A provision is recognised if, as a result of a past event, the Company has a present legal or constructive obligation thatcan be estimated reliably, and it is probable that an outflow of economic benefits will be required to settle the obligation.
Provisions are determined by discounting the expected future cash flows (representing the best estimate of theexpenditure required to settle the present obligation at the balance sheet date) at a pre-tax rate that reflects currentmarket assessments of the time value of money and the risks specific to the liability.
The unwinding of the discount is recognised as finance cost. Expected future operating losses are not provided for.
The amount recognised as a provision is the best estimate of the consideration required to settle the present obligationat the end of the reporting period, taking into account the risks and uncertainties surrounding the obligation.
(i) Sale of goods
The Company manufactures, sales and trades in plywood and allied products. Sales are recognised when control ofthe products has transferred. Once the products are dispatched/delivered to the dealer, the dealer has full discretionover the channel and price to sell the products, and there is no unfulfilled obligation that could affect the dealer'sacceptance of the products. Delivery occurs when the products have been shipped to the specific location, the riskof obsolescence and loss have been transferred to the dealer, and either the dealer has accepted the products inaccordance with the sales contract, the acceptance provisions have lapsed, or the Company has objective evidencethat all criteria for acceptance have been satisfied.
Revenue is measured based on the transaction price, which is the consideration, adjusted for discounts, if any.Revenue excludes taxes collected from customers.
Revenue from these sales is recognised based on the price specified in the contract, net of the estimated volumediscounts. Revenue is only recognised to the extent that it is highly probable that a significant reversal will not occur.
Generally, the Company receives short term advances from its customers. Using the practical expedient in Ind AS115, the Company does not adjust the promised amount of consideration for the effects of a significant financing
component if it expects, at contract inception, that the period between the transfer of the promised goods to thecustomer and when the customer pays for those goods will be one year or less.
Grants from Government are recognised at their fair value where there is reasonable assurance that the grant will bereceived and the Company will comply with the conditions attached thereto.
Government grants related to revenue are recognised in the Statement of Standalone Profit and Loss on a systematicand rational basis in the periods in which the Company recognises the related costs for which the grants are intended tocompensate and are netted off with the related expenditure. If not related to a specific expenditure, it is taken as incomeand presented under "Other Operating Revenue”.
With effect from 01 April 2019, the Company has applied Ind AS 116 using the modified retrospective approach. The detailsof accounting policies under Ind AS 17 are disclosed separately if they are different from those under Ind AS 116.
At inception of a contract, the Company assesses whether a contract is, or contains, a lease. A contract is, or contains,a lease if the contract conveys the right to control the use of an identified asset for a period of time in exchange forconsideration. To assess whether a contract conveys the right to control the use of an identified asset, the Companyassesses whether:
Ý the contract involves the use of an identified asset - this may be specified explicitly or implicitly and should bephysically distinct or represent substantially all of the capacity of a physically distinct asset. If the supplier has asubstantive substitution right, then the asset is not identified;
Ý the Company has the right to obtain substantially all of the economic benefits from use of the asset throughout theperiod of use; and
Ý the Company has the right to direct the use of the asset. The Company has this right when it has the decision-makingrights that are most relevant to changing how and for what purpose the asset is used. In rare cases where thedecision about how and for what purpose the asset is used is predetermined, the Company has the right to directthe use of the asset if either:
Ý the Company has the right to operate the asset; or
Ý the Company designed the asset in a way that predetermines how and for what purpose it will be used.
This policy is applied to contracts entered into, or changed, on or after 1 April 2019.
At inception or on reassessment of a contract that contains a lease component, the Company allocates the considerationin the contract to each lease component on the basis of their relative stand-alone prices. However, for the leases of landand buildings in which it is a lessee, the Company has elected not to separate non-lease components and account forthe lease and non-lease components as a single lease component.
Under Ind AS 116: (as a lessee)
The Company recognises a right-of-use asset and a lease liability at the lease commencement date. The right-of-use assetis initially measured at cost, which comprises the initial amount of the lease liability adjusted for any lease paymentsmade at or before the commencement date, plus any initial direct costs incurred and an estimate of costs to dismantleand remove the underlying asset or to restore the underlying asset or the site on which it is located, less any leaseincentives received.
The right-of-use asset is subsequently depreciated using the straight-line method from the commencement date to theearlier of the end of the useful life of the right-of-use asset or the end of the lease term. The estimated useful livesof right-of-use assets are determined on the same basis as those of property plant and equipment. In addition, theright-of-use asset is periodically reduced by impairment losses, if any, and adjusted for certain remeasurements of thelease liability.
The lease liability is initially measured at the present value of the lease payments that are not paid at the commencementdate, discounted using the interest rate implicit in the lease or, if that rate cannot be readily determined, the Company'sincremental borrowing rate. Generally, the Company uses its incremental borrowing rate as the discount rate.
Lease payments included in the measurement of the lease liability comprise the following:
Ý fixed payments, including in-substance fixed payments;
Ý variable lease payments that depend on an index or a rate, initially measured using the index or rate as at thecommencement date;
Ý amounts expected to be payable under a residual value guarantee; and
Ý the exercise price under a purchase option that the Company is reasonably certain to exercise, lease payments in anoptional renewal period if the Company is reasonably certain to exercise an extension option, and penalties for earlytermination of a lease unless the Company is reasonably certain not to terminate early.
The lease liability is measured at amortised cost using the effective interest method. It is remeasured when there is achange in future lease payments arising from a change in an index or rate, if there is a change in the Company's estimateof the amount expected to be payable under a residual value guarantee, or if the Company changes its assessment ofwhether it will exercise a purchase, extension or termination option.
When the lease liability is remeasured in this way, a corresponding adjustment is made to the carrying amount of theright-of-use asset or is recorded in profit or loss if the carrying amount of the right-of-use asset has been reduced to zero.
The Company presents right-of-use assets that do not meet the definition of investment property and lease liabilitiesseparately in the statement of financial position
The Company has elected not to recognise right-of-use assets and lease liabilities for short-term leases of office premisesthat have a lease term of 12 months or less and leases of low-value assets.
Dividend income is recognised in Statement of Standalone Profit and Loss on the date on which the Company's right toreceive payment is established.
Interest income or expense is recognised using the effective interest method. The 'effective interest rate' is the rate thatexactly discounts estimated future cash payments or receipts through the expected life of the financial instrument to:
Ý the gross carrying amount of the financial asset; or
Ý the amortised cost of the financial liability.
In calculating interest income and expense, the effective interest rate is applied to the gross carrying amount of the asset(when the asset is not credit-impaired) or to the amortised cost of the liability. However, for financial assets that havebecome credit-impaired subsequent to initial recognition, interest income is calculated by applying the effective interestrate to the amortised cost of the financial asset. If the asset is no longer credit-impaired, then the calculation of interestincome reverts to the gross basis.
Income tax expense comprises of current tax and deferred tax. Current tax and deferred tax are recognised in theStatement of Standalone Profit and Loss except to the extent that it relates to items recognised directly in equity or in OCI.
Current tax comprises the expected tax payable or receivable on the taxable income or loss for the year and anyadjustment to the tax payable or receivable in respect of previous years. The amount of current tax reflects thebest estimate of the tax amount expected to be paid or received after considering the uncertainty, if any, related
to income taxes. It is measured using tax rates (and tax laws) enacted or substantively enacted by the end of thereporting period.
Current tax assets and current tax liabilities are off set only if there is a legally enforceable right to set off therecognised amounts, and it is intended to realise the asset and settle the liability on a net basis or simultaneously.”
Deferred tax is recognised in respect of temporary differences between the carrying amounts of assets and liabilitiesfor financial reporting purposes and the corresponding amounts used for taxation purposes (tax base). Deferred taxis also recognised in respect of carried forward tax losses. Deferred tax is not recognised for:
Ý temporary differences arising on the initial recognition of assets or liabilities in a transaction that is not abusiness combination and that affects neither accounting nor taxable profit or loss at the time of the transaction;
Ý temporary differences related to investments in subsidiaries and joint arrangements to the extent that theCompany is able to control the timing of the reversal of the temporary differences and it is probable that theywill not reverse in the foreseeable future; and
Ý taxable temporary differences arising on the initial recognition of goodwill.
Deferred tax assets are recognised to the extent that it is probable that future taxable profits will be available againstwhich they can be used. The existence of unused tax losses is strong evidence that future taxable profit may not beavailable. Therefore, in case of a history of recent losses, the Company recognises a deferred tax asset only to the extentthat it has sufficient taxable temporary differences or there is convincing other evidence that sufficient taxable profit willbe available against which such deferred tax asset can be realised.
Deferred tax assets - unrecognised or recognised, are reviewed at each reporting date and are recognised/ reduced tothe extent that it is probable/ no longer probable respectively that the related tax benefit will be realised.
Deferred tax is measured at the tax rates that are expected to apply to the period when the asset is realised or theliability is settled, based on the laws that have been enacted or substantively enacted by the reporting date.
The measurement of deferred tax reflects the tax consequences that would follow from the manner in which the Companyexpects, at the reporting date, to recover or settle the carrying amount of its assets and liabilities.
Deferred tax assets and liabilities are offset if there is a legally enforceable right to offset current tax liabilities andassets, and they relate to income taxes levied by the same tax authority on the same taxable entity, or on different taxentities, but they intend to settle current tax liabilities and assets on a net basis or their tax assets and liabilities will berealised simultaneously.
Borrowing costs are interest and other costs (including exchange differences relating to foreign currency borrowings tothe extent that they are regarded as an adjustment to interest costs) incurred in connection with the borrowing of funds.Borrowing costs directly attributable to acquisition or construction of an asset which necessarily take a substantialperiod of time to get ready for their intended use are capitalised as part of the cost of that asset. Other borrowing costsare recognised as an expense in the period in which they are incurred.
Where there is an unrealised exchange loss which is treated as an adjustment to interest and subsequently there is arealised or unrealised gain in respect of the settlement or translation of the same borrowing, the gain to the extent ofthe loss previously recognised as an adjustment is recognised as an adjustment to interest.
Ordinary shares are classified as equity. Incremental costs directly attributable to the issue of ordinary shares arerecognised as a deduction from equity, net of any tax effects.
Final dividends on shares are recorded as a liability on the date of approval by the shareholders and interim dividendsare recorded as a liability on the date of declaration by the Board of Directors of the Company.
Cash and cash equivalents include cash and cash-on-deposit with banks. The Company considers all highly liquidinvestments with a remaining maturity at the date of purchase of three months or less and that are readily convertibleto known amounts of cash to be cash equivalents.
Cash flows are reported using the indirect method, whereby profit for the period is adjusted for the effects of transactionsof a non-cash nature, any deferrals or accruals of past or future operating cash receipts or payments and item of incomeor expenses associated with investing or financing cash flows. The cash flows from operating, investing and financingactivities of the Company are segregated.
Basic earnings per share is calculated by dividing the net profit or loss for the year attributable to equity shareholders bythe weighted average number of equity shares outstanding during the year.
For the purpose of calculating diluted earnings per share, the net profit or loss for the year attributable to equityshareholders and the weighted average number of shares outstanding during the year are adjusted for the effects of alldilutive potential equity shares.
An operating segment is a component of the Company that engages in business activities from which it may earnrevenues and incur expenses, including revenues and expenses that relate to transactions with any of the Company'sother components, and for which discrete financial information is available. All operating segments' operating results arereviewed regularly by the Chief Operating Decision Maker (CODM) to make decisions about resources to be allocated tothe segments and assess their performance. The CODM consists of the Executive Chairman cum Managing Director, JointManaging Director & CEO and Chief Financial Officer.
The Company business activity fall within a single operating segment, namely 'Plywood and allied products.”
A contingent liability is a possible obligation that arises from past events whose existence will be confirmed by theoccurrence or non-occurrence of one or more uncertain future events beyond the control of the Company or a presentobligation that is not recognised because it is not probable that an outflow of resources will be required to settlethe obligation. The Company does not recognise a contingent liability but disclosures its existence in the standalonefinancial statements.
3A. Recent Pronouncements
Ministry of Corporate Affairs ("MCA”) notifies new standards or amendments to the existing standards under Companies(Indian Accounting Standards) Rules as issued from time to time. In May 2025, MCA notified amendments to Ind AS 21 - TheEffects of Changes in Foreign Exchange Rates, applicable w.e.f. April 1, 2025. The Company has reviewed the amendmentand based on its evaluation has determined that it does not have any significant impact in its financial statements.
In August 2025, MCA notified the following amendments to:
1. Classification of Liabilities as Current or Non-current and Non-current Liabilities with Covenants: The Company hasadopted Classification of Liabilities as Current or Non-current (Amendments to Ind AS 1) and non-current Liabilitieswith Covenants (Amendments to Ind AS 1) from 1 April 2025. These amendments apply retrospectively and clarify thecriteria for determining whether a liability should be classified as current or non-current. They also introduce newdisclosure requirements for non-current. loan liabilities that are subject to covenants within 12 months after thereporting period.
The Company has no impact of these amendments in its classification criteria of current and non-current liabilities.
1. Ind AS 7, Statement of Cash Flows and Ind AS 107, Financial Instruments: Disclosures, applicable w.e.f. April 1,2025 - The amendment in Ind AS 7 requires to inform users of financial statements of the existence of supplierfinance arrangements and explain the nature of the arrangements, the carrying amount of liabilities and the rangeof payment due dates. Ind AS 107 has been amended to add supplier finance arrangements as a factor that maycause concentration of liquidity risk. The Company has reviewed the amendment and based on its evaluation hasdetermined that it does not have any significant impact in its standalone financial statements.
2. Ind AS 12, International Tax Reform - Pillar Two Model Rules applicable immediately - The amendments provide atemporary mandatory relief from deferred tax accounting for top-up tax and disclose that they have applied therelief. The Company has reviewed the amendment and based on its evaluation has determined that it does not haveany significant impact in its standalone financial statements.
3B. Standards issued but not yet effective
Ind AS 1 - Presentation of Financial Statements, If a covenant breach occurs on or before the reporting date and theliability becomes payable on demand, it must be classified as current, even if the lender subsequently agrees not todemand repayment. It is classified as current because, at the reporting date, the entity does not have the right to defersettlement for at least 12 months. However, if the lender has already provided—by the reporting date—a grace periodextending at least 12 months beyond that date, during which the breach can be rectified and repayment cannot bedemanded, the liability is classified as non-current.
This amendment is to be applied retrospectively for annual reporting periods beginning on or after 1 April 2026, inaccordance with Ind AS 8, Accounting Policies, Changes in Accounting Estimates and Errors.
As at 31 March 2026, property, plant and equipment with a carrying amount of H8,949.89 lakhs (31 March 2025: H9,507.45lakhs) are subject to charge to secured borrowings (see note 20).”
(c) For contractual commitment with respect to property, plant and equipment, refer note 38.
5. Right-of-use assets and leases
See accounting policy in note 3(m).
The Company's lease arrangement is in respect of lands taken on lease for the period ranging between 90-99 years, officepremises/godown taken on lease for the period 3-5 years and vehicles taken on lease for the period 2-5 years.
Certain lease arrangements include the options to extend or terminate the lease before the end of the lease term. ROUassets and lease liabilities includes these options when it is reasonably certain that they will be exercised.
The Company has a single class of equity shares with par value of H1 per share. Accordingly, all equity shares rank equallywith regard to dividends and share in the Company's residual assets on winding up. The equity shareholders are entitledto receive dividend as declared by the Company from time to time. The voting rights of an equity shareholder on a poll(not on show of hands) are in proportion to its share of the paid-up equity capital of the Company. Voting rights cannotbe exercised in respect of shares on which any call or other sums presently payable has not been paid. Failure to pay anyamount called up on shares may lead to their forfeiture.
On winding up of the Company, the holders of equity shares will be entitled to receive the residual assets of the Company,remaining after distribution of all preferential amounts, in proportion to the number of equity shares held.
Shares held in abeyance
In compliance with the provisions of the Companies Act, 2013, 2000 equity shares of the Company held by 2 shareholdersare unclaimed and held in "Greenply Industries Limited” - Unclaimed Suspense Account.
Information relating to Employee Stock Option Plan, including details of options issued, exercised and lapsed during thefinancial year and options outstanding at the end of the reporting period, is set out in Note 36.
(i) Allotted any class of shares as fully paid pursuant to contract(s) without payment being received in cash.
(ii) Allotted fully paid up shares by way of bonus shares.
(iii) Bought back any class of shares.
(i) Retained earnings: Retained earnings are the profits by the company has earned till date, less any transfer to generalreserve, dividends or other distributions paid to shareholders. It also includes remeasurement gain/loss of definedbenefit plan.
(ii) Share options outstanding reserve: This reserve relates to stock options granted by the Company to eligibleemployees under Greenply Employee Stock Option Plan 2020 (Scheme). This reserve is transferred to securitiespremium or retained earnings on exercise or cancellations of vested options respectively.”
(iii) Share application money pending allotment: This relates to amount received against application money receivedfrom employees under the Stock options exercised under Greenply Employee Stock Option Plan 2020 (Scheme).
(iv) Securities premium: This reserve represents the premium on issue of shares and can be utilised in accordance withthe provisions of the Companies Act.
(a) Term loans of H2022.09 lakhs (31 March 2025: H600.40 lakhs) are secured by:
First pari passu charge on all movable fixed assets of the company, present and future, except assets specificallycharged to other lenders.
(b) Secured Loan against vehicles were in respect of finance of vehicles, secured by hypothecation of the respectivevehicles, which was repayable in 36 to 48 months and with interest rate ranging between 7.85% p.a to 7.70% p.a.
(c) Rupee loan repayable on demand of H217.80 lakhs(31 March 2025: H1,047.39 lakhs) are secured by:
i) First pari passu charge on all the current assets of the Company.
ii) Second pari passu charge on all movable fixed assets of the company, present and future, except assetsspecifically charged to other lenders.
(e) The Company has submitted quarterly statements of financial information as required by banks which are inagreement with the books of accounts.
(d) Foreign currency loan - buyers credit of H1,635.44 lakhs (31 March 2025: Nil) is secured by letter of credit/stand byletter of credit issued by banks using fund based limit of the Company with interest rate ranging between SOFOR plusspread of 50 to 100 bps.
The Company participates in a supplier finance arrangement under which its suppliers may elect to receive early paymentof their invoices from a bank. Under the arrangement, the bank agrees to pay amounts due to participating suppliersin respect of invoices owed by the Company and the Company repays the bank at a later date. The principal purposeof this arrangement is to facilitate efficient payment processing and provide the willing suppliers early payment terms,compared with the related invoice payment due date.
The Company has not derecognised the original trade payables relating to the arrangement because neither a legalrelease was obtained nor was the original liability substantially modified on entering into the arrangement.
From the Company's perspective, the arrangement does not significantly extend payment terms beyond the normal termsagreed with other suppliers that are not participating; however, the arrangement does provide participating supplierswith the benefit of early payment. Additionally, the Company does not incur any additional interest towards the bank onthe amounts due to the suppliers. The Company therefore includes the amounts subject to the arrangement within tradepayables because the nature and function of these payables remains the same as those of other trade payables.
23. Trade payables (Contd.)
AH payables under the arrangement are classified as current as at 31 March 2026 and 31 March 2025.
Non cash changes
There were no significant non-cash changes in the carrying amount of financial liabilities subject to supplierfinance arrangements.
The payments to the bank are included within operating cash flows because they continue to be part of the normaloperating cycle of the Group and their principal nature remains operating—
i.e., payments for the purchase of goods and services. The payments to a supplier by the bank of H6,135.24 lakhs areconsidered non-cash transactions. For additional information about how these arrangements affect the Group's exposureto liquidity risk, see Note 45
30. Employees benefits expense (Contd.)
The Company contributes its Employee State Insurance (ESI) contribution with Employees' State Insurance Corporation(ESIC) maintained by Government agencies, contributions made by the Company for ESI is based on the currentsalaries. In the ESI scheme, contributions are also made by the employees. The annual contribution amount of H31.04lakhs (31 March 2025: H30.58 lakhs) has been charged to the Standalone Statement of Profit and Loss in relation tothe above defined contribution scheme.
(b) Defined benefit plan: Retirement benefits in the form of gratuity is considered as defined benefit obligations andis provided for on the basis of third party actuarial valuation, using the projected unit credit method, as at thedate of the Balance Sheet. Every Employee who has completed five years or more of service is entitled to gratuityon terms not less favourable than the provisions of The Payment of Gratuity Act, 1972. The scheme is funded withinsurance company.
(a) The Board of Directors in their meeting held on 03 June 2025 have approved transfer of 30% of shareholding held inGreenwud Panel Limited (formely known as Greenply Middle East Limited), Dubai, to one of the existing shareholders,for a consideration of H425.89 lakhs (USD 4,91,774). Post approval, the aforesaid transactions was completed on 24June 2025 (being the effective date of transfer) and the Company had transferred the shareholding in favour of theaforesaid shareholder for the agreed consideration. This had resulted in loss on sale of investment of H120.99 lakhsand the same has been shown under exceptional items.
Considering the prevailing geo-political situation in the Middle East, there has been no significant operationalactivity at Greenwud Panel Limited (formerly known as Greenply Middle East Limited) (GMEL), Dubai. Consequently,the business performance of the entity has fallen short of the approved budgets and business plan over a sustainedperiod. These factors, along with other matters, have adversely impacted the recoverability of the Company'sinvestments, financial guarantees extended to banks for loans availed by GMEL and advances.
The Company has therefore recognised a provision for diminution in the value of its residual investment amountingto H269.73 lakhs. Additionally, the financial guarantee of H947.75 lakhs and advances paid of H298.07 lakhs have beenprovided for as impairment loss and loss allowance, respectively, during the year.
During the previous year ended 31 March 2025, Company had recognised provision for impairment of investmentsof H660.55 lakhs for investments held in Greenply Holdings Pte. Limited (wholly owned subsidiary of the Company).
(b) On November 21, 2025, the Government of India notified the four Labour Codes - the Code on Wages, 2019, theIndustrial Relations Code, 2020, the Code on Social Security, 2020, and the Occupational Safety, Health and WorkingConditions Code, 2020, collectively referred to as the "New Labour Codes”, consolidating 29 existing labour laws.The Ministry of Labour & Employment published draft Central Rules and FAQs on December 30, 2025, to facilitateassessment of the financial impact arising from these regulatory changes. The Company has assessed and disclosedthe incremental impact of these changes on the basis of the best information available. Considering the materialityand non-recurring nature of this impact, the Company has presented such incremental impact under "Exceptionalitems” in the standalone statement of profit and loss during the year ended March 31, 2026. The incremental impactconsisting of gratuity of H213.57 Lakhs and long-term compensated absences of H126.52 Lakhs. The Company continuesto monitor the finalisation of Central /State Rules and clarifications from the Government on other aspects of theLabour Code and would provide appropriate accounting effect on the basis of such developments as needed.
36. Share based payments
(a) Employee stock option schemeSee accounting policy in note 3(h)
The "Greenply Employee Stock Option Plan 2020” (herewith referred to as "ESOP Scheme 2020”) was approved by theNomination and Remuneration Committee (NRC) of Board of Directors of the Company, in their meeting held on 14August 2020. Approval of the Shareholders were received on 15 October 2020 (for approval of ESOPs) and 23 December2020 (modification of ESOPs previously approved) with respect to ESOP Scheme 2020. The Scheme is designed to provideincentives to eligible employees to deliver long term returns. Under the Scheme each Option entitles the holder thereofto apply for and be allotted one equity shares of the Company of Re.1 each upon payment of the exercise price at thetime of exercise of options by employees. The exercise period commences from the date of vesting of the Options andexpires at the end of 4 years from the date of vesting. The first options was granted on 17th March 2021 to all the eligibleemployees followed by second options on 16th March 2022.
The Company has granted fresh options to the eligible employees on 06 November 2023 and 01 February 2024.
Vesting schedule of the said options granted on 17th March 2021 was as follows :-
Ý After 12 Months from the date of grant : 35 % of the options granted
Ý After 24 Months from the date of grant : 35 % of the options granted
Ý After 30 Months from the date of grant : 30 % of the options granted
Ý After 12 Months from the date of grant : 50 % of the options granted
Ý After 24 Months from the date of grant : 50 % of the options granted
The new options were granted on 16th March 2022 to Mr. Manoj Tulsian, Joint Managing Director & CEOVesting schedule of the above options granted is as below:-
36. Share based payments (Contd.)
Mr. Manoj Tulsian, Joint Managing Director & CEO (Options Granted 10,00,000)
Ý After 18 Months from the date of grant : 50 % of the options granted
Vesting schedule of the options granted on 20 March 2023 are as followsFor employee of the Company including subsidiaries (Options Granted 3,03,240)
Ý After 12 Months from the date of grant : 25 % of the options granted
Ý After 24 Months from the date of grant and based on performance of the employee : 25 % of the options granted
Ý After 36 Months from the date of grant and based on performance of the employee : 25 % of the options granted
Ý After 48 Months from the date of grant and based on performance of the employee : 25 % of the options granted
Vesting schedule of the options granted on November 6, 2023 are as followsFor employee of the Company (Options Granted 50,540)
For employee of the Company (Options Granted 38,800)
Ý After 12 Months from the date of grant : 33.33 % of the options granted
Ý After 24 Months from the date of grant and based on performance of the employee : 33.33 % of the options granted
Ý After 36 Months from the date of grant and based on performance of the employee : 33.34 % of the options granted
In terms of the aforesaid plan, the eligible employee of the Company receives certain number of shares of the Companyas per the terms and conditions of the Plan. The aforesaid plan is an equity settled plan.
Vesting schedule of the options granted on February 01, 2024 are as followsFor employee of the Company including subsidiaries (Options Granted 13,300)
For grant of options on 17th March 2021 and 16th March 2022:-
The fair value of ESOP Scheme 2020 as on the date of grant was determined using the Black Scholes Model which takesinto account the share price at the measurement date, expected price volatility of the underlying share, the expecteddividend yield and risk free interest rate and carrying amount of liability included in employee benefit obligations.
During earlier years the Company had issued guarantee in favour of banker on behalf of its joint venture company- Greenpiy Global Trading Pte. Limited (Formeiy known as Greenpiy Aikemai (Singapore) Pte. Limited, Singapore) forthe purpose of availing working capital loan. This guarantee was issued in USD. During the current year the sameguarantee towards the entity has been closed.
During earlier years the Company had issued standby letter of credit in favour(SBLC) of banks on behalf of itsassociate company - Greenwud Panel Limited (Formeiy known as Greenpiy Middle East Limited), for the purposeof availing working capital loan. This SBLC was issued in USD. During current year standby letter of credit infavour(SBLC) has been reduced to H947.50 iakhs and necessary provision for the same has been considered infinancial statements.(refer note 34)
The Company had issued guarantee in favour of banker on behalf of its wholly owned subsidiary company -GreenpiySpeciality Paneis Private Limited for the purpose of avaiiing term ioan. This guarantee was issued in INR and Euro.
The Company had issued guarantee in favour of banker on behaif of its joint venture company - Greenpiy SametPrivate Limited for the purpose of avaiiing term ioan. This guarantee was issued in INR.
Cash outflows for the above are determinabie oniy on receipt of judgments pending at various forums/ authorities. TheCompany has reviewed aii its pending iitigations and proceedings and has adequateiy provided for where provisions arerequired and disciosed as contingent iiabiiities where appiicabie, in its financiai statements. This does not inciude interestaccruais from date of demand tiii 31st March 2026. The Company does not expect the outcome of these proceedings tohave a materiaiiy adverse effect on its financiai position.
39. Related party disclosure (Contd.)
Purchase and sales from/to related parties are made in the ordinary course of business and on terms equivalent tothose that prevail in arm's length transactions with other vendors. Outstanding balances at the year-end is unsecuredand settlement occurs in cash.
The Company has not recorded any impairment of receivables relating to amounts owed by a related parties. Thisassessment is undertaken in each financial year through examining the financial position of the related parties and themarket in which the related party operates.
The loan given to related parties are on terms at arm's length price. Outstanding balances at the year-end is unsecuredand settlement occurs in cash. The interest on loan given to Indian subsidiaries are repo rate plus 200 bps or borrowingrate of Company plus 100 bps, whichever is higher on reducing balance.
The guarantee given to related parties are on terms at arm's length price. The commission on such guarantee has beenrecovered at arm length price.
(i) Details of loans
Loan given to Greenply Sandila Private Limited and Greenply Speciality Panels Private Limited during earlier yearsbears interest rate of repo rate plus 200 bps or borrowing rate of company plus 100 bps, whichever is higher onreducing balance and is repayable within five year from the date of disbursement and the said loan has been givenfor business requirements.(refer note 9).
Loan given to Greenply Speciality Panels Private Limited during current financial year bears interest rate of repo rateplus 200 bps or borrowing rate of company plus 100 bps, whichever is higher on reducing balance and is repayableon demand and the said loan has been given for short term business requirements.(refer note 9).
Particulars of investments as required under Section 186(4) of the Companies Act, 2013 have been disclosed in note 8.
Nature and purpose of guarantee given/(closed) along with closing balances have been disclosed in note 39.
41. Fair value measurement
The fair values of the financial assets and liabilities are included at the amount at which the instrument could beexchanged in a current transaction between willing parties, other than in forced or liquidation sale.
The Company has established the following fair value hierarchy that categories the value into 3 levels. The inputs tovaluation techniques used to measure fair value of financial instruments are:
Level 1: The hierarchy uses quoted prices in active markets for identical assets or liabilities. The fair value of all bondswhich are traded in the stock exchanges is valued using the closing price or dealer quotations as at the reporting date.
Level 2: The fair value of financial instruments that are not traded in an active market (for example traded bonds, overthe counter derivatives) is determined using valuation techniques which maximise the use of observable market dataand rely as little as possible on company specific estimates. If all significant inputs required to fair value an instrumentare observable, the instrument is included in Level 2.
Level 3: If one or more of the significant inputs is not based on observable market data, the instrument is included inLevel 3.
Financial assets and liabilities measured at fair value - recurring fair value measurements are as follows:
The management assessed that trade receivables, cash and cash equivalent, other bank balances, trade payable, cashcredits and other financial assets and liabilities approximate their carrying amounts largely due to the current maturitiesof these instruments.
The following methods and assumptions were used to estimate the fair values:
(a) The fair value of the quoted investments are based on market price at the respective reporting date.
(b) The fair value of derivatives (forward foreign exchange contracts,etc) is calculated as the present value determinedusing forward exchange rates and interest rate curve of the respective currencies based on report obtained frombanking partners.
(c) The fair value of unquoted investments included in level 3 is determined using discounted cash flows, net assetvalue approach. Significant unobservable inputs comprise long term growth rates, market conditions of the specificindustry etc. However, the changes in the fair values due to changes in unobservable inputs will not be material tothe financial statements.
There were no transfer of financial assets or liabilities measured at fair value between level 1 and level 3, or transfer intoor out of level 3 during the year ended 31 March 2026 and 31 March 2025.
42. Financial risk management
The Company has exposure to the following risks arising from financial instruments:
(i) Credit risk
(ii) Liquidity risk
(iii) Market risk
The Company's principal financial liabilities, other than derivatives, comprises of borrowings, trade and other payables.The main purpose of these financial liabilities is to finance the Company operations. The Company's principal financialassets, other than derivatives include trade and other receivables, investments and cash and cash equivalents that derivedirectly from its operations.
The Company's activities expose it to a variety of financial risks, including market risk, credit risk and liquidity risk.The Company's primary risk management focus is to minimise potential adverse effects of market risk on itsfinancial performance.
The Company uses derivative financial instruments to mitigate foreign exchange related risk exposures. The Company'sexposure to credit risk is influenced mainly by the individual characteristic of each customer. The Company's riskmanagement assessment and policies and processes are established to identify and analyse the risks faced by theCompany, to set appropriate risk limits and controls, and to monitor such risks and compliance with the same. Riskassessment and management policies and processes are reviewed regularly to reflect changes in market conditions andthe Company's activities.”
This note presents information about the Company's exposure to each of the above risks, the Company's objectives,policies and processes for measuring and managing risk, and the Company's management of capital.
The sources of risks which the Company is exposed to and their management is given below:
Credit risk is the risk of financial loss of the Company if a customer or counterparty to a financial instrument fails tomeet its contractual obligations, and arises principally from the receivables from customers and loans. Credit ariseswhen a customer or counterparty does 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 (primarily tradereceivables) and from its financing/investing activities, including deposits with bank, foreign exchange transactionsand financial guarantees. The Company has no significant concentration of credit risk with any counterparty. Thecarrying amount of financial assets represent the maximum credit risk exposure.
The management has established a credit policy under which each new customer is analysed individually forcreditworthiness before the Company's standard payment and delivery terms and conditions are offered. TheCompany's review includes external ratings, if they are available, financial statements, credit agency information,industry information and in some cases bank references.
The Company's exposure to credit risk is influenced mainly by the individual characteristics of each customer.However management also considers the factors that may influence the credit risk of its customer base, includingthe default risk associated with the industry. Details of concentration percentage of revenue generated from topcustomer and top five customers are stated below:
Liquidity risk is defined as the risk that the Company will not be able to settle or meet its obligations on time or atreasonable price. Prudent liquidity risk management implies maintaining sufficient cash and marketable securitiesand the availability of funding through an adequate amount of credit facilities to meet obligations when due. TheCompany's finance team is responsible for liquidity, funding as well as settlement management. In addition, Processesand policies related to such risks are overseen by senior management. Management monitors the Company's liquidityposition through rolling forecasts on the basis of expected cash flows.
The Company's approach to managing liquidity is to ensure, as far as possible, that it will have sufficient liquidity tomeet its liabilities when they are due, under both normal and stressed conditions, without incurring unacceptablelosses or risking damage to the Company's reputation.”
The table below provides details regarding the remaining contractual maturities of financial liabilities at the reportingdate based on contractual undiscounted payments.
Sensitivity analysis
A reasonably possible strengthening (weakening) of the USD and EURO against Indian Rupee at 31 March wouldhave affected the measurement of financial instruments denominated in a foreign currency and affected equityand profit or loss by the amount shown below. This analysis assumes that all other variables, in particularinterest rates, remain constant and ignores any impact of forecast sales and purchases.
Market risk is the risk of loss of future earnings, fair value or future cash flows that may result from a change in theprice of a financial instrument. The value of a financial instrument may change as a result of changes in the interestrates, foreign currency exchange rates, commodity prices, equity prices and other market changes that effect marketrisk sensitive instruments. Market risk is attributable to all market risk sensitive financial instruments includinginvestments and deposits, foreign currency receivables, payables and borrowings. The Company uses derivatives tomanage market risks. All such transactions are carried out within the guidelines set by the management.
Foreign currency risk is the risk impact related to fair value or future cash flows of an exposure in foreign currency,which fluctuate due to changes in foreign exchange rates. The Company's exposure to the risk of changes inforeign exchange rates relates primarily to the foreign currency borrowings, import of raw materials and spareparts, capital expenditure, exports of finished goods. The Company evaluates exchange rate exposure arisingfrom foreign currency transactions. The Company follows established risk management policies and standardoperating procedures. It uses derivative instruments like forwards to hedge exposure to foreign currency risk.
primarily to the Company's current borrowing with floating interest rates. The Company constantly monitors thecredit markets and rebalances its financing strategies to achieve an optimal maturity profile and financing cost.
Exposure to interest rate risk
The interest rate profile of the Company's interest bearing financial instruments at the end of the reportingperiod are as follows:
The Company's policy is to maintain a strong capital base so as to maintain investor, creditor and market confidence andto sustain future development of the business. The management monitors the return on capital, as well as the level ofdividends to equity shareholders.
The Company's objective when managing capital are to: (a) to maximise shareholders value and provide benefits to otherstakeholders and (b) maintain an optimal capital structure to reduce the cost of capital.
For the purpose of the Company's capital management, capital includes issued equity share capital and other equityreserves attributable to the equity holders.
44. Segments information (Ind AS 108)
In accordance with Ind AS 108 "Operating Segments”, segment information has been given in the consolidated financialstatements of the Company, and therefore, no separate disclosure on segment information is given in these standalonefinancial statements.
45. The Company has established a comprehensive system of maintenance of information and documents as required by thetransfer pricing regulations under Sections 92-92F of the Income-Tax Act, 1961. Since the law requires existence of suchinformation and documentation to be contemporaneous in nature, the Company continuously updates its documents forthe international transactions entered into with the associated enterprises during the financial year. The managementis of the opinion that its international transactions are at arm's length so that the aforesaid legislation will not haveany impact on the financial statements, particularly on the amount of tax expense for the year and that of provisionfor taxation.
48. Ratios (Contd.)
Explanation for change in the ratios by more than 25% as compared to the preceding yearDebt-Equity Ratio : Ration has improved due to decrease in adjusted net borrowings.
Debt Service Coverage Ratio : Decreased due to increase in repayment of loan during the year.
Return on Equity Ratio : Decreased due to decrease in profits mainly on account of exceptional items.
Net profit ratio : Decreased due to decrease in profits during the year mainly on account of exceptional items.
Return on Capital employed : Decreased due to decrease in profits during the year and use of more working capitalduring the year as compared to previous year
Return on investment: Decreased due to decrease in fair valuation of investments as compared to previous year anddiminution of value of investment.