C PROVISIONS, CONTINGENT LIABILITIES AND CONTINGENT ASSETS
Provisions for Contingencies / Contingent liabilities are recognised/disclosed after evaluation of facts and legal
aspects of the matter involved, in line with Ind AS 37- Provisions, Contingent Liabilities and Contingent Assets
and Ind AS 12 - Income Taxes. Provisions are recognised when the Company has a present obligation (legal/
constructive) and on management judgement as a result of a past event, for which it is probable that a cash outflow
will be required and a reliable estimate can be made of the amount of the obligation. Provisions are measured at
the best estimate of the expenditure required to settle the present obligation at the Balance Sheet date.
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. When there is a possible obligation or a present obligation
in respect of which likelihood of outflow of resources is remote, no provision or disclosure is made.
Contingent assets are not recognised in the financial statements since this may result in the recognition of
income that may never be accrued / realised.
D BORROWING COSTS
Borrowing costs directly attributable to acquisition or construction of qualifying assets (i.e. assets which take
substantial period of time to get ready for their intended use) are capitalised as part of the cost of that asset. All
other borrowing costs are recognized as an expense in the Statement of Profit and Loss in the period in which
they are incurred.
E EARNINGS PER SHARE
Basic earnings per share is computed by dividing the net profit for the period attributable to the equity shareholders
by the weighted average number of equity shares outstanding during the period. For the purpose of calculating
diluted earnings per share, the net profit for the period attributable to equity shareholders and the weighted
average number of shares outstanding during the period are adjusted for the effects of all dilutive potential equity
shares, if any.
The Company had allotted 964.2 million equity shares of face value of Hi each as fully paid-up bonus equity
shares, in the ratio 1:1, i.e., one (1) fully paid-up equity share of face value of Hi (Rupee one only) each for every
one (1) existing fully paid-up equity share of face value of Hi (Rupee one only) each, to those eligible members of
the Company whose name appeared in the Register of Members / Beneficial Owners as on the Record Date i.e.,
8th August 2025.In accordance with the 'Ind AS 33 - Earnings per Share', the figures of Earnings per Share for
previous periods presented have been restated to give effect to the allotment of the equity bonus shares.
F EVENTS OCCURRING AFTER THE BALANCE SHEET DATE
All material events occurring after the Balance Sheet date up to the date of approval of financial statements by
the Board of Directors on 21st April 2026, have been considered, disclosed and adjusted, wherever applicable, as
per the requirements of Ind AS 10 - Events after the Reporting Period.
3 RECENT ACCOUNTING PRONOUNCEMENTS
The Ministry of Corporate Affairs (MCA) has notified amendments to the Companies (Indian Accounting
Standards) Rules, 2015, vide notification number G.S.R. 291 (E) dated 7th May, 2025 and G.S.R. 549(E) dated 13th
August, 2025. These amendments are applicable for reporting periods beginning on or after April 1, 2025 but do
not have material impact on the financial statements of the Company.
4 EXCEPTIONAL ITEMS
Exceptional items refer to items of income or expense, within the statement of profit and loss from ordinary
activities which are of such size, nature or incidence that their separate disclosure is considered necessary to
explain the performance of the Company.
Exceptional items of (H1,207.8 million) in the financial year ended 31st March 2026 comprise of the following:
a) Pursuant to closure of income tax matters related litigation for certain earlier years, provisions amounting to
H3,120.4 million made in earlier years have been written back. Out of this amount, H1,097.2 million is classified
under tax expense (refer Note 36(a) on tax expense) and balance H2,023.2 million under exceptional items.
b) Restructuring cost charge of H401.0 million, comprising of provisions for severance compensation for
employees (refer Note 28 on employee benefits expense)
c) The Government of India has consolidated multiple existing labour legislations into a unified framework
comprising of four Labour Codes, collectively referred to as the 'New Labour Codes' and notified with
effect from 21st November 2025. Based on the analysis of the information available so far and actuarial
valuation, the Company has recognised an incremental financial impact of H414.4 million as past service
cost on post-employment defined benefits for its employees (refer Note 28 on employee benefits expense
and Note 32 on employee benefit plans). Considering that this impact is driven by a regulatory change and
is non-recurring in nature, it is classified under exceptional items. The Company continues to monitor the
developments relating to the implementation of the New Labour Codes and will review the estimates as
further clarifications and Rules are notified.
Exceptional items of H2,908.2 million for the previous financial year ended 31st March 2025 comprised of
gain on slump sale of the following businesses:
- Nutraceutical Business ("NHSc") to Dr. Reddy's and Nestle Health Science Limited.
- Nestle Business Services ('NBS') division to Nestle Business Services India Private Limited (Formerly
known as Purina PetCare India Private Limited).
5 BUSINESS COMBINATION
A. Business Combination under Common Control
In the previous financial year ended, the Company had executed slump sale of Nestle Business Services
('NBS') Division to Nestle Business Services India Private Limited (Formerly known as Purina PetCare India
Private Limited) on 1st July 2024, which is a related party, being a 100% subsidiary of Nestle S.A. for a net
consideration of H765.8 million.
B. Business Combination - Others
In the previous financial year ended, the Company had made an investment for 49% stake in Dr. Reddy's and
Nestle Health Science Limited ("Associate Company") for development of Nutraceutical business. Pursuant
to this, the investee entity had become an associate of the Company with effect from 24th July 2024. As
part of this transaction, Nutraceuticals Business ('NHSc Business') of the Company was transferred to the
associate Company for a net consideration of H2,231.0 million with effect from 1st August 2024.
Dr. Reddy's Laboratories Limited (Dr. Reddy's) holds 51% and the Company holds 49% in the Associate
Company with proportionate shareholder rights to voting, dividend distribution, and other economic rights
as enshrined in the agreement. Nestle India will have a call option to increase shareholding up to 60% after
six years at a fair market value. Dr Reddy's shall continue to hold at least 40% of the shareholding after the
Company exercises its call option.
Items of property, plant & equipment are stated at historical cost less accumulated depreciation and accumulated
impairment losses, if any. Cost is inclusive of freight, duties, taxes or levies (net of recoverable taxes) and any
directly attributable cost of bringing the assets to their working condition for intended use.
Property, plant and equipment which are not ready for intended use as on the date of Balance Sheet are disclosed
as "Capital work-in-progress" and stated at cost less accumulated impairment loss, if any.
Profit or loss on disposal / scrapping / write off / retirement from active use of an item of property, plant and
equipment is recognised in the statement of profit and loss.
Advances paid towards the acquisition of property, plant and equipment outstanding at each Balance Sheet date
is classified as capital advances under "Other Non-Current Assets".
Depreciation / Amortization
The Company has assessed the useful lives of property, plant and equipment as required by Schedule II to the Companies
Act, 2013. Accordingly, depreciation has been computed on useful lives based on technical evaluation of relevant
class of assets including components thereof. Useful lives and residual values are reviewed annually. Depreciation is
provided as per the straight line method computed basis useful lives of property, plant and equipment as follows:
Impairment of Property, Plant and Equipment
At each Balance Sheet date, the company reviews whether there is any indication that an item of property, plant
and equipment including capital work in progress, right of use assets or intangible assets (asset / cash generating
unit) may be impaired. For the purpose of assessing impairment, assets are grouped at the levels for which there
are separately identifiable cash flows (cash generating unit). If any impairment indicator exists, estimate of the
recoverable amount of the property, plant and equipment / cash generating unit to which the asset belongs is
made. An impairment loss is recognised in the statement of Profit and Loss whenever the carrying amount of
an asset/ cash generating unit exceeds its recoverable amount. The recoverable amount is the greater of the fair
value less cost to sell and value in use. In assessing value in use, the estimated future cash flows are discounted
to their present value based on an appropriate discount rate.
Reversal of impairment losses recognised in earlier years is recorded when there is an indication that the
impairment losses recognised for the asset / cash generating unit no longer exist or have decreased. However,
the increase in carrying amount of an asset due to reversal of an impairment loss is recognised to the extent it
does not exceed the carrying amount that would have been determined (net of depreciation) had no impairment
loss been recognised for that asset / cash generating unit in earlier years.
The company's leases mainly comprises of land, buildings, plant & machinery and vehicles. The company leases
land and buildings primarily for offices, manufacturing facilities and warehouses.
The Company assesses whether a contract is or contains a lease, at inception of a contract. A contract is, or
contains a lease if the contract conveys the right to control the use of an identified asset for a period of time in
exchange for consideration.
At the date of commencement of the lease, the Company recognises a right-of-use asset ("ROU") and a
corresponding lease liability for all lease arrangements in which it is a lessee.
The right-of-use assets are initially recognised at cost, which comprises the initial amount of the lease liability
adjusted for any lease payments made at or prior to the commencement date of the lease plus any initial direct
costs less any lease incentives. They are subsequently measured at cost less accumulated depreciation and
impairment losses, if any. Right-of-use assets are depreciated from the commencement date on a straight-line
basis over the shorter of the lease term or useful life of the underlying asset.
The lease liability is initially measured at the present value of the future lease payments. The lease payments
are discounted using the interest rate implicit in the lease or, if not readily determinable, using the incremental
borrowing rates. The lease liability is subsequently remeasured by increasing the carrying amount to reflect
interest on the lease liability, reducing the carrying amount to reflect the lease payments made. A lease liability is
remeasured upon the occurrence of certain events such as a change in the lease term or a change in an index or rate
used to determine lease payments with a corresponding adjustment to the carrying value of Right-of-use assets.
Lease liability and Right-of-use assets are separately presented in the Balance Sheet and lease payments are
classified as financing cash flows in the Cash Flow Statement.
12 INVENTORIES
Inventories are stated at cost or net realisable value, whichever is lower. However, raw materials, packing materials
and other supplies held for use in the production of inventories are not written down below cost if the finished
goods in which they will be included are expected to be sold at or above cost.
Cost of finished goods and work-in-progress include all costs of purchases, conversion costs and other costs
incurred in bringing the inventories to their present location and condition. The net realisable value is the
estimated selling price in the ordinary course of business less the estimated costs of completion and estimated
costs necessary to make the sale.
* Effective 11th August, 2025, the paid-up share capital of the Company stands increased from H964.2 million,
divided into 964.2 million equity shares of face value of H1/- each, to H1,928.3 million divided into 1,928.3
million equity shares of face value of H1/- each, following the allotment of 964.2 million equity shares of face
value of H1 each as fully paid-up bonus equity shares, in the ratio 1:1, i.e., one (1) fully paid-up equity share
of face value of H1 (Rupee one only) each for every one (1) existing fully paid-up equity share of face value of
H1 (Rupee one only) each, to those eligible members of the Company whose name appeared in the Register
of Members / Beneficial Owners as on the Record Date i.e., 8th August 2025.
As approved by the shareholders of the Company at the Extraordinary General Meeting held on 24th July
2025, the Authorised Share Capital of the Company was increased from H1,000 million divided into 1,000
million equity shares of H1/- each to H2,000 million by creation of an additional 1,000 million equity shares
of H1/- each. These bonus equity shares were issued by capitalising H964.2 million from retained earnings
of the Company.
These bonus equity shares were issued by capitalising H964.2 million from retained earnings of the Company,
out of the H8,374.3 million that was reclassified from the General Reserve and credited to the Retained
Earnings during the financial year ended 31st March 2024, in accordance with the Scheme of Arrangement
("Scheme") sanctioned by National Company Law Tribunal, Delhi Bench (Hon'ble NCLT), vide its Order
dated 15th September 2023 and which became effective from 19th October 2023 ("Hon'ble NCLT Order").
In terms of the Scheme, the aforesaid amount reclassified to Retained Earnings represents accumulated
profits of the Company and is available for distribution to the members, from time to time, at the discretion
of the Board of Directors, in such manner, quantum and at such time as the Board may decide, subject to
applicable regulatory, fiscal and other relevant considerations, including payment of applicable taxes. A
copy of the NCLT Order and the Scheme is available on the Company's website at:https://www.nestle.in/
investors/stockandfinancials/scheme-arrangement
In accordance with the 'Ind AS 33 - Earnings per Share', the figures of Earnings per Share for previous
periods presented have been restated to give effect to the allotment of the equity bonus shares.
b) Rights, preferences and restrictions attached to equity shares
The Company has only one class of equity shares with face value of H 1 each, ranking pari passu.
Nature and description of reserve:
(i) Retained Earnings - Retained earnings are the accumulated profits earned by the Company till date, less
dividend (including dividend distribution tax) and other distributions made to the shareholders.
(ii) Capital Reserve - Capital Reserve is a reserve arising on business combination under common control
due to difference between carrying amount of net assets acquired and consideration paid (as adjusted for
amount recognized in retained earnings). The amount is not available for distribution to shareholders.
(iii) Effective portion of cash flow hedges - The Company uses forward contracts to hedge its risks associated
with foreign currency transactions relating to firm commitments and highly probable forecast transactions.
This reserve represents the cumulative changes in fair value of forward contracts that are designated as Cash
Flow Hedges. These will be reclassified to statement of profit and loss upon occurrence of the underlying
forecasted transactions.
The Company has a supplier financing program with external financial institutions in respect of approved
trade payables. Under these arrangements, participating suppliers may, at their discretion, elect to
receive early payment on approved invoices from the finance providers, subject to the suppliers' separate
agreements with such financial institutions. The Company's payment obligation to settle the full invoice
amount with the finance providers arises on the contractual maturity date of the invoice. The supplier
finance arrangements do not modify the contractual payment terms between the Company and its suppliers
or result in an extension of payment terms, hence there is no effect on the Company's obligation to pay
amounts due under the supplier contracts. The Company does not provide any collateral, guarantees, or
other forms of security in connection with these arrangements.
24 REVENUE FROM OPERATIONS
a) Sale of products
Revenue from sale of goods is recognised on transfer of control of goods to the buyer. Revenue is measured
at the price charged to the customer and are recorded net of returns (if any), trade discounts, rebates, other
pricing allowances to trade/consumer, when it is probable that the associated economic benefits will flow
to the Company. Accumulated experience is used to estimate and provide for sales return, trade discounts
and other allowances.
The Performance obligation in contracts is considered as fulfilled in accordance with the terms agreed with
the respective customers, which is mainly upon arrival at the customer place. The payment terms include
advance payment and credit given to certain customers.
b) Other Operating Revenue
Government Grants in relation to revenue and expenses are recognized when there is reasonable assurance
that the entity will comply with the attached conditions and that the grant will be received. Such grants are
recognized in Other operating revenues on a systematic basis.
Government grant in relation to property, plant and equipment is treated as deferred income and is
recognised in the statement of profit and loss over the useful life of the asset.
32 EMPLOYEE BENEFIT PLANS
(i) Defined contribution plans: The Company makes contributions to Provident Fund, Employee State Insurance,
National Pension System etc. for eligible employees and these contributions are charged to statement of
profit and loss on accrual basis. Under these plans, the Company is required to contribute a specified
percentage of payroll costs. The Company has recognised H1,173.7 million (previous financial year H1,165.2
million) as expense in the statement of profit and loss during the year towards contribution to these funds.
(ii) Short-term employee benefits: Short-term employee benefits such as salaries, wages, performance
incentives, etc. payable wholly within twelve months of rendering the service are charged to standalone
statement of profit and loss on an undiscounted, accrual basis during the period of service rendered by the
employees in the financial year.
(iii) Termination benefits are recognised in the standalone statement of profit and loss at the earlier of the
following dates:
(a) when the Company can no longer withdraw the offer of those benefits; or
(b) when the Company recognises costs for a related restructuring that is within the scope of Ind AS 37:
Provisions, Contingent Liabilities and Contingent Assets, involving payment of termination benefits.
(iv) Post-employment defined benefit Pension and Gratuity Plans: The Company provides pension and gratuity
benefits to eligible employees under post-employment defined benefit plans. Defined benefit pension plans
are discretionary and consist of an unfunded defined benefit pension plan and a funded defined benefit
pension plan (known as 'Future ready plan'). The unfunded defined benefit plan exposes the Company to
risks, such as interest rate risk, inflation risk, price risk, longevity risk etc.
The gratuity plan provides for a lump sum payment to employees upon vesting at retirement, death while
in employment or on termination of employment. Gratuity vesting occurs upon completion of five years of
service. The Company makes contributions to the Nestle India Limited Employees' Gratuity Trust Fund. The
Trustees of Nestle India Limited Employees Gratuity Trust Fund are responsible for the overall governance
of the plan and to act in accordance with the provisions of the trust deed and the relevant provisions
prescribed under the law. Pattern of investment followed by the Gratuity Trust fund is in accordance with
the rules prescribed by the Government of India. The Company aims to keep annual contributions to the
trust relatively stable at a level such that no significant gap arises between plan assets and liabilities.
Liability for defined benefit plans i.e. gratuity and 'unfunded pension plan' is determined based on the
actuarial valuation carried out by an independent actuary as at the year-end. As these liabilities are relatively
long-term in nature, the actuarial assumptions take into account the requirements of the relevant Ind AS
coupled with a long-term view of the underlying variables / trends, wherever required.
Service cost and net interest cost on the defined benefit liabilities/assets are recognized in the statement
of profit and loss as employee benefit expense and finance costs respectively. Gains and losses on
remeasurement of defined benefits liabilities/plan assets arising from changes in actuarial assumptions and
experience adjustments are recognised in the other comprehensive income and are included in retained
earnings in the Balance Sheet.
The Government of India has consolidated multiple existing labour legislations into a unified framework
comprising of four Labour Codes, collectively referred to as the 'New Labour Codes' and notified with effect
from 21st November 2025. Based on the analysis of the information available so far and actuarial valuation,
the Company has recognised an incremental financial impact of H414.4 million as past service cost on
post-employment defined benefits for its employees. Considering that this impact is driven by a regulatory
change and is non-recurring in nature, it is classified under exceptional items in these financial results. The
Company continues to monitor the developments relating to the implementation of the New Labour Codes
and will review the estimates as further clarifications and Rules are notified.
For funded defined benefit pension plan (Future ready plan), the liability amount determined in 2021 to cover
the plan obligations based on actuarial valuation carried out by an independent actuary for past periods, was
invested in an appropriate Investment product of an Insurance company and recognized as 'reimbursement
rights' as per Ind AS 19 Employee Benefits. This investment earns interest and the corresponding defined
benefit liability increases with this interest amount. The amount and timing of the defined benefits payable
under the Future ready plan match with the amounts recoverable from the Investment product. The amount
recoverable from the investment product is utilized for payment of the defined benefits payable to the
employees including purchase of pension annuities from the insurance company as per the Future ready
plan. The plan exposes the Company to risks such as credit risk etc.
(v) Other long-term employee benefits such as compensated absences and long service awards are charged to
statement of profit and loss on the basis of an actuarial valuation carried out by an independent actuary as
at the year-end. Actuarial gains and losses are recognised in full in the statement of profit and loss during
the year in which they occur.
33 RESTRICTED STOCK UNIT (RSU) / PERFORMANCE SHARE UNIT (PSU) PLAN
The Company participates in the Nestle Restricted Stock Unit (RSU) / Performance Share Unit (PSU) Plan of Nestle
S.A., whereby select employees are granted non-tradable units with the right to obtain Nestle S.A. shares or cash
equivalent. Restricted Stock Units (RSU) / Performance Share Units (PSU) granted to employees vest, subject to
certain conditions, after completion of three years. Upon vesting Nestle S.A. determines, whether shares, free
of charge or cash equivalent to the value of shares, is to be transferred to the employee. The fair value of these
units is charged to the statement of profit and loss over the vesting period. The Company has to pay Nestle S.A.
an amount equivalent to the value of Nestle S.A. shares on the date of vesting, delivered to the employee.
34 NET PROVISION FOR CONTINGENCIES
The Company has created a contingency provision of H731.6 million (previous year H759.0 million) for various
contingencies resulting mainly from matters, which are under litigation / related disputes and other uncertainties
requiring management judgement. The Company has also reversed/utilised contingency provision of H3,626.9
million (previous financial year H263.9 million) due to the settlement of certain litigations and obligations for
which provision is no longer required.
Provisions are reviewed at each Balance Sheet date and adjusted in accordance with applicable accounting
standards to reflect the current best estimate of the outflow of resources that would be required to settle
the obligation.
(e) At Nestle India, under CSR we focus our efforts in society on the overarching ambitions that make an impact
in the area of nutrition awareness, water, sanitation, education, enhancing livelihood, rural development
projects, ensuring environment sustainability, feeding support and disaster management including relief.
(f) Above does not include any related party transactions.
(g) The Company does not propose to avail any set-off, against the excess amount spent in FY 2025-26 for
succeeding financial year(s).
111 FY 2024-25 includes excess spent in previous financial year (FY 2023-24) and were available for set off in FY 2024-25 amounting
to H88.2 million.
121 Includes amount paid for acquisition/ construction of assets Nil (previous financial year Nil).
*The expenditure incurred during the financial year includes allocation of H42.4 million (previous year H38.3 million) from Employee
Benefits expenses towards Corporate Social Responsibility expense (refer note 28 on employee benefits expenses).
36 (a) TAX EXPENSE
Income tax expense comprises of current tax and deferred tax. Income tax expense is recognised in the
statement of profit and loss, except when it relates to items recognised in the other comprehensive income
or items recognised directly in the equity. In such cases, the income tax expense is also recognised in
the other comprehensive income or directly in the equity as applicable. The current income tax charge is
calculated on the basis of the tax laws enacted or substantively enacted at the end of the reporting period.
Management periodically evaluates positions taken in the tax returns with respect to situations in which
applicable tax regulations are subject to interpretation or under dispute with authorities and establishes
provisions where appropriate.
Provision for current tax for the year comprises of:
(i) estimated tax expense which has accrued on the profit for the period 1st April 2025 to 31st March 2026
(ii) the residual tax expense for the period 1st April 2024 to 31st March 2025 arising out of the finalisation of
fiscal accounts (Assessment Year 2025-2026), under the provisions of the Indian Income tax Act, 1961 and
(iii) tax expense adjustment in respect of prior years.
Deferred taxes are recognised basis the Balance Sheet approach on temporary differences, being the
difference between the carrying amount of assets and liabilities in the Balance Sheet and its corresponding
tax base, that originate in one period and are capable of reversal in one or more subsequent periods. Deferred
tax assets and liabilities are measured at the tax rates that are expected to apply in the period in which the
asset is realised or the liability is settled, based on tax laws that have been enacted or substantively enacted
by the end of the reporting period. Deferred tax assets are recognised only to the extent it is probable that
future taxable profits will be available against which such assets can be utilized. Deferred tax assets are
reviewed at each reporting date and reduced to the extent that it is no longer probable that the related tax
benefit will be realised.
Current tax assets and liabilities are offset where the entity has a legally enforceable right to offset and
intends either to settle on net basis, or to realize the asset and settle the liability simultaneously. Deferred
tax assets and liabilities are offset when there is legally enforceable right to offset current tax assets and
liabilities and when the deferred tax balances relate to the same taxation authority.
(c) The Government of India enacted the Income Tax Act, 2025, which came into effect from 1st April 2026,
replacing the erstwhile Income Tax Act, 1961. Basis preliminary analysis of the provisions, as of now, the
company does not foresee any material impact of the changes on company's financial performance.
The Company will continue to monitor further notifications, amendments, and judicial developments
under the new law.
37 FINANCIAL INSTRUMENTS
a) RECOGNITION AND INITIAL MEASUREMENT
The Company recognises financial assets and financial liabilities when it becomes a party to the contractual
provisions of the instrument. All financial assets and liabilities are measured at fair value on initial recognition
except trade receivables which are initially recognised at transaction price as they do not contain a significant
financing component. Transaction costs in relation to financial assets and financial liabilities, other than
those carried at fair value through profit or loss (FVTPL), are added to the fair value on initial recognition.
Transaction costs in relation to financial assets and financial liabilities which are carried at fair value through
profit or loss (FVTPL), are charged to the statement of profit and loss.
b) CLASSIFICATION AND SUBSEQUENT MEASUREMENT OF FINANCIAL ASSETS
For the purpose of subsequent measurement, financial assets are classified as follows:
Amortised cost - Financial assets that are held with a business model whose objective is to hold the asset
in order to collect contractual cash flows that are solely payments of principal and interest are subsequently
measured at amortised cost less impairment, if any. Interest income calculated using effective interest rate
(EIR) method and impairment loss, if any are recognised in the statement of profit and loss.
Fair value through other comprehensive income (FVOCI) - Financial assets that are held with a business
model whose objective is achieved by both holding the asset in order to collect contractual cash flows
that are solely payments of principal and interest and by selling the financial assets, are subsequently
measured at fair value through other comprehensive income. Changes in fair value are recognized in the
other comprehensive income (OCI) and on derecognition, cumulative gain or loss previously recognised
in OCI is reclassified to the statement of profit and loss. Interest income calculated using EIR method and
impairment loss, if any are recognised in the statement of profit and loss.
Fair value through profit or loss (FVTPL) - A financial asset which is not classified in any of the above
categories are subsequently measured at fair valued through profit or loss. Changes in fair value and income
on these assets are recognised in the statement of profit and loss.
c) CLASSIFICATION AND SUBSEQUENT MEASUREMENT OF FINANCIAL LIABILITIES
For the purpose of subsequent measurement, financial liabilities are classified as follows:
Amortised cost - Financial liabilities are classified as financial liabilities at amortised cost by default. Interest
expense calculated using EIR method is recognised in the statement of profit and loss.
Fair value through profit or loss (FVTPL) - Financial liabilities are classified as FVTPL if it is held for trading,
or is designated as such on initial recognition. Changes in fair value and interest expense on these liabilities
are recognised in the statement of profit and loss.
d) DERECOGNITION OF FINANCIAL ASSETS AND FINANCIAL LIABILITIES
The Company derecognises a financial asset when the contractual rights to the cash flows from the
financial asset expire, or it transfers the rights to receive the contractual cash flows including risks and
rewards of ownership.
A financial liability is derecognised when the obligation under the liability is discharged or expires.
e) IMPAIRMENT OF FINANCIAL ASSETS
Financial assets that are carried at amortised cost and fair value through other comprehensive income (FVOCI)
are assessed for possible impairments basis expected credit losses taking into account the past history of
recovery, risk of default of the counterparty, existing market conditions etc. The impairment methodology
applied depends on whether there has been a significant increase in credit risk since initial recognition.
For Trade receivables, the Company provides for expected credit losses based on a simplified approach as
per Ind AS 109 - Financial Instruments. Under this approach, expected credit losses are computed basis the
probability of defaults over the lifetime of the asset.
f) DERIVATIVES AND HEDGE ACCOUNTING
Derivative instruments used by the company include forward contracts. The Company formally establishes
a hedge relationship between such forward contracts ('hedging instrument') and recognized financial asset/
liabilities ('hedged item') through a formal documentation at the inception of the hedge. Forward contracts
are designated as hedging instruments against changes in fair value of recognised assets and liabilities (fair
value hedges) and against highly probable forecast transactions (cash flow hedges). The effectiveness of
hedge instruments is assessed at the inception and on an ongoing basis.
Derivatives instruments such as forward contracts are initially measured at fair value. When a forward
contract is designated as a cash flow hedge, the effective portion of change in the fair value of the contract
is recognised in the other comprehensive income and accumulated in other equity under "effective portion
of cash flow hedges". Amount recognised in other equity is subsequently reclassified to the statement of
profit and loss upon occurrence of the related forecasted transaction. Any ineffective portion of the change
in the fair value of the contract is recognised immediately in the statement of profit and loss.
Changes in fair value of forward contracts designated as fair value hedge are recognised in the statement of
profit and loss.
g) FAIR VALUE MEASUREMENT
Fair value of financial assets and liabilities is normally determined by references to the transaction price
or market price. If the fair value is not reliably determinable, the company determines the fair value using
valuation techniques that are appropriate in the circumstances and for which sufficient data are available,
maximising the use of relevant observable inputs and minimising the use of unobservable inputs.
The Company determines the fair value of its financial instruments on the basis of the following hierarchy:
Level 1: The fair value of financial instruments that are quoted in active markets are determined on the basis
of quoted price for identical assets or liabilities.
Level 2: The fair value of financial instruments that are not traded in an active market are determined using
valuation techniques based on observable market data.
Level 3: The fair value of financial instruments that are measured on the basis of entity specific valuations
using inputs that are not based on observable market data (unobservable inputs). Fair value of investment
in unquoted equity shares is determined using discounted cash flow technique.
There are no transfers between different fair value hierarchy levels in financial year 2025-26 and in the
previous financial year 2024-25.
j) FINANCIAL RISK MANAGEMENT
In the course of its business, the Company is exposed to a number of financial risks: liquidity risk, credit
risk and market risk. This note presents the Company's objectives, policies and processes for managing its
financial risk.
(i) Liquidity risk
Liquidity risk refers to risk that the Company may encounter difficulties in meeting its obligations
associated with financial liabilities that are settled in cash or other financial assets. The Company
regularly monitors the rolling forecasts to ensure that sufficient liquidity is maintained on an ongoing
basis to meet operational needs. The Company manages the liquidity risk by planning the investments
in a manner such that the desired quantum of funds could be made available to meet any of the
business requirements within a reasonable period of time. In addition, the Company also maintains
flexibility in arranging the funds by maintaining committed credit lines with various banks to meet
the obligations.
Maturities of financial 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.
(ii) Credit risk
Credit risk refers to risk of financial loss to the Company if a customer or a counter-party fails to meet
its contractual obligations. The Company has following categories of financial assets that are subject
to credit risk evaluation:
Investments
Company invests in bank deposits, liquid mutual funds, tax free long term bonds, treasury bills etc. Funds
are invested in accordance with the Company's established Investment policy that includes parameters of
safety, liquidity and post tax returns. Company avoids the concentration of credit risk by spreading them
over several counterparties with good credit rating profile and sound financial position. The Company's
exposure and credit ratings of its counterparties are monitored on an ongoing basis. Based on historical
experience and credit profiles of counterparties, the company does not expect any significant risk of default.
Trade receivables
Credit risk arising from trade receivables is managed in accordance with the Company's established
policy with regard to credit limits, control and approval procedures. The Company provides for
expected credit losses on trade receivables based on a simplified approach as per Ind AS 109. Under
this approach, expected credit losses are computed basis the probability of defaults over the lifetime of
the asset. This allowance is measured taking into account credit profile of the customer, geographical
spread, trade channels, past experience of defaults, estimates for future uncertainties etc.
Other financial assets
Other financial assets include employee loans, security deposits etc. Based on historical experience
and credit profiles of counterparties, the Company does not expect any significant risk of default.
The Company's maximum exposure to credit risk for each of the above categories of financial assets is
their carrying values as at the reporting dates.
(iii) Market Risk
Interest rate risk
Interest rate risk refers to risk that the fair value of future cash flows of a financial instrument may
fluctuate because of changes in market interest rates. The Company is not exposed to any significant
interest rate risk as its surplus funds are predominantly invested in fixed-rate instruments. Furthermore,
any borrowings, when undertaken, are short-term in nature and carry a pre-agreed interest rate.
Price risk
Price risk refers to risk that the fair value of a financial instrument may fluctuate because of the change
in the market price. The Company is not exposed to the significant price risk as there are no equity
investments other than investment in associate which are measured at cost (refer Note 7).
Foreign currency risk
Foreign currency risk refers to risk that the fair value of future cash flows of an exposure may fluctuate
due to change in the foreign exchange rates. The Company is exposed to foreign currency risk arising
out of transactions in foreign currency. Foreign exchange risks are managed in accordance with
Company's established policy for foreign exchange management. The Company enters into forward
contracts as per the hedging policy to hedge against its foreign currency exposures.
38 CAPITAL MANAGEMENT
The Company's capital management objective is to ensure that a sound capital base is maintained to support long
term business growth and optimise returns to shareholders. Capital includes equity share capital and other equity.
The Company's operations are funded primarily through internal accruals. Return to shareholders through
dividend is monitored as per the laid down dividend distribution policy.
42 SEGMENT REPORTING
Based on the guiding principles given in Ind AS 108 on 'Operating Segments', the Company's business activity
falls within a single operating segment, namely Food. The food business incorporates product groups viz. Milk
Products and Nutrition, Prepared Dishes and Cooking Aids, Powdered and Liquid Beverages and Confectionery
(refer Note 24 on revenue from operations).
Note - On and from the Record date of 5th January 2024, the equity shares of the Company have been sub¬
divided such that 1(one) equity share having face value H10/- each, fully paid-up stands subdivided into 10 (ten)
equity shares having face value of H1/- each, fully paid-up.
b) Proposed Final Dividend
The Board of Directors have recommended a final dividend of H5.00 per equity share (Face Value of Hi per
share) amounting to H9,641.6 million for the financial year 2025-26 after the Balance Sheet date. The same
is subject to approval by the shareholders at the ensuing Annual General Meeting of the Company and
therefore proposed final dividend has not been recognised as a liability as at the Balance Sheet date in line
with Ind AS 10 on 'Events after the Reporting Period'.
44 DISCLOSURE UNDER THE MICRO, SMALL AND MEDIUM ENTERPRISES DEVELOPMENT ACT, 2006
On the basis of confirmation obtained from suppliers who have registered themselves under the Micro Small
Medium Enterprise Development Act, 2006 (MSMED Act, 2006) and based on the information available with the
Company, the following are the details:
47 OTHER STATUTORY INFORMATION
(i) The Company does not have any Benami property, where any proceeding has been initiated or pending
against the Company for holding any Benami property under Prohibition of Benami Property Transactions
Act, 1988 and rules made thereunder.
(ii) The Company does not have any charges or satisfaction which is yet to be registered with ROC beyond the
statutory period.
(iii) The Company has not traded or invested in Crypto currency or Virtual Currency during the current financial
year and previous financial year.
(iv) The Company does not have any such transactions which has not been recorded in the books of accounts
but has been surrendered or disclosed as income during the year in the tax assessments under the Income
Tax Act, 1961 (such as, search or survey or any other relevant provisions of the Income Tax Act, 1961.
(v) The Company has not been declared as wilful defaulter by any bank, financial institution or other lender.
(vi) The Company has not advanced or loaned or invested funds to any other person(s) or entity(ies), including
foreign entities (Intermediaries) with the understanding that the Intermediary shall (a) 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 (b) provide any guarantee, security or the like to or on behalf of the
ultimate beneficiaries.
The Company has not received funds from any person(s) or entity(ies), including foreign entities, with the
understanding, whether recorded in writing or otherwise, that the Company shall directly or indirectly, (a)
lend or invest in other persons or entities identified in any manner whatsoever by or on behalf of the Funding
Party, or (b) provide any guarantee, security or the like on behalf of the Ultimate Beneficiaries.
(vii) Quarterly returns or statements of current assets filed by the Company with the banks in connection with
the working capital limit sanctioned are in agreement with the books of accounts.
(viii) The title deeds of all the immovable properties (other than properties where the Company is the lessee and
the lease agreements are duly executed in favour of the lessee) are held in the name of the Company.
48 AUDIT TRAIL
Proviso to Rule 3 (1) of the Companies (Accounts) Rules, 2014 has become applicable to the Company with
effect from April 1, 2024. Accordingly, it is mandatory for the company to use only such accounting software
for maintaining its books of accounts which has a feature of recording audit trail of each and every transaction,
creating an edit log of each change made in books of accounts along with the date when such changes were
made and ensure that the audit trail cannot be disabled. The Company has migrated to upgraded version of
ERP (SAP S4 HANA) from legacy version of ERP (SAP ECC) during the year. The Company has used accounting
software for maintaining its books of account which has a feature of recording audit trail (edit log) facility and the
same has operated throughout the year for all relevant transactions recorded in both the legacy and the migrated
ERP. Further, there were no instance of audit trail feature being tampered with, in respect of both version of the
accounting software.
Additionally, the audit trail has been preserved by the Company as per the statutory requirements for record
retention to the extent it was enabled in prior year.
As per our report of even date attached For and on behalf of the Board of Directors
For S.R. Batliboi & Co. LLP
Chartered Accountants
Firm's Registration No. - 301003E/E300005
PANKAJ CHADHA MANISH TIWARY EDOUARD DOMINIQUE JEAN MAC NAB
Partner Chairman and Managing Director Executive Director - Finance & Control and CFO
Membership No. - 091813 (DIN-02572830) (DIN-11511070)
PRAMOD KUMAR RAI
Company Secretary
Membership No. - FCS 4676
PAN-ABVPR5131P
21st April 2026 21st April 2026
Gurugram Gurugram
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