(xx) Provisions, Contingent Liabilities and Contingent AssetsProvisions
Provisions are recognised when, based on Company’s present obligation (legal or constructive)as a result of a past event, it is probable that the Company will be required to settle the obligationand a reliable estimate can be made of the amount of the obligation.
The amount recognised as a provision is the best estimate of the consideration required to settlethe present obligation at the end of the reporting period, taking into account the risks anduncertainties surrounding the obligation. When a provision is measured using the cash flowsestimated to settle the present obligation, its carrying amount is the present value of those cashflows (when the effect of the time value of money is material).
Contingent Liabilities and Assets
Contingent liabilities are disclosed in the Standalone Financial Statements by way of notes toaccounts, unless possibility of an outflow of resources embodying economic benefit is remote.Contingent assets are disclosed in the Standalone Financial Statements by way of notes toaccounts when an inflow of economic benefits is probable.
(xxi)Events after reporting date
Where events occurring after the Balance Sheet date provide evidence of conditions that existedat the end of the reporting period, the impact of such events is adjusted within the StandaloneFinancial Statements. Otherwise, events after the Balance Sheet date of material size or natureare only disclosed.
3. Critical Accounting Judgments, Estimates, Assumptions and Key Sources of EstimationUncertainty
The preparation of the Company’s Standalone Financial Statements requires management to makejudgements, estimates and assumptions that affect the reported amounts of revenues, expenses,assets and liabilities, and the accompanying disclosures, and the disclosure of contingent liabilities atthe date of the Standalone Financial Statements. Estimates and assumptions are continuouslyevaluated and are based on management’s experience and other factors, including expectations offuture events that are believed to be reasonable under the circumstances. Uncertainty about theseassumptions and estimates could result in outcomes that require a material adjustment to the carryingamount of assets or liabilities affected in future periods.
Key estimates, assumptions and judgements
In particular, the Company has identified the following areas where significant judgements, estimatesand assumptions are required. Further information on each of these areas and how they impact thevarious accounting policies are described below and also in the relevant notes to the StandaloneFinancial Statements. Changes in estimates are accounted for prospectively.
(i) Income taxes
Significant judgements are involved in determining the provision for income taxes, includingamount expected to be paid/recovered for uncertain tax positions as also to determine the amountof deferred tax that can be recognised, based upon the likely timing and the level of future taxableprofits.
(ii) Useful lives of Property, Plant and Equipment/Intangible Assets
Property, Plant and Equipment/ Intangible Assets are depreciated/amortised over their estimateduseful lives, after taking into account estimated residual value. The useful lives and residualvalues are based on the Company’s historical experience with similar assets and taking intoaccount anticipated technological changes or commercial obsolescence. Management reviewsthe estimated useful lives and residual values of the assets annually in order to determine theamount of depreciation/amortisation to be recorded during any reporting period. The depreciation/amortisaion for future periods is revised, if there are significant changes from previous estimatesand accordingly, the unamortised/depreciable amount is charged over the remaining useful life ofthe assets.
(iii) Contingent Liabilities
In the normal course of business, Contingent Liabilities may arise from litigation and other claimsagainst the Company. Potential liabilities that are possible but not probable of crystallising or arevery difficult to quantify reliably are treated as contingent liabilities. Such liabilities are disclosed
in the Notes but are not recognised. Potential liabilities that are remote are neither recognised nordisclosed as contingent liability. The management decides whether the matters need to beclassified as ‘remote’, ‘possible’ or ‘probable’ based on expert advice, past judgements, experiencesetc.
(iv) Evaluation of Indicators for Impairment of Property, Plant and Equipment
The evaluation of applicability of indicators of impairment of assets requires assessment of externalfactors (significant decline in asset’s value, economic or legal environment, market interest ratesetc.) and internal factors (obsolescence or physical damage of an asset, poor economicperformance of the idle assets etc.) which could result in significant change in recoverable amountof the Property, Plant and Equipment and such assessment is based on estimates, future plans asenvisaged by Company.
(v) Actuarial Valuation:
The determination of Company’s liability towards defined benefit obligation to employees ismade through independent actuarial valuation including determination of amounts to be recognisedin the income statement and in other comprehensive income. Such valuation depends uponassumptions determined after taking into account inflation, seniority, promotion and other relevantfactors such as supply and demand factors in the employment market.
(vi) Allowance for impairment of trade receivables
The expected credit loss is mainly based on the ageing of the receivable balances and historicalexperience. The receivables are assessed on an individual basis assessed for impairmentcollectively, depending on their significance. Moreover, trade receivables are written off on acase-to-case basis if deemed not to be collectable on the assessment of the underlying facts andcircumstances.
(vii) Provisions
Provisions and liabilities are recognised in the period when it becomes probable that there will bea future outflow of funds resulting from past operations or events and the amount of cash outflowcan be reliably estimated. The timing of recognition and quantification of the liability requires theapplication of judgement to existing facts and circumstances, which can be subject to change.The carrying amounts of provisions and liabilities are reviewed regularly and revised to takeaccount of changing facts and circumstances.
(viii) Revenue Recognition:
The Company’s contracts with customers include promises to transfer products to the customers.The Company assesses the products promised in a contract and identifies distinct performanceobligations, if any, in the contract. Identification of distinct performance obligation involvesjudgement to determine the deliverables and the ability of the customer to benefit independentlyfrom such deliverables. Judgement is also required to determine the transaction price for thecontract. The Company exercises judgement in determining whether the performance obligationis satisfied at a point in time or over time. The Company considers indicators such as to whocontrols the asset as it is being created or existence of enforceable right to payment for performanceto date and alternate use of such product, transfer of significant risks and rewards to the customer,acceptance of delivery by the customer, etc. The judgment is also exercised in determining thevariable consideration, if any, involved in transaction price and also in estimating the impact ofcustomer’s right to return the goods, based on prior experience. The company has exercisedjudgments and concluded that it has only one performance obligation from each of its of itscontract with customers and it is being satisfied at a point in time.
Right, Preferences and restrictions attached to Equity Shares
(i) The Company has only one class of shares i.e. Equity Shares having par value of ' 10 each. Eachholder of Equity Shares is entitled to one vote per share.
(ii) In the event of liquidation of the Company, the holders of equity shares will be entitled to receiveany of the remaining assets of the Company, after distribution of all preferential amounts. Thedistribution will be in proportion to the number of equity shares held by the shareholders.
(iii) The Board of Directors of the company in their meeting held on 18th May, 2026 have recommendeda final dividend of ' NIL (previous year ' 1 per equity share) to be approved by the shareholdersin the ensuing general meeting.On approval, this will result in an outflow of ' NIL (Previous year' 97.84 Lakhs).
(iv) The company has allotted 2,69,402 Equity shares to the Promoters and Director on conversion ofShare Warrants on March 24, 2026. The same was mentioned in individual shareholding anddemat shareholding. Pursuant to conversion, the Issued, Subscribed and Paid-up Equity ShareCapital of the Company increased from ' 978.40/- Lakhs consisting of 97,83,990 fully paid-upEquity Shares of ' 10/- each to ' 1,005.34/- Lakhs consisting of 1,00,53,392 fully paid-up EquityShares of ' 10/- each. Further, due to non-exercise of conversion option of 6,36,988 share warrantswithin 18 months from the date of the allotment, i.e. on or before March 31,2026, the said 6,36,988convertible share warrants has been lapsed.
Description of the nature and purpose of Other Equity
General Reserve : The General Reserve comprises of transfer of profits from retained earnings forappropriation purposes. The reserve can be distributed/utilised by the Company in accordance withthe provisions of Companies Act, 2013.
Retained Earnings: Retained Earnings are the profits that the Company has earned till date and is netof amount transferred to other reserves such as general reserves etc.& amount distributed as dividendsand related dividend distribution taxes.
Capital Reserve: The Capital Reserve represents the amount arising on forfeiture of considerationreceived against warrants that were not exercised. This reserve shall be utilised or distributed by theCompany in compliance with the provisions of the Companies Act, 2013.
Security Premium: The amount received in excess of face value of the equity shares is recognised inSecurities Premium Reserve. Security premium includes equity-settled share-based paymenttransactions, the difference between fair value on grant date and nominal value of share is accountedas securities premium reserve.
Share Warrants:On 1st August, 2024, members in Annual general meeting has approved issue of
9.16.390 (Nine Lakh Sixteen Thousand Three Hundred Ninety only) warrants, each convertible into, orexchangeable for, one fully paid-up equity share of the Company of face value of ' 10/- each (“Warrants”)at a price of ' 552 each including premium of ' 542 each, being not less than the price determined inaccordance with Chapter V of SEBI ICDR Regulations, 2018, to the Promoter/Promoter Group of thecompany and certain identified non- promoter persons/entities. The Company has received upfrontpayment of 25% of the total consideration on 9,06,390 warrants as per the terms in previous year.During the current financial year, the balance 75% of the consideration was called. Out of the total
9.06.390 warrants, 2,69,402 warrants were exercised, and the corresponding equity shares wereallotted. Consequently, ' 26.94 lakh has been transferred to Equity Share Capital and ' 1,460.16 lakhhas been transferred to Securities Premium. Further, the amount of ' 879.04 lakh pertaining to warrantsnot exercised has been transferred to Capital Reserve in accordance with the applicable accountingrequirements.
Reserve for equity instruments through Other Comprehensive Income : This represents cumulativegains / (losses) arising on the measurement of equity instruments at Fair Value through OtherComprehensive Income.
Equity Stock Option Reserve: Equity stock option reserve is used to recognise the fair value of equitysettled share based payment transactions.
34. Disclosure of the aggregate amount of research and development expenditure recognised as anexpense during the period - Research and Development (R&D) :
The Company has in-House R&D unit at its registered office and is registered with the Department ofScientific & Industrial Research (DSIR), Ministry of Science & Technology, New Delhi.
38. Leases
The Company has taken certain warehouses, residential houses and vehicles on rent for its businessoperations under leave and license agreements and rent agreements respectively. These are generallynot non-cancellable agreements and they are for the periods not exceeding 12 months under the saidagreements. The said agreements are renewable by mutual consent on mutually agreeable terms.
39. Employee Benefits
The Company has classified various employee benefits as under:
A. Defined Contribution Plans
i. Provident Fund
ii. Superannuation Fund
The Provident Fund is operated by the Regional Provident Fund Commissioner and theSuperannuation Fund is administered by the LIC of India as applicable for all eligible employees.Under the schemes, the Company is required to contribute a specified percentage of payroll coststo the retirement benefit schemes to fund the benefits. These funds are recognised by the IncomeTax Authorities.
B. Defined Benefit Plans
The Company operates a defined benefit gratuity plan covering qualifying employees. Under thisplan, eligible employees are entitled to a post-retirement benefit calculated at 15 days’ salary foreach completed year of service, up to the retirement age of 58 years, subject to a maximumpayment ceiling of ' 20 lakhs. The benefit vests upon completion of five years of continuousservice. The gratuity plan was governed by the provisions of the Payment of Gratuity Act, 1972 upto November 20, 2025 and thereafter by the applicable provisions of the Labour Codes notified bythe Government of India. Once vested, the gratuity becomes payable upon retirement or terminationof employment. The Company makes annual contributions to a group gratuity scheme administeredby the Life Insurance Corporation of India (LIC) through its Gratuity Trust Fund. The liabilitytowards the gratuity plan is determined based on actuarial valuations carried out at the end ofeach reporting period using the projected unit credit method, as prescribed under Ind AS 19 -Employee Benefits.
The Government of India has consolidated 29 existing labour legislations into a unified frameworkcomprising four Labour Codes -The Code on Wages, 2019, The Industrial Relations Code, 2020,The Code on Social Security, 2020 and The Occupational Safety, Health and Working ConditionsCode, 2020 (collectively referred to as “the Labour Codes”). These codes have been madeeffective from November 21, 2025 and the corresponding supporting central rules have beennotified from May 8 ,2026. Accordingly, the Company has recognized a provision towards pastservice cost on gratuity payable to employees amounting to Rs. 4.62 Lakhs during the year endedMarch 31,2026 which is included under “Employee benefits expense”. The State Rules are yet tobe notified. The Company continues to monitor the developments and clarifications from theGovernment on other aspects of the Labour Code and would provide appropriate accountingeffect on the basis of such developments, as needed.
Gratuity is defined benefit plan and Company is exposed to following Risks:
Interest Risk :
A fall in the discount rate which is linked to the Government Securities Rate will increase thepresent value of the liability requiring higher provision. A fall in the discount rate generally increasesthe mark to market value of the assets depending on the duration of asset.
Salary Risk :
The present value of the defined benefit plan liability is calculated by reference to the futuresalaries of members. As such, an increase in the salary of the members more than assumed levelwill increase the plan’s liability.
Investment Risk :
The present value of the defined benefit plan liability is calculated using a discount rate which isdetermined by reference to market yields at the end of the reporting period on government bonds.If the return on plan asset is below this rate, it will create a plan deficit. Currently, for the plan inIndia, it has a relatively balanced mix of investments in government securities, and other debtinstruments.
Mortality Risk :
Since the benefits under the plan is not payable for the life time and payable till retirement ageonly, plan does not have any longevity risk.
Valuations in respect of above have been carried out by independent actuary, as at the balancesheet date, based on the following assumptions:
Notes on Sensitivity Analysis
i. Sensitivity analysis for each significant actuarial assumptions of the Company which are discount rateand salary assumptions as of the end of the reporting period, showing how the defined benefit obligationwould have been affected by changes is presented in the table above.
ii. In presenting the above sensitivity analysis, the present value of the projected benefit obligation hasbeen calculated using the projected unit credit method at the end of the reporting period, which is thesame method as applied in calculating the projected benefit obligation as recognised in the balancesheet.
iii. There is no change in the method from the previous period and the points /percentage by which theassumptions are stressed are same to those in the previous year.
C. Compensated absences (Unfunded)
The obligations under the compensated absences plan have been determined by IndependentActuary using Projected Unit Credit (PUC) method. Compensated absences is payable to alleligible employees on separation from the Company due to death, retirement, superannuation orresignation. At the rate of daily salary, as per current accumulation of leave days.
40. Information on Segment Reporting as per Ind AS 108 on “Operating Segments”
Operating Segments are those components of business whose operating results are regularly reviewedby the Chief Operating Decision making body in the Company to make decisions for performanceassessment and resource allocation.The Company has identified two reportable segments, SpecialityChemicals and Trading in fruits & vegetables in terms of Ind AS 108 “Operating Segments”.
The Comparative Details are as below:
42. Disclosures on financial instruments
This section gives an overview of the significance of financial instruments for the Company and providesadditional information on balance sheet items that contain financial instruments.
The details of material accounting policies, including the criteria for recognition, the basis ofmeasurement and the basis on which income and expenses are recognised, in respect of each classof financial asset, financial liability and equity instrument are disclosed in note 2 to the financialstatements.
(A) Financial assets and liabilities:
The following table presents the carrying amounts and fair value of each category of financialassets and liabilities as at 31st March, 2026 and 31st March, 2025.
The carrying value of Financial Assets and Financial Liabilities measured at amortised costapproximates to their fair values.
(B) Capital Management
The company’s objective when managing capital is to:
- Safeguard its ability to continue as a going concern so that the Company is able to providemaximum return to stakeholders and benefits for other stakeholders.
- Maintain an optimal capital structure to reduce the cost of capital.
The Company’s Board of Directors reviews the capital structure on a regular basis. As part of thisreview, the Board considers the cost of capital, risk associated with each class of capitalrequirements and maintenance of adequate liquidity.
(C) Fair Value Measurement:
This note provides information about how the Company determines fair values of various financialassets.
The following table gives information about how the fair values of these financial assets aredetermined.
(b) Fair value of financial assets and financial liabilities that are not measured at fair value(but fair value disclosures are required)
The carrying amount of financial assets and financial liabilities measured at amortised costin the Financial Statements are a reasonable approximation of their fair values since theCompany does not anticipate that the carrying amounts would be significantly different fromthe values that would eventually be received or settled.
There has been no transfers between level 1, level 2 and level 3 for the years ended 31stMarch, 2026.
(D) Financial risk management:
The Company’s financial risk management is an integral part of how to plan and execute itsbusiness strategies. The risk management policy is approved by the Company’s Board. TheCompany’s principal financial liabilities comprise of borrowings (if any), trade and other payables.The main purpose of these financial liabilities is to finance the Company’s operations and toprovide guarantees to support its operations in selective instances. The Company’s principalfinancial assets include trade and other receivables, and cash and cash equivalents that derivedirectly from its operations and investments. The company is exposed to market risk, credit risk,liquidity risk etc. The objectives of the Company’s financing policy are to secure solvency, limitfinancial risks and optimise the cost of capital. The Company’s capital structure is managed usingequity and debt ratios as part of the Company’s financial planning.
1. Market risk:
Market risk is the risk that changes in market prices- such as foreign exchange rates, interestrates and equity prices- will affect the Company’s income or the value of its holdings offinancial instrument. The objective of market risk management is to manage and controlmarket risk exposures within acceptable parameters while optimising the return. The majorcomponents of market risk are foreign currency risk, interest rate risk and price risk.
A Foreign Currency Risk:
Foreign currency risk is the risk that the fair value or future cash flows of an exposure willfluctuate because of changes in foreign exchange rates. The Company undertakestransactions denominated in foreign currencies; consequently, exposures to exchange ratefluctuations arise.
Foreign currency exposure as at 31st March are hedged as per the policy of the company
(a) Foreign Currency Sensitivity:
The Company is principally exposed to foreign currency risk against USD. Sensitivity of profitor loss arises mainly from USD denominated receivables and payables.As per management’sassessment of reasonable possible changes in the exchange rate of /- 5% between USD-INR currency pair, sensitivity of profit or loss only on outstanding foreign currency denominatedmonetary items at the period end is presented below:
B Interest rate risk:
The Company invests the surplus fund generated from operations in bank deposits. Bankdeposits are made for a period of up to 12 months and carry interest rate of 5%-7.25% as perprevailing market interest rate. Considering these bank deposits are short term in nature,there is no significant interest rate risk.
C Price risk:
The Company’s equity securities price risk arises from investments held and classified in thebalance sheet at fair value through OCI. The Company’s equity investments in Securities arepublicly traded.
Price sensitivity analysis:
The sensitivity of profit or loss in respect of investments in equity shares at the end of the reportingperiod for /-5% change in price and net asset value is presented below:
Other comprehensive income for the year ended 31st March, 2026 would increase / decrease by' 46.61 Lakhs (P.Y. ' 74.78 Lakhs) as a result ofmeasured at FVTOCI.
2. Credit risk:
Credit risk refers to the risk that a counterparty will default on its contractual obligations resultingin financial loss to the Company. The Company has adopted a policy of only dealing withcreditworthy counterparties as a means of mitigating the risk of financial loss from defaults. TheCompany’s exposure and wherever appropriate, the credit ratings of its counterparties arecontinuously monitored and spread amongst various counterparties. Credit exposure is controlledby counterparty limits that are reviewed and approved by the management of the Company.Financial instruments that are subject to concentrations of credit risk, principally consist of balancewith banks, investments in equity instruments and trade receivables.
None of the financial instruments of the Company result in material concentrations of credit risks,which may result into financial loss for the company.
3. Liquidity risk:
The Company manages liquidity risk by maintaining sufficient cash and cash equivalents andavailability of funding through an adequate amount of committed credit facilities to meet theobligations when due. Management monitors rolling forecasts of liquidity position and cash andcash equivalents on the basis of expected cash flows. In addition, liquidity management alsoinvolves projecting cash flows considering level of liquid assets necessary to meet obligations bymatching the maturity profiles of financial assets & liabilities and monitoring balance sheet liquidityratios.
The information included in the tables have been drawn up based on the undiscounted cashflows of financial liabilities based on the earliest date on which the Company may be required topay. The tables include both interest and principal cash flows. The contractual maturity is basedon the earliest date on which the Company may be required to pay.
45. The Company does not have any Immovable Property whose title deeds are not held in the name of theCompany.
46. The Company does not have any transactions with struck-off companies.
47. The Company has not been declared as a willful defaulter by any lender who has powers to declare acompany as a willful defaulter at any time during the financial year or after the end of reporting periodbut before the date when financial statements are approved.
48. The Company doesn’t have any such transaction which is not recorded in the books of account thathas been surrendered or disclosed as income during the year in the tax assessments under theIncome Tax Act, 1961 such as, search or survey or any other relevant provisions of the Income Tax Act,1961
49 The Company doesn’t have any Benami property, where any proceeding has been initiated or pendingagainst the Company for holding any Benami property.
50 The Company has not granted any loans or advances in the nature of loans to promoters, directors,Key Managerial Personnel (KMPs), or other related parties that are repayable on demand or for whichthe terms or period of repayment have not been specified in the agreement, except for loans grantedto its Associate and Subsidiary Companies. (Refer Note Nos. 6 and 13).
51 The Company has not traded or invested in Crypto currency or Virtual Currency during the financialyear.
52 The Company does not have any charges or satisfaction which is yet to be registered with the Registrarof Companies (ROC) beyond the statutory period.
53 The Company has sought balance confirmations from trade receivables and trade payables, whereversuch balance confirmations are received by the Company, the same are reconciled and appropriateadjustments if required, are made in the books of account.
54 The Company is in compliance with the number of layers prescribed under clause (87) of section 2 ofthe Companies Act, 2013 read with the Companies (Restriction on number of Layers) Rules, 2017.
55 The Company has not advanced or loaned or invested funds to any other person(s) or entity(ies),including foreign entities (Intermediaries) with the understanding that the Intermediary shall:
(a) Directly or indirectly lend or invest in other persons or entities identified in any manner whatsoeverby or on behalf of the Company (Ultimate Beneficiaries) or
(b) Provide any guarantee, security or the like to or on behalf of the ultimate beneficiaries.
The Company has not received any fund from any person(s) or entity(ies), including foreign entities(Funding Party) with the understanding (whether recorded in writing or otherwise) that the Companyshall:
(a) directly or indirectly lend or invest in other persons or entities identified in any manner whatsoeverby or on behalf of the Funding Party (Ultimate Beneficiaries) or
(b) provide any guarantee, security or the like on behalf of the ultimate beneficiaries.
56 The previous year’s figures have been regrouped/rearranged wherever necessary to make themcomparable with the current year.
57 Approval of Standalone Financials Statements
The Standalone Financial Statements were approved for issue by the Board of Directors on 18th May,2026.