(xvii) Provisions, contingent liabilities and
contingent assets
Provisions are recognized when the Company
has a present (legal or constructive) obligation
as a result of past events, for which it is probable
that an outflow of resources will be required to
settle the obligation and a reliable estimate of the
amount can be made. Provisions required to settle
are reviewed regularly and are adjusted where
necessary to reflect the current best estimates of
the obligation. Provisions are discounted to their
present values, where the time value of money
is material.
Contingent liability is disclosed unless the
likelihood of an outflow of resources is remote
and there is a possible obligation or a present
obligation that may, but probably will not, require
an outflow of resources.
Contingent assets are disclosed only when inflow
of economic benefits is probable and recognized
only when realization of income is virtually certain.
(xviii) Exceptional items
On certain occasions, the size, type, or incidence
of an item of income or expense, pertaining to
the ordinary activities of the Company is such
that its disclosure improves the understanding of
the performance of the Company. Such income
or expense is classified as an exceptional item
and accordingly, disclosed in the notes to the
financial statements.
(xix) Earnings per share
Basic earnings per share is calculated by dividing
the net profit or loss for the year attributable to
equity shareholders (after deducting attributable
taxes) by the weighted average number of equity
shares outstanding during the year. The weighted
average number of equity shares outstanding
during the year is adjusted for events including a
share split or a bonus issue.
For the purpose of calculating diluted earnings per
share, the net profit or loss for the year attributable
to equity shareholders and the weighted average
number of shares outstanding during the year are
adjusted for the effects of all dilutive potential
equity shares.
(xx) Rounding of amounts
All amounts disclosed in the financial statements
and notes have been rounded off to the nearest
millions as per the requirement of Division II of
Schedule Ill, unless otherwise stated.
(xxi) Statement of cash flow
Cash flows are reported using indirect method,
whereby net profits before tax is adjusted for the
effects of transactions of a non-cash nature and
any deferrals or accruals of past or future cash
receipts or payments and items of income or
expenses associated with investing or financing
cash flows. The cash flows from regular revenue
generating (operating activities), investing and
financing activities of the Company are segregated.
(xxii) Critical estimates and judgements
The preparation of financial statements requires the
use of accounting estimates which, by definition,
will seldom equal the actual results. Management
also needs to exercise judgement in applying the
Company's accounting policies. This note provides
an overview of the areas that involved a higher
degree of judgement or complexity, and of items
which are more likely to be materially adjusted due
to estimates and assumptions turning out to be
different than those originally assessed. Detailed
information about each of these estimates and
judgements is included in relevant notes together
with information about the basis of calculation for
each affected line item in the financial statements.
a) Recognition of deferred tax assets - The
extent to which deferred tax assets can be
recognized is based on an assessment of
the probability of the future taxable income
(supported by reliable evidence) against
which the deferred tax assets can be utilized.
b) Evaluation of indicators for impairment
of non-financial assets - The evaluation of
applicability of indicators of impairment of
assets requires assessment of several external
and internal factors which could result in
deterioration of recoverable amount of
the assets.
c) Contingent liabilities - At each balance
sheet date basis the management judgment,
changes in facts and legal aspects, the
Company assesses the requirement of
provisions against the outstanding contingent
liabilities. However, the actual future outcome
may be different from this judgement.
d) Impairment of financial assets - At each
balance sheet date, based on historical
default rates observed over expected life,
existing market conditions as well as forward
looking estimates, the management assesses
the expected credit losses on outstanding
receivables. Further, management also
considers the factors that may influence the
credit risk of its customer base, including
the default risk associated with industry and
country in which the customer operates.
e) Defined benefit obligation (DBO) -
Management's estimate of the DBO is based
on a number of underlying assumptions
such as standard rates of inflation, mortality,
discount rate and anticipation of future salary
increases. Variation in these assumptions may
significantly impact the DBO amount and the
annual defined benefit expenses.
f) Useful lives of depreciable/amortisable
assets - Management reviews its estimate
of the useful lives of depreciable/amortisable
assets at each reporting date, based on the
expected utility of the assets. Uncertainties
in these estimates relate to technical and
economic obsolescence that may change the
utilisation of assets.
g) Leases - The Company evaluates if an
arrangement qualifies to be a lease as per
the requirements of Ind AS 116. Identification
of a lease requires significant Judgment.
The Company uses significant Judgement
in assessing the lease term (including
anticipated renewals) and the applicable
discount rate. The Company determines the
lease term as the non-cancellable period of a
lease, together with both periods covered by
an option to extend the lease if the Company
is reasonably certain to exercise that option;
and periods covered by an option to terminate
the lease if the is reasonably certain not to
exercise that option. In assessing whether the
Company is reasonably certain to exercise an
option to extend a lease, or not to exercise
an option to terminate a lease, it considers all
relevant facts and circumstances that create
an economic incentive for the Company to
exercise the option to extend the lease, or not
to exercise the option to terminate the lease.
The Company revises the lease term if there
is a change in the non-cancellable period of
a lease.
h) Fair value measurements - Management
applies valuation techniques to determine
fair value of equity instruments (where active
market quotes are not available) and stock
options. This involves developing estimates
and assumptions around discount rate,
volatility, dividend yield which may affect the
value of equity instruments or stock options.
i) Goodwill - Management applies discounted
cash flow technique to determine value in
use. This involves developing estimates and
assumptions around growth rate, pre-tax
discount rate and other relevant information
which may affect the fair value.
Estimates and Judgements are continuously
evaluated. They are based on historical
experience and other factors including
expectation of future events that may have
a financial impact on the Company and
that are believed to be reasonable under
the circumstances.
Disclosure related to goodwill impairment:
Goodwill is carried at cost and tested annually for impairment. The above goodwill has arisen through business combination
in previous year (read with note 44). The acquired setup is engaged in the business of dermatology and childcare products
and this setup is separate cash generating unit ('unit'). The other relevant details are as follows:
(i) Impairment testing for goodwill has been carried out considering its recoverable amount which, inter-alia, includes
estimation of value-in-use based on management projections (derived basis market approach). These projections have
been made for the period not exceeding ten years (with terminal value) and considered various factors, such as market
scenario, revenue growth rate and expected cost percentages (basis past experience).
(ii) Considering the overall business and regional market scenario, the projections have been considered for ten years. The
growth rate expected is approx 10.00% (31 March 2025 : 10.00%)
(iii) For arriving at present value, discount rate of 23.50% (31 March 2025 : 20.60%) has been considered and the same has
been determined considering the Weighted Average Cost of Capital (WACC).
Based on the above assessment, no impairment has been recognised during the year. The management has performed
sensitivity analysis around the base assumptions and accordingly concluded that no reasonable changes in key assumptions
would cause the recoverable amount of the respective cash generating unit to be less than the carrying value.
Note:
A Pursuant to the resolution passed by the Board of Directors on 23 October 2024, the Company approved the sub-
division/split of existing equity shares having a face value of f 5 each, fully paid up, into such number of equity shares
having face value of f 2 each fully paid-up. Post approval of shareholders through postal ballot, the Company has
completed the sub-division/split of its shares and the new split value/price of shares has become effective on both stock
exchanges with effect from 08 January 2025.
b) Terms/rights attached to equity shares
The Company has equity shares with voting rights having par value of f 2 per share and having entitlement to vote
accordingly. The Company declares and pays dividends in Indian rupees. The dividend, if any, proposed by the Board
of Directors is subject to the approval of the shareholders in the ensuing Annual General Meeting.
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.
12. Equity share capital (contd.)
e) Aggregate number and class of shares allotted as fully paid up pursuant to contract(s) without payment
being received in cash, by way of bonus shares and shares bought back for the period of 5 years immediately
preceding the balance sheet date
The Company did not issue any shares pursuant to contract(s) without payment being received in cash.
The Company did not issue bonus shares immediately preceding the respected balance sheet date.
The Company has not undertaken buy back of shares. For details, refer note 47.
f) Shares reserved for issue under options
For details of shares reserved for issue under the Employee Stock Option Plan (ESOP) of the Company, refer note 41.
Nature and purpose of other equity
Securities premium
The unutilised accumulated balance represents excess of issue price over face value on issue of shares. This reserve is
utilised in accordance with the provisions of the Act.
General reserve
This represents appropriation of profit and is available for distribution of dividend.
Share options outstanding account
This account used to recognise the grant date fair value of options issued to eligible employees pursuant to the
Company's employee stock option plan.
Share application money received pending allotment
This reserve represents share application money received pending allotment refers to the funds received by the Company
from investors for the issuance of shares, which have not yet been allotted.
Retained earnings
Retained earnings comprises of current year and prior periods undistributed earning or losses after tax.
21.4 evenues aggregating to 19% during the year ended 31 March 2026 (31 March 2025: 17%) are derived from a single
external customer. These revenues are attributed to formulation product line. No other single customers contributed
10 per cent or more to the Company's revenue during the year ended 31 March 2026 and 31 March 2025.
21.5 The performance obligation is fulfilled upon the delivery of the products (formulation or API), with payments
typically due within 90 days of delivery. Certain contracts offer customers volume rebates, resulting in variable
consideration subject to constraints.
(B) Defined benefit plans
(I) Gratuity
The Company provides for gratuity for employees as per the Payment of Gratuity Act, 1972. Employees who are in
continuous service for a period of 5 years are eligible for gratuity.
In accordance with Ind AS 19 "Employee Benefits", an actuarial valuation has been carried out in respect of gratuity.
The discount rate assumed is 6.56% per annum (31 March 2025: 6.54% per annum) which is determined by reference
to market yield on government bonds at the Balance Sheet date.
The retirement age has been considered at 58 years (31 March 2025: 58 years) and mortality table is as per IALM
(2012-14) (31 March 2025: IALM (2012-14)). Weighted average duration are 2.52 years (31 March 2025: 3.26 years).
The withdrawal rate considered in actuarial valuation is 39% (31 March 2025: 30%)
The estimates of future salary increases, considered in actuarial valuation is 7% per annum (31 March 2025: 7%
per annum), taking into account of inflation, seniority, promotion and other relevant factors, such as supply and
demand in the employment market.
The plan assets are maintained with Life Insurance Corporation of India in respect of gratuity scheme for all the
employees of the Company. The details of investments maintained by Life Insurance Corporation are not available
with the Company, hence not disclosed. The expected rate of return on plan assets is 7.63% per annum (31 March
2025: 7.68% per annum).
(C) Risk exposures:
Theses plans typically expose the Company to the following actuarial risks:
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 plans liability.
Interest rate risk : A fall in the discount rate, which is linked, to the government bond rate will increase the present value
of the liability requiring higher provision.
Investment risk : The present value of the defined benefit plan liability is calculated using a discount rate which is
determined by reference to market yields at the end of the reporting period on governments bonds. If the return on
plan asset is below this rate, it will create a plan deficit.
Mortality risk : Since the benefits under the plan is not payable for life time and payable till retirement age only, plan
does not have any longevity risk.
The following methods/assumptions were used to estimate the fair values:
(a) 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. Further, the fair value disclosure of lease liabilities
is not required.
(b) Fair valuation of non-current financial assets has been disclosed to be same as carrying value as there is no significant
difference between carrying value and fair value.
(c) Fair value hierarchy
The following explains the Judgements and estimates made in determining the fair values of the financial instruments
that are recognised and measured at fair value. To provide an indication about the reliability of the inputs used in
determining fair value, the Company has classified its financial instruments into the three levels prescribed under the
accounting standard.
Financial assets and financial liabilities are measured at fair value in the financial statements and are grouped into
three levels of a fair value hierarchy. The three levels are defined based on the observability of significant inputs to the
measurement, as follows:
Level 1: quoted prices (unadjusted) in active markets for financial instruments;
Level 2: inputs other than quoted prices included within Level 1 that are observable for the asset or liability, either directly
or indirectly; or
Level 3: unobservable inputs for the asset or liability.
34. Financial risk management
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, through three layers of defence namely policies and procedures, review mechanism and assurance
aims to maintain a disciplined and constructive control environment in which all employees understand their roles
and obligations. The Audit Committee of the Board of Directors with top management oversees the formulation and
implementation of the risk management policies. The risks and mitigation plans are identified, deliberated and reviewed
at appropriate forums.
The Company has exposure to the following risks arising from financial instruments:
- Credit risk (see (i));
- Liquidity risk (see (ii)); and
- Market risk (see (iii)).
(i) Credit risk
Credit risk is the risk of financial loss to the Company if a customer or counterparty to a financial instrument fails to
meet its contractual obligations, and arises principally from the Company's receivables from customers and other
financial assets. The carrying amount of financial assets represents the maximum credit exposure.
Trade receivables and other financial assets
The Company has established a credit policy under which each new customer is analysed individually for
creditworthiness before the Company's standard 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.
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 institutional or dealers or end-user customer,
their geographic location, industry, trade history with the Company and existence of previous financial difficulties.
Credit risk related to the use of treasury instruments arises from transactions with financial institutions involving
cash and cash equivalents and term deposits with banks. The Company does not anticipate any significant risk of
default on these assets.
As at 31 March 2026 and 31 March 2025, the Company does not foresee any risk with the customers, except
accounted for.
Expected credit loss with respect to trade receivables:
With respect to trade receivables, based on internal assessment which is driven by the historical experience/current
facts available in relation to default and delays in collection and is adjusted for forward-looking estimates thereof,
the credit risk for trade receivables is considered low. The Company estimates its allowance for trade receivable
using lifetime expected credit loss. The balance past due for more than 6 months (net of expected credit loss
allowance) is f 2.23 million (31 March 2025: f Nil). The Company recognises allowance for expected credit loss at
full value for disputed receivables and undisputed receivables outstanding for more than one year.
The average credit period generally ranges from 30 to 90 days on sale of products. The Company computes
expected credit loss allowance based on a provision matrix. The provision matrix is prepared based on historically
observed default rates over the expected life of trade receivables and is adjusted for forward-looking estimates. Our
historical experience of collecting receivables indicates a low credit risk. Hence trade receivables are considered to
be a single class of financial assets. The provision matrix for expected credit loss with respect to trade receivables
for balance outstanding from the date of transaction upto six months is 17.73%, more than six months upto 1 year
is 38.77% and over one year is 100%.
Expected credit loss with respect to other financial asset:
The Company recognises expected credit loss ("ECL") allowances on financial assets measured at amortised cost in
accordance with Ind AS 109 - Financial Instruments. Other financial assets comprise security deposits and long-term
bank deposits. These assets are assessed for impairment considering historical recovery experience, contractual
terms, counterparty credit risk characteristics and relevant forward-looking information. As at 31 March 2026, there
has been no significant increase in credit risk since initial recognition. Accordingly, the ECL on such financial assets
is assessed as not material, and no impairment allowance has been recognised
(ii) Liquidity risk
Liquidity risk is the risk that the Company will face in meeting its obligations associated with its financial liabilities.
The Company's approach in managing liquidity is to ensure that it will have sufficient funds to meet its liabilities
when due. In doing this, management considers both normal and stressed conditions. The Company maintained
a cautious liquidity strategy, with a positive cash balance throughout the year ended 31 March 2026 and 31 March
2025. Cash flow from operating activities provides the funds to service the financial liabilities on a day-to-day
basis. The Company regularly monitors the rolling forecasts to ensure it has sufficient cash on an on-going basis to
meet operational needs. Any short-term surplus cash generated, over and above the amount required for working
capital management and other operational requirements, is retained as cash and cash equivalents (to the extent
required) and any excess is invested in interest bearing term deposits with appropriate maturities to optimise the
cash returns on investments while ensuring sufficient liquidity to meet its liabilities.
Exposure to liquidity risk
The following are the remaining contractual maturities of financial liabilities at the reporting date. The amounts are
gross and undiscounted.
34. Financial risk management (contd)(iii) Market risk
Market risk is the risk of loss of future earnings, fair values or future cash flows that may result from adverse changes
in market rates. The Company's size and operations result in it being exposed to currency risk that arise from its
use of financial instruments:
The risk may affect the Company's income and expenses or the value of its financial instruments. The Company's
exposure to and management of such risk is explained below.
Currency risk
The Company is exposed to currency risk to the extent that there is a mismatch between the currencies in which
sales and purchases are denominated and the functional currency of the Company. The currency in which the
Company is exposed to risk is USD.
The Company follows a natural hedge driven currency risk mitigation policy, to the extent possible. Any residual risk
is evaluated and appropriate risk mitigating steps are planned, including but not limited to, entering into forward
contracts and interest rate swaps.
The Company does not have any exposure to currency risk (USD) as on 31 March 2026 and 31 March 2025.
35. Capital management
(a) Risk management
The Company's objective when managing capital are to maintain positive cash flow position. The Company's strategy
is to maintain a reasonable current ratio. The current ratio is as follows:
37. Segment information
The chief operating decision maker (""CODM"") examines the Company's performance from operational perspective
and has identified the pharmaceuticals business as single business segment. The Company is operating in India which
constitutes a single geographical segment. All the assets of the Company are also located in India. Refer note 21 for
revenue in primary geographical markets and other relevant disclosures.
(1) . The sales tax and value added tax matters primarily relate to disputes concerning the applicability and levy of
additional value added tax in respect of procurement transactions undertaken by the Company
(2) . The income tax matters primarily relate to disallowance of share-based payment expenses and certain business
expenditure, including travelling expenses, by the tax authorities, including disallowances made on an estimated basis.
(3) . The customs related matters primarily relate to the levy of additional customs duty on imports arising from
classification-related disputes. These matters involve significant interpretation of the applicable customs laws
and regulations.
(4) . The goods and services tax related matters primarily relate to input tax credit eligibility, reconciliation differences
between GSTR-3B returns and E-way Bill records, and documentary matters relating to substantiation of input
tax credits
Future cash outflows in respect of the above matters are determinable only on receipt of Judgments/decisions pending
at various stages/forums.
The Company believes that none of these matters, either individually or in aggregate, are expected to have any material
impact on its financial statements.
(v) Total of previous year's shortfall: f 3.26 million
(vi) Reason for shortfall: Not applicable
(vii) Nature of CSR activities: The CSR activity focus areas are health, education and livelihood to improve the quality
of the life of the community around the business locations.
(viii) Details of related party transactions: Not Applicable
(ix) Where a provision is made with respect to a liability incurred by entering into a contractual obligation, the
movements in the provision during the year should be shown separately: Not applicable
41. Employee stock option scheme
The Company has a stock option plan in place namely "Jagsonpal Pharmaceuticals Limited Employees Stock Option
Plan 2022 ("JPL ESOP 2022").
The Nomination and Remuneration Committee ('NRC' or 'Committee') of the Board of Directors ('Board') which comprises
a majority of Independent Directors is responsible for administration and supervision of the stock option plan.
Under Plan 2022, up to 65,49,500a stock options can be issued to eligible directors and other specified categories of
employees of the Company.
The details of share options are as follows:
Fair value of options granted:
The weighted average fair value of options granted during the year for Plan 2022 is f 214.19 (31 March 2025: f 178.99)
per option. The fair value at grant date is determined using the Black-Scholes model which takes into account the exercise
price, the term of the option, the share price at grant date, expected price volatility of the underlying share, the expected
dividend yield and the risk free interest rate for the term of the option.
41. Employee stock option scheme (comtd.)
A Pursuant to the resolution passed by the Board of Directors on 23 October 2024, the Company approved the sub-
division/split of existing equity shares having a face value of f 5 each, fully paid up, into such number of equity shares
having face value of f 2 each fully paid-up. Post approval of shareholders through postal ballot, the Company has
completed the sub-division/split of its shares and the new split value/price of shares has become effective on both
stock exchanges with effect from 8 January 2025. Consequently, the number of options and the exercise price have
been restated accordingly.
Note:
(1) During the year, effective 21 November 2025, the Government of India has consolidated multiple existing labour
legislations into a unified framework comprising of 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, collectively referred to as the 'New Labour Codes'. The enactment of these codes has resulted in changes
to the computation of certain employee benefits. The Company has assessed the impact of these changes in
accordance with Ind AS 19 - Employee Benefits and the guidance issued by the Institute of Chartered Accountants of
India (ICAI). The resulting additional employee benefit expense of f 20.79 million, being material and non-recurring,
has been presented under "Exceptional Items" in the financial statements for the year ended 31 March 2026.
(2) During the previous year, the Company had acquired India and Bhutan business of Yash Pharma Laboratories Private
Limited along with their brands and associated trademarks, technical know-how and non-compete under Business
Transfer Agreement ("BTA"), with effect from 01 June 2024, for a purchase consideration of f 940.12 million. The
said business acquisition gives the Company access to dermatology and childcare products and aligns well with
strategic goal to broaden presence in the Indian market. Further, the Company has Involved various external experts
to facilitate the said business combination for providing transaction related services amounting to f 32.85 million,
which has been disclosed as exceptional item.
(3) During the previous year, on 25 February 2025, the Company has entered into a Business Transfer Agreement
("Agreement") for the purchase of gynaecology and dermatology divisions of Resilient Cosme-Ceuticals Private
Limited ("Resilient"). There were condition precedents which were to be complied with before the said Agreement
takes an effect. Subsequent to the year-end, the Company and Resilient have mutually agreed to terminate the
said Agreement, with no liability to each other as certain conditions precedent of the transaction could not be
fulfilled. However, the Company has involved various external experts to facilitate the said business combination for
providing transaction related services amounting to f 2.12 million, which has been disclosed as exceptional item.
(4) During the previous year, on 15 November 2024, the Company has disposed off its Faridabad factory premises to M/s
Regalia Laminates LLP. The Company has received entire consideration of f 410 million. On disposal, the Company
has recognised a profit of f 233.59 million, which has been disclosed as an exceptional item. The corresponding
current tax impact for the said transaction is f 49.73 million along with the reversal of deferred tax liabilities
amounting to f 22.74 million.
(5) During the previous year, the Company has assessed the recoverability of certain property, plant and equipment
and based on the best estimates as per available external and internal information, it has recorded an impairment
of ' 1.75 million, which has been disclosed as an exceptional item.
44. Business combinations
(i) During the previous year, the Company had acquired India and Bhutan business of Yash Pharma Laboratories Private
Limited along with their brands and associated trademarks, technical know-how and non-compete under Business
Transfer Agreement ("BTA"), with effect from 01 June 2024, for a purchase consideration of f 940.12 million. The said
business acquisition gives the Company access to dermatology and childcare products and aligns well with strategic
goal to broaden presence in the Indian market. Further, the Company has Involved various external experts to facilitate
the purchase price allocation for said business combination.
(iv) The goodwill is largely attributable to growth expectations, skill and expertise of the workforce and expected future
profitability of the acquired business. It will not be deductible for tax purposes.
(v) Other information
The acquired business contributed revenue of ' 422.87 million for the year ended 31 March 2025 and if the acquisitions
had occurred on 01 April 2024, revenue for the year ended 31 March 2025 would have been ' 507.44 million.
45 (i) he Company has not advanced or loaned or invested funds to any person or any entity, 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 a 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.
(ii) The Company has not received any fund from any person or any entity, including foreign entities (funding party)
with the understanding (whether recorded in writing or otherwise) that the Company shall:
(a) Directly or indirectly lend or invest in other persons or entities identified in any manner whatsoever by a or
on behalf of the funding party (ultimate beneficiaries); or
(b) Provide any guarantee, security or the like on behalf of the ultimate beneficiaries.
46. The Ministry of Corporate Affairs (MCA) has prescribed a requirement for companies under the proviso to Rule 3(1) of the
Companies (Accounts) Rules, 2014, inserted by the Companies (Accounts) Amendment Rules 2021 requiring companies,
which uses accounting software for maintaining its books of accounts, shall only use such accounting software which
has a feature of recording audit trail of each and every transaction, 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, in respect of financial year commencing on 1 April 2025, has used an accounting software for
maintaining its books of account which have a feature of recording audit trail (edit log) facility and the same has been
operated throughout the year for all relevant transactions recorded in the software except that the audit trail feature
at the database level was enabled only for certain key users up to 31 December 2025 and for all users with effect from
01 January 2026 to log any direct data changes in the accounting records. Further, during the year, the Company did
not come across any instance of audit trail feature being tampered with, other than the instances mentioned above.
Furthermore, other than the instances mentioned above, the audit trail has been preserved by the Company as per the
statutory requirements for record retention from the date it has been enabled. Also, the Company has used a software
for maintaining its employee related records operated by a third-party software service provider with effect from 01
September 2025. The said software has a feature of recording audit trail facility as per the 'Independent Service Auditor's
Assurance Report on the Description of Controls, their Design and Operating Effectiveness' ('Type 2 report' issued in
accordance with SAE 3402, Assurance Reports on Controls at a Service Organization) and the same has been operated
throughout the period for all relevant transactions recorded in the software. However, the said Type 2 report does
not clearly provide any evidence regarding the retention of the records being preserved by the Company as per the
statutory requirements.
47 The Board of Directors, at its meeting held on 12 March 2026, approved a proposal for the buy-back of up to 1,600,000
fully paid-up equity shares of the Company, having a face value of f2 each, at a price of f250 per equity share, on a
proportionate basis, for an aggregate consideration not exceeding f400 million. The proposed buy-back is to be carried
out through the tender offer route, and is approved by the shareholders, in accordance with the provisions of the
Companies Act, 2013 (the "Act") and the Securities and Exchange Board of India (Buy-Back of Securities) Regulations,
2018, as amended (the "SEBI Buy-Back Regulations") subsequent to the year end on 27 April 2026. The buy-back
has been approved for an amount within the maximum permissible limits prescribed under the Act and the SEBI
Buy-Back Regulations.
49. Other statutory information
(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 and outstanding balances during the current as well previous year
with Companies struck off under section 248 of the Companies Act, 2013 or section 560 of Companies Act, 1956.
(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 Crypto currency or Virtual Currency during the financial year.
(v) The Company does not have 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) The Company is not declared willful defaulter by and bank or financials institution or lender during the year.
50 Previous year figures have been regrouped/ reclassified to conform to the current year's classification. The impact of
such reclassification/regrouping is not material to the financial statements.
The above notes including summary of material accounting policies and other explanatory information form an integral
part of the financial statements.
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