In August 2022, management committed to a plan to sell its office building located in Ahmedabad ('Asset'). Efforts to sell this Asset has started and sales is expected by September 2025. There is no impairment loss or cumulative income or expenses included in OCI in relation to the Asset Accordingly, in the earlier year the Asset has been classified as "Assets classified as held for sale" in accordance with Ind AS 105.

(iii) Rights, preference and restriction attached to shares

The Company has only one class of equity shares having a par value of Rs. 10 per share. Accordingly, all equity shares rank equally with regard to dividends and share in the Company's residual assets on winding up. 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 approval of the shareholders (except for interim dividend) in the ensuing Annual General Meeting. In the event of liquidation of the Company, the holders of equity shares 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.

(v) Bonus shares, shares buyback and issue of shares for consideration other than in cash during five years immediately preceding 31 March 2025

During the five years immediately preceding 31 March 2025, neither any bonus shares have been issued nor any shares have been bought back. Further, no shares have been issued for consideration other than cash.

Note 18: Other equity

(i) Capital reserve

Capital reserve represents the forfeited share application money of Rs. 185 received for preferential convertible warrants in 2008-2009 and Rs. 124 received for equity convertible warrant in 2009-2010.

(ii) Securities premium

Securities premium represents the excess consideration received by the Company over the face value of the shares issued to shareholders. This will be utilized in accordance with the applicable provisions of the Companies Act, 2013.

(iii) Capital redemption reserve

Capital redemption reserve is carried forward in the balance sheet of the Company post merger of Parul Chemical Limited into the Company during the year 2010-2011.

(iv) Capital reduction reserve

Capital reduction reserve is carried forward in the balance sheet of the Company post merger of Parul Chemical Limited into the Company during the year 2010-2011.

(v) Amalgamation reserve

Amalgamation reserve is carried forward in the balance sheet of the Company post merger of Parul Chemical Limited into the Company during the year 2010-2011.

(vi) Retained earnings

Retained earnings represents the profits that the Company has earned till date less any transfer to general reserve, less any dividends, or other distributions paid to shareholders.

(vii) Equity instruments through Other Comprehensive Income

The Company has elected to recognize changes in the fair value of certain investments in equity securities of other comprehensive income. These changes are accumulated within the equity instrument through OCI within equity. The company transfers amounts there from to retained earnings when the relevant equity securities are derecognised.

(a) Term loan from SVC Co-operative Bank Ltd. amounting to Rs. 2,161 (31 March 2024: Rs. 2,926) carrying interest rate of 9.75% p.a. (31 March 2024: 10.85%) is secured by exclusive charge by way of hypothecation on all movable property including Plant & Machinery situated at Company's unit at Derabassi, Punjab both present and future. It is further secured by way of equitable mortgage on factory land and building situated at Company's unit at Derabassi, Punjab. The loan is repayable in 34 (31 March 2024: 46) equal monthly installments.

(b) Term loan from HDFC Bank Ltd. amounting to Rs. 2,500 (31 March 2024: Nil) carrying interest rate of 8.75% p.a. (31 March 2024: Nil) is secured by First Pari Passu charge by way of registered mortgage on factory land and building situated at Derabassi, Punjab and First Pari Passu charge with SVC Co-operative Bank Ltd. on moveable fixed assets including plant and machinery situated at Derabassi, Punjab. The loan is repayable in 60 (31 March 2024: Nil) equal monthly installments.

(c) Working capital term loan (WCTL) under emergency credit line guarantee scheme (ECLGS scheme) from SVC Co-operative Bank Ltd. amounting to Rs. 1,156 (31 March 2024: Rs. 1,500) carrying interest rate of 9.25% p.a. (31 March 2024: 9.25%) is secured by 100% guarantee coverage from National Credit Guarantee Trustee Company Limited (NCGTC) and 2nd charge on existing prime & collateral securities of the Company. The loan has a moratorium of 2 years from the date of first disbursement and is thereafter repayable in 36 (31 March 2024: 48) equal monthly installments.

(d) Loan from SVC Co-operative Bank Limited under vehicle finance scheme amounting to Rs. 484 (31 March 2024: 499) carrying interest rate of 8.90% to 10.90% (31 March 2024: 8.75%) is secured by exclusive charge by way of hypothecation of vehicles purchased under said scheme. The loan is repayable in 24 to 54 (31 March 2024: 36 to 45) equal monthly installments.

(e) Inter-corporate deposits amounting to Rs. 1,625 (31 March 2024: INR 1,632) is carrying interest rate of 11.50% p.a (31 March 2024: 12.75% to 16.50% p.a).

(a) Cash credit amounting to Rs. 4,745 (31 March 2024: 3,995) from SVC Co-operative bank Ltd. carrying interest rate of 9.35% p.a. (31 March 2024: 9.90%) is secured by exclusive charge by way of hypothecation on all current assets of the Company, both present and future. It is further secured by exclusive charge by way of registered mortgage on factory land and building situated at Derabassi, Punjab and exclusive charge by way of hypothecation on all movable property, including plant and machinery, situated at Derabassi, Punjab.

(b) Working capital demand loan/ Cash credit amounting to Rs. 3,022 (31 March 2024: 1,506) from Yes Bank Ltd. carrying interest rate of 8.75% / 8.90% p.a. (31 March 2024: 8.85% p.a) is secured by exclusive charge by way of hypothecation on all current assets of the Company, both present and future. It is further secured by exclusive charge by way of registered mortgage on factory land and building situated at Lalru, Punjab and exclusive charge by way of hypothecation on all movable property of the Company (excluding SVC co-operative bank).

(c) Cash credit amounting to Rs. Nil (31 March 2024: Nil) from HDFC bank Ltd. carrying interest rate of 9.00% p.a. (31 March 2024: Nil) is secured by First Pari Passu charge with SVC Bank and Yes Bank on the current assets of the company (present and future), on movable fixed assets First Pari Passu with Yes Bank Ltd, present and future, by way of hypothecation on all movable fixed assets including plant and machinery situated at industrial plot/property situated at Lalru, Punjab and on factory land and building first Pari Passu with Yes Bank Ltd by way of EM/registered mortgage on land and building situated at Lalru, Punjab.

(a) The Company has entered into agreements for leasing office premises on lease and license basis. The leases typically run for a period of 3 to 5 years with no restriction placed upon the Company for entering into said lease.

(b) Lease from Siemens Financial Services Private Limited under lease financing scheme amounting to Rs.15 (31 March 2024 : Rs.73) carrying interest rate of 7.09% (31 March 2024: 7.09%) for purchase of machineries. The lease liabilities is repayable in 3 (31 March 2024 : 15) equal monthly instalments.

(a) During the year, the Company has received demand order from Department of Goods and Services tax (Government of Maharashtra) office of the Dy. commissioner of state tax relating to FY 2019-20 of Rs. 769 including interest and penalty on account of non-payment of Goods and Service Tax on transfer of leasehold right by the Company in that year. Company, after taking view of the their legal counsel has decided to avail benefit of Amnesty Scheme u/s 128A of CGST Act, 2017 and paid Rs. 418 towards full and final settlement of the above demand order. Considering the amount being material for the interim period, the same has been shown as exceptional item in the statement of profit and loss account.

(a) For quoted investments, market value is taken as fair value. The fair value in respect of the unquoted equity investments cannot be reliably estimated. The Company has currently measured them at net book value as per the latest audited financial statements available.

(b) Fair value of non-current financial assets and financial liabilities has not been disclosed as there is no significant differences between carrying value and fair value.

(c) Fair valuation of financial assets and liabilities with short term maturities is considered as approximate to respective carrying amount due to the short term maturities of these instruments.

(d) The Company's non-current borrowings have been contracted at market rates of interest. Accordingly, the carrying value of such non-current borrowings approximates fair value. Further, fair value measurement of lease liabilities is not required.

There are no transfers between level 1, level 2 and level 3 during the current year and previous year

Note 40 (b) : Financial risk management

(i) Risk management framework

The Company's board of directors has overall responsibility for the establishment and oversight of the Company's risk management framework. The Company's risk management policies are established to identify and analyze the risk faced by the Company, to set appropriate risk limits and controls and to monitor risks and adherence to limits. Risk management policies and systems are reviewed regularly to effect changes in market conditions and Company's activities. The Company, through its training and management standards and procedures, aims to maintain discipline and constructive control environment in which all employees understand their roles and obligations.

The Company's audit committee oversees how management monitors compliance with Company's risk management policies and procedures, and reviews the adequacy of the risk management framework in relation to risk faced by the Company. The audit committee is assisted in its oversight role by internal audit. Internal audit undertakes both regular and adhoc reviews of risk management controls and procedures, the result of which are reported to audit committee.

The Company has exposure to the following risks arising from financial instruments:

- Credit risk (see (ii));

- Liquidity risk (see (iii));and

- Market risk (see (iv))

(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. The carrying amount of financial assets represents the maximum credit risk exposure and arises principally from the Company's receivable from customers and loans. The maximum exposure to credit risks is represented by the total carrying amount of these financial assets in the Balance Sheet:

Trade receivables

The Company has established a credit policy under which each new customer is analysed individually for creditworthiness before the payment and delivery terms and conditions are offered. The Company's review includes external ratings, if they are available, financial statements, credit agency information, industry information and business intelligence. Sale limits are established for each customer and reviewed annually. In monitoring customer credit risk, customers are grouped according to their credit characteristics, including whether they are an individual or a legal entity, whether they are a institutional, dealers or end-user customer, their geographic location, industry, trade history with the Company and existence of previous financial difficulties.

The Company based on internal assessment which is driven by the historical experience/ current facts available in relation to default and delays in collection thereof, the credit risk for trade receivables is considered low. The Company estimates its allowance for trade receivable using lifetime expected credit loss. Individual receivables which are known to be uncollectible are written off by reducing the carrying amount of trade receivable and the amount of the loss is recognised in the Statement of Profit and Loss within other expenses.

The loans primarily represents security deposits and advances recoverable. The management believes these to be high quality assets with negligible credit risk. The management believes the parties to which these deposits and loans have been given have strong capacity to meet the obligations and where the risk of default is negligible or nil and accordingly no provision for excepted credit loss has been provided on these financial assets. Credit risk on cash and cash equivalents and bank deposits is limited as the Company generally invests in deposits with banks with high credit ratings assigned by domestic credit rating agencies.

Cash and cash equivalents

The Company holds cash and cash equivalents of Rs. 1,270 at 31 March 2025 (31 March 2024: Rs.617). The cash and cash equivalents are held with scheduled banks.

(iii) 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 assets. The Company's approach to manage liquidity is to have sufficient liquidity to meet it's liabilities when they are due, under both normal and stressed circumstances, without incurring unacceptable losses or risking damage to the Company's reputation.

Management manages the liquidity risk by monitoring cash flow forecasts on a periodic basis and maturity profiles of financial assets and liabilities. This monitoring takes into account the accessibility of cash and cash equivalents and additional undrawn financing facilities. The Company will continue to consider various borrowings or leasing options to maximize liquidity and supplement cash requirements as necessary.

(iv) Market risk

Market risk is the risk that the future cash flows of a financial instrument will fluctuate because of changes in market prices. Market risk comprises two types of risk namely: currency risk and interest rate risk. The objective of market risk management is to manage and control market risk exposures within acceptable parameters, while optimising the return.

(a) Commodity price risk

The Company is exposed to the movement in price of key raw materials in domestic and international markets. The Company has in place policies to manage exposure to fluctuations in the prices of the key raw materials used in operations. The Company manages fluctuations in raw material price through hedging in the form of advance procurement when the prices are perceived to be low and also enters into advance buying contracts as strategic sourcing initiative in order to keep raw material prices under check to the extent possible.

(b) Interest rate risk

Interest rate risk is the risk that the future cash flows of a financial instrument will fluctuate because of changes in market interest rates. The Company's exposure to the risk of changes in market interest rates relates primarily to the Company's borrowings with floating interest rates. The Company is exposed to interest rate risk because funds are borrowed at both fixed and floating interest rates. Interest rate risk is measured by using the cash flow sensitivity for changes in variable interest rate. The borrowings of the Company are principally denominated in rupees with a mix of fixed and floating rates of interest. The risk is managed by the Company by maintaining an appropriate mix between fixed and floating rate borrowings. The exposure of the Company's borrowing to interest rate changes as reported to the management at the end of the reporting period are as follows:

c) Foreign currency risk

Foreign currency risk is the risk that the future cash flows of a financial instrument will fluctuate because of changes in foreign exchange rates. The Company is exposed to the effects of fluctuation in the prevailing foreign currency exchange rates on its financial position and cash flows. Exposure arises primarily due to exchange rate fluctuations between the functional currency and other currencies from the Company's operating, investing and financing activities.

Sensitivity analysis

A reasonably possible strengthening (weakening) of the Indian Rupee against below currencies at 31 March 2025 and 31 March 2024 would have affected the measurement of financial instruments denominated in foreign currency and affected Statement of Profit and Loss by the amounts shown below. This analysis is performed on foreign currency denominated

B. Defined contribution plan

a. Provident fund and employee's state insurance

The Company's provident fund scheme and employee's state insurance (ESI) fund scheme are defined contribution plans. Under the scheme, the Company is required to contribute a specified percentage of payroll cost, as specified in the rules of the scheme, to these defined contribution schemes. The contributions to the scheme are charged to the statement of profit and loss in the period when the contributions are due.

b. Superannuation Fund

Superannuation Fund is a defined contribution scheme and contributions to the scheme are charged to the statement of profit and loss in the period when the contributions are due. The scheme is funded with an insurance company in the form of a qualifying insurance policy.

C. Defined benefit plan - Gratuity

The employees' gratuity fund scheme managed by Life Insurance Corporation of India is a defined benefit plan. The present value of obligation is determined based on actuarial valuation using the Projected Unit Credit Method, which recognises each period of service as giving rise to additional unit of employee benefit entitlement and measures each unit separately to build up the final obligation. The Company made annual contributions to the LIC of India of an amount advised by the LIC.

The above defined benefit plan exposes the Company to following risks:

Interest rate risk:

The defined benefit obligation calculated uses a discount rate based on government bonds. If bond yields fall, the defined benefit obligation will tend to increase.

Salary inflation risk:

Higher than expected increases in salary will increase the defined benefit obligation.

Demographic risk:

This is the risk of variability of results due to unsystematic nature of decrements that include mortality, withdrawal, disability and retirement. The effect of these decrements on the defined benefit obligation is not straight forward and depends upon the combination of salary increase, discount rate and vesting criteria. It is important not to overstate withdrawals because in the financial analysis the retirement benefit of a short career employee typically costs less per year as compared to a long service employee.

The Company actively monitors how the duration and the expected yield of the investments are matching the expected cash outflows arising from the employee benefit obligations. The Company has not changed the processes used to manage its risks from previous periods. The funds are managed by specialised team of Life Insurance Corporation of India.

(a) Funding

Gratuity is a funded benefit plan for qualifying employees. 100% of the plan assets are managed by LIC. The assets managed are highly liquid in nature and the Company does not expect any significant liquidity risks.

The above sensitivity analysis are based on a change in an assumption while holding all other assumptions constant. In practice, this is unlikely to occur, and changes in some of the assumptions may be correlated. When calculating the sensitivity of the defined benefit obligation to significant actuarial assumptions the same methods (present value of defined benefit obligation calculated with the projected unit credit method at the end of the reporting period) has been applied as when calculating the defined benefit liability recognised in the balance sheet. The methods and types of assumptions used in preparing the sensitivity analysis did not change compared to the prior period.

(ii) In earlier years, the Directorate of Revenue Intelligence - Kolkata had initiated an inquiry in relation to the manner in which the Company was claiming refund of IGST on input material at the time of export. During the current and previous year, the Company received summons from the office of Central goods and Service tax commissioner, Ludhiana seeking further documents in relation to the above. The Company had in the interim, filed a writ petition in the High court of Punjab and Haryana requesting the court to give suitable directions on the above matter. The next hearing is scheduled on 20 May 2025.

Further, on 1 May 2023, the Company had received a show cause notice dated 24 April 2023 from the office of the Principal Commissioner, Central GST Commissionerate, Ludhiana in relation to refund of Rs 4,496 of IGST wrongly claimed in contravention of Rule 96(10) along with related interest and penalties as applicable for which the Company has obtained the stay from high court for further action by office of central goods and service tax commissioner.

The Company believes, basis legal advice/ Kerala High Court Judgement, that it has not caused any loss to the exchequer and while it was entitled to claim refund in accordance with the laws as applicable and that it has reasonable legal grounds to defend its position as already contained in the writ petition filed with the High Court on this matter in the earlier year.

During the current year, central government has issued a circular in which it is clarified that Exporters who have taken the refund in contravention of rule 96(10) of CGST rules can now pay the GST amount on concerned imports along with interest and in that case the refund already taken under rule 96(10) will not be considered as non compliance of GST rules. Considering the above circular, the company based on its best estimate computed the interest liability of Rs. 598 as at year end in case there is adverse high court ruling in order to regularise the refund taken of INR 4,496 as per GST rules.

(iii) During the earlier years, the Company had received a notice of eviction in relation to the Pune facility which was under a lease arrangement. We have filed an appeal in the Court of district judge Pune in relation to the aforesaid and have received a stay order in relation to the above. There is no update on this matter in the current year. Next hearing is expected to be on 28 July 2025. While the management expects there could be considerable delay in final settlement of the matter and on settlement if decided in the favour of plantif there will be reasonable amount of time allowed to shift the facility or to negotiate commercial settlement with the lessor. Therefore management does not expect significant financial implications at this stage and will be able to make alternate arrangements to mitigate business disruptions, if any.

Notes:

(1) The Company has extended comfort letters to provide continued financial support to its wholly-owned subsidiary to ensure that the subsidiary is able to meet its debts, commitments and liabilities as they fall due and it continues as going concerns.

SD Agchem (Europe) NV, a 100% Wholly Owned Subsidiary entered into a settlement agreement dated 11 December 2023 with ex-shareholders of Sintesis Quimica S.A.I.C, Argentina (erstwhile shareholders') (erstwhile step down subsidiary till September 2017). Under the terms of settlement, a total consideration of INR 1,483 was to be paid by SD Agchem (Europe) NV to the ex- shareholders. Consequential to the same, the Board of Directors had on 14 December 2023 provided guarantee on behalf of SD Agchem (Europe) NV, a 100% Wholly Owned Subsidiary to secure the payment obligations of SD Agchem (Europe) NV upto an amount not exceeding Rs.1500 in relation to the settlement agreement. SD Agchem (Europe) NV had paid a sum of Rs. 1,148 till 31 March 2024 and during the current year the SD Agchem has paid remaining balance of Rs. 335 and payment of guarantee has been fulfilled.

Note 47: Segment Information

The Executive Management Committee (Board of Director and key managerial personnel) monitors the operating results of this segment for the purpose of making decisions about resource allocation and performance assessment. Segment performance is evaluated based on profit or loss and is measured consistently with profit or loss in the financial statements. For management purpose, the Company has identified "Performance Chemicals" as single operating segment.

B) Information about major customers

Revenue from 2 customer of the Company amounting to Rs. 42,549 (previous year: Rs. 38,469) and Rs. 5,968 (previous year: Rs. 12,725) respectively, constitute more than 10% of the total revenue of Company.

Note 48:

As at 31 March 2025, the Company has certain advances recoverable from its wholly owned subsidiary, located outside India, amounting to Rs. 2,076 (previous year Rs. 2,027) against expenses incurred on its behalf and certain dues towards it amounting to Rs. 1,553 (previous year Rs. 1,516)."

The Company is in the process of submitting application with AD Bankers for obtaining approval for settlement/adjustment of these old outstanding receivable and payable. Based on legal opinion obtained management believes exposure of interest and penalty under FEMA regulation is remote.

Note 50: The Company has filed quarterly statement of current assets with banks and these are in agreement with books of account for all three quarters in the current year and all four quarters of previous year. The statements of fourth quarter in current financial year was not yet due.

Note 51: No funds have been advanced or loaned or invested (either from borrowed funds or share premium or any other sources or kind of funds) by the Company to or in any other person(s) or entity(ies), including foreign entities ("Intermediaries") with the understanding, whether recorded in writing or otherwise, that the Intermediary shall lend or invest in party identified by or on behalf of the Company (Ultimate Beneficiaries). The Company has not received any fund from any party(s) (Funding Party) with the understanding that the Company shall whether, directly or indirectly lend or invest in other persons or entities identified by or on behalf of the Company ("Ultimate Beneficiaries") or provide any guarantee, security or the like on behalf of the Ultimate Beneficiaries.

The Company had certain unsettled "advance from customer", "trade payable" and "trade receivables" from an overseas customer which have been outstanding since earlier years. During the earlier year, as a result of product registration regulatory issues faced by the customer, the Company and the customer had preferred to enter into a settlement arrangement pursuant to which the original contract for supply of goods stands terminated. As a result of this termination of contract of supply of goods, the advance received from customer aggregating to Rs. 1,107 (restated in current year) (previous year: Rs. 1,063), previously shown as other current liabilities, was classified as ""other financial liabilities"". Consequentially, during the earlier year, the Company had also recognised Rs. 284 as settlement income (net of certain expenses aggregating to Rs 225 already incurred pursuant to the original contract of supply) within other operating income and had set up a recoverable of Rs. 530 (restated in current year) (previous year: Rs. 509) as ""other financial assets"". Further in earlier years the company had supplied goods and against which trade receivables of Rs. 420 (restated in the current year) (previous year Rs. 403) is outstanding as at the year end.

In view of the settlement agreement made during the earlier year, the Company had filed applications with the Reserve Bank of India through its Authorised dealer Bank of Baroda, Mumbai Branch under the relevant provisions of FEMA seeking to rectify the online records on EDPMS/ ICEGATE portal and condone the unintended delay caused in settling the account due to circumstances beyond the control as well as to seek approval from RBI to set off the related assets and liabilities as shown separately in the financial statement pursuant to the terms of the settlement arrangement.

(i) The Company does not have any Benami property, where any proceeding has been initiated or pending against the Company for holding any Benami property.

(ii) The Company does not have any transactions with companies struck off.

(iii) The Company has not revalued its property, plant and equipment (including right-of-use assets) or intangible assets or both during the current or previous year.

(iv) The Company has not traded or invested in Crypto currency or Virtual Currency during the financial year.

(v) The Company has not any such 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

(vi) None of the entities in the Company have been declared wilful defaulter by any bank or financial institution or government or any government authority.

(vii) The Company has complied with the number of layers prescribed under the Companies Act, 2013.

(viii) The Company has not entered into any scheme of arrangement which has an accounting impact on current or previous financial year.

(ix) The Company including the "Companies in the Group" (as per the provisions of the Core Investment Companies (Reserve Bank) Directions, 2016) do not have any Core Investment Company ("CIC")

Note 55: The Company has established a comprehensive system of maintenance of information and documents as required by the transfer pricing regulation under sections 92-92F of the Income-Tax Act, 1961. Since the law requires existence of such information and documentation to be contemporaneous in nature, the Company continuously updates its documentation for the international transactions entered into with the associated enterprises during the financial year and expects such records to be in existence latest by the due date as required under law. The management is of the opinion that its international transactions are at arm's length so that the aforesaid legislation will not have any impact on the financial statements, particularly on the amount of income tax expense and that of provision for taxation.