”), with the understanding, whether recorded in writing or otherwise, that the Company shall, directly or indirectly, lend or invest in other persons or entities identified in any manner whatsoever by or on behalf of the Funding Party (“Ultimate Beneficiaries”) or provide any guarantee, security or the like on behalf of the Ultimate Beneficiaries.

Isy Approval of financial statement

The financial statements are approved for issue by the Audit Committee and by the Board of Directors at their respective meetings held on 8th May 2023.