a) The net carrying amount of property, plant and equipment (excluding Leasehold Improvement and Vehicles)
amounting to ' 93,292.02 Lakhs (March 31,2024 : ' 95334.72 Lakhs) are pledged as first charge security to banks providing term loans and second charge to banks providing working capital loans. (refer note 13a and 14)
b) The Plant and equipment, Building and Electrical Installation includes an amount of ' 57.54 Lakhs, ' 277.55 Lakhs
and ' 17.09 Lakhs respectively (March 31,2024 : ' 443.38 Lakhs, ' 67.18 Lakhs and ' 14.65 Lakhs respectively) that represent other incidental cost (i.e borrowing cost, power and fuel, salary etc) capitalised.
c) The Company has not recognised any impairment loss during the current year (March 31,2024 : ' Nil).
d) The title deeds of immovable properties as disclose above are held in name of the Company.
e) Disposal of assets consisit Building, Plant and Machinery and Electrical installation sold to subsidiary (Prigiv
Specialties Private Limited) amouting to ' 268.57 Lakhs at WDV as at March 01 ,2025
a) The net carrying amount of property, plant and equipment amounting to ' 95,334.72 Lakhs (March 31, 2023 : ' 93,556.99 Lakhs) are pledged as first charge security to banks providing term loans and second charge to banks providing working capital loans. (refer note 13a and 14)
b) The Plant and equipment, Building and Electrical Installation includes an amount of ' 443.38 Lakhs, ' 67.18 Lakhs and ' 14.65 Lakhs respectively (March 31,2023 : ' 1,004.41 Lakhs, ' 269.29 Lakhs and ' 99.75 Lakhs) that represent other incidental cost (i.e borrowing cost, power and fuel, salary etc) capitalised.
c) The Company has not recognised any impairment loss during the current year (March 31,2024 : Nil).
d) The title deeds of immovable properties as disclose above are held in name of the Company.
# Company has hired few machinery on rental basis and basis that arrangement the underlying machinery will get transferred to the Company. This assets will be capitalising under property plant and equipment.
The aggregate depreciation expense on right-of-use asset is included under depreciation and amortisation expense in the Statement of Profit and Loss.
The Company has not recognised any impairment loss during the current year (March 31,2023 - Nil).
i) The Company has taken land on lease for a non-cancellable period ranging 3 to 99 years, Building on lease for a tenure ranging from 3-5 years and plant and machinery for 10 years.
ii) The Company leases with contract term of less than 1 year. These leases are short term leases. The Company has elected not to recognise right of use assets and lease liabilities of these assets.
During the previous year, the Company has subscribed to the shares of Radiance Sunrise Ten Private Limited (Structured entity), for 49,95,000 equity shares of ' 10 each amounting to ' 499.50 Lakhs. Investment in Structured entity initially recognised as at its fair value as per INDAS 109, subsequently it will be carried at amortised cost. The excess of the nominal value of investment over the fair value on initial recognition is recognise as prepaid expense and amortised overt the term of contractual agreement (20 years) (refer note. 40)
B Rights, preferences and restrictions attached to equity shares
The Company has a single class of equity shares. Accordingly, all equity shares rank equally with regards to dividends and share in the Company’s residual assets. The equity shares are entitled to receive dividend as declared from time to time. The voting rights of an equity shareholder on a poll (not on show of hands) are in proportion to its share of the paid-up equity capital of the Company. Voting rights cannot be exercised in respect of shares on which any call or other sums presently payable have not been paid. Failure to pay any amount called up on shares may lead to forfeiture of the shares. On winding up of the Company, the holders of equity shares will be entitled to receive the residual assets of the Company, remaining after distribution of all preferential amounts in proportion to the number of equity shares held.
A General reserve
As per the approved scheme of arrangement (Demerger) between the Privi Organics India Limited , Privi Specialities Chemicals Limited and Privi Organics Limited during the period ended March 31,2017, the excess of book value of assets over liabilities is treated as general reserve.
B Retained earnings
Retained earnings represent the amount of undistributed accumulated earnings at each Balance Sheet date of the Company.
C Capital reserve
As per the approved Scheme of Arrangement and Amalgamation amongst Fairchem Speciality Limited (Demerged / Transferee Company) and Privi Organics India Limited (Transferor Company). vide NCLT Mumbai order dated June 30,2020, all the assets , liabilities and reserve pursuant to the scheme, have been transferred at carrying amount and the difference if any being the excess is treated as capital reserve.
D The Capital management objective of the Company is to (a) maximise shareholder value and provide benefits to other stakeholders and (b) maintain an optimal capital structure to reduce the cost of capital.
For the purposes of the Company’s capital management, capital includes issued equity share capital, share premium and all other equity. The Company monitors capital using debt-equity ratio, which is total debt less liquid investments and bank deposits divided by total equity.
i) Term loan are secured by a first mortgage on the Company’s immovable properties both present and future ranking paripassu interest and a first charge by way of hypothecation of all the Company’s assets (save and except book debts and inventories) including movable machinery (save and except spares tools and accessories) both present and future subject to charges created in favour of the Company’s bankers for inventories, book debts and other specified movable assets for securing the borrowings of working capital .
ii) Currency exposure for borrowings is exclusive of Currency swap on ICICI bank Rupee loan of ' 4,000 Lakhs are taken @64.42 per US$ and other currency swap on HDFC Bank Rupee loan of ' 5,600 Lakhs and ' 7,400 Lakhs are taken @ 76.78 per US$ and @ 75.83 per US$ respectively which are classified as Indian currency loan.
iv) Term loans availed have been utilised for the purpose for which the funds have been borrowed.
v) In current year Company has complied all the financial covenants with respective term loan availed from bank
vi) During the previous year Company has taken Inter corporate loan from Privi Biotechnologies Private Limited with interest rate of 7.25% p.a. Company is expcting to pay intercorporate loan within 12 months.
vii) During the previous year Company has taken unsecured loan from Directors with interest rate of 8.75% p.a. Company has repaid the entire loan during the year.
a) All the above loans except Current maturities of long term debt, are ' 77,500 Lakh (March 2024'31,000 Lakh) fund base secured by first pari passu charge on all current assets of the Company both present and future. Balance loan of ' Nil Lakhs (March 2024'21,267 Lakhs) is unsecured.
b) Working capital demand loans from banks are secured by way of hypothecation of inventories both on hand and in transit and book debts and other receivables both present and future and also secured by way of second charge on fixed assets .Working capital loans carry interest rate @ 7.50% to 9.00%.
i) The returns are based on unaudited financial information in the interim period and are extracted from the books and records of the Company, as adjusted for certain quarterly closing entries, like adjustments in relation to unrealised gain/ (loss) on trade receivables and further adjusted by advances received from customers, exclusion of stores and spares and goods in transit from inventory. the related amounts are mentioned below :
Jun-24 stores and spare inventory of ' 794.21 Lakhs and inventory of ' 6.64 Lakhs and debtors of ' (6.42) Lakhs not included in quarterly statement submitted to bank
Sep-24 Stores and spare inventory of ' 870.50 Lakhs and GIT of ' (3160.82) Lakhs not included in quarterly statement submitted to bank
Dec-24 Stores and spare inventory of ' 891.54 Lakhs and GIT of ' 1060.57 Lakhs not included in quarterly statement submitted to bank
Mar-25 Stores and spare inventory of ' 975.40 Lakhs and inventory of ' 3.85 Lakhs and debtors advance 275 Lakhs are deducted from receivable in quarterly statement submitted to bank
i) The bank includes Kotak Mahindra Bank, HDFC Bank Ltd, CITI bank, RBL Ltd., IDFC bank, ICICI Bank Ltd, Standard Chartered Bank
ii) The returns are based on unaudited financial information in the interim period and are extracted from the books and records of the Company, as adjusted for certain quarterly closing entries, like adjustments in relation to unrealised gain/ (loss) on trade receivables and further adjusted by advances received from customers, exclusion of stores and spares and goods in transit from inventory. the related amounts are mentioned below :
Jun-23 unrealised gain of ' 161.32 Lakhs, stores and spares inventory of ' 726.03 Lakhs and Goods in transit of ' (1,270.79) Lakhs not included in quarterly statement submitted to bank.
Sep-23 unrealised gain ' 281.16 Lakhs, stores and spares inventory ' 755.33 Lakhs and GIT ' 16.11 Lakhs not included in quarterly statement submitted to bank.
Dec-23 unrealised gain ' 209.40 Lakhs, stores and spares inventory ' 777.25 Lakhs and GIT ' (932.88) Lakhs not included in quarterly statement submitted to bank.
Mar-24 unrealised gain ' 270.21 Lakhs, Stores and spares inventory ' 744.72 Lakhs and GIT ' (1,549.10) Lakhs not included in quarterly statement submitted to bank.
d) Packing credit in rupees carry interest rate @ 8.00% to 9.00% p.a.
e) Cash credit loan from bank carry interest rate @ 8.10% to 9.50%.
Income tax expense reported in the statement of profit and loss
Impact of tax rate change: During 2019-20, the Company elected to exercise the option permitted under Section 115BAA of the Income-tax Act, 1961 as introduced by the Taxation Laws (Amendment) Ordinance, 2019. Accordingly, the Company re-measured its Net Deferred Tax Assets basis the rate prescribed in the said section. The full impact of this change was recognised in the standalone statement of profit and loss for that year.
C. Geographic information
The geographic information analyses the Company’s revenue and non-current assets by the Company’s country of domicile and other countries. In presenting the geographical information, segment revenue has been based on the geographic location of customers and segments assets were based on the geographic location of the respective non-current assets.
The product offerings which are part of the speciality chemicals portfolio of the Company are managed on a worldwide basis from India. all the non-current assets of Company are located within India. (refer note 37)
The Company publishes the standalone financial statements of the Company along with the consolidated financial statements. In accordance with Ind AS 108 - Operating Segments, the Company has disclosed the segment information in the consolidated financial statements.
31 EMPLOYEE BENEFITS - POST-EMPLOYMENT BENEFIT PLANS a) Defined contribution plans
The Company makes contributions, determined as a specified percentage of employee salaries, in respect of qualifying employees towards Provident Fund and ESI which are defined contribution plans. The Company has no obligations other than to make the specified contributions. The contributions are charged to statement of profit and loss as they accrue.
Compensatory absences
The Company provides for the encashment of leave or leave with pay subject to certain rules. The employees are entitled to accumulate leave subject to certain limits, for future encashment. The liability is provided based on the number of days of unutilised leave at each balance sheet date on the basis of an independent actuarial valuation. Amount of ' 450.15 Lakhs (31 March, 2024 : ' 15.01 Lakhs) has been recognised in the Standalone Statement of profit and loss of provision for long-term employment benefit.
32 FINANCIAL INSTRUMENTS
Company has an established control framework with respect to the measurement of fair values.
This includes a management has overall responsibility for overseeing all significant fair value measurements, including Level 3 fair values.
The management regularly reviews significant unobservable inputs and valuation adjustments. If third party information, such as broker quotes or pricing services, is used to measure fair values, then the internal valuation team assesses the evidence obtained from the third parties to support the conclusion that these valuations meet the requirements of the applicable financial reporting framework, including the level in the fair value hierarchy in which the valuations should be classified."
Significant valuation issues are reported to Company’s audit committee if any.
When measuring the fair value of an asset or a liability, Company uses observable market data as far as possible. If the inputs used to measure the fair value of an asset or a liability fall into different levels of the fair value hierarchy, then the fair value measurement is categorised in its entirety in the same level of the fair value hierarchy as the lowest level input that is significant to the entire measurement.
Company recognises transfers between levels of the fair value hierarchy at the end of the reporting period during which the change has occurred.
b. The fair value of financial instruments as referred to in note (a) above have been classified into a three categories depending on the inputs used in the valuation technique.
The categories used are as follows:
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).
Level 3 - Inputs for the assets or liabilities that are not based on observable market data (unobservable inputs).
c. Calculation of fair values
The fair values of the financial assets and liabilities are defined as the price that would be received to sell an asset or paid to transfer a liability in an orderly transaction between market participants at the measurement date. Methods and assumptions used to estimate the fair values are consistent with those used for the year ended March 31,2025.
(i) The fair values of the derivative financial instruments has been determined using valuation techniques with market observable inputs. The models incorporate various inputs including the credit quality of counter-parties and foreign exchange forward rates. In case the forwards are taken from banks and financial institutions, the fair value is determined using quoted forward exchange rates at the reporting date and present value calculations based on high credit quality yield curves in the respective currencies by the bankers.
(ii) The fair values of investments in mutual fund units is based on the net asset value ('NAV') as stated by the issuers of these mutual fund units in the published statements as at Balance Sheet date. NAV represents the price at which the issuer will issue further units of mutual fund and the price at which issuers will redeem such units from the investors.
(iii) Loans, lease liabilities and borrowings have fair values that approximate to their carrying amounts as it is based on the net present value of the anticipated future cash flows using rates currently available for debt on similar terms, credit risk and remaining maturities.
(iv) Cash and cash equivalents, trade receivables, investments in term deposits, other financial assets (except derivative financial instruments), trade payables, and other financial liabilities (except derivative financial instruments) have fair values that approximate to their carrying amounts due to their short-term nature.
33 FINANCIAL RISK MANAGEMENT
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 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 activities.
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 by external party.
The Company has exposure to the following risks arising from the financial instruments:
a. Credit Risk
Credit risk is the risk of financial loss to the Company if a customer or counter-party fails to meet its contractual obligations and arises principally from the Company’s receivables from customers.The carrying amount of financial assets represent the maximum credit exposure.
The Company's exposure to credit risk is influenced mainly by the individual characterisitc of each customer.However, management also consider the factors that may influence the credit risk of its customer base. including the default risk associated with the industry and country in which company operates.
The Company analyses credit worthiness of each new customer individually before standard payment and delivery terms are offered.The Company is monitoring economic environment in countires where it operates and is taking actions to limit its exposure to customers in those countries experiencing particular economic volatility.
The Company uses an allowance matrix to measure the expected credit loss of trade receivables.Based on the industry practices and the business environment in which the entity operates, Management considers that the trade receivables are in default (credit impaired) if the payments are more than 365 days past due.
Management believes that the unimpaired amounts that are past due by more than 30 days are still collectible in full, based on historical payment behaviour and extensive analysis of customer credit risk and the current provision for the bad debts represents the impacted credit loss it foresees in its receivables.
Financial assets other than trade receivables are not impaired and further, there are no amounts that are past due. Management believes that the amounts are collectible in full, based on historical payment behavior.
b. 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 maintains the level of its cash and cash equivalents at an amount in excess of expected cash outflow on financial liabilities.The Company also monitors the level of expected cash inflows on trade and other receivables together with expected cash outflows on trade and other payables
Exposure to liquidity risk:
The following are the remaining contractual maturities of financial liabilities at the reporting date. The amounts are gross and undiscounted, and include estimated interest payments and exclude the impact of netting agreements.
The gross inflows/(outflows) 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.
c. Currency Risk
The Company is exposed to currency risk on account of its borrowings and other payables in foreign currency. The functional currency of the Company is Indian Rupee. The Company uses forward exchange contracts to hedge its currency risk, most with a maturity of less than one year from the reporting date.
Currency exposure for borrowings is exclusive of Currency swap on ICICI bank Rupee loan of ' 4,000 Lakhs are taken @64.42 per US$ and other currency swap on HDFC Bank Rupee loan of ' 5,600 Lakhs and ' 7,400 Lakhs are taken @ 76.78 per US$ and @ 75.83 per US$ respectively which are classified as Indian currency loan.
The Company’s corporate treasury function provides services to the business, co-ordinates access to domestic financial markets, monitors and manages the financial risk relating to the operation of the Company through internal risk reports which analyse exposures by degree and magnitude of risks. These risks include market risk (including currency risk, interest rate risk and other price risk), credit risk and liquidity risk.
The use of financial derivatives is governed by the Company’s policies approved by the board of directors, which provide written principles on foreign exchange risk, interest rate risk, credit risk, etc.
The Corporate treasury function reports quarterly to the Company’s risk management committee, an independent body that monitors risks and policies implemented to mitigate risk exposures.
d. Sensitivity analysis
A reasonably possible strengthening (weakening) of the foreign currencies against ' at March 31,2025 would have affected the measurement of financial instruments denominated in US dollars and affected equity and profit or loss by the amounts shown below. This analysis assumes that all other variables, in particular interest rates, remain constant and ignores any impact of forecast sales and purchases.
34 CONTINGENT LIABILITIES:
Claims against the Company not acknowledged as debts are below
|
|
|
Particulars
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As at
March 31, 2025
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As at
March 31, 2024
|
Income tax authorities
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1,824.95
|
932.16
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Goods and Service Tax and Custom Duty *
|
1,458.84
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106.06
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* Demand of ' 1458.84 Lakhs (' 106.06 Lakhs March 31, 2024) was raised by Goods and Service Tax (GST) and Customs authority out of which ' 59.48 Lakhs (' 16.98 Lakhs March 31, 2024) is paid under protest, balance ' 1,399.36 Lakhs (' 89.08 Lakhs March 31, 2024) are unpaid as on March 31, 2025.
The claims against the Company comprise of pending litigations / proceedings pertaining to demands raised by Excise, Custom, Sales / VAT tax and other authorities / bodies. The Company has reviewed all its pending litigations and proceedings and has adequately provided for where provisions are required and disclosed as contingent liabilities where applicable, in its financial statements. The Company does not expect the outcome of these proceedings to have a materially adverse effect on its financial statements.
I t is not practicable for the Company to estimate the timings of cash outflows, if any, in respect of the above pending resolution of the respective proceedings as it is determinable only on receipt of judgements/decisions pending with various forums/authorities.
The Company does not expect any reimbursements in respect of the above contingent liabilities.
35 COMMITMENTS
|
Particulars
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As at
March 31, 2025
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As at
March 31, 2024
|
Estimated amount of contracts remaining to be executed on capital account and not provided for (Net of advances of ' 1757.00 Lakhs,
(March 31,2024 : ' 181.60 Lakhs)
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6,253.28
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1,699.50
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Bank Guarantee
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261.74
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514.56
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Bank Guarantee to wholly own subsidiary
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3,423.26
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3,334.96
|
LC’s issued in favour of suppliers, but the material not dispatched
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1,350.90
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911.91
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(i) During the current year, the Company entered into a contract to purchase property, plant and equipment and patents and trademarks for March 31,2025: ' 23,280.75 Lakhs March 31,2024: ' 8,498.42 Lakhs respectively.
*Dividends declared by the Company are based on the profit available for distribution. On May 02, 2024, the Board of Directors of the Company have proposed a final dividend of ' 2.00 per share in respect of the year ended March 31, 2024 and same has been paid during the year ended March 31, 2025 amounting to ' 781.21 Lakhs.
37 REVENUE FROM CONTRACTS WITH CUSTOMERS
(A) The Company is primarily in the business of manufacture and sale of Aroma chemicals. All sales are made at a point in time and revenue recognised upon satisfaction of the performance obligations which is typically upon dispatch/ delivery and acceptence of goods depending on the contract terms. The Company has a credit evaluation policy based on which the credit limits for the trade receivables are established, the Company does not give significant credit period (120 days) resulting in no significant financing component.
Dividends not recognised at the end of reporting period
Dividends declared by the Company are based on the profit available for distribution. On May 03, 2025, the Board of Directors of the Company have proposed a final dividend of ' 5/- per share in respect of the year ended March 31,2025 subject to the approval of shareholders at the Annual General Meeting, and if approved, would result in a cash outflow of approximately ' 1,953.13/- Lakhs.
39 TRANSFER PRICING
Transactions with related parties are governed by transfer pricing regulations of the Indian Income-tax Act, 1961. The Company’s international and domestic transactions with related parties are at arm’s length as per the independent accountants report for the year ended March 31, 2024. Management believes that the Company’s international and domestic transactions with related parties post March 2024 continue to be at arm’s length and that the transfer pricing legislation will not have any impact on the financial statements, particularly on the amount of tax expense and that of provision for taxation.
40 INVESTMENT IN SHARES OF RADIANCE SUNRISE TEN PRIVATE LIMITED
The Company has been supplementing its incremental energy requirements by sourcing power from renewable sources. To this end, the Company has executed a Share Subscription and Shareholder’s Agreement dated December 28, 2022 to acquire 26% stake in Radiances MH Sunrise Ten Private Limited for supply of 10 MW electricity generated through Solar Power Plant ("Solar plant") at a concessional rate with a minimum entitlement of 51 % of power generated from the Solar Plant. As per the agreement , the Company has subscribed 49,95,000 equity shares of ' 10 each of Radiances MH Sunrise Ten Private Limited during the previous year.
41 OTHER STATUTORY INFORMATION a) Other informations
(i) As on March 31,2025 there is no untilised amounts in respect of any issue of securities and long term borrowings from banks and financial institutions. The borrowed funds have been utilised for the specific purpose for which the funds were raised.
(ii) The Company do not have any transactions with struck off companies.
(iii) The Company do not have any charges or satisfaction, which is yet to be registered with Registrar of Companies beyond the statutory period.
(iv) The Company is in compliance with the number of layers prescribed under clause (87) of section 2 of the Companies Act read with the Companies (Restriction on number of Layers) Rules, 2017.
(v) The Company do not have any Benami property, where any proceeding has been initiated or pending against the Company for holding any Benami property.
(vi) The Company have not traded or invested in Crypto currency or Virtual Currency during the financial year.
(vii) The Company have not advanced or loaned or invested funds to any other person(s) or entity(ies), including foreign entities (Intermediaries) with the understanding that the Intermediary shall:
(a) directly or indirectly lend or invest in other persons or entities identified in any manner whatsoever by or on behalf of the Company (Ultimate Beneficiaries) or
(b) provide any guarantee, security or the like to or on behalf of the Ultimate Beneficiaries
(viii) The Company have not received any fund from any person(s) or entity(ies), including foreign entities (Funding Party) with the understanding (whether recorded in writing or otherwise) that the Company shall:
(a) directly or indirectly lend or invest in other persons or entities identified in any manner whatsoever by or on behalf of the Funding Party (Ultimate Beneficiaries) or
(b) provide any guarantee, security or the like on behalf of the Ultimate Beneficiaries
(ix) The Company have not entered in any such transaction which is not recorded in the books of accounts that has been surrendered or disclosed as income during the year in the tax assessments under the Income Tax Act, 1961 (such as, search or survey or any other relevant provisions of the Income Tax Act, 1961
42 CORPORATE SOCIAL RESPONSIBILITY
As per section 135 of the Companies Act, 2013 a corporate social responsibility (CSR) committee has been formed by the Company. The areas for CSR activities are Education, Environment Sustainability, Health and hygiene and Disaster Management. Amount spent during the year on activities which are specified in Schedule VII of the Companies Act 2013 are as mentioned below:
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