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Note 34: Contingent Liabilities & Commitments (D in Crores)
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Particulars
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As at March 31, 2026
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As at March 31, 2025
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A) Contingent Liabilities not provided for:
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1. Claim against the Company not acknowledged as debts
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i) Demands relating to Indirect Taxes:
Various show cause notices received from authorities in respect of:
a) Payment of service tax under reverse charge mechanism during FY 2011-12, 2013-14 & 2017-18.
b) Sales tax matters for FY 2006-07 to FY 2008-09.
c) Ineligible ITC & GST related matters
Company has filed appeal in respect of above matters. Against the above, the Company has paid C0.49 Crore. The expected outflow will be determined at the time of final outcome.
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1.46
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1.42
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ii) Demand on account of Income Tax matters where Income Tax Department has preferred appeals :
a) Upward adjustment in Arms Length Price for AY 2010-11, 2011-12 and 2012-13.
Appeal before ITAT is allowed and the issue will be decided afresh by CIT(A)
b) Disallowance of warranty provision for AY 2007-08 and 2008-09
The above were decided in favour of the Company by Commissioner Income Tax (Appeals) (CIT(A)) which was preferred by Income tax department to IncomeTax Appellete Tribunal (ITAT). ITAT had set aside the issue to the Assessing Officer/CIT(A) for fresh adjudication.
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5.03
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5.03
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Note 34: Contingent Liabilities & Commitments (Contd.)
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(D in Crores)
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Particulars
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As at March 31, 2026
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As at March 31, 2025
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iii) Demand on account of Income Tax matters where the Company has preferred appeals.
Company has preferred appeal before CIT(A) in respect of:
a) Disallowance of education expenditure under Section 143 (3) for AY 2013-14
b) Disallowance of commission paid to non-resident due to non deduction of Tax deducted at source for AY 201718
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c) Penalty proceedings under section 271I for failure to furnish information or furnishing inaccurate information under section 195 for AY 2018-19. The Company has applied for settlement under the Vivad se Vishwas Scheme 2024 in respect of above penalty proceeding u/s 271-I of the Income Tax Act, 1961.
Note: In respect of above matters, Management has assessed that no liability is likely to devolve on the Company and hence no provision has made in the books of accounts.
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0.17
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0.17
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B) Commitments
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Estimated amount of contracts remaining to be executed on capital account and not provided for (net of advances).
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15.52
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2.27
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Note 36: Employee Benefits
As per Ind AS 19 "Employee benefits", the disclosures as defined in the Accounting Standard are given below: Defined Contribution Plans
The Company operates defined contribution retirement benefit plans for all qualifying employees in the form of provident fund, superannuation fund, family pension fund and Employee State's Insurance.
Compensated absences and earned leaves
The Company's current policy permits eligible employees to accumulate compensated absences up to a prescribed limit and receive cash in lieu thereof in accordance with the terms of the policy.
Defined Benefit Plans
The Company operates a defined benefit plan in form of gratuity plan covering eligible employees, which provide a lump sum payment to vested employees at retirement, death, incapacitation or termination of employment, of an amount based on the respective employees salary and the tenure of employment.
Other long term employee benefit plan
Through its gratuity plans the Company is exposed to a number of risks, the most significant of which are detailed below:
These plans typically expose the Company to actuarial risks such as investment risk, interest rate risk, longevity risk and salary risk.
Investment risk
The present value of the defined benefit plan liability (denominated in Indian Rupee) is calculated using a discount rate which is determined by reference to market yields at the end of the reporting period on government bonds. Currently, for the plan in India, it has a relatively balanced mix of investments in government securities and other debt instruments.
Interest risk
A decrease in the bond interest rate will increase the plan liability; however, this will be partially offset by an increase in the return on the plan's debt investments.
Longevity risk
The present value of the defined benefit plan liability is calculated by reference to the best estimate of the mortality of plan participants both during and after their employment. An increase in the life expectancy of the plan participants will increase the plan's liability.
Salary risk
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 the salary of the plan participants will increase the plan liability.
In respect of the Defined Benefit Obligation Plan and Compensated absences and earned leaves, the
The sensitivity analysis presented above may not be representative of the actual change in the defined benefit obligations as it is unlikely that the change in assumptions would occur in isolation of one another as some of the assumptions may be correlated.
Furthermore, in presenting the above sensitivity analysis, the present value of the defined benefit obligations has been calculated using the projected unit credit method at the end of the reporting period, which is the same as that applied in calculating the defined benefit obligation liability recognised in the balance sheet.
N Asset-liability matching strategies :
In respect of gratuity and Leave encashment plan, the Company contributes to the insurance fund based on estimated liability of the next financial year end. The projected liability statement is obtained from the actuarial valuer.
Note 37: Share based payments 1. Employee Stock Options Scheme Equity-settled share option plan
The Company has instituted Employee Stock Option Scheme (ESOP 2021) to designated employees of the Parent and its Subsidiaries. In accordance with the terms of the plan, as approved by shareholders through Postal Ballot on 2nd December 2021, designated employees with the Company may be granted options to purchase equity shares.
Each employee share option converts into one equity share of the Parent Company on exercise. The options carry neither rights to dividends nor voting rights. Options may be exercised at any time during the set exercise period. The Options not exercised within the Exercise Period shall lapse and the Employee shall have no right over such lapsed or cancelled Options. Options stands cancelled if the employee leaves the Company before the options vest.
Appraisal process for determining the eligibility of the Employees will be based on designation, criticality, high potential, performance linked parameters such as work performance and such other criteria as may be determined by the Committee at its sole discretion, from time to time.
The Company has reversed expenses of C0.33 Crore and C0.14 Crore related to equity-settled share-based payment transactions in 2025-26 and 2024-25 respectively on a net basis after considering recharge of C0.21 Crore and C1.08 Crore respectively from subsidiary companies for the grant of shares to the employees of subsidiary companies.
During the current year the Tranche 1 of ESOP scheme is lapsed and company has transferred the amount of Stock option outstanding Reserve to Retained Earnings.
Note 39: Financial Instruments
39.1 Capital Management :
The primary objective of the Company's capital management is to maximise shareholder value. The Company manages its capital structure and makes adjustments in the light of changes in economic environment and the requirements of the financial covenants.
The Company monitors capital using a gearing ratio, which is net debt divided by total capital plus net debt. The Company includes within net debt, interest bearing loans and borrowings less cash and short-term deposits (including other bank balance). The Company is not subject to any externally imposed capital requirement.
In order to achieve this overall objective, the Company's capital management, amongst other things, aims to ensure that it meets financial 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 call loans and borrowings. There have been no breaches in the financial covenants of any interestbearing loans and borrowing in the current period. No changes were made in the objectives, policies or processes for managing capital during the years ended March 31, 2026 and March 31, 2025.
Carrying amounts of cash and cash equivalents, trade receivables, loans and trade payables as at March 31, 2026 and March 31, 2025 approximate the fair value. Difference between carrying amounts and fair values of bank deposits, earmarked balances with banks, other financial assets, other financial liabilities and borrowings subsequently measured at amortised cost is not significant in each of the years presented.
39.3 Financial risk management objectives
The Company's corporate treasury function provides services to the business, coordinates access to domestic and international financial market, monitors and manages the financial risks relating to the operations of the Company through internal risk reports which analyse exposures by degree and magnitude of the risk. These risks include market risk (including currency risk, interest rate risk and other price risk), credit risk and liquidity risk.
39.3.1 Market Risk management
Market risk refers to the possibility that changes in the market rates may have impact on the Company's profit before tax or the value of its holding of financial instruments. The Company is exposed to market risks on account of foreign exchange rates, interest rates and underlying investment prices.
The Company's activities expose it primarily to the financial risks of changes in foreign currency exchange rates and investment prices.
(a) Foreign currency exchange rate risk:
The Company's foreign currency risk arises from its foreign operations and foreign currency transactions. The fluctuation in foreign currency exchange rates may have potential impact on the statement of profit and loss & equity, where any transaction references more than one currency or where assets/ liabilities are denominated in a currency other than the functional currency of the Company.
Since a major part of the Company's revenue and its costs are in Indian Rupees, any movement in currency rates would not have major impact on the Company's performance. Consequently, the overall objective of the foreign currency risk management is to minimize the short term currency impact on its revenue and cash-flow in order to improve the predictability of the financial performance.
(b) Interest rate risk
Interest rate risk refers to the possibility that the fair value or future cash flows of a financial instrument will fluctuate because of changes in market interest rate. The Company's policy is to maintain a balance of fixed and floating interest rate borrowings and the proportion of floating rate debt is determined by current market interest rates. The borrowings of the Company are principally denominated in Indian Rupees with mix of fixed and floating rates of interest. These exposures are reviewed by appropriate levels of management at regular interval. The Company has outstanding variable rate borrowings of C226.57 Crore and C210.95 Crore at the end of March 31, 2026 and March 31, 2025 respectively. The Company has outstanding fixed rate borrowings of C13.22 Crore and C9.79 Crore at the end of March 31, 2026 and March 31, 2025 respectively.
(c) Commodity price risk
The Company is exposed to price volatality of certain commodities being raw materials for which the Company has developed risk management framework aimed at prudently managing the risk arising from volatility in commodity prices. The commodity risk is managed by entering into procurement contracts for the commodities either in advance or on a back to back basis at or about the same price levels basis which the sales orders are booked.
(d) Other price risk
The Company is not exposed to price risks arising from its investments.
39.3.2 Credit risk management
Credit risk is the risk of financial loss arising from counterparty failure to repay or service debt according to the contractual terms or obligations. Credit risk encompasses of both, the direct risk of default and the risk of deterioration of creditworthiness as well as concentration of risks. Financial instruments that are subject to concentrations of credit risk materially consists of trade receivables.
All trade receivables are subject to credit risk exposure. The Company's exposure to credit risk is influenced mainly by the individual characteristics of each customer. The demographics of the customer, including the default risk of the industry and country, in which the customer operates, also has an influence on credit risk assessment. Credit risk is managed through established policies, controls relating to credit approvals and procedures for continuously monitoring the creditworthiness of customers to which the Company grants credit terms in the normal course of business. The Company does not have significant concentration of credit risk related to trade receivables except the details given below for the customers contribute to more than 5% of total outstanding accounts receivable as at any reporting period end. For expected credit loss on trade receivables refer note 16.
At March 31, 2026, the Company has 5 customers (March 31, 2025: 6 customers) that owed the Company amounting to C98.87 Crore (March 31, 2025: C67.29 Crore) aggregating to 73% (March 31, 2025: 61%) of the total amount receivable.
Exposure to credit risk:
The carrying amount of financial assets represents the maximum credit exposure. The maximum exposure to credit risk is C488.12 Crore and C348.99 Crore as at March 31, 2026 and March 31, 2025 respectively, being the total of the carrying amount of balances with banks, bank deposits, trade receivables, other financial assets and investments excluding investments in subsidiary companies, and these financial assets are of good credit quality including those that are past due.
39.3.3 Liquidity risk management:
Ultimate responsibility for liquidity risk management rests with the Board of Directors, which has established an appropriate liquidity risk management framework for the management of the Company's short, medium and long-term funding and liquidity management requirements. The Company manages liquidity risk by maintaining adequate reserves and banking facilities by continuously monitoring forecast and actual cash flows, and by matching the maturity profiles of financial assets and liabilities.
The following tables detail the Company's remaining contractual maturity for its non-derivative financial liabilities with agreed repayment periods. The tables have been drawn up based on the undiscounted cash flows of financial liabilities based on the earliest date on which the Company can be required to pay. The table below include only principal cash flows in relation to non-derivative financial liabilities.
The remuneration of directors and key executives is determined by the remuneration committee having regard to the performance of individuals and market trends.
Transactions / balances with related party having equal to / exceeding 10% of each nature of transactions is considered as material and have been disclosed separately as above.
The Company has given guarantee to bankers for the loans taken by a subsidiary as mentioned in note 24.2.
Terms and conditions of transactions with related parties
Outstanding balances of related parties at the year end are unsecured and settlement occurs in cash. There have been no guarantees provided or received for any related party receivables or payables. During the current year, the Company has not recorded any impairment of receivables relating to amounts owed by related parties. This assessment is undertaken each financial year through examining the financial position of the related party and the market in which the related party operates.
Note 45: Other Statutory Information
45.1 a) The Company did not have any Benami property, where any proceeding has been initiated or
pending against the Company for holding any Benami property.
b) The Company did not have any transactions with companies struck off.
c) The Company did not have any charges or satisfaction which is yet to be registered with ROC beyond the statutory period.
d) The Company has not been declared wilful defaulter by any bank or financial institution or other lender.
e) The Company has not traded or invested in Crypto currency or Virtual Currency during the financial year.
f) The Company has not advanced or loaned or invested funds to any other person(s) or entity(ies), including foreign entities (Intermediaries) with any oral or written understanding that the Intermediary shall:
(i) 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
(ii) provide any guarantee, security or the like to or on behalf of the Ultimate Beneficiaries.
g) The Company has not received any fund from any person(s) or entity(ies), including foreign entities (Funding Party) with any oral or written understanding (whether recorded in writing or otherwise) that the Company shall:
(i) 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
(ii) provide any guarantee, security or the like on behalf of the Ultimate Beneficiaries,
h) The Company has no such transactions which are 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.
45.2 The Ministry of Corporate Affairs(MCA) has issued a notification (Companies (Accounts) Amendments Rules,2021) which is effective from April 01,2023, state that every Company registered in India which uses accounting software for maintaining its books of account shall use only such accounting software which has a feature of recording audit trail of each and every transaction, and further creating an edit log of each change made in the books of account along with the date when such changes were made and ensuring that the audit trail cannot be disabled.
The Company has used accounting software Infor LN for maintaining its books of account which has a feature of recording audit trail (edit log) facility and the same has operated throughout the year for all relevant transactions recorded in the software, except that the relevant information regarding the audit trail feature at the database level is not available from the SOC report. Further no instance of audit trail feature being tampered with was noted in respect of accounting software(s) where the audit trail has been enabled. Additionally, the audit trail of prior year(s) has been preserved by the Company as per the statutory requirements for record retention to the extent it was enabled and recorded in the respective years. There has been no change in the accounting software used by the Company i.e. Infor LN as compared with the previous year.
45.3 The Company evaluates events and transactions that occur subsequent to the balance sheet date but prior to the approval of financial statements to determine the necessity for recognition and / or reporting of subsequent events and transactions in the financial statements. As of May 21, 2026 there were no subsequent events and transactions to be recognised or reported that are not already disclosed.
Note 46: Segment Information
As per Ind AS 108 Operating Segments issued by the Institute of Chartered Accountants of India, if financial statements contains standalone financial statements and consolidated financial statements, no separate disclosure on segment information is required to be given in the standalone financial statements. Accordingly, segment information has been given in the Consolidated Financial Statements of the Company.
Note 47: Exceptional Items
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 has published Central Rules and FAQs to enable assessment of the financial impact due to changes in regulations. The Company has assessed the financial implications of these changes on the basis of legal opinion obtained and the best information available, consistent with the guidance provided by the Institute of Chartered Accountants of India which has resulted in increase in gratuity and leave liability by C12.69 Crores. Considering the impact arising out of an enactment of the new legislation is an event of non-recurring nature, the Company has presented this incremental amount under Exceptional Items for the year ended March 31, 2026. 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 based on such developments as needed.
Note 48: Proposed Dividend
The Board of Directors, in their meeting held on May 21, 2026 have recommended a final dividend of C 1 per share, subject to approval by shareholders of the Company.
Note 49: Approval of financial statements
The financial statements for the year ended March 31, 2026 were approved for issue by the Board of Directors on May 21, 2026.
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