3.9 Contingent liabilities, contingent assets and provisions
(a) Contingent liabilities:
A possible obligation that arises from past events and the existence of which will be confirmed only by the occurrence or nonoccurrence of one or more uncertain future events not wholly within the control of the enterprise are disclosed as Contingent liability and not provided for. Such liability is not disclosed if the possibility of outflow of resources is remote.
(b) Contingent assets:
A contingent asset is a possible asset that arises from past events and whose existence will be confirmed only by the occurrence or non¬ occurrence of one or more uncertain future events not wholly within the control of the entity. Contingent assets are not recognised and disclosed only when an inflow of economic benefits is probable.
(c) Provisions (other than employee benefits):
A provision is recognized when as a result of a past event, the Company has a present obligation whether legal or constructive that can be estimated reliably, and it is probable that an outflow of economic benefits will be required to settle the obligation. If the obligation is expected to be settled more than 12 months after the end of reporting date or has no definite settlement date, the provision is recorded as non-current liabilities after giving effect for time value of money, if material. Where discounting is used, the increase in the provision due to the passage of time is recognized as a finance cost.
Provisions, contingent liabilities and contingent assets are reviewed at each Balance Sheet date.
3.10 Government Grant
The Company recognizes government grants at their fair value only when there is reasonable assurance that the conditions attached to them will be complied with, and the grants will be received.
Government grants received in relation to assets are recognised directly to respective assets for which it
is received. Government grants, which are revenue in nature are either recognised as income or deducted in reporting the related expense based on the terms of the grant, as applicable.
3.11 Revenue recognition
Revenue is measured based on the transaction price adjusted for discounts and rebates, which is specified in a contract with customer. Revenue are net of estimated returns and taxes collected from customer.
Revenue from sale of goods is recognized at point in time when control is transferred to the customer and it is probable that consideration will be collected. Control is usually transferred upon the shipment, at the time of dispatch, delivery to or upon receipt of goods by the customer, in accordance with the delivery and acceptance terms agreed with the customer.
The transaction price is documented on the sales invoice and payment is generally due as per agreed credit terms with customer.
The consideration can be fixed or variable. Variable consideration is only recognised when it is highly probable that a significant reversal will not occur. Revenue from services are recognised as the related services are performed, the contractual performance obligations are satisfied and there is no uncertainty related to the collection of the said revenue.
The Company has concluded that it is the principal in all of its revenue arrangements since it is the primary obligor in all the revenue arrangements as it has pricing latitude and is also exposed to inventory and credit risks.
Export entitlements
Export entitlements are recognised as income when right to receive credit as per the terms of the scheme is established in respect of the exports made and where there is no significant uncertainty regarding the ultimate collection of the relevant export proceeds. Interest Income
Interest income is recognized using effective interest rate method.
The 'effective interest rate' is the rate that exactly discounts estimated future cash payments or receipts through the expected life of financial instrument to:
- The gross carrying amount of the financial assets; or
- The amortised cost of the financial liabilities
In calculating interest income and expense, the effective interest rate is applied to the gross carrying amount of the asset (when the asset is not credit- impaired) or to the amortised cost of the liability.
However, for financial assets that have become credit- impaired subsequent to initial recognition, interest income is calculated by applying the effective interest rate to the amortised cost of the financial asset. If the asset is no longer credit-impaired, then the calculation of interest income reverts to the gross basis.
Estimate of Expected Return
Sales return is variable consideration that is recognised and recorded based on historical experience, market conditions and provided for in the year of sale as reduction from revenue. The methodology and assumptions used to estimate returns are monitored and adjusted regularly in line with trade practices, historical trends, past experience and projected market conditions.
3.12 Income Taxes
Income tax expense comprises current and deferred tax expense. Income tax expenses are recognized in statement of profit or loss, except when they relate to items recognized in other comprehensive income or directly in equity.
Current Tax
Current tax is the tax payable on the taxable profit for the year, using tax rates enacted or substantively enacted by the end of reporting period by the governing taxation laws, and any adjustment to tax payable in respect of previous periods. Current income tax assets and liabilities are measured at the amount expected to be recovered from or paid to the taxation authorities. Management periodically evaluates positions taken in the tax returns with respect to situations in which applicable tax regulations are subject to interpretation and establishes provisions where appropriate.
Deferred Tax
Deferred taxes arising from deductible and taxable temporary differences between the tax base of assets and liabilities and their carrying amount in the standalone financial statements are recognized using substantively enacted tax rates and laws expected to apply to taxable income in the years in which the temporary differences are expected to be received or settled.
Deferred tax asset are recognized only to the extent that it is probable that future taxable profit will be available against which the deductible temporary differences can be utilized. The carrying amount of deferred tax assets is reviewed at each reporting date and reduced to the extent that it is no longer probable that sufficient taxable profit will be available to allow all or part of the deferred income tax assets to be utilized.
Deferred tax assets and liabilities are offset when the Company has a legally enforceable right to do the same.
3.13 Earnings per share
Basic earnings per share is computed by dividing profit or loss attributable to equity shareholders of the Company by the weighted average number of equity shares outstanding during the period. Diluted EPS is determined by adjusting the profit or loss attributable to ordinary shareholders and the weighted average number of ordinary shares outstanding for the effects of all dilutive potential ordinary shares.
3.14 Research and development
Expenditure on research activities is recognised in profit and loss as incurred.
Development expenditure is capitalized as part cost of the resulting intangible asset only if the expenditure can be measured reliably, the product or process is technically and commercially feasible, future economic benefits are probable and the company intends to and has sufficient resources to complete development and to use or sell the asset. Otherwise, it is recognised in profit and loss as incurred.
Subsequent to initial recognition, development expenditure is measured at cost less accumulated amortisation and any accumulated impairment loss.
3.15 Operating Segments
Operating segments are reported in a manner consistent with the internal reporting provided to the chief operating decision maker (CODM). The CODM of the Company is responsible for allocating resources and assessing performance of the operating segments and accordingly is identified as the Chief Operating Decision Maker (CODM). All operating segments' operating results are reviewed regularly by the CODM to make decisions about resources to be allocated to the segments and assess their performance.
3.16 Share Capital
The paid-up equity capital of the company as on 31st March, 2025 was Rs. 1046.16 Lakhs. The said shares are listed on the BSE Limited and the National Stock Exchange of India Limited. There was no change in the paid-up capital of the company, during the year under audit.
4. Recent Pronouncements
Ministry of Corporate Affairs ('MCA") notifies new standards or amendments to the existing standards under Companies (Indian Accounting Standards) Rules as issued from time to time. For the year March 31,2025, MCA has not notified any new standards or amendments to the existing standards applicable to the Company.
Nature and purpose of reserves:
(i) General reserve:
The general reserve is used from time to time to transfer profits from retained earnings for appropriation purposes. There is no policy of regular transfer. Items included under General Reserve shall not be reclassified back into the Statement of Profit & Loss.
(ii) Retained Earnings:
Retained Earnings are the profits that the Company has earned till date less any transfer to general reserve, dividends , other distributions to shareholder and remeasurements of definied benefit obligations comprising acturial gains or losses and return on plan assets considering interest income.
(iii) Securities Premium:
This reserve represents Security Premium received at the time of issuance of Equity Shares.
(i) It is not practicable for the Company to estimate the timing of cash outflows, if any, in respect of the above pending litigations of the respective proceedings.
(ii) The Company does not expect any reimbursements in respect of the above contingent liabilities.
(iii) The Company believes that the ultimate outcome of these proceedings will not have a material adverse effect on the Company's financial position and results of operations. These demands are with respect to income tax and service tax matters for which appeals have been filed.
(iv) The Company has ongoing disputes with various tax authorities (income tax,and excise ) in India. The Company have disclosed contingent liability as above, respectively, in respect of various tax demands, which are being contested by the Company based on the management evaluation and advice of tax consultants.
(v) The amounts assessed as contingent liability do not include interest and penalty that could be claimed by counter parties.
36 EMPLOYEE BENEFITS PLANS:
(a) Defined contribution plans:
The Company makes contributions towards provident fund, a defined contribution retirement benefit plan for qualifying employees. The provident fund is operated by the Regional Provident Fund Commissioner. The Company recognized ? 549.45 Lakhs (Previous Year ? 500.34 Lakhs) for provident fund contributions in the Statement of Profit and Loss. The contributions payable to these plans by the company are at rates specified in the rules of the scheme.
(b) Defined benefit plans:
The Company makes annual contributions to the Employee's Group Gratuity cash accumulation scheme of the LIC, a funded defined benefit plan for qualifying employees. The Scheme provides for payment to vested employees at retirement/death while in employment or on termination of employment as per the provisions of the Payment of Gratuity Act, 1972. Vesting occurs on completion of 5 years of service. The present value of the defined benefit obligation and the related current service cost are measured using the Projected Unit Credit Method as per actuarial valuation carried out at the balance sheet date.
Characteristics of Defined Benefit Plans and risk associated with them:
Valuation of defined benefit plan are performed on certain basic set of pre-determined assumptions and other regulatory framework, which may vary over time. Thus, Company is exposed to various risks in providing the above benefit plans which are as follows:
(i) Interest rate risk:
The plan exposes the Company to the risk of fall in interest rates. A fall in interest rates will result in an increase in the ultimate cost of providing the above benefit and will thus result in an increase in the value of the liability (i.e. value of defined benefit obligation).
(ii) Salary escalation risk:
The present value of the defined benefit plan is calculated with the assumption of salary increase rate of plan particulars in future. Deviation in the rate of increase of salary in future for plan participants from the rate of increase in salary used to determine the present value of obligation will have a bearing on the plan's liability.
(iii) Demographic risk:
The Company has used certain mortality and attrition assumptions in valuation of the liability. The Company is exposed to the risk of actual experience turning out to be worse compared to the assumptions.
(iv) Investment risk:
The Company has funded with LIC fund, there is no significant investment risk. Further the present value of the defined benefit plan liability is calculated using a discount rate which is determined 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 in India, it has a relatively balanced mix of investments in government securities, and other debt instruments.
The following table sets out the status of the gratuity plan as required under Ind AS-19 and the amounts recognized in the Company's financial statements as at 31 March 2025:
* The discount rate is based on the prevailing market yields of government of India securities as at the balance sheet date for the estimated term of the obligations.
"Expected rate of return on plan assets is determined based on the nature of assets and prevailing economic scenario.
*** The estimate of future salary increases considered, takes into account inflation, seniority, promotion, increments and other relevant factors.
vii. Sensitivity Analysis for each significant actuarial assumption:
The significant actuarial assumptions for the determination of the defined benefit obligations are discount rate and expected salary increase. The sensitivity analysis below have been determined based on reasonably possible changes of the respective assumptions occurring at the end of the reporting period, while holding all other assumptions constant.
The sensitivity analysis presented above may not be representative of the actual change in the defined benefit obligations as it is unlikely that the change in assumptions would occur in isolation of one another as some of the assumptions may be correlated.
Furthermore, in presenting the above sensitivity analysis, the present value of the defined benefit obligations has been calculated using the projected unit credit method at the end of the reporting period, which is the same as that applied in calculating the defined benefit obligation liability recognised in the balance sheet.
(ii) Fair value hierarchy :
The fair values of the financial assets and liabilities are determined based on the price that would be received to sell an asset or paid to transfer a liability at the reporting date considering the fair value hierarchy as under:
Level 1: It includes financial instruments measured using quoted prices. This includes listed equity instruments that have quoted price. The fair value of all equity instruments which are traded in the stock exchanges is valued using the closing price as at the reporting period.
Level 2: The fair value of financial instruments that are not traded in an active market (for example, traded bonds, over-the counter derivatives) is determined using valuation techniques which maximize the use of observable market data and rely
38 FINANCIAL INSTRUMENTS: FAIR VALUE AND RISK MANAGEMENT: (CONTINUED..)
as little as possible on entity-specific estimates. If all significant inputs required to fair value an instrument are observable, the instrument is included in level 2.
Level 3: If one or more of the significant inputs is not based on observable market data, the instrument is included in level 3. This is the case for unlisted equity securities, contingent consideration and indemnification asset included in level 3.
Fair value hierarchy
The following tables categorise the financial assets and liabilities held at fair value by the valuation methodology applied in determining their fair value.
Determination of fair values:
Basis of assumptions used to estimated the fair value of financial assets and liabilities that are measured at fair value on recurring basis :
Investment in Mutual Funds: The fair values represent net asset value as stated by the issuers of these mutual fund units in the published statements. Net asset values represent the price at which the issuer will issue further units in the mutual fund and the price at which issuers will redeem such units from the investors.
Derivative instruments: For forward contracts, future cash flows are estimated based on forward exchange rates and forward interest rates (from observable forward exchange rates / yield curves at the end of the reporting period) and contract forward exchange rates and forward interest rates, discounted at a rate that reflects the credit risk of various counterparties.
Derivative instruments are financial contracts that derive their value from an underlying asset. Their main purpose is to mitigate financial risk and protect against price volatility. Given the uncertainties associated with export revenue from the sale of goods, company has engaged into derivative instruments, to hedge their risk against price fluctuations and safeguard their financial stability.
(iii) Financial Risk Management
The Company's activities are exposed to variety of financial risks. These risks include market risk (including foreign currency risk, interest rate risks and price risk), credit risks and liquidity risk. The Company's overall risk management program seeks to minimize potential adverse effects on the financial performance of the Company through established policies and processes which are laid down to ascertain the extent of risks, setting appropriate limits, controls, continuous monitoring and its compliance.
A Market Risk :
Market risk refers to the possibility that changes in the market rates may have impact on the Company's profits or the value of its holding of financial instruments. The Company is exposed to market risks on account of foreign currency rates, interest rates and underlying equity prices.
A1 Foreign currency risk :
The Company's foreign currency risk arises from its foreign currency transactions and foreign currency borrowings.
38 FINANCIAL INSTRUMENTS: FAIR VALUE AND RISK MANAGEMENT: (CONTINUED..)
The fluctuation in foreign currency exchange rates may have potential impact on the income statement and equity, where any transaction references more than one currency or where assets/liabilities are denominated in a currency other than the functional currency of the company.
The overall objective of the foreign currency risk management is to minimize the short term currency impact on its revenue and cash-flow in order to improve the predictability of the financial performance.
The major foreign currency exposures for the Company are denominated in USD. Additionally, there are transactions which are entered into in other currencies and are not significant in relation to the total volume of the foreign currency exposures. The Company hedges some trade receivables and future cash flows upto a maximum of 6 months forward based on historical trends, budgets and monthly sales estimates.
A2 Interest rate risk :
Interest rate risk refers to the possibility that the fair value or future cash flows of a financial instrument will fluctuate because of changes in market interest rate. The Company is exposed to fluctuations in interest rates in respect of term loan carrying a floating rate of interest. In respect of term loan, the Company has outstanding borrowing of ? 38.11 lakhs as at 31 March, 2025 (As at 31 March 2024: ? 622.98 lakhs) The following table demonstrates
Price risk is the risk that the value of the financial instrument will fluctuate as a result of changes in market prices which arises on account of movement in interest rates, liquidity and credit quality of underlying securities. The primary goal of the Company's investment in mutual funds is to hold investments for short term for strategic purpose. Management monitors their performance and they are managed on fair value basis. Further there is no price risk for investment in Clean Max Everglades Pvt Ltd.
B Credit Risk :
Credit risk is the risk that the counterparty will not meet its obligation under a financial instrument or customer contract, leading to financial loss. The credit risk arises principally from its operating activities (primarily trade receivables) and from its financing activities, including deposits with banks and financial institutions and other financial instruments.
The Company establishes a loss allowance that represents its estimate of expected losses in respect of trade receivables. The maximum exposure to credit risk as at reporting date is from trade receivables amounting to ? 317.51 Lakhs (March 31,2024: ? 139.07 Lakhs). The movement in loss allowance in respect of trade receivables during the year was as follows:
Liquidity risk refers to 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 objective of liquidity risk management is to maintain sufficient liquidity and ensure that funds are available for use as per requirements. The Company generates cash flows from operations to meet its financial obligations, maintains adequate liquid assets in the form of cash & cash equivalents and has undrawn short term line of credits from banks to ensure necessary liquidity.
(iv) Capital Management
The capital structure of the Company consists of equity and debt. The Company's objective for capital management is to maintain the capital structure which will support the Company's strategy to maximize shareholder's value, safeguarding the business continuity and help in supporting the growth of the Company.
The Company monitors capital using gearing ratio, which is net debt (total debt less Cash and cash equivalents) divided by total equity.
40 OPERATING SEGMENT
The chief operational decision maker monitors the operating results of its Business segment separately for the purpose of making decision about resource allocation and performance assessment. Segment performance is evaluated based on profit or loss and is measured consistently with profit or loss in the financial statements. Operating segment have been identified on the basis of nature of products and other quantitative criteria specified in the Ind AS 108.
The Company is engaged in the business of manufacturing and trading in pharmaceutical products. The entire business is considered as a single operating segment for the purpose of making decision on allocation of resources and assessing its performance.
Geographical segment
Geographical segment is considered based on sales within India and outside India. In outside India, company separately disclosed sales to America and Others.
[*] The revenue information above is based on the locations of the customers.
[**] Non Current Operating Assets for this purpose consist of property, plant and equipment, capital work-in-progress, intangible assets, right-of use assets and investment in joint venture, Investment in Palvella Therapeutics Inc and Clean Max Everglades Pvt Ltd.
[***] Non Current Investment in Concord Biotech Japan K.K. is considered as unallocable.
Information about major customers:
There are no customers accounting for more than 10% of the Revenue in the year ended 31 March 2025 and Previous year 31 March 2024.
41 RESEARCH & DEVELOPMENT
The Company's facility is approved for Research & Development by Department of Science & Industrial Research (DSIR). The Company has incurred expenditure of revenue nature on Research & Development, details of which are as under:
42 DISCLOSURE REQUIREMENT AS PER SCHEDULE III
(i) The Company does not have any Benami property, where any proceeding has been initiated or pending against the Company for holding any Benami property.
(ii) The Company does not have any charges or satisfaction which is yet to be registered with ROC beyond the statutory period.
(iii) The Company has not traded or invested in Crypto currency or Virtual Currency during the financial year.
(iv) The Company has not advanced or loaned or invested funds to any other person(s) or entity(is), 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 whatsoever by 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.
(v) 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 Company shall: (a) 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 (b) provide any guarantee, security or the like on behalf of the Ultimate Beneficiaries.
(vi) The Company does not have any transaction which is not recorded in the books of accounts that has been surrendered or disclosed as income during the year in the tax assessments under the Income Tax Act, 1961 (such as, search or survey or any other relevant provisions of the Income Tax Act, 1961).
(vii) The Company is not declared as wilful defaulter by any bank or financial institution (as defined under the Companies Act, 2013) or consortium thereof or other lender in accordance with the guidelines on wilful defaulters issued by the Reserve Bank of India.
(viii) The Company has not revalued any of its Property, Plant and Equipment (including Right-of-Use Assets) during the year.
(ix) The Company doesn't have any co-owned properties or the properties (including properties for which the lease agreement executed and disclosed as 'Right-of-Use Assets' in restated consolidated financial information) title deed of which are held by the others.
(x) The Company has not granted any Loans or Advances in the nature of loans to promoters, Directors, KMPs and the related parties (as defined under Companies Act, 2013), either severally or jointly with any other person.
(xi) The Company has used the borrowings from the banks for its intended purpose during the financial year.
(xii) The Company did not have any transaction with companies struck off under Section 248 of the Companies Act, 2013 or Section 560 of Companies Act, 1956 during the current and previous financial year.
(xiii) The Company has complied with number of layers prescribed under the Companies Act,2013.
(xiv) The Company has not entered in to any scheme of arrangement which has an accounting impact on current or previous financial year.
43 The Indian Parliament has approved the Code on Social Security, 2020 which would impact the contributions by the company towards Provident Fund and Gratuity. The Ministry of Labour and Employment had released draft rules for the Code on Social Security, 2020 on November 13, 2020, and invited suggestions from stakeholders which are under consideration by the Ministry. The Company will assess the impact and its evaluation once the subject rules are notified. The Company will give appropriate impact in its financial statements in the period in which, the Code becomes effective and the related rules to determine the financial impact are published.
44 During the previous year ended March 31,2024, the Company's equity shares had been listed on National Stock Exchange ("NSE") and on BSE Limited ("BSE") on August 18, 2023, by completing Initial Public Offering ("IPO") through offer for sale ("OFS") of 2,09,25,652 equity shares of face value of ? 1 each at an issue price of ? 741 per equity share by Helix Investment Holdings Pte Limited, Singapore ("selling shareholder").
The Company had received proceeds in the share escrow account amounting to ? 1,55,052.08 Lakhs out of which ? 1,48,814.66 Lakhs paid to selling shareholders and ? 5,669.89 Lakhs to various parties for initial public offer expenses. The company has paid all dues to the parties for initial public offer expenses.
The Company has receivable balance of share issue expenses in connection with the public offer of equity shares amounting to ? NIL (as at March 2024 : ? NIL). As per the Offer Agreement entered between the Company and the selling shareholders, the selling shareholders shall reimburse the share issue expenses except for the listing fees which has been solely borne by the Company. Accordingly, the Company has recovered the expenses incurred in connection with the Issue on completion of IPO during the current year.
The Company's payable balance to selling shareholders and various parties for initial public offer expenses has been disclosed under the Note 22 Other financial liabilities as "Payable to selling shareholders and others"
Being 100% offer for sale, the Company has not presented the utilization of the proceeds of IPO. There is no unutilised amount as on March 31, 2025.
45 DISCLOSURE FOR MAINTENANCE OF BOOKS OF ACCOUNTS WITH AUDIT TRAIL
The Ministry of Corporate Affairs (MCA) has issued a notification dated 24 March 2021 (Companies(Accounts) Amendments Rules, 2021) which is effective from 1 April 2023, states that every Company which uses accounting software for maintaining its books of account shall use only such accounting software which has a feature of recording audit trail of each and every transaction, and further creating an edit log of each change made in the books of account along with the date when such changes were made and ensuring that the audit trail cannot be disabled.
In respect of accounting software, the Company has advanced version of the accounting software having feature of recording audit trail of each and every transaction, and creating an edit log of each change made along with the date when such changes were made and also audit trail cannot be disabled. Further, other than the period where audit trail was not enabled in the previous year, the audit trail has been preserved by the Company as per the statutory requirements for record retention.
46 EVENTS AFTER THE REPORTING PERIOD:
The board of directors have recommended final dividend of ' 10.70/- per fully paid up equity share of ' 1/- each for financial year ended March 31,2025 on outstanding paid up share capital of the company as on date, in its board meeting held on May 29, 2025, subject to approval of shareholders at ensuing annual general meeting of the Company.
For B S R & Co. LLP For and on behalf of board of directors of
Chartered Accountants Concord Biotech Limited
Firm's Registration No : 101248W/W-100022
Rupen Shah Sudhir Vaid Ankur Vaid
Partner Chairman & Managing Director Joint Managing Director & CEO
Membership No. : 116240 DIN: 00055967 DIN: 01857225
Lalit Sethi Prakash Sajnani
Chief Financial Officer Asst. Vice President - Finance &
Company Secretary
Place: Ahmedabad Place: Ahmedabad
Date: 29 May 2025 Date: 29 May 2025
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