M. Provisions, contingent liabilities and contingent assets
Provisions are recognized in accordance with Ind AS 37 - Provisions, Contingent liabilities and Commitments, when there is a present
obligation (legal or constructive) as a result of a past event, it is probable that an outflow of resources embodying economic benefits
will be required to settle the obligation and a reliable estimate can be made of the amount of the obligation.
The expenses relating to a provision is presented in the Statement of Profit and Loss net of any reimbursement. If the projected
obligation declines as a result of a change in the estimate, the provision is reversed by the corresponding amount and the resulting
income recognized in the expenses in which the original charge was recognized.
If the effect of the time value of money is material, provisions are determined by discounting the expected future cash flows specific
to the liability. The unwinding of the discount is recognized as finance cost.
A disclosure for a contingent liability is made when there is a possible obligation or a present obligation that may, but will probably
not, require an outflow of resources. When there is a possible obligation or a present obligation in respect of which the likelihood of
outflow of resources is remote, no provision disclosure is made.
A contingent asset is not recognized but disclosed in the standalone financial statements where an inflow of economic benefit is
probable.
Commitments includes the amount of purchase order (net of advance) issued to counterparties for completion of assets.
Provisions, contingent assets, contingent liabilities and commitments are reviewed at each balance sheet date.
N. Leases
The Company as a Lessee:
A contract is, or contains, a lease if the contract conveys the right to control the use of an identified asset for a period of time in
exchange for consideration.
The Company recognizes right-of-use asset representing its right to use the underlying asset for the lease term at the lease
commencement date. The cost of the right-of-use asset measured at inception shall comprise of the amount of the initial measurement
of the lease liability adjusted for any lease payments made at or before the commencement date less any lease incentives received,
plus any initial direct costs incurred and an estimate of costs to be incurred by the lessee in dismantling and removing the underlying
asset or restoring the underlying asset or site on which it is located. The right-of-use assets is subsequently measured at cost less
any accumulated depreciation, accumulated impairment losses, if any and adjusted for any remeasurement of the lease liability.
The right-of-use assets is depreciated using the straight-line method from the commencement date over the shorter of lease term
or useful life of right-of-use asset. The estimated useful lives of right-of use assets are determined on the same basis as those of
property, plant and equipment. Right-of-use assets are tested for impairment whenever there is any indication that their carrying
amounts may not be recoverable. Impairment loss, if any, is recognized in the statement of profit and loss.
The Company measures the lease liability at the present value of the lease payments that are not paid at the commencement date of
the lease. The lease payments are discounted using the interest rate implicit in the lease, if that rate can be readily determined. If that
rate cannot be readily determined, the Company uses incremental borrowing rate. For leases with reasonably similar characteristics,
the Company, on a lease by lease basis, may adopt either the incremental borrowing rate specific to the lease or the incremental
borrowing rate for the portfolio as a whole. The lease payments shall include fixed payments, variable lease payments, residual value
guarantees, exercise price of a purchase option where the Company is reasonably certain to exercise that option and payments of
penalties for terminating the lease, if the lease term reflects the lessee exercising an option to terminate the lease. The lease liability
is subsequently remeasured by increasing the carrying amount to reflect interest on the lease liability, reducing the carrying amount
to reflect the lease payments made and remeasuring the carrying amount to reflect any reassessment or lease modifications or to
reflect revised in-substance fixed lease payments. The company recognizes the amount of the re-measurement of lease liability due to
modification as an adjustment to the right-of-use asset and statement of profit and loss depending upon the nature of modification.
Where the carrying amount of the right-of-use asset is reduced to zero and there is a further reduction in the measurement of the
lease liability, the Company recognizes any remaining amount of the re-measurement in statement of profit and loss.
The Company has elected not to apply the requirements of Ind AS 116 Leases to short-term leases of all assets that have a lease term
of 12 months or less and leases for which the underlying asset is of low value. The lease payments associated with these leases are
recognized as an expense on a straight-line basis over the lease term.
The Company as a Lessor:
At inception or on modification of a contract that contains a lease component, the Company allocates the consideration in the
contract to each lease component on the basis of their relative stand-alone prices.
Lease for which the Company is a lessor is classified as a finance or operating lease. Contracts in which all the risks and rewards of the
lease are substantially transferred to the lessee are classified as a finance lease. All other leases are classified as operating leases. For
operating leases, rental income is recognized on a straight-line basis over the term of the relevant lease.
If an arrangement contains lease and non-lease components, then the Company applies Ind AS 115 to allocate the consideration in
the contract.
Amount due from lessee under finance leases is recognised as receivable at an amount equal to the net investment of the Company
in the lease. Finance income on the lease is allocated to accounting periods to reflect a constant periodic rate of return on the
Company's net investment outstanding in respect of lease at the reporting date.
The Company applies the derecognition and impairment requirements in Ind AS 109 to the net investment in the lease. The Company
further regularly reviews estimated unguaranteed residual values used in calculating the gross investment in the lease.
O. Impairment of non-financial assets
The carrying values of assets/cash generating units at each balance sheet date are reviewed for impairment if any indication of
impairment exists. If the carrying amounts of the assets exceed the estimated recoverable amount, an impairment is recognized for
such excess amount.
The recoverable amount is the greater of the net selling price and their value in use. Value in use is arrived at by discounting the
future cash flows to their present value based on an appropriate discount factor that reflects current market assessments of the time
value of money and the risk specific to the asset.
When there is indication that an impairment loss recognized for an asset (other than a revalued asset) in earlier accounting periods
which no longer exists or may have decreased, such reversal of impairment loss is recognized in the Statement of Profit and Loss,
to the extent the amount was previously charged to the Statement of Profit and Loss. In case of revalued assets, such reversal is not
recognized.
P. Cash and cash equivalents
Cash and cash equivalent 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 outstanding bank overdrafts as they are considered an integral part of the Company's cash management.
Q. Government Grants
Grants are recognized when there is reasonable assurance that the grant will be received and all attached conditions will be complied
with.
When the grant relates to an asset, the cost of the asset is shown at gross value and grant thereon is treated as a deferred grant which
is recognized as income in the Statement of Profit and Loss over the period and in proportion in which depreciation is charged.
Revenue grants are recognized in the Statement of Profit and Loss in the same period as the related cost which they are intended to
compensate are accounted for.
R. Earnings Per Share ("EPS")
The basic Earnings Per Share ("EPS") is computed by dividing the net profit / (loss) after tax for the year attributable to the equity
shareholders by the weighted average number of equity shares outstanding during the year.
For the purpose of calculating diluted earnings per share, net profit/(loss) after tax for the year attributable to the equity shareholders
and the weighted average number of equity shares outstanding during the year are adjusted for the effects of all dilutive potential
equity shares.
S. Biological assets
Biological assets are measured at fair value less costs to sell, with any change therein recognized in the Statement of Profit and Loss.
B. Measurement of Fair value
i. Fair Value hierarchy
The fair value measurements for oil palm saplings has been categorised as Level 3 fair values based on the inputs to valuation
technique used.
ii. Level 3 Fair values
The following table shows a break down of the total gains / (losses) recognised in respect of Level 3 fair values-
C. Risk Management strategies related to agricultural activities
The Company is exposed to the following risks relating to its Oil Palm business.These risk and management's strategies to mitigate them are
described below:
i. Regulatory and environmental risks
The Company is subject to laws and regulations in the country in which it operates. It has established various environmental policies
and procedures aimed at compliance with the local environmental and other laws.
ii. Supply and demand risks
The Company is exposed to risks arising from fluctuations in the price and sales volume of plants. When possible, the Company
manages this risk by aligning its harvest volume to market supply and demand. Management performs regular industry trend
analysis for projected harvest volumes and pricing.
iii. Climate and other risks
The Company's Oil Palm business is exposed to the risk of damage from climatic changes, diseases, forest fires and other natural
forces. The Company has extensive processes in place aimed at monitoring and mitigating those risks, including regular plantation
health surveys and industry pest and disease surveys.
A reasonably possible change of 10% in estimated cost of completing the stock under cultivation at the reporting date would have
increased (decreased) profit or loss by the amounts shown below.
Note 7.3:
Provision for diminution in the value of investment in a subsidiary amounting to ? 32.96 crores has been recognised during the year pursuant to an
impairment assessment carried out in accordance with Ind AS 36 (Refer Note 51 (b))
Note 7.4:
The increase in the number of equity shares during the year to 7,47,920 shares is on account of a share split by KSE Limited in ratio 1:10; the
aggregate value of the investment remains unchanged
4 Rights, preferences and restrictions attached to
Equity Shares: The Company has one class of Equity shares having a par value of ' 10 per share. Each Share holder is eligible for one vote
per share held. All Equity Shareholders are eligible to receive dividends in proportion to their shareholdings. The dividends proposed by the
Board of Directors are subject to the approval of the Shareholders in the ensuing Annual General Meeting. In the event of liquidation, the
Equity Shareholders are eligible to receive the remaining assets of the Company, after distribution of all preferential amounts, in proportion
to their share holding.
General reserve
General reserve is a free reserve which is created by transferring fund from retained earnings to meet future obligations and purposes.
Employee Stock Grants Outstanding
The employee stock grants outstanding account is used to recognise grant date fair value of options issued to employees under the Company's
stock grant plan (refer note 40).
Securities Premium
Securities Premium is used to record the premium received on issue of shares. The reserve is utilised in accordance with the provisions of the
Companies Act, 2013.
Note 20.1 : Term loans from Financial Institutions of Rs 30 crore (Previous Year ' 60 crore) carries interest rate of 9.00% p.a. (Previous Year 9.50%
p.a.) payable on monthly basis with principal amount being repayable in March 2028.
Note 20.2 : Term loans from Banks of ' 220 crore (Previous Year ' Nil ) including current maturity of ' 44.02 crore (Previous year ' Nil) carries
interest rate of 6.62%. These loans (including current maturities) are repayable in 15 quarterly instalments amounting to ' 14.67 crores each from
the date of the Financial Statements.
Note 20.3 : Term loans from Banks of ' 7.50 crore (Previous Year 9.17 crore) including current maturity of ' 1.67 crore (Previous year 1.67 crore)
carries interest rates of Repo Rate 1.55% p.a. (Previous year repo rate 1.55% p.a.). These loans (including current maturities) are repayable in
18 quarterly instalments (Previous Year 22 quarterly instalments) amounting to ' 0.42 crores per instalment each from the date of the Financial
Statements.
Note 20.4 : Term loans from Banks of Rs 150 crore (Previous Year ' Nil ) carries interest rate of Repo Rate 6.40% payable on monthly basis with
principal amount being repayable in July 2027.
Note 20.5 : Term loans from Banks of Rs 200 crore (Previous Year ' Nil) carries interest rate of T Bill Link 6.50% payable on monthly basis with
principal amount being repayable in July 2027
Note 20.6: Term loans from Banks of Rs 150 crore (Previous Year ' Nil ) carries interest rate of Repo Rate 6.50% payable on monthly basis with
principal amount being repayable in June 2027.
Note 25.2:
a) The Company participates in a supplier finance arrangement under which its suppliers may elect to receive early payment of their invoices
from a bank. Under the arrangement, the bank agrees to pay amounts due to participating suppliers in respect of invoices owed by the
Company and the Company repays the bank at a later date. The principal purpose of this arrangement is to facilitate efficient payment
processing and provide the willing suppliers early payment terms, compared with the related invoice payment due date.
The Company has not derecognised the original trade payables/capital creditors relating to the arrangement because neither a legal release
was obtained nor was the original liability substantially modified on entering into the arrangement.
From the Company's perspective, the arrangement does not significantly extend payment terms beyond the normal terms agreed with
other suppliers that are not participating; however, the arrangement does provide participating suppliers with the benefit of early payment.
Additionally, the Company does not incur any additional interest towards the bank on the amounts due to the suppliers. The Company
therefore includes the amounts subject to the arrangement within trade payables/capital creditors because the nature and function of these
payables remains the same as those of other trade payables/other capital creditors.
Note 38.1
Basic EPS amounts are calculated by dividing the profit for the year attributable to equity holders of the Company by the weighted average number
of Equity shares outstanding during the year.
Diluted EPS amounts are calculated by dividing the profit attributable to equity holders of the Company by the weighted average number of
Equity shares outstanding during the year plus the weighted average number of Equity shares that would be issued on conversion of all the dilutive
potential Equity shares into Equity shares.
Note 39: Employee benefits
The Company contributes to the following post-employment plans in India.
Defined Contribution Plans:
The Company's contributions paid/payable to Regional Provident Fund at certain locations, Superannuation Fund, Employees State Insurance
Scheme, Employees Pension Schemes, 1995 and other funds, are determined under the relevant approved schemes and/or statutes and are
recognised as expense in the Standalone Statement of Profit and Loss during the year in which the employee renders the related service. There are
no further obligations other than the contributions payable to the approved trusts/appropriate authorities.
The Company recognised ' 16.20 crore for the year ended March 31, 2026 (Previous Year ' 14.52 crore) towards provident fund contribution
(including interest shortfall), ' 0.12 crore for the year ended March 31, 2026 (Previous Year Rs 0.18 crore) towards employees' state insurance
contribution, ' 0.78 crore for the year ended March 31, 2026 (Previous Year ' 0.80 crore) towards National Pension Scheme and ' 0.27 crore for the
year ended March 31, 2026 (Previous Year ' 0.39 crore) towards superannuation fund contribution in the Standalone Statement of Profit and Loss.
Defined Benefit Plan:
I. Provident Fund
The Company manages the Provident Fund plan through a Provident Fund Trust for its employees which is permitted under The Employees'
Provident Fund and Miscellaneous Provisions Act, 1952 and is actuarially valued. The plan envisages contribution by the employer and
employees and guarantees interest at the rate notified by the Provident Fund authority. The contribution by employer and employee,
together with interest, are payable at the time of separation from service or retirement, whichever is earlier.
The Company has an obligation to fund any shortfall on the yield of the trust's investments over the administered interest rates on an annual
basis. These administered rates are determined annually predominantly considering the social rather than economic factors and the actual
return earned by the Company has been higher in the past years. The actuary has provided a valuation for provident fund liabilities on the
basis of guidance issued by Actuarial Society of India and based on the below provided assumptions there is shortfall of ' 7.59 core as at
March 31, 2026 (Previous Year ' 3.83 crore). Accordingly, ' 3.76 crore (Previous Year ' 2.77 crore) has been recognised as expense for the
financial year 2025-26 in the Statement of Profit and Loss under employee benefit expenses.
II. Gratuity
In accordance with the provisions of the Payment of Gratuity Act, 1972, the Company has a defined benefit plan which provides for gratuity
payments. The plan provides a lump sum gratuity payment to eligible employees at retirement or termination of their employment. The
amounts are based on the respective employee's last drawn salary and the years of employment with the Company.
Liabilities in respect of the gratuity plan are determined by an actuarial valuation, based upon which the Company makes annual contributions
to the Group Gratuity cum Life Assurance Schemes administered by the ICICI Prudential Life insurance, a funded defined benefit plan
for qualifying employees. The Company has a Gratuity Trust and the Trustees administer the contributions made by the Company to the
gratuity scheme.
The most recent actuarial valuation of the defined benefit obligation along with the fair valuation of the plan assets in relation to the gratuity
scheme was carried out as at March 31, 2026. The present value of the defined benefit obligations and the related current service cost and
past service cost, were measured using the Projected Unit Credit Method.
Based on the actuarial valuation obtained in this respect, the following table sets out the details of the employee benefit obligation and the
plan assets as at balance sheet date:
Other long-term employee benefits:
Compensated absences are payable to employees at the rate of daily basic salary for each day of accumulated leave on death or on
resignation or upon retirement. The charge towards compensated absences for the year ended March 31, 2026 based on actuarial
valuation using the projected accrued benefit method is ' 1.39 crore (previous year ' 2.01 crore).
Termination Benefits: All termination benefits including voluntary retirement compensation are fully written off to the Statement of
Profit and Loss.
Incentive Plans: The Company has a scheme of Incentives to employees which is fully expensed in the Statement of Profit and
Loss in the respective periods. The Scheme rewards its employees based on the achievement of key performance indicators and
profitability, as prescribed in the scheme.
Note 40: Share-based payment arrangements:
Description of share-based payment arrangements
Employee stock grant scheme - equity settled
The Company had set up the Employees Stock Grant Scheme 2018 (ESGS) pursuant to the approval by the Shareholders by way of postal ballot, the
result of which was declared on June 20, 2018.
The ESGS Scheme is effective from April 1, 2018, (the "Effective Date") and shall continue to be in force until (i) its termination by the Board or
(ii) the date on which all of the shares to be vested under Employee Stock Grant Scheme 2018 have been vested in the Eligible Employees and all
restrictions on such Stock Grants awarded under the terms of ESGS Scheme, if any, have lapsed, whichever is earlier.
The Scheme applies to the Eligible Employees who are in whole time employment of the Company or its Subsidiary Companies. The entitlement
of each employee would be decided by the Nomination and Remuneration Committee of the respective Company based on the employee's
performance, level, grade, etc.
The total number of Stock Grants to be awarded under the ESGS Scheme are restricted to 25,00,000 (Twenty five Lakhs) fully paid up equity shares
of the Company. Not more than 5,00,000 (Five Lakhs) fully paid up equity shares or 1% of the issued equity share capital at the time of awarding
the Stock Grant, whichever is lower, can be awarded to any one employee in any one year.
The Stock Grants shall vest in the Eligible Employees pursuant to the ESGS Scheme in the proportion of 1/3rd at the end of each year from the date
on which the Stock Grants are awarded for a period of three consecutive years, or as may be determined by the Nomination and Remuneration
Committee, subject to the condition that the Eligible Employee continues to be in employment of the Company or the Subsidiary company as the
case may be.
The Eligible Employee shall exercise her / his right to acquire the shares vested in her / him all at one time within 1 month from the date on which
the shares vested in her / him or such other period as may be determined by the Nomination and Remuneration Committee.
The Exercise Price of the shares has been fixed at ' 10 per share. The fair value of the employee share options has been measured using the
Black-Scholes Option Pricing Model and charged to the Statement of Profit and Loss. The value of the options is treated as a part of employee
compensation in the Standalone financial statements and is amortised over the vesting period.
i. Risk management framework
The Company's Board of Directors has overall responsibility for the establishment and oversight of the Company's risk management
framework. The board of directors has established the Risk Management Committee, which is responsible for developing and monitoring
the Company's risk management policies. The committee reports regularly to the board of directors on its activities.
The Company's risk management policies are established to identify and analyse the risks faced by the Company, to set appropriate risk
limits and controls and to monitor risks and adherence to limits. Risk management policies and systems are reviewed regularly to reflect
changes in market conditions and the Company's activities. The Company, through its training and management standards and procedures,
aims to maintain a disciplined and constructive control environment in which all employees understand their roles and obligations.
The audit committee oversees how management monitors compliance with the company's risk management policies and procedures, and
reviews the adequacy of the risk management framework in relation to the risks faced by the Company. The audit committee is assisted in
its oversight role by internal audit. Internal audit undertakes both regular and ad hoc reviews of risk management controls and procedures,
the results of which are reported to the audit committee.
Note 41.2: Credit risk
Credit risk is the risk of financial loss to the Company if a customer or counterparty to a financial instrument fails to meet its contractual obligations,
and arises principally from the Company's receivables from customers and loans and advances.
The carrying amount of following financial assets represents the maximum credit exposure:
Trade receivables and loans and advances.
The Company's exposure to credit risk is influenced mainly by the individual characteristics of each customer and the geography in which it operates.
Credit risk is managed through credit approvals, establishing credit limits and continuously monitoring the creditworthiness of customers to which
the Company grants credit terms in the normal course of business.
The Risk Management Committee has established a credit policy under which each new customer is analysed individually for creditworthiness
before the Company's standard payment and delivery terms and conditions are offered. Further for domestic sales, the company segments the
customers into Distributors and Others for credit monitoring.
The Company maintains security deposits for sales made to its distributors. For other trade receivables, the company individually monitors the
sanctioned credit limits as against the outstanding balances. Accordingly, the Company makes specific provisions against such trade receivables and
other financial assets wherever required and monitors the same at periodic intervals. The Company also establishes an allowance for impairment
that represents its estimate of expected losses in respect of trade receivables and other financial assets.
Cash and cash equivalents
The Company held cash and cash equivalents and other Bank balances of ' 284.75 crore at March 31, 2026 (Previous Year ' 23.09 crore). The cash
and cash equivalents and other bank balances are held with bank and financial institution counterparties with good credit rating.
Note 41.3: Liquidity risk
Liquidity risk is the risk that the Company will encounter difficulty in meeting the obligations associated with its financial liabilities that are settled
by delivering cash or another financial asset. The Company's approach to managing liquidity is to ensure, as far as possible, that it will have sufficient
liquidity to meet its liabilities when they are due, under both normal and stressed conditions, without incurring unacceptable losses or risking
damage to the Company's reputation. The Company has access to funds from debt markets through loans from banks, commercial papers and other
debt instruments.
the Company also participates in a supplier finance arrangement with the principal purpose of facilitating efficient payment processing of supplier
invoices and providing the willing suppliers early payment terms compared with the related invoice payment due date.
The arrangement allows the Company to centralise payments of trade payables to the bank rather than paying each supplier individually. From the
Company's perspective, the arrangement does not significantly extend payment terms beyond the normal terms agreed with other suppliers that
are not participating;
Exposure to liquidity risk
The following are the remaining contractual maturities of financial liabilities at the reporting date.
The gross inf lows/(outf lows) disclosed in the above table represent the contractual undiscounted cash flows relating to derivative financial liabilities
held for risk management purposes and which are not usually closed out before contractual maturity. The disclosure shows net cash flow amounts
for derivatives that are net cash-settled and gross cash inflow and outflow amounts for derivatives that have simultaneous gross cash settlement.
The Company has sufficient current assets to manage the liquidity risk, if any, in relation to current financial liabilities.
Note 41.4 : Currency Risk
Market risk
Market risk is the risk that changes in market prices - such as foreign exchange rates, interest rates and equity prices - will affect the Company's
income or the value of its holdings of financial instruments. The objective of market risk management is to manage and control market risk
exposures within acceptable parameters, while optimising the return.
Our Board of Directors and its Audit Committee are responsible for overseeing our risk assessment and management policies. Our major market
risks of foreign exchange, interest rate and counter-party risk are managed centrally by our Company treasury department, which evaluates and
exercises independent control over the entire process of market risk management.
Interest rate risk is covered by entering into fixed-rate instruments to ensure variability in cash flows attributable to interest rate risk is minimised.
Currency risk
The functional currency of Company is primarily the local currency in which it operates. The currencies in which these transactions are primarily
denominated are INR. The Company is exposed to currency risk in respect of transactions in foreign currency. Foreign currency revenues and
expenses are in the nature of export sales and import of purchases / services.
Exposure to currency risk
The summary quantitative data about the Company's exposure to currency risk as reported to the management of the Company is as follows.
Note 41.5: Interest rate risk
Interest rate risk can be either fair value interest rate risk or cash flow interest rate risk. Fair value interest rate risk is the risk of changes in fair values
of fixed interest bearing financial assets or borrowings because of fluctuations in the interest rates, if such assets/borrowings are measured at fair
value through profit or loss. Cash flow interest rate risk is the risk that the future cash flows of floating interest bearing borrowings will fluctuate
because of fluctuations in the interest rates.
Exposure to interest rate risk
The interest rate profile of the Company's interest-bearing financial instruments as reported to the management of the Company is as follows.
Fair value sensitivity analysis for fixed-rate instruments
The Company does not account for any borrowings at fair value through profit or loss. Therefore, a change in interest rates at the reporting date
would not affect profit or loss.
Cash flow sensitivity analysis for variable-rate instruments
A reasonably possible change of 100 basis points (bps) in interest rates at the reporting date would have increased (decreased) profit or loss by the
amounts shown below. This analysis assumes that all other variables, in particular foreign currency exchange rates, remain constant.
The company offsets tax assets and liabilities, if and only if, it has a legally enforceable right to set off current tax assets and current tax liabilities
and the deferred tax assets and deferred tax liabilities related to income taxes levied by the same tax authority.
Significant management judgement is required in determining provision for income tax, deferred income tax assets and liabilities and
recoverability of deferred income tax assets. The recoverability of deferred income tax assets is based on estimates of taxable income by each
jurisdiction in which the relevant entity operates and the period over which deferred income tax assets will be recovered.
Given that the Company does not have any intention to dispose investments in subsidiaries and certain joint ventures in the foreseeable future,
deferred tax asset/liabilities related to such investments has not been recognised.
Note 44: Capital Management
The Company's policy is to maintain a strong capital base so as to maintain investor, creditor and market confidence and to sustain future
development of the business. Management monitors the return on capital as well as the level of dividends to ordinary shareholders.
The board of directors seeks to maintain a balance between the higher returns that might be possible with higher levels of borrowings and
the advantages and security afforded by a sound capital position. The primary objective of the Company's Capital Management is to maximise
shareholder value. The Company manages its capital structure and makes adjustments in the light of changes in the economic environment and the
requirements of the financial covenants, if any.
The Company monitors capital using a ratio of 'adjusted net debt' to 'equity'. For this purpose, adjusted net debt is defined as total borrowings, comprising
interest-bearing loans and borrowings (excluding lease liability) less cash and cash equivalents. Equity comprises all components of equity.
Note 45.1 : Contingent liabilities represents estimates made mainly for probable claims arising out of litigation/ disputes pending with authorities
under various statutes (Excise duty, Customs duty, Income tax).The probability and timing of outflow with regard to these matters depend on the
final outcome of litigations/ disputes. Hence, the Company is not able to reasonably ascertain the timing of the outflow.
Note 45.2 : The Hon'ble Supreme Court of India ("SC") by their order dated February 28, 2019, in the case of Surya Roshani Limited & others v/s
EPFO, set out the principles based on which allowances paid to the employees should be identified for inclusion in basic wages for the purposes of
computation of Provident Fund contribution. The company has started complying with this prospectively from the month of March 2019. In respect
of the past period there are significant implementation and interpretative challenges that the management is facing and is awaiting for clarity to
emerge in this regard, pending which, this matter has been disclosed under the Contingent liability section in the Standalone financial statements.
The impact of the same is not ascertainable.
Note:¬
' 1 crores remained unutilised for the financial year 2025-26 which has been subsequently deposited in Unspent CSR Account.
The unspent CSR amount of ?0.21 Crores pertaining to financial year 2024-25, transferred to the Unspent CSR Account, has been utilised during
the current financial year 2025-26.
Note 48 :
As per Ind AS-108 'Operating Segments', if a financial report contains both the consolidated financial statements of a parent that is within the scope
of Ind AS-108 as well as the parent's separate financial statements, segment information is required only in the consolidated financial statements.
Accordingly, information required to be presented under Ind AS-108 Operating Segments has been given in the consolidated financial statements.
Note 49:
(a) The Company had acquired a 49% stake in Godrej Foods Limited (GFL) (formerly known as Godrej Tyson Foods Limited) from the existing
shareholders for ' 323.16 crore during the year ended 31 March 2025. Consequently, GFL had become the wholly owned subsidiary of
Godrej Agrovet Limited w.e.f. August 27, 2024.
(b) Pursuant to the share purchase agreement with the Promoter Group of Creamline Dairy Products Limited (CDPL), the Company has acquired
the balance stake of 36.79% equity stake during the quarter ended June 2025 for ' 708.58 crore in CDPL. During the quarter ended 30th
September, 2025, the Company further acquired stake of 0.46% for ' 8.93 crore. As on March 31, 2026, the Company holds 99.78% equity
stake in CDPL. The Company is in the process of acquiring the balance 0.22% stake.
(c) The Board of Directors of Astec LifeSciences Limited at its meeting held on June 30, 2025, has inter-alia, approved the Letter of Offer and
Rights Issue of 28,01,673 (Twenty Eight Lakh One Thousand Six Hundred and Seventy Three) fully paid-up Equity Shares of face value of
' 10 (Ten) each, for an aggregate amount not exceeding ' 249.35 Crore (Rupees Two Hundred and Forty-Nine Crore and Thirty-Five Lakh
Only) at the issue price of ' 890/- (Rupees Eight Hundred and Ninety Only) per share in the Rights Entitlement ratio of 1 (One) fully paid-up
rights equity share for every 7 (Seven) fully paid up equity share, of face value ' 10 (Ten) each, held by the eligible equity shareholders of
Astec LifeSciences Limited as on Record date, July 4, 2025. The Issue opened on Monday, July 14, 2025 and closed on Monday, July 28, 2025.
Other terms of the Issue were included in the Letter of Offer for the Issue.
Accordingly, Godrej Agrovet Limited has participated in the said Rights issue and equity shares have been allotted on July 29, 2025
aggregating Rs 199.01 crores. Consequent to the rights issue, the shareholding % in Astec LifeSciences Limited has increased to 67.03% as
at March 31, 2026 from 64.75% as at March 31, 2025.
Note 50 :
(a) No funds have been advanced or loaned or invested (either from borrowed funds or share premium or any other sources or kind of funds)
by the Company to or in any other 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 party identified by or on behalf of the Company (Ultimate
Beneficiaries).
(b) The Company has not received any fund from any party(s) (Funding Party) with the understanding that the Company shall whether, directly
or indirectly lend or invest in other 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.
Note 51 : Exceptional items:
(a) On November 21, 2025, the Government of India notified four Labour Codes - the Code on Wages, 2019, the Industrial Relations Code, 2020,
the Code on Social Security, 2020, and the Occupational Safety, Health and Working Conditions Code, 2020 - consolidating 29 existing
labour laws. The Ministry of Labour & Employment published draft Central Rules and FAQs to enable assessment of the financial impact
due to changes in regulations. The Company has assessed and disclosed the incremental impact of these changes on the basis of best
information available, consistent with the guidance provided by the Institute of Chartered Accountants of India. Considering the materiality
and regulatory-driven, non-recurring nature of this impact, the Company has presented such incremental impact under "Exceptional items"
in the Statement of Profit and Loss for the year ended March 31, 2026. The incremental impact consisting of gratuity and leave encashment
benefits of ' 20.46 crore primarily arises due to change in wage definition.
The Company continues to monitor the finalisation of Central/ State Rules and clarifications from the Government on other aspects of the
Labour Code and would provide appropriate accounting effect on the basis of such developments as needed.
(b) The Company has recognised an impairment provision in respect of its investment wholly owned subsidiary Godrej Cattle Genetics Private
Limited as the carrying value of investment is higher than the recoverable value:
Note 52: Events occurring after the reporting period -
Refer Note 44 (b) (ii) Capital Management for the final dividend recommended by the directors which is subject to the approval of shareholders in
the ensuing annual general meeting.
Note 53 : The amount reflected as "0.00" in Financials are values with less than ' one lakh.
Note 54 : Borrowings on the basis of Security of Current Assets
For the financial year 2025-26, the Company does not have any borrowings from banks or financial institutions secured by current assets, hence,
this disclosure is not applicable.
For the financial year 2024-25, the Company does not have any borrowings from banks or financial institutions secured by current assets, hence,
this disclosure is not applicable.
|