21.3 RIGHTS ATTACHED TO EQUITY SHARES
The Company has only one class of equity shares having a par value of ' 1/- per share. Each holder of equity shares is entitled to one vote per share at the general meetings of the Company. In the event of liquidation, the equity shareholders are eligible to receive the residual assets of the Company after distribution of all preferential amounts, in proportion to their shareholding.
21.6: During the year 2023-2024, the Company has issued 25,61,425 share warrants @ ' 1332/- (Face value ' 10/-) each. The Company
has received upfront 25% of the total issue amounting to ' 8529.55 Lakhs. During the current year, the Company has received the balance amount of ' 25588.64 Lakhs which is equivalent to remaining 75% of the Warrant. During the current financial year, the Company has converted total share warrants by alloting 2,56,14,250 equity shares @ ' 133.20 having face value of ' 1/- each with a premium of ' 132.20 each in two tranches, i.e dated 09.05.2024 & 24.01.2025.
21.7 The Company has not allotted any equity shares as fully paid up without receiving cash or as bonus shares or bought back any equity shares in immediately preceeding five years ended 31st March, 2025.
21.8 Dividend
Dividend paid during the year ended March 31, 2025 an amount of ' 0.10 per equity share face value of ' 1/- each towards final dividend for the year ended March 31, 2024.
The Board of Directors at their meeting held on May 28, 2025, recommended a final dividend of ' 0.15 @ 15% per equity shares of Re. 1/- each amounting to ' 0.15 for the financial year ended March 31, 2025. Final dividend is subject to the approval of the shareholders.
22.1 Nature and purpose of reserves
a) Securities premium reserve - Securities premium is used to record the premium on issue of shares. This will be utilised in accordance with the provisions of the Act.
b) General reserve - The General reserve is created by way of transfer of profits from retained earnings for appropriation purposes. This reserve is utilised in accordance with the provisions of the Act.
c) Retained earnings is the profits/(loss) that the Company has earned/incurred till date, less any transfers to general reserve, dividends or other distributions paid to shareholders. Retained earnings include re-measurement loss / (gain) on defined benefit plans, net of taxes that will not be reclassified to Statement of Profit and Loss. Retained earnings is a free reserve available to the Company and eligible for distribution to shareholders. Positive balance of retained earnings represents net earnings till date.
23.3 Term loan - 2 : By Axis Bank Limited is secured by exclusive charge by way of equitable mortgage of the office space in Unit 1011A, at Prestige Skytech, Nanakramguda, Hyderabad.
23.4 Term loan - 3 : By Axis Bank Limited is secured by exclusive first charge on fixed assets (4MW solar power plant) created out of the term loan extended by the term lender and also by pari passu first charge on the movable fixed assets (Except vehicles) and immovable fixed assets of the Company including EM of the Company land and buildings along with other lenders.
23.5 Government of Andhra Pradesh vide letter No.20/2/6/1369/ID dated 08-10-1996 and letter No.30/1/2002/0300/0300/ FD dated 10-042002 had sanctioned sales tax deferment for an amount of ' 918.54 lakhs and ' 514.51 lakhs respectively for a period of 14 years to the Company in respect of Chlorpyriphos plant. The sanction of ' 918.54 lakhs under letter No.20/2/6/1369/ID dated 08-10-1996 has expired its utilization on 28th February, 2010 and sanction of ' 514.51 lakhs under letter No.30/1/2002/0300/0300/FD dated 10-042002 has expired its utilisation on 14th February, 2016. The Company has availed an aggregate deferment loan of ' 563.17 lakhs under the above sanctions. The repayment has commenced and an amount of ' 331.16 lakhs has been paid till 31.03.2025. Additionally, the deferment amount payable for the years 2019-20, 2020-21 & 2021-22 aggregating to ' 62.20 lakhs was placed in the form of fixed deposits with banks as per orders of the Honourable High Court of AP. Thus the liability under sales tax deferment reflected is inclusive of the above deposits which have to be paid to the government as per the final orders to be received.
23.6. a. The Company has been sanctioned new term loans of ' 1500 lakhs & ' 900 lakhs during the financial year 2024-25 however, during the financial year 2024-25, the Company has drawn ' 2199 lakhs only out of the sanctioned amount.
28.2 Working Capital Facilities :
Working capital facilities extended by State Bank of India, Axis Bank Limited, RBL Bank Limited & ICICI Bank Limited are secured as mentioned below.
i) Primary Security:
Pari Passu first charge on current assets of the Company (Present and Future) for Limits sanctioned by SBI, Axis, ICICI & RBL Banks.
ii) Collateral Security :
Pari-passu first charge on movable fixed assets of the Company (both present and future) except vehicles and assets created out of
term loans from Axis Bank Limited and equitable mortgage of the company's factory land and buildings in an extent of 71.68 acres situated at Cheruvukommupalem, Ongole.
28.3 The Company has obtained working capital loan from following Bank/ Financial Institution:
a. During the financial year 2024-25, the Company has not availed any additional working capital facilities.
b. During the financial year 2023-24, the Company has taken additional working capital facilities of ' 20 Crores.
30.3 The management has identified enterprises which have provided goods and services to the Company and which qualify under the definition of Micro and Small Enterprises, as defined under Micro, Small and Medium Enterprises Development Act, 2006 (MSMEDA). Accordingly, the disclosure in respect of the amounts payable to such enterprises as at 31 March 2024 has been made in the financial statements based on information received and available with the Company.
30.4 Terms and conditions of the above financial liabilities:
Trade payables are non-interest bearing and are normally settled on 30-180 days terms.
47.2 Defined Benefit Plans
47.2A Gratuity
The Company has a defined benefit gratuity plan governed by Payment of Gratuity Act, 1972. Every employee who has completed five years or more of service is entitled to a gratuity on departure, at 15 days salary for each completed year of service. The scheme is funded through a policy with Life Insurance Corporation of India.
The most recent actuarial valuation of the defined benefit obligation along with the fair valuation of the plan assets in relation to the gratuity scheme was carried out as at 31 March 2025. The present value of the defined benefit obligations and the related current service cost and past service cost, were measured using the Projected Unit Credit Method. Based on the actuarial valuation obtained in this respect, the following table sets out the details of the employee benefit obligation and the plan assets as at balance sheet date:
* Pertains to income tax demand/matters on account of deductions / re-opening for earlier years, pending appeals filed consequent to order passed by Honourable Income Tax Tribunal to restore the issue to the file of Commissioner of Income Tax (Appeals) with a direction to adjudicate the issue of validity of reassessment proceedings as well as claim of deductions.
** The Andhra Pradesh Electricity Regulatory Commission (APERC) has issued True up/ Tariff Order and press release regarding the Fuel and Power Purchase Cost Adjustment (FPPCA) under OP Nos. 57 to 68 of 2024 for the year 2022-23 and OP Nos. 69, 70 and 71 of 2024 for the year 2023-24. As per this order, the DISCOM is required to recover the FPPCA amounts for the years 2022-23 and 2023-24 from consumers, at rates determined by the Commission, spread over 15 and 24 monthly instalments respectively.
DISCOM has already started billing these amounts from November 2024 onwards, and as of 31st March 2025, a total of ' 80.21 lakhs- 45.75 lakhs for the year
2022-23 and ' 34.46 lakhs for the year 2023-24) has been recovered, which is debited as revenue expenditure. The estimated total liability as on 31st March, 2025 is ' 149.02 lakhs relating to the year 2022-23 and ' 133.89 lakhs for the year 2023-24.
The Company has challenged this recovery before the Hon'ble Appellate Tribunal for Electricity (APTEL) and has obtained a legal opinion, which suggests that the Company has a strong case against the recovery. Based on the facts and legal advice, the Company has not made any provision for the remaining amounts to be paid in future instalments. However, as a matter of prudence, the amounts paid are charged to P&L account. If the Hon'ble Court orders a refund, the Company will reverse the amount accordingly.
(In respect of the above matters, future cash outflows in respect of contingent liabilities are determinable only on receipt of judgments pending at various forums / authorities. The Company has assessed that it is only possible but not probable that the outflow of economic resources will be required)
49 During the year 2018-19, Company paid ' 26.21 lakhs and ' 13.71 lakhs on account of CVD and SAD towards shortfall quantity of their export obligation in respect of two advance authorization licences granted to it. The Company has filed for a refund of the CVD & SAD as per the provisions of Sec. 142(3) of CGST Act. Refund application of the Company has been rejected by the Asst. Commissioner of Central Taxes, CGST Division vide its order dated 14.05.2020. Later, the Company made an Appeal with the Commissioner of Appeals, which was also rejected, vide order dated 30.10.2020. On 28.01.2021, the Company preferred further appeal with The Customs, Excise and Service Tax Appellate Tribunal Regional Bench, Hyderabad which is admitted by the Appellate Tribunal vide letter dated 21-06-2021. Hence, no provision is made in the books of the Company.
50 SEGMENT REPORTING :
a. Basis of Segmentation
The company operates only in one business segment viz. 'manufacturing and sale of crop care chemicals' and hence no separate information for primary segment wise disclosure is required.
b. Geographic Information:
The geographic information analyses the Company's revenues and non-current assets by the Company's country of domicile and other continents In presenting geographic information, segment revenue has been based on the selling location in relation to sales to customers and segment assets are based on geographical location of assets.
59 The title in respect of self-constructed buildings and title deeds of all other immovable properties, disclosed in the financial statements included under Property,Plant and Equipment are held in the name of the Company as at the balance sheet date.
60 The Company has not extended any loans or advances in the nature of loans to its promoters, directors, key managerial personnel and its related parties, as defined under the Act, during the years ended 31 March 2025 and 31 March 2024.
61 The Company does not have any Benami property, where any proceeding has been initiated or pending against the company for holding any Benami property.
62 Wilful Defaulter
The Company has not defaulted in servicing the debt availed from banks, financial Institutions or any other lender and is therefore not a defaulter or wilful defaulter as defined by RBI Circular.
63 Relationship with Struck off Companies under section 248 of the Companies Act, 2013 or section 560 of Companies Act, 1956.
The Company does not have any transactions with companies struck off under section 248 of the Companies Act, 2013 or section 560 of Companies Act, 1956.
64 Registration of charges or satisfaction with Registrar of Companies :
The Company does not have any pending charges to be created or satisfaction charge to be filed with ROC beyond the statutory period.
65 Compliance with number of layers of companies :
The company has complied with the number of layers prescribed under clause (87) of section 2 of the Act read with the Companies (Restriction on number of Layers) Rules, 2017.
66 Complaince with approved schemes
The Company has not entered into a scheme of arrangement during the year and previous year.
67 Undisclosed income
The Company does not have any undisclosed income which is not recorded in the books of account that has been surrendered or disclosed as income during the current year as well as in the previous 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.
68 Details of Crypto Currency or Virtual Currency
The Company has not traded or invested in Crypto currency or Virtual Currency during the financial year.
69 Utilisation of Borrowed funds and share premium:
(i) The Company has not advanced or loaned or invested funds to any other person(s) or entity(ies), including foreign entities (Intermediaries) out of its borrowed funds or share premium or any other source 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
(ii) The Company has 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,
70 Fair values of financial assets and financial liabilities
The fair value of other current financial assets, cash and cash equivalents, trade receivables investments trade payables, short-term borrowings and other financial liabilities approximate the carrying amounts because of the short term nature of these financial instruments.
The amortized cost using effective interest rate (EIR) of non-current financial assets consisting of security and term deposits are not significantly different from the carrying amount.
Financial assets that are neither past due nor impaired include cash and cash equivalents, security deposits, term deposits, and other financial assets.
Non-current borrowing comprises term loan from the banks. The impact of fair value on such portion is not material and therefore not considered for above disclosure.
Non-current borrowings comprises of Inter corporate borrowing has been valued at amortised cost using Effective Interest Rate (EIR). FINANCIAL INSTRUMENTS - FAIR VALUES
When measuring the fair value of a financial asset or a financial liability, the Company uses observable market data as far as possible. Fair values are categorised into different levels in a fair value hierarchy based on the inputs used in the valuation techniques as follows.
- Level 1 - Quoted price (unadjusted) in active markets for identical assets or liabilities
- Level 2 - Inputs other than quoted price included in Level 1 that are observable for the assets or liability, either directly (i.e. as prices) or indirectly (i.e. derived from prices)
- Level 3 - Inputs for the asset or liability that is not based on observable market data (unobservable inputs)
The carrying amounts and fair values of financial instruments by category are as follows:
71 Risk management
Financial Risk Management objectives & Policies
The Company's financial risk management is an integral part of how to plan and execute its business strategies. The Company's activity exposes it to market risk, commodity risk and credit risk. In order to minimise any adverse effects on the financial performance of the Company, the Company evaluates various options and may enter into derivative financial instruments like foreign exchange forward contracts, foreign currency option contracts in order to hedge certain foreign currency risk exposures and interest rate swaps to hedge variable interest rate exposures. Derivatives, if entered into, are used exclusively for hedging purposes and not as trading or speculative instruments.
The Company's financial risk management policy is set by the Managing Director and governed by overall direction of Board of Directors of the Company. Market risk is the risk of loss of future earnings, fair values or future cash flows that may result from a change in the price of a financial instrument. The value of a financial instrument may change as a result of changes in the interest rate, foreign currency exchange rates, equity prices and other market changes that affect market risk sensitive instruments. Market risk is attributable to all market risk sensitive financial instruments including investments and deposits, foreign currency receivables, payables and loans and borrowings.
71.1 Credit Risk
Credit risk arises from the possibility that the counter party may not be able to settle their obligations as agreed. To manage this, the Company periodically assesses financial reliability of customers, taking into account the financial conditions, current economic trends, and analysis of historical bad debts and ageing of accounts receivable. Individual risk limits are set accordingly.
a) Trade and other receivables
The Company's exposure to credit risk is influenced mainly by the individual characteristics of each customer. The demographics of the customer, including the default risk of the industry and country in which the customer operates, also has an influence on credit risk assessment. Credit risk is managed through credit approvals, establishing credit limits and continuously monitoring the creditworthiness of customers to which the Company grants credit terms in the normal course of business.
The Company allocates each exposure to a credit risk grade based on a variety of data that is determined to be predictive of the risk of loss (e.g. timeliness of payments, available press information etc.) and applying experienced credit judgment. Exposures to customers outstanding at the end of each reporting period are reviewed by the Company to determine incurred and expected credit losses. Historical trends of impairment of trade receivables do not reflect any significant credit losses. Given that the macro economic indicators affecting customers of the Company have not undergone any substantial change, the Company expects the historical trend of minimal credit losses to continue.
b) Cash and Cash Equivalents
The Company held cash and cash equivalents of ' 16,12,27,995/- at March 31, 2025 (March 31, 2024: ' 6,72,33,633/-). This includes the cash and cash equivalents held with the bank and the cash on hand with the Company.
71.2 Liquidity Risk
Liquidity risk is the risk in terms of difficulty in meeting the obligations associated with its financial liabilities that are settled by delivering cash or another financial asset. The Company's approach to managing liquidity is to ensure, as far as possible, that it will have sufficient liquidity to meet its liabilities when they are due, under both normal and stressed conditions, without incurring unacceptable losses or risking damage to the Company's reputation.
The Company has obtained fund and non-fund based working capital loans from bank. The borrowed funds are generally applied for Company's own operational activities.
Exposure to liquidity risk:
a) The following are the remaining contractual maturities of financial liabilities at the reporting date.
b) Interest Rate Risk
Interest rate risk can be either fair value interest rate risk or cash flow interest rate risk. Fair value interest rate risk is the risk of changes in fair values of fixed interest bearing investments because of fluctuations in the interest rates. The company's exposure to the risk of changes in the market interest rate relates primarily to the company's long term debt obligations with floating interest rates. The company's interest rate exposure is mainly related to variable interest rates debt obligations. The Company manages the liquidity and fund requirements for its day to day operations like working capital, suppliers/buyers credit.
The Company does not account for any fixed-rate financial assets or financial liabilities at fair value through profit or loss. Therefore, a change in interest rates at the reporting date would not affect profit or loss.
Cash flow sensitivity analysis for variable-rate instruments
The risk estimates provided assume a change of 25 basis points interest rate for the interest rate benchmark as applicable to the borrowings summarised above. This calculation assumes that the change occurs at the balance sheet date and has been calculated based on risk exposures outstanding as at that date assuming that all other variables, in particular foreign currency exchange rates, remain constant. The period end balances are not necessarily representative of the average debt outstanding during the period.
71.3 a) Market Risk
Market risk is the possibility of losses that may be incurred by the company due to factors that affect the overall performance of the company - such as foreign exchange rates, interest rates, recessions etc. Market risk is attributable to all market risk sensitive financial instruments including foreign currency receivables and payables and long term debt. We are exposed to market risk primarily due to the fluctuations in the rate of interest for borrowings from banks, recession in the market, foreign exchange rate fluctuation etc.
71.3 b) Currency Risk
The fluctuation in foreign currency exchange rates may have potential impact on the statement of profit or loss and other comprehensive income, where any transaction references more than one currency or where assets / liabilities are denominated in a currency other than the functional currency of the respective entities. Considering the countries and economic environment in which the Company operates, its operations are subject to risks arising from fluctuations in exchange rates in those countries. The risks primarily relate to fluctuations in US Dollar against the functional currencies of the Company. The Company, as per its risk management policy, uses natural hedge technique of adjusting foreign currency receivables against currency payables. The Company evaluates the impact of foreign exchange rate fluctuations by assessing its exposure to exchange rate risks. Exposure to all other foreign currencies other than US Dollar is not material.
71.4 D) Credit risk
Credit risk is the risk of financial loss to the Company if a customer or counterparty to a financial instrument fails to meet its contractual obligations, and arises principally from the Company's receivables from customers. Credit risk is managed through credit approvals, establishing credit limits and continuously monitoring the creditworthiness of customers to which the Company grants credit terms in the normal course of business. The Company establishes an allowance for doubtful debts and impairment that represents its estimate of incurred losses in respect of trade and other receivables and investments.
72 Capital risk management
For the purpose of the Company's capital management, capital includes issued capital and other equity reserves. The primary objective of the Company's Capital Management is to maximize shareholders value. The Company manages its capital structure and makes adjustments in the light of changes in economic environment and the requirements of the financial covenants.
73 Events after the reporting period
Subsequent to the end of the reporting period, but before the approval of the financial statements, the Company has converted the loan amounting to ' 36753 lakhs given to its subsidiary, Bheema Fine Chemicals Private Limited, into equity share capital. The Company got allotment of 4,08,36,237 Equity shares of face value of ' 10/- each at an issue price of ' 90/- each (including a premium of ' 80/- each). This event does not impact the financial position as at the reporting date but represents a non-adjusting event as per Ind AS 10 - Events after the Reporting Period. Accordingly, no adjustment has been made in the books of accounts for the year ended 31st March, 2025.
74 The Code on Social Security 2020
The Code on Social Security 2020 ('the Code') relating to employee benefits, during the employment and post-employment, has received Presidential assent on September 28, 2020. The Code has been published in the Gazette of India. Further, the Ministry of Labour and Employment has released draft rules for the Code on November 13, 2020. However, the effective date from which the changes are applicable is yet to be notified and rules for quantifying the financial impact are also not yet issued.
The Company will assess the impact of the Code and will give appropriate impact in the financial statements in the period in which, the Code becomes effective and the related rules to determine the financial impact are published.
75 Figures of the Previous year are regrouped / reclassified wherever considered necessary and rounded off to the nearest lakh.
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