18 PROVISIONS
Accounting policy
Provisions are recognised when the Company has 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. When the Company expects some or all of a provision to be reimbursed, for example, under an insurance contract, the reimbursement is recognised as a separate asset, but only when the reimbursement is virtually certain.
If the effect of the time value of money is material, provisions are discounted using a current pre-tax rate that reflects, when appropriate, the risks specific to the liability. When discounting is used, the increase in the provision due to the passage of time is recognised as a finance cost.
Warranty provisions
Provisions for warranty related costs are recognised when the product is sold or service provided to the customer. Initial recognition is based on historical experience. The estimate of warranty related costs is revised annually.
Provision for onerous contracts
Present obligations arising under onerous contracts are recognised, measured and disclosed as provisions in financial statements. An onerous contract is considered to exist where the Company has a contract under which the unavoidable costs of meeting the obligations under the contract exceed the economic benefits expected to be received from the contract.
Provision for litigation
Provision for litigation related obligations represents liabilities that are expected to materialise in respect of matters in appeal related to legal cases.
Decommissioning liability
The Company records a provision for decommissioning costs of its manufacturing facilities. Decommissioning costs are provided at the present value of expected costs to settle the obligation using estimated cash flows and are recognised as part of the cost of the particular asset. The unwinding of the discount is expensed as incurred and recognised in the Standalone Statement of Profit and Loss as a finance cost. The estimated future costs of decommissioning are reviewed annually and adjusted as appropriate. Changes in the estimated future costs or in the discount rate applied are added to or deducted from the cost of the asset.
Retirement and other employee benefits
Retirement benefit in the form of provident fund is a defined contribution scheme. The Company has no obligation, other than the contribution payable to the provident fund. The Company recognises contribution payable to the provident fund scheme as an expense when an employee renders the related service. If the contribution payable to the scheme for service received before the balance sheet date exceeds the contribution already paid, the deficit payable to the scheme is recognised as a liability after deducting the contribution already paid. If the contribution already paid exceeds the contribution due for services received before the balance sheet date, then excess is recognised as an asset to the extent that the pre-payment will lead to, for example, a reduction in future payment or a cash refund. The obligation of the Company is limited to the amount contributed and it has no further contractual nor any constructive obligation. The expense recognised during the period towards defined contribution plan is Rs. 52.55 (March 31, 2025: Rs. 46.54).
The Government of India has implemented four Labour Codes, viz., 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, by consolidating 29 existing labour laws on 21 November 2025. The Ministry of Labour & Employment have published draft Central Rules and FAQs to enable assessment of the financial impact due to changes in the regulations. The Labour Codes have prescribed a uniform definition of “Wages” to be used for the purpose of calculating employee benefits like gratuity and extending eligibility to fixed-term employees (“FTEs”). Under the Labour Codes, the base on which employee benefits are calculated has increased, which has resulted in increase in the Company’s liability for employee benefits.
The Company operates a defined benefit gratuity plan in India, which requires contributions to be made to a separately administered fund. The Company provides for gratuity, a defined benefit plan (the “Gratuity Plan”) covering eligible employees in accordance with the Code on Social Security, 2020, in line with the notification of the Labour Codes with effect from 21 November 2025. The Gratuity Plan provides a lump sum payment to vested employees at retirement, death, incapacitation, or termination of employment, of an amount based on the respective employee’s salary and the tenure of employment. The Company’s liability is determined by an independent actuary (using the Projected Unit Credit method) at the end of each year. Any increase in gratuity liability arising due to implementation of Labour Codes in respect of past service cost is recognised immediately in the Standalone Statement of Profit and Loss, to the extent that the benefits are already vested, and is recognised over the vesting period in the Standalone Statement of Profit and Loss in respect of the unvested portion. The Company has considered a proposed restructuring of its employees compensation, and assessed the impact of the changes, consistent with the Labour Codes, the draft rules, FAQs and opinion obtained from the Company’s advisors.
The Company makes annual contributions through trusts to a funded gratuity scheme administered by the Life Insurance Corporation of India (LIC).
Remeasurements, comprising of actuarial gains and losses, the effect of the asset ceiling, excluding
amounts included in net interest on the net defined benefit liability and the return on plan assets (excluding amounts included in net interest on the net defined benefit liability), are recognised immediately in the balance sheet with a corresponding debit or credit to retained earnings through OCI in the period in which they occur. Remeasurements are not reclassified to the Standalone Statement of Profit and Loss in subsequent periods. Further also refer note 40.
Past service costs are recognised in the Standalone Statement of Profit and Loss on the earlier of:
(a) The date of the plan amendment or curtailment; and
(b) The date that the Company recognises related restructuring costs.
Net interest is calculated by applying the discount rate to the net defined benefit liability or asset. The Company recognises the following changes in the net defined benefit obligation as an expense in the Standalone Statement of Profit and Loss:
• Service costs comprising current service costs, past-service costs, gains and losses on curtailments and non-routine settlements; and
• Net interest expense or income.
Accumulated leave, which is expected to be utilised within the next 12 months, is treated as short-term employee benefit. The Company measures the expected cost of such absences as the additional amount that it expects to pay as a result of the unused entitlement that has accumulated at the reporting date. The Company presents the leave as a current liability in the balance sheet as it does not have an unconditional right to defer its settlement for 12 months after the reporting date.
However, based on past experience and actuarial valuation performed, the Company does not expect all employees to avail the full amount of accrued leave or require payment for such leave within the next 12 months. Leave obligations which are not expected to be settled within the next 12 months amounts to Rs. 41.99 (March 31,2025 : Rs. 44.11).
Estimates and assumptions
• Provision for onerous contracts: The Company provides for onerous contracts when a present obligations arises as the unavoidable costs of meeting an obligations under a contract exceed the economic benefits expected to be received from that contract. Estimating these future losses involves a number of assumptions about the achievement of contract performance targets and the likely levels of future cost including escalation over time.
• Warranty provision: The Company generally offers warranty for its various products. Warranty costs are provided based on a technical estimate of the costs required to be incurred for repairs, replacements, material costs, servicing cost and past experience in respect of warranty costs. Management estimates the related provision for future warranty claims based on historical warranty claim information, as well as recent trends that might suggest that past cost information may differ from future claims. The assumptions made in current period are consistent with those in the prior year. Factors that could impact the estimated claim information include the success of the Company’s productivity and quality initiatives. Warranty provisions are discounted using a pre-tax discount rate which reflects current market assessments
of time value of money and risks specific to the liability.
Warranty costs are provided based on a technical estimate of the costs required to be incurred for repairs, replacements, material costs, servicing cost and past experience in respect of such costs.
It is expected that this expenditure will be incurred over the contracted warranty period ranging up to 2 years. If warranty claim costs vary by 10% from management's estimate, the warranty provisions would be an estimated Rs. 9.57 higher or lower (March 31, 2025: Rs. 9.70).
• Defined benefit plan - Gratuity: The cost of the defined benefit gratuity plan and the present value of the gratuity obligation are determined using actuarial valuations. An actuarial valuation involves making various assumptions that may differ from actual developments in the future.
These include the determination of the discount rate, future salary increases and mortality rates. Due to the complexities involved in the valuation and its long-term nature, a defined benefit obligation is highly sensitive to changes in these assumptions. All assumptions are reviewed at each reporting date. The parameter which is most subjected to change is the discount rate. In determining the appropriate discount rate for plans operated in India, the management considers the interest rates of government bonds in currencies consistent with the currencies of the post-employment benefit obligation. Further, another important parameter is salary considered while assessing the definition of “wages” as given in The Code on Social Security, 2020. The mortality rate is based on Indian Assured Lives Mortality (2012-14) Ultimate. Those mortality tables tend to change only at interval in response to demographic changes. Future salary increases and gratuity increases are based on expected future inflation rates.
(c) GRATUITY
The Company operates a defined benefit plan viz. gratuity for its employees. Under the gratuity plan, every employee who has completed at least specified years of service gets a gratuity on departure at 15 days (minimum) of the last drawn salary for each completed year of service. The scheme is funded with an insurance company. The fund has formed a trust and it is governed by the Board of Trustees.
The fund is subject to risks such as asset volatility, changes in assets yields and asset liability mismatch risk. In managing the plan assets, Board of Trustees review and manage these risks associated with the funded plan. Each year, the Board of Trustees reviews the level of funding in the gratuity plan. Such a review includes asset- liability matching strategy and investment risk management policy (which includes contributing to plans that invest in risk-averse markets). The Board of Trustees aim to keep annual contributions relatively stable at a level such that no plan deficits (based on valuation performed) will arise.
The Company has considered a proposed restructuring of its employees compensation, and assessed the impact of the changes, consistent with the Labour Codes, the draft rules, FAQs and opinion obtained from the Company’s advisors. In accordance with Ind AS 19 and the FAQs issued by ICAI, the changes to gratuity benefit resulting from the Labour Codes are treated as past service costs and accordingly, the increase in the Company’s obligation due to application of the Labour Codes has been recognised in the Standalone Statement of Profit and Loss. The Company continues to monitor the finalisation of Central/ State Rules and further clarifications from the Government and would give appropriate accounting effect considering those developments, as may be applicable.
VI Risk exposure
Through its defined benefit plans, the Company is exposed to a number of risks, the most significant of which are detailed below:
Asset Volatility:
The plan liabilities are calculated using a discount rate set with reference to bond yields. If plan assets underperform, this yield will create a deficit. The plan assets are maintained with fund manager of LIC. They are subject to interest rate risk which is managed by the insurer.
Changes in bond yield:
A decrease in bond yields will increase plan liabilities.
Asset risk:
All plan assets are maintained in a trust fund managed by a public sector insurer viz; LIC. LIC has a sovereign guarantee and has been providing consistent and competitive returns over the years. The Company has opted for a traditional fund wherein all assets are invested primarily in risk averse markets. The Company has no control over the management of funds but this option provides a high level of safety for the total corpus.
A single account is maintained for both the investment and claim settlement and hence 100% liquidity is ensured. Also, interest rate and inflation risk are taken care of.
Future salary escalation and Inflation risks:
Rising salaries will often result in higher future defined benefit payments resulting in a higher present value of liabilities especially unexpected salary increases provided at management's discretion may lead to uncertainties in estimating this risk.
Life expectancy:
These loans were secured by hypothecation of present and future stock of all inventories, stores and spares not related to plant and equipment, book debts and other moveable assets as at the Balance Sheet date. The quarterly returns and statements of current assets filed by the Company with banks are in agreement with the books of accounts.
#Unsecured loans pertains to packing credit of Rs. 35.16 (March 31, 2025: Rs. 26.08) carries an interest rate of 5.82% to 6.19% (March 31, 2025: 6.86%) due for repayment within 180 days (March 31, 2025: 90 days) from date of disbursement or expected shipment date whichever is earlier.
During the previous year, the Company had taken an unsecured loan amounting to Rs. 345 from a related party, Thermax Babcock &WilcoxEnergy SolutionsLimited (TBWES),forworking capital requirements, carrying an interest rate of 7.90%. The tenure of the loanwas182 days as per the agreement. The said loan was repaid during the previous year. (Refer note 32).
Note: Current borrowings include interest accrued on non-current and current borrowings.
Note: The Company was in compliance with all of its debt covenants for outstanding borrowings for both years.
Increases in life expectancy of employee will result in an increase in the plan liabilities. This is particularly significant where inflationary increases result in higher sensitivity to changes in life expectancy.
19 OTHER LIABILITIES
Accounting policy
Contract liabilities: A contract liability is the obligation to transfer goods or services to a customer for which the Company has received consideration (or an amount of consideration is due) from the customer. If a customer pays consideration before the Company transfers goods or services to the customer, a contract liability is recognised when the payment is made or the payment is due (whichever is earlier). Contract liabilities are recognised as revenue when the Company satisfies the performance obligation. Contract liabilities are recorded in balance sheet as unearned revenue or customer advances as the case may be.
21 REVENUE FROM OPERATIONS
Accounting policy
Revenue from contracts with customers: Revenue from contracts with customers is recognised when control of the goods or services are transferred to the customer at an amount that reflects the consideration to which the Company expects to be entitled in exchange for those goods or services. Revenue is recognised when it has approval and commitment from both parties, the rights of the parties are identified, payment terms are identified, the contract has commercial substance and collectability of consideration is probable. The Company has concluded that it is the principal in all of its revenue arrangements since it is the primary obligor in all the revenue arrangements and has pricing latitude and is also exposed to inventory risks. The Company collects goods and services tax on behalf of the government and, therefore, it is not an economic benefit flowing to the Company. Hence, it is excluded from revenue.
The Company has the following streams of revenue:
• Revenue from Engineering, Procurement and Construction contracts
Engineering, Procurement and Construction (EPC) contracts are contracts (or a group of contracts secured together) specifically negotiated for the construction of an asset which refers to any project for construction of plants and systems, involving designing, engineering, fabrication, supply, erection (or supervision thereof), commissioning, guaranteeing performance thereof etc., execution of which is spread over different accounting periods. The Company identifies distinct performance obligations in each contract. For most of the project contracts, the customer contracts with the Company to provide a service of integrating a complex set of tasks and components into a single project or capability. Hence, the entire contract is accounted for as one performance obligation.
The Company may promise to provide distinct goods or services within a contract, in which case the Company separates the contract into more than one performance obligation.
If a contract is separated into more than one performance obligation, the Company allocates
the total transaction price to each performance obligation in an amount based on the estimated relative standalone selling prices of the promised goods or services underlying each performance obligation. The Company uses the expected cost plus margin approach to estimate the standalone selling price of each performance obligation in case of contracts with more than one distinct performance obligations.
The Company assesses for the timing of revenue recognition in case of each distinct performance obligation. The Company first assesses whether the revenue can be recognised over a period of time if any of the following criteria is met:
(a) The customer simultaneously consumes the benefits as the Company performs; or
(b) The customer controls the work-in¬ progress; or
(c) The Company’s performance does not create an asset with alternative use to the Company and the Company has right to payment for performance completed till date.
The Company uses cost-based measure of progress (or input method) for contracts because it best depicts the transfer of control to the customer which occurs as it incurs costs on contracts. Under the cost-based measure of progress, the extent of progress towards completion is measured based on the ratio of costs incurred to date to the total estimated costs at completion of the performance obligation. Revenues, including estimated profits, are recorded proportionally as costs are incurred.
The Company estimates variable consideration amount which it expects to be entitled under the contract and includes it in the transaction price to the extent it is highly probable that a significant reversal of cumulative revenue recognised will not occur and when the uncertainty associated with it is subsequently resolved. The estimates of variable consideration and determination of whether to include estimated amounts in the transaction price are based largely on an assessment of the anticipated performance and all information (historical, current and forecasted) that is reasonably available. Penalties/claims for any delay
or improper execution of a contract are recognised as a deduction from revenue. In the balance sheet, such provisions are presented on net basis of the contract receivables.
Costs associated with bidding for contracts are charged to the Standalone Statement of Profit and Loss when they are incurred. Costs that relate directly to a contract and are incurred in securing the contract are included as part of the contract costs if they can be separately identified and measured reliably and it is probable that the contract will be obtained.
The Company provides for warranty provision for general repairs up to 12 - 24 months on its EPC contracts, in line with the industry practice.
A liability is recognised at the time the contract is concluded. The Company does not provide any extended warranties.
Contract modification, when approved by both the parties to the contract, are considered as modification, if it creates new or changes the existing enforceable rights and obligations. Most of the contract modifications are not distinct from the existing contracts due to the significant integration service provided under the contract prior to modifications and are therefore, accounted for as part of the existing contract. The effect of a contract modification is recognised as an adjustment to revenue on a cumulative catch-up basis.
The Company combines two or more contracts entered into at or near the same time with the same customer (or related parties of the customer) and accounts for the contracts as a single contract if one or more of the following criteria are met:
(a) the contracts are negotiated as a package with a single commercial objective;
(b) the amount of consideration to be paid in one contract depends on the price or performance of the other contract; or
(c) the goods or services promised in the contracts (or some goods or services promised in each of the contracts) are a single performance obligation.
• Revenue from sale of goods (Other than EPC contracts)
If the criteria for revenue under over-a-period of time as mentioned above are not met, the Company recognises revenue at a point-in-time. The point-in¬ time is determined when the control of the goods or services is transferred which is determined based on when the significant risks and rewards of ownership are transferred to the customer. Apart from this, the Company also considers its present right to payment, the legal title to the goods, the physical possession and the customer acceptance in determining the point in time when control has been transferred. The Company provides for warranty provision for general repairs up to 12 - 24 months on its products sold, in line with the industry practice. A liability is recognised at the time the product is sold. The Company does not provide any extended warranties.
• Revenue from sale of services
Revenue in respect of operation and maintenance contracts, awarded on a standalone basis or included in long term contracts and identified as a separate performance obligation, is recognised on a time proportion basis under the contracts.
Estimates and assumptions
• Provisions for liquidated damages claims (LDs): The Company provides for LD claims to the extent that it is highly probable that a significant reversal in the amount of cumulative revenue recognised will not occur when the uncertainty associated with the variable consideration
is subsequently resolved. This requires an estimate of the amount of LDs payable under a claim which involves management judgements and assumptions regarding the amounts to be recognised;
• Project cost to complete estimates: At each reporting date, the Company is required to estimate costs to complete on fixed-price contracts. Estimating costs to complete on such contracts requires the Company to make estimates of future costs to be incurred, based on work to be performed beyond the reporting date.
• Recognition of contract variations: The Company recognises revenues and margins from contract variations where it is considered probable that they will be awarded by the customer and this requires management to assess the likelihood of such an award being made by reference to customer communications and other forms of documentary evidence.
Judgements
A significant portion of the Company’s business relates to EPC contracts which is accounted using cost-based input method, recognising revenue as the performance on the contract progresses. This requires management to make judgement with respect to identifying contracts for which revenue need to be recognised over a period of time, depending upon when the customer consumes the benefit, whteher the customer controls the work-in-progress, whether the asset created has no alternative use and the Company has right to payment for performance completed till date, either contractually or legally. The input method requires management to make significant judgements of the extent of progress towards completion including accounting of multiple contracts which need to be combined and considered as a single contract.
iii) Performance obligations:
EPC and other than EPC contracts - Performance obligation in a project or a group of projects which are contracted at or near same time with the same or related parties and negotiated simultaneously, are combined for the purpose of evaluation. The Company has estimated that multiple commitments pertaining to engineering, procurement and commissioning of such projects is a single performance obligation which is spread over different accounting periods.
Performance obligation for products are evaluated on standalone basis, recognised at a point in time. Generally, performance obligations for such contracts have an original expected duration of one year or less.
There are no contracts with customers which have significant financing component included within them and therefore there is no major difference between the timing of satisfaction of performance obligation vis-a-vis the timing of the payment.
Due to change in transaction price, the Company has recognised revenue of Rs. 79.18 in the reporting period from performance obligations satisfied (or partially satisfied) in previous periods.
Remaining performance obligations:
The following table includes revenue expected to be recognised in the future related to performance obligations that are unsatisfied (or partially unsatisfied) at the reporting date.
The Company applies practical expedient included in para 121 of Ind AS 115 - "Revenue from Contracts with Customers" and does not disclose information about its remaining performance obligations for contracts that have an original expected duration of one year or less and for service revenue, where the Company has a right to consideration from customers in an amount that corresponds directly with the value to the customer of the entity’s performance completed to date.
iv) Reconciliation between revenue recognised in Standalone Statement of Profit and Loss and contract price:
There is no significant variation between revenue recognised in Standalone Statement of profit and loss and contract price except price variation claims, which are considered to be part of contract price.
28 EARNINGS PER SHARE (EPS)
Accounting policy
The Company presents the basic and diluted EPS data for its equity shares.
(i) Basic EPS is computed by dividing the net profit for the year attributable to the equity shareholders of the Company by the weighted average number of equity shares outstanding during the year;
(ii) Diluted EPS is computed by adjusting the net profit for the year attributable to the equity shareholders and the weighted average number of equity shares considered for deriving basic EPS for the effects of all the equity shares that could have been issued upon conversion of all dilutive potential equity shares (which includes the various stock options granted to employees).
30 CONTINGENT LIABILITIES AND COMMITMENTS
A CONTINGENT LIABILITIES
Accounting policy
A disclosure for a contingent liability is made where there is a possible obligation that arises from past events and the existence of which will be confirmed only by the occurrence or non-occurrence of one or more uncertain future events not wholly within the control of the Company or a present obligation that arises from the past events where it is either not probable that an outflow of resources will be required to settle the obligation or a reliable estimate of the amount cannot be made.
Judgements
Tax and Legal contingencies
The Company has received various orders and notices from tax authorities in respect of direct taxes, indirect taxes, transfer pricing and other legal matters. The outcome of these matters may have a material effect on the financial position, results of operations or cash flows. Management regularly analyses current information about these matters and makes provisions for probable losses. In making the decision regarding the need for loss provisions, management considers the degree of probability of an unfavourable outcome and the ability to make a sufficiently reliable estimate of the amount of loss. The filing of a suit or formal assertion of a claim against the company or the disclosure of any such suit or assertions, does not automatically indicate that a provision of a loss may be appropriate.
The timing and amount of the cash flow which will arise from these matters, will be determined by the relevant authorities on settlement of the cases or on receipt of claims from customers.
*Excluding of interest and penalty thereon.
*Includes a dispute with a customer amounting to Rs. 35.30 (March 31, 2025: Rs. 167.82). In June 2023, an arbitral award of Rs. 218.45, including interest, was passed against the Company and challenged before the Bombay High Court. Pursuant to the stay granted by the High Court, the Company deposited Rs. Nil (March 31, 2025: Rs. 218.45), which was refundable with interest. Based on independent legal opinion, the Company recognised a provision of Rs. Nil (March 31, 2025: Rs. 50.63), and no provision was considered necessary for the balance. On December 9, 2025, the High Court set aside the award and directed refund of the deposit with interest at 6% per annum. The customer’s special leave petition was dismissed by the Supreme Court on February 16, 2026, and the Group received the deposit along with interest of Rs. 31.62 on March 12, 2026. The customer has filed an appeal under Section 37 of the Arbitration and Conciliation Act, 1996 before the Division Bench of the High Court. Based on legal advice, the Company remains reasonably confident of a favourable outcome. Also refer note 40.
*Transfer Premium Demand - Chinchwad (MIDC) Land - The Company holds leasehold rights in respect of MIDC plots Nos. 13, 13A and 7/1 situated in the Pimpri Industrial Area, Pune, which were acquired prior to 1980. The Company had also owned MIDC plots Nos. 25, 26, 12 (Part) and 21 (Part) in the same industrial area, which were disposed of during FY 2022-23. Pursuant to such disposal, MIDC levied a differential premium of Rs. 9.93, which was duly paid by the Company in August 2023.
Subsequently, vide letter dated January 23, 2026, MIDC has raised a further demand of Rs. 33.55 (comprising Rs. 28.43 towards differential premium and Rs. 5.12 towards GST) in respect of said plots, alleging that certain changes in shareholding constitute a deemed transfer attracting premium. The Company has evaluated the said demand and based on its assessment and external legal opinion obtained, believes that the liability is not probable and accordingly has disclosed the same as contingent liability.
d) During earlier years, the Company had received demand notices from the Excise department covering period from October 2006 to September 2012 for Rs. 146.62 (March 31,2025: Rs. 146.62). These demands are of excise duty payable on inclusion of the cost of bought out items in the assessable value of certain products manufactured, though such duty paid bought out items are directly dispatched by the manufacturers thereof to the ultimate customer, without being received in the factories. The Company had filed an appeal against the same before CESTAT, Mumbai which was allowed in favour of the Company during the financial year 2022-23.
Subsequently, the Commissioner of CGST & CE, Pune - I filed an appeal before the Hon’ble Supreme Court of India challenging CESTAT order and appeal was admitted on July 10, 2024. Based on an independent legal advice, the Company is confident of the issue being ultimately decided in its favour and accordingly, no provision has been considered necessary.
B CAPITAL AND OTHER COMMITMENTS
a) Estimated amount of contracts remaining to be executed on capital account (net of advances) and not provided for is Rs. 46.21 (March 31, 2025: Rs. 28.99).
b) Estimated amounts of contract remaining to be executed as part of other commitments is Rs. 2.85 (March 31, 2025: Rs. 21.62).
C LEASES
Accounting policy
The Company applies a single recognition and measurement approach for all leases, except for short-term leases and leases of low-value assets. The Company recognises lease liabilities to make lease payments and right-of-use assets representing the right to use the underlying assets.
Operating lease
i) WHERE THE COMPANY IS LESSOR:
Accounting policy
Leases in which the Company does not transfer substantially all the risks and rewards of ownership of an asset are classified as operating leases. Rental income from operating lease is recognised on a straight¬ line basis over the term of the relevant lease. Initial direct costs incurred in negotiating and arranging an operating lease are added to the carrying amount of the leased asset and recognised over the lease term on the same basis as rental income.
Leases are classified as finance leases when substantially all of the risks and rewards of ownership transfer from the Company to the lessee. Amounts due from lessees under finance leases are recorded as receivables at the Company’s net investment in the leases. Finance lease income is allocated to accounting periods so as to reflect a constant periodic rate of return on the net investment outstanding in respect of the lease.
The Company has leased certain parts of its office and buildings. The tenure of such lease agreements ranges from 1 to 5 years. All leases include a clause to enable upward revision of the rental charge on an annual basis according to prevailing market conditions. For nature of assets refer note 4(a).
The Company has entered into an arrangement with its customer where the Company will provide energy saving by providing energy saving equipment at the customers’ premises. The Company has determined, that fulfilment of these arrangements is dependent on the use of a specific assets and the arrangement conveys a right to use these specific asset to the customers. Accordingly, these arrangements qualify as arrangements in the form of lease as specified in Ind-AS 116. Based on the evaluation of terms and conditions of these arrangements, such as the contract term constituting a major part of the economic life of the specific assets, the fair value of the asset and that it has transferred the significant risks and rewards in these assets to the customers, these lease arrangements have been classified as finance leases.
ii) WHERE THE COMPANY IS LESSEE:
Accounting policy
The Company’s leases primarily consist of leases for land, office buildings, guest houses, vehicle and other plant & equipment. The Company assesses whether a contract contains a lease, at inception of a contract.
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. To assess whether a contract conveys the right to control the use of an identified asset, the Company assesses whether:
(1) The contract involves the use of an identified asset;
(2) The Company has right to obtain substantially all of the economic benefits from use of the asset through the period of the lease; and
(3) The Company has the right to direct the use of the asset.
At the date of commencement of the lease, the Company recognises a Right-of-Use (ROU) asset and a corresponding lease liability for all lease arrangements in which it is a lessee, except for leases with a term of twelve months or less (short-term leases) and low value leases. For these short-term and low value leases, the Company recognises the lease payments as an operating expense on a straight-line basis over the term of the lease.
Certain lease arrangements include the options to extend or terminate the lease before the end of the lease term. ROU assets and lease liabilities includes these options when it is reasonably certain that they will be exercised.
The ROU assets are initially recognised at cost, which comprises the initial amount of the lease liability adjusted for any lease payments made at or prior to the commencement date of the lease plus any initial direct costs less any lease incentives. They are subsequently measured at cost less accumulated depreciation and impairment losses.
ROU assets are depreciated from the commencement date on a straight-line basis over the shorter of the lease term and useful life of the underlying asset. ROU assets are evaluated for recoverability whenever events or changes in circumstances indicate that their carrying amounts may not be recoverable. For the purpose of impairment testing, the recoverable amount (i.e. the higher of the fair value less cost to sell and the value-in-use) is determined on an individual asset basis unless the asset does not generate cash flows that are largely independent of those from other assets. In such cases, the recoverable amount is determined for the Cash Generating Unit (CGU) to which the asset belongs.
The lease payments are discounted using the interest rate implicit in the lease. If that rate cannot be readily determined, which is generally the case for leases in the Company, the lessee’s incremental borrowing rate is used, being the rate that the individual lessee would have to pay to borrow the funds necessary to obtain an asset of similar value to the right-of-use asset in a similar economic environment with similar terms, security and conditions.
To determine the incremental borrowing rate, the Company:
• where possible, uses recent third-party financing received by the Company as a starting point, adjusted to reflect changes in financing conditions since third party financing was received.
• uses a build-up approach that starts with a risk-free interest rate adjusted for credit risk for leases held by the Company, which does not have recent third-party financing
• makes adjustments specific to the lease, for example, term, country, currency and security.
If a readily observable amortising loan rate is available to the individual lessee (through recent financing or market data) which has a similar payment profile to the lease, then the Company use that rate as a starting point to determine the incremental borrowing rate.
The lease liability is initially measured at present value of the future lease payments. The lease payments include fixed payments less any lease incentives receivable, variable lease payments that depend on an index or a rate, and amounts expected to be paid under residual value guarantees.
Lease liability and ROU asset have been separately presented in the Balance Sheet and lease payments have been classified as financing cash flows.
For a contract that contains a lease component and one or more additional lease or non-lease components, the Company allocates the consideration in the contract to each lease component on the basis of the relative stand-alone price of the lease component and the aggregate stand-alone price of the non¬ lease components.
Details of Leases:
The Company has taken land, office buildings, factory sheds, guest house, warehouse, vehicles and other plant and equipment on lease for a tenure of 5 to 99 years. The Company’s obligations under its leases are secured by the lessor’s title to the leased assets. Some of the lease contracts further give rights on subleasing the assets. The Company has sub-leased some portion of its land and building to its subsidiary.
There are no variable lease payments and residual value guarantees for these leases. The leases are renewable on mutually agreeable terms. At the expiry of the lease term, either party has an option to terminate the agreement or extend the term by giving notice in writing. The Company also has certain leases of machinery with lease terms of 12 months or less and leases of office equipment with low value. The Company applies the ‘short-term lease’ and ‘lease of low-value assets’ recognition exemptions for these leases.
K Terms and conditions of related party transactions
Outstanding balances at the year-end are unsecured and interest free except loans given and settlement occurs in cash. Refer note 31 (A) (a) for terms and conditions for loans to related parties.
The transactions with related parties (excluding relatives of KMPs) includes managerial remuneration which is determined based on market conditions and is approved by Nomination and Remuneration Committee of the Company.
Share-based payments include the perquisite value of stock incentives exercised during the year, determined in accordance with provisions of Income Tax Act, 1961.
There have been no guarantees provided or received for any related party receivables or payables except as disclosed in note 31.
In case of transactions with related parties during the year, the amounts are exclusive of applicable taxes.
As at year ended March 31,2026, the Company has recorded an impairment of receivables amounting to Rs. 2.32 (March 31, 2025: Rs. 2.32) and impairment of loan amounting to Rs. 4.12 relating to amounts owed by related parties (March 31, 2025: Rs. 4.12). This assessment is undertaken each financial year through examining the financial position of the related party and the market in which the related party operates.
33 SEGMENT INFORMATION
Disclosure of segment information:
In accordance with para 4 of Ind AS 108 - "Operating Segments", the Company has disclosed segment information in the consolidated financial statements.
34 FAIR VALUE MEASUREMENTS
Estimates and assumptions
Fair value measurement of unquoted financial instruments
When the fair values of financial assets and financial liabilities recorded in the balance sheet cannot be measured based on quoted prices in active markets, their fair value is measured using valuation techniques including the DCF model. The inputs to these models are taken from observable markets where possible, but where this is not feasible, a degree of assumption is required in establishing fair values. Assumptions include considerations of inputs such as liquidity risk, credit risk and volatility. Changes in assumptions about these factors could affect the reported fair value of financial instruments.
forward rates, yield curves of the respective currencies and currency basis spreads between the respective currencies. All derivative contracts are fully cash collateralised, thereby eliminating both counterparty and the Company’s own non-performance risk. The changes in counterparty credit risk had no material effect on the hedge effectiveness assessment for derivatives designated in hedge relationships and other financial instruments recognised at fair value.
b) Fair value hierarchy
The following table provides the fair value measurement hierarchy of the Company’s assets and liabilities.
There has been no transfer between Level 1 and Level 2 during the year and during the previous year.
Valuation of financial assets in Level 3 has been done based on discounting of future cash flows. There are no transfers into or out of Level 3 of the fair value hierarchy during the year.
c) Valuation technique used to determine fair value
Specific valuation techniques used to value financial instruments include:
• The use of quoted market prices or dealer quotes for similar instruments;
• For foreign currency forwards and principal swap - the present value of future cash flows based on the forward exchange rates at the balance sheet date;
• For other financial instruments - discounted cash flow analysis.
All of the resulting fair value estimates are included in level 1 and level 2 except for unlisted equity securities, where the fair values have been determined based on discounting of future cash flows.
Since Investment in level 3 is insignificant, additional disclosues required for level 3 has not been provided.
(a) FINANCIAL RISK MANAGEMENT
The Company’s principal financial liabilities, other than derivatives, comprise trade and other payables and borrowings. The main purpose of these financial liabilities is to finance the Company’s operations. The Company’s principal financial assets include loans, trade and other receivables and cash and cash equivalents that derive directly from its operations. The Company also holds FVTPL and amortised cost investments and enters into derivative transactions.
Risk is inherent in the Company’s activities but it is managed through a process of on going identification, measurement and monitoring, subject to risk limits and other controls. This process of risk management is critical to the Company’s continuing profitability and each individual within the Company is accountable for the risk exposures relating to his or her responsibilities. The Company is exposed to market risk, credit risk and liquidity risk.
The Company’s Board of Directors is ultimately responsible for the overall risk management approach and for approving the risk strategies and principles. No significant changes were made in the risk management objectives and policies during the years ended March 31,2026 and March 31,2025. The management of the Company reviews and agrees policies for managing each of these risks which are summarised below:
I Market risk
Market risk is the risk that the value of a financial instrument will fluctuate as a result of changes in market variables such as interest rates, foreign exchange rates and equity prices, whether those changes are caused by factors specific to the individual investment or its issuer or factors affecting all investments traded in the market.
Market risk is managed on the basis of pre-determined asset allocations across various asset categories, a continuous appraisal of market conditions and trends and management’s estimate of long and short term changes in fair value.
a 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 rates. The Company is not currently exposed significantly to such risk.
b Foreign currency risk
Foreign exchange risk arises when future commercial transactions and relevant assets and liabilities are denominated in a currency that is not the Company’s functional currency. Foreign exchange risk is the risk that the value of a financial instrument will fluctuate due to changes in foreign exchange rates.
Foreign exchange risk is managed on the basis of limits determined by management and a continuous assessment of current and expected exchange rate movements and entering into derivative contracts (foreign currency forward contracts) that hedge the exposure of underlying transactions (i.e., highly probable forecast sales and purchases).
c Price risk
The Company’s investments are susceptible to market price risk arising from uncertainties about future values of the investment securities. These securities are quoted and unquoted. The Company manages the price risk through diversification and by placing limits on individual and total equity/mutual fund instruments. Further, the price risk is also mitigated by switching the investment portfolio between investment in equity/mutual fund instruments and investments in bank deposits. Reports on the investment portfolio are submitted to the Company’s senior management on a regular basis. The Company’s Board of Directors reviews and approves all equity investment decisions. The Company is not currently exposed significantly to such risk.
II Credit risk
Credit risk is the risk that counterparty will not meet its obligations under a financial instrument or customer contract, leading to a financial loss. The Company is exposed to credit risk from its operating activities (primarily trade receivables and contract assets) and from its investing activities, including deposits with banks, loans to related parties and investment at amortised cost.
Trade receivables and contract assets
The Company’s exposure to credit risk is influenced mainly by the individual characteristics of each customer. However, management also considers the factors that may influence the credit risk of its customer base, including the default risk of the industry and country in which customers operate.
A default on a financial asset is when the counterparty fails to make contractual payments when they fall due.
This definition of default is determined by considering the business environment in which Company operates and other macro-economic factors.
Credit quality of a customer is assessed based on its credit worthiness and historical dealings with the Company, market intelligence and goodwill. Outstanding customer receivables are regularly monitored. The Company does not have a high concentration of credit risk to a single customer forming part of a Company exceeding 10% of company revenue. While cash and cash equivalents are also subject to the impairment requirements of Ind AS 109, the Company has not identified impairment loss in view of banks having high credit rating. In respect of security deposits and other financial assets, the risk of financial loss on account of credit risk is not expected to be material to the financial statements.
Credit risk arises from the possibility that customer will not be able to settle their obligations as and when agreed. To manage this, the Company periodically assesses the financial reliability of customers, taking into account the financial condition, current economic trends, analysis of historical bad debts, ageing of accounts receivable and forward looking information. Individual credit limits are set accordingly. The Company has a detailed review mechanism of overdue customer receivables at various levels within the organisation.
To measure the expected credit losses, trade receivables and contract assets have been grouped based on shared credit risk characteristics and the days past due. The provision matrix takes into account a continuing credit evaluation of Company’s customers’ financial condition; aging of trade accounts receivable; the value and adequacy of security received from the customers in certain circumstances (if any); the Company’s historical loss experience; and adjustment based on forward looking information The contract assets relate to unbilled work in progress and have substantially the same risk characteristics as the trade receivables for the same types of contracts. The Company has therefore concluded that the expected loss rates for trade receivables are a reasonable approximation of the loss rates for the contract assets.
The expected loss rates are based on the payment profiles of sales over a period of 60 months before the reporting date and the corresponding historical credit losses experienced within this period. The historical loss rates are adjusted to reflect current and forward-looking information on macroeconomic factors affecting the ability of the customers to settle the receivables. The Company has identified the macroeconomic factors of the
countries in which it sells its goods and services to be the most relevant factors, and accordingly adjusts the historical loss rates based on expected changes in these factors.
Impairment losses on trade receivables and contract assets are presented as net impairment losses. Subsequent recoveries of amounts previously written off are credited against the same line item.
Bank deposits and other financial instruments
Credit risk from balances with banks, mutual funds and other financial instruments like derivative contracts are managed by the Company’s treasury department in accordance with the Company’s policy. Investments of surplus funds are made only with approved counterparties having a good market reputation and within credit limits assigned to each counterparty. The limits are set to minimise the concentration of risks and therefore mitigate financial loss through counterparty’s potential failure to make payments.
The Company’s maximum exposure to credit risk for bank balances and deposits as at March 31,2026 and March 31, 2025 is the carrying amounts as disclosed in note 13, maximum exposure relating to financial guarantees is disclosed in note 31 (A) and financial derivative instruments in notes 9(b) and 17 to the standalone financial statements.
Loans to related parties
The Company considers the probability of default upon initial recognition of loan and whether there has been a significant increase in credit risk on an ongoing basis throughout each reporting period. To assess whether there is a significant increase in credit risk, the company compares the risk of a default occurring on the loan as at the reporting date with the risk of default as at the date of initial recognition. It considers available reasonable and supportive forwarding-looking information. Loss allowance recognised as at March 31, 2026 - Rs. 4.12 (March 31, 2025 - Rs. 4.12).
Debt instruments (excluding loans to related parties)
All of the entity’s debt instruments (preference shares and security deposits) at amortised cost are considered to have low credit risk, and the loss allowance recognised during the period was therefore limited to 12 months’ expected losses. Management consider ‘low credit risk’ for listed instruments to be an investment grade credit rating with at least one major rating agency. Other instruments are considered to have low credit risk when they have a low risk of default and the issuer has a strong capacity to meet its contractual cash flow obligations in the near term.
III Liquidity risk
Prudent liquidity risk management implies maintaining sufficient cash and marketable securities and the availability of funding through an adequate amount of committed credit facilities to meet obligations when due and to close out market positions. Due to the dynamic nature of the underlying businesses, the Company treasury maintains flexibility in funding by maintaining availability under committed credit lines.
The management monitors rolling forecasts of the Company’s liquidity position (comprising the undrawn borrowing facilities below) and cash and cash equivalents on the basis of expected cash flows. This is generally carried out at operating segments level in the Company in accordance with practice and limits set by the Company. In addition, the Company’s liquidity management policy involves projecting future cash flows and considering the level of liquid assets necessary to meet these and monitoring balance sheet liquidity ratios against internal requirements.
(b) HEDGING ACTIVITIES AND DERIVATIVES
Cash flow hedges Foreign currency risk
Foreign exchange forward contracts measured at fair value through OCI are designated as hedging instruments in cash flow hedges of forecast sales in USD, EUR, GBP and forecast purchases in USD, JPY, GBP, EUR.
These forecast transactions are firm commitments and cover the Company’s expected future sales and future purchases based on the orders received.
While the Company also enters into other foreign exchange forward contracts with the intention to reduce the foreign exchange risk of expected sales and purchases, these other contracts are not designated in hedge relationships and are measured at fair value through profit or loss.
The foreign exchange forward contract balances vary with the level of expected foreign currency sales and purchases and changes in foreign exchange forward rates.
Majority of the derivative contracts mature within the next 12 months.
The cash flow hedges of the expected future sales and purchases were assessed to be highly effective and following net unrealised gain/(loss) with a deferred tax asset/(liability) relating to the hedging instruments, is included in OCI.
Explanations for variation more than 25%
Debt-Equity ratio - Debt-Equity ratio has been increased on account of additional short term borrowings taken during the year
Debt service coverage ratio - Debt service coverage ratio has increased by 59% on account of repayment of borrowings in the current year
"Net profit after taxes Non-cash operating expenses like depreciation and other amortisations Interest other adjustments like loss on sale of PPE etc.
"Interest and lease payments principal repayments
#Current and non current borrowings non-current lease liabilities current lease liabilities interest & lease payments paid “Average of total current assets - total current liabilities “‘Tangible Net Worth Total Debt Deferred Tax Liability
37 TRANSACTIONS WITH STRUCK OFF COMPANIES
There are no shares held in struck off companies. For the year ended March 31, 2026, and March 31, 2025 there are no transactions with struck off companies and no balances are outstanding as on year end.
38 SHARE BASED PAYMENTS
Employees Stock Option Plan 2021 (ESOP 2021)
The Board of Directors and the shareholders of the Company approved Employee Stock Option Plan at their meeting in January 2022. Pursuant to this approval, the Company instituted ESOP 2021 Plan in January 2022. The nomination and remuneration committee of the Company administers this Plan. Each option carries with it the right to purchase one equity share of the Company. The Options have been granted to employees of the Company and its subsidiaries at an exercise price that is not less than the face value of shares as on date of grant of such option. Option granted under ESOP 2021 shall vest not earlier than minimum period of 1 (One) year and not later than maximum period of 3 (Three) years from the date of grant. The vesting of the options is 33%, 33% and 34% of total options granted after end of first, second and third year respectively from the date of grant. The maximum exercise period is 5 years from the date of vesting.
Number and weighted average exercise prices of options granted, exercised and cancelled/lapsed during the financial year:
The Company recorded an employee compensation cost of Rs. 4.50 (March 31,2025: Rs. 5.43) in the Standalone Statement of Profit and Loss.
The expected price volatility is based on the historic volatility, adjusted for any expected changes to future volatility due to publicly available information.
39 CAPITAL MANAGEMENT
The Company’s objective for capital management is to maximise long term shareholder value, safeguard business continuity and support the growth of the Company. The Company determines the capital requirement based on annual operating plans and long- term and other strategic investment plans. The funding requirements are met through equity and operating cash flows generated. No changes were made in the objectives, policies or processes during the years ended March 31,2026 and March 31, 2025. Capital represents equity attributable to equity holders of the Company.
The Company monitors capital using a gearing ratio which is net debt/obligation dividend by total equity.
The Company’s policy is to keep the gearing ratio optimum.
40 EXCEPTIONAL ITEMS
Accounting policy
When the items of income and expense within profit or loss from ordinary activities are of such size, nature or incidence that their disclosure is relevant to explain the performance of the Company for the period, the nature and amount of such items are disclosed separately as exceptional item (loss)/gain.
41 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; under the Prohibition of Benami Property Transactions Act, 1988 (as amended from time to time) (formally the Benami Transaction (Prohibition) Act, 1988 (45 of 1988)) and Rules made there under.
(ii) The Company does not have any charges or satisfaction which are yet to be registered with Registrar of Companies (ROC) beyond the statutory period.
(iii) The Company has not traded or invested in Crypto currency or Virtual Currency during the current or previous financial year.
(iv) The Company has not made 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).
(v) The Company has not been declared wilful defaulter by any bank or financial institution or government or any government authority.
(vi) The Company has not revalued its property, plant and equipment (including right-of-use assets) or intangible assets or both during the current or previous year.
(vii) The borrowings obtained by the Company from banks and financial institutions have been applied for the purposes for which such loans were was taken.
(viii) Other than as disclosed in Note 31(B), the Company has not advanced or loaned or invested funds (either borrowed funds or share premium or any other sources or kind of funds) to any other person or entity, including foreign entities (Intermediaries) with the understanding (whether recorded in writing or otherwise) 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.
(ix) The Company has not received any funds from any person or entity, 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 to or on behalf of the ultimate beneficiaries.
(x) The Company has complied with the number of layers prescribed under the Companies Act, 2013, read with the Companies (Restriction on number of layers) Rules, 2017.
(xi) The Group, as defined in the Reserve Bank of India (Core Investment Companies) Directions, 2025 has 1 (One) Core Investment Company as part of the Group.
42 COMPLIANCE WITH SECTION 143 (3) FOR MAINTENANCE OF BOOKS OF ACCOUNT
With effect from August 5, 2022, the Ministry of Corporate Affairs (MCA) has amended the Companies (Accounts) Rules, 2014, relating to maintenance of electronic books of account and other relevant books and papers. Pursuant to this amendment, the Company is required to maintain the books of account which are accessible in India at all times and their backup is to be kept on servers located in India on a daily basis.
The Company has a process to take daily back-up of books of account maintained in electronic mode and along with the logs of the back-up of such books of account.
43 COMPLIANCE WITH SECTION 143 (3) FOR AUDIT TRAIL
The Company maintains its books of account using multiple accounting software that is equipped with an audit trail facility. The audit trail feature was operational throughout the year and has been enabled for all relevant transactions recorded in the software. However, the audit trail feature:
i. For one accounting software audit trail at application layer was not enabled till May 22, 2025 and audit trail at the database level does not capture pre-modified values;
ii. For one accounting software audit trail was not enabled at database layer till June 30, 2025 and thereafter audit trail at the database level does not capture pre-modified values.
No instances of tampering with the audit trail feature were identified in respect of any of the accounting software reviewed. With regard to prior periods, the audit trail has been preserved in accordance with statutory record retention requirements, to the extent it was enabled and recorded in the respective years.
44 CHANGES IN GROUP STRUCTURE
(a) The Company had entered into a Share Purchase Agreement ("SPA") and a Shareholders Agreement ("SHA") on February 06, 2024 with TSA Process Equipments Private Limited (TSA) and its shareholders to acquire 51% equity shares in TSA subject to certain conditions precedents to the SPA. The Company had completed the acquisition of 51% equity shares in TSA for a consideration of Rs. 71.14 subject to certain adjustments with effect from
April 19, 2024 (date of acquisition). The shareholders of TSA (NCI of the subsidiary) have put option for selling balance stake of 49% to the Company at a value to be determined as per the terms of Shareholders Agreement.
TSA Process Equipments Private Limited is engaged in the business of developing, designing, supplying, installing and commissioning of complete turn-key solutions for varied water treatment and distribution needs for high purity plants, reverse osmosis plants, demineralisation plant and sterile ultrafiltration plant of any capacity. With the acquisition of 51% equity stake in TSA, it has become a subsidiary of the Company with effect from the closing date, enabling the Company to take advantage of emerging opportunities in high purity water solutions.
(b) In the previous year, the Company had entered into Share Purchase Agreement ("SPA") with Buildtech Products India Private Limited (“Buildtech”) and its Promoters on October 25, 2024 for acquiring 100% of the equity share capital of Buildtech. Buildtech is engaged in manufacturing admixtures, accelerators and capsules used in tunnels, infrastructure and railway projects. The Company has completed the acquisition of 100% equity share capital of Buildtech on December 17, 2024 (i.e., the closing date), for a cash consideration of Rs. 77.20 subject to completion of certain conditions precedent mentioned in the SPA. Accordingly, Buildtech has become a wholly owned subsidiary of the Company.
The Board of Directors of the Company, at its meeting held on October 17, 2025, approved a Scheme of Merger by Absorption of Buildtech, with and into the Company, subject to requisite approvals from the Hon’ble National Company Law Tribunal and other regulatory authorities, as may be required. The merger shall be accounted for as a common control business combination in accordance with Appendix C to Ind AS 103 - "Business Combinations". The Scheme will not have any impact on the consolidated financial statements of the Company and will not result in any change in its shareholding pattern or control.
47 Previous period figures have been regrouped/reclassified to conform to current year’s classification. These mainly include:
(c) In the previous year, on March 10, 2025, Thermax Chemical Solutions Private Limited (TCSPL), a wholly owned subsidiary of the Company, entered into a Share Subscription and Shareholders Agreement with Oswaldo Cruz Qufmica Industria E Comercio LTDA, Brazil (OCQ). The newly formed entity, Fortmax Chemicals India Private Limited (FCIPL) will engage in the manufacturing, trading, marketing, and sale of specialty chemicals and products within the Permitted Territories. TCSPL will hold a majority stake of 51% in the new company, while OCQ will hold the remaining 49%. On April 11, 2025, FCIPL has been incorporated with Authorised Share Capital of Rs. 15 and paid-up capital of Rs. 4.59.
(d) During the year, the Company subscribed to its entitlement in a rights issue offered by its subsidiary, Thermax Bioenergy Solutions Private Limited (TBSPL). Pursuant to the allotment, the Company’s shareholding in TBSPL increased from 65% to 76.97%. On August 13, 2025, the Company entered into a Share Purchase Agreement with Everenviro Resource Management Private Limited to acquire the balance 23.03% shareholding in TBSPL. Pursuant to the completion of this transaction, TBSPL has become a wholly owned subsidiary of the Company effective August 20, 2025.
(e) February 27, 2026, the Company has entered into a Share Subscription and Share Purchase Agreement and a Shareholders’ Agreement with ExactSpace Technologies Private Limited (ExactSpace), its Promoters and existing investors to acquire an additonal stake 35.83% (on a fully diluted basis) in ExactSpace. Accordingly, upon completion of the transaction dated April 09, 2026, ExactSpace has become a subsidiary of the Company.
45 All amounts disclosed in the financial statements and notes have been rounded off to the nearest crore as per the requirement of Schedule III, unless otherwise stated. Amounts below rounding off norm followed by the Company are disclosed as “0”.
46 OTHER ACCOUNTING POLICIES
Interest Income
For all debt instruments measured at amortised cost, interest income is recorded using the effective interest rate (EIR). EIR is the rate that exactly discounts the estimated future cash payments or receipts over the expected life of the financial instrument or a shorter period, where appropriate, to the gross carrying amount of the financial asset or to the amortised cost of a financial liability. Interest income is included in finance income in the Statement of profit and loss.
Dividend
Dividend is recgonised when the Company’s right to receive the payment is established.
Rental income
Rental income from operating leases (net of any incentives given to the lessee) is recognised on a straight-line basis over the lease term.
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