k) Provisions, contingent liabilities and contingent assets
Provision are recognised when there is a present obligation (legal or constructive) as a result of past event, it is probable that an outflow of resources embodying economic benefits will be required to settle the obligation and there is a reliable estimate 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.
If the effect of the time value of money is material, provisions are discounted using a current pre-tax rate that reflects, when appropriate, the risks specific to the liability. When discounting is used, the increase in the provision due to the passage of time is recognised as a finance cost.
Contingent liabilities are disclosed when there is a possible obligation arising from past events, the existence of which will be confirmed only by the occurrence or non-occurrence of one or more uncertain future events not wholly within the control of the Company or a present obligation that arises from past events where it is not either not probable that an outflow of resources will be required to settle or a reliable estimate of the amount cannot be made.
A contingent asset is not recognized unless it becomes virtually certain that an inflow of economic benefits will arise. When an inflow of economic benefits is probable, contingent assets are disclosed in the standalone financial statements.
l) Taxes
Tax expense for the year, comprising current tax and deferred tax are included in the determination of the net profit and loss for the year.
Current tax
Current tax assets and liabilities are measured at the amount expected to be recovered or paid to the taxation authorities. The tax rates and tax laws used to compute the amount are those that are enacted or substantively enacted, at the reporting date. Current tax assets and tax liabilities are offset where the entity
has a legally enforceable right to offset and intends either to settle on a net basis, or to realise the asset and settle the liability simultaneously.
Deferred tax
Deferred income tax is provided in full, using the balance sheet approach, on temporary differences arising between the tax bases of assets and liabilities and their carrying amounts in the standalone financial statements. Deferred income tax is determined using tax rates (and laws) that have been enacted or substantially enacted by the end of the reporting year and are expected to apply when the related deferred income tax asset is realised or the deferred income tax liability is settled.
Deferred tax liabilities are recognised for all taxable temporary differences.
Deferred tax assets are recognised for all deductible temporary differences, the carry forward of unused tax credit and unused tax losses. Deferred tax assets are recognised to the extent only if it is probable that future taxable amounts will be available to utilise those temporary differences, the carry forward of unused tax credits and unused tax losses. The carrying amount of deferred tax asset is reviewed at each reporting date and reduced to the extent that it is no longer probable that sufficient taxable profits will be available to allow all or part of the deferred tax asset to be utilised. Unrecognised deferred tax assets are re-assessed at each reporting date and are recognised to the extent that it has become probable that future taxable profits will allow the deferred tax assets to be recovered.
Deferred tax assets and liabilities are offset when there is a legally enforceable right to offset current tax assets and liabilities and when the deferred tax balances relate to the same taxation authority.
Current and deferred tax is recognised in the statement of profit and loss, except to the extent that it relates to items recognised in other comprehensive income or directly in equity in equity. In this case, the tax is also recognised in other comprehensive income or directly in equity, respectively.
m) Earnings per share
Basic earnings per share are calculated by dividing the net profit or loss for the year attributable to equity shareholders by the weighted average number of equity shares outstanding during the year. The weighted average numbers of equity shares outstanding during the year are adjusted for events, such as bonus shares, other than the conversion of potential equity shares that have changed the number of equity shares outstanding, without a corresponding change in resources.
For the purpose of calculating diluted earnings per share, the net profit or loss for the year attributable to equity shareholders and the weighted average number of shares outstanding during the year are adjusted for the effects of all dilutive potential equity shares.
n) Cash and cash equivalents
Cash and cash equivalent in the balance sheet comprise cash at banks, cash on hand and short-term deposits with an original maturity of three months or less, which are subject to an insignificant risk of changes in value.
For the purpose of cash flow statement, cash and cash equivalents include cash on hand, cash in bank and short-term deposits net of bank overdraft.
o) Dividend Distribution
Dividend distribution to the shareholders is recognised as a liability in the period in which the dividends are approved by the shareholders. Any interim dividend paid is recognised on approval by Board of Directors. Dividend paid and corresponding tax on dividend distribution is recognised directly in equity.
p) Leases
As a lessee
The Company has adopted Ind AS 116 - "Leases" effective April 01,2019, using the modified retrospective method. The Company applies a single recognition and measurement approach for all leases, except for short-term leases and leases of low-value assets. The Company recognises lease liabilities to make lease payments and right-of-use assets representing the right to use the underlying assets. The impact of the adoption of the standard on the standalone financial statements of the Company is shown in note 39 of the standalone financial statements.
(i) Right-of-use assets
The Company recognizes right-of-use assets at the commencement date of the lease (i.e., the date the underlying asset is available for use). Right-of-use assets are measured at cost, less any accumulated depreciation and impairment losses, and adjusted for any remeasurement of lease liabilities. The cost of right-of-use assets includes the amount of lease liabilities recognized, initial direct costs incurred, and lease payments made at or before the commencement date less any lease incentives received. Right- of-use assets are depreciated on a straight-line basis over the shorter of the lease term and the estimated useful lives of the assets.
(ii) Lease liabilities
At the commencement date of the lease, the Company recognizes lease liabilities measured at the present value of lease payments to be made over the lease term. The lease payments include fixed payments (including in substance fixed payments) less any lease incentives receivable, variable lease payments that depend on an index or a rate, and amounts expected to be paid under residual value guarantees. The lease payments also include the exercise price of a purchase option reasonably certain to be exercised by the Company and payments of penalties for terminating the lease, if the lease term reflects the Company exercising the option to terminate. Variable lease payments that do not depend on an index or a rate are recognized as expenses (unless they are incurred to produce inventories) in the period in which the event or condition that triggers the payment occurs. In calculating the present value of lease payments, the Company uses its incremental borrowing rate at the lease commencement date because the interest rate implicit in the lease is not readily determinable. After the commencement date, the amount of lease liabilities is increased to reflect the accretion of interest and reduced for the lease payments made. In addition, the carrying amount of lease liabilities is remeasured if there is a modification, a change in the lease term, a change in the lease payments (e.g., changes to future payments resulting from a change in an index or rate used to determine such lease payments) or a change in the assessment of an option to purchase the underlying asset.
(iii) Short-term leases
The Company applies the short-term lease recognition exemption to its short-term leases of building (i.e., those leases that have a lease term of 12 months or less from the commencement date and do not contain a purchase option). Lease payments of short-term leases are recognized as expense on a straight-line basis over the lease term.
q) Financial instruments
A financial instrument is any contract that gives rise to a financial asset of one entity and a financial liability or equity instrument of another entity.
a) Financial assets
(i) Initial recognition and measurement:
Financial assets are classified, at initial recognition, as subsequently measured at amortised cost, fair value through other
comprehensive income (OCI), and fair value through profit or loss. The classification of financial assets at initial recognition depends on the financial asset's contractual cash flow characteristics and the Company's business model for managing them.
In order for a financial asset to be classified and measured at amortised cost or fair value through OCI, it needs to give rise to cash flows that are solely payments of principal and interest (SPPI)' on the principal amount outstanding. This assessment is referred to as the SPPI test and is performed at an instrument level. Financial assets with cash flows that are not SPPI are classified and measured at fair value through profit or loss, irrespective of the business model.
(ii) Subsequent measurement:
For purposes of subsequent measurement, financial assets are classified in following categories:
a) at amortised cost; or
b) at fair value through other
comprehensive income (FVTOCI); or
c) at fair value through profit
or loss (FVTPL).
The classification depends on the entity's business model for managing the financial assets and the contractual terms of the cash flows.
Amortised cost:
Assets that are held for collection of contractual cash flows where those cash flows represent solely payments of principal and interest are measured at amortised cost. Interest income from these financial assets is included in finance income using the effective interest rate method (EIR).
Fair value through other comprehensive income (FVTOCI):
Assets that are held for collection of contractual cash flows and for selling the financial assets, where the assets' cash flows represent solely payments of principal and interest, are measured at fair value through other comprehensive
income (FVTOCI). Movements in the carrying amount are taken through OCI, except for the recognition of impairment gains or losses, interest revenue and foreign exchange gains and losses which are recognised in profit and loss. When the financial asset is derecognised, the cumulative gain or loss previously recognised in OCI is reclassified from equity to profit or loss and recognised in other gains/ (losses). Interest income from these financial assets is included in other income using the effective interest rate method.
Further, the Company, through an irrevocable election at initial recognition, has measured certain investments in compulsorily convertible preference share ("instruments") at FVTOCI. These instruments are neither held for trading nor are contingent consideration recognized under a business combination. Pursuant to such irrevocable election, subsequent changes in the fair value of such instruments are recognized in OCI. However, the Company recognizes dividend income from such instruments in the Statement of Profit and Loss, after conversion into equity shares, when the right to receive payment is established, it is probable that the economic benefits will flow to the Company and the amount can be measured reliably.
Fair value through profit or loss (FVTPL):
Assets that do not meet the criteria for amortised cost or FVOCI are measured at fair value through profit or loss. Interest income from these financial assets is included in other income.
All equity instruments in scope of Ind AS 109 are measured at fair value. Equity instruments which are held for trading and contingent consideration recognised by an acquirer in a business combination to which Ind AS 103 applies are classified as at FVTPL. For all other equity instruments, the Company may make an irrevocable election to present in other comprehensive income all subsequent changes in the fair value. The Company makes such election on an instrument-by-instrument basis. The classification is made on initial recognition and is irrevocable.
If the Company decides to classify an equity instrument as at FVTOCI, then all fair value changes on the instrument, excluding dividends, are recognised in the OCI. There is no recycling of the amounts from OCI to profit and loss, even on sale of investment.
Equity instruments included within the FVTPL category are measured at fair value with all changes recognised in the profit and loss.
(iii) Impairment of financial assets
In accordance with Ind AS 109, Financial Instruments, the Company applies expected credit loss (ECL) model for measurement and recognition of impairment loss on financial assets that are measured at amortised cost, FVTPL and FVTOCI and for the measurement and recognition of credit risk exposure.
The Company follows a simplified approach' for recognition of impairment loss allowance on trade receivables. The application of simplified approach does not require the Company to track changes in credit risk. Rather, it recognises the impairment loss allowance based on lifetime ECL at each reporting date, right from its initial recognition.
For recognition of impairment loss on other financial assets and risk exposure, the Company determines that whether there has been a significant increase in the credit risk since initial recognition. If credit risk has not increased significantly, 12-month ECL is used to provide for impairment loss. However, if credit risk has increased significantly, lifetime ECL is used. If in subsequent period, credit quality of the instrument improves such that there is no longer a significant increase in credit risk since initial recognition, then the entity reverts to recognising impairment loss allowance based on 12 months ECL.
Life-time ECLs are the expected credit losses resulting from all possible default events over the expected life of a financial instrument. The 12 months ECL is a portion of the lifetime ECL which results from default events that are possible within 12 months after the period end.
As a practical expedient, the Company uses a provision matrix to determine impairment loss allowance on portfolio of its trade receivables. The provision matrix is based on its historically observed default rates over the expected life of the trade receivables and is adjusted for forward- looking estimate. At every reporting date, the historical observed default rates are updated and changes in the forward- looking estimates are analysed. On that basis, the Company estimates impairment loss allowance on portfolio of its trade receivables.
ECL is the difference between all contractual cash flows that are due to the Company in accordance with the contract and all the cash flows that the entity expects to receive (i.e. all shortfalls), discounted at the original effective interest rate (EIR). When estimating the cash flows, an entity is required to consider all contractual terms of the financial instrument (including prepayment, extension etc.) over the expected life of the financial instrument. However, in rare cases when the expected life of the financial instrument cannot be estimated reliably, then the entity is required to use the remaining contractual term of the financial instrument.
ECL impairment loss allowance (or reversal) recognised during the year is recognised as income/ expense in the statement of profit and loss. In balance sheet ECL for financial assets measured at amortised cost is presented as an allowance, i.e. as an integral part of the measurement of those assets in the balance sheet. The allowance reduces the net carrying amount. Until the asset meets write off criteria, the Company does not reduce impairment allowance from the gross carrying amount.
(iv) Derecognition of financial assets:
A financial asset is derecognised only when:
a) the rights to receive cash flows from the financial asset is transferred; or
b) retains the contractual rights to receive the cash flows of the financial asset, but assumes a contractual obligation to pay the cash flows to one or more recipients.
Where the financial asset is transferred then in that case financial asset is derecognised only if substantially all risks and rewards of ownership of the financial asset are transferred. Where the entity has not transferred substantially all risks and rewards of ownership of the financial asset, the financial asset is not derecognised.
Where the financial asset is neither transferred, nor the entity retains substantially all risks and rewards of ownership of the financial asset, then in that case financial asset is derecognised only if the Company has not retained control of the financial asset. Where the Company retains control of the financial asset, the asset is continued to be recognised to the extent of continuing involvement in the financial asset.
b) Financial liabilities
(i) Initial recognition and measurement:
Financial liabilities are classified, at initial recognition, as financial liabilities at fair value through profit or loss and at amortised cost, as appropriate. All financial liabilities are recognised initially at fair value and, in the case of borrowings and payables, net of directly attributable transaction costs.
(ii) Subsequent measurement:
The measurement of financial liabilities depends on their classification, as described below:
Financial liabilities at fair value through profit and loss (FVTPL):
Financial liabilities at fair value through profit or loss include financial liabilities held for trading and financial liabilities designated upon initial recognition as at fair value through profit or loss. Gains or losses on liabilities held for trading are recognised in the profit or loss.
Loans and borrowings
After initial recognition, interest-bearing loans and borrowings are subsequently measured at amortised cost using the effective interest rate (EIR') method. Gains and losses are recognised in statement of profit and loss when the liabilities are derecognised as well as through the EIR amortisation process. Amortised cost
is calculated by taking into account any discount or premium on acquisition and fees or costs that are an integral part of the EIR. The EIR amortisation is included as finance costs in the statement of profit and loss.
(iii) Derecognition of financial liability:
A financial liability is derecognised when the obligation under the liability is discharged or cancelled or expires. When an existing financial liability is replaced by another from the same lender on substantially different terms, or the terms of an existing liability are substantially modified, such an exchange or modification is treated as the derecognition of the original liability and the recognition of a new liability. The difference in the respective carrying amounts is recognised in the statement of profit and loss as finance costs.
c) Offsetting financial instruments
Financial assets and liabilities are offset, and the net amount is reported in the balance sheet where there is a legally enforceable right to offset the recognised amounts and there is an intention to settle on a net basis or realise the asset and settle the liability simultaneously. The legally enforceable right must not be contingent on future events and must be enforceable in the normal course of business and in the event of default, insolvency or bankruptcy of the Company or the counterparty.
r) Investment in subsidiary
Investment in subsidiary is measured at cost less impairment as per Ind AS 27 - Separate Financial Statements'.
Impairment of investments:
The Company reviews its carrying value of investments carried at cost annually, or more frequently when there is indication for impairment. If the recoverable amount is less than its carrying amount, the impairment loss is accounted in the statement of profit and loss.
s) Fair value measurement
The Company measures financial instruments at fair value at each balance sheet date.
Fair value is the price that would be received to sell an asset or paid to transfer a liability in an orderly transaction between market participants at the measurement date. The fair value measurement is based on the presumption that the transaction to sell the asset or transfer the liability takes place either:
- In the principal market for the asset or liability; or
- In the absence of a principal market, in the most advantageous market for the asset or liability accessible to the Company.
The Company uses valuation techniques that are appropriate in the circumstances and for which sufficient data are available to measure fair value, maximizing the use of relevant observable inputs and minimizing the use of unobservable inputs.
All assets and liabilities for which fair value is measured or disclosed in the standalone financial statements are categorized within the fair value hierarchy, described as follows, based on the lowest level input that is significant to the fair value measurement as a whole:
- Level 1: Quoted (unadjusted) market prices in active markets for identical assets or liabilities.
- Level 2: Valuation techniques for which the lowest level input that is significant to the fair value measurement is directly or indirectly observable.
- Level 3: Valuation techniques for which the lowest level input that is significant to the fair value measurement is unobservable.
For assets and liabilities that are recognized in the Standalone Financial Statements on a recurring basis, the Company determines whether transfers have occurred between levels in the hierarchy by re¬ assessing categorization (based on the lowest level input that is significant to the fair value measurement as a whole) at the end of each reporting year.
External valuers are involved for valuation of significant assets, such as properties and unquoted financial assets, and significant liabilities, such as contingent consideration.
For the purpose of fair value disclosures, the Company has determined classes of assets and liabilities on the basis of the nature, characteristics and risks of the asset or liability and the level of the fair value hierarchy as explained above.
t) Significant accounting judgements, estimates and assumptions
The preparation of standalone financial statements requires management to make judgments, estimates and assumptions that affect the reported amounts of revenues, expenses, assets and liabilities, and the accompanying disclosures, and the disclosure of contingent liabilities. Uncertainty about these assumptions and estimates could result in outcomes
that require a material adjustment to the carrying amount of assets or liabilities affected in future years.
The estimates and underlying assumptions are reviewed on an ongoing basis. Revisions to accounting estimates are recognised prospectively.
The following are the areas of estimation uncertainty and critical judgements that the management has made in the process of applying the Company's accounting policies and that have the most significant effect on the amounts recognised in the standalone financial statements:-
Useful life, method and residual value of property, plant and equipment
Plant and machineries and factory buildings contribute significant portion of the Company's Property, plant and equipment. The Company capitalises its plant and machineries and factory buildings in accordance with the accounting policy disclosed under note 2.2 (b) above. The Company estimates the useful life and residual value of assets as mentioned in note 2.2(b). However, the actual useful life and residual value may be shorter/ less or longer/ more depending on technical innovations and competitive actions. Further, the Company is depreciating its plant and machineries and factory buildings by using straight line method based on the management estimate that repairs/ wear and tear to plant and equipments and factory buildings are consistent over useful life of assets.
Estimations in contingencies/provisions
In preparing these standalone financial statements, management has made estimation pertaining to contingencies and provisions that have a significant risk of resulting in a material adjustment and relates to the determination of contingencies and provisions outstanding with significant unobservable inputs.
Taxes
Uncertainties exist with respect to the interpretation of complex tax regulations, changes in tax laws, and the amount and timing of future taxable income. Given the wide range of business relationships and the long¬ term nature and complexity of existing contractual agreements, differences arising between the actual results and the assumptions made, or future changes to such assumptions, could necessitate future adjustments to tax income and expense already recorded. The Company establish provisions based on reasonable estimates. The amount of such provisions is based on various factors, such as experience of previous tax audits and differing interpretations of tax
regulations by the taxable entity and the responsible tax authority. Such differences of interpretation may arise on a wide variety of issues depending on the conditions prevailing in the respective domicile of the companies.
Retirement benefit obligation
The cost of retirement benefits and present value of the retirement benefit obligations in respect of Gratuity and Leave Encashment is determined using actuarial valuations. An actuarial valuation involves making various assumptions which may differ from actual developments in the future. These include the determination of the discount rate, future salary increases, mortality rates and future pension increases. Due to the complexity of the valuation, the underlying assumptions and its long-term nature, these retirement benefit obligations are sensitive to changes in these assumptions. All assumptions are reviewed at each reporting date. In determining the appropriate discount rate, management considers the interest rates of long-term government bonds with extrapolated maturity corresponding to the expected duration of these obligations. The mortality rate is based on publicly available mortality table for the specific countries. Future salary, seniority, promotion and other relevant factors and pension increases are based on expected future inflation on a long-term basis. Further details about the assumptions used, including a sensitivity analysis are given in Note 35.
Fair value measurement of financial instrument
When the fair value of financial assets and financial liabilities recorded in the balance sheet cannot be measured based on quoted prices in active markets, their fair value is measured using valuation techniques including the Discounted Cash Flow (DCF) model. The inputs to these models are taken from observable markets where possible, but where this is not feasible, a degree of judgement is required in establishing fair values. Judgements include considerations of inputs such as liquidity risk, credit risk and volatility. Changes in assumptions about these factors could affect the reported fair value of financial instruments.
Impairment of Financial assets
The impairment provision of financial assets are based on assumptions about risk of default and expected loss rates. The Company uses judgement in making these assumptions and selecting the inputs to the impairment calculation, based on Company's past history, existing market conditions as well as forward looking estimates at the end of each reporting period.
Leases
The Company evaluates if an arrangement qualifies to be a lease as per the requirements of Ind AS 116. Identification of a lease requires significant judgement. The Company uses significant judgement in assessing the lease term (including anticipated renewals) and the applicable discount rate. The Company determines the lease term as the noncancellable period of a lease, together with both periods covered by an option to extend the lease if the Company is reasonably certain to exercise that option; and periods covered by an option to terminate the lease if the Company is reasonably certain not to exercise that option. In assessing whether the Company is reasonably certain to exercise an option to extend a lease, or not to exercise an option to terminate a lease, it considers all relevant facts and circumstances that create an economic incentive for the Company to exercise the option to extend the lease, or not to exercise the option to terminate the lease. The Company revises the lease term if there is a change in the noncancellable period of a lease. The discount rate is generally based on the incremental borrowing rate specific to the lease being evaluated or for a portfolio of leases with similar characteristics.
Assessment of liability as remote, contingencies or liability/ provision
In preparing these standalone financial statements, Management has made judgement in respect of classification of impact of certain pending/ existing tax related litigations as remote, probable obligation or possible obligation based on facts and involvement of external experts. Such judgement by the management materially affects the standalone financial statements.
u) Recent accounting pronouncements
Standards (including amendments) issued but not effective
Amendment to Ind AS 1 - Classification of Liabilities as Current or Non-current and Non-current liabilities with covenants:
The amendment includes specific provisions that will take effect for reporting periods beginning on or after April 1, 2026, retrospectively, as outlined below:
A. Breach of material covenant for long-term loan arrangement on or before end of reporting period with effect that liability becomes payable on demand as on reporting date, then it shall be classified as current liability, if lender agreed after reporting period and before approval of
financial statements to not demand payment as a consequence of breach.
B. Classify as non-current liability, if lender agreed by end of reporting period to provide grace period ending at least 12 months after reporting period within which entity can rectify the breach provided lender does not demand immediate repayment.
C. Disclose information about the timing of settlement to understand the impact of the liability on the financial statements.
The Company does not expect this amendment to have an impact on its operations or consolidated financial statements.
Standards that became effective during the year
Amendment to Ind AS 7 and Ind AS 107 - Supplier Finance Arrangement:
The amendments to Ind AS 7 Statement of Cash Flows' and Ind AS 107 Financial Instruments: Disclosures' clarify the characteristics of supplier finance arrangements and require additional disclosures for such arrangements. The disclosure requirements in the amendments are intended to assist users of financial statements in understanding the effects of supplier finance arrangements on an entity's liabilities, cash flows and exposure to liquidity risk. As a result of implementing the amendments, the Company has provided additional disclosures about its supplier finance arrangement. Refer Note 20.
v) Cash Flow Statement
Cash flows are reported using indirect method, whereby net profits before tax is adjusted for the effects of transactions of a non-cash nature and any deferrals or accruals of past or future cash receipts or payments and items of income or expenses associated with investing or financing cash flows. The cash flows from regular revenue generating (operating activities), investing and financing activities of the Company are segregated.
(b) Rights, preferences and restrictions attached to the equity shareholders:
The Company has only one class of equity shares having par value of INR 1 per share. Each holder of equity shares is entitled to one vote per share. The Company declares and pays dividends in Indian rupees. The dividend proposed by the Board of Directors is subject to the approval of the shareholders in the ensuing Annual General Meeting.
In the event of liquidation of the Company, the holders of equity shares will be entitled to receive remaining assets of the Company, after distribution of all preferential amounts. The distribution will be in proportion to the number of equity shares held by the shareholders.
Employee stock option outstanding account: The share options-based payment reserve is used to recognise the grant date fair value of options issued to employees under Employee stock option plan. The Company has share option outstanding accounts under which options to subscribe for the Company's shares have been granted to certain executives and senior employees.
The share-based outstanding account is used to recognise the value of equity-settled share-based payments provided to employees, including key management personnel, as part of their remuneration. Refer to Note 46 for further details of these plans.
Other comprehensive income (OCI): Other comprehensive income includes net gain / (loss) on equity instrument through other comprehensive income.
Dividend: The Board of Directors of the Company has paid a dividend of INR 1.00 per share (March 31, 2025: INR 1 per share) amounting to INR 2,505.93 lakhs (March 31, 2025 INR 2,503.82 lakhs) for the year ended March 31, 2026 for each share with face value of INR 1 each. The distribution has been in proportion to the number of equity shares held by the shareholders.
(A) Borrowings include:
1. Term loans from bank
Term loans from State Bank of India (SBI") and HDFC Bank Limited
(i) Term loan from State Bank of India ('SBI') taken by the Company is secured by first charge by way of equitable mortgage of immovable industrial property i.e. land and building (construction thereon) and plant and machinery situated at,
- Bichhwal Industrial Area, Bikaner and, RIICO Industrial Area,
- Karni (Extension), Bikaner
- Hypothecation of plant and machinery at Village Dorakahara Bhahkajan, Mouzamadartola, Kamrup, Assam. Interest is charged at the rate of 8.60% to 8.90% p.a. (March 31, 2025, 8.70% to 8.90% p.a.)
(ii) Term Loan from HDFC Bank Limited is taken by the Company on which interest is charged at floating Interest rate
ranges from 7.00% to 8.20% p.a. (March 31, 2025, 7.59% to 8.20% p.a.) and is secured by way of:¬ - Exclusive charge on plant and machinery situated at RIICO Industrial Area, Karni (Extension), Bikaner .
(iii) Term Loan from the HDFC Bank Limited taken by the Company on which interest is charged at the rate of 7% (March
31, 2025, 8.00% p.a). and is secured by way of:¬ - Exclusive charge on Factory Land and Building situated at A-36P, Industrial Area, Bela, Phase-II Muzaffarpur.
- Exclusive charge on all movable fixed assets and current assets situated at A-36P, Industrial Area, Bela, Phase-II Muzaffarpur
2. Cash credit
(i) Cash credit loan from State Bank of India (""SBI"") taken by the Company has interest is charged at 7.85% to 8.90%
p.a. (March 31, 2025, 8.70% to 8.90% p.a.) which are repayable on demand and is secured by way of:¬ - Hypothecation over stocks, receivables.
(ii) Cash credit loan is obtained from HDFC Bank Limited on which interest is charged at 7.10% to 7.60% p.a. (March 31, 2025, 8.10% p.a.). Cash credit from HDFC Bank Limited is secured by hypothecation of stock of raw material, packing material and book debts which are repayable on demand.
Note 20: Borrowings (Contd..)
3. Short term loan against Fixed deposit
- Short term loan has been availed from SBI on which interest is charged at 6.60% to 7.45% p.a. (March 31, 2025, 7.45% to 8.30% p.a.). It is secured by Fixed Deposit & the period of loan should not exceed the period of fixed deposit.
4. Guarantees by Directors
All term loans, working capital demand loan and cash credit loans from State Bank of India are further guaranteed of certain directors/ promoters of the Company.
5. Factored receivables
The Company entered into a receivables factoring arrangement with ICICI Bank at an interest rate of 7.50% to 7.75% per annum, with a tenure of 45 days. The arrangement is on a with-recourse basis, whereby the Company has transferred certain trade receivables to the factor but continues to retain the associated credit risk. Since the significant risks and rewards of ownership have not been substantially transferred, the factored receivables have not been derecognised and continue to be presented under trade receivables in the statement of financial position.
6. Vendor financing
The Company participates in supplier finance programmes whereby approved suppliers receive payment from the State Bank of India (SBI) on behalf of the Company. The Company is obligated to settle the corresponding liability with SBI within 90 days from the payment date. The facility bears interest at 6.86% per annum and is unsecured.
Footnote
(i) Interest income is recognised using the effective interest rate (EIR) method.
(ii) The functional currency of the Company is the Indian Rupee. These Standalone Financial Statements are presented in Indian Rupee. Foreign currency transactions are translated into the functional currency using the exchange rates at the dates of the transactions. Foreign currency denominated monetary assets and liabilities are translated into the relevant functional currency at exchange rates in effect at the Balance Sheet date. The gains and losses resulting from such translations are included in net profit in the Statement of Profit and Loss. Transaction gains or losses realized upon settlement of foreign currency transactions are included in determining net profit for the year in which the transaction is settled.
(iii) Government grants are recognised where there is reasonable assurance that the grant will be received and all attached conditions will be complied with. When the Company receives grants of non-monetary assets, the asset and the grant are recorded at fair value amounts and released to the statement of profit and loss over the expected useful life in a pattern of consumption of the benefit of the underlying asset.
Note 34 (c): Earnings per share (Contd..)
- Diluted EPS amounts are calculated by dividing the profit attributable to owners of the company (after adjusting for interest on the convertible preference shares) by the weighted average number of Equity shares outstanding during the year plus the weighted average number of Equity shares that would be issued on conversion of all the dilutive potential Equity shares into Equity shares.
- There have been no other transactions involving equity shares or potential equity shares between the reporting date and the date of approval of these financial statements.
Note 35: Employee benefits obligations
(a) Defined contribution plans
(i) Provident fund and other fund
The Company makes contribution towards employees' provident fund and employees' state insurance plan scheme. Under the schemes, the Company is required to contribute a specified percentage of payroll cost, as specified in the rules of the schemes, to these defined contribution schemes.
Provident fund and employees' state insurance plan scheme is a defined contribution scheme established under a state plan. The contributions to the scheme are charged to the statement of profit and loss in the period when the contributions to the funds are due.
(b) Defined benefit plan: Gratuity
The Company has a defined benefit gratuity plan. The gratuity scheme of a Company is covered under a group gratuity cum life assurance cash accumulation policy offered by LIC of India. The funding to the scheme is done through policy taken with Life Insurance Corporation of India. Every employee who has completed a minimum of five years service is entitled to gratuity based on fifteen days last drawn salary for every completed year of service to a maximum of INR 20 lakhs. The disclosures as required pursuant to the Ind AS 19 is as under:-
Note 35: Employee benefits obligations (Contd..)
Description of risk exposures
Valuations are based on certain assumptions, which are dynamic in nature and vary over time. As such Company is exposed to various risks as follow:
i) Salary increases: 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 salary of the plan participants will increase the plan's liability.
ii) Investment risk: The present value of the defined benefit plan liability is calculated using a discount rate determined
by reference to government bond yields. If the return on plan asset is below this rate, it will create a plan deficit.
iii) Discount rate: Reduction in discount rate in subsequent valuations can increase the plan's liability.
iv) Mortality and disability: Actual deaths and disability cases proving lower or higher than assumed in the valuation can impact the liabilities.
v) Withdrawals: Actual withdrawals proving higher or lower than assumed withdrawals and change of withdrawal rates at subsequent valuations can impact plan's liability.
The sensitivity analysis above have been determined based on a method that extrapolates the impact on defined benefit obligation as a result of reasonable changes in key assumptions occurring at the end of the reporting period. The sensitivity analysis are based on a change in a significant assumption, keeping all other assumptions constant. The sensitivity analysis may not be representative of an actual change in the defined benefit obligation as it is unlikely that changes in assumptions would occur in isolation from one another.
Note 36: Related party disclosures (Contd..)
(b) Key managerial personnel has given personnel guarantees to lender for borrowings. (Refer note 20)
(c) All transactions with these related parties are at arm's length basis and are in ordinary course of business.(All the amounts of transactions and balances disclosed in this note are gross and undiscounted).
(d) The Company has provided financial support guarantee to its subsidiary (namely Petunt Food Processors Private Limited to meet its current obligation as and when required to continue the operation of such subsidiary company as going concern.
(e) On February 1, 2021, the Company entered into a supply agreement with Petunt Food Processors Private Limited for the procurement of specified products intended for resale in the market. Under the terms of the agreement, the Company has committed to a potential monthly job work volume of 420 tonnes. The purchase price is contractually agreed upon and is payable in cash within 15 days from the date of dispatch of the products
(a) (i) The Company had sold goods (Namkeen) to M/s Matri Stores, Assam at concessional rate of tax against Form-C amounting
to INR 296.38 lakhs during the year 2011-12. CTO had made a observation vide order dated September 11, 2012 and amended order dated October 25, 2012 that Form C was not issued by authorised officer, therefore the impugned sale was not eligible for concessional rate of tax and issued demand of INR 91.33 lakhs including interest and penalty. The Company then preferred an appeal before the appellate authority, CTO, Bikaner. Appellate authority sustained the demand of tax and interest but deleted the penalty of INR 47.57 lakhs. Being aggrieved and dissatisfied by the order Company again preferred an appeal before Rajasthan Tax Board, Ajmer. The Board rejected the tax and interest demand also on the basis that Form C issued was not bogus and false. Commercial tax officer, Jaipur has filed a Revision petition before High Court on September 05, 2018. During the year ended March 31,2021, the Company has received the protest amount of INR 22.00 lakhs deposited against this case. Based on the management assessment, there is a possibility that the case may be decided in favour of the Company.
(a) (ii) During the financial year 2024-25, the Company received a Show Cause Notice (SCN) from the Goods and Services Tax (GST) authorities alleging misclassification of certain extruded savoury products such as Bikaji Kurram , Bikaji Ring Tomato Cheese, Bikaji Ring Chatpata Masala, Bikaji Cheese Ball, and Bikaji Corn Puff. The department has contended that these products were incorrectly classified under HSN 21069099 (taxable at 12%) instead of HSN 19059030 (taxable at 18%), resulting in an alleged short payment of GST by 6%. The Company, relying on its bona fide understanding and consistent classification as "Namkeen", has been classifying these products under HSN 21069099 and has been discharging GST at the applicable rate of 12%. Upon receipt of the SCN, the Company challenged the validity and maintainability of the same by filing a Writ Petition before the Hon'ble High Court of Karnataka. The Hon'ble High Court passed an interim stay order on January 22, 2025, thereby staying the proceedings pursuant to the SCN. However, despite the subsisting stay order, the GST Department proceeded to pass a demand order dated January 23, 2025, demanding tax of INR 553.83 lakhs along with applicable interest and penalty. The Company, in response, filed an amended Writ Petition before the Hon'ble High Court of Karnataka, challenging the said demand order. The Hon'ble High Court, considering the Company's submission, passed another interim stay order on April 4,
Note 37: Contingent liabilities and commitments (Contd..)
2025, thereby staying further proceedings pursuant to the demand order dated January 23, 2025 until the next date of hearing.
Based on the management assessment, there is a possibility that the case may be decided in favour of the Company.
(b) There was an agreement for purchase of industrial plot E-578, E-579, F-580 to F-584 at Karni industrial area, Bikaner executed on the non-judicial stamp paper of INR 100/- and duly notarised by a notary public. It was contended by the stamping authorities that the aforesaid document was required to be registered with sub-registrar, Bikaner. Subsequently stamping authorities issued a notice demanding of INR 36.22 lakhs on January 09, 2017 on Company. The High Court of Jodhpur stayed the aforesaid order dated March 22, 2017 by holding the agreement pertaining to the purchase of industrial plots at Karni Industrial Area as a contingent agreement. The aforesaid plots were eventually vested with Hanuman Agrofood Private Limited. Based on the management assessment, there is a possibility that the case may be decided in favour of the Company.
(c) Represents the best possible estimate by the Management, basis available information, about the outcome of various claims against the Company by different parties under Consumer Protection Act and Food Safety and Standard Act. As the possible outflow of resources is dependent upon outcome of various legal processes. Based on the management assessment, there is a possibility that the case may be decided in favour of the Company.
(d) The Company has ongoing disputes with income tax authorities for assessment year 2018-19 relating to tax treatment of certain transaction incorrectly reported under tax audit report and has been added as income in assessment order under section 143(3) dated February 17, 2021. Against this order the Company has filed rectification appeal under section 154 of the Income tax Act dated March 04, 2021. Response is still awaited from the department. As at March 31, 2026, there is contingent liabilities towards stated matter and/or dispute pending in appeal amounting to INR 63.15 lakhs. Considering the fact of the matter, the Company believes that these demands will be reversed and hence no liability has been accounted for.
Others:
(a) The Company has imported certain machineries under the Manufacture and Other Operations in Warehouse Regulations, 2019 ("MOOWR Scheme") for its Bakery project located at Tumkuru, Bangalore. As per the MOOWR Scheme, payment of Integrated Goods and Services Tax (IGST) and Customs Duty aggregating to INR 1076.35 Lakhs as at March 31, 2026 (INR 951.48 Lakhs as at March 31, 2025) on the imported machinery has been deferred until such time the capital goods are removed from the designated bonded premises.
As per the scheme provisions, if the Company exports the capital goods, the deferred duties are exempted. Accordingly, the liability towards these duties is contingent in nature, depending on the future use or disposal of such capital goods. The Company has not recognized any provision for the said amount in its financial statements as the outflow of resources is not considered probable at the reporting date, in line with the recognition criteria under Ind AS 37 - Provisions, Contingent Liabilities and Contingent Assets
Note 38: Segment reporting
The Company primarily operates in the food product segment. The board of directors of the Company, which has been identified as being the Chief Operating Decision Maker (CODM), evaluates the Company's performance, allocate resources based on the analysis of the various performance indicators of the Company as a single unit. Therefore, there is no reportable segment for the Company as per the requirement of Ind AS 108 "Operating Segments".
Geographical locations: The geographical segments have been considered for disclosure as the secondary segment, under which the domestic segment includes sales to customers located in India and overseas segment includes sales to customer located outside India.
The following information discloses revenue from external customers based on geographical areas:-
Note 38: Segment reporting (Contd..) b. Segment revenue with major customers
The Company has two customer during the year ended March 31, 2026 accounting for more than 10% of its revenue from operations. During the year 23.98% (March 31, 2025: 24.80%) of the Company's revenue from operation was generated from these customers.
Note 39:Leases Company as a lessee
The Company has taken land, shops, flats and godowns on leases. These lease arrangements range for a period between 11 months to 10 years except for land where lease period is upto 99 years, which include both cancellable and non-cancellable leases. The Company's obligations under its leases are secured by the lessor's title to the right-of-use assets. Generally, the Company is restricted from assigning and subleasing the right-of-use assets and some contracts require the Company to maintain certain financial ratios. There are several lease contracts that include extension and termination options and variable lease payments, which are further discussed below. Most of the leases are renewable for further period on mutually agreeable terms. Information about the leases for which the Company is a lessee is presented below:-
The Company also has certain leases of premises with lease terms of 12 months or less and leases of office equipment with low value. The Company applies the short-term lease' and lease of low-value assets' recognition exemptions for these leases.
Discount rate: The Company has applied the weighted average incremental approach to determine the incremental borrowing rate as applicable at the time of execution of the lease agreement.
Extension options: Lease contain extension options exercisable by the Company before the end of the non-cancellable contract period. Where practicable, the Company seeks to include extension options in new leases to provide operational flexibility. The extension options held are exercisable only on mutual agreement. The Company assesses at lease commencement whether it is reasonably certain to exercise the extension options. The Company reassess whether it is reasonably certain to exercise the options if there is a significant event or significant change in circumstances within its control.
The Company has lease contracts for premises at Airport that contains variable payments based on the sales. Management's objective is to align the lease expense with the revenue earned. The following table provides information on the Company's variable lease payments, including the magnitude in relation to fixed payments:
Note 39: Leases (Contd..)
Company as a lessor
The Company has leased out its investment properties and plant and machinery under operating lease arrangements. Leases are classified as operating leases where substantially all the risks and rewards incidental to ownership are retained by the Company. Lease rental income is recognized on a straight-line basis over the lease term.
The Company has entered into operating leases on its investment properties and plant and machinery. These leases have terms of between 1 and 10 years. All leases include a clause to enable upward revision of the rental charge on an annual basis according to prevailing market conditions. Rental income recognised by the Company during the year is INR 33.38 lakhs (March 31, 2025: INR Nil).
Note 40: Fair values
The management of the Company assessed that carrying value of cash and cash equivalents, trade receivables, other bank balances, loans with short term maturity, other current financial assets, borrowings, trade payable, lease liabilities and other current financial liabilities approximates their fair value amounts largely due to short term maturities of these instruments. Further, in case of bank deposits with maturity of more than twelve months from reporting date, fair value and carrying values are not expected to vary significantly as there has been minimal interest rate changes since these deposits were created with banks. Majority of security deposits classified as non current financial assets are for perpetuity and shall be refundable on surrendering of electricity connection only, which is highly unlikely and hence fair value of the same cannot be determined in absence of definite period of such deposits. Comparison of the carrying value and fair value of the Company's financial instruments are as follows:-
Note 41: Fair values hierarchy
Financial assets and financial liabilities measured at fair value in the statement of financial position are grouped into three Levels of a fair value hierarchy. The three levels are defined based on the observability of significant inputs to the measurement, as follows:
• Level 1: Hierarchy includes financial instruments measured using quoted prices (unadjusted) in active markets for identical assets or liabilities that the entity can access at the measurement date.
• Level 2: Hierarchy includes the fair value of financial instruments measured using quoted prices for identical or similar assets in markets that are not active.
• Level 3: Unobservable inputs for the asset or liability.
Quantitative disclosures of fair value measurement hierarchy as at March 31, 2026
The Company has CCPS, mutual funds, unquoted equity shares, put option liability and OCD fair valued at year ends.
Mutual funds are valued using the closing NAV as per market rates and accordingly designated as Level 1 valued instruments. The fair value of these CCPS as at the reporting date has been determined based on the Price of Recent Investment (PORI) method. Since this method relies on observable inputs—i.e., the price paid by market participants in recent arms-length transactions in identical or similar instruments—these investments are classified under Level 2 of the fair value hierarchy in accordance with Ind AS 113. OCD and Put option liability have been valued using unobservable inputs and are designated as Level 3 valued instruments. Unquoted equity shares are not fair valued at year ends as the Management expect any fair value adjustments in value of these instruments to be immaterial to the Standalone financial statements and accordingly disclosed their cost as fair value.
Note 42: Financial risk management
The Company's principal financial liabilities comprise borrowings, lease liabilities, trade payables, trade deposits from customers and other payables. The main purpose of these financial liabilities is to finance the Company's operations. The Company's principal financial assets include loans, trade and other receivables and cash and term deposits that derive directly from its operations. The Company also hold investments measured at cost, fair value through profit and loss (FVTPL) and fair value through other comprehensive income (FVTOCI).
The Company's activities expose it to market risk, liquidity risk and credit risk. The Company's board of directors has overall responsibility for the establishment and oversight of the Company's risk management framework. This note explains the sources of risk which the entity is exposed to and how the entity manages the risk and the related impact in the standalone financial statements.
(A) Market risk analysis
Market risk is the risk that the fair value of future cash flows of a financial instrument will fluctuate because of changes in market prices. Market risk comprises three types of risk: currency risk, interest rate risk and other price risk, such as equity price risk and commodity risk. Financial instruments affected by market risk include loans, borrowings, term deposits, and investments.
(i) Foreign currency risk
The Company has limited international transactions and is exposed to foreign exchange risk arising from its operating activities (revenue and purchases denominated in foreign currency is low). Foreign exchange risk arises from future commercial transactions and recognised assets and liabilities denominated in a currency that is not the company's functional currency. To mitigate the Company's exposure to foreign currency risk, non-INR cash flows are monitored in accordance with the Company's risk management policies.
Note 42: Financial risk management (Contd..)
(i) Trade receivable
Customer credit risk is managed by the Company subject to the Company's established receivable management policy. The policy details how credit will be managed, past due balances collected, allowances and reserves recorded and bad debt written off. Credit terms are the established timeframe in which customers pay for purchased product. Outstanding customer receivables are regularly monitored by the Management.
An impairment analysis is performed at each reporting period on consolidated basis for similar category of customer. The maximum exposure to credit risk at the reporting date is the carrying value of each class of financial assets.
The Company evaluates the concentration of risk with respect to trade receivables as low, as its customers are located in several jurisdictions and operate in largely independent markets.
(ii) Financial instruments and cash deposits
Credit risk from balances with banks and financial institutions is managed by the Company's treasury department in accordance with the Company's policy. Investments of surplus funds are made only with approved counterparties with high credit ratings except in case of strategic investments in few entities. Investments in other than bank deposits are strategic long term investments which are done in accordance with approval from board of directors.
(C) Liquidity risk
Liquidity risk is the risk that the Company will encounter difficulty in meeting the obligations associated with its financial liabilities that are settled by delivering cash or another financial asset. The Company's approach to managing liquidity is to ensure as far as possible, that it will have sufficient liquidity to meet its liabilities when they are due. Management monitors rolling forecasts of the Company's liquidity position and cash and cash equivalents on the basis of expected cash flows. The Company takes into account the liquidity of the market in which the entity operates.
(a) Maturities of financial liabilities
The tables below analyse the Company's financial liabilities into relevant maturity groupings based on their contractual maturities:
Note 43: Capital management policies and procedures (a) Risk management
For the purpose of the Company's capital management, capital includes issued equity capital, convertible preference shares, securities premium and all other equity reserves attributable to the equity holders of the Company. The primary objective of the Company's capital management is to maximise the shareholder value.
The Company manages its capital structure and makes adjustments in light of changes in economic conditions and the requirements of the financial covenants. To maintain or adjust the capital structure, the Company may adjust the dividend payment to shareholders, return capital to shareholders or issue new shares. The Company monitors capital using a gearing ratio, which is net debt divided by total capital plus net debt. The Company's policy is to keep the gearing ratio between 0% and 15%. The Company includes within net debt, interest bearing loans and borrowings, lease liabilities, less cash and cash equivalents.
Note 44: New Labor Code
On November 21, 2025, the Government of India notified the four Labour Codes - the Code on Wages, 2019, the Industrial Relations Code, 2020, the Code on Social Security, 2020, and the Occupational Safety, Health and Working Conditions Code, 2020 - consolidating 29 existing labour laws. The Ministry of Labour & Employment published draft Central Rules and FAQs to enable assessment of the financial impact due to changes in regulations.
The Company has assessed the impact of the changes, consistent with the Labour Codes, draft rules, FAQs and legal opinion and there is no material impact on the financial statements. The Company continues to monitor the finalisation of Central / State Rules and clarifications from the Government on other aspects of the Labour Code and would provide appropriate accounting effect on the basis of such developments as needed.
Note 45: Employee Stock Options Plan (ESOP)
The Shareholders of the company vide its special resolution dated October 22, 2021 in extraordinary general meeting (EGM) approved Bikaji ESOP-I 2021 & Bikaji ESOP-II 2021 ("The Plan") for granting the plan in form of equity shares of maximum 50 lakhs stock options and linked to the completion of a minimum period of continued employment to the eligible employees of the Company, which is being monitored and supervised by the nomination and remuneration committee of the Board of Directors from time to time subject to the term & conditions specified in the plan & employee stock option agreement/grant letter. The employees can purchase equity shares by exercising the options as vested at the price specified in the grant. The stock option granted vest over a period of 1 year/ 2 years/ 3 years, as the case may be, from the date of grant in proportions specified in the respective ESOP Plans & such stock options may be exercised by the employee after vesting period within 7 years from the date of Vest.
Note 47
The Board of Directors of the Company at its meeting held of July 24, 2024 have considered and approved merger scheme of Vindhyawasini Sales Private Limited (""Transferor Company"") with Bikaji Foods International Limited (""Transferee Company""). The Jaipur Bench of the Hon'ble National Company Law Tribunal (""NCLT""), through its order dated June 06, 2025 has approved the Scheme with the appointed date of the merger being April 01, 2024.
As per guidance on accounting for common control transactions contained in Ind AS 103 "Business Combinations" the merger has been accounted for using the pooling of interest method. Accordingly, the figures for the year have been restated to give effect to the aforesaid merger with effect from the April 01, 2024. Accordingly, the assets and liabilities of the transferor Company has been transferred thereon resulting to recognition of the differential amount in other equity in the books of accounts of the Company.
Accounting treatment
The Company has followed the accounting treatment prescribed in the said approved scheme of merger, as follows:-
i) The entire issued, subscribed, and paid-up share capital of Vindhyawasini Sales Private Limited is held by Bikaji Foods International Limited. Accordingly, upon the scheme becoming effective, no shares of Bikaji Foods International Limited shall be issued or allotted in exchange for its holding in Vindhyawasini Sales Private Limited.
ii) As per the terms of the scheme the investments held by Bikaji Foods International Limited in Vindhyawasini Sales Private Limited shall get cancelled.
iii) As per the terms of scheme the transactions has been accounted for in accordance with the Appendix C to Ind AS 103 "Common Control Business Combination", which requires retrospective accounting of the merger from the date common control was established. Accordingly financial information as on April 01, 2024, being the earliest period presented in the annual standalone financial statements of the Company, and all period thereafter, were restated to give effect of the merger.
Accordingly the Company has recorded all the assets and liabilities of Vindhyawasini Sales Private Limited at there respective carrying value as at April 01, 2024, the details of which are as follows:-
Note 48: Additional notes as per revised schedule III of the Companies Act, 2013, such disclosure requirements were mandated wide notification no. G.S.R. 207(E) from Ministry of Corporate Affairs dated March 24, 2021 which are applicable for the period beginning on or after April 01,2021:
a) The Company has not traded or invested in Crypto currency or Virtual Currency for the year ended March 31, 2026.
b) The Company does not have any undisclosed income which is not recorded in the books of account that 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).
c) The Company does not have any transactions with companies struck off under section 248 of the Companies Act, 2013 during the year ended March 31, 2026.
d) The company has complied with the number of layers prescribed under clause (87) of section 2 of the Act read with the Companies (Restriction on number of Layers) Rules, 2017.
e) The Company does have any charges or satisfaction which is yet to be registered with ROC beyond the statutory year.
f) The Company does not have any Benami property, where any proceeding has been initiated or pending against the company for
holding any Benami property.
g) The Company avails the short term credit facility from bank on the basis of security of inventory and book debts and filed the quarterly return/statement with the bank for the quarter ended June 30,2025, September 30, 2025, December 31,2025 and March 31, 2026 and the same are in agreement with books of accounts.
h) The Company has not been declared Wilful Defaulter (as defined by RBI circular) by any bank or financial institution or other lenders.
i) The Company has not revalued its Property, Plant & Equipment for the year ended March 31, 2026.
j) The Company has used the borrowings from banks for the specified purpose for which it has taken at the balance sheet date.
Note 49: Exceptional items
(i) On August 17, 2025, a fire incident occurred at the manufacturing facility of Dadiji Snacks Private Limited ("Dadiji Snacks"), a contract manufacturer of the Company, located in Patna, Bihar. Machinery owned and installed by Bikaji Foods International Limited ("the Company") at the said premises was damaged in the incident, resulting in a loss of INR 435.14 lakhs, which has been disclosed as an Exceptional Item in the standalone financial statement. The Company has lodged the insurance claim, during the quarter ended March 31, 2026.
(ii) The Company has reviewed the carrying value of one of its investment in its subsidiary as at the reporting date. Considering the subsidiary's current financial position, operational performance, and other available information, the Company believes that there is a diminution in the value of the investment. As a matter of prudence, the Company has recognised an impairment loss of INR 554.10 lakhs, which has been disclosed as an Exceptional Item in the standalone financial statement. The Company will continue to monitor the subsidiary's performance and reassess the carrying value as and when further information becomes available.
Note 50
(i) 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
(ii) 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:
(a) 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
(b) provide any guarantee, security or the like on behalf of the Ultimate Beneficiaries.
Note 51
The Company has used accounting softwares for maintaining its books of account which has a feature of recording audit trail (edit log) facility and the same has been operated throughout the year for all relevant transactions recorded in the software. Further, the Company did not come across any instance of audit trail feature being tampered with at application level. Additionally, the audit trail has been preserved by the Company as per the statutory requirements for record retention for application level.
However, with respect to the database level of the two applications, in the absence of coverage of audit trail (edit log) with respect to database level in the independent auditor's report in relation to controls at the service organization for accounting softwares used for preparation of financial statements, which is operated by third party software service provider, management is unable to assess whether the database of the softwares to log any direct changes has a feature of recording audit trail (edit log) facility and whether the same has been enabled and operated throughout the year for all relevant transaction recorded or whether there is any instance of audit trail feature being tampered with. Also, the Company is unable to assess whether the audit trail feature of prior years has been preserved by the Company as per the statutory requirements for record retention at database level.
Further in the absence of SOC Report for the period from January 01, 2026 to March 31, 2026 for two applications, the Company is unable to comment whether back-up of the books of account and other books and papers maintained in electronic mode, have been kept in servers physically located in India on a daily basis.
Note 52: Subsequent events
(i) Subsequent to the year ended March 31, 2026,The Board of Directors of the Company, at its meeting held of May 21, 2026, has approved the investment in Bikaji Foods International USA Corp, Wholly-Owned Subsidiary of the Company, by way of additional subscription in capital up to USD 50,00,000.
(ii) Subsequent to the year ended March 31, 2026,The Board of Directors of the Company, at its meeting held of May 21, 2026, has approved the investment in Jai Barbareek Dev Snacks Private Limited ("JBDSPL"), by way of acquisition of 14,800 (Fourteen
Note 52: Subsequent events (Contd..)
Thousand and Eight Hundred) Equity Shares, having face value of INR 10 (Rupees Ten Only) each, from existing shareholders, representing 74% of Equity Share Capital of JBDSPL along-with the issuance of Corporate Guarantee in favor of HDFC Bank Limited, on behalf of Jai Barbareek Dev Snacks Private Limited up to an amount of INR 5,900 Lakhs.
(iii) Subsequent to the year ended March 31, 2026,The Board of Directors of the Company, at its meeting held of May 21, 2026, has approved the execution of a Loan Agreement with Dadiji Snacks Private Limited, Contract Manufacturing Unit of the Company, up to INR 500 Lakhs.
(iv) Subsequent to the year ended March 31, 2026,The Board of Directors of the Company, at its meeting held of May 21, 2026, has approved the issuance of Corporate Guarantee in favor of HDFC Bank Limited, on behalf of Bhujialalji Private Limited, a subsidiary of the Company up to an amount of INR 500 Lakhs.
(v) Subsequent to the year ended March 31, 2026,The Board of Directors of the Company, at its meeting held of May 21, 2026, has approved the investment in Bikaji Bakes Private Limited, Wholly-Owned Subsidiary of the Company, up to H 500 Lakhs, in the form of 50,00,000 (Fifty Lakh) Optionally Convertible Debenture (OCDs).
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