(r) Provisions, contingent liabilities and contingent assets
Provisions are recognized when the Company has a present obligation (legal or constructive) as a result of a past event, it is
probable that the Company will be required to settle the obligation, and 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 settle the present obligation at the
end of the reporting period, taking into account the risks and uncertainties surrounding the obligation. When a provision is
measured using the cash flows estimated to settle the present obligation, its carrying amount is the present value of those
cash flows when the effect of the time value of money is material.
When some or all of the economic benefits required to settle a provision are expected to be recovered from a third party,
a receivable is recognised as an asset if it is virtually certain that reimbursement will be received and the amount of the
receivable can be measured reliably.
Contingent assets are not recognized in the financial statements of the Company. A contingent liability is a possible obligation
that arises from past events whose existence will be confirmed by the occurrence or non-occurrence of one or more uncertain
future events beyond the control of the Company or a present obligation that is not recognized because it is not probable
that an outflow of resources will be required to settle the obligation. A contingent liability also arises in extremely rare cases
where there is a liability that cannot be recognized because it cannot be measured reliably. The Company does not recognize a
contingent liability but discloses its existence in the financial statements.
(s) Earnings per share
The Company presents basic and diluted earnings per share data for its equity shares.
Basic earnings per share is calculated by dividing the net profit or loss attributable to equity holders of company by the
weighted average number of equity shares outstanding during the period.
For the purpose of calculating diluted earnings per share, the net profit or loss for the period attributable to equity shareholders
of the Company and the weighted average number of shares outstanding during the period are adjusted for the effects of all
dilutive potential equity shares.
(t) Cash and cash equivalents:
Cash and cash equivalents in the balance sheet comprise cash at banks and on hand and short-term deposits with an original
maturity of three months or less, which are subject to an insignificant risk of changes in value.
For the purpose of the Statement of cash flows, cash and cash equivalents consist of cash and short-term deposits, as
defined above, net of cash credit balances and bank overdrafts as they are considered an integral part of the Company's cash
management.
(u) Operating segments:
Operating segments are reported in a manner consistent with the internal reporting provided to the chief operating decision
maker (CODM). The chief operating decision maker is responsible for allocating resources and assessing performance of the
operating segments of the Company and accordingly is identified as the chief operating decision maker.
(v) Dividends
The Company recognises a liability to make cash distributions to equity holders when the distribution is authorised and the
distribution is no longer at the discretion of the Company. As per the corporate laws in India, a distribution is authorised when
it is approved by the shareholders. A corresponding amount is recognised directly in equity.
(w) Use of estimates and judgements
The preparation of the Company's financial statements requires the management to make judgements, estimates and
assumptions that affect the reported amounts of revenues, expenses, assets and liabilities, and the accompanying
disclosures, and the disclosure of contingent liabilities. Actual results may differ from these estimates. Estimates and
underlying assumptions are reviewed on an on-going basis. Revisions to accounting estimates are recognised in the period
in which the estimates are revised and in any future periods affected. In particular, information about significant areas of
estimation uncertainty and critical judgments in applying accounting policies that have the most significant effect on the
amounts recognised in the financial statements is included in the following notes:
Fair value measurement of financial instruments:
When the fair values of financials assets and financial liabilities recorded in the financial statements cannot be measured
based on quoted prices in active markets, their fair value is measured using valuation techniques which involve various
judgements and assumptions.
Useful lives of property, plant and equipment, investment property and intangible assets:
Property, plant and equipment, investment property and intangible assets represent a significant proportion of the asset base
of the Company. The charge in respect of periodic depreciation and amortisation is derived after determining an estimate
of an asset's expected useful life and the expected residual value at the end of its life. The useful lives and residual values
of Company's assets are determined by the management at the time when the asset is acquired and reviewed periodically,
including at each financial year end. The lives are based on historical experience with similar assets as well as anticipation of
future events, which may impact their life, such as changes in technical or commercial obsolescence arising from changes or
improvements in production or from a change in market demand of the product or service output of the asset.
Assets and obligations relating to employee benefits:
The employment benefit obligations depend on a number of factors that are determined on an actuarial basis using a number
of assumptions. The assumptions used in determining the net cost/ (income) include the discount rate, inflation and mortality
assumptions. Any changes in these assumptions will impact upon the carrying amount of employment benefit obligations.
Tax expense: [Refer Note 2(h) and Note 48]
The Company's tax jurisdiction is India. Significant judgements are involved in determining the provision for income taxes, if
any, including amount expected to be paid/recovered for uncertain tax positions. Further, significant judgement is exercised
to ascertain amount of deferred tax asset (DTA) that could be recognised based on the probability that future taxable profits
will be available against which DTA can be utilized and amount of temporary difference in which DTA cannot be recognised on
want of probable taxable profits.
Minimum Alternate Tax ('MAT') credit is recognised as deferred tax asset only when and to the extent there is convincing
evidence that the Company will pay normal income tax during the period for which the MAT credit can be carried forward for
set-off against the normal tax liability. MAT credit recognised as an asset is reviewed at each balance sheet date and written
down to the extent the aforesaid convincing evidence no longer exists
Valuation of investment property [Refer Note 59]
Impairment of tangible and intangible assets other than goodwill (Refer Note 2(m))
Impairment of Goodwill (Refer Note 2(n)
Provisions: (Refer Note 2(r)
Write down in value of inventories: (Refer Note 15)
(x) Business Combinations
Business combinations under common control are accounted in accordance with Appendix C of IND AS 103 as per the pooling
of interest method, and the Ind AS Transition Facilitation Group Clarification Bulletin 9 (ITFG 9) and an EAC opinion issued.
ITFG 9 clarifies that, the carrying values of assets and liabilities as appearing in the standalone financial statements of the
entities being combined shall be recognised by the combined entity. Basis the EAC opinion, carrying values as appearing in
the Standalone Financial Statements of the merged entities are considered for the preparation of these financial statements.
When the Company acquires a business, it assesses the financial assets and liabilities assumed for appropriate classification
and designation in accordance with the contractual terms, economic circumstances and pertinent conditions as at the
acquisition date. This includes the separation of embedded derivatives in host contracts by the acquiree.
Transfer of Business Undertaking under slump sale:
The Company accounts for the transfer of business division as a going concern on a slump sale basis to wholly owned
subsidiaries as business combinations under common control
- all assets and liabilities belonging to the transferred undertaking are de-recognized from the standalone financial
statements at their respective carrying values on the transfer date.
- No fair value adjustments are made, and no new assets or liabilities are recognized in the standalone books.
The difference between the consideration received and the net aggregate carrying value of the assets over liabilities is
recognized as a direct gain or loss. This gain or loss is accounted in the Standalone Statement of Profit and Loss under
Other Income.
(y) Exceptional items
Exceptional items are those items that management considers, by virtue of their size or incidence (including but not limited
to impairment charges and acquisition and restructuring related costs), should be disclosed separately to ensure that the
financial information allows an understanding of the underlying performance of the business in the year, so as to facilitate
comparison with prior periods. Such items are material by nature or amount to the year's result and require separate disclosure
in accordance with Ind AS.
(z) Cashflow
Ind AS 7 requires an entity to exclude non-cash transaction relating to investing and financing activities from the statement of
cash flow. However, such transactions should be disclosed elsewhere in the financial statements. The investing and financing
activities in cash flow statement do not have a direct impact on current cash flows although they do affect the capital and
asset structure of an entity. The company has disclosed these transactions, to the extent material in relevant notes.
Cash and cash equivalents consist of cash on hand and balances with banks which are unrestricted for withdrawal and usage.
(aa) Recent accounting pronouncements
Standard notified but not yet effective
The new and amended standards that are notified by the Ministry of Corporate Affairs (MCA), but not yet effective, up to the
date of issuance of the Company's financial statements are disclosed below. The Company will adopt these new and amended
standards, when they become effective.
Amendments to Ind AS 1 - Classification of Liabilities as Current or Non-current and Non-current Liabilities with Covenants
and Ind AS 10 Events after the Reporting Period
Ind AS 10 has been amended to remove the previous treatment under which a lender's post reporting date waiver granted
before the financial statements were approved for issue of a breach of a material covenant in a long term loan arrangement
that occurred on or before the end of the reporting period, resulting in the liability becoming payable on demand at the
reporting date, was regarded as an adjusting event.
For annual reporting periods beginning on or after April 1, 2026, any breach of a covenant whether material or immaterial
occurring on or before the reporting date will, in accordance with Ind AS 1, require the related liability to be classified as
current, unless the lender has granted a waiver of the breach on or before the reporting date and has agreed not to demand
repayment for at least 12 months after the reporting date as a consequence of the breach. Such a waiver shall be treated as an
adjusting event.
The amendments are effective for annual reporting periods beginning on or after April 1, 2026 retrospectively in accordance
with Ind AS 8.
*The inter-corporate deposit(ICD) amounting to ^ 100.00 Lakhs was granted on March 31, 2024 for 2 years and due March 31, 2026,
which has been further extended for additional two years i.e till March 31, 2028. ICD carries interest rate of 9% p. a. and has been
granted for business purpose.
** Loan given to Fermenta Biotech USA LLC amounting to USD 8,50,000 (INR 806.08 lakh) for business purposes at interest rate of USD
5% p.a. for period of 140 months and is due on February 1, 2033 and to Fermenta Environment Solutions Private Limited amounting to
^ 1400.00 lakh for business purposes at interest rate 9.25% p.a for period of 60 months due on September 30,2030.
Notes :
(i) Inventory write downs are provided considering the nature of inventory, ageing, liquidation plan and net realisable value. During
the year ended March 31, 2026 ^ 424 Lakhs (as at March 31, 2025 ^ 308 Lakhs) was recognised as an expense under changes in
inventories of finished goods, stock-in-trade and work-in-progress, inventories carried at net realisable value. Further reversal of
earlier provision created amounting to ^ 1,024 lakhs (March 31, 2025 ^414 lakh) was made basis actual consumption of provided
inventory in current and previous year. During the year net credit recorded in Profit and loss statement amounts to ^ 600 lakhs
(March 31, 2025 of ^ 106 lakhs).
(ii) Inventories have been hypothecated as security against certain bank borrowings, details relating to which has been described in
Note 24 and Note 28.
(iii) During the year, inventory transferred on account of transfer of business to subsidiary - on 'slump - sale' basis ^ 19.07 lakhs (Refer
Note 72).
c) Rights, preferences and restrictions
The Company has issued only one class of equity shares having par value of ' 5/- per share (March 31, 2025; - ' 5/- per share).
Each holder of equity shares is entitled to one vote per share. The Company declares and pays the dividend in Indian rupees. The
dividend, if any, proposed by the Board of Directors is subject to shareholders' approval in the ensuing Annual General Meeting,
except in case of interim dividend.
During the year, the Board of directors have declared final dividend of 75% ('3.75 per equity share of ' 5/- each) for the financial
year 2025-26. (Refer Note 58)
During the previous year, the Board of directors had declared final dividend of 50% (' 2.50 per equity share of ' 5/- each) for the
financial year 2024-25 which has been paid during the year 2025-26. (Refer Note 58)
In the event of liquidation of the Company, the holders of equity shares will be entitled to receive remaining assets of the Company,
after distribution of all preferential amounts. The distribution will be in proportion to the number of equity shares held by the
shareholder.
d) FBL ESOP Trust
The Company has implemented an Employee Stock Option Scheme, namely Fermenta Biotech Limited - Employee Stock Option
Scheme, 2019 (ESOP 2019), pursuant to the Scheme of Amalgamation of the erstwhile Fermenta Biotech Limited with the
Company. During the current year, the Company also introduced a new Employee Stock Option Scheme, 2025 (ESOP 2025). The
equity shares underlying the above employee stock option schemes are held by the FBL ESOP Trust (Refer Note 60).
Description of nature and purpose of each reserve
Unrealised gain/(loss) on dilution: This reserve represents unrealised gain/(loss) due to change in the shareholdings in a subsidiary.
Capital redemption reserve : This reserve was created for redemption of preference shares of ' 70.00 lakhs in the financial year
2010-2011.
Capital reserve pursuant to amalgamation : Reserve created pursuant to amalgamation of 2 subsidiaries and Holding company.
Treasury shares held by ESOP trust : The Company has created a trust, namely “FERMENTA BIOTECH LIMITED ESOP Trust” (ESOP Trust)
for providing sharebased payments to its employees. The Company uses this Trust as a vehicle for distributing shares to employees
covered under Scheme. The Trust buys shares of the Company from the market, for giving shares to employees under the Employees
Stock Option Schemes.
Capital reserve: Capital reserve was created in the financial years 1995-96 and 1996-97 pursuant to sale of the Company's brands for
which non compete fees were received and treated as a capital receipt.
General reserve: Under the erstwhile Companies Act 1956, general reserve was created through an annual transfer of net income
at a specified percentage in accordance with applicable regulations. The purpose of these transfers was to ensure that if a dividend
distribution in a given year is more than 10% of the paid-up capital of the Company for that year, then the total dividend distribution
is less than the total distributable results for that year. Consequent to introduction of Companies Act 2013, the requirement to
mandatorily transfer a specified percentage of the net profit to general reserve has been withdrawn. However, the amount previously
transferred to the general reserve can be utilised only in accordance with the specific requirements of Companies Act, 2013.
Securities premium: The amount received in excess of face value of the equity shares is recognised in securities premium. This reserve
is utilised in accordance with the specific provisions of the Companies Act 2013.
Share options outstanding account : The fair value of the equity settled share based payment transactions is recognised to share
options outstanding account.
Retained earnings: Retained earnings are the profits/(loss) that the company has earned/incurred till date, less any transfers to general
reserve, dividends or other distributions paid to shareholders. Retained earnings include re-measurement loss / (gain) on defined
benefit plans, net of taxes that will not be reclassified to Statement of Profit and Loss.
Equity instruments through other comprehensive income: This represents the cumulative gains / losses arising on the revaluation
of equity instruments measured at fair value through other comprehensive income, under an irrevocable option, net of amounts
reclassified to retained earnings when such assets are disposed off.
Notes
a) Term loan is taken from HDFC Bank Limited for financing the capital expenditure for Premix Plant at Kullu with interest rate
EURIBOR plus 3.0% (Average effective rate 5.60%), (previous year effective rate is 6.25%) repayable in 60 equal monthly
instalments starting from Feb-2023. The said loan is secured by first pari-passu charge on the project , first pari pasu charge on
property, plant and equipment at Dahej and Kullu except plant 3 at Dahej which is exclusively mortgaged with Yes Bank Limited
and Union Bank of India, and second pari passu charge on entire current assets along with other banks.
b) Term loan is taken from HDFC Bank Limited for financing the capital expenditure for Plant 4 at Dahej SEZ with interest rate
EURIBOR plus 3.9% (effective rate 3.9%), (previous year effective rate is 3.9%) repayable in 16 equal quarterly instalments
starting from July 2021. The said loan is secured by first pari-passu charge on the project, first pari pasu charge on property, plant
and equipment at Dahej and Kullu except plant 3 at Dahej which is exclusively mortgaged with Yes Bank Limited and Union Bank
of India, and second pari passu charge on entire current assets along with other banks. Effective rate is 3.9% on account of Interest
rate swap agreement entered by the company. The said loan has been repaid during the year. Since the loan is repaid, Company is
in the process of releasing the charge created against such assets.
c) i) Vehicle loans taken from HDFC Bank Limited against hypothecation of the vehicles purchased, repayable in 60 monthly
instalments starting from Aug-2020, to Sep-2021 with average interest rates in the range of 7.65% to 8.21%, (previous year
at 7.65% to 8.45% ). Two of the Vehicle loans from HDFC Bank has been repaid during the year.
ii) Vehicle loans taken from the Bank of Baroda Limited against hypothecation of the vehicle purchased, repayable in 60 monthly
instalments starting from Jan-2021 to May-2021 with average interest rates in the range of 8.65% to 9.58%, (previous year
at 9.65% to 9.85%). One of the Vehicle loans from Bank of Baroda has been repaid during the year
iii) Vehicle loan is taken from the Union Bank of India against hypothecation of the vehicle purchased, repayable in 60 monthly
instalments starting from Jan-2022 to Oct-2022 with average interest rates in the range of 8.34% to 9.50% (previous year in
the range of 8.34% to 9.50%)
iv) Vehicle loan is taken from the Yes Bank of India against hypothecation of the vehicle purchased, repayable in 60 monthly
instalments starting from Jun-2023 with average interest rates 9.17% , (previous year in the range of 9.18%)
d) Working Capital Term Loan is taken from Union Bank of India for business purpose with effective interest rate 9.48% (previous
year effective rate is 9.25%) repayable in 48 equal monthly instalments starting from December, 2023. The said loan is secured by
first pari-passu charge on hypothecation of stocks, book debts and and by equitable mortgage with Yes Bank limited and HDFC
Bank Limited of factory land and buildings at Dahej and Kullu and all moveable property, plant and equipments of the Company
and second charge on the existing securities of the company except plant 4 at Dahej and Premix Plant at Kullu. The said loan has
been repaid during the year. Since the loan is repaid, Company is in the process of releasing the charge created against such assets.
e) Term loan is taken from HDFC Bank Limited for financing the capital expenditure at Dahej SEZ with average interest rate 9.90%
(Previous year effective rate is 9.75%) repayable in 28 equal quarterly instalments starting from Apr 2022. The said loan is secured
by first pari-passu charge on the project , first pari pasu charge on property, plant and equipment at Dahej and Kullu except plant
3 at Dahej which is exclusively Mortgaged with Yes Bank Limited and Union Bank of India, and second pari passu charge on entire
current assets along with other banks.
Packing credit, cash credit Loan from Union Bank of India, are secured by first pari-passu charge on hypothecation of stocks, book
debts and and by equitable mortgage with Yes Bank limited and HDFC Bank Limited of factory land and buildings at Dahej and Kullu and
all moveable property, plant and equipment of the Company except vehicles and Plant 4 at Dahej and Premix Plant at Kullu. The average
interest rate for packing credit in foreign currency is 6.00% to 6.50% (EURO PCFC - EURIBOR 3.10%, USD PCFC - 6M LIBOR 3.10%)
and average interest rate for cash credit is 10.82 %.
Packing credit and cash credit Loan from Yes Bank Limited is secured by first pari-passu charge on current assets of the Company and by
equitable mortgage of factory land and buildings at Dahej and Kullu with Union Bank of India and HDFC Bank Limited and all moveable
property, plant and equipment of the Company except vehicles and Plant 4 at Dahej and Premix Plant at Kullu. The average interest rate
for packing credit in foreign currency is 6.00%. and average interest rate for cash credit is EBLR 4% (from 10.40% to 11.50%)
Packing credit Loan from HDFC Bank Limited is secured by first pari-passu charge on current assets, exclusive charge on assets of plant
4 at Dahej and Premix Plant at Kullu, moveable property, plant and equipment of the Company and equitable mortgage of factory land
28. Borrowings (Current) (Cont’d)
and buildings at Dahej and Kullu with Union Bank of India and Yes Bank Limited (excluding the plant and building financed through
term loan from Union Bank of India and Yes Bank Limited).The average interest rate for packing credit in foreign currency is 6.50%.
Short term working capital loan includes Working Capital Demand Loan from Yes Bank Limited secured by first pari-passu charge on
current assets of the Company and by equitable mortgage of factory land and buildings at Dahej and Kullu with Union Bank of India and
HDFC Bank Limited and all moveable property, plant and equipment of the Company except vehicles and Plant 4 at Dahej and Premix
Plant at Kullu. It also includes Working Capital Demand Loan from HDFC Bank Limited secured by first pari-passu charge on current
assets of the Company and by equitable mortgage of factory land and buildings at Dahej and Kullu with Union Bank of India and Yes
Bank Limited and all moveable property, plant and equipment of the Company except vehicles and Plant 4 at Dahej and Premix Plant
at Kullu. The average interest rate for Working Capital Demand Loan from Yes Bank is in range of 9.05% to 9.55% and Working Capital
Demand Loan from HDFC Bank Limited is 9.05%.
46 Leases
(A) Assets taken on lease
The Company has entered into agreements for taking on leave and license basis certain residential and office premises and also
taken vehicles on lease basis. The Company also has lease arrangements for lands taken on lease at Dahej. In respect of the said
lease, the additional information is as under:
The Group operates following employee benefit plans :
I) Defined contribution plans: Provident fund, superannuation fund, employee state insurance scheme (ESIC) and labour welfare
fund.
II) Defined benefit plan: Gratuity (funded)
III) Other long term benefit plan: Compensated absences (unfunded)
II) Defined benefit plan
The Company operates a defined benefit plan, viz., gratuity.
In respect of Gratuity, a defined benefit plan, contributions are made to LIC's Recognised Group Gratuity Fund Scheme. It
is governed by the Payment of Gratuity Act, 1972. Under the Gratuity Act, employees are entitled to specific benefit at the
time of retirement or termination of the employment on completion of five years or death while in employment. The level of
benefit provided depends on the member's length of service and salary at the time of retirement/termination. Provision for
Gratuity is based on actuarial valuation done by an independent actuary as at the year end. Each year, the Company reviews
the level of funding in the gratuity fund.
(j) Risk exposure:
The plan typically exposes the Company to actuarial risks such as: investment risk, interest risk, longevity risk and salary risk.
Investment risk : The present value of the defined benefit plan liability is calculated using a discount rate determined by
reference to market yields on government bonds denominated in Indian rupees. If the actual return on plan assets is below
this rate, it will create a plan deficit. However, the risk is mitigated by investment in LIC managed fund.
Interest risk : A decrease in the bond interest rate will increase the plan liability; however, this will be partially offset by an
increase in the value of the plan's investment in LIC managed fund.
Longevity risk : The present value of the defined benefit plan liability is calculated by reference to the best estimate of
the mortality of plan participants both during and after their employment. An increase in the life expectancy of the plan
participants will increase the plan's liability.
Salary risk : ‘The inherent risk for the Company mainly are adverse salary growth or demographic experience or inadequate
returns on underlying plan assets can result in an increase in cost of providing these benefits to employees in future. Since the
benefits are lump sum in nature the plan is not subject to any longevity risks.
IN) Other long term benefit plan
Actuarial valuation for compensated absences is done as at the year end and provision is made as per Company rules with
corresponding charge / (credit) to the Standalone statement of profit and loss amounting to '104.61 Lakhs [March 31, 2025:
'153.61 Lakhs] and it covers all regular employees. Major drivers in actuarial assumptions, typically, are years of service and
employee compensation.
Obligation in respect of defined benefit plan and other long term employee benefit plans are actuarially determined at the
year end using the “Projected unit credit model”. Gains and losses on changes in actuarial assumptions relating to defined
benefit obligation are recognised in OCI where as gains and losses in respect of other long term employee benefit plans are
recognised in the Standalone statement of profit and loss.
*The tax rate used for reconciliation above is the corporate tax rate of 29.12% (March 31, 2025: 29.12%) at which the
Company is liable to pay tax on taxable income under the Indian tax Laws.
** During the year, the Company has received final assessment order for the financial year 2021-22 basis which an additional
tax charge has been recorded on account of certain disallowances/ MAT credit not allowed for carry forword.
*** The Company has elected to exercise the option available under Section 115BAA of the Income-tax Act, 1961, to pay
corporate income tax at the concessional rate of 22% plus applicable surcharge and cess, resulting in an effective tax rate
of 25.12%, with effect from Financial Year 2026-27. Accordingly, the Company has remeasured its deferred tax assets and
liabilities as at March 31, 2026, using the revised tax rate. The resulting impact of ^251.76 lakhs has been recognized as
deferred tax income in the Statement of Profit and Loss for the year ended March 31, 2026.
48D In the previous year ended March 31, 2025, the Company had evaluated the tax implications of the Development Agreement
and Supplementary Development Agreement entered into with Mextech Property Developers LLP, as detailed in Note 62 of
the standalone financial statements. The Company had assessed that the transfer of physical possession of the land during
the current financial year satisfies the conditions for “transfer” under Section 2(47) of the Income-tax Act, 1961. Accordingly,
the capital gains arising from the transfer of development rights in the land was considered taxable in the previous financial
year ended March 31, 2025. In recognition of the resulting temporary difference between accounting and taxable income, the
Company had recognised a deferred tax asset of ^ 3,232.74 lakhs in the books of account for the year ended March 31, 2025.
49 Research and development expenditure
Research and development expenditure of ' 1345.85 Lakhs (March 31, 2025: ' 1202.08 Lakhs) has been charged to the Standalone
statement of profit and loss. The capital expenditure in the current year on research and development amounts to ' 44.75 Lakhs
(March 31, 2025: ' 11.52 Lakhs).
50 Directors Sitting Fees
During the year ended March 31, 2026, Directors sitting fees to Non-Executive Directors aggregating ' 49.20 Lakhs and
commission of ' 48.85 Lakhs has been charged to the Standalone statement of profit and loss. (March 31, 2025 ' 41.40 Lakhs and
Commission ' Nil)
56 Segment information
Operating segments are reported in a manner consistent with the internal reporting provided to the Chief Operating Decision
Maker (“CODM”) of the Company. The Managing Director of the Company is responsible for allocating resources and assessing
performance of the operating segments, has been identified as the CODM of the Company. The Company has identified the
following segments as reporting segments based on the information reviewed by CODM.
The business segments have been identified considering :
a) the nature of products and services
b) the differing risks and returns
c) the internal organisation and management structure, and
d) the internal financial reporting systems
The segment information presented is in accordance with the accounting policies adopted by the Company. Segment revenues,
expenses and results include inter-segment transfers.
A) Based on the information reviewed by the Chief Operating Decision Maker (CODM), the Company has identified the
following reportable segments, viz:
Chemicals/Bulk Drug- Manufacturing and selling of chemicals, primarily bulk drugs and enzymes.
Property - Renting and Sale of properties
57 Financial risk management objectives and policies
The Company is exposed to credit risk, liquidity risk and market risk. The Company's financial risk management is an integral part
of how to plan and execute its business strategies. The Board of Directors review and agree policies for managing each of these
risks, which are summarised below.
a) Market risk
Market risk is the risk of loss of future earnings, fair values or future cash flows that may result from adverse changes in market
rates and prices (such as interest rates, foreign currency exchange rates, commodity prices and equity price risk). Market risk
is attributable to all market risk-sensitive financial instruments, all foreign currency receivables and payables and all short
term and long-term borrowings. The Company is exposed to market risks related to foreign exchange rate risk, commodity
rate risk, interest rate risk and other price risks, such as equity price risks. Thus, the Company's exposure to market risk is a
function of borrowing activities, revenue generating and operating activities in foreign currencies.
i) Equity price risk
The Company's unlisted equity securities are susceptible to market price risk arising from uncertainties about future values
of the investments in securities. The Company manages the equity price risk through diversification and by placing limits on
individual and total equity instruments. The Company's Board of Directors review and approve, all investments in the equity
instruments.
As at March 31, 2026 and March 31, 2025 the Company had exposure to equity securities measured at fair value. The changes
in fair values of the equity investments were strongly positively co-related with changes in market index.
ii) Interest rate risk
Interest rate risk is the risk that the fair value or future cash flows of a financial instrument will fluctuate because of changes
in market interest rate. The Company's exposure to the risk of changes in market interest rates relates primarily to the
Company's long-term and short term borrowings obligations with floating interest rates.
The Company manages it's interest rate risk by having a balanced portfolio of long term and short term borrowings.
For the years ended March 31, 2026 and March 31, 2025 every 50 basis point decrease in the floating interest rate component
applicable to its loan and borrowings would increase the Company's profit by ' 49.38 Lakhs and ' 57.18 Lakhs respectively. A
50 basis point increase in floating interest rate would lead to an equal but opposite effect.
iii) Commodity rate risk
Exposure to market risk with respect to commodity prices primarily arises from the Company's purchases and sales of active
pharmaceutical ingredients, including the raw material components for such active pharmaceutical ingredients. The prices
of the Company's raw materials generally are stable. Cost of raw materials forms the largest portion of the Company's cost of
revenues. A large portion of the Company's sales are subject to commodity rate risk having a volatile pricing. The Company
monitors overall demand supply position and pricing movement to decide marketing strategies to overcome risk of changing
prices of the products.
iv) Foreign currency risk
The Company's foreign exchange risk arises from its foreign currency revenues and expenses and foreign currency borrowings.
As a result, if the value of the Indian rupee appreciates relative to these foreign currencies, the Company's revenues and
expenses measured in Indian rupees may decrease or increase and vice-versa. The exchange rate between the Indian rupee
and these foreign currencies have changed substantially in recent periods and may continue to fluctuate substantially in
the future. Consequently, the Company largely uses the natural hedge to mitigate the risk of changes in foreign currency
exchange rates in respect of its highly probable forecasted transactions and recognised assets and liabilities.
C) Foreign currency sensitivity
For the years ended March 31, 2026 and March 31, 2025, every 5% strengthening in the exchange rate between the Indian
rupee and the respective currencies for the above mentioned financial assets / liabilities would increase the Company's
profit and increase the Company's total equity by approximately (net) ' 354.21 Lakhs and ' 407.93 Lakhs, respectively. A
5% weakening of the Indian rupee and the respective currencies would lead to equal but opposite effect. In Management's
opinion, the sensitivity analysis is unrepresentative of the inherent foreign exchange risk because the exposure at the end of
the reporting period does not reflect the exposure during the year.
D) Derivative contracts
The Company is exposed to exchange rate risk that arises from its foreign exchange revenues and expenses, primarily in US
Dollars and Euros and foreign currency debts in US dollars and Euros. The Company uses cross currency interest rate swap
and Currency hedges (known as, “derivatives”) to mitigate its risk of changes in foreign currency exchange interest rates and
exchange rates . The counterparty for these contracts is generally a bank.
Credit risk is the risk of financial loss, if a customer or counterparty to a financial instrument fails to meet its contractual obligations
and arises principally from the Company's receivables from customers, loans and other financial assets. Credit risk is managed
through credit approvals, establishing credit limits and continuously monitoring the creditworthiness of counterparty to which
the Company grants credit terms in the normal course of business.
Exposure to credit risk
The carrying amount of financial assets represents the maximum credit exposure.
i) Trade receivables
The Company has used expected credit loss (ECL) model for assessing the impairment loss. For this purpose, the Company
uses a provision matrix to compute the expected credit loss amount. The provision matrix takes into account external and
internal risk factors and historical data of credit losses from various customers. The Company evaluates the concentration
of risk with respect to trade receivables which is low, as its customers are widely spread with small outstanding amounts
(For detailed movement in provision for trade receivables - Refer Note 16)
ii) Financial instruments and cash deposits
Credit risk from balances with banks and financial institutions is managed by the Company in accordance with the Company's
policy. Investments of surplus funds are made only with approved counterparties and within credit limits assigned to each
counterparty. Counterparty credit limits are reviewed by the Company's Board of Directors on an annual basis. The limits
are set to minimise the concentration of risks and therefore mitigate financial loss through counterparty's potential failure
to make payments. Credit risk in case of Intercorporate deposit given is managed by the Company in accordance with the
Company's policy. ICD only be given out of surplus funds, are made only with the approval of the Board of Directors and are
reviewed by the Board on an annual basis.
Liquidity risk is the risk that the Company will not be able to settle or meet its obligations as they fall due. The Company's
policy on liquidity risk is to maintain sufficient liquidity in the form of cash and investment in liquid banks deposits to meet
the Company's operating requirements with an appropriate level of headroom. In addition, processes and policies related to
such risks are overseen by senior management. Management monitors the Company's net liquidity position through rolling
forecasts on the basis of expected cash flows.
i) Maturity profile of financial liabilities
The table below provides details regarding the remaining contractual maturities of financial liabilities at the reporting
date based on contractual undiscounted payments.
58 Capital management
The Company's capital management objectives are:
- to ensure the Company's ability to continue as a going concern; and
- to provide an adequate return to shareholders through optimisation of debts and equity balance.
The Company monitors capital on the basis of the carrying amount of debt less Cash and cash equivalents presented on the face
of the standalone financial statements. The Company's objective for capital management is to maintain an optimum overall
financial structure.
Dividends not recognised at the end of the reporting period
The Board of Directors of the Company at its meeting held on May 26, 2026 have recommended dividend of ' 3.75 per share. The
proposed dividend is subject to the approval of shareholders in the ensuring annual general meeting and hence not recognised as a
liability.
59 Investment properties
Criteria used for classification of property as investment property
The Company has considered the following for classification of property as investment property:
(i) Investment property comprises building and other assets required to provide ancillary services to the occupants of the
investment property.
(ii) The properties that are not occupied by the Company for use in production or supply of goods or services or for administrative
purposes, or for sale in the ordinary course of business, but are held primarily to earn rental income and capital appreciation
are classified as investment property.
Company's investment property comprised of Thane One Building (primarily meant for renting )(Ground floor -13 floors), Ceejay
House, freehold land located at Majiwade Thane and land at Takawe.
For Thane One building, 1st floor -13th floors were sold in year ended March 31, 2024 and earlier years.
During the previous year ended March 31, 2025, Company sold part of its Investment in property consisting of Ceejay House and
freehold land located at village Takawe.
Further in current year the company has additionally sold part of its Investment in Property consisting of freehold land located at
village Takawe.
Total income recorded on such sale of Investment Property for the year ended March 31, 2026, is ' 162.89 lakhs and for the year
ended March 31, 2025, is ' 4,457.88 lakhs has been recognized as income under the head revenue from operations pertaining to
property segment.
Further, during the year, the Company constructed and transferred the MLCP (Multi-Level Car Parking) as part of the bundled floor
sales for Thane One building. Accordingly, deferred revenue and the related cost, pertaining to the past performance obligation
satisfied during the current year, have been recognized in the current year. For movement Refer Note 31.
Estimation of fair value
The fair value of the Investment Property consisting of Thane one building ground floor and Takwe land has been determined in
the financial period March 31, 2026 as ' 515.66 Lakhs (March 31, 2025 as '1225.32 Lakhs). The fair value has been determined
based on the latest sale agreement.
For Freehold land located at Majiwade Thane (balance portion of Thane One land) , Company has entered into a development
agreement for grant of development rights to M/s Mextech for construction of residential-cum-commercial building. Refer Note
62 for terms of such arrangement.
Employee share option plan of the Company
1.1 Details of the employee share option plan of the Company
This ESOP 2019 scheme has been framed pursuant to the Scheme of Amalgamation between the erstwhile Fermenta
Biotech Limited (“Transferor Company”) with the DIL Limited (“Transferee Company”) and their respective shareholders.
The Transferor Company prior to the Scheme of Amalgamation had implemented the 'Fermenta Biotech Limited - Employee
Stock Option Plan 2019' and were granted employee stock options to its eligible employees. Further, the number of transferee
options issued shall equal to the product of number of transferor options outstanding on effectiveness of Scheme multiplied
by the Share exchange ratio (0.398) and each transferee option shall have an exercise price per equity share equal to transferor
option exercise price per equity shares divided by the share exchange ratio (0.398) and fractions rounded off to the next
higher whole number. The terms and conditions of ESOP 2019 Scheme of DIL Limited are not less favourable than those of
ESOP Scheme of erstwhile Fermenta Biotech Limited. Under the ESOP 2019 Scheme, stock options have been issued to the
eligible employees of erstwhile Fermenta Biotech Limited.
In accordance with the terms of the plan, as approved by the erstwhile shareholders of Fermenta Biotech Limited at an extra
general meeting, executives and senior employees with the Company were granted options to purchase equity shares.
Each employee share option converts into one equity share of the Company on exercise. No amounts are paid or payable by the
recipient on receipt of the option. The options carry neither rights to dividends nor voting rights. Options may be exercised at
any time from the date of vesting to the date of their expiry.
The number of options granted is calculated in accordance with the performance-based formula and is subject to approval by
the remuneration committee. The formula rewards executives and senior employees to the extent of the Company's and the
individual's achievement judged against both qualitative and quantitative criteria.
Options granted under ESOP 2019 shall vest not before 1 (one) year and not later than maximum Vesting Period of 5 (five) years
from the date of grant of such Options. Subject to the minimum vesting period of one year, the Nomination and Remuneration
Committee of the Board at its discretion approve for acceleration of Vesting of any or all unvested Options of the Option Grantee.
The above number of options, fair value at grant dates and exercise price were adjusted in accordance with the Share exchange
ratio (0.398:1) as per the scheme of amalgamation.
The above number of options, were adjusted for the Forfeited/ cancellation of option for fulfilment of year end assessment of
ESOP vesting conditions.
60 Share-based payments (Cont’d)
1.2 Fair value of share options granted
The weighted average fair value of the share options granted during the financial year is Nil (previous year Nil). Options were priced
using Black-Scholes option pricing model. Where relevant, the expected life used in the model has been calculated based on a
weighted average of vests. Expected volatility is based on the historical share price information of similar listed entities.
1.4 Share options outstanding at the end of the year
The share options outstanding at the end of the year had a weighted average exercise price of ' 83.67 (as at March 31, 2025:
' 83.67), and a weighted average remaining contractual life of 0.96 year.
2.1 Fermenta Biotech Limited - Employee Stock Option Plan 2019
Grant during the financial year 2025-26
The number of stock options granted is determined in accordance with the performance-based formula approved by the
Nomination and Remuneration Committee at its meeting held on January 12, 2025. The formula is designed to reward
executives and senior employees based on the achievement of the Company's performance objectives as well as the
individual's performance, assessed against both qualitative and quantitative criteria.
Each employee share option converts into one equity share of the Company on exercise. No amounts are paid or payable by the
recipient on receipt of the option. The options carry neither rights to dividends nor voting rights. Options may be exercised at
any time from the date of vesting to the date of their expiry.
Options granted under ESOP 2019 shall vest not before 1 (one) year and not later than maximum Vesting Period of 5 (Five)
years from the date of grant of such Options. Subject to the minimum vesting period of one year, the Nomination and
Remuneration Committee of the Board at its discretion approve for acceleration of Vesting of any or all unvested Options of
the Option Grantee.
The above number of options, were adjusted for the Forfeited/ cancallation of option for fullment of year end assessment of
ESOP vesting conditions.
2.2 Fair value of share options granted
The weighted average fair value of the share options granted during the financial year is ^206.54 (previous year Nil). Options
were priced using Black-Scholes option pricing model. Where relevant, the expected life used in the model has been calculated
based on a weighted average of vests. Expected volatility is based on the historical share price information of similar listed
entities.
2.4 Share options outstanding at the end of the year
The share options outstanding at the end of the year had a weighted average exercise price of ' 83.67 (as at March 31, 2025:
' Nil), and a weighted average remaining contractual life of 3.67 year.
3.1 Fermenta Biotech Limited - Employee Stock Option Scheme 2025
Grant during the financial year 2025-26
The shareholders, at its meeting held on August 12, 2025, approved the ESOP Scheme, which provides for the grant of up
to 500,000 (Five Lakh) stock options to eligible employees in one or more tranches. The Nomination and Remuneration
Committee (Compensation Committee) is authorized to administer the ESOP Scheme and grant stock options in accordance
with its provisions.
The number of stock options granted under the Fermenta Biotech Limited - Employee Stock Option Scheme 2025 (“ESOP
Scheme”) is determined in accordance with the performance-based formula prescribed under the Scheme. The formula is
designed to reward executives and senior employees based on the achievement of the Company's performance objectives as
well as the individual's performance, evaluated against both qualitative and quantitative criteria.
Each employee share option converts into one equity share of the Company on exercise. No amounts are paid or payable by the
recipient on receipt of the option. The options carry neither rights to dividends nor voting rights. Options may be exercised at
any time from the date of vesting to the date of their expiry.
3.2 Fair value of share options granted
The weighted average fair value of the share options granted during the financial year is Nil (previous year Nil). Options were priced
using Black-Scholes option pricing model. Where relevant, the expected life used in the model has been calculated based on a
weighted average of vests. Expected volatility is based on the historical share price information of similar listed entities.
62. The Company entered into a Development Agreement dated July 26, 2022, with Mextech Property Developers LLP
(“Mextech” or “the Developer”), granting development rights for construction of residential-cum-commercial
buildings on the balance portion of its land in Thane, classified as investment property. As per the development
agreement, in lieu of development rights transferred, Company is entitled to 1,20,000 sq ft carpet area in the new
residential building. In the previous year, the Company executed a Supplementary Development Agreement (SDA)
on June 10, 2024, and subsequently handed over physical possession of the project land to Mextech on June 16,
2024. The Company has received '1500 lakhs as refundable deposit from Mextech.
The Company has entered a development arrangement (DA) with a developer for development of its land parcel
currently held as Investment property. Under such arrangement, the Company's performance obligation is to grant
development rights over land in exchange for an agreed share of constructed area in the developed project. Based on
the terms of the arrangement and in lieu of Expert Advisory Committee (EAC) Opinion issued on Revenue Recognition
in a JointDevelopmentArrangement underAS framework, theCompany evaluateswhetherdevelopment agreement
constitutes joint arrangement under Ind AS 111. The Company does not undertake construction activities and is not
considered to be providing construction services to the developer. Accordingly, the arrangement does not give rise
to a performance obligation towards the developer under Ind AS 115. Instead, the Company earns income through
sale of its share of constructed units to third-party customers. Accordingly Revenue represents consideration from
sale of the Company's share of constructed units to third-party customers. Revenue is recognised in accordance
with Ind AS 115 at point in time, when control of the real estate unit is transferred to the customer which coincides
with completion of the project determined basis receipt of Occupancy Certificate, handover of the possession to the
customer, and receipt of entire sale proceeds and when other conditions are met.
In addition, the Company has sold 24 flats in the under-construction residential building and received advances
amounting to ' 1128.74 lakhs against these sales.
63. Relationship with Struck off companies
Company did not have any balance outstanding with companies struck off as per Ministry of corporate affairs
(MCA).
64. Capitalisation of borrowing costs
Company has not capitalised any borrowing cost in current and previous year.
65. Other Statutory Information
(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 revalued its property, plant and equipment (including right-of-use assets) or intangible
assets during the year ended 31st March,2026.
66. Events after the reporting period:
The company has evaluated subsequent events from the date through May 26, 2026, the date at which the financial
statements were available to be issued and determined that there are no material adjusting items to disclose.
67. The Company has used accounting software for maintaining its books of account which has a feature of recording
audit trail (edit log) facility and the same has operated throughout the year for all relevant transactions recorded
in the software except that, audit trail feature is not enabled for certain changes made, if any, using privileged/
administrative access rights. Additionally, the audit trail of prior year has been preserved by the Company as per the
statutory requirements for record retention to the extent it was enabled and recorded in the previous year.
68. The Company has borrowings from banks and financial institutions on the basis of security of current assets. The
quarterly returns or statements of current assets filed by the Company with banks and financial institutions are in
agreement with the books of account (Refer Note 24 and 28).
*The Government has notified the Code on Social Security, 2020 (“Social Security Code”); the Occupational Safety, Health and
Working Conditions Code, 2020; the Industrial Relations Code, 2020 and the Code on Wages, 2019 (collectively, the “Labour
Codes”) on 21 November 2025. The Ministry of Labour & Employment notified Central Rules on 8 May 2026 however State
Rules are yet to be notified. The Company has evaluated the impact of increased employee benefits obligations arising from the
implementation of the Labour Codes based on its best judgment in consultation with external experts. Accordingly, the Company
has recognised ^ 210.52 lakhs for year ended March 31, 2026.
** In the earlier years, the company had recognised provision against certain receivables and trade receivables. The company has
recovered part amount of ^ 907.14 lakhs against these provided balances and accordingly such provision has been reversed and
recorded as an exceptional items in the current year.
70 In the previous year, the Company entered into a Deed of Assignment for the transfer of leasehold land located at Saykha, GIDC,
Gujarat, for a total consideration of ^1,870 lakhs. Out of this, ^1,481.04 lakhs was outstanding as at March 31, 2025, and was
subsequently received during the year ended March 31, 2026
72 Business Combination (Transfer of business to subsidiary - on ‘slump - sale’ basis)
During the year, Company entered into Business Transfer Agreement dated September 19, 2025 to transfer 'Environment
Division' as a going concern on 'slump -Sale basis ('identified business undertaking') to its wholly owned subsidiary, Fermenta
Environment Solution Private Limited w.e.f October 01, 2025.
In accordance to above, the Company has transferred below assets and liabilities at their carrying values as at October 01, 2025 to
Fermenta Environment Solution Private Limited for a consideration of ' 1,900 lakhs. Gain arising on such transfer amounts to ^
41.31 lakhs is recognised in the profit and loss accounts under the head other income.
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