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NOTES TO ACCOUNTS

Jubilant Pharmova Ltd.

You can view the entire text of Notes to accounts of the company for the latest year
Market Cap. (₹) 14109.12 Cr. P/BV 1.97 Book Value (₹) 448.85
52 Week High/Low (₹) 1185/786 FV/ML 1/1 P/E(X) 35.41
Bookclosure 24/07/2026 EPS (₹) 25.02 Div Yield (%) 0.56
Year End :2026-03 

Global minimum tax (Pillar Two):

The Organisation for Economic Co-operation and Development (OECD) has published the model rules for global minimum tax (Pillar Two model rules). As per the provisions of Pillar Two legislation, the Company, being the Group's Ultimate Parent Entity (UPE), has consolidated revenues exceeding the threshold prescribed under the OECD framework. Pillar Two legislation has been enacted, or substantively enacted, in certain jurisdictions where the Company operates.

Based on the current assessment, the Company does not expect a material financial impact from the application of the Pillar Two rules on its financial statements. The evaluation of the potential exposure is based on the most recent country-bycountry reporting, financial statements for the constituent entities in the Company and the applicability of OECD transitional safe harbour provisions. Further, in accordance with Amendments to Ind AS 12, the Company has applied temporary mandatory relief from accounting for deferred tax that arises from implementing Pillar Two legislation.

Terms and rights attached to equity shares:

The Company has only one class of shares referred to as equity shares having par value of ' 1 each. Holder of each equity share is entitled to one vote per share. In the event of liquidation of the Company, the holders of equity shares will be entitled to receive any of the remaining assets of the Company, after distribution of all preferential amounts. The distribution will be in proportion to the number of equity shares held by the shareholders.


NOTE 14: NATURE AND PURPOSE OF OTHER EQUITY

Capital reserve

Accumulated capital surplus not available for distribution of dividend and expected to remain invested permanently and includes excess/shortfall of consideration over book value of net assets/liabilities transferred under a common control transaction.

Capital redemption reserve

Capital redemption reserve represents the unutilized accumulated amount set aside at the time of redemption of preference shares. This reserve is utilised in accordance with the provisions of the Act.

Amalgamation reserve

Amalgamation reserve represents the unutilized accumulated surplus created at the time of amalgamation of another company with the Company. This reserve is not available for distribution of dividend and is expected to remain invested permanently.

Share based payment reserve

The fair value of the equity settled share based payment transactions with employees is recognised in Statement of Profit and Loss with corresponding credit to share based payment reserve. Further, equity settled share based payment transaction with employees of subsidiary is recognised in investment of subsidiaries/recharged to subsidiaries with corresponding credit to Share based payment reserve

• Retained earnings

Retained earnings represent the amount of accumulated earnings of the Company and re-measurement differences on defined benefit plans.

Equity instrument through OCI

The Company has elected to recognize changes in the fair value of certain investments in equity securities in other comprehensive income. These changes are accumulated within the equity instrument through OCI within equity. The Company transfers amount therefrom to retained earnings when the relevant equity securities are derecognized.

15 (a). Nature of security and other terms of repayment of borrowings as at 31 March 2026

15(a)(i) Non-convertible debentures amounting to ' 500 million are secured by way of first charge on immovable fixed

assets located at Plot No.15, Knowledge Park-II, Greater Noida, Uttar Pradesh. These non-convertible debentures carry interest rate of 6.65% per annum and are repayable in January 2031.

15(a)(ii) Refer note 27 for borrowings transferred to Jubilant Biosys Limited pursuant to the sale of business.

15 (b). Nature of security and other terms of repayment of borrowings as at 31 March 2025

15(b)(i) Non-convertible debentures amounting to ' 700 million were secured by way of first charge on immovable fixed assets located at Plot No.15, Knowledge Park-II, Greater Noida, Uttar Pradesh. During the year ended 31 March 2025, the tenure of non-convertible debentures was extended upto January 2031. These non-convertible debentures carried interest rate of 7.09% per annum.

15(b)(ii) Indian rupee term loan amounting to ' 475 million from HDFC Bank Limited was secured by a first pari-passu

charge on all plant and machinery and movable assets, both present and future, of Jubilant Pharmova Limited. The loan was repayable in 16 quarterly installments from November 2024. The loan carried floating interest rate of T-Bill 1.17%. During the year ended 31 March 2025, the loan carried interest rate ranging from 7.40% to 8.35% per annum.

15(b)(iii) Indian rupee term loan amounting to ' 500 million from Bajaj Finance Limited was secured by a first pari-passu charge on all movable assets, both present and future, of Jubilant Pharmova Limited. The loan was repayable in 16 equal quarterly installments from December 2025. The loan carried floating interest rate of Repo rate 1.85%. During the year ended 31 March 2025, the loan carried interest rate ranging from 8.00% to 8.45% per annum.

15(b)(iv) Loan from subsidiary carried interest rate of 9.26% per annum. During the year ended 31 March 2025, the term of this loan was extended upto March 2028. The loan has been repaid during the year ended 31 March 2026.

15(b)(v) Indian rupee working capital facilities (including cash credit) sanctioned by banks were secured by a first charge by way of hypothecation, ranking pari-passu on current assets of the Company, both present and future. Working capital facilities carried interest rate ranging from 7.30% to 9.60% per annum and were repayable as per terms of the agreement within one year.

NOTE 27: SALE OF ACTIVE PHARMACEUTICAL INGREDIENTS BUSINESS

The Board of Directors of the Company, at its meeting held on 12 June 2025, considered and approved sale and transfer of the Active Pharmaceutical Ingredients (API) business of the Company as a going concern on slump sale basis to Jubilant Biosys Limited, a wholly-owned subsidiary of the Company, through a Business Transfer Agreement (“BTA”). The said slump sale was approved by the shareholders on 24 July 2025 and was completed on 1 September 2025. The purchase consideration as of the date of business transfer was discharged primarily by issuance of shares, as provided in the BTA.

(B) Defined Benefit Plans

The Company has an obligation towards gratuity, a defined benefit retirement plan covering eligible employees. The plan provides for a lump sum payment to vested employees at retirement, death while in employment or on termination of employment of an amount based on the respective employee's salary and the tenure of employment. The liability in respect of gratuity is recognised in the books of accounts based on actuarial valuation by an independent actuary.

In accordance with Ind AS 19 “Employee Benefits”, an actuarial valuation has been carried out in respect of gratuity. The discount rate assumed is 7.67% p.a. (31 March 2025: 6.90% p.a.) which is determined by reference to market yield at the Balance Sheet date on Government bonds having maturity period approximating to the terms of the obligation. The retirement age has been considered at 58 years (31 March 2025: 58 years) and mortality table is as per IALM (2012-14) (31 March 2025: IALM (2012-14)).

The estimates of future salary increases, considered in actuarial valuation is 10% p.a. for first three years and 6% p.a. thereafter (31 March 2025: 10% p.a. for first three years and 6% p.a. thereafter), taking into account of inflation, seniority, promotion and other relevant factors, such as supply and demand in the employment market.

The plans assets were maintained with Life Insurance Corporation of India in respect of gratuity scheme for certain employees of a unit of the Company. The details of investments maintained by Life Insurance Corporation were not available with the Company, hence not disclosed. The expected rate of return on plan assets is 7.67% p.a. (31 March 2025: 6.90% p.a.).

The following methods / assumptions were used to estimate the fair values:

(a) Fair valuation of financial assets and liabilities with short term maturities is considered as approximate to respective carrying amount due to the short term maturities of these instruments. Further, the fair value disclosure of lease liabilities is not required.

(b) Fair valuation of non-current financial assets has been disclosed to be same as carrying value as there is no significant difference between carrying value and fair value.

(c) The fair value of long-term borrowings is estimated by discounting future cash flows using adjusted discount rate of 8.02% (31 March 2025: 7.52%-7.57%) (applicable to instruments with similar terms, currency, credit risk and remaining maturities) to discount the future payouts.

(d) The fair value is determined by using the valuation model/technique with observable/non-observable inputs and assumptions.

There are no transfers between Level 1, Level 2 and Level 3 during the year ended 31 March 2026 and 31 March 2025.

In monitoring customer credit risk, customers are grouped according to their credit characteristics, including whether they are an individual or a legal entity, whether they are an institutional, dealers or end-user customer, their geographic location, industry, trade history with the Company and existence of previous financial difficulties.

Expected credit loss with respect to trade receivables:

With respect to trade receivables, based on internal assessment which is driven by the historical experience/ current facts available in relation to default and delays in collection thereof, the credit risk for trade receivables is considered low. The Company estimates its allowance for trade receivable using lifetime expected credit loss. Also refer note 10.

NOTE 31. FINANCIAL RISK MANAGEMENT Risk management framework

The Company's board of directors has overall responsibility for the establishment and oversight of the Company's risk management framework.

The Company, through three layers of defense namely policies and procedures, review mechanism and assurance aims to maintain a disciplined and constructive control environment in which all employees understand their roles and obligations. The Audit committee of the Board with top management oversees the formulation and implementation of the risk management policies. The risks are identified at business unit level and mitigation plan are identified, deliberated and reviewed at appropriate forums.

The Company has exposure to the following risks arising from financial instruments:

- credit risk (see (i));

- liquidity risk (see (ii)); and

- market risk (see (iii)).

i. Credit risk

Credit risk is the risk of financial loss to the Company if a customer or counterparty to a financial instrument fails to meet its contractual obligations, and arises principally from the Company's receivables from customers, loans and investments.

The carrying amount of financial assets represents the maximum credit risk exposure.

Trade receivables and other financial assets

The Company has established a credit policy under which each new customer is analysed individually for creditworthiness before the payment and delivery terms and conditions are offered. The Company's review includes external ratings, if they are available, financial statements, credit agency information, industry information and business intelligence. Sale limits are established for each customer and reviewed annually. Any sales exceeding those limits require approval from the appropriate authority as per policy.

Assets are written off when there is no reasonable expectation of recovery, such as a debtor declaring bankruptcy or failing to engage in a payment plan with the Company.

Expected credit loss with respect to other financial asset:

With regards to all financial assets with contractual cash flows other than trade receivable, management believes these to be high quality assets with negligible credit risk. The management believes that the parties, from which these financial assets are recoverable, have strong capacity to meet the obligations and where the risk of default is negligible and accordingly no provision for expected credit loss has been provided on these financial assets. Break up of financial assets other than trade receivables have been disclosed in Balance Sheet.

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 it 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 the Company's reputation.

The Company's treasury department is responsible for managing the short term and long term liquidity requirements. Short term liquidity situation is reviewed weekly by treasury department. Longer term liquidity position is reviewed on a regular basis by the Board of Directors and appropriate decisions are taken according to the situation.

(1) Contractual cash flows exclude interest payable.

iii. Market risk

Market risk is the risk that changes in market prices such as foreign exchange rates, interest rates that will affect the Company's income or the value of its holdings of financial instruments. The objective of market risk management is to manage and control market risk exposures within acceptable parameters, while optimising the return.

Currency risk

The Company is exposed to currency risk to the extent that there is a mismatch between the currencies in which sales, purchases and borrowings are denominated and the functional currency of the Company. The currencies in which the Company is exposed to risk are USD, CAD, EUR and others.

The Company follows a natural hedge driven currency risk mitigation policy to the extent possible. Any residual risk is evaluated and appropriate risk mitigating steps are taken, including but not limited to, entering into forward contract and interest rate swap.

Interest rate risk

The Company's exposure to the risk of changes in market interest rates arises primarily from the Company's long term borrowings with floating interest rates. The borrowings of the Company are principally denominated in INR with a mix of fixed and floating rates of interest. The Company has exposure to interest rate risk, arising principally on changes in base lending rate. Interest rate risk is measured by using the cash flow sensitivity for changes in variable interest rate. The risk is managed by the Company by maintaining an appropriate mix between fixed and floating rate borrowings. Further, the Company monitors the interest rate movement and manages the interest rate risk by evaluating interest rate swaps etc. based on the market / risk perception.

Sensitivity analysis

A reasonably possible strengthening (weakening) of the USD, CAD, EUR and other currencies against all other currencies at year end would have affected the measurement of financial exposure denominated in a foreign currency and affected profit or loss by the amounts shown below. This analysis assumes that all other variables, in particular interest rates, remain constant and ignores any impact on forecast sales and purchases.

The sensitivity analysis below has been determined based on the exposure to interest rates for floating rate liabilities assuming the amount of the liability outstanding at the year-end was outstanding for the whole year.

If interest rates had been 25 basis points higher / lower and all other variables were held constant, the Company's profit before tax for the year ended 31 March 2026 would decrease / increase by ' 4 million (31 March 2025: ' 6 million). This is mainly attributable to the Company's exposure to interest rates on its floating rate borrowings.

NOTE 32. CAPITAL MANAGEMENT (a) Risk management

The Company's objectives when managing capital are to:

Ý safeguard its ability to continue as a going concern, so that it can continue to provide returns for its shareholders and benefits for other stakeholders, and

Ý maintain an optimal capital structure to reduce the cost of capital.

In order to maintain or adjust the capital structure, the Company may adjust the amount of dividends paid to shareholders, return capital to shareholders, issue new shares or sell assets to reduce debt.

The Company monitors capital on the basis of the following gearing ratio:

'Net debt' (total borrowings net of cash and cash equivalents and other bank balances) divided by 'Total equity' (as shown in the Balance Sheet).

c) Key management personnel (KMP) and related entities:

Mr. Shyam S. Bhartia, Mr. Hari S. Bhartia, Mr. Priyavrat Bhartia, Mr. Arjun Shanker Bhartia, Mr. Sushil Kumar Roongta, Mr. Vivek Mehra, Mr. Arun Seth, Mr. Shirish G. Belapure, Mr. Jinang Parekh (from 1 November 2023 to 31 May 2024), Dr. Harsh Mahajan, Ms. Shivpriya Nanda, Dr. Ramakrishnan Arul (from 1 June 2024 to 31 August 2025), Mr. Arvind Chokhany (upto 30 September 2025), Mr. Arun Kumar Sharma (w.e.f. 1 October 2025), Mr. Naresh Kapoor.

Jubilant Enpro Private Limited, Jubilant FoodWorks Limited, Jubilant Agri and Consumer Products Limited, Jubilant Life Sciences (Shanghai) Limited, Jubilant Ingrevia Limited.

d) Associate:

O2 Renewable Energy XVI Private Limited.

e) Others:

Jubilant Bhartia Foundation.

In addition to the above dividends, since year end the Board of Directors has recommended a dividend of ' 5 per equity share of ' 1 each, fully paid up amounting to ' 796 million for the year ended 31 March 2026, subject to approval in the ensuing Annual General Meeting.

NOTE 33. SEGMENT INFORMATION

In accordance with Ind AS 108 “Operating Segments”, segment information has been provided in the consolidated financial statements of the Group and therefore no separate disclosure on segment information is given in these standalone financial statements.

NOTE 34. RELATED PARTY DISCLOSURES

1. Related parties where control exists or with whom transactions have taken place

a) Subsidiaries including step-down subsidiaries:

Jubilant Pharma Limited, Jubilant DraxImage (USA) Inc., Jubilant DraxImage Inc., Draximage (UK) Limited, Jubilant Pharma Holdings Inc., Jubilant Clinsys Inc., Jubilant Cadista Pharmaceuticals Inc., Jubilant HollisterStier LLC, Jubilant Pharma NV, Jubilant Pharmaceuticals NV, PSI Supply NV, Jubilant Biosys Limited, Jubilant Discovery Services LLC, Jubilant Clinsys Limited, Jubilant First Trust Healthcare Limited, Jubilant Draximage Limited, Jubilant Innovation (USA) Inc., Jubilant HollisterStier Inc., Draxis Pharma LLC, Drug Discovery and Development Solutions Limited, TrialStat Solutions Inc., Jubilant Generics Limited, Jubilant Pharma Australia Pty Limited, Jubilant Draximage Radiopharmacies Inc., Jubilant Pharma SA (Pty) Limited, Jubilant Therapeutics India Limited, Jubilant Therapeutics Inc., Jubilant Business Services Limited, Jubilant Episcribe LLC, Jubilant Epicore LLC, Jubilant Prodel LLC, Jubilant Epipad LLC, Jubilant Pharma UK Limited, Jubilant Pharma ME FZ-LLC, Jubilant Biosys Innovative Research Services Pte. Limited, 1359773 B.C. Unlimited Liability Company, Jubilant Biosys France SAS (acquired on 19 March 2025), Jubilant Pharmaceutical Inc., Jubilant Employees Welfare Trust.

b) Other entities where control exists:

Jubilant HollisterStier General Partnership Canada (controlled through step down subsidiaries).

NOTE 35. CONTINGENT LIABILITIES TO THE EXTENT NOT PROVIDED FOR:

Claims against the Company, disputed by the Company, not acknowledged as debt#:

(' in million)

As at

31 March 2026#

31 March 2025

Income Tax

882

600

Customs

-

25

Goods and Service Tax

-

26

Others

10

10

# Excluding claims in respect of API business transferred to Jubilant Biosys Limited (refer note 27), though the claims may be continuing in the name of the Company.

Future cash outflows in respect of the above matters are determinable only on receipt of judgments/decisions pending at various stages/forums.

Additionally, the Company is involved in other disputes, lawsuits, claims, governmental and/ or regulatory inspections, inquiries, investigations and proceedings, including commercial matters that arise from time to time in the ordinary course of business.

The above does not include all other obligations resulting from claims, legal pronouncements having financial impact in respect of which the Company generally performs the assessment based on the external legal opinion and the amount of which cannot be reliably estimated.

The Company believes that none of above matters, either individually or in aggregate, are expected to have any material adverse effect on its financial statements.

NOTE 36. COMMITMENTS AS AT YEAR END Capital Commitments:

Estimated amount of contracts remaining to be executed on capital account (net of advances) is ' 9 million and ' 111 million (31 March 2025: ' 96 million and ' Nil) for property, plant and equipment and intangible assets, respectively. Also refer note 27.

(1) Included in donation - refer note 25 and 34

The Company's CSR activities primarily focus on Health, Education, Livelihood, Rural Development and Social Business Incubation projects to improve the quality of the life of the community.

Note 39. Government grant receivable ' Nil (31 March 2025: ' 3 million) and government grant recognized ' 7 million (31 March 2025: ' 18 million) in the Statement of Profit and Loss.

Note 40. The Company has established a comprehensive system of maintenance of information and documents as required by the transfer pricing legislation under sections 92-92F of the Income-tax Act, 1961. Since the law requires existence of such information and documentation to be contemporaneous in nature, the Company is in the process of updating the documentation for the specified domestic transactions entered into with the specified persons and the international transactions entered into with the associated enterprises during the financial year and expects such records to be in existence before the due date of filing of income tax return. The management is of the opinion that its specified domestic transactions and international transactions are at arm's length so that the aforesaid legislation will not have any impact on the financial statements, particularly on the amount of tax expense and that of provision for taxation.

NOTE 42. EMPLOYEE STOCK OPTION SCHEME

The Company has a stock option plan in place namely “Jubilant Pharmova Employees Stock Option Plan 2018” (“Plan 2018”).

The Nomination, Remuneration and Compensation Committee ('Committee') of the Board of Directors which comprises a majority of Independent Directors is responsible for administration and supervision of the Stock Option Plan.

Under Plan 2018, up to 3,000,000 Stock Options / Restricted Stock Units can be issued to eligible directors (other than promoter directors and independent directors) and other specified categories of employees of the Company / subsidiaries. Exercise price shall not be higher than the market price (i.e. latest available closing price on a recognized stock exchange having highest trading volume on which the equity shares of the Company are listed) of the equity shares at the time of grant and not less than the face value of the equity shares of the Company. As per the Securities and Exchange Board of India (SEBI) guidelines, the market price is taken as the closing price on the day preceding the date of grant of options, on the stock exchange where the trading volume is the highest.

Under Plan 2018, each option, upon vesting, shall entitle the holder to acquire one equity share of ' 1 each. Options granted will vest in the manner decided by the Committee and specified in the grant letter, and in any event not earlier than 1 year from the grant date and no later than a period of 5 years from the grant date. Vesting of Options is a function of achievement of performance criteria or any other criteria, as specified by the Committee and communicated in the grant letter

In 2008-09, Jubilant Employees Welfare Trust ('Trust') was constituted for the purpose of acquisition of equity shares of the Company from the secondary market or subscription of shares from the Company, to hold the shares and to allocate/ transfer these shares to eligible employees of the Company/subsidiaries from time to time on the terms and conditions specified under Plan 2018.

Up to 31 March 2026, Jubilant Employees Welfare Trust (the “Trust”) purchased 1,153,991 equity shares of the Company from the open market, out of which 260,020 equity shares were transferred to the employees on exercise of Options.

Note 44. (a) There are no funds which 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 persons or entities, including foreign entities (“Intermediaries”), with the understanding, whether recorded in writing or otherwise, that the Intermediary shall:

(i) directly or indirectly lend or invest in other persons or entities identified in any manner whatsoever by or on behalf of the Company (“Ultimate Beneficiaries”); or

(ii) provide any guarantee, security or the like to or on behalf of the Ultimate Beneficiaries.

(b) There are no funds which have been received by the Company from any persons or entities, including foreign entities (“Funding Parties”), with the understanding, whether recorded in writing or otherwise, that the Company shall:

(i) 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

(ii) provide any guarantee, security or the like from or on behalf of the Ultimate Beneficiaries.

Note 45. On 21 November 2025, the Government of India notified a unified framework comprising of four Labour Codes, which override multiple existing labour legislations. Based on the currently available information and the guidance provided by the Institute of Chartered Accountants of India, the Company has assessed and disclosed the incremental impact arising primarily due to change in the definition of 'wages' under these Codes. Subsequently, on 8 May 2026, the Central Government notified the Code on Wages (Central) Rules, 2026 and the Company is currently evaluating the consequential impact of these Rules. The Company continues to monitor the developments pertaining to the Labour Codes and would provide appropriate accounting impact on the basis of such developments as needed.

Note 46. During the year, the Company performed an impairment assessment of its investment in SPV Laboratories Private Limited in accordance with Ind AS 28 “Investments in Associates and Joint Ventures” and Ind AS 36 “Impairment of Assets”. Based on the assessment of the recoverable amount, a provision for impairment equivalent to the carrying value of the aforesaid investment amounting to ' 87 million has been recognised and disclosed as an exceptional item in the Statement of Profit and Loss.

Note 47. Pursuant to the slump sale of API business (refer note 27), the continuing operations of the Company now comprise management and other support services. Accordingly, a portion of income previously presented under 'Other non-operating income' has been reclassified to 'Sale of services' during the current year to appropriately reflect the nature and substance of the Company's continuing operations.

Note 50. Previous year figures have been regrouped/reclassified to conform to the current year's classification. The accompanying notes form an integral part of the standalone financial statements

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