iia) During the year, pursuant to the Scheme of Merger (‘the Scheme’) of Paschim Chemicals Private Limited, Mexin Medicaments Private Limited and Kaygee Investments Private Limited under the provisions of Sections 233 of the Companies Act, 2013 which has been approved by the Hon’ble Regional Director, North Western Region, Mumbai vide their order delivered on June 26, 2025, which has been filed with the Registrar of Companies on July 15, 2025, to make the Scheme effective. Paschim Chemicals Private Limited and Mexin Medicaments Private Limited are merged with Kaygee Investments Private Limited and therefore the shares of Paschim and Mexin have got added to the share holding of Kaygee Investments as at March 31,2026.
iii) Rights and obligations of shareholders
The Company has only one class of share referred as Equity shares having a par value of '10/- per share. Each holder of equity shares is entitled to one vote per share. In the event of liquidation of the Company, the holders of equity shares will be entitled to receive remaining assets of the Company, after payment of external liabilities. The distribution will be in proportion to the number of equity shares held by the shareholders. The dividend is recommended by management which is subject to shareholder's approval at the General Meeting.
a) Security Premium Reserve:
Securities premium account comprises of premium on issue of shares. The reserve is utilised in accordance with the specific provision of the Companies Act, 2013.
b) General Reserve :
The General reserve is used from time to time to transfer profits from retained earnings for appropriation purposes. As the General reserve is created by a transfer from one component of equity to another and is not an item of other comprehensive income, items included in the General reserve will not be reclassified subsequently to the statement of profit and loss.
(iv) Disclosure in accordance with Ind AS - 19 “Employee Benefits”, of the Companies (Indian Accounting Standards) Rules,2015.
Gratuity
The Company's liabilities under ‘Code on Social Security, 2020’ which has been notified and made effective from November 21, 2025, thereby replacing the erstwhile Payment of Gratuity Act, 1972 are determined on the basis of actuarial valuation made at the end of each financial year using the projected unit credit method. The Gratuity liabilities of the Company is funded.
The following table summarizes the components of net benefit expense recognized in the statement of profit and loss and the funded status and amounts recognized in the balance sheet.
The rate used to discount post-employment benefit obligations is determined by reference to market yields at the end of the reporting period on government bonds.
Significant actuarial assumptions for the determination of the defined obligation are discount rate, expected salary increase and mortality.
The sensitivity analyses below have been determined based on reasonably possible changes of the respective assumptions occurring at the end of reporting period, while holding all other assumptions constant.
The sensitivity analysis presented above may not be representative of the actual change in the defined benefit obligation as it is unlikely that the change in assumptions would clear in isolation of one another as some of the assumptions may be correlated.
Further more, in presenting the above sensitivity analysis, the present value of the defined benefit obligation has been calculated using the projected credit method at the end of the reporting period, which is the same as that applied in calculating the defined benefit obligation liability recognised in the balance sheet.
There was no change in the methods and assumptions used in preparing the sensitivity analysis from prior years.
(viii) Risk Characteristics of the Defined Benefit Plan
Valuations are based on certain assumptions, which are dynamic in nature and vary over time. As such company is exposed to various risks as follow
(i) Investment Risk : For funded plans that rely on insurers for managing the assets, the value of assets certified by the insurer may not be the fair value of instruments backing the liability. In such cases, the present value of the assets is independent of the future discount rate. This can result in wide fluctuations in the net liability or the funded status if there are significant changes in the discount rate during the inter-valuation period.
(ii) Market Risk (Discount Rate) : Market risk is a collective term for risks that are related to the changes and fluctuations of the financial markets. The discount rate reflects the time value of money. An increase in discount rate leads to decrease in Defined Benefit Obligation of the plan benefits & vice versa. This assumption depends on the yields on the corporate/government bonds and hence the valuation of liability is exposed to fluctuations in the yields as at the valuation date.
(iii) Longevity Risk : The impact of longevity risk will depend on whether the benefits are paid before retirement age or after. Typically for the benefits paid on or before the retirement age , the longevity risk is not very material.
(iv) Actuarial Risk :
Salary Increase Assumption: Actual Salary increase that are higher than the assumed salary escalation , will result in increase to the Obligation at a rate that is higher than expected
Attrition / Withdrawal Assumption: If actual withdrawal rates are higher than assumed withdrawal rate assumption, then the benefits will be paid earlier than expected. The impact of this will depend on whether the benefits are vested as at the resignation date.
(v) Regulatory Risk :
Any Changes to the current Regulations by the Government, will increase (in most cases) or Decrease the obligation which is not anticapated. Sometimes, the increase is many fold which will impact the financials quite significantly.
(a) Security:
Exclusive charge on present and future current asset of the Company.
Negative Lien on Plot No. 30/4, Makers Laboratories Ltd., Nr. Sovereign Metals Limited, Lane 3, Phase -3, Naroda GIDC, Naroda, GIDC Road, Ahmedabad- 382330.
(b) The rate of interest on short term borrowings is Repo Rate plus Spread 3%.
(c) Charge creation / satisfaction with Registrar of companies:
Charge Creation: The Company has created on the existing working capital facility on present and future current asset of the Company.
Charge Satisfaction: There are charges appearing on MCA portal amounting to ' 1,332.01 Lacs as at March 31,2026 in respect of borrowings which have been already repaid by the Company. The Company is unable to close the satisfaction for lack of requisite documentation. The matter is being followed up by the Company.
*On November 21, 2025, the Government of India notified provisions of 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 which consolidate 29 existing labour laws into a unified framework governing employee benefits during employment and post-employment. The Ministry of Labour & Employment published draft Central Rules and FAQs to enable assessment of the financial impact due to the new Labour Codes. The Company has assessed and disclosed the incremental impact of these changes on the basis of the best information available, consistent with the guidance provided by the Institute of Chartered Accountants of India. The Labour Codes, amongst other things, introduce changes, including a uniform definition of wages. These changes have resulted in increase in gratuity and Leave liability arising from past service by ' 10.92 lacs which is recognised in the Statement of Profit & loss.
The Company does not face a significant liquidity risk with regard to its lease liabilities as the current assets are sufficient to meet the obligations related to lease liabilities as and when they fall due.
33. Disclosure as required by IND AS 108 "Operating Segment", of the Companies (Indian Accounting Standards) Rules, 2015.
Based on the "management approach" as defined in Ind AS 108, the Chief Operating Decision Maker (CODM) evaluates the Company's performance In accordance with IND AS "Operating Segment", The Company has only one reportable operating segment i.e. Pharmaceuticals.
34. Disclosure in accordance with Ind AS - 24 "Related Party Disclosures", of the Companies ( Indian Accounting Standards) Rules, 2015
A) List of related parties Relationships
(i) Entities having control over the Company
Kaygee Investments Pvt.Ltd.
(Promoter holding together with its subsidiary holding more than 51%)
The management assessed that fair value of cash and short-term deposits, trade receivables, trade payables, cash credit and other current financial assets and liabilities approximate their carrying amounts largely due to the shortterm maturities of these instruments.
The fair value of the financial assets and liabilities is included at the amount at which the instrument could be exchanged in a current transaction between willing parties, other than in a forced or liquidation sale.
39. Fair Value Hierarchy
This section explains the judgments and estimates made in determining the fair values of the financial instruments that are (a) recognised and measured at fair value and (b) measured at amortised cost and for which fair values are disclosed in the financial statements. To provide an indication about the reliability of the inputs used in determining fair value, the group has classified its financial instruments into the three levels prescribed under the accounting standard. An explanation of each level follows underneath the table.
Level 1 - Quoted prices (unadjusted) in active markets for identical assets or liabilities.
Level 2 - Inputs other than quoted prices included within Level 1 that are observable for the asset or liability, either directly (i.e. as prices) or indirectly (i.e. derived from prices).
40. Financial Risk Factors
The Company's business activities are exposed to a variety of financial risks: Market/Business risk, credit risk, Exchange risk, etc. The Company's focus is to foresee the unpredictability of financial and business risks and seek to minimize potential adverse effects of these risks on its business and financial performance.
(i) Business/Market Risk
The primary business/market risk to the company is the price risk on account of the drug pricing regime in the country. The Indian generic formulations market is currently in the growth phase. It is expected that use of generic formulations will gradually increase in India. However, cut throat competition, quality issues of generics manufactured in the country and non existence of organised generic formulations distribution and retailing system are a cause of concern and is hampering the growth of generic formulations market.
(ii) Credit Risk
The Company has exposure to credit risks associated with sales to various Customers. To mitigate these credit risks arising out of this, the Company on a regular basis evaluates the credit risk associated with a customer. Customer where no credit insurance is available, the Company monitors such risk by continuously monitoring its exposure to such customer. Based on the historical data, the Company has made adequate provisions for expected loss because of credit risk, which is neither significant nor material.
41. Capital Management
For the purpose of the Company’s capital management, capital includes paid-up equity share capital, share premium and all other equity reserves attributable to the equity holders. The primary objective of the Company’s capital management is to maximize the shareholders' value.
The Company manages its capital structure and makes adjustments in light of changes in economic conditions and the requirements of the financial covenants. To maintain or adjust the capital structure, the Company may adjust its dividend payment ratio to shareholders, return capital to shareholders or issue fresh shares. The Company monitors capital using a gearing ratio, which is net debt divided by its total capital. The Company includes within its net debt the cash credit facilities, trade , lease and other payables less cash and cash equivalents.
42. Relationship with Struck off Companies
The information about transaction with struck off Companies (defined under section 248 of the Companies Act, 2013 or section 560 of Companies Act, 1956) has been determined to the extent such parties have been identified on the basis of the information available with the Company and the same is relied upon by the auditors.
43. Audit Trail
The Ministry of Corporate Affairs (MCA) by the Companies (Accounts) Amendment Rules 2021 and vide notification dated 24 March, 2021 has issued the “Companies (Audit and Auditors) Amendment Rules, 2021” has prescribed a new requirement for companies under the proviso to Rule 3(1) of the Companies (Accounts) Rules, 2014 inserted requiring companies, which uses accounting software for maintaining its books of account, shall use only such accounting software which has a feature of recording audit trail of each and every transaction, creating an edit log of each change made in the books of account along with the date when such changes were made and ensuring that the audit trail cannot be disabled.
As required under above rules, the company uses in-house developed software for its financial accounting and MIS which works along with Database - Oracle as accounting software for maintaining its books of account which has a feature of recording audit trail (edit log) facility and the same has been operated throughout the year for all transactions recorded and the audit trail feature has not been tampered with. Further, audit trail feature is enabled for direct changes on November 24, 2024, to data when using certain access rights by the development team. However, due to system constraints, the audit trail for direct database changes done by the Database administrator is retained only for a period of three days and therefore, audit trail for the direct access changes is available only for said period.
Further, As regards the preservation of the audit trail as per the statutory requirements, at application level the same are retained for the period the edit log was enabled . In case of audit trail for direct database changes the audit trail prior to November 24, 2024 is not available since the direct database logs were enabled only from November 24, 2024 and due to system constrain the same are not retained for more than 3 days and thus to that extent the log retention are not retained by the Company.
44. Figures of the previous year have been regrouped to conform to the requirements of Schedule III.
45. The balance sheet, statement of profit and loss, cash flow statement, statement of changes in equity, statement of material accounting policy information and the other explanatory notes forms an integral part of the financial statements of the Company for the year ended March 31,2026.
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