Provisions are recognised when the Company has a present obligation (legal or constructive) as a result of a past event, it isprobable that an outflow of resources embodying economic benefits will be required to settle the obligation and a reliableestimate can be made of the amount of the obligation. Provisions are measured at the best estimate of the expenditurerequired to settle the present obligation at the Balance Sheet date.
If the effect of the time value of money is material, provisions are discounted to reflect its present value using a currentpre-tax rate that reflects the current market assessments of the time value of money and the risks specific to the obligation.When discounting is used, the increase in the provision due to the passage of time is recognised as a finance cost.
Contingent liabilities are disclosed when there is a possible obligation arising from past events, the existence of whichwill be confirmed only by the occurrence or non-occurrence of one or more uncertain future events not wholly within thecontrol of the Company or a present obligation that arises from past events where it is either not probable that an outflowof resources will be required to settle the obligation or a reliable estimate of the amount cannot be made.
The Company does not recognise a contingent liability but discloses its existence in the financial statements. Contingentassets are neither recognised nor disclosed in the financial statements. However, contingent assets are assessed continuallyand if it is virtually certain that an inflow of economic benefits will arise, the asset and related income are recognised inthe period in which the change occurs.
Measurement and disclosure of the employee share-based payment plans is done in accordance with Ind AS 102, Share-Based Payment.
The Ultimate Holding Company (‘Huhtamaki Oyj') offers Share based compensation program for senior executives ofthe Company. Shares mentioned above are issued by Huhtamaki Oyj and has no impact on the Company's share capital.
During the previous year, Huhtamaki Oyj recharged the Company, the cost of acquiring such shares for settlement to theemployees for ESOP plans vested during the year. Management expects that Huhtamaki Oyj will continue to recharge theCompany for shares to be vested in future and hence the Company has accounted for the same as liability.
The cost of cash-settled transactions is measured initially at fair value at the grant date. The fair value is expensed over theperiod until the vesting date with recognition of a corresponding liability. The liability is remeasured to fair value at eachreporting date upto, and including the settlement date, with changes in fair value recognised in employee benefits expense.
Research expenditure of a revenue nature is charged off in the year in which it is incurred and expenditure of a capitalnature is capitalised to fixed assets.
Development expenditures on an individual project are recognised as an intangible asset when the Companycan demonstrate:
• The technical feasibility of completing the intangible asset so that the asset will be available for use or sale.
• Its intention to complete and its ability and intention to use or sell the asset.
• How the asset will generate future economic benefits.
• The availability of resources to complete the asset.
• The ability to measure reliably the expenditure during development.
Basic EPS is computed by dividing the net profit for the period attributable to the equity shareholders by the weightedaverage number of equity shares outstanding during the period. Diluted EPS is computed using the weighted averagenumber of equity and dilutive equity equivalent shares outstanding during the period, except where the results wouldbe anti-dilutive.
Cash and cash equivalents are short-term (three months or less from the date of acquisition), highly liquid investmentsthat are readily convertible into cash and which are subject to an insignificant risk of changes in value.
Business Combinations are accounted for using Ind AS 103 Business Combination. Acquisitions of businesses are accountedfor using the acquisition method unless the transaction is between entities under common control. Under acquisitionmethod, acquisition related costs are recognised in the Statement of Profit and Loss as incurred. The acquiree's identifiableassets, liabilities and contingent liabilities that meet the conditions for recognition are recognised at their respective fairvalue at the acquisition date, except certain assets and liabilities required to be measured as per applicable standards.Purchase consideration in excess of the Company's interest in the acquiree's net fair value of identifiable assets, liabilitiesand contingent liabilities is recognised as goodwill. Excess of the Company's interest in the net fair value of the acquiree'sidentifiable assets, liabilities and contingent liabilities over the purchase consideration is recognised, after reassessmentof fair value of net assets acquired, is recognised as Capital reserve.
Business Combinations arising from transfer of interests in entities that are under common control are accounted usingpooling of interest method wherein, assets and liabilities of the combining entities are reflected at their carrying value,no adjustment are made to reflect fair values, or recognise any new assets or liabilities. The identity of the reserves ispreserved and appears in the financial statements of the transferee in the same form in which they appeared in thefinancial statements of the transferor.
Borrowing costs, general or specific, that are directly attributable to the acquisition or construction of qualifying assets iscapitalised as part of such assets. A qualifying asset is one that necessarily takes substantial period of time to get readyfor intended use. All other borrowing costs are charged to the Statement of Profit and Loss.
The Company determines the amount of borrowing costs eligible for capitalisation as the actual borrowing costs incurredon that borrowing during the year less any interest income earned on temporary investment of specific borrowings pendingtheir expenditure on qualifying assets, to the extent that an entity borrows funds specifically for the purpose of obtaininga qualifying asset. In case if the Company borrows generally and uses the funds for obtaining a qualifying asset, borrowingcosts eligible for capitalisation are determined by applying a capitalisation rate to the expenditures on that asset.
Borrowing cost includes exchange differences arising from foreign currency borrowings to the extent they are regardedas an adjustment to the finance cost.
Operating segments are reported in a manner consistent with the internal reporting provided to the Chief OperatingDecision Maker (CODM).
The CODM assesses the financial performance (i.e. Net profit after tax) and position of the Company and makes strategicdecisions. The Company has only one business segment, which is consumer packaging and company generates revenuemajorly from domestic sales. Accordingly, the amounts appearing in these financial statements relate to this one businesssegment. The accounting policies adopted for segment reporting are in line with the accounting policies of the Company.
The CODM, who is responsible for allocating resources and assessing performance of the operating segments, has beenidentified as the Managing Director of the Company.
Non-current assets are classified as ‘held for sale' when all the following criteria are met:
a) decision has been made to sell,
b) the assets are available for immediate sale in its present condition,
c) the assets are being actively marketed and
d) sale has been agreed or is expected to be concluded within 12 months of the Balance Sheet date.
Subsequently, such non-current assets classified as ‘held for sale' are measured at the lower of its carrying value and fairvalue less costs to sell. Non-current assets held for sale are not depreciated or amortised.
Goodwill of ' 623.8 Million pertains to below merger/acquisitions:
(a) Merger of Webtech Labels Private Limited in 2015 with Huhtamaki India Limited - ' 96.9 Million
(b) Acquisition of Business of Ajanta Packaging in 2018 - ' 467.1 Million
(c) Acquisition of Business of Mohan Mutha Polytech Private Limited, Sricity in 2020 - ' 59.8 Million
Considering the nature of business and operations of the Company, the Management has identified the whole entity assingle Cash Generating unit (CGU) for the purpose of impairment testing. Based on the impairment analysis performed, themanagement has not identified any indicators of impairment for the years ended December 31, 2024 and 2023. Following keyassumptions were considered while performing impairment testing:
a. Long Term sustainable growth rates - 5% (Previous year: 5%)
b. Weighted Average Cost of Capital % before Tax (discount rate) - 10.7% (Previous year: 11%)
The recoverable amount is based on fair value less costs to sell, estimated using discounted cash flows.The fair value measurementhas been categorised as Level 3 fair value.
The Projections cover a period of five years, which is considered to be an appropriate timescale over which to review andconsider annual performances before applying a fixed terminal value multiple to the final year cashflows. The growth rates usedto estimate future performance are based on past performance and current developments. Value in use has been determinedby discounting the future cash flows generated from the continuing use. A sensitivity analysis around the base assumptionshas been performed and it has been concluded that no reasonable changes in key assumptions would cause the recoverableamount to be less than the carrying value.
The Company did not identify any impairment charge in respect of intangible assets during the year December 31, 2024(December 31, 2023 ' Nil)
a. In line with Circular No 04/2015 issued by Ministry of Corporate Affairs dated 10/03/2015, loans given to employeesas per the Company's policy are not considered for the purposes of disclosure under Section 186(4) of the CompaniesAct, 2013
b. There are no loans or advances in the nature of loans granted to Promoters, Directors, KMPs and their related parties (asdefined under Companies Act, 2013), either severally or jointly with any other person.
Company has not given any advances to Directors or other Officers of the Company or any of them either severally or jointlywith any other persons or advances to firms of private companies respectively in which any Director is a partner or a Directoror a Member.
Non-current assets or disposal groups comprising of assets and liabilities are classified as ‘held for sale' when all the followingcriteria are met: (i) decision has been made to sell, (ii) the assets are available for immediate sale in its present condition, (iii)the assets are being actively marketed and (iv) sale has been agreed or is expected to be concluded within 12 months of theBalance Sheet date.
Subsequently, such non-current assets and disposal groups classified as ‘held for sale' are measured at the lower of its carryingvalue and fair value less costs to sell. Non-current assets held for sale are not depreciated or amortised.
During the previous year ended December 2023, the Company had executed four conveyance deeds towards sale of land andhad received ' 4,009.0 million under two conveyance deeds. The Statement of Profit and loss account for the previous yearended December 31, 2023 included the impact of profit in respect of these two conveyance deeds amounts to ' 3,916.0 million(and tax thereon of ' 836.0 million) which had been disclosed as “"Exceptional item””. During the current year ended December31, 2024, the conditions precedent in respect of the balance two conveyance deeds have been satisfied and the Company hasreceived the balance consideration of ' 220.9 million which is net of selling expenses incurred of ' 0.8 million (the Companyhad received an advance of ' 59.5 million during the previous year ended December 31, 2023).The Statement of profit and
loss account for current year ended December 31, 2024 include the impact of profit in respect of these two conveyance deedsamounting to ' 278.1 million which has been disclosed as "Exceptional item” and consequently Capital Gains Tax on the sameamounts to ' 63.6 million.
During the previous year ended December 2023, the Company had also executed a Deed of Assignment for Ambernath flexibleplant for a consideration of ' 300.0 million. The Statement of profit and loss account for the previous year ended December 31,2023 include the impact of profit of ' 170.9 million that has been disclosed as”” Exceptional item”” and consequently CapitalGain tax reversal on the same is ' 16.7 million.
The Company has only one class of Issued, Subscribed and Paid-up Equity Capital having a par value of ' 2 per share.Each holder of equity share is entitled to one vote per share. The Company declares and pays dividends in Indian rupees.The dividend proposed by the Board of Directors is subject to the approval of the shareholders in the ensuing AnnualGeneral Meeting.
In the event of liquidation of the Company, the holders of equity shares will be entitled to receive the remaining assets ofthe Company, after distribution of all preferential amounts. The distribution will be in proportion to the number of equityshares held by the shareholders.
Out of equity shares issued by the Company, shares held by its Holding Company are as follows :
The amount required to be spent under Section 135 of the Companies Act, 2013 for the year 2024 is ' 9.8 million(Previous Year: ' 10.9 million) i.e. 2% of average net profits for last three financial years, calculated as per section 198 ofthe Companies Act, 2013.
(Vi) Nature of CSR activities include
• Promotion of healthcare and sanitation activities which include drinking water facilities,rural developmentinitiative including upgradation of medical facility in Primary Health Centres and Vocational Skill Development
• Promotion of Education activities which include electrification at school premises , mid-day meal,safedrinking water.
• Environment sustainability activities which include green cover through plantation
• Societal development which include supply of essentials in Old age homes/orphanages.
(vii) Above includes a contribution of ' 9.7 million (2023: ' 21.2 million) to Huhtamaki Foundation which is a Trustregistered under Maharashtra Public Trust Act, 1950. The primary Objective of the Trust is to work in the area ofenvironmental sustainability and recyclability. The Actual payment towards CSR spend done during the current yearis ' 11.5 million (2023: ' 14.6 million) of which contribution made to Huhtamaki Foundation trust is ' 9.5 million(2023: ' 13.0 million).
(viii) The Company does not wish to carry forward excess amount of ' 1.9 million spent during earlier year (previous year:' 11.8 million) against amount required to be spent under Section 135 of the Companies Act, 2013 for the year 2024is ' 9.8 million (Previous year: ' 10.9 million).
(ix) The Company does not carry any provisions for Corporate social responsibility expenses for current year andprevious year.
a. With the objective to achieve economies of scale, optimise production processes and reduce overall operating expenses,the Company, during the previous year ended December 31, 2023, relocated its Labels manufacturing capacities at threesites to other existing Label manufacturing sites. Pursuant thereto, the Company had charged accelerated depreciation of' 12.8 million in respect of property plant and equipment that are not useable at other locations. Further, the Companyhad paid ' 6.6 million towards settlement package for the employees in the above three locations and disposal cost of ' 2.0million. The aforementioned expenses, which aggregate to ' 21.4 million have been disclosed as an “Exceptional Item”.
b. Consequent to circular resolution dated October 31, 2023, the Company announced a Voluntary Retirement Scheme (VRS)for its eligible employees at the Hyderabad plant and approved by the Board of Directors of the Company on the samedate. In response to the scheme, 93 employees opted for the VRS which involved a pay-out cost of ' 287.5 million. Alsothe Company rolled out a Voluntary Retirement Scheme (VRS) for certain category of its employees working at its KhopoliPlant. Pursuant thereto, 39 employees opted for Voluntary Retirement involving a pay-out of approximately ' 53.5 millionto the employees. The results for the previous year ended December 31, 2023 include the impact of the VRS schemesand same has been disclosed as “Exceptional Item”.
c. In the previous year ended December 31, 2023, The Company had stopped production at the Hyderabad plant with nomaterial impact to the business and the Company had charged accelerated depreciation of ' 29.2 million in respect ofproperty plant and equipment that are not useable at other locations. In the current year's statement of profit and lossaccount, the Company has recognised profit on sale of such property plant and equipments of ' 30.6 million and samehas been disclosed as “Exceptional Item”.
Notes
i. It is not practicable for the Company to estimate the timings of cash outflows, if any, in respect of the above, pendingresolution of the respective proceedings as it is determinable only on receipt of judgements/decisions pending withvarious forums/authorities.
ii. The Company has reviewed all its pending litigations and proceedings and has adequately provided for where provisionsare required and disclosed as contingent liabilities where applicable, in its financial statements. The Company doesnot expect the outcome of these proceedings to have a materially adverse effect on its financial statements.
iii. In February 2019, the Honorable Supreme Court of India in its judgement opined on the applicability of allowancesthat should be considered to measure obligations under Employees Provident Fund Act, 1952. The Company hasbeen legally advised that there are interpretative challenges on the application of judgement retrospectively andtherefore has currently not considered any probable obligations for past periods.
B. Commitments
i. Lease Commitments
Rent expenses incurred on short term lease commitment for the years ' 12.8 million (December 31, 2023: ' 19.0million)
Lease Commitments are the future cash out flows from the lease contracts on an undiscounted basis which are notrecorded in the measurement of lease liabilities. These include potential future payments related to leases of lowvalue assets and leases with term less than twelve months.
Note: Out of the total export obligation of ' 3,253.6 million, (December 31, 2023'3,055.7 million) the Company hascompleted exports obligation of ' 426.0 million.(December 31, 2023'88.7 million) However, the Export obligationdischarge certificate is awaited.
iv. The Company had entered into Lease - cum- Sale Agreement with Karnataka Industrial Area Development Board(“KIADB”) on 29 October 2010. As per this agreement land of 40,473 sq. mtrs was allotted to the Company. TheCompany was required to complete civil constructions works, erect machineries and commence production within 24months from the date of October 14, 2010 ensuring minimum 50 % utilization of land for manufacturing of flexiblepackaging material.
The Company had applied for extension of deadline from time to time and paid the fees to concerned authorities. Allpayment including charges for delay has been paid and or provided and last extension application filed by the Companyhas been approved by KIADB and extention of two years have been granted (upto February 2025). The Board of theCompany has approved capital expenditure plan which will ensure the compliance of minimum utilization of landspecified in this agreement. The Company has completed plinth level by January 27, 2025 and KIADB has instructedthe Company to deposit fee in relation to commencement certificate and same has been paid. The Company hasreceived commencement certificate on January 28, 2025 and expects the completion by December 2025.
Note 45: Employee Benefit PlanI Defined Benefit PlansDescription of the Plan
The Company has a defined benefit gratuity plan (funded). Gratuity is payable to all eligible employees of the Company onsuperannuation, death and resignation, in terms of the provisions of the Payment of Gratuity Act or as per the Company'sScheme whichever is more beneficial.
Governance
The Fund is in the form of a Company managed Trust ( Refer note 47). The Trustees of the Trust are responsible for theoverall governance of the plan and to act in accordance with the provisions of the trust deed and rules in the best interestsof the plan participants. They are tasked with periodic reviews of the solvency of the fund and play a role in the long-terminvestment, risk management and funding strategy.
Investment Strategy
The Company's investment strategy in respect of its funded plans is implemented within the framework of the applicablestatutory requirements. The plans expose the Company to a number of actuarial risks such as investment risk, interestrate risk, longevity risk and inflation risk. The Company has allocated assets to different classes with the objective ofcontrolling risk and maintaining the right balance between risk and long-term returns in order to limit the cost to theCompany of the benefits provided.
The sensitivity analyses above have been determined based on a method that extrapolates the impact on definedbenefit obligation as a result of reasonable changes in key assumptions occurring at the end of the reporting period.Sensitivity analysis is performed by varying a single parameter while keeping all the other parameters unchanged.Sensitivity analysis fails to focus on the interrelationship between underlying parameters. Hence, the results mayvary if two or more variables are changed simultaneously. The method used does not indicate anything about thelikelihood of change in any parameter and the extent of the change if any.
H. Expected Employer Contribution for the next year is '. 34.1 million (December 31, 2023: ' 32.3 million).
I. The average duration of the defined benefit obligation at the end of reporting period is 12 years (December 31, 2023: 12years).
J. Gratuity is a defined benefit plan and entity is exposed to the following Risks:
Interest rate risk: A fall in the discount rate which is linked to the G.Sec. Rate will increase the present value of theliability requiring higher provision. A fall in the discount rate generally increases the mark to market value of theassets 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 level will increase theplan'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 onplan asset is below this rate, it will create a plan deficit. Currently, for the plan in India, it has a relatively balancedmix of investments in government securities, and other debt instruments.
Asset Liability Matching Risk: The plan faces the ALM risk as to the matching cash flow. Since the plan is investedin lines of Rule 101 of Income Tax Rules, 1962, this generally reduces ALM risk.
Mortality risk: Since the benefits under the plan is not payable for life time and payable till retirement age only, plandoes not have any longevity risk.
The Company's contribution for Provident Fund, employees' state insurance, labour welfare fund, superannuation schemeetc. aggregating ' 124.8 million (2023 : ' 111.2 million) has been recognised in the Profit or Loss under the head ‘EmployeeBenefits Expense'.
The liability towards compensated absences for the year ended December 31, 2024 based on actuarial valuation carriedout by an independent Actuary using Projected Accrued Benefit Method aggregating to ' 182.4 million (December 31,2023 : ' 141.7 million). Principal assumptions are in line with those used for Gratuity, as applicable.
The Company recognizes and celebrates those employees who have invested in building a long term relationship undercommon service award policy for specified group of employees of specific locations of the Company. The liability towardsservice awards for the year ended December 31, 2024 based on actuarial valuation carried out by an independent actuaryresulted in liability of ' 16.5 million (December 31, 2023: ' 13.5 million).
The liability towards pension for the year ended December 31, 2024 based on actuarial valuation carried out by anindependent Actuary using Projected unit credit Method aggregating to ' 0.7 million (December 31, 2023 : ' 0.7 million).Principal assumptions are in line with those used for Gratuity, as applicable.
On March 12, 2010 the Board of Directors of the Parent Company decided on establishing a Performance ShareArrangement to form a part of the long-term incentive and retention program for the key personnel of the Parent Companyand its subsidiaries. The Performance Share Arrangement offers a possibility to earn the Parent Company shares asremuneration for achieving established targets. The arrangement includes annually commencing three-year performanceshare plans. A possible reward shall be paid during the calendar year following each three-year plan. Commencement ofeach three-year plan will be separately decided by the Board of Directors of Parent Company.
Participants to the plan shall hold at least 50% of the shares received until he/she holds shares received from thePerformance Share Plans corresponding in aggregate to the value of his/her 6 months base salary. The aforementionedownership requirements apply until termination of employment or service.
The Restricted Share Plan 2021-2023 commenced in year 2021 and the possible reward will be based on continiousemployment. The reward was paid in 2024.
The Restricted Share Plan 2022-2024 commenced in year 2022 and the possible reward will be based on continuousemployment. The reward, if any, will be paid during 2025.
The Restricted Share Plan 2024-2026 commenced in year 2024 and the possible reward will be based on continiousemployment. The reward, if any, will be paid during 2027.
The Performance Share Plan 2024-2026 commenced in year 2024 and the possible reward will be based on the Group'searnings per share (EPS) in 2026. The reward, if any, will be paid during 2027.
The Performance Share Plan 2023-2025 commenced in year 2023 and the possible reward will be based on the Group'searnings per share (EPS) in 2025. The reward, if any, will be paid during 2026.
The Performance Share Plan 2022-2024 commenced in year 2022 and the possible reward will be based on the Group'searnings per share (EPS) in 2024. The reward, if any, will be paid during 2025.
The Performance Share Plan 2021-2023 commenced in year 2021 and the possible reward will be based on the Group'searnings per share (EPS) in 2023. The reward was paid in 2024.
During the previous year ended December 31,2023, Huhtamaki Oyj started recharging the Company the cost of acquiringsuch shares for settlement to the employees. Consequent to this, the Company had recognized the compensation cost forESOP plans vested during the year and to be vested as liability of ' 19.1 million. As at December 31, 2023, an amount of' 31.1 million continues to be recognised as liability (including ' 16.8 million transferred from Share Options OutstandingAccount as at January 1, 2023) payable to Huhtamaki Oyj.
B. Calculation of Fair Values
The fair values of the financial assets and liabilities are defined as the price that would be received to sell an asset orpaid to transfer a liability in an orderly transaction between market participants at the measurement date. Methods andassumptions used to estimate the fair values are consistent with those used for the year ended December 31, 2023.
Financial assets and liabilities measured at fair value as at Balance Sheet date:
1. The fair values of investments in mutual fund units is based on the net asset value (‘NAV') as stated by the issuers ofthese mutual fund units in the published statements as at Balance Sheet date.
2. The fair values of the forward contracts used for expected future sale has been determined using forward pricing,which employ the use of market observable inputs(closing rates of foreign currency).
3. Derivatives are held to hedge the uncertainty in timing or amount of future forecast cash flows. Suchderivatives are classified as being part of cash flow hedge relationships. For an effective hedge, gainsand losses from changes in the fair value of derivatives are recognised in other comprehensive income.Any ineffective elements of the hedge are recognised in the consolidated statement of profit and loss.If the hedged cash flow relates to a non-financial asset, the amount accumulated in equity is subsequently includedwithin the carrying value of that asset. For other cash flow hedges, amounts accumulated in other comprehensiveincome are taken to the consolidated statement of profit and loss at the same time as the related cash flow. Whena derivative no longer qualifies for hedge accounting, any cumulative gain or loss remains in equity until the relatedcash flow occurs. When the cash flow takes place, the cumulative gain or loss is taken to the consolidated statementof profit and loss. If the hedged cash flow is no longer expected to occur, the cumulative gain or loss is taken to theconsolidated statement of profit and loss immediately.
4. Derivative financial instruments for which hedge accounting is not applied are initially recognised at fair value on thedate on which a derivative contract is entered and are subsequently measured at FVTPL.
5. For financial liabilities that are measured at fair value under Level 3, the carrying amounts are equal to the fair values.
C. Fair Value Hierarchy
The fair value of financial instruments as referred to in note (A) above have been classified into three categories dependingon the inputs used in the valuation technique. The hierarchy gives the highest priority to quoted prices in active marketsfor identical assets or liabilities (Level 1 measurements) and lowest priority to unobservable inputs (Level 3 measurements).
The categories used are as follows:
- Level 1: Quoted prices for identical instruments in an active market;
- Level 2: Directly or indirectly observable market inputs, other than Level 1 inputs; and
- Level 3: Inputs which are not based on observable market data
For assets and liabilities which are measured and disclosed at fair value as at Balance Sheet date, the classification of fairvalue calculations by category is summarised below:
The Company's principal financial liabilities, other than derivatives, comprise loans and borrowings, trade and other payables.The main purpose of these financial liabilities is to finance the Company's operations. The Company's principal financial assetsinclude loans, current investments, trade and other receivables, and cash and cash equivalents that derive directly from itsoperations. The Company also enters into derivative transactions.
The Company's business activities are exposed to a variety of financial risks, namely liquidity risk, market risk and credit risk. TheCompany's senior management has the overall responsibility for establishing and governing the Company's risk managementframework. The Company's risk management policies are established to identify and analyse the risks faced by the Company,to set and monitor controls, periodically review changes in market conditions and reflect the changes in the policy accordingly.The key risks and mitigating actions are also placed before the Board of Directors and Audit Committee of the Company.
A. Management of Liquidity Risk
Liquidity risk is the risk that the Company will face in meeting its obligations associated with its financial liabilities. TheCompany's approach in managing liquidity is to ensure that it will have sufficient funds to meet its liabilities when duewithout incurring unacceptable losses. In doing this, management considers both normal and stressed conditions.
The Company maintained a cautious liquidity strategy, with a positive cash balance throughout most of the year endedDecember 31, 2024 and December 31, 2023. Cash flow from operating activities provides the funds to service the financialliabilities on a day-to-day basis.
The Company regularly monitors the rolling forecasts to ensure it has sufficient cash on an on-going basis to meetoperational needs. Any short term surplus cash generated, over and above the amount required for working capitalmanagement and other operational requirements, is retained as cash and cash equivalents (to the extent required) andany excess is invested in other highly marketable debt investments to optimise the cash returns on investments whileensuring sufficient liquidity to meet its liabilities. The Company has access to undrawn borrowing facilities from banks for' 5,219.0 million (Previous Year: ' 6,877.8 million) as on December 31, 2024.
The following table shows the maturity analysis of the Company's financial liabilities based on contractually agreedundiscounted cash flows along with its carrying value as at the Balance Sheet date.
B. Management of Market Risk
The Company's size and operations result in it being exposed to the following market risks that arise from its use offinancial instruments:
1. Currency Risk
2. Price Risk
3. Interest Rate Risk
The above risks may affect the Company's income and expenses, or the value of its financial instruments. The Company'sexposure to and management of these risks are explained below.
i. Currency Risk
The Company is subject to the risk that changes in foreign currency values impact the Company's exports revenue andimports of raw material and property, plant and equipment. The Company is exposed to foreign exchange risk arising fromvarious currency exposures, primarily with respect to US Dollar and Euro.
The Company manages currency exposures within prescribed limits, through use of forward exchange contracts. The aimof the Company's approach to management of currency risk is to leave the Company with no material residual risk.
ii) Price Risk:
The Company is mainly exposed to the price risk due to its investment in debt mutual funds. The price risk arises due touncertainties about the future market values of these investments.
The Company has laid policies and guidelines which it adheres to in order to minimise price risk arising from investmentsin debt mutual funds.
At 31st December 2024, the investments in debt mutual funds amounts to ' 1514.7 million (December 31, 2023: '797.3million ). These are exposed to price risk.
A 1% increase in prices would have led to approximately an additional ' 151.4 million gain in the Statement of Profit andLoss (2023: ' 7.96 million gain). A 1% decrease in prices would have led to an equal but opposite effect.
iii) Interest Rate Risk
Interest rate risk results from changes in prevailing market interest rates, which can cause a change in the fair value offixed-rate instruments and changes in the interest payments of the variable-rate instruments. To hedge interest rate risk,a mix of variable and fixed instruments is judiciously applied for financing the Company's requirement.
C) Management of Credit RiskTrade Receivables
Credit risk is the risk of financial loss to the Company if a customer or counter-party fails to meet its contractual obligations.
Concentration of credit risk with respect to trade receivables are limited, due to the Company's customer base beinglarge and diverse. Further majority of the Company's customers are Companies with strong financial stability. All tradereceivables are reviewed and assessed for default on a quarterly basis, through detailed review with the business teams.
Credit to be given to a customer is assessed based on credit quality of the customer and individual credit limits are definedin accordance with this assessment.
Our historical experience of collecting receivables is that credit risk is low. Hence, trade receivables are considered to bea single class of financial assets.
Refer Note 3 Accounting policies - 3(d) on financial instrumentsOther Financial Assets
The Company maintains exposure in cash and cash equivalents, term deposits with banks, liquid mutual funds andderivative instrument. The Company has set counter-parties limits based on multiple factors including financial position,credit rating, etc. The Company's maximum exposure to credit risk as at December 31, 2024, December 31, 2023 is thecarrying value of each class of financial assets.
There is no major change as compared to previous year w.r.t to risk management and policies.
Debt Service Coverage Ratio (times): The debt service coverage ratio is at 1.2 in current year as against 1.1 in previous yearprimarily due to reduction in total borrowings.
Return on Equity (%): Return on Equity is 7.5% as against 43.0% in previous year primarily due to higher profit on account ofexceptional item in the year 2023 (Refer note 41).
Net capital turnover ratio (in times): Net capital turnover ration at 4.1% in current year as against 3.8% in previous year primarilydue to reduction in revenue from operation and reduction in current borrowings and decrease in bank balance and investments.
Net profit ratio (in %) : The net profit margin (including exceptional items) is at 3.5% in current year as against 16.1% in peviousyear primarily due to higher profit on account of exceptional item in the year 2023.
Return on capital employed (in %) : Return on capital employed is at 8.0% in current as against 11.9% in previous year primarilydue to higher profit on account of exceptional item in the year 2023.
Return on investment (in %) : Return on investment in current year has improved from 5.5% to 6.7% due to higher yieldfrom investment.
(a) Earning for available for debt service = Profit before exeptional items and tax Non-cash operating expenses likedepreciation and other amortisations Interest other adjustments like loss on sale of Fixed assets etc.
(b) Debt service = Current Interest & Lease Payments Net Principal Repayments due within one year
(c) Average inventory = (Opening inventory balance Closing inventory balance) / 2
(d) Average trade receivables = (Opening trade receivables balance Closing trade receivables balance) / 2
(e) Average trade payables = (Opening trade payables balance Closing trade payables balance) / 2
(f) Working capital = Current assets - Current liabilities.
(g) Earning before interest and taxes = Profit before exeptional items and tax Finance costs - Other Income
(h) Capital Employed = Tangible Net Worth Total Debt Deferred Tax Liability
(i) Return on Investment = Income earned on Investment/Average investment for the period”
a) No funds have been advanced or loaned or invested (either from borrowed funds or share premium or any other sourcesor kind of funds) by the Company to or in any other person(s) or entity(ies), including foreign entities (“Intermediaries”)with the understanding, whether recorded in writing or otherwise, that the Intermediary shall lend or invest in partyidentified by or on behalf of the Company (Ultimate Beneficiaries). The Company has not received any fund from anyparty(s) (Funding Party) with the understanding that the Company shall whether, directly or indirectly lend or invest inother persons or entities identified by or on behalf of the Company (“Ultimate Beneficiaries”) or provide any guarantee,security or the like on behalf of the Ultimate Beneficiaries.
b) The Company has not received any fund from any person(s) or entity(is), including foreign entities (Funding Party) withthe understanding (whether recorded in writing or otherwise) that the Company shall: (a) directly or indirectly lend orinvest in other persons or entities identified in any manner whatsoever by or on behalf of the Funding Party (UltimateBeneficiaries) or (b) provide any guarantee, security or the like on behalf of the Ultimate Beneficiaries.
The Company's capital management objective is to ensure that a sound capital base is maintained to support long term businessgrowth and optimise shareholders value. Capital includes equity share capital and other equity reserves.
The Company manages its capital structure and makes adjustments in light of changes in economic conditions and therequirements of the financial covenants. To maintain or adjust the capital structure, the Company may adjust the dividendpayment to shareholders, return capital to shareholders or issue new shares. The Company monitors capital using the debt-equity ratio, which is net debt divided by total equity. Net debt is computed as the sum total of all outstanding balances ofloans and borrowings net of cash and cash equivalents, bank balance other than cash and cash equivalents and investment inliquid mutual funds.
Debt Equity Ratio- Net debt divided by Total equityTotal debt = Long term borrowing Short term borrowing
*Bank balance other than cash and cash equivalents as at December 31, 2024 is ' 1,271.0 million out of which ' 4.4 million isearmarked balance with banks in unpaid dividend Accounts which is excluded while calculating the Net Debt.
In order to achieve this overall objective, the Company's capital management, amongst other things, aims to ensure that it meetsthe defined financial covenants attached to the interest-bearing loans and borrowings that define capital structure requirements.Breaches in meeting the financial covenants would permit the bank to immediately call loans and borrowings. There have beenno breaches in the financial covenants of any interest-bearing loans and borrowing in the current period.
No changes were made in the objectives, policies or processes for managing capital during the years ended December 31,2024 and December 31, 2023.
The Company did not have any transactions with companies struck off under Section 248 of the Companies Act, 2013 or section560 of Companies Act, 1956 during the financial year.
During the current and previous year, the Company has received whistle blowing complaints regarding possible irregularities andpotential non-adherence to the Policies of the Company in certain locations, pursuant to which the Company undertook detailedand thorough reviews of these complaints, identified root causes and took corrective, remedial and preventive actions, basiswhich these matters are now closed. Basis these diligent investigations, the Management assessed and concluded that there areno material adverse findings and there is no material impact on the financial statements for the respective reporting periods.The Company is committed to upholding the highest standards of corporate governance and to strengthen the compliance andcontrol environment wherever deemed necessary.
No transactions to report against the following disclosure requirements as notified by MCA pursuant to amended Schedule III:
(a) Crypto Currency or Virtual Currency
(b) Benami Property held under Prohibition of Benami Property Transactions Act, 1988 and rules made thereunder
(c) Registration of charges or satisfaction with Registrar of Companies
(d) Relating to borrowed funds:
i. Wilful defaulter
ii. Utilisation of borrowed funds & share premium
iii. Borrowings obtained on the basis of security of current assets
iv. Discrepancy in utilisation of borrowings
v. Compliance with scheme of arrangement
(e) Relating to any undisclosed income that has been surrendered or disclosed as income during the year in the tax assessmentsunder the Income Tax Act, 1961
As per our report of even date attached
For B S R & Co. LLP For and on behalf of the Board of Directors of
Chartered Accountants Huhtamaki India Limited
ICAI Firm Registration No. 101248W/W-100022 CIN - L21011MH1950FLC145537
Murali Sivaraman Dhananjay Salunkhe
Chairman Managing Director
DIN: 01461231 DIN: 09683886
Partner Executive Director & Chief Financial Officer Company Secretary
Membership No.105149 DIN: 09620815 Membership No. 13519
Thane Thane
Date: February 11, 2025 Date: February 11, 2025