2.12 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. 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.
2.13 Contingent Liabilities & Commitments
Disclosure of contingent liability is made when there is a possible obligation arising from past events, the existence of which will be
confirmed only 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 arises from past events where it is either not probable that an outflow of resources embodying
economic benefits will be required to settle or a reliable estimate of amount cannot be made.
Commitments include the amount of purchase order (net of advances) issued to parties for completion of assets.
2.14 Employee Benefits Expense
Short-Term Employee Benefits
The undiscounted amount of short-term employee benefits expected to be paid in exchange for the services rendered by employees
are recognised as an expense during the period when the employees render the services.
Post-Employment Benefits
Defined Contribution Plans
The Company recognises contribution payable to the provident fund scheme as an expense, when an employee renders the related
service. If the contribution payable to the scheme for service received before the balance sheet date exceeds the contribution already
paid, the deficit payable to the scheme is recognised as a liability. If the contribution already paid exceeds the contribution due for
services received before the balance sheet date, then excess is recognised as an asset to the extent that the pre-payment will lead to
a reduction in future payment or a cash refund.
Defined Benefit Plans
The Company pays gratuity to the employees who have completed five years of service with the Company at the time of resignation/
superannuation. The gratuity is paid for every completed year of service as per the Payment of Gratuity Act, 1972. The gratuity liability
amount is contributed to the approved gratuity fund formed exclusively for gratuity payment to the employees. The gratuity fund
has been approved by respective Income Tax authorities. The liability in respect of gratuity and other post-employment benefits is
calculated using the Projected Unit Credit Method and spread over the period during which the benefit is expected to be derived from
employees' services. Remeasurement gains and losses arising from adjustments and changes in actuarial assumptions are recognised
in the period in which they occur in Other Comprehensive Income.
Compensated absences
The Company provides for compensated absences based on the actuarial valuation carried out at the reporting date. The obligation is
recognised based on the terms of the Company's leave policy and is measured using the projected unit credit method.
The liability is classified as current or non-current based on the Company's right to defer settlement beyond twelve months from the
reporting date. The portion for which the Company has an unconditional right to defer settlement beyond twelve months is classified
as non-current."
2.15 Tax Expenses
i. The tax expenses for the period comprises of current tax and deferred income tax. Tax is recognised in Statement of Profit and Loss,
except to the extent that it relates to items recognised in the Other Comprehensive Income. In which case, the tax is also recognised
in Other Comprehensive Income.
Current Tax
ii. Current tax assets and liabilities are measured at the amount expected to be recovered from or paid to the Income Tax authorities,
based on tax rates and laws that are enacted at the Balance sheet date.
Deferred Tax
Deferred tax is recognised on temporary differences between the carrying amounts of assets and liabilities in the Financial Statements
and the corresponding tax bases used in the computation of taxable profit.
Deferred tax assets are recognised to the extent it is probable that taxable profit will be available against which the deductible
temporary differences, and the carry forward of unused tax losses can be utilised. Deferred tax liabilities and assets are measured at the
tax rates that are expected to apply in the period in which the liability is settled or the asset realised, based on tax rates (and tax laws)
that have been enacted or substantively enacted by the end of the reporting period. The carrying amount of Deferred tax liabilities and
assets are reviewed at the end of each reporting period.
2.16 Foreign Currencies Transactions and Translation
Transactions in foreign currencies are recorded at the exchange rate prevailing on the date of transaction. Monetary assets and
liabilities denominated in foreign currencies are translated at the functional currency closing rates of exchange at the reporting date.
Exchange differences arising on settlement or translation of monetary items are recognised in Statement of Profit and Loss except to
the extent of exchange differences which are regarded as an adjustment to interest costs on foreign currency borrowings that are
directly attributable to the acquisition or construction of qualifying assets which are capitalised as cost of assets.
Non-monetary items that are measured in terms of historical cost in a foreign currency are recorded using the exchange rates at the
date of the transaction. Non-monetary items measured at fair value in a foreign currency are translated using the exchange rates at
the date when the fair value was measured. The gain or loss arising on translation of non-monetary items measured at fair value is
treated in line with the recognition of the gain or loss on the change in fair value of the item (i.e. translation differences on items whose
fair value gain or loss is recognised in Other Comprehensive Income or Statement of Profit and Loss are also recognised in Other
Comprehensive Income or Statement of Profit and Loss, respectively).
In case of an asset, expense or income where a non-monetary advance is paid/received, the date of transaction is the date on which the
advance was initially recognised. If there were multiple payments or receipts in advance, multiple dates of transactions are determined
for each payment or receipt of advance consideration.
Contract Balances
Trade Receivables - A Trade receivable represents the Company's right to an amount of consideration that is unconditional.
Interest Income - Interest Income from a Financial Assets is recognised using effective interest rate method.
Dividend Income - Dividend Income is recognised when the Company's right to receive the amount has been established.
Any Other Income - Income other than Dividend and Interest as described above and any other income covered under other IND-AS
is recognised only when it is reasonable certain that amount will be collected or when amount is actually received by the Company.
2.17 Financial Instruments
i. Financial Assets
a. Initial Recognition and Measurement
Except for Trade Receivables, financial assets are recognised when the Company becomes a party to the contractual provisions
of the instrument and are initially measured at fair value. Transaction costs that are directly attributable to the acquisition or
issue of Financial Assets, which are not at Fair Value through Profit or Loss, are adjusted to the fair value on initial recognition.
Purchase and sale of Financial Assets are recognised using trade date accounting. Trade receivables arising from contracts with
customers are initially recognised at the transaction price determined in accordance with Ind AS 115 - Revenue from Contracts
with Customers, as they generally do not contain a significant financing component.
b. Subsequent Measurement
- Financial Assets measured at Amortised Cost (AC)
A Financial Asset is measured at Amortised Cost if it is held within a business model whose objective is to hold the asset in order
to collect contractual cash flows and the contractual terms of the Financial Asset give rise to cash flows on specified dates that
represent solely payments of principal and interest on the principal amount outstanding.
- Financial Assets measured at Fair Value Through Other Comprehensive Income (FVTOCI)
A Financial Asset is measured at FVTOCI if it is held within a business model whose objective is achieved by both collecting
contractual cash flows and selling Financial Assets and the contractual terms of the Financial Asset give rise on specified dates to
cash flows that represents solely payments of principal and interest on the principal amount outstanding.
- Financial Assets measured at Fair Value Through Profit or Loss (FVTPL)
A Financial Asset which is not classified in any of the above categories are measured at FVTPL. Financial assets are reclassified
subsequent to their recognition, if the Company changes its business model for managing those financial assets. Changes
in business model are made and applied prospectively from the reclassification date which is the first day of immediately
next reporting period following the changes in business model in accordance with principles laid down under Ind AS 109 -
Financial Instruments.
c. Impairment of Financial Assets
In accordance with Ind AS 109, the Company uses 'Expected Credit Loss' (ECL) model, for evaluating impairment of Financial
Assets other than those measured at Fair Value Through Profit and Loss (FVTPL).
Expected Credit Losses are measured through a loss allowance at an amount equal to:
- The 12-months expected credit losses (expected credit losses that result from those default events on the financial
instrument that are possible within 12 months after the reporting date); or
- Full lifetime expected credit losses (expected credit losses that result from all possible default events over the life of the
financial instrument).
For Trade Receivables the Company applies 'simplified approach' which requires expected lifetime losses to be recognised from
initial recognition of the receivables. The Company uses historical default rates to determine impairment loss on the portfolio
of trade receivables. At every reporting date these historical default rates are reviewed and changes in the forward- looking
estimates are analysed if there is a significant change in collection pattern.
For other assets, the Company uses 12 month ECL to provide for impairment loss where there is no significant increase in
credit risk.
ii. Financial Liabilities
a Initial Recognition and Measurement
All Financial Liabilities are recognised at fair value and in case of borrowings, net of directly attributable cost. Fees of recurring
nature are directly recognised in the Statement of Profit and Loss as finance cost.
b Subsequent Measurement
Financial Liabilities are carried at amortised cost using the effective interest method. For trade and other payables maturing
within one year from the balance sheet date, the carrying amounts approximate fair value due to the short maturity of
these instruments.
iii. Derecognition of Financial Instruments
The Company derecognises a Financial Asset when the contractual rights to the cash flows from the Financial Asset expire or
it transfers the Financial Asset and the transfer qualifies for derecognition under Ind AS 109. A Financial liability (or a part of a
Financial liability) is derecognised from the Company's Balance Sheet when the obligation specified in the contract is discharged
or cancelled or expires.
iv. Offsetting
Financial Assets and Financial Liabilities are offset and the net amount is presented in the balance sheet when, and only when,
the Company has a legally enforceable right to set off the amount and it intends, either to settle them on a net basis or to realise
the asset and settle the liability simultaneously.
2.18 Non-current assets held for Sale and Discontinued operations
Assets are classified as non-current assets held for sale if their carrying amount will be recovered principally through a sale transaction
rather than through continuing use and sale is considered highly probable. A sale is considered as highly probable when decision
has been made to sell, assets are available for immediate sale in its present condition, assets are being actively marketed and sale has
been agreed or is expected to be concluded within 12 months of the date of classification. Assets held for sale are neither depreciated
nor amortised.
Assets classified as held for sale are measured at the lower of their carrying amount and fair value less cost of sale and are presented
separately in the Balance Sheet.
For these purposes, sale transactions include exchanges of non-current assets for other non-current assets when the exchange has
commercial substance. The criteria for held for sale/distribution classification is regarded met only when the assets or disposal company
is available for immediate sale/distribution in its present condition, subject only to terms that are usual and customary for sales/
distribution of such assets (or disposal company), its sale/distribution is highly probable; and it will genuinely be sold, not abandoned.
The Company treats sale/distribution of the asset or disposal company to be highly probable when:
- The appropriate level of management is committed to a plan to sell the asset (or disposal company),
- An active programme to locate a buyer and complete the plan has been initiated (if applicable),
- The asset (or disposal company) is being actively marketed for sale at a price that is reasonable in relation to its current fair value,
- The sale is expected to qualify for recognition as a completed sale within one year from the date of classification and
- Actions required to complete the plan indicate that it is unlikely that significant changes to the plan will be made or that the plan
will be withdrawn.
Discontinued operations are excluded from the results of continuing operations and are presented as a single amount as profit or loss
after tax from discontinued operations in the statement of profit and loss. Additional disclosures are provided in Note 48. All other
notes to the financial statements mainly include amounts for continuing operations, unless otherwise mentioned.
2.19 Earnings Per Share
Basic earnings per share is calculated by dividing the net profit after tax by the weighted average number of equity shares outstanding
during the year adjusted for bonus element in equity share if any. Diluted earnings per share adjusts the figures used in determination
of basic earnings per share to take into account the conversion of all dilutive potential equity shares. Dilutive potential equity shares
are deemed converted as at the beginning of the period unless issued at a later date.
2.20 Segment Reporting Policies
Operating segments are reported in a manner consistent with the internal reporting provided to the Chief Operating Decision Maker.
Managing Director of the Company has been identified as being the Chief Operating Decision Maker.
2.21 Dividend Distribution Policy
In accordance with Regulation 43A of the Listing Regulations, the Company has formulated a 'Dividend Distribution Policy. The Dividend
on shares is recorded as a liability on the date of approval by the shareholders and interim dividends are recorded as a liability on the
date of declaration by the Company's Board of Directors. Income tax consequences of dividends on financial instruments classified
as equity will be recognized according to where the entity originally recognized those past transactions or events that generated
distributable profits. The Company declares and pays dividends in Indian rupees. Companies are required to pay / distribute dividend
after deducting applicable taxes. The remittance of dividends outside India is governed by Indian law on foreign exchange and is also
subject to withholding tax at applicable rates.
2.22 Recent accounting pronouncements
The Ministry of Corporate Affairs notified new standards or amendment to existing standards under Companies (Indian Accounting
Standards) Rules as issued from time to time. During the year ended 31 March 2026, MCA has notified following new standards or
amendments to the existing standards which are effective from / after 1 April 2025.
Lack of exchangeability - Amendments to Ind AS 21
MCA vide notification dated 7 May 2025, announced amendments to Ind AS 21, The Effects of Changes in Foreign Exchange Rates,
to specify how an entity should assess whether a currency is exchangeable and how it should determine a spot exchange rate when
exchangeability is lacking. The amendments also require disclosure of information that enables users of its financial statements to
understand how the currency not being exchangeable into the other currency affects, or is expected to affect, the entity's financial
performance, financial position and cash flows.
The amendments are effective from the date of their publication in the Official Gazette, i.e., 7 May 2025. The amendment did not have
any impact on the Company's financial statements as there were no material transactions or balances involving non-exchangeable
currencies during the year.
Classification of Liabilities as Current or Non-current and Non-current Liabilities with Covenants - Amendments to Ind AS 1
MCA via notification dated 13 August 2025 announced amendments to Ind AS 1, Presentation of Financial Statements, which elaborate
on guidance set out in Ind AS 1 by:
? clarifying that the right to defer settlement of a liability for at least 12 months after the reporting period; a) must have substance,
and b) must exist at the end of the reporting period;
? stating that management's expectations around whether the settlement of a liability would be deferred or not, does not impact
the classification of the liability;
? including requirements for liabilities that can be settled using an entity's own instruments; and
? stating that at the reporting date, the entity does not consider covenants that will need to be complied with in the future when
considering the classification of the debt as current or non-current.
In addition, an entity is required to disclose when a liability arising from a loan agreement is classified as non-current and the
entity's right to defer settlement is contingent on compliance with future covenants within twelve months.
The amendments are effective from the date of their publication in the Official Gazette, i.e., 13 August 2025. The amendments
have resulted in additional disclosures (refer Note 14), but have not had an impact on the classification of the Company's
liabilities as at the balance sheet date.
Supplier Finance Arrangements - Amendments to Ind AS 7 and Ind AS 107
MCA via notification dated 13 August 2025 announced amendments to Ind AS 7, Statement of Cash Flows and Ind AS 107, Financial
Instruments: Disclosures which introduced disclosure requirements with the objective to enable users of financial statements to assess
how supplier finance arrangements affect an entity's liabilities, cashflows and exposure to liquidity risk.
The amendments are effective from the date of their publication in the Official Gazette, i.e., 13 August 2025. The amendments do not
have any material impact on the Company's Financial Statements as the Company does not have supplier finance arrangements.
International Tax Reform - Pillar Two Model Rules - Amendments to Ind AS 12
MCA via notification dated 13 August 2025 announced amendments to Ind AS 12, Income Taxes, which includes:
? a temporary exception to the recognition and disclosure of deferred taxes arising from the implementation of the Pillar Two
model rules; and
? additional disclosure requirements targeted at a reporting entity's exposure to income taxes in periods in which the Pillar Two
Model legislation is enacted or substantively enacted but not yet in effect.
The amendments are effective from the date of their publication in the Official Gazette, i.e., 13 August 2025. The amendments
do not have a material impact on the Company's Financial Statements.
2.23 New standards and amendments to existing Standards which are issued but are not yet effective and have not
been early adopted by the Company
Classification of Liabilities as Current or Non-current and Non-current Liabilities with Covenants - Amendments to Ind AS 1
Paragraph 74 of Ind AS 1 currently effective for the year ended 31 March 2026 requires the entity not to classify the liability as current, if
there is a breach of a material covenant of a long-term loan arrangement on or before the end of the reporting period with the effect
that the liability becomes payable on demand on the reporting date, however, the lender agreed, after the reporting period and before
the approval of the financial statements for issue, not to demand payment as a consequence of the breach.
MCA vide notification dated 13 August 2025, has introduced amendment under Paragraph 74 of Ind AS 1 which requires the entity
to classify the liability as current under the aforementioned situation because, at the end of the reporting period, it does not have the
right to defer its settlement for at least twelve months after that date. Such amendment has been made effective for annual reporting
periods beginning on or after 01 April 2026 retrospectively in accordance with Ind AS 8.
The Company does not expect the amendment to have any material impact on its Financial Statements.
5.1 Fixed deposits are under lien against bank guarantees issued in favour of statutory authorities and government authorities/entities.
5.2 In April 2025, the Company acquired Genrx Pharmaceuticals Private Limited (in Liquidation) ("Genrx"), as a going concern basis for a
total consideration of H1085.00 lakhs. Against the same, an advance of H275.00 lakhs had been paid up to 31 March 2025, and additional
payments of H810.00 lakhs have been made during the financial year ended 31 March 2026. On 3 June 2025, the Company filed an
application with the Hon'ble National Company Law Tribunal ('NCLT'), Mumbai, seeking certain reliefs and concessions necessary for the
effective implementation of the acquisition and takeover of Genrx as a going concern. On 31 March 2026, the matter remained reserved
before the Hon'ble NCLT for the final Order. Hence, Genrx has not been considered a subsidiary for consolidation purpose, pending
requisite approvals from the NCLT, as control, defined under Ind AS 110 Consolidated Financial Statements is not established.
12.4 Aggregate number of bonus shares issued, shares issued for consideration other than cash and shares bought
back during the period of five years immediately preceding the reporting date:
The Company has not issued any bonus shares or shares for consideration other than cash, nor has it bought back any of its equity
shares during the period of five years immediately preceding the reporting date.
12.5 Terms and Rights attached to Equity Shares
The Company has only one class of equity shares with a face value of Rs. 5 per share. The Company declares and pays dividends
in Indian rupees. Each holder of equity shares is entitled to one vote per share. The holders of equity shares are entitled to receive
dividends as and when declared by the Company. Final dividends are subject to the approval of the shareholders at the Annual General
Meeting, whereas interim dividends, if any, are declared by the Board of Directors. For details of dividends declared after the reporting
date, refer Note 39.
In the event of liquidation of the company, the holders of equity shares will be entitled to receive remaining assets of the company,
after settlement of all liabilities and preferential amounts, if any. The distribution will be in proportion to the number of equity shares
held by the shareholders.
12.6 Employee Stock Option Scheme
Details of employee stock options granted under the Company's Employee Stock Option Scheme are disclosed in Note 44.
Nature and purpose of each component of other equity :
1. Share Warrants
Share Warrants represent the amount received against convertible equity warrants pending their conversion into equity shares.
The Board of Directors of the Company at its meeting held on 10 July 2024 and the shareholders of the company in Extra-Ordinary
General Meeting ("EGM") held on 07 August 2024 through Video Conferencing ('VC') / Other Audio Visual Means ('OAVM') approved the
issue of 20,79,409 convertible equity warrants at an issue price of Rs. 338 to Person(s) belonging to promoter category as well as non¬
promoter category on preferential basis. Each warrant was convertible into one fully paid-up equity share of face value Rs. 5 each upon
payment of the balance consideration.
During the year ended 31 March 2026, pursuant to exercise of conversion option, the Board of Directors at its meeting held on 18 March
2026 approved the allotment of 20,79,409 fully paid-up Equity Shares against such warrants. Consequently, no share warrants remain
outstanding as at 31 March 2026.
2. Securities Premium
Securities Premium represents the amount received in excess of the face value of equity shares and is utilised in accordance with the
provisions of Section 52 of the Companies Act, 2013.
During the year ended 31 March 2026, upon conversion of 20,79,409 convertible equity warrants into equity shares, securities premium
of Rs. 6,924.43 lakhs was credited to the Securities Premium Account. Share issue expenses amounting to Rs. 10.50 lakhs incurred in
connection with the allotment were adjusted against the Securities Premium Account in accordance with Section 52(2) of the Companies
Act, 2013, resulting in a net addition of Rs. 6,913.93 lakhs during the year.
3. Retained Earnings
Retained earnings represent the accumulated profits of the Company, net of dividends and other distributions to shareholders, transfers
to reserves (if any), and other adjustments recognised directly in equity. The balance is available for distribution as dividends in accordance
with the provisions of the Companies Act, 2013.
4. Share based Compensation Reserve
The Share-based Compensation Reserve represents the cumulative employee compensation expense recognised in respect of equity-
settled share-based payment arrangements in accordance with Ind AS 102 - Share-based Payment. The balance in this reserve is
transferred upon exercise, lapse or forfeiture of the related stock options, as applicable.
5. Remeasurement of Defined Benefit Plans
This reserve comprises actuarial gains and losses arising on remeasurement of the Company's defined benefit obligations and the
remeasurement of plan assets, recognised in Other Comprehensive Income in accordance with Ind AS 19 - Employee Benefits. The
amounts recognised in this reserve are not reclassified subsequently to the Statement of Profit and Loss.
29.1 Corporate Social Responsibility (CSR):
a) CSR obligation and amount required to be spent:
The Company is required to spend towards Corporate Social Responsibility (CSR) activities during the year in accordance with
the provisions of Section 135 of the Companies Act, 2013 read with Schedule VII thereto. The amount required to be spent by the
Company towards CSR activities during the year ended 31 March 2026 was Rs. 94.17 lakhs (Previous Year: Rs. Nil).
Amount approved by the Board of Directors to be spent during the year : Rs. 94.17 lakhs (Previous Year: Rs. Nil).
Note 1: Out of the CSR expenditure incurred during the year ended 31 March 2026, an amount of Rs. 89.22 lakhs has been adjusted
against excess CSR expenditure available for set-off from earlier years. Accordingly, net CSR expenditure of Rs. 4.95 lakhs has been
recognised in the Statement of Profit and Loss during the year.
Note 2: The CSR activities undertaken by the Company during the year were implemented directly by the Company and no amount
was spent through implementing agencies.
There were no transfers between Level 1, Level 2 and Level 3 of the fair value hierarchy during the years ended 31 March 2026 and 31
March 2025.
The Company uses the following hierarchy for determining and disclosing the fair value of financial instruments:
Level 1 - Quoted (unadjusted) prices in active markets for identical assets or liabilities.
Level 2 - Inputs other than quoted prices included within Level 1 that are observable for the asset or liability, either directly or indirectly.
Level 3 - Inputs for the asset or liability that are not based on observable market data (unobservable inputs).
C. Financial risk management
Risk management framework
The Company's activities expose it to a variety of financial risks, including credit risk, liquidity risk and market risk. The objective of the
Company's risk management framework is to identify, evaluate and manage these risks in order to minimise their potential adverse
impact on the Company's financial position, financial performance and cash flows.
The Board of Directors has overall responsibility for establishing and overseeing the Company's risk management framework. Senior
management is responsible for implementing the risk management policies approved by the Board and for monitoring the Company's
exposure to financial risks. Risk management policies are established to identify and analyse the risks faced by the Company, to set
appropriate risk limits and controls, and to monitor compliance with such limits. These policies and systems are reviewed periodically to
reflect changes in market conditions and the Company's business activities.
The Company's principal financial assets comprise investments, trade receivables, cash and cash equivalents, bank balances and other
financial assets. Its principal financial liabilities comprise borrowings, lease liabilities, trade payables and other financial liabilities.
The Company has exposure to the following risks arising from financial instruments:
1. Credit risk
2. Liquidity risk
3. Market risk
1. Credit risk
Credit risk is the risk of financial loss arising from the failure of a customer or counterparty to meet its contractual obligations. The
Company's exposure to credit risk primarily arises from trade receivables, investments, cash and cash equivalents, bank balances
and other financial assets.
The maximum exposure to credit risk at the reporting date is represented by the carrying amount of the respective financial assets
recognised in the Balance Sheet.
Trade receivables
The Company continuously monitors defaults of customers and other counterparties identified either individually or by the
Company and incorporates this information into its credit risk controls. Where available at reasonable cost external credit ratings
and/or reports on customers and other counterparties are obtained and used. The Company's policy is to deal only with creditworthy
counterparties. Management also considers the factors such as the amount and timing of anticipated future payments and any
possible actions that can be taken to mitigate the risk of non-payment. The Company applies the simplified approach prescribed
under Ind AS 109 for measuring expected credit losses ("ECL"), which requires lifetime expected credit losses to be recognised for
all trade receivables.
Cash and bank balances
Credit risk relating to cash and cash equivalents, bank balances and fixed deposits is considered insignificant as these balances
are maintained with banks and financial institutions having good credit ratings. The Company monitors the credit quality of these
counterparties on an ongoing basis and accordingly does not expect any significant credit losses in respect of these financial assets.
Other financial assets
Other financial assets primarily comprise fixed deposits, security deposits, employee advances and other receivables.
Credit risk relating to these financial assets is considered low as they are recoverable based on contractual terms or statutory
provisions. Fixed deposits are placed with banks having high credit standing and employee advances are recovered in accordance
with the Company's policies. Accordingly, management does not expect any material credit losses in respect of these financial assets.
2. Liquidity risk
Liquidity risk is the risk that the Company will encounter difficulty in meeting its financial obligations associated with its financial
liabilities as they become due. The Company manages liquidity risk by maintaining adequate cash and cash equivalents, committed
credit facilities and access to borrowings. Management monitors rolling forecasts of the Company's liquidity position and cash
flows to ensure that sufficient funds are available to meet its operational requirements and financial obligations as they fall due.
The Company maintains funding flexibility through an appropriate mix of short-term and long-term borrowings and committed
credit facilities.
Maturities of financial liabilities
The following table summarises the contractual maturities of the Company's financial liabilities based on the remaining undiscounted
contractual cash flows as at the reporting date.
3. Market risk
Market risk is the risk that the fair value or future cash flows of a financial instrument will fluctuate because of changes in market
prices. Market risk comprises foreign currency risk, interest rate risk and other price risk, including commodity price risk. The
Company's exposure to market risk primarily relates to foreign currency risk and interest rate risk. The Company is not exposed to
other price risk.
a. Foreign Currency Risk
Foreign Currency Risk is the risk that the fair value or future cash flows of a financial instrument will fluctuate because of
changes in foreign exchange rates. The Company's exposure to foreign currency risk primarily arises from export receivables,
import payables and other monetary assets and liabilities denominated in currencies other than the Indian Rupee.
The Company manages its foreign currency exposure by monitoring exchange rate movements on an ongoing basis and
evaluating the need for appropriate risk mitigation measures in accordance with its risk management policies.
The following table presents the Company's significant foreign currency denominated monetary assets and liabilities as at the
reporting date. Exposure to other foreign currencies is not material.
b. 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. The Company's exposure to interest rate risk primarily arises from its floating-rate borrowings.
An increase in interest rates by 100 basis points (1%) would decrease profit before tax and equity by the amounts shown
above. Conversely, a decrease in interest rates by 100 basis points (1%) would increase profit before tax and equity by an equal
amount. The sensitivity analysis is based on the floating-rate borrowings outstanding as at the reporting date and assumes that
all other variables remain constant.
The Company also has a fixed-rate vehicle loan and fixed-rate bank deposits. Since the interest rates on these instruments remain
fixed over their contractual terms, changes in market interest rates do not affect their contractual cash flows. Accordingly, no
interest rate sensitivity analysis has been presented for such instruments.
33 Capital Management
The primary objective of the Company's capital management is to maximize shareholders' value, safeguard the Company's ability to continue
as a going concern, and maintain an optimal capital structure to reduce the overall cost of capital. The Company manages its capital structure
with a focus on maintaining a strong equity base to ensure financial stability, flexibility, and the ability to support future business expansion,
as required.
The Company's capital structure comprises debt and total equity. The Company monitors its capital using a gearing ratio, which is calculated
as total debt divided by total equity. Total debt includes loans and borrowings and lease liabilities.
The Company has not made any changes in its capital management objectives, policies, or processes during the years ended 31 March 2026
and 31 March 2025.
37 Employee Benefits
a Defined benefit plans - Gratuity:
The Company operates a funded gratuity plan for eligible employees in accordance with the provisions of the Payment of Gratuity Act,
1972. The plan provides a lump-sum payment to vested employees at retirement, resignation, death or permanent disablement, based
on the years of service and the last drawn salary. The gratuity plan is funded through a policy with the Life Insurance Corporation of
India (LIC).
viii. Nature of risks associated with the defined benefit plan
The defined benefit plan exposes the Company to the following actuarial risks:
Interest Rate risk:The plan exposes the Company to the risk of fall in interest rates. A fall in interest rates will result in an increase in
the ultimate cost of providing the above benefit and will thus result in an increase in the value of the liability (as shown in financial
statements).
Liquidity Risk: This is the risk that the Company is not able to meet the short-term benefit payouts. This may arise due to non availability
of enough cash / cash equivalent to meet the liabilities or holding of illiquid assets not being sold in time.
Salary Escalation Risk: The present value of the above benefit plan is calculated with the assumption of salary increase rate of plan
participants in future. Deviation in the rate of increase of salary in future for plan participants from the rate of increase in salary used to
determine the present value of obligation will have a bearing on the plan's liability.
Demographic Risk: The Company has used certain mortality and attrition assumptions in valuation of the liability. The Company is
exposed to the risk of actual experience turning out to be worse compared to the assumption.
Asset Liability Mismatching or Market Risk: The duration of the liabilty is longer compared to duration of assets, exposing the
Company to market risk for volatilities/fall in interest rate.
Investment Risk: The probability or likelihood of occurrence of losses relative to the expected return on any particular investment.
b Defined contribution plans:
The Company operates defined contribution plans for eligible employees. Contributions are made to the Provident Fund, Pension Fund,
Employee State Insurance Corporation (ESIC) and Labour Welfare Fund administered by the Government. The Company's obligation is
limited to the amount of contributions made, and it has no further obligation once the contributions have been paid.
The expense recognised in the Statement of Profit and Loss in respect of defined contribution plans is as follows:
38 Research and Development Expenditure:
i. Revenue expenditure on research and development is recognised as an expense in the Statement of Profit and Loss as incurred. Capital
expenditure relating to research and development is capitalised as property, plant and equipment when it meets the recognition criteria
prescribed under the applicable Indian Accounting Standards.
ii. The Company's in-house Research and Development facility is recognised by the Department of Scientific and Industrial Research
(DSIR), Ministry of Science and Technology, Government of India, for the purposes of Section 35(2AB) of the Income-tax Act, 1961. The
approval has been renewed vide Letter No. TU/IV-RD/4031/2025 dated 07 March 2025 and is valid up to 31 March 2028.
39 Event Occurring After Balance Sheet Date
The Board of Directors, at its meeting held on 8 May 2026, recommended a final dividend of Rs. 1.50 per equity share (30% on the face
value of Rs. 5 per equity share) for the financial year ended 31 March 2026. The proposed dividend is subject to the approval of the
shareholders at the ensuing Annual General Meeting and, in accordance with Ind AS 10 - Events after the Reporting Period, has not been
recognised as a liability in these financial statements.
40 Lease
The Company leases various assets, including land and buildings. The lease terms vary depending on the nature of the underlying
asset. The lease arrangements include leasehold land with long-term lease periods and building leases generally ranging from 3 to 5
years. The right-of-use assets and lease liabilities disclosed below exclude short-term leases and leases of low-value assets for which the
recognition exemptions under Ind AS 116 have been applied.
41 Segment Reporting
The Company has determined that it operates in a single reportable business segment in accordance with Ind AS 108 - Operating
Segments. The Company is engaged in the development, manufacture and marketing of Active Pharmaceutical Ingredients (APIs),
intermediates and formulations (finished dosage forms).
The Managing Director of the Company has been identified as the Chief Operating Decision Maker (CODM). The CODM evaluates the
Company's performance, allocates resources and makes strategic decisions based on the financial information of the Company as a
whole. Accordingly, the Company has identified a single reportable operating segment i.e. Pharmaceuticals.
Information relating to geographical areas as required by Ind AS 108 is disclosed in Note 42(a). Further, the Company has evaluated the
requirements of paragraph 34 of Ind AS 108. During the year ended 31 March 2026 (31 March 2025 - Nil), revenue from one external
customer amounted to more than 10% of the Company's total revenue.
Information about the Company's performance obligations is summarised below:
Sale of products:
The Company principally satisfies its performance obligations through the sale of pharmaceutical products. Revenue is recognised at the
point in time when control of the goods is transferred to the customer, which generally occurs upon dispatch from the factory, shipment
of goods, or when the goods are made available to the customer, provided that title has passed to the customer and the Company has
not retained any significant risks and rewards of ownership or continuing managerial involvement. Payment is generally due within 60
to 180 days from the date of shipment or delivery of goods, depending on the product and geographic region. There are no remaining
performance obligation as at 31 March 2026 and 31 March 2025.
Rendering of services:
Revenue from rendering of services is recognised over time by measuring the progress towards complete satisfaction of performance
obligations at the reporting period.
43 Audit Trail
The Ministry of Corporate Affairs (MCA) has prescribed a new 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 account, shall use only 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 uses accounting software for maintaining its books of account which does have a feature of recording audit trail (edit
log) facility except in the case of changes to database. However, no such changes were carried out by the Company during the year.
The audit trail feature remained enabled throughout the year and has been preserved in accordance with the statutory requirements
for record retention.
44 Share based Compensation to employees
The Company has instituted the Bajaj Healthcare Limited Employee Stock Option Scheme, 2024 ("ESOP 2024"), which has been
approved by the shareholders of the Company in the Annual General Meeting on 30 September 2024. The Scheme is administered by
the Nomination and Remuneration Committee (designated as Compensation Committee) in accordance with the provisions of the SEBI
(Share Based Employee Benefits and Sweat Equity) Regulations, 2021.
The objective of the Scheme is to reward key and senior Employees for their association with the Company, their performance as well
as to attract, retain and motivate eligible employees by providing them with an opportunity to contribute in the future growth and
profitability of the Company.
Under the Scheme, stock options are granted to eligible employees and directors as determined by the Nomination and Remuneration
Committee from time to time. Each vested option entitles the holder to subscribe to one equity share of the Company upon payment
of the applicable exercise price and subject to the terms and conditions of the Scheme.
The options granted under the Scheme vest over the specified vesting period, subject to continued employment and fulfilment of other
conditions prescribed under the Scheme. Grant I options vest fully upon completion of one year from the date of grant. Grant II options
vest in graded tranches over the vesting period specified in the respective grant letter, with vesting dates ranging from 17 October 2026
to 17 October 2029. The options granted under the Scheme have a contractual life of five years from the date of respective vesting dates.
The fair value of options granted is determined on the grant date using the Black-Scholes Option Pricing Model and is recognised
as an employee benefits expense over the vesting period, with a corresponding increase in equity under "Employee Stock Options
Outstanding", in accordance with Ind AS 102 - Share-based Payment.
Notes:
a) Post-employment benefits and other long-term employee benefits, including gratuity and compensated absences, are determined
based on actuarial valuation, where applicable. The amounts attributable to individual Key Management Personnel are not
separately identifiable from the actuarial valuation performed on an overall Company basis and, accordingly, have not been
separately allocated to individual KMP.
b) Employee share-based compensation expense arising from employee stock options is determined based on the valuation carried
out under the Company's employee stock option scheme. The amounts attributable to individual Key Management Personnel
are not separately allocated from the share-based payment expense determined for the employee stock option scheme and,
accordingly, have not been separately disclosed under individual KMP compensation.
c) In April 2025, the Company acquired Genrx Pharmaceuticals Private Limited (in Liquidation) ("Genrx"), as a going concern basis for
a total consideration of Rs. 1085.00 lakhs. Against the same, an advance of Rs. 275.00 lakhs had been paid up to 31 March 2025, and
additional payments of Rs. 810.00 lakhs have been made during the financial year ended 31 March 2026.
Subsequently, on 3 June 2025, the Company filed an application with the Hon'ble National Company Law Tribunal ('NCLT'), Mumbai,
seeking certain reliefs and concessions necessary for the effective implementation of the acquisition and takeover of Genrx as a
going concern. On 31 March 2026, the matter remained reserved before the Hon'ble NCLT for the final Order. Hence, Genrx has not
been considered a subsidiary for consolidation purpose, pending requisite approvals from the NCLT, as control, defined under Ind
AS 110 Consolidated Financial Statements is not established.
d) All transactions with related parties are made in the ordinary course of business and the same is at arm's length. Outstanding
balances with related parties are generally unsecured and interest-free unless otherwise stated. The receivables and payables are
expected to be settled in cash within normal operating cycle of the Company. No provisions have been recognized for doubtful
debts in respect of amounts due from related parties.
46 Contingent Liabilities and Capital Commitments
i) Contingent liabilities
Claims against the Company not acknowledged as debts are as follows:
Central Excise Custom Duty, Central Sales Tax, GST Liabilities and Income Tax Liabilities Rs. 617.37 lakhs (Previous year Rs 2,349.55 lakhs)
as listed below. This represents the demands made by authorities which in opinion of the Company are not sustainable and appeals are
pending with appropriate authority.
'Net Operating Income = Profit before tax before exceptional items Finance costs Depreciation and amortisation expense - Other income.
2Total Debt Services = Current maturities of long-term borrowings at the beginning of the year Finance costs.
3Capital employed = Shareholders' Equity - Intangible assets - Intangible assets under development - Deferred Tax Assets (Net) Deferred
Tax Liabilities (Net)
4EBIT represents Earnings Before Interest and Tax, excluding exceptional items and other income.
5Net Profit represents Profit after tax before exceptional items.
1. Wherever, numerator and denominator both are positive, ratio is presented as positive.
2. Wherever, either numerator or denominator or both are negative, ratio is presented as negative
3. To calculate the ratios we have considered the continued operations only.
4. Reasons for more than 25% variance
i) Debt Service Coverage Ratio: The change in DSCR is due to increase in operating profits and decrease in Term loan & finance
costs. This indicates a stronger ability of the company to meet its debt obligations from its operating cash flows.
ii) Return on Equity: The Return on Equity ratio reduced due to a decline in profit during the year on account of an exceptional loss
and due to issuance of shares on conversion of share warrants into Equity.
iii) Net Capital Turnover Ratio: The change in the Net Capital Turnover Ratio is primarily attributable to a significant increase in
working capital driven by expansion in business activities.
iv) Return on Assets: The increase in the Return on Assets ratio is primarily attributable to improved operating profitability during
the year.
48 Discontinued Operations
In the year ended 31 March 2024, the Board of Directors had approved to sale/disposal of undertaking/unit(s) on going concern basis,
situated at plot no. N-92, L-9/3 , T-30, MIDC Tarapur, Taluka- Boisar, District Palghar, Maharashtra and vacant industrial land situated at plot
no. D-2/CH/42 & D-2/CH/43 Dahej industrial area, GIDC, Bharuch, Gujarat (which were acquired under SARFAESI ACT, 2022 from Saraswat
Bank) and plot no.E-62 and E-63 MIDC Tarapur, Taluka Boisar, District Palghar, Maharashtra. The approval of shareholders was obtained
vide postal ballot. The Company has classified the assets and liabilities in relation to these units as Assets and liabilities held for sale/
disposal under Ind AS 105 ("Non-current Assets Held for Sale and Discontinued Operations"). The results of the operation of these units
have been presented separately on the Statement of Profit and Loss as Discontinued Operations. Out of these, one unit situated at plot
no. N-92 was sold during the Quarter ended 31 March 2024 and one unit situated at plot no. L-9/3 was sold during the Quarter ended
31 March 2026. The total value of assets classified as held for sale represents lower of carrying value or fair value.
49 Use of Judgements and Estimates
Please refer to Note 1B - Significant Accounting Judgements, Estimates and Assumptions for disclosures relating to significant
judgements and key sources of estimates used in the preparation of the financial statements.
50 Other Statutory Information
i) No proceedings have been initiated on or are pending against the company for holding benami property under the Benami
Transactions (Prohibition) Act, 1988 (45 of 1988) and Rules made thereunder.
ii) The Company has identify, there is no parties having status as struck off companies in current year and previous year. Total value of
purchase of goods & services from these struck off companies amounts to Nil (Previous Year : Nil) and having Closing balance of Nil
(Previous Year : Nil) payable at the year end.
iii) There are no charges or satisfactions which are yet to be registered with Registrar of Companies beyond the statutory period.
iv) The company has not traded or invested in crypto currency or virtual currency during the current year or previous year.
v) No funds have been advanced or loaned or invested by the Company to or in any person(s) or entity(ies), including foreign entities
('the intermediaries'), with the understanding, whether recorded in writing or otherwise, that the intermediary shall, whether,
directly or indirectly lend or invest in other persons or entities identified in any manner whatsoever by or on behalf of the Company
('the Ultimate Beneficiaries') or provide any guarantee, security or the like on behalf the Ultimate Beneficiaries.
vi) No funds have been received by the Company from any person(s) or entity(ies), including foreign entities ('the Funding Parties'),
with the understanding, whether recorded in writing or otherwise, that the Company shall, whether directly or indirectly, lend or
invest in other persons or entities identified in any manner whatsoever by or on behalf of the Funding Party ('Ultimate Beneficiaries')
or provide any guarantee, security or the like on behalf of the Ultimate Beneficiaries.
vii) There is no income surrendered or disclosed as income during the current or previous year in the tax assessment under the Income
Tax Act, 1961, that has been recorded in the books of accounts.
viii) The company has not given any loans or advances in the nature of loans to promoters, directors, KMPs and/ or related parties (as
defined under Companies Act, 2013), either severally or jointly with any other person, that are repayable on demand, or without
specifying any terms or period of repayment.
ix) The company has not entered into any scheme of arrangement which has an accounting impact on current year.
51 Other
Previous year's figures have been regrouped wherever necessary and possible so as to confirm to current year's classification. However,
such regroupings are not material.
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