The mode of valuation of Inventories has been stated in Note 1.1.5 of Significant Accounting Policies
Inventories hypothecated as primary security for availing working capital facilities and Non Fund Based limits from Bank of Baroda for details refer Note 2.11
a) Trade Receivables hypothecated as Primary security for availing working capital facilities and Non Fund Based Limits with Bank of Baroda
b) No trade or other receivables are due from directors or other officers of the Company either severally or jointly with any other person. Nor any trade or other receivables are due from firms or private companies respectively in which any director is a partner, a director or a member.
c) Trade receivables are non-interest bearing
2.9.2 Rights attached to equity shares
"The Company has only one class of equity shares having a face value of Rs.2 /- each. Each holder of equity share is entitled to one vote per share. In the event of liquidation of the Company, the equity shareholders will be entitled to receive the 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.
The Company has made preferential allotment of shares during the year under review and shares are issued at a premium of INR 12, which is higher than the price prescribed under regulations 164 chapter V of SEBI (ICDR regulations 2018). Company has followed the procedure prescribed Under section 42 of the Act and necessary documents are filed with ROC & SEBI for the preferential allotment and hence company is in compliance with Section 62(1) (c) preferential allotment of shares, Rule 13 of Companies (Share Capital and Debentures) Rules, 2014 and Rule 14 of Companies (Prospectus and Allotment of Securities) Rules, 2014 and purpose of application of the funds so raised.
2.9.3 Liquidation terms and preferential rights
The liquidation terms of the equity shares are as follows:
a) If the company shall be wound up, the Liquidator may, with the sanction of a special resolution of the company and any other sanction required by the Act divide amongst the shareholders, in specie or kind the whole or any part of the assets of the company, whether they shall consist of property of the same kind or not.
b) For the purpose aforesaid, the Liquidator may set such value as he deems fair upon any property to be divided as aforesaid and may determine how such division shall be carried out as between the shareholders or different classes of shareholders.
Term loan of Rs. 92.30 lakhs has been rephased on 31-03-2021 from Bank of Baroda carrying floating interest rate of 15.50% repayable in 12 equal quarterly installments (Only Principle) at the end of each quarter commencing from 31st March, 2022 . This loan is secured by first charge on mortgage of Entire Plant,Equipment and other assets and further secured by entire current assets of the company along with factory land and building & Personal Guarantee of Directors.
Mortgage loan of Rs. 380.00 Lakhs has been rephased on 07-12-2021 from Bank of Baroda carrying floating interest rate of 15.50% repayable in 71 Equated Monthly installments Starting from the ensuring month of first drawal i.e 28th February 2022. This loan is secured by the first charge on the land and building of the factory & Personal Guarantee of Directors.
Term loan of Rs.63.50 Lakhs has been rephased on 31-03-2021 from Bank of Baroda carrying floating interest rate of 15.50% repayable in 17 Equal quarterly installments (only Principle) at the end of each quarter commencing from 31st March, 2022 after a moratorium period of 12 months from the date of loan last rephased. This loan is secured by first charge on Hypothecation of Machinery to be Purchased and further secured by factory land and building & Personal Guarantee of Directors.
Working Capital Term loan of Rs.400 lakhs has been rephased on 31-03-2021 from Bank of Baroda carrying floating interest rate of 15.50% repayable in 48 equal monthly installments (only Principle) at the end of each month commencing from 31st March, 2022 after a moratorium period of 12 months from the date of loan last rephased. This loan is secured by first charge on mortgage of Entire Plant,Equipment and other assets and further secured by entire current assets of the company along with factory land and building & Personal Guarantee of Directors.
Working Capital Facility and Non Fund Based Limit from Bank of Baroda is secured by way of first pari-passu charge on current assets and second pari-passu charge on fixed assets of the company & Personal Guarantee of Directors. The Working Capital is repayable on demand. The coupon rate is linked to Marginal Cost Fund based lending rates. (MCLR).
2.24 Earnings per share
"Basic EPS amounts are calculated by dividing the profit for the year attributable to equity holders by the weighted average number of equity shares outstanding during the year. Diluted EPS amounts are calculated by dividing the profit attributable to equity holders 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."
NOTE - 2.28
Capital management
For the purpose of the Company's capital management, capital includes issued equity capital, share premium and all other equityreserves attributable to the equity holders. The primary objective of the Company's capital management is to maximise the shareholder value.
The Company manages its capital structure in consideration to the changes in economic conditions and the requirements of the financial covenants. The Company monitors capital using a gearing ratio, which is net debt divided by total equity. The Company includes within net debt, borrowings including interest accrued on borrowings less cash and short-term deposits.
In order to achieve this overall objective, the Company's capital management, amongst other things, aims to ensure that it meetsfinancial covenants attached to the interest-bearing loans and borrowings that define capital structure requirements. Breaches in meeting the financial covenants would permit the bank to immediately call loans and borrowings. There have been no breaches in the financial covenants of any interest-bearing loans and borrowing in the current year.
No changes were made in the objectives, policies or processes for managing capital during the year ended March 31,2025
2.32 2.28 Segment Reporting
TThe Company concluded that there is only one operating segment i.e, the Manufacturing of Pharmaceutical products. Hence, the same becomes the reportable segment for the Company. Accordingly, the Company has only one operating and reportable segment, the disclosure requirements specified in paragraphs 22 to 30 are not applicable. Accordingly, the Company shall present entity-wide disclosures enumerated in paragraphs 32, 33 and 34 of Ind AS 108.
2.33 2.29 Employee benefits Gratuity benefits
In accordance with applicable laws, the Company has a defined benefit plan that provides for gratuity payments (the "Gratuity Plan") and covers certain categories of employees in India. The Gratuity Plan provides a lump sum gratuity payment to eligible employees at retirement or termination of their employment. The amount of the payment is based on the respective employee's last drawn salary and the years of employment with the Company. Liabilities in respect of the Gratuity Plan.
Contribution to Provident Fund
The employees of the Company receive benefits from a provident fund, a defined contribution plan. Both the employee and employer each make monthly contributions to a government-administered fund equal to 12% of the covered employee's qualifying salary. The Company has no further obligations under the plan beyond its monthly contributions. The Company contributed Rs. 5.13 lakhs to the provident fund plan during the year ended 31st March 2025.
Gratuity (As per Ind AS 19):
A. Defined Benefit Plan - Gratuity
The Company operates an unfunded defined benefit gratuity plan, covering all regular employees. The benefits are paid in lump sum at retirement, death, resignation, or upon reaching the prescribed retirement age, as per the Payment of Gratuity Act, 1972. The gratuity liability is determined based on an actuarial valuation performed using the Projected Unit Credit Method.
The management assessed that cash and cash equivalents, trade receivables, trade payables and other current liabilities approximate their carrying amounts largely due to the short-term maturities of these instruments. Further, the management has assessed that fair value of borrowings approximates their carrying amounts largely since they are carried at a floating rate of interest.
The fair value of the financial assets and liabilities is included at the amount at which the instrument could be exchanged in a current transaction between willing parties, other than in a forced or liquidation sale.
2.37 Fair Value Measurements:
i) Fair Value 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 input to the measurement, as follows:
Level 1: Quoted prices (unadjusted) in active markets for financial instruments.
Level 2: The fair value of financial instruments that are not traded in and active market is determined using valuation techniques which maximize the use of observable market date rely as little as possible on entity specific estimates.
Level 3: If one or more of the significant inputs is not based on observable market data, the instrument is included in level 3.
The Company's principal financial liabilities comprise loans and borrowings, trade and other payable. 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 cash equivalents that derive directly from its operations. The Company also holds FVTPL investments and investments in its associates.
The Company is exposed to market risk, credit risk and liquidity risk. The Company's Board of Directors oversee the management of these risks. The company's Board of Directors is supported by the senior management that advises on financial risks and the appropriate financial risk governance framework for the Company. The senior management provides assurance to the Company's board of directors that the company's financial risk activities are governed by appropriate policies and procedures and that financial risks are identified, measured and managed in accordance with the Company's policies and risk objectives.
The Carrying amounts reported in the statement of financial position for cash and cash equivalents, trade and other receivables. Trade and other payables and other liabilities approximate their respective fair values due to their short maturity.
2.38 Balance Confirmations:
Confirmations of receivables and payable balances have not been received by the Company, hence, reliance is placed on the balances as per books. In the opinion of the management, the amounts are realizable /payable in the ordinary course of business.
2.39 Financial Risk Management
In course of its business, the company is exposed to certain financial risk such as market risk (Including currency risk and other price risks), credit risk and liquidity risk that could have significant influence on the company's business and operational/financial performance. The Board of directors reviews and approves risk management framework and policies for managing these risks and monitor suitable mitigating actions taken by the management to minimize potential adverse effects and achieve greater predictability to earnings.
Credit risk
Credit risk refers to the risk that counterparty will default on its contractual obligations resulting in financial loss to the company. The company has adopted a policy of only dealing with creditworthy counterparties and obtaining sufficient collateral, where appropriate, a means of mitigating the risk
of financial loss from defaults. The company makes an allowance for doubtful debts/advances using the expected credit loss model.
(i) Investments
The Company limits its exposure to credit risk by generally investing in liquid securities and only with counterparties that have a good credit rating. The Company does not expect any significant losses from non-performance by these counterparties, and does not have any significant concentration of exposures to specific industry sectors or specific country risks.
Liquidity risk
Liquidity risk refers to the risk that the company cannot meet its financial obligations. The objective of liquidity risk management is to maintain sufficient liquidity and ensure that funds are available for use as pre-requirements. The Company's exposure to liquidity risk is minimal.
Market Risk
Market risk is the risk that changes in market prices, such as foreign exchanges rates, interest rate And equity prices, which will affect the company's income of the value of its holdings of financial Instruments. The objective of market risk management is to manage and control market risk exposures within acceptable parameters, while optimizing the return.
a) Interest Rate Risk
Interest risk is the risk that the fair value or future cash flows of a financial instrument will fluctuate Because of changes in market interest rates. The company has exposure only to financial instruments at fixed interest rates. Hence, the company is not exposed to significant interest rate Risk.
b) Price Risk
The company's exposure to equity securities price risk arises from investments held by the company and classified in the balance sheet either at fair value through OCI or at fair value through profit and loss. The majority of the company's equity instruments are publicly traded.
Commodity rate risk
Exposure to market risk with respect to commodity prices primarily arises from the Company's purchases and sales of active pharmaceutical ingredients, including the raw material components for such active pharmaceutical ingredients. These are commodity products, whose prices may fluctuate significantly over short periods of time. The prices of the Company's raw materials generally fluctuate in line with commodity cycles, although the prices of raw materials used in
the Company's active pharmaceutical ingredients business are generally more volatile. Cost of raw materials forms the largest portion of the Company's cost of revenues. Commodity price risk exposure is evaluated and managed through operating procedures and sourcing policies. As of March 31, 2025, the Company had not entered into any material derivative contracts to hedge exposure to fluctuations in commodity prices.
2.40 The date of implementation of the Code on Wages 2019 and the Code on Social Security, 2020 is yet to be notified by the Government. Certain sections of these Codes came into effect on May 03, 2023. However, the final rules / interpretation have not been issued. The
Company will assess the impact of these Codes and give effect in the financial statements when the Rules/Schemes thereunder are notified.
2.41 The provisions of Section 135 of the Companies Act, 2013 relating to Corporate Social Responsibility (CSR) are not applicable to the Company for the financial year 2024-25, as it does not meet the thresholds prescribed under the Act.
2.42 The Company has used accounting software for maintaining its books of account, which has a feature of recording audit trail (edit log), and the same was operated throughout the year for all relevant transactions recorded in such software. However, in respect of payroll software(s), the audit trail feature was not enabled during the year. Further, no instance of the audit trail feature being tampered with was noted in respect of accounting software(s) where the audit trail had been enabled.
2.43 Vista diligently incorporates climate-related factors into its financial assessments, recognizing the wide-ranging impacts of both physical and transition risks. While confident in its long-term business model within a low-carbon economy, these considerations heighten uncertainty in financial estimates. Though current measurement impacts may not be significant, Vista actively monitors changes and new climate legislation to proactively manage future implications.
2.44 The management has evaluated the likely impact of prevailing uncertainties relating to imposition or enhancement of reciprocal tariffs for imports in the United States of America and believes that there are no material impacts on the financial statements of the Company for the year ended March 31,2025. However, the management will continue to monitor the situation from the perspective of potential impact on the operations of the Company.
2.45 The Company has complied with the number of layers prescribed under the Companies Act, 2013.
2.46 During the year, the Company has not revalued its property, plant and equipment.
2.47 During the year, the Company accrued security charges amounting to approximately 4.54 lakhs, which are subject to GST under the reverse charge mechanism. However, the provision for these charges was not recorded in the books of accounts, and payment was not made within the fiscal year. Management intends to rectify this by creating the necessary provisions, making the payment, and ensuring compliance in the annual GST return.
Dues to Micro and Small Enterprises have been determined to the extent such parties have been identified on the basis of information collected by the Management. This has been relied upon by the auditors
2.49 Previous year's figures have been regrouped/reclassified wherever necessary, to conform to the current period's classification in order to comply with the requirements of the amended Schedule III to the Companies Act, 2013 effective 1st April 2021.
2.50 Other Statutory Information:
i. The Company does not have any Benami property, where any proceeding has been initiated or pending against the Group for holding any Benami property.
ii. The Company does not have any transactions with companies struck off.
iii. The Company does not have any charges or satisfaction which is yet to be registered with ROC beyond the statutory period.
iv. The Company has not traded or invested in cryptocurrency or Virtual Currency during the financial year.
v. The Company has not been declared a wilful defaulter by any bank or financial institution or government or any government authority.
vi. The Company has not advanced or loaned or invested funds to any other person(s) or entity(ies), including foreign entities (Intermediaries) with the understanding that the Intermediary shall:
(a) directly or indirectly lend or invest in other persons or entities identified in any manner whatsoever by or on behalf of the Company (Ultimate Beneficiaries) or
(b) provide any guarantee, security or the like to or on behalf of the Ultimate Beneficiaries
vii. 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 Group 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.
viii. The Company has not any such transaction 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).
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