(t) Provisions, Contingent Liabilities and Contingent Assets
Provisions are recognized for liabilities that can be measured only by using a substantial degree of estimation, if
(a) the Company has a present obligation as a result of a past event;
(b) a probable outflow of resources is expected to settle the obligation; and
(c) the amount of the obligation can be reliably estimated.
Reimbursement expected in respect of expenditure required to settle a provision is recognised only when it is virtually certain that the reimbursement will be received.
Contingent liability is disclosed in case of
(a) a present obligation arising from past events, when it is not probable that an outflow of resources will be required to settle the obligation;
(b) a present obligation when no reliable estimate is possible; and
(c) a possible obligation arising from past events where the probability of outflow of resources is not remote.
Contingent Assets are neither recognised, nor disclosed.
Provision, Contingent Liabilities and Contingent Assets are reviewed at each balance Sheet date.
(u) Dividend
The Company recognises a liability to make cash distributions to equity holders when the distribution is authorised and the distribution is no longer at the discretion of the Company. As per the Companies Act,2013 in India, a distribution is authorised when it is approved by the shareholders. A corresponding amount is recognised directly in equity.
(v) Segment Reporting
Operating segments are reported in a manner consistent with the internal reporting provided to the chief operating decision maker. The chief operating decision maker of the Company is responsible for allocating resources and assessing performance of the operating segments.
1.3 Key accounting estimates and judgements
The preparation of the Company’s financial statements requires the management to make judgements, 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 periods.
The areas involving critical estimates or judgements are:
a. Property Plant & Equipment - Property, plant and equipment represent a significant proportion of the asset base of the Company. The charge in respect of periodic depreciation is derived after determining an estimate of an asset’s expected useful life and
the expected residual value at the end of its life. The useful lives and residual values of Company’s assets are determined by management at the time the asset is acquired and reviewed at the end of each reporting period. The lives are based on historical experience with similar assets as well as anticipation of future events, which may impact their life, such as changes in technology.
b. Provisions - Provision is recognised when the Company has a present obligation as a result of past event and it is probable that an outflow of resources will be required to settle the obligation, in respect of which a reliable estimate can be made. These are reviewed at each balance sheet date adjusted to reflect the current best estimates.
c. Taxes - Significant judgements are involved in determining the provision for income taxes, including amount expected to be paid / recovered for uncertain tax positions. In assessing the realizability of deferred tax assets arising from unused tax credits, the management considers convincing evidence about availability of sufficient taxable income against which such unused tax credits can be utilized. The amount of the deferred income tax assets considered realizable, however, could change if estimates of future taxable income changes in the future
d. Defined Benefit Obligations - The cost of defined benefit gratuity plans, and post-retirement medical benefit is determined using actuarial valuations. The actuarial valuation involves making assumptions about discount rates, future salary increases, mortality rates and future pension increases. Due to the long-term nature of these plans, such estimates are subject to significant uncertainty
1.4 Recent Accounting Pronouncements
Ministry of Corporate Affairs ("MCA") notifies new standards or amendments to the existing standards under the Companies (Indian Accounting Standards) Rules as issued from time to time.
During the year, MCA notified amendments to Ind AS 21 - The Effects of Changes in Foreign Exchange Rates, Ind AS 1 - Presentation of Financial Statements, Ind AS 7 - Statement of Cash Flows and Ind AS 107 - Financial Instruments: Disclosures, applicable from April 1,2025.
The Company has evaluated the aforesaid amendments and concluded that the same do not have any material impact on its financial statements.
35 SEGMENT REPORTING
"Operating segments are defined as components of an enterprise for which discrete financial information is available that is evaluated regularly by the chief operating decision-maker at respective entity level in assessing the performance and deciding on allocation of resources. The Company, accordingly, has only one reportable business segment, i.e., ‘Speciality Chemicals’.
As per Ind AS 108- "Operating Segment”(para 4), segment information has been provided under the Notes to Consolidated Financial Statements and therefore no separate disclosure on segment information is given in standalone financial statements.”
36 Financial instruments - Fair values and risk management A. Accounting classification and fair values
The following table shows the carrying amounts and fair values of financial assets and financial liabilities, including their levels in the fair value hierarchy. It does not include fair value information for financial assets and financial liabilities not measured at fair value if the carrying amount is a reasonable approximation of fair value.
B. Measurement of fair values
Ind 113, ‘Fair Value Measurement’ requires classification of the valuation method of financial instruments measured at fair value in the Balance Sheet, using a three level fair-value-hierarchy (which reflects the significance of inputs used in the measurements). The hierarchy gives the highest priority to un-adjusted quoted prices in active markets for identical assets or liabilities (Level 1 measurements) and lowest priority to un-observable inputs (Level 3 measurements). Fair value of derivative financial assets and liabilities are estimated by discounting expected future contractual cash flows using prevailing market interest rate curves. The three levels of the fair-value-hierarchy under Ind AS 113 are described below:
Level 1: Inputs are quoted prices (unadjusted) in active markets for identical assets or liabilities. This includes quoted equity instruments, government securities and mutual funds (includes FMP) that have quoted price.
Level 2: Inputs are other than quoted prices included within Level 1 that are observable for the asset or liability, either directly (i.e. as prices) or indirectly (i.e. derived from prices) such as derivative financial instruments.
Level 3: Inputs are not based on observable market data (unobservable inputs). Fair values are determined in whole or in part using a valuation model based on assumptions that are neither supported by prices from observable current market transactions in the same instrument nor are they based on available market data. This includes unquoted equity shares which are valued at cost.
Transfers between Levels
There are no transfers betweeen the levels
C. Financial risk management
The Company’s activities expose it to Credit risk, liquidity risk and market risk.
i. Risk management framework
Risk Management is an integral part of the Company’s plans and operations. The Company’s board of directors has overall responsibility for the establishment and oversight of the Company’s risk management framework. The board of directors is responsible for developing and monitoring the Company risk management policies.
The Risk Management committee oversees how management monitors compliance with the Company’s risk management policies and procedures, and reviews the adequacy of the risk management framework in relation to the risks faced by the Company. The audit committee is assisted in its oversight role by internal audit. Internal audit undertakes both regular and ad hoc reviews of risk management controls and procedures, the results of which are reported to the audit committee.
ii. Credit risk
Credit risk is the risk of financial loss to the Company if a customer or counterparty to a financial instrument fails to meet its contractual obligations, and arises principally from the Company’s receivables from customers and investments in debt securities, cash and cash equivalents, mutual funds, bonds etc.
Trade and other receivables
Credit risk is the risk of possible default by the counter party resulting in a financial loss.
The Company manages credit risk through various internal policies and procedures setforth for effective control over credit exposure. These are managed by way of setting various credit approvals,evaluation of financial condition before supply terms, setting credit limits, industry trends,ageing analysis and continuously monitoring the creditworthiness of customers to which the Company grants credit terms in the normal course of business.
Based on prior experience and an assessment of the current economic environment, management believes that sufficient provision is made based on expected credit loss model for credit risk wherever credit is extended to customers.
Cash and cash equivalents
Credit risk from balances with banks is managed by the Company’s treasury department in accordance with the Company’s policy. Investment of surplus funds are made in mainly in mutual funds with good returns and with high credit ratings assigned by International and domestic credit ratings agencies.
Other than trade and other receivables, the Company has no other financial assets that are past due but not impaired.
iii. Liquidity risk
Liquidity risk is the risk that the Company will not be able to meet its financial obligations as they become due. The Company manages its liquidity risk by ensuring, as far as possible, that it will always have sufficient liquidity to meet its liabilities when due, under both normal and stressed conditions, without incurring unacceptable losses or risk to the Company’s reputation.
The Company has obtained fund and non-fund based working capital lines from various banks. The Company also constantly monitors funding options available in the debt and capital markets with a view to maintaining financial flexibility. Accordingly, liquidity risk is perceived to be low.
The following table shows the maturity analysis of financial liabilities of the Company based on contractually agreed undiscounted cash flows as at the Balance Sheet date:
iv. Market risk
Market risk is the risk of loss of future earnings, fair values or future cash flows that may result from adverse changes in market rates and prices (such as interest rates, foreign currency exchange rates ). Market risk is attributable to all market risk-sensitive financial instruments, all foreign currency receivables and payables and all short term and long¬ term debt. The Company is exposed to market risk primarily related to foreign exchange rate risk, interest rate risk and the market value of its investments. Thus, the Company’s exposure to market risk is a function of investing and borrowing activities and revenue generating and operating activities in foreign currencies
a) Currency risk
The Compnay is exposed to currency risk to the extent that there is a mismatch between the currencies in which sales, purchase, and other expenses are denominated and the functional currency of the Company. The functional currency of the Company is Indian Rupees (INR). The currencies in which these transactions are primarily denominated are EURO and USD.
Exposure to currency risk
The summary quantitative data about the Company’s exposure to currency risk as reported to the management of the Company is as follows:
The Compnay is exposed to currency risk to the extent that there is a mismatch between the currencies in which sales, purchase, and other expenses are denominated and the functional currency of the Company. The functional currency of the Company is Indian Rupees (^). The currencies in which these transactions are primarily denominated are USD.
b) Interest rate risk
Interest rate risk is the risk that the fair value or future cash flows of a financial instrument will fluctuate because of changes in market interest rates. Investment committee manages and constantly reviews the interest rate movements in the market. This risk is mitigated by the Company by investing the funds in varioustenors depending on the liquidity needs of the Company. The Company’s exposures to interest rate risk is not significant.
c) Price risk
Quoted Equity & Debt Securities Price Risk is related to the change in market reference price of the investments. The fair value of some of the Company’s investments in quoted equity & debt securities exposes the Company to price risks. In general, these securities are not held for trading purposes. These investments are subject to changes in the market price of securities.
d) Price sensitivity analysis
If prices of quoted equity & debt instruments had been 1% higher/(lower), the unrealised gain/(loss) for the year ended March 31,2026 and March 31,2025 would increase/(decrease) by ^ 12.18 Lakhs and ^ 11.96 Lakhs respectively.
37 Employee Benefit obligations
(A) Defined Contribution Plan
Contributions are made to Employee Provident Fund (EPF), Employees State Insurance Scheme (ESIC) and other Funds which covers all regular employees. Both the employees and the Company make predetermined contributions to the Provident Fund and ESIC. The contributions are normally based on a certain percentage of the employee’s salary. Amount recognised as expense in respect of these defined contribution plans, is as detailed below :
43 Additional regulatory information not disclosed elsewhere in the financial information
A The Company do not have any Benami property and no proceedings have been initiated or pending against the Company and its Indian subsidiaries for holding any Benami property, under the Benami Transactions (Prohibitions) Act, 1988 (45 of 1988) and the rules made thereunder.
B The Company has no transactions with struck off companies under section 248 of the Companies Act, 2013 or section 560 of the Companies Act, 1956.
C The Company have 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: directly or indirectly lend or invest in other persons or entities identified in any manner whatsoever by or on behalf of the Group (Ultimate Beneficiaries) or
provide any guarantee, security or the like to or on behalf of the Ultimate Beneficiaries
D The Company have 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 Group shall: directly or indirectly lend or invest in other persons or entities identified in any manner whatsoever by or on behalf of the Funding Party(Ultimate Beneficiaries) or
provide any guarantee, security or the like on behalf of the Ultimate Beneficiaries,
E The Company have not undertaken any transaction which is not recorded in the books of accounts 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).
F The Company have not traded or invested in Crypto currency or Virtual Currency during the current or previous year.
G The Company have not been declared as a ‘Wilful Defaulter’ by any bank or financial institution (as defined under the
Companies Act, 2013) or consortium thereof, in accordance with the guidelines on wilful defaulters issued by the Reserve Bank of India.
H The company has complied with the number of layers prescribed under clause (87) of section 2 of the Act read with Companies (Restriction on number of Layers) Rules, 2017.
44 Capital Management
For the purpose of the Company’s capital management, capital includes issued capital and all other equity reserves attributable to the equity shareholders of the Company. The primary objective of the Company when managing capital is to safeguard its ability to continue as a going concern and to maintain an optimal capital structure so as to maximize shareholder value.
As at 31st March, 2026, the Company has only one class of equity shares and has no other long term borrowings. Consequent to such capital structure, there are no externally imposed capital requirements. In order to maintain or achieve an optimal capital structure, the Company allocates its capital for distribution as dividend or re-investment into business based on its long term financial plans.
47 Working Capital Facilities
The Company has sanctioned credit facilities from Bank of India ' 150 lakhs (i.e cash credit facility ' 100.00 lakhs and Bank Guarantee - ' 50.00 lakhs) The Company has not utilised cash credit facilities at the year end.
Terms of loan
a) The credit facility carries interest rate of Bank Of India, currently 9.81% p.a. (interest payable on monthly rests).
b) The credit facility is secured by : Hypothecation of stocks and bookdebts.
Utilisation of borrowings :
(a) The Company has used the borrowings from banks and financial institutions for the specific purpose for which it was taken at the balance sheet date.
(b) The quarterly returns/statements of current assets filed by the Company with banks or financial institutions in relation to secured borrowings wherever applicable, are in agreement with the books of accounts.
48 Audit Trail
The Ministry of Corporate Affairs (MCA) has issued a notification - Companies (Accounts) Amendment Rules, 2021 which is effective from 1st April, 2023. The amendment requires that every company which uses an accounting software for maintaining its books of account shall use an accounting software where there is feature of recording audit trail of each and every transaction and further creating an edit log of each change made to the books of account along with the date when such changes were made and ensuring that the audit trail cannot be disabled.
The Company uses an accounting software for maintaining books of account which has a feature of recording audit trail and edit log facility and that has been operative throughout the financial year for the transactions recorded in the software impacting books of account at the application level. The software being managed on public cloud, users of the company do not have access to enable, disable, deactivate or tamper with the audit trail setting.
49 Events occurring After Balance sheet date
The Board of Directors have recommended a dividend of ^ 1.25 per share of face value ^ 5/- each for the year ended 31st March, 2026
aggregating ^ 336.21 Lakhs, subject to the approval of shareholders at the Annual General Meeting.
50 Composite scheme of arrangement: (in ' lakhs except otherwise stated)
The figures for the comparatives figures for the year to date pertaining to the FY 2024-25 are after considering the effect of demerger and amalgamation pursuant to NCLT order dated 7th April, 2025, as per the method of accounting prescribed in the composite scheme of arrangement and in accordance with principles of Indian Accounting Standards, including IND AS 103 (Business Combinations). The impact of the aforesaid demerger and amalgamation on the corresponding previous year figures (FY 2024-25) is disclosed below. The approved Scheme provides for an appointed date of April 1,2024.
Against the net assets of ^ 8,915.58 Lakhs, the Company had issued equity shares of ^1,344.83 Lakhs (2,68,96,576 shares of ^ 5 each) after cancellation of existing 10,000 equity shares of ^ 5 each and the balance of ^ 7,571.25 Lakhs has been recognised in Other equity.
51 The Government of India has consolidated 29 existing labour legislations into a united framework comprising four Labour Code viz Code on wages 2019, Code on Social Security 2020, Industrial Relation Code 2020, and Occupational Safety, Health and Working Condition Code 2020 (collectively referred to as the New Labour Codes). These Codes have been made effective from 21st November, 2025. The corresponding all supporting rules under these codes are yet to be notified. The incremental impact of these changes on the employee benefit expenses, estimated by the Company, on the basis of the information available, consistent with the guidance provided by the Institute of Chartered Accountants of India, is ^ 38.94 Lakhs and has been recognised in the standalone financial statements of the Company for the year ended 31st March, 2026.
52 The figures for corresponding previous periods have been restated/regrouped, rearranged and reclassified wherever necessary to make them comparable.
53 Approval of Standalone Financial Statements
The above Standalone Financial Statements for the year ended 31st March 2026, have been reviewed by the Audit Committee and approved by the Board of Directors at their meeting held on 16th May 2026. The Statutory Auditors of the Company have audited the annual financial statements.
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