Footnotes:

(i) Deposit with carrying amount of Rs 75.04 Lakhs (31st March 2023 Rs 13.00 Lakhs) are subject to first charge against bank guarantees.

(ii) Deposit with carrying amount of Rs. 50.00 Lakhs (31st March 2023 Rs 50.00 Lakhs) has been given as a security deposit to the Ministry of Pharamaceuticals, Chemicals & Fertilizers towards the PLI Scheme.

(iii) Deposit with carrying amount of Rs. 110.79 Lakhs ( 31st March 2023 Rs. 110.79 Lakhs) has been given as a security deposit to Northern Arc Pvt Ltd against the borrowing of Rs. 10 crores from them.

(iv) Deposit with carrying amount of Rs. 247.37 Lakhs ( 31st March 2023 Rs. 238.24 Lakhs) has been given as a security deposit to Vivriti Capital Pvt Ltd against the borrowing of Rs. 20 crores from them.

(v) Deposit with carrying amount of Rs. 331.34 Lakhs (31st March 2023 Rs 328.82 Lakhs) has been given as a security against Overdraft facility and Term Loan facilities availed from them B190.

(i) During the year ended 31st March, 2024, the Company has issued and allotted 4,49,19,719 equity shares of Re. 1/- each to eligible shareholders of equity shares on the book closure date (i.e. 5th July, 2023) as fully paid up bonus equity shares by capitalizing reserves

(ii) The company has converted 65,20,606 share warrants into equivalent no of equity shares of Rs 1 each at a premium of Rs 152.36 /- per equity shares on preferential basis during the year ended 31-03-2023 .These shares are under lock -in for a period of one year from the date of issue and consequently restricted for transfer.

(iii) During the year ended 31st March, 2022, the Company has issued and allotted 5,58,90,894/- equity shares of Re. 1/- each to eligible shareholders of equity shares on the book closure date (i.e. 19th July, 2021) as fully paid up bonus equity shares by capitalizing reserves.

(iv) During the year ended 31st March, 2021, the Company has issued and allotted 4,65,75,745/- equity shares of Re. 1/- each to eligible shareholders of equity shares on the book closure date (i.e. 17th September, 2020) as fully paid up bonus equity shares by capitalizing reserves.

(b) Terms/Rights attached to Equity shares:

The company has only one class of equity shares having at par value of z 1/- (P.Y. z 1/-)per share. Each holder of equity share is entitled to one vote per share. The company declares and pays dividend in Indian Rupees. The dividend proposed by the Board of Director is subject to the approval of the share holders in the ensuing annual general meeting. In the event of liquidation of the company, the holder of equity shares will be entitled to receive remaining assets of the company after distribution of all preferential amounts. The distribution will be in proportion to number of shares held by share holder.

Capital Reserve:

Capital Reserve is utilised in accordance with the provisions of the Act.

Capital Redemption Reserve

Capital redemption reserve represents reserve created on redemption of preference shares. It is non distributable reserve. During the year ended March 31,2024 the company has utilised Rs. 34.10 Lakhs of the reserve towards issued of fully paid up bonus shares.

Securities Premium Reserve

Capital redemption reserve represents reserve created on redemption of preference shares. It is non distributable reserve. During the year ended March 31,2024 the company has utilised Rs. 415.07 Lakhs of the reserve towards issued of fully paid up bonus shares.

Retained Earnings

The amount that can be distributed by the company as dividend to its equity shareholders.

Transition Revaluation Reserve

Transition Reserve represents reserve created on transition from Accounting Standards to Ind AS.

General Reserve

General reserve is used from time to time to transfer profits from retained earnings for appropriation purpose.

(a) Term loan from banks & other financial institutions are secured by charge created on plant & machinery, motor vehicles and factory land and building and residential property situated at Roha Raigad. Refer Note (e) below for terms of repayment, rate of interest etc. Further, these loans are secured by a lien on amounts invested in fixed deposits as mentioned in Note No. 12 to these financial statements. Further, these loans are also secured by the personal guarantees of Mr. Asit Javeri & Abhishek Javeri, Chairman and Managing Director, and Corporate guarantee of Manekchand Panachand Trading Investment Co Pvt Ltd, holding company of the Company and shares of the Company held by the holding Company.

(b) The company has foreign currrency working capital facilities from a Bank at interest rate of 7.75% p.a. These facilities are secured by exclusive charge on present and future stocks and book debts, exclusive charge on entire plant and machinery. Further secured by personal guarantee of Chairman and Managing Director and Corporate Guarantee of Holding Company.

(c) Further, the Company has working capital facilities in Indian currency from a banks carrying interest rate ranging between 6.60% to 12.75 % p.a. These facilities are repayable on demand, secured by way of first pari passu charge on the present and future current assets of the company, second pari passu charge on entire movable and immovable fixed assets of the company, present and future at plot no 47, MIDC, Roha Industrial Area, Raigad District - 402116, investments in Mutual Funds and further secured by personal guarantee of Chairman and Managing Director of the company and Corporate guarantee of Manekchand Panachand Trading Investment Co Pvt Ltd, holding company of the Company.

(d) Further, the Company has working capital facilities in Indian currency from a bank carrying interest rate ranging between 6.65% to 12.00 % p.a. These facilities are repayable on demand, secured by way of first pari passu charge on the present and future current assets of the company, second pari passu charge on entire movable and immovable fixed assets of the company, present and future at plot no 47, MIDC, Roha Industrial Area, Raigad District - 402116 and further secured by personal guarantee of Chairman and Managing Director of the company.

(e) Inter Corporate Deposits are carrying interest rate in the range of 10-15% and repayable on or before March 31,2025,

Effective from April 1,2019, the company adopted I nd AS 116 "Lease", applied to all lease contracts existing on April 1,2019 using the modified retrospective approach and has taken the cumulative adjustment to retained earnings, on date of initial application. Due to transition, the nature of expenses in respect of certain leases under erstwhile standard has changed from 'Lease Rental' to Depreciation & Amortization expenses and Finance cost' for the Right to use assets and on Lease Liability respectively. Due to the accounting treatment as per this Standard, the current year profit has been Reduced by Rs. 198.90 Lakhs

(Previous Year profit Increased by Rs. 159.92 Lakhs)

24.1 During the financial year ended 31st March, 2023, the management has changed the policy with regards to leave encashment. As per the revised leave policy, there will be no leave encashments post 1st April, 2022 and unavailed leave couting to a maximum of 15 days in a year will be allowed to be carried forward subject to a maximum accumulation upto 45 days of leave. This change in policy has resulted in a significant dcrease in accumulated leave encashment liability which has resulted in the reversal of provisions of earlier years during the year ended 31st March, 2023

Note No. 27: Financial Instruments and Risk Review Capital Management

The key objective of the Company's capital management is to ensure that it maintains a stable capital structure with the focus on total equity to uphold the investor, creditor and customer confidence and to ensure future development of its business. The Company is focused on keeping strong total equity base to ensure independence, security as well high financial flexibility for potential future borrowings, if required without impacting the risk profile of the company. The Company's goal is to continue to be able to return excess liquidity to shareholders by continuing to distribute annual dividends in future periods. The amount of future dividends of equity shares will be balanced with efforts to continue to maintain an adequate liquidity status.

Financial Risk Management Framework

The company has exposure to the following risks arising from financial assets & liabilities :

a) Credit risk

b) Liquidity risk

c) Market risk

i) Credit Risk

Credit risk is the risk that the counterparty will not meet its obligation under a financial instrument or customer contract leading to financial loss. The credit risk arises principally from its operating activities ( primarily trade receivables) and from its financing activities including deposits with banks and financial institutions and other financial instruments.

The customer credit is managed by the company's established policy , procedures and controls relating to customer credit management. The company has established a credit policy under which each new customer is analysed individually for credit worthiness before the company's standard payment and delivery terms and conditions are offered. The company's review includes external ratings where available and other publicaly available financial information. Outstanding customers receivables are regularly monitored and any shipment to major customers are generally covered by letter of credit or other forms of credit insurance.

Majority of the balance of trade receiavbles of the Company are from eight (P.Y. seven) customers of which one is a wholly owned subsidiary of the Company.

The total outstanding from these customers as at year end is Rs. 11846.27 Lakh (P.Y. Rs. 6618.70 Lakh)

Credit risk on cash and cash equivalenet is limited as the Company generally transacts with banks and financial institutions with high credit ratings assigned by international and domestic credit ratings agencies.

ii) Liquidity risk

Liquidity risk is the risk that the company will encounter difficulty in meeting the obligations associated with its financial liabilities that are settled by delivering cash or another financial asset. The company's approach to managing liquidity is to ensure as far as possible that will have sufficient liquidity to meet its liabilities when they are due under both normal and stressed conditions without incurring unacceptable losses or risking damage to company's reputation.

The Company believes that the working capital is sufficient to meet its current requirements. Accordingly, no liquidity risk is perceived. In addition, the company maintains the following line of credit.

The company has foreign currrency working capital facilities from a Bank at interest rate of 7.75% p.a. These facilities are secured by exclusive charge on present and future stocks and book debts, exclusive charge on entire plant and machinery. Further secured by personal guarantee of Chairman and Managing Director and Corporate Guarantee of Holding Company.

Further, the Company has working capital facilities in Indian currency from a banks carrying interest rate ranging between 6.60% to 12.75 % p.a. These facilities are repayable on demand, secured by way of first pari passu charge on the present and future current assets of the company, second pari passu charge on entire movable and immovable fixed assets of the company, present and future at plot no 47, MIDC, Roha Industrial Area, Raigad District - 402116, investments in Mutual Funds and further secured by personal guarantee of Chairman and Managing Director of the company and Corporate guarantee of Manekchand Panachand Trading Investment Co Pvt Ltd, holding company of the Company.

iii) Market Risk

Market risk is the risk that the fair value of future cash flows of a financial instrument will fluctuate because of changes in market prices. Such changes in the values of financial instruments may result from changes in the foreign currency exchange rates, interest rates, credit, liquidity and other market changes. The Company's exposure to market risk is primarily on account of foreign currency exchange rate risk.

Foreign Currency exchange rate risk

The Company operates internationally and major portion of the business is transacted in several currencies and consequently the company is exposed to foreign exchange risks through operating activities in foreign currency.

28.1 During the previous year ended 31st March, 2024, the Company has issued and allotted 4,49,19,719 equity shares of Re. 1/- each to eligible equity shareholders on the book closure date (i.e. 5th July, 2023) as fully paid up bonus equity shares by capitalizing reserves.

The earning per share figures for the previous year have been restated to give effect of the allotment of the bonus shares, as required by IND-AS 33, ‘Earning Per Share'. Accordingly the opening & closing no. of outstanding equity shares has been restated and consequently the EPS for the previous year has also been restated.

Note 29 : Employee benefits(a) Defined Contribution Plan

The Company makes Provident Fund contributions to defined contribution plan administered by the Regional Provident Fund Commissioner. Under this scheme, the Company is required to contribute a specified percentage of payroll cost to fund the benefits. The Company has recognized Rs. 108.98 Lakhs towards Provident Fund and other fund contributions (March 31,2023: Rs. 98.68 Lakhs)in the Statement of Profit and Loss. The provident fund and ESIC contributions payable by the Company are in accordance with rules framed by the Government from time to time.

(b) Defined Benefit Plans:

Gratuity

The employee's gratuity fund scheme managed by a trust is a defined benefit plan.The present value of the obligation is determined based on actuarial valuation using the projected unit credit method,which recognises each period of service as giving rise to adiitional unit of employee benefit entitlement and measures each unit seperately to build up the final obligation. The obligation for leave encashment is recognised in the same manner as gratuity.

The estimated rate of escalation in salary considered in actuarial valuation,take into account inflation,seniority promotion and other relevant factor including supply and demand in the employment market. The above information is certified by actuary. The expected rate on plan assets is determined considering several applicable factor,mainly the composition of plan assets held assessed risk ,historical result of return on plan assets and the company's policy for plan assets management.

The Company has a defined benefit plan for every employee who has completed five year or more of service gets a gratuity on departure at 15 days salary ( last drawn salary) for each completed year of service. The scheme is unfunded.

The Company has a defined unfunded obligation for leave encashment. Generally the leave encashment is paid to employees as and when claimed.

As required under Section 135 of the Companies Act, 2013, the Board of the Holding Company in its meetings held on 19th October, 2018 has constituted a Corporate Social Responsibility Committee (CSR Committee).

The Board of Directors of the Holding Company has approved the CSR policy based on the recommendation of the CSR Committee and is in the process of identifying the activities for CSR spends.

Reasons for not spending the amount

The Company had undertaken a major expansion project which entailed a significant capital outlay over the past three years. Accordingly, majority of the Company's limited resources were utilized during this period towards the completion of the expansion project & towards the day to day operations of the Company.

However, the unprecedented Covid-19 pandemic, severly affected the market conditions globally which put tremendous strain on the working capital requirements and resulted in a financial squeeze on the operating margins of the Company. During the current financial year, the company has completed a significant portion of its expansion. This coupled with an improvement in the global market conditions will help reduce the strain on the finances of the Company in the subsequent year which in turn will enable the Company to meets its past obligations with reagrds to Corporate Social Responsibility.

The Company has already spent the necessary amount towards Corporate Social Responsibility expenditure for the financial year ended 31st March, 2024 which was required to be spent in compliance with the provisions of Section 135 of the Companies Act, 2023. The Company shall strongly endeavour to meet its past CSR spending obligations by transferring the amount of Rs. 218.19 Lakhs to the funds prescribed under Schedule VII of the Companies Act at the earliest possible.

#The Company is subject to legal proceedings and claims which have arisen in the ordinary course of business from Direct tax laws(TDS), Indirect tax laws and Other Laws. Future cash outflow, if any in respect of these matters are determinable only on receipt of judgements /decisions pending at various stages before the appellate authorities. The Management is of the opinion that the matters would be resolved in favour of the Company. The Company Management does not reasonable expect that these legal action when ultimately concluded and determined would have a material and adverse effect on the Company's result of operations or financial condition.

(ii) The erstwhile subisidiary, Spidigo Net Private Limited, which merged with the Company during the current financial year (Refer Note No. 49) had received Demand notice u/s 14B under Employees Provident Funds and Miscellaneous Provisions Act, 1952 from the period 01/04/2016 to 31/05/2019 for Rs 16.98 Lakhs. Demand of Rs 16.98 Lakhs consist of followings:

Note 33

Transfer Pricing

The Company has ‘international transactions with associated enterprises' which are subject to Transfer Pricing regulations in India. These regulations, inter alia, require the maintenance of prescribed documents and information for the basis of establishing arm's length price including furnishing a report from an Accountant within the due date of filing the return of income.

For the fiscal year ended March 31,2024, the Company has taken necessary steps including conducting a study as required by the regulations and the Accountant's report in this regard is awaited. In the opinion of the management, the transactions are carried out at arm's length and no adjustments is expected to arise thereon.

Note 34

Segment Reporting

In accordance with Ind AS 108, "Operating Segments", the Company has presented segment information on the basis of consolidated financial statements which form part of this report.

Note 35

Borrowing Cost

During the year, the Company has capitalized Rs. 566.70 (P.Y. Rs. 799.31 ) as part of cost of qualifying CWIP as borrowing costs.

Note 36 : Significant estimates and assumptions Estimates and Assumptions

The preparation of the Company's financial statements requires management to make estimates and assumptions that affect the reported amounts of revenues, expenses, assets and liabilities, and the accompanying disclosures, and the disclosure of contingent liabilities. Uncertainty about these assumptions and estimates could result in outcomes that require a material adjustment to the carrying amount of assests or liabilities affected in future periods.

The key assumptions concerning the future and other key sources of estimation uncertainty at the reporting date, that have a significant risk of causing a material adjustment to the carrying amounts of assets and liabilities within the next financial year, are described below. The Company based its assumptions and estimates on parameters available when the financial statements were prepared. Existing circumstances and assumptions about future developments, however, may change due to market changes or circumstances arising that are beyond the control of the Company. Such changes will be reflected in the assumptions when they occur.

Impairment of non-financial assets

Impairment exists when the carrying value of an asset or Cash Generating Unit (CGU) exceeds its recoverable amount, which is the higher of its fair value less costs of disposal and its value in use. The fair value less costs of disposal calculation is based on available data from binding sales transactions, conducted at arm's length, for similar assets or observable market prices less incremental costs for disposing of the asset. The value in use calculation is based on a DCF model. The cash flows are derived from the budget for the next five years and do not include restructuring activities that the Company is not yet committed to or significant future investments that will enhance the asset's performance of the CGU being tested. The recoverable amounts sensitive to the discount rate used for the DCF model as well as the expected future cash-inflows and the growth rate used for extrapolation purposes.

Defined Benefit Plans (Gratuity Benefits)

The cost of the defined benefit gratuity plan and other post-employment benefits and the present value of the gratuity obligation are determined using actuarial valuations. An actuarial valuation involves making various assumptions that may differ from actual developments in the future. These include the determination of the discount rate, future salary increases and mortality rates. Due to the complexities involved in the valuation and its long term nature, a defined benefit obligation is highly sensitive to changes in these assumptions. All assumptions are reviewed at each reporting date.

The parameter most subject to change is the discount rate. In determining the appropriate discount rate for plans operated in India, the management considers the interest rates of government bonds in currencies consistent with the currencies of the post-employment benefit obligation.

The mortality rate is based on publicaly available mortality tables for the specific countries. Those mortality tables tend to change only at interval in response to demographic changes. Future salary increases and gratuity increases are based on expected future inflation rates.

Details about gratuity obligations are given in Note 29.

Fair value measurement of financial instruments

When the fair values of financial assets and financial liabilities recorded in the balance sheet cannot be measured based on quoted prices in active markets, the fair value is measured using valuation techniques including the DCF model. The inputs to these models are taken from observable markets where possible, but where this is not feasible, a degree of judgement is required in establishing fair values. Judgements include considerations of inputs such as liquidity risk, credit risk and volatility. Changes in assumptions about these factors could affect the reported fair value target and the discount factor.

The Company has valued its financial instruments through profit & loss which involves significant judgements and estimates such as cash flows for the period for which the instrument is valid, EBITDA of investee company, fair value of share price of the investee company on meeting certain requirements as per the agreement, etc. The determination of the fair value is based on expected discounted cash flows. The key assumptions take into consideration the probability of meeting each performance target and the discount factor.

(b) Fair Value Hierarchy

The fair value hierarchy is based on inputs to valution techniqes that are used to measure fair value that are either observable or unobservable and consist of the following three levels :

Level 1 - Inputs are quoted prices (unadjusted) in active markets for identical assets or liabilities.

Level 2 - Inputs are other than quoted prices included within level 1 that are observable for the asset or liability, either directly (i.e. as prices) or indirectly (i.e. derived from prices)

Level 3 - Inputs are not based on observable market data (unobservable inputs). Fair value are determined in whole or in part using a valuation model based on assumption that are neither supported by prices from observable current market transaction in the same instrument nor are they based on available market data.

The Investments included in level 3 of fair value heirachy have been valued using the cost approach to arrive at their fair value. The cost of unquoted investments approximate the fair value because there is a wide range of possible fair value measurements and the cost represents estimate of fair value within the range.

Note 40: Details of Benami Property held

No proceedings have been initiated or are pending against the Company for holding any benami property under the Benami Transactions (Prohibition) Act, 1988 (45 of 1988) and rules made thereunder during the year.

Note 41: Wilful Defaulter

The Company has not been declared wilful defaulter by any bank or financial institution or any other lender during the year.

Note 42: Relationship with Struck Off Companies

The Company does not have any transactions or balances with the companies struck off under Section 248 of the Companies Act, 2013 or Section 560 of Companies Act, 1956 during the year and the previous year.

Note 43: Registration of Charges or satisfaction with Registrar of Companies (ROC)

During the year, there are no instances of any registration, modification or satisfaction of charges which are pending for registration, modification or satisfaction with Registrar of Companies (ROC) beyond the statutory period.

Note 44: Compliance with number of layers of companies

The Company is in compliance with the relevant provisions of the Companies Act, 2013 with respect to the number of layers prescribed under clause (87) of Section 2 of the Companies Act, 2013 read with the Companies (Restriction on number of Layers) Rules, 2017.

Note 45: Utilisation of Borrowed Funds and Share Premium under Rule 11(e)

No funds (which are material either individually or in the aggregate) have been advanced or loaned or invested (either from borrowed funds or share premium or any other sources or kind of funds) by the Company to or in any other person or entity, including foreign entity (“Intermediaries”).

No funds (which are material either individually or in the aggregate) have been received by the Company from any person or entity, including foreign entity (“Funding Parties”).

Note 46:

The Company does not have any transactions not recorded in books of accounts that has been surrendered or disclosed as income during the year and previous year in the tax assessments under the Income Tax Act, 1961.

Note 47:

The Company has not traded or invested in any crypto currency or virtual currency during the year and previous year. Note 48 :

There has been no fraud by the Company or on the Company during the year and previous year.

Note 49 :

There is no scheme of arrangement approved by the Competent Authority in terms of sections 230 to 237 of the Companies Act, 2013 during the year and hence, no disclosures are required to be made by the Company in these financial statements for the year ended 31st March, 2024

Note 50: DividendDividend paid during the year

Dividends paid during the year ended March 31,2024 include an amount of Rs 0.15 per equity share towards final dividend for the year ended March 31,2023. Dividends paid during the year ended March 31,2023 include an amount of Rs. 0.15 per equity share towards final dividend for the year ended March 31,2022.

Dividend declared

Dividends declared by the Company are based on the profits available for distribution. The Board of Directors have proposed a final dividend of 15% i.e. Rs. 0.15 (Previous year Rs. 0.15) per equity share amounting to Rs. 370.59 for the year 2023-24 ( Previous year Rs. 303.21) after the balance sheet date, subject to the approval of shareholders at the ensuing Annual General Meeting of the Company and therefore, the proposed final dividend has not been recognised as the liability as at the balance sheet date in line with Ind AS 10 on 'Events after the reporting period'.

Note 51: Rounding of Amounts

All amounts disclosed in the financial statements and notes have been rounded off to the nearest lakhs as per the requirement of Schedule III, unless otherwise stated.

Note 52: Borrowings from banks for Credit Facility

There is no material or significant deviation in the quarterly returns or statements of current assets filed by the Company with the banks or financial institutions vis-a-vis the books of accounts for the year. The deviations, if any, have been intimated by the Company to the banks or financial institutions, wherever necessary.

(i) The stock statements submitted to ICICI bank includes stock of store spares which are not included in the stock statement of Citibank due to the difference in the definition of Inventories as prescribed by the respective banks.

(ii) The above difference are due to the fact that the valuation of inventory of raw material, work in progress & finished goods submitted to the banks where based on the approximation / previous quarter's costing figures as the same were due for submission to banks within a fortnight of month closing, whereas in the books of accounts the valuation was done using the actual costing as at the quarter ending. The differences arisen due to these are not material.

Note 53: Events Occuring after the balance sheet date

No adjusting or significant non-adjusting events have occurred between the reporting date and date of authorization.

Note 54: Previous Year Figures

Previous year's figures have been regrouped, rearranged & reclassified where ever considered necessary.