Terms/rights attached to the equity shares
Details of the rights, preferences and restrictions attaching to each class of shares including restrictions on the distribution of dividends and the repayment of capital.
The Company has only one class of Equity shares having a par value of ? 5/-per share (Previous Year ? 5/-per share) Each holder of equity shares is entitled to one vote per share. Dividend is payable in the proportion to the Capital Paid up. In the event of liquidation of the Company, the holders of equity shares will be entitled to receive any of the remaining assets of the company, after distribution of all preferential amounts. The distribution will be in proportion to the number of equity shares held by the shareholders.
Pertains to adjustments towards reversal of liabilities on account of Term Loan and Preference share capital. SECURITIES PREMIUM RESERVE
Securities premium is used to record the premium on issue of shares. The reserve can be utilised in accordance with the provisions of the Act.
CAPITAL REDEMPTION RESERVE (CRR)
Preference Shares were redeemed in past by creating CRR by transferring from Retained Earnings in earlier years as per the requirements of the erstwhile Companies Act, 1956. The reserve can be utilised in accordance with the provisions of the Act for issue of Bonus Shares.
GENERALRESERVE
General Reserve represents amounts transferred from Retained Earnings in earlier years as per the requirements of the erstwhile Companies Act, 1956. The reserve can be utilised in accordance with the provisions of the Act. Declaration of dividend out of such reserve shall not be made except in accordance with the rules prescribed in this behalf under the Act.
REVALUATION RESERVE
The revaluation reserve is credited on account of revaluation of freehold land. It is not available for distribution as dividend.
Term Loans from Bank comprises of :
Term loans of Rs 693.37 Lacs (Previous year Rs. Nil) including current maturity are secured by first pari-passu charge on Land & Building, Plant Machinery & Equipments pertaining to Dhule plant situated at Nardana Industrial Area, Dhule and 2nd Pari-passu Charge by way Hypothecation on entire current assets of company. Interest on the loans are payable @ 8.70% p.a.. (Previous year @ Nil) as at year end. Loans are repayable in 60 monthly installments starting from April-2026.
Terms and Conditions of Borrowings
Working Capital facilities from Banks are secured against hypothecation of entire current assets and first pari-passu charge over movable and immovable properties of the company.
The above working capital facilities are further secured by first pari-passu on Fixed Deposit Receipts of ' 198.02 Lacs (Previous year ' 188.11 Lacs) along with equitable mortgage of the property situated at Mumbai owned by another Company and guaranteed by personal guarantee of Ex Chairman & Managing Director and Corporate guarantee by another company.
Amount due on bills discounted will be payable within 6 months.
The quarterly returns / statements of current assets filed with banks are in agreement with the books of accounts. The Company is not declared wilful defaulter by any bank or financial institution or other lender.
All cha rges or satisfaction of charges are registered with the ROC within the statutory period.
The sensitivity analysis have been determined based on reasonably possible changes of the respective assumptions occurring at the end of the reporting period, while holding all other assumptions constant.
The sensitivity analysis presented above may not be representative of the actual change in the projected benefit obligation as it is unlikely that the change in assumptions would occur in isolation of one another as some of the assumptions may be correlated.
Furthermore, in presenting the above sensitivity analysis, the present value of the projected benefit obligation has been calculated using the projected unit credit method at the end of the reporting period, which is the same method as applied in calculating the projected benefit obligation as recognised in the balance sheet.
There was no change in the methods and assumptions used in preparing the sensitivity analysis from prior years. Characteristics of defined benefit plan
The Company has a defined benefit gratuity plan in India (funded). The company’s defined benefit gratuity plan is a final salary plan for employees, which requires contributions to be made to a separately administered fund. The fund is managed by a trust which is governed by the Board of Trustees. The Board of Trustees are responsible for the administration of the plan assets and for the definition of the investment strategy
Risks associated with defined benefit plan
Gratuity is a defined benefit plan and company is exposed to the Following Risks:
Interest rate risk: A fall in the discount rate which is linked to the Government securities Rate will increase the present value of the liability requiring higher provision. A fall in the discount rate generally increases the mark to market value of the assets depending on the duration of asset.
Salary Risk: The present value of the defined benefit plan liability is calculated by reference to the future salaries of members. As such, an increase in the salary of the members more than assumed level will increase the plan's liability.
Investment Risk: The present value of the defined benefit plan liability is calculated using a discount rate which is determined by reference to market yields at the end of the reporting period on government bonds. If the return on plan asset is below this rate, it will create a plan deficit. Currently, for the plan in India, it has a relatively balanced mix of investments in government securities, and other debt instruments.
Asset Liability Matching Risk: The plan faces the ALM risk as to the matching cash flow. Since the plan is invested in lines of Rule 101 of Income Tax Rules, 1962, this generally reduces ALM risk.
Mortality risk: Since the benefits under the plan is not payable for life time and payable till retirement age only, plan does not have any longevity risk.
Concentration Risk: Plan is having a concentration risk as all the assets are invested with the insurance company and a default will wipe out all the assets. Although probability of this is very less as insurance companies have to follow regulatory guidelines.
Change Characteristics of defined benefit plans
During the year, there were no plan amendments, curtailments and settlements.
A separate trust fund is created to manage the Gratuity plan and the contributions towards the trust fund is done as guided by rule 103 of Income Tax Rules, 1962.
Employee Stock Option Plan
(a) Employee Stock Option Plan 2025:
Pursuant to the resolutions passed by the Board on Tuesday, October 14, 2025 and by the shareholders on Wednesday, November 26, 2025, the Company has approved the Employee Stock Option Plan 2025 (“ESOP-2025”) for issue of employee stock options (“ESOPs”). The primary objective of ESOP 2025 is to reward the employees and to retain and motivate the employees of the Company, as the case may be, by way of rewarding their high performance and motivate them to contribute to the overall corporate growth and profitability.
The eligibility of the Employees will be based on designation, period of service, performance linked parameters such as work performance and such other criteria as may be determined by the Nomination and Remuneration Committee at its sole discretion, from time to time.
Options granted under Plan shall vest not earlier than 1 (One) year and not later than maximum Vesting Period of 3 (Three) years from the date of Grant.
During the year, Nil equity shares were granted under Employee Stock Option Plan 2025 (“ESOP-2025”).
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Notes to the Financial Statements for the year ended 31.03.2026
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(f in lacs)
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38
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CONTINGENT LIABILITY AND COMMITMENTS
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As at 31.03.2026
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As at 31.03.2025
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a
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Contingent Liabilities not provided for
Royalty on rock phosphates.
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116.09
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116.09
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ii
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Custom duty, Sales tax, Entry Tax and others.
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7,001.06
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9,244.89
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iii
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Wages.
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63.85
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57.17
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iv
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Consumer Court Cases
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71.87
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66.63
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b
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Guarantees
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Amount of Bank Guarantee issued by banks.
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125.89
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93.94
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c
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Commitments
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Estimated Amount of Capital Contracts Pending to be executed (Net of Advances).
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2,970.72
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1,265.61
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*During the Previous financial year, the Company has opted for settlement of long-pending income tax disputes pertaining to the Assessment Years 2010-11 & 2011-12 under the Government of India’s Vivad se Vishwas Scheme. In accordance with the terms of the scheme, the Company has paid a total amount of f 494.12 Lacs towards full and final settlement of the said disputes. The payment has been duly accounted for under earlier tax expenses in the Statement of Profit and Loss for the previous year. As a result, the related contingent liabilities disclosed in earlier periods, to the extent of the settled amount, stand extinguished.
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The Company has reviewed all its pending litigations & proceedings and has adequately provided for where provisions are required and disclosed the contingent liabilities where applicable. The Company does not expect the outcome of these proceedings to have materially adverse effect.
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Level 1 hierarchy includes financial instruments measured using quoted prices. This includes listed equity instruments that have quoted price. The fair value of equity instruments which are traded in the stock exchanges is valued using the closing price as at the reporting period.
Level 3- Valuation techniques for which the lowest level input that is significant to the fair value measurement is unobservable.
c) Risk management framework
The Company's principal financial liabilities include borrowing, trade and other payables. The Company's principal financial assets include loans, trade receivable, cash and cash equivalents and others. The Company also holds FVTOCI investments. The Company is exposed to credit risk, liquidity risk and market risk. The Company’s senior management oversees the management of these risks. The Company's senior management provides assurance that the Company's financial risk activities are governed by appropriate policies and procedures and that financial risks are identified, measured and managed in accordance with the Company's policies and risk objectives.
d) Financial Risk Management
The Company has exposure to the following risks arising from financial instruments:
i) Credit Risk
ii) Liquidity Risk
iii) Market Risk
i) 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, investment in inter corporate deposit and loans given.
The carrying amount of following financial assets represents the maximum credit exposure:
Trade receivables
Trade receivables are consisting of a large number of customers. The Company has credit evaluation policy, procedures and control for each customer and based on the evaluation credit limit of each customer is defined. Outstanding customer receivables are regularly monitored.
As per simplified approach, the Company makes provision of expected credit losses on trade receivables as per the Company's policy to mitigate the risk of default payments and makes appropriate provision at each reporting date wherever outstanding is for longer period and involves higher risk.
Other financial assets
Credit risk from balances with banks, loans, investments is managed by Company's finance department. Investments of surplus funds are made only with approved counterparties. No impairment on such investment has been recognised as on the reporting date.
ii) Liquidity Risk
Liquidity risk is the risk that the Company will encounter difficulty in meeting the obligations associated with its financial liabilities that are settled by delivering cash or another financial asset. The Company’s approach to managing liquidity is to ensure as far as possible that it will have sufficient liquidity to meet its liabilities when they are due, under both normal and stressed condition, without incurring unacceptable losses or risking damage to the Company’s reputation.
The Management monitors rolling forecasts of the Company's liquidity position on the basis of expected cash flows. The Company’s objective is to maintain a balance between continuity of funding and flexibility through the use of surplus funds, bank loans and inter-corporate loans.
iii) Market Risk
Market risk is the risk that changes in market prices such as foreign exchange rates, interest rates and commodity prices which will affect the Company’s income or the value of its holdings of financial instruments. The objective of market risk management is to manage and control market exposures within acceptable parameters, while optimising the return.
Currency risk
Foreign currency risk is the risk of impact related to fair value or future cash flows of an exposure in foreign currency, which fluctuate due to changes in foreign exchange rates. The Company’s exposure to the risk of changes in foreign exchange rates relates primarily to import of raw materials. When a derivative is entered for the purpose of being a hedge, the Company negotiates the terms of those derivatives to match the terms of the hedged exposure.
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’s exposure to the risk of changes in market interest rates relates primarily to the Company’s short-term borrowing. The Company constantly monitors the credit markets and rebalances its financing strategies to achieve an optimal maturity profile and financing cost. Since all the borrowings are on floating rate, no significant risk of change in interest rate.
The Company does not account for any fixed rate financial assets and liabilities at fair value through profit or loss. Therefore, a change in interest rate at the reporting date would not affect profit or loss.
Commodity price risk
Commodity price risk for the Company is mainly related to fluctuations of raw materials prices linked to various external factors, which can affect the production cost of the Company. Company actively manages inventory and in many cases sale prices are linked to major raw material prices. To manage this risk, the Company enters into long-term supply agreement for Raw Material, identifying new sources of supply etc. Additionally, processes and policies related to such risks are reviewed and managed by senior management on continuous basis.
42 CAPITAL MANAGEMENT
The Company manages its capital to ensure that it will be able to continue as going concern while maximising the return to stakeholders through the optimisation of the debt and equity balance. The capital structure of the Company consists of net debt and the total equity of the Company. For this purpose, net debt is defined as total borrowings less cash and cash equivalents.
The Company manages its capital structure and makes adjustments in light of changes in economic conditions and the requirements of the financial covenants. The funding requirements are met through short-term/long-term borrowings. The Company monitors the capital structure on the basis of total debt to equity ratio and maturity profile of the overall debt portfolio of the Company.
45 No funds have been advanced or loaned or invested (either from borrowed funds or share premium or any other sources or kind of funds) by the Company to or in any other person(s) or entity(ies), including foreign entities (“Intermediaries”) with the understanding, whether recorded in writing or otherwise, that the Intermediary shall lend or invest in party identified by or on behalf of the Company (Ultimate Beneficiaries).
The Company has not received any fund from any party(s) (Funding Party) with the understanding that the Company shall whether, directly or indirectly lend or invest in other persons or entities identified by or on behalf of the Company (“Ultimate Beneficiaries”) or provide any guarantee, security or the like on behalf of the Ultimate Beneficiaries.
46 Based on the Company's performance, the Board of Directors have declared interim dividend of ? 0.50 per equity share (10% on face value of ? 5/- per share) in its meeting held on 14th October, 2025. The Board of Directors have also proposed to recommend a final dividend of ? 0.25 per equity share (5% face value of ? 5/- per share). Taking the total dividend to ? 0.75 per equity share (15% on face value of ? 5/- per share) for the financial year 20252026, (previous year ? 0.25 per equity share (5% on face value of ? 5/- per share). The proposed dividend subject to approval at the Annual General Meeting, will result in cash outflow of ? 22.12 lacs. Further, 2,65,39,512 equity shares held by the Promoters/Promoter Group have waived their right to receive the dividend declared/recommended by the Board for the year. Accordingly, the Promoters/Promoter Group have forgone dividend entitlement aggregating to ?199.05 lacs.
47 Previous year figures have been regrouped and re-arranged wherever necessary to confirm the current year presentation.
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