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Uniphos Enterprises Ltd. Notes to Accounts
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You can view the entire text of Notes to accounts of the company for the latest year
Market Cap. (Rs.) 605.19 Cr. P/BV 0.25 Book Value (Rs.) 351.65
52 Week High/Low (Rs.) 158/88 FV/ML 2/1 P/E(X) 29.22
Bookclosure 17/07/2026 EPS (Rs.) 2.98 Div Yield (%) 4.02
Year End :2026-03 

g) Provisions

Provisions are recognised when the Company has a present obligation (legal or constructive) as a result of a past event,
it is probable that an outflow of resources embodying economic benefits will be required to settle the obligation and a
reliable estimate can be made of the amount of the obligation. When the Company expects some or all of a provision to be
reimbursed, for example, under an insurance contract, the reimbursement is recognised as a separate asset, but only when
the reimbursement is virtually certain. The expense relating to a provision is presented in the statement of profit and loss
net of any reimbursement.

If the effect of the time value of money is material, provisions are discounted using a current pre-tax rate that reflects, when
appropriate, the risks specific to the liability. When discounting is used, the increase in the provision due to the passage of
time is recognised as a finance cost. Provisions are reviewed at each balance sheet and adjusted to reflect the current best
estimates.

h) Financial instruments

A financial instrument is any contract that gives rise to a financial asset of one entity and a financial liability or equity
instrument of another entity.

Financial assets

Initial recognition and measurement

The Company recognizes financial assets in its balance sheet when it becomes party to the contractual provisions of the
instruments.

All financial assets are recognised initially at fair value, plus, in the case of financial assets not recorded at fair value through
profit or loss, transaction costs that are attributable to the acquisition of the financial asset.

The Group holds derivative financial instruments which are not designated as hedging instruments and are initially measured
at fair value. Subsequent to initial recognition, derivatives are measured at fair value, and changes therein are generally
recognised in profit or loss.

Subsequent measurement

For purposes of subsequent measurement, financial assets are classified in following categories:

- Debt instruments measured at fair value through other comprehensive income (FVTOCI)

- Debt instruments measured at fair value through profit or loss (FVTPL)

- Debt instruments measured at amortized cost

- Financial assets measured at amortized cost

- Financial assets measured at fair value through other comprehensive income (FVTOCI)

Presently the Company has no debt instruments measured at amortized cost or FVTPL or FVTOCI
Financial assets measured at amortized cost

A financial asset is measured at the amortized cost if both the following conditions are met :

a) The Company's business model objective for managing the financial assets is to hold financial assets in order to
collect contractual cash flows and,

b) The contractual terms of the financial asset give rise on specified dates to cashflow that are solely payments of
principal and interest on the principal amount outstanding.

Equity investments

All equity investments in scope of Ind AS 109 are measured at fair value. Equity instruments which are held for trading are
classified as at FVTPL. For all other equity instruments, the Company may make an irrevocable election to present in other
comprehensive income or statement of profit and loss, subsequent changes in the fair value. The Company makes such
election on an instrument-by-instrument basis. The classification is made on initial recognition.

If the Company decides to classify an equity instrument as at FVTOCI, then all fair value changes on the instrument,
excluding dividends, are recognized in OCI. There is no recycling of the amounts from OCI to the statement of profit and
loss, even on derecognition of investment. However, the Company may transfer the cumulative gain or loss within equity.

Equity instruments included within the FVTPL category are measured at fair value with all changes recognized in the
statement of profit and loss.

De-recognition

A financial asset (or, where applicable, a part of a financial asset or part of a company of similar financial assets) is primarily
de-recognised (i.e. removed from the Company's balance sheet) when:

- The contractual rights to receive cash flows from the asset have expired, or

- The company has transferred its rights to receive cash flows from the asset or has assumed an obligation to pay the
received cash flows in full without material delay to a third party under a 'pass-through' arrangement' and either
(a) the company has transferred substantially all the risks and rewards of the asset, or (b) the company has neither
transferred nor retained substantially all the risks and rewards of the asset, but has transferred control of the asset.

When the company has transferred its rights to receive cash flows from an asset or has entered into a pass-through
arrangement, it evaluates if and to what extent it has retained the risks and rewards of ownership. When it has neither
transferred nor retained substantially all of the risks and rewards of the asset, nor transferred control of the asset, the
company continues to recognise the transferred asset to the extent of the Company's continuing involvement. In that case,
the company also recognizes an associated liability. The transferred asset and the associated liability are measured on a basis
that reflects the rights and obligations that the Company has retained.

Continuing involvement that takes the form of a guarantee over the transferred asset is measured at the lower of the
original carrying amount of the asset and the maximum amount of consideration that the company could be required to
repay.

Impairment of financial assets

In accordance with Ind AS 109, the company applies expected credit loss (ECL) model for measurement and recognition of
impairment loss on the following financial assets and credit risk exposure:

a) Financial assets that are debt instruments, and are measured at amortized cost e.g., loans, debt securities, deposits,
trade receivables and bank balance

b) Trade receivables or any contractual right to receive cash or another financial asset that result from transactions that
are within the scope of Ind AS 18 (referred to as 'contractual revenue receivables' in these financial statements)

c) Financial guarantee contracts which are not measured as at FVTPL

The company follows 'simplified approach' for recognition of impairment loss allowance on:

- Trade receivables and

- Other receivables

The application of simplified approach does not require the company to track changes in credit risk. Rather, it recognizes
impairment loss allowance based on lifetime ECLs at each reporting date, right from its initial recognition.

For recognition of impairment loss on other financial assets and risk exposure, the company determines that whether
there has been a significant increase in the credit risk since initial recognition. If credit risk has not increased significantly,
12-month ECL is used to provide for impairment loss. However, if credit risk has increased significantly, lifetime ECL is used.
If, in a subsequent period, credit quality of the instrument improves such that there is no longer a significant increase in
credit risk since initial recognition, then the entity reverts to recognising impairment loss allowance based on 12-month
ECL.

Lifetime ECL are the expected credit losses resulting from all possible default events over the expected life of a financial
instrument. The 12-month ECL is a portion of the lifetime ECL which results from default events that are possible within 12
months after the reporting date.

ECL is the difference between all contractual cash flows that are due to the company in accordance with the contract and
all the cash flows that the entity expects to receive (i.e., all cash shortfalls), discounted at the original EIR. When estimating
the cash flows, an entity is required to consider:

- All contractual terms of the financial instrument (including prepayment, extension, call and similar options) over the
expected life of the financial instrument. However, in rare cases when the expected life of the financial instrument
cannot be estimated reliably, then the entity is required to use the remaining contractual term of the financial
instrument.

- Cash flows from the sale of collateral held or other credit enhancements that are integral to the contractual terms.

- Financial assets measured as at amortized cost, contractual revenue receivables and lease receivables: ECL is presented
as an allowance, i.e., as an integral part of the measurement of those assets in the balance sheet. The allowance
reduces the net carrying amount. Until the asset meets write-off criteria, the company does not reduce impairment
allowance from the gross carrying amount.

i) Financial liabilities

Initial recognition and measurement

All financial liabilities are recognised initially at fair value and, in the case of loans and borrowings and payables, net of
directly attributable transaction costs.

The Company's financial liabilities include only trade and other payables.

Subsequent measurement

The measurement of financial liabilities depends on their classification, as described below:

Financial liabilities at fair value through profit or loss

Financial liabilities at fair value through profit or loss include financial liabilities held for trading and financial liabilities
designated upon initial recognition as at fair value through profit or loss. Financial liabilities are classified as held for trading
if they are incurred for the purpose of repurchasing in the near term.

De-recognition

A financial liability is derecognised when the obligation under the liability is discharged or cancelled or expires. When an
existing financial liability is replaced by another from the same lender on substantially different terms, or the terms of
an existing liability are substantially modified, such an exchange or modification is treated as the de-recognition of the
original liability and the recognition of a new liability. The difference in the respective carrying amounts is recognised in the
statement of profit and loss.

Offsetting of financial instruments

Financial assets and financial liabilities are offset and the net amount is reported in the standalone balance sheet if there
is a currently enforceable legal right to offset the recognised amounts and there is an intention to settle on a net basis, to
realise the assets and settle the liabilities simultaneously.

j) Cash and cash equivalents

Cash and cash equivalent in the balance sheet comprise cash at banks and on hand and short-term deposits with an original
maturity of three months or less, which are subject to an insignificant risk of changes in value.

For the purpose of the statement of cash flows, cash and cash equivalents consist of cash and short-term deposits, as defined
above, net of outstanding bank overdrafts as they are considered an integral part of the Company's cash management.

k) TaxesCurrent income tax

Current income tax assets and liabilities are measured at the amount expected to be recovered from or paid to the taxation
authorities in accordance with the Income-tax Act, 1961. The tax rates and tax laws used to compute the amount are those
that are enacted or substantively enacted, at the reporting date.

Current income tax relating to items recognised outside profit or loss is recognised outside profit or loss (either in other
comprehensive income or in equity). Current tax items are recognised in correlation to the underlying transaction either in
OCI or directly in equity. Management periodically evaluates positions taken in the tax returns with respect to situations in
which applicable tax regulations are subject to interpretation and establishes provisions where appropriate.

Deferred tax

Deferred tax is provided using the liability method on temporary differences between the tax bases of assets and liabilities
and their carrying amounts for financial reporting purposes at the reporting date.

Deferred tax liabilities are recognised for all taxable temporary differences, except:

- When the deferred tax liability arises from the initial recognition of goodwill or an asset or liability in a transaction that
is not a business combination and, at the time of the transaction, affects neither the accounting profit nor taxable
profit or loss

- In respect of taxable temporary differences associated with investments in subsidiaries, associates and interests in
joint ventures, when the timing of the reversal of the temporary differences can be controlled and it is probable that
the temporary differences will not reverse in the foreseeable future

Deferred tax assets are recognised for all deductible temporary differences, the carry forward of unused tax credits and any
unused tax losses. Deferred tax assets are recognised to the extent that it is probable that taxable profit will be available
against which the deductible temporary differences, and the carry forward of unused tax credits and unused tax losses can
be utilised, except:

- When the deferred tax asset relating to the deductible temporary difference arises from the initial recognition of an
asset or liability in a transaction that is not a business combination and, at the time of the transaction, affects neither
the accounting profit nor taxable profit or loss.

The carrying amount of deferred tax assets is reviewed at each reporting date and reduced to the extent that it is no
longer probable that sufficient taxable profit will be available to allow all or part of the deferred tax asset to be utilised.
Unrecognised deferred tax assets are re-assessed at each reporting date and are recognised to the extent that it has become
probable that future taxable profits will allow the deferred tax asset to be recovered.

Deferred tax assets and liabilities are measured at the tax rates that are expected to apply in the year when the asset is
realized or the liability is settled, based on tax rates (and tax laws) that have been enacted or substantively enacted at the
reporting date.

Deferred tax relating to items recognised outside profit or loss is recognised outside profit or loss (either in other
comprehensive income or in equity). Deferred tax items are recognised in correlation to the underlying transaction either in
OCI or directly in equity.

l) Earning per share

Basic earnings per share are calculated by dividing the net profit or loss for the period attributable to equity shareholders
by the weighted average number of equity shares outstanding during the period.

For the purpose of calculating diluted earnings per share, the net profit or loss for the period attributable to equity
shareholders and the weighted average number of shares outstanding during the period are adjusted for the effects of all
dilutive potential equity shares.

m) Segment Reporting:

Based on "Management Approach" as defined in Ind AS 108 -Operating Segments, the Chief Operating Decision Maker
evaluates the Company's performance and allocates the resources based on an analysis of various performance indicators
by business segments. Inter segment sales and transfers are reflected at market prices.

Unallocable items includes general corporate income and expense items which are not allocated to any business segment.
Segment Policies:

The Company prepares its segment information in conformity with the accounting policies adopted for preparing and
presenting the financial statements of the Company as a whole. Common allocable costs are allocated to each segment on
an appropriate basis.

n) Contingent Liability and Contingent assets

A contingent liability is a possible obligation that arises from past events whose existence will be confirmed by the
occurrence or non—occurrence of one or more uncertain future events not wholly within the control of the Company or a
present obligation that is not recognized because it is not probable that an outflow of resources will be required to settle
the obligation. A contingent liability also arises in extremely rare cases where there is a liability that cannot be recognized
because it cannot be measured reliably. The Company does not recognize a contingent liability but discloses its existence in
the financial statements.

A contingent asset is not recognised unless it becomes virtually certain that an inflow of economic benefits will arise. When
an inflow of economic benefits is probable, contingent asset are disclosed in the financial statements.

Contingent liabilities and contingent assets are reviewed at each balance sheet date.

o) Borrowing costs

Borrowing costs directly attributable to the acquisition, construction or production of an asset that necessarily takes a
substantial period of time to get ready for its intended use or sale are capitalised as part of the cost of the asset. All other
borrowing costs are expensed in the period in which they occur. Borrowing costs consist of interest and other costs that an
entity incurs in connection with the borrowing of funds. Borrowing cost also includes exchange differences to the extent
regarded as an adjustment to the borrowing costs.

B. Measurement of fair value:

i) Fair value hierarchy

The fair value of investment property has been determined by an external, independent valuer, having appropriate
professional qualifications and recent exposure in the location and category of the property being valued. The fair value
measurement for investment property has been categorized as a level 2 fair value based on the inputs to the valuation
technique used

ii) Valuation technique

The fair value of investment property has been determined by an external, independent valuer based on the market rate
existing at the reporting date. Factors that are considered are mentioned below:

- Effect of rights and interest in properties including beneficial ownership and physical possession.

- Effect of size, location and development of the property.

- Effect of usage of the property for commercial purpose with clear title.

- Effect of overall demand in the area and nature and type of construction in the immediate vicinity and consequential

effect thereof on demand of premise in the area/locality

- Effect of current trends in the property market where the property is located.

(a) Terms/ rights attached to equity shares

The Company has only one class of equity shares having par value of Rs 2 per share. Each holder of equity shares is entitled
to one vote per share.

In the event of liquidation of the Company, the holders of equity shares will be entitled to receive remaining assets of the
Company, after distribution of all preferential amounts. The distribution will be in proportion to the number of equity shares
held by the shareholders.

(a) Securities Premium - Where the Company issues shares at a premium, whether for cash or otherwise, a sum equal to the
aggregate amount of the premium received on those shares shall be transferred to "Securities Premium". The Company may
issue fully paid-up bonus shares to its members out of the securities premium reserve and the Company can use this reserve for
buy-back of shares.

(b) Capital reserve - The Company recognizes profit or loss on purchase, sale, issue or cancellation of the Company's own equity
instruments to capital reserve. The Capital Reserve also includes amounts relating to central and state government subsidies
received in prior years for projects undertaken in backward areas.

(c) General reserve - General Reserve is created out of the profits earned by the Company by way of transfer from surplus in the
statement of profit and loss. The Company can use this reserve for payment of dividend and issue of fully paid-up and not paid-
up bonus shares.

(d) Revaluation reserve - The Company had revalued it's investment properties to recognise it's fair value as on 31 March, 2011,
under Previous GAAP The revaluation was carried out based on valuation report of independent valuers and the appreciation in
the value of the assets is credited to revaluation reserve.

(e) Retained earnings - The amounts represent profits that can be distributed to the shareholders.

(f) Equity Instruments through Other Comprehensive Income (OCI) - Equity Instruments through OCI includes changes due to
remeasurements of equity instruments at fair valuation at each balance sheet date.

(g) Transfer of fair value reserve of equity instruments designated at FVOCI

Based on consent accorded by the shareholders at the AGM held on 20 September 2024, the Company inter-se transferred
9,80,000 (Previous year : 17,80,000) fully paid-up equity hares of face value of Rs. 2 each of UPL Limited to Nerka Chemicals
Private Limited, part of the Promoter and Promoter Group, through block deal on NSE on 26 August, 2025, which was, then 0.12
% of paid-up share capital of UPL Limited, at a market price of Rs.723.05 per equity share.

The gain on disposal of such investment has been transferred to retained earnings from Other Comprehensive Income (OCI) as
per the applicable accounting standard and the accounting policies adopted by the Company.

Terms and conditions of the above financial liabilities:

Trade payables are non-interest bearing and are normally settled on 30-360 days terms
For payables to related parties, refer note 31

For explanations on the Company's credit risk management processes, refer note 34

Disclosure under Ind AS 115 - Revenue from contracts with customers:

a) The management determines that the segment information reported under note 27 Segment reporting is sufficient to
meet the disclosure objective with respect to disaggregation of revenue under Ind AS 115 Revenue from contract with
Customers. Hence, no separate disclosures of disaggregated revenues are reported.

b) The Company's performance obligations are satisfied upon delivery and payments are generally due by 45 to 120 days.

c) There are no contract balances.

d) Reconciliation of revenue from contract with customers with contracted prices:

Note

The contingent liability for income tax is mainly on account of major disallowances /additions made in the assessment proceedings
since AY 1994 - 95 to AY 2021-22 on account of taxability of amount of advance license benefit receivable, pass book benefit
receivable, data access fees paid, deduction in respect of premium paid for lease hold land, benefit claimed u/s.80HHC, benefit
claimed u/s 80IA / IB and other miscellaneous addition / disallowances. The Company has contested all the above issues before
the Income Tax Appellate Tribunal and same are pending before the said authorities for disposal. Agaisnt this, Company has
Income tax assets of Rs. 2,271.47 Lakhs

26. Micro, small and medium enterprises disclosure

The identification of Micro, Small and Medium enterprises is based on the management's knowledge of their status. The
Company has not received any intimation from suppliers regarding their status under the Micro, Small and Medium Enterprises
Development Act, 2006.

27. Segment reporting

The Company is engaged in trading business in India, which in the context of Ind AS - 108 "Operating Segments" is considered to be
its only business segment. The financial statements are reflective of the information required for disclosure under Ind AS 108

28. Based upon the assessment of the Management, also supported by an independent legal opinion, the Company is not a Non

banking finance company and Core Ivestment Company as defined in the regulations made by the RBI.

29. Disclosure on loans received /given and investments made

A) 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(is), 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).

B) 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.

Investments:

Details required u/s 186 have been disclosed in note 4 of the financial statements.

(B) Measurement of fair value:

Valuation techniques and significant unobservable inputs:

(i) Financial instruments measured at fair value

The fair value of the financial assets and liabilities is included at the amount at which the instrument can be exchanged
in a current transaction between willing parties, other than in a forced or liquidation sale. The following methods and
assumptions were used to estimate the fair values:

The management assessed that cash and cash equivalents, trade receivables, trade payables, other financial assets and
other financial liabilities approximate their carrying amounts largely due to the short-term maturities of these instruments.

The fair values of the remaining FVTOCI financial assets are derived from quoted market prices in active markets.

The fair value of mutual funds are based on NAV at the reporting date

(ii) Financial instrument measured at amortized cost:

The carrying amount of financial assets and financial liabilities measured at amortized cost in the financial statements
are reasonable approximation of their fair value since the Company does not anticipate that the carrying amounts
would be significantly different from the value that would eventually be received or settled.

33. Fair Value hierarchy

The following table provides the fair value measurement hierarchy of the Company's assets and liabilities.

The management assessed that cash and cash equivalents, trade receivables, trade payables, other financial assets and other
financial liabilities approximate their carrying amounts largely due to the short-term maturities of these instruments.

The amount of unquoted equity instruments under level 3 of FVTPL financial investment is reduced from Rs. 100.92 Lakhs to Rs,
0.36 lakhs in previous year due to provision of impairment of Rs. 100.56 Lakhs

34. Financial risk management objectives and policies

The Company's principal financial liabilities comprise trade and other payables. The main purpose of these financial liabilities is to
finance the Company's operations. The Company's principal financial assets include loans, trade and other receivables, and cash
and cash equivalents that derive directly from its operations. The Company also holds FVTOCI investments.

The Company is exposed to market risk, credit risk and liquidity risk. The Company's senior management oversees the management
of these risks. The Board of Directors reviews and agrees policies for managing each of these risks, which are summarised below.

Market risk

Market risk is the risk that the fair value of future cash flows of a financial instrument will fluctuate because of changes in market
prices. Market risk comprises three types of risk: interest rate risk, currency risk and other price risk, such as equity price risk.
Financial instruments affected by market risk include FVTOCI investments, FVTPL investments and Loans.

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.

Equity price risk

The Company's listed and non-listed equity securities are susceptible to market price risk arising from uncertainties about future
values of the investment securities. Company's investment in it's group company - UPL limited, which is listed, is significant. As it
is FVTOCI investment, the price fluctuation is accounted in OCI, which doesn't affect the Profit and loss before tax.

Credit risk

Credit risk is the risk that counterparty will not meet its obligations under a financial instrument or customer contract, leading
to a financial loss. The Company is exposed to credit risk from its operating activities from its investing activities, including, all
receivables, deposits with banks and financial institutions and other financial instruments.

Financial instruments and cash deposits

Credit risk from balances with banks and financial institutions is managed by the Company's board of directors. Investments of
surplus funds are made only with approval of Board of directors.

Liquidity risk

Liquidity risk is the risk that the Company will not be able to meet its financial obligations as they fall due. The Company's approach to
managing liquidity is to ensure, 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 risking damage to the Company's reputation.

The Company manages liquidity risk by maintaining adequate reserves, by continuously monitoring forecast and actual cash
flows and matching the maturity profiles of the financial assets and liabilities.

35. Capital management

Capital includes equity attributable to the equity holders to ensure that it maintains an efficient capital structure and healthy
capital ratios in order to support its business and maximise shareholder value. The Company manages its capital structure and
makes adjustments to it, in light of changes in economic conditions or its business requirements. To maintain or adjust the capital
structure, the Company may adjust the dividend payment to shareholders, return capital to shareholders or issue new shares. No
changes were made in the objectives, policies or processes during the year ended 31 March 2026.

37. Other statutory information

(i) The Company has no 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.

(ii) The Company has no transactions with companies struck off under section 248 of the Companies Act, 2013 or section 560
of Companies Act.

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

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

(v) The Company has complied with the number of layers prescribed under clause (87) of section 2 of the Act read with the
Companies Restriction on number of Layers) Rules, 2017.

(vi) Details of satisfaction yet to be updated with Registrar of Company beyond the statutory period:


 
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Compliance Officer: Mukesh Rustagi, Company Secretary, Tel: 011-46890000, Email: mukesh_rustagi80@hotmail.com
For grievances please e-mail at: kkslig@hotmail.com

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