Ref: MOL/2024-25/20

June 15, 2024

To, To,
National Stock Exchange of India BSE Limited
Limited Floor- 25, P J Tower,
“Exchange Plaza”, Bandra-Kurla Complex, Dalal Street,
Bandra (East) Mumbai 400 001
Mumbai 400 051 Scrip Code:- 543331
SYMBOL:- MOL

Dear Sir,
Sub: - Annual Report of the Company for FY2023-24
Pursuant to Regulation 34 of SEBI (Listing Obligations and Disclosure Requirements)
Regulations, 2015, we wish to inform that the 5th Annual General Meeting(AGM) of the
members of the Company is scheduled to be held on Tuesday, July 9, 2024 at 12:00 noon IST
through Video Conferencing ("VC") / Other Audio Visual Means ("OAVM") ") in accordance
with the provisions of Companies Act, 2013 read with latest General Circular dated No:
09/2023 dated September 25, 2023 together with earlier circulars issued in this regard by the
Ministry of Corporate Affairs ('MCA Circulars') and SEBI (Listing Obligations and Disclosure
Requirements), Regulations, 2015 read with latest Circular dated October 7, 2023 together
with earlier circulars issued in this regard by the Securities and Exchange Board of India ('SEBI
Circulars').

We enclose herewith Annual Report of the Company for FY 2023-24 for information of
Members, which is also available on Company’s website at https://meghmani.com/wp-
content/uploads/2024/06/Annual-Report-2023-24.pdf. The Business Responsibility and
Sustainable Reporting for FY 2023-24 is available at https://meghmani.com/wp-
content/uploads/2024/06/BRSR-2023-24.pdf.

The above intimation shall be treated as due compliance of respective provisions under the
Companies Act, 2013 and SEBI (Listing obligation and Disclosure Requirements) Regulations,
2015.

Thanking you,
Yours faithfully,
For Meghmani Organics Limited
JAYESH
Digitally signed by JAYESH RAVJIBHAI PATEL
DN: c=IN, o=Personal,
pseudonym=97BD5E7019E8731393D598B203A2A5213B9BA8F7,
2.5.4.20=9c6760401a349b2cfab40f07539b88229b48fc1821bb222944a

RAVJIBHAI PATEL
be410c508220b, postalCode=380058, st=Gujarat,
serialNumber=C39D869609EE0908072DAFB75A616264536BD76C5261
FF1C9895A39885BDF0D8, cn=JAYESH RAVJIBHAI PATEL
Date: 2024.06.15 18:21:19 +05'30'

Jayesh Patel
Company Secretary & Compliance Officer
Mem.No: A14898

Encl: As above
Meghmani Organics Limited
Annual Report 2023-24

Innovation.
Transformation.
Expansion.
Our Mission
We will lead… through

Innovation & Efficiency

Empowered work environment

Speed of decision making

Ethical way of functioning

Business integrity

Honouring commitments

Focusing on results
A
Corporate Overview

Inside
04 FY2024 in a nutshell
06 An enduring journey of over three decades
08 Making our presence felt in India and abroad
10 Drawing strength from our core competencies

this
12 An extensive portfolio of quality products
18 Message from the Chairman & Managing Director
20 Strategically driving growth
26 Ensuring excellence through innovation and R&D

Report
28 Nurturing an engaged and motivated workforce
32 Towards a sustainable tomorrow
34 Making holistic change a priority
36 Leading with good governance
38 Board of Directors
41 Corporate Information

B
Statutory Reports
43 Management Discussion and Analysis
52 Directors’ Report
63 Corporate Governance Report

C
Financial Statements
91 Standalone Independent Auditor’s Report
100 Standalone Financial Statements
To view Annual Report 2023-24 online:
172 Consolidated Independent Auditor’s Report https://meghmani.com/wp-content/
uploads/2024/06/Annual-Report-2023-24.pdf
180 Consolidated Financial Statements

To view BRSR 2023-24 online:

248 Notice of Annual General Meeting https://meghmani.com/wp-content/
uploads/2024/06/BRSR-2023-24.pdf
Innovation.
Transformation.
Expansion.
Over the years, we have built
synergies to strengthen our
foothold in the agrochemical
industry and retain our
competitive edge. With a strong
focus on innovation and rapid
adoption of new technologies,
we have facilitated value
creation and strategically
expanded our foray into new
product lines.
Leveraging over three decades of experience, we
have positioned Meghmani as a diversified chemical
company with a focus on organic chemistry. Our
presence in different countries around the world and
continuous investment in Research and Development
has enabled us to introduce sustainable products to
the market. At the same time, we have maintained a
thrust on diversifying our product portfolio.
Recently, we have commissioned Nano Urea plant,
marking our entry into the crop nutrition segment
through the development of liquid fertilizer and in the
pigment segment we commissioned Co-gen Power
Plant at Titanium Dioxide (TiO2) Plant to reduce energy
costs – a step that is aligned to the country’s emphasis
on ‘Atmanirbhar Bharat’ and ‘Make in India’ products.

While these developments would be pivotal in

our growth journey, it would also result in our
transformation into a future-focused organisation.
We have built vertically integrated facilities for
key products, continuously improved our internal
capabilities and emphasised on timely execution
through capacity development. Alongside, we have
kept an eye on our sustainability endeavours through
the development of innovative and eco-friendly
products that minimise our carbon footprint and
empower us to build a better future for generations
to come.

Looking ahead, we are poised to expand our reach and

enable sustainable growth – riding on our innovative
approach to usher in steady transformations that keep
us attuned to the demands of an evolving chemical
space.
FY2024 in a nutshell

Driven by the Vision - To constantly endeavour to create a

sustainable position as one of the leading and diversified chemical
companies with a strong manufacturing base in ‘Organic Chemistry’
aiming for global presence with worldwide product acceptability.

Strategic Initiatives Financial Performance Crop Protection Pigment Segment

Segment

Commissioned Nano Urea (Liquid) ₹H 1,539.9 crore 36,780 metric tons 13,721 metric tons
Fertilizer Plant at Sanand, Gujarat Revenue Production Production

Reducing Carbon Footprint ₹H 9.5 crore 67% 41%

EBITDA Capacity Utilisation Capacity Utilisation
X MOL commissioned 2.0 MW
Wind Solar Hybrid Power Plant
to meet its energy requirements 0.38x 10 Million 90%
for agro business debt-to-equity ratio Indian Farmers engaged Repeat business

X Meghmani Crop Nutrients

Ltd (MCNL) commissioned a
300KW Solar Rooftop Power
Plant to meet its energy
requirements

Commissioned Co-gen Power Plant

at Titanium Dioxide (TiO2) Plant to
reduce energy costs Revenue mix
Crop protection 70%
75+ Countries
Nano Urea and Titanium Dioxide Global presence
(TiO2) are aligned to ‘Make in India’ Pigments 30%
and ‘Atmanirbhar Bharat’ visions

Sustainably driving
value creation
Top 3 9
Global players in Phthalocyanine- Integrated manufacturing
Meghmani Organics Ltd. (MOL) is a
based pigments facilities
fully integrated, diversified chemical
company with a robust global presence
and a comprehensive product portfolio
spanning Crop Protection, Crop
75+ 3,500+
Nutrition and Pigments. With over Countries Distributors and dealers
three decades of experience in the across India
agrochemical industry, we manufacture
three broad categories of agrochemicals
– Insecticides, Herbicides, and
Intermediates. Our focus on continuous
Research & Development have enabled
us to consistently introduce innovative
solutions to the market. Accreditation for Agro Division Recognition from EcoVadis

04 Annual Report 2023-24

 Corporate Overview
Insecticides, Herbicides
Intermediates
Crop
Protection

Statutory Reports
Product portfolio

Phthalocyanine (Blue & Green),

Nano Urea (liquid) Crop Pigments Azo, High Performance, Titanium
fertilizer Nutrition Dioxide (TiO2)

Financial Statements
Manufacturing Excellence
Located in the chemical belt of Gujarat,
India, our state-of-the-art manufacturing
facilities are equipped with modern
technology and adhere to international
standards of quality and safety. These
facilities are operated by a highly skilled
team of professionals dedicated to
maintaining the highest levels of quality
and safety across our manufacturing
processes.

Certified for ISO 9001, ISO 14001, ISO

18001, and ISO 45001

Commitment to innovation
We are committed to continuous
improvement and innovation. We invest
heavily in research and development to
bring improved and sustainable products
to the market. Our focus on innovation
ensures that we remain at the forefront
of the chemical industry, delivering
exceptional goods and services to a
global clientele.

Client satisfaction
Customer satisfaction is at the core of our
business philosophy. We strive to provide
exceptional products and services to
meet evolving customer expectations,
specifically designed to meet the
requirements of different industries.

Annual Report 2023-24 05

An enduring journey of over three decades

1986
Started Partnership Firm
to manufacture Pigment
Green 7 (Phthalocynine
1996
Green 7) at Vatva Set up a Pigments

1995
manufacturing plant at
Panoli

Set up crop protection

manufacturing plant at
Chharodi

2017
2010 GLP Accredited Lab and
expansion of R&D facility
Commissioned 10,800 TPA
2,4-D Herbicides Plant
at Dahej

2013
Set up Pigment manufacturing
facilities at Dahej SEZ

06 Annual Report 2023-24

 Corporate Overview
2004

Statutory Reports
Listing of Equity

2003
Shares on Singapore
Exchange through
Depository Mechanism
2006
2007
Commissioned 7200
Acquired Crop Protection TPA New Formulation
Plant at GIDC Ankleshwar plant at Panoli

Financial Statements
Listing of Equity
Shares on NSE
and BSE

2023 2024
2021 X Commissioned new Multi
Purpose Plant (MPP) in
X Commissioned Nano Urea
Liquid Fertilizer plant at
Crop Protection segment Sanand
X Expansion in Crop Protection
for producing new age
segment – Doubling the
high value products X Commissioned Co-gen power
capacity of 2,4-D Herbicides
plant at Titanium Dioxide
Plant from 10,800 TPA to Accredited with
X (TiO2) facility
21,600 TPA. Increased Responsible Care®
Formulation plant capacity to certification by Indian X Recognized with EcoVadis
13,500 TPA Chemical Council, “Committed Badge” for our
apex industry body commitment to sustainability
X Forays into new pigment
representing chemical
Titanium Dioxide (TiO2) by
industry in India pursuing
the acquisition of Kilburn
“Responsible Care
Chemicals Limited (wholly
Programme”
owned subsidiary)

Annual Report 2023-24 07

Making our presence felt in India and abroad

75+
Countries

9
Integrated manufacturing
facilities

• Ahmedabad
Corporate Office

• Chharodi

• Vatva
• Sanand

• Dahej

� Crop Nutrition Plant

• Ankleshwar � Pigment Plant

� R&D Center

� Agro III Plant � Agro II Plant • Panoli

� Agro V Plant (MPP)

� Pigment Plant
� Titanium Dioxide

(TiO2) Plant � Agro IV Plant

� Pigment Plant

08 Annual Report 2023-24

Annual Report 2023-24
09
Financial Statements Statutory Reports Corporate Overview
Drawing strength from our core competencies

Extensive Industry Expertise Advanced Manufacturing and Diversified Product Portfolio

Since our inception in 1986, we have
R&D Capabilities and Global Reach
developed a deep understanding of Our state-of-the-art manufacturing Our product basket is diverse, catering
the chemical industry. It has enabled facilities are located in the chemical to the needs of various industries. It
us to gather the skills and knowledge belt of Gujarat. Through backward has also resulted in a well-diversified
required to offer world-class products. integration and a constant focus on our revenue stream for our Company.
Today, our product range spans across R&D capabilities, we have developed
three key segments: Crop Protection, advanced manufacturing facilities that X Geographical Diversification:
Crop Nutrition and Pigments. abide by stringent quality parameters. The reach of our products
It has enabled us to develop and and an extensive distribution
X Crop Protection: As a leading deliver superior quality products and network enables us to meet the
integrated manufacturer of maintain a sharp focus on introducing requirements of domestic as well
pesticides in India, we have a innovative products to the market. Our as international markets.
presence across the entire value GLP accredited laboratory enables us
chain, offering both technical and X Strategic Expansion: Nano
to test our products at every stage of
formulation products with over 750 Urea and Titanium Dioxide (TiO2)
development, assuring its quality and
product registrations. are aimed at making further
consistency. With a team of 35 experts
inroads into the domestic market,
in our R&D team, we are constantly
X Crop Nutrition: First private increasing its contribution to our
seeking to improve the quality of our
player to foray into Nano Urea total revenue base and balancing
output.
(Liquid) Fertilizer Manufacturing. our market exposure.
Plan to introduce 4 to 5 products X Backward Integration: Ensures
in fertilizers, biofertilizer and cost efficiency and supply chain
biostimulant category in our Crop stability.
Nutrition basket, providing a
comprehensive, one-stop solution X R&D Excellence: Continuous
for our farmers to improve the innovation supported by a robust
productivity and nutrient use GLP lab.
efficiency

X Pigments:

We are one of the largest producer

of copper phthalocyanine (CPC)
blue and rank among the top three
pigment blue players globally.
Forayed into Titanium Dioxide
(TiO2) which is a widely used
white pigment in products such
as paints, coatings, plastics,
papers, inks, foods, medicines,
toothpastes.

10 Annual Report 2023-24

 Corporate Overview
Capital Allocation and Growth Strong Financial Health Future Growth Drivers

Statutory Reports
We have a well-planned capex Despite continuous investments in Nano Urea and Titanium Dioxide (TiO2)
programme designed to drive future our Pigments and Crop Protection are poised to contribute to our growth
growth and improve our revenue divisions, we maintain a comfortable from FY25. Both Crop Protection and
potential. Our focus is on appropriate financial risk profile. Our credit Pigment industries are expected to see
capital allocation across business metrics remain robust, supported by a gradual recovery in demand, followed
segments to create a strong pipeline of healthy balance sheet ,improved cash by improved pricing from the second
margin-accretive products. generation and enabled us to fulfil half of FY25.
the requirements of scheduled debt

Financial Statements
X Capex: Focused on growth and repayments. X Nano Urea: Innovative product
EBITDA improvement. aimed at promoting sustainable
X Financial Stability: Adequate agriculture.
X Product Pipeline: Emphasis on credit metrics backed by healthy
high-margin products for sustained balance sheet and cash flow. X Titanium Dioxide (TiO2): High-
profitability. demand pigment with strong
X Debt Management: Scheduled market potential.
repayment of term debt ensuring
financial prudence.

Annual Report 2023-24 11

An extensive portfolio of quality products

We offer a comprehensive product portfolio that spans Crop Protection,

Crop Nutrition and Pigments. With over three decades of experience
in the agrochemical industry, we have established ourselves as market
leaders, fulfilling the demands of a global clientele.

Crop Protection

Insecticides Herbicides
Products used for eliminating insects that are harmful for crops Chemicals used for controlling the growth of weeds

Intermediates Technical Grade Pesticides

Substances used in the production of agrochemicals High purity active ingredients used to formulate end-use product

12 Annual Report 2023-24

 Corporate Overview
Statutory Reports
Financial Statements
Pesticide Formulations Veterinary Pesticides
Ready-to-use pesticides sold under various brands Products designed to protect livestock from pests

Household Insecticides and Public Health Key Brands:

Insecticides for domestic use and public health applications.
Megacyper Megakill

Megaclaim Synergy

Megaban Courage

Megastar Power Megastar

Production Capacity:

54,660 MTPA
Total Crop Protection Capacity

Located in Ankleshwar, Dahej, Panoli

Annual Report 2023-24 13

Crop Nutrition

Nano Urea (Liquid) Fertilizer

Provides nitrogen to plants, replacing conventional urea. Contains 40,000 mg/l of nitrogen in a 500 ml bottle, equivalent to one
bag of conventional urea.

Benefits: Higher effectiveness, environment-friendly, cost-efficient and versatile in application.

Applications: Suitable for cereals, fruits, vegetables, pulses, flowers and medicinal plants.

Future Products
Plan to introduce 4 to 5 new products in fertilizers, biofertilizers, and biostimulants.

Production Capacity:

5 crore bottles (500 ml) per year

Nano Urea Plant

14 Annual Report 2023-24

 Corporate Overview
Pigments

Statutory Reports
Phthalocyanine Pigments
Used in printing inks, paints, and plastics

Financial Statements
Azo Pigments
Provides vibrant colours for various applications.

Annual Report 2023-24 15

High-Performance Pigments
Used for specialised industrial applications

Production Capacity:

33,180 MTPA
Total Pigment Capacity

Located in Vatva, Panoli, Dahej SEZ

Titanium Dioxide (TiO2)

16 Annual Report 2023-24

 Corporate Overview
Statutory Reports
Financial Statements
Grades: Anatase and Rutile. Applications: Paints & coatings, plastics, inks & dyes, paper
and cosmetics.

Key Features of TiO2:

High brightness and UV light absorption.

Production Capacity:

16,500 MTPA
Titanium Dioxide Capacity
Inert, thermally stable, non-flammable and non-toxic.
Located in Dahej

Used widely for providing whiteness and opacity.

Annual Report 2023-24 17

Message from the Chairman &
Managing Director
to muted demand and lower price
realisations across markets. Further,
inventory destocking impacted
profitability by nearly ₹H 70 crore during
the year under review.

Backed by our robust management,

we improved our debt-to-equity ratio
to 0.38x, down from 0.42x the previous
year. Our financial risk profile remains
strong, with credit metrics expected
to remain stable, supported by a
healthy balance sheet, improving cash
generation and scheduled term debt
repayments.

Our capex programme is designed

to drive future growth and improve
EBITDA through appropriate capital
allocation and a robust pipeline of
margin-accretive products. These
investments position
us for long-term growth and
enhanced profitability.

Business performance
Our Crop Protection segment
contributed approximately 70% to
our overall revenue in FY24, with
production reaching nearly 36,780
metric tonnes and a capacity
utilisation of around 67%. Our crop
Dear Shareholders, Macroeconomic overview protection manufacturing facilities are
During the reporting period, the ‘Responsible Care’-accredited with
I am pleased to share with you the
industry recorded transient demand ISO 9001 and 14001 certifications.
Annual Report of Meghmani Organics
slump due to inventory destocking, These facilities manufacture products
Limited for the financial year ended
rising interest rates and lower product across the entire value chain. Our
March 31, 2024. It is a privilege to
price realisations across markets. Multi-Purpose Product plant, a part
address you for the first time as the
However, we anticipate a gradual of our backward integration strategy,
Chairman and Managing Director of
recovery in global demand, followed will manufacture high-value, new-
our Company. In the ever-evolving
by price corrections. As we step into age insecticides, capitalising on the
chemical sector in India, we have
FY25, our experience spanning over emerging ‘China plus One’ strategy
witnessed a decade of rapid growth,
35 years reassures us that the difficult and increasing our market share. As
facing various challenges and
phases are temporary, and companies the situation stabilises, we are well-
triumphs along the way. Recent years,
with strong fundamentals like ours positioned to leverage our state-of-
particularly since FY23, have presented
will regain their growth trajectory. We the-art infrastructure and backward
a unique set of hurdles for chemical
are confident that once the overall integration to drive significant value
companies across the spectrum.
scenario stabilises, we will have all creation going forward.
Despite these challenges, we at
Meghmani have navigated through the necessary enablers to resume Our Pigments segment accounted for
these turbulent times with agility, our growth—this confidence stems roughly 30% of our overall revenue
continuously adapting and undertaking from our deep expertise and business in FY24, with our production volumes
corrective measures. resilience. totalling about 13,721 metric tonnes
and a capacity utilisation of about 41%.
Financial performance
Our vertically integrated manufacturing
This year, our performance remained facilities, located in the chemical belt
subdued. Our Revenue stood at of Gujarat, make us the third-largest
₹H1,539.9 crore with an EBITDA of ₹H 9.5 producer of phthalocyanine-based blue
crore. This shortfall can be attributed pigment globally.

18 Annual Report 2023-24

 Corporate Overview
Our entry into the production of Expansion earnings at the same time. We
Titanium Dioxide (TiO2) aims to promote undertake initiatives to reduce
Our expansion efforts are aimed
import substitution by contributing to emissions, water wastage and
at making further inroads into the
the government’s ‘Make in India’ and biodiversity conservation as part of

Statutory Reports
domestic market, increasing its
Atmanirbhar Bharat vision. At present, our environmental stewardship. Our
contribution to our total revenue base
about 73% of the TiO2 demand is met Responsible Care Accreditation for the
and balancing our market exposure. In
through imports to India. With this Agro Division and “Committed Badge”
our Crop Nutrition segment, we recently
move, we are poised to become one by EcoVadis underscores our focus on
commissioned the Nano Urea plant
of the leading manufacturers of TiO2 sustainable and responsible practices.
in Sanand, Gujarat, with an annual
in India.
capacity of 5 crore bottles. Additionally, Seizing opportunities
We have also ventured into the Crop we have plans to introduce four to five As we stand at the threshold of

Financial Statements
Nutrition segment, manufacturing liquid products in the fertiliser, biofertiliser a promising future, we are filled
fertilisers through our wholly-owned and biostimulant categories, providing with optimism and confidence in
subsidiary, Meghmani Crop Nutrition a comprehensive, one-stop solution our collective ability to overcome
Limited. The launch of Nano Urea, a for farmers to improve productivity and challenges and seize opportunities.
pioneering liquid fertiliser designed nutrient use efficiency. Arable land is shrinking, necessitating
to boost crop growth, enhance improved crop yields to ensure
In our Pigment segment, we have
nutrition and protect the environment, food security. Rising pest concerns,
commissioned the Co-gen Power
underscores our focus on propelling a growing population and rapid
Plant at our Titanium Dioxide facility,
agricultural advancement. industrialisation further fuel demand.
which will reduce energy costs—a
The recent commissioning of our major cost component in the titanium Additionally, the global market is
Nano Urea plant at Sanand comes dioxide manufacturing process. I shifting its focus towards Indian
at a crucial time when India’s urea would like to reiterate that our recent chemical manufacturers due to the
demand stands at 34.2 million expansions align with the government’s China Plus One strategy coming into
metric tonnes (MMT) annually, with a Make in India and Atmanirbhar Bharat play. These factors are presenting us
significant portion of India’s fertiliser initiatives; thereby further enhancing with a plethora of opportunities.
subsidy going towards urea imports. our capabilities to serve both domestic At Meghmani, we are on track to
The government’s ambitious target to and export markets. seize these opportunities and unlock
eliminate urea imports by 2025 aligns long-term growth. With expanded
Our people
with our efforts. As nano urea adoption infrastructure, versatile production
grows among farmers, it will reduce the Our personnel are integral to our
facilities, a wider product range and a
subsidy burden on conventional urea. success, driving innovation and
growing geographical reach, we are
ensuring exceptional customer
During the year, we engaged with well-positioned to drive sustainable
experiences. We nurture a diverse
approximately 65,000 farmers, progress and achieve profitability. Our
talent pool, promoting inclusivity
conducting over 3,500 field objective is to be a diversified chemical
and offering ample opportunities for
demonstrations to showcase the company with a strong manufacturing
professional and personal growth.
efficacy of Meghmani Nano Urea. base in ‘Organic Chemistry’, aiming
Our focus on continuous learning
Additionally, we have begun exploring for a global presence with worldwide
enables our workforce to adapt to
export markets in Latin America, Africa product acceptability—and we are
an evolving business ecosystem. In
and Asia to expand our international taking significant strides towards this
FY24, we introduced several new
presence for goal.
training programmes, ensuring that
this product. our team members remain at the In closing, I would like to express
Integrated operations forefront of industry developments. my heartfelt gratitude for the
We also conducted sessions on safety continued support and trust of all
Our backward-integrated
awareness. our stakeholders. Together, we can
manufacturing facilities in Gujarat’s
overcome the challenges of our journey
chemical belt are supported by in- Sustainability
and shape a better tomorrow for all.
house R&D efforts. Leveraging our Climate change presents formidable
extensive manufacturing expertise, challenges to global agriculture. We
we have established a strong global are focused on driving innovation Best regards,
presence. Our extensive distribution in our product offerings by building
network, coupled with the ability Ankit Patel
resilience to climate change impacts,
to customise products, maintain Chairman and Managing Director
improving agricultural productivity while
consistent quality and adhere to minimising negative environmental
regulations, has resulted in a high client impacts and increasing farmers’
retention rate.

Annual Report 2023-24 19

Strategically driving growth

Crop Protection

Action:
X Commissioned Multi-Purpose Product (MPP) Plant:

X Location: Dahej

X Capacity: 5,000 MTPA

X Products: High-value insecticides (Lambdacyhalothrin Tech,

Flubendamide &Beta Cyfluthrin, Cyfluthrin, Spiromesifen)

X Geographical Expansion:

X Strengthen presence in Brazil and other Latin American

countries.

X Set up a subsidiary in Brazil and a representative office in China.

X Backward Integration:
Target:
X Reduce reliance on imports for key intermediates.
Enhance product portfolio and
increase market share. X Enhance in-house R&D and GLP accredited laboratory
capabilities to lower costs and accelerate registration processes.

Benefit:
X Increased production capacity
and product range.

X Improved market penetration

and reduced operational
costs.

X Lends a competitive
advantage in the global
market.

20 Annual Report 2023-24

 Corporate Overview
Crop Nutrition

Statutory Reports
Action:
X Introduction of Nano Urea (Liquid) Fertilizer:

Financial Statements
X Capacity: 5 crore bottles (500 ml) per year

X Future Products: 4-5 new products in fertilizers, biofertilizers,

and biostimulants

X Market Penetration:

X Engage with farmers through demonstrations and trials

X Target markets: Gujarat, Rajasthan, Maharashtra, Madhya

Pradesh.

X Interaction with export markets in Latin America, Africa, and Asia.

X Sustainable Agriculture Initiatives:

Target:
X Contribute to ‘Make in India’ and ‘Atmanirbhar Bharat’ by
Introduce innovative products and
reducing dependence on imported urea and supporting
expand market reach.
government initiatives to reduce fertilizer subsidies.

Benefit:
X Higher efficacy and
cost-efficiency

X Improves
environmental
sustainability

X Increased market
share and revenue
from both domestic
and international
markets

Annual Report 2023-24 21

Pigments

Action:
X Capacity and Product Expansion:

X Phthalocyanine and Azo Pigments:

Capacity: 33,180 MTPA

 Locations: Vatva, Panoli, Dahej SEZ

X New Ventures:

 Titanium Dioxide (TiO2) Plant:

 Phase I Capacity: 16,500 MTPA

 Products: Anatase and Rutile grades

X Market Positioning:
Target: X Strengthen global reach and presence in 75+ countries.
Expand production capabilities
and diversify product offerings X Establish subsidiary in the US for improved supply chain
management and client service.

Benefit:
X Diversified product portfolio
and increased production
capacity

X Strengthened global market

presence and customer base

X Enhanced competitive
advantage in the pigment
industry

22 Annual Report 2023-24

 Corporate Overview
Titanium Dioxide (TiO2)

Statutory Reports
Action:
X Operational Enhancements:

Financial Statements
X Commissioning of Co-gen Power Plant:

Reduce energy costs, a major component in TiO2 manufacturing

X Market Expansion:

X Focus on domestic market growth

X Anticipate anti-dumping duties on Chinese imports to benefit local

production

X Domestic Market Size: Expected to reach 400,000 MTPA by 2025

Target:
Optimise production efficiency and
capture domestic market share

Benefit:
X Reduced production costs
and improved profitability

X Increased domestic market

share and competitive
positioning

X Enhanced operational
efficiency and capacity
utilisation

Annual Report 2023-24 23

Key Enablers

Action:
X Customer Base:

X 400+ marquee customers for crop protection and pigments.

X Distribution Network:

X 3,500+ distributors across India

X Presence in 19 states

X Global Presence:

X Operations in 75+ countries

Target:
Strengthen market presence and
operational efficiency

Benefit:
X Improved market reach and
customer loyalty

X Enhanced distribution
capabilities and market
penetration

X Strengthened global footprint

and operational efficiency

24 Annual Report 2023-24

 Corporate Overview
Financial and Operational Discipline

Statutory Reports
Action:
X Debt Management:

Financial Statements
X Repayment of ₹H 140 crore debt in FY25.

X Further debt reduction planned for the subsequent year.

X Inventory and Working Capital Management:

X Improve efficiency and reduce inventory and debtor days in FY25.

Target:
Maintain financial stability and
operational efficiency.

Benefit:
X Enhanced financial stability
and reduced interest costs

X Improved cash flow and

operational efficiency

X Strengthened overall financial

health of the Company

Annual Report 2023-24 25

Ensuring excellence through innovation and R&D

Our robust R&D capabilities, supported by a proficient team and state-

of-the-art facilities, empower us to identify marked demand and initiate
the development of innovative solutions.

Proficient R&D Team Core Activities

Our dedicated team of approximately Our R&D efforts in FY24 concentrated on
35 researchers and scientists drive several core activities:
innovation and excellence in our product
offerings through a focus on new X New Product and Process
products, development of formulations, Development: We focused
impurities synthesis and characterisation on identifying market needs
and CIB overseas registration activities. and opportunities, conducting
With access to advanced analytical feasibility studies and developing
equipment and latest technologies, innovative products and processes
we have retained a competitive edge to meet these demands.
and consistently delivered high-quality
X Formulation and Development:
products to the market.
Enhancing product formulations

35 for better efficacy and market

competitiveness remained a
Researchers and scientists priority.

X Impurities Synthesis and

Characterisation: We developed
State-of-the-Art R&D Facilities methodologies to identify and
Our R&D facilities are accredited by characterise impurities to ensure
Good Laboratory Practices (GLP) product safety and quality.
and adhere to the ‘Norms on OECD
Principles’. This accreditation is a X CIB and Overseas Registration:
testament to our commitment to Streamlining the registration
scientific integrity and quality research process for new products in both
practices. In FY24, we implemented domestic and international markets
new technologies and approaches to was a key focus area.
enhance our R&D capabilities to ensure
continuous improvement and innovation. 87
New products registration in FY24

26 Annual Report 2023-24

Annual Report 2023-24
27
Financial Statements Statutory Reports Corporate Overview
Nurturing an engaged and motivated workforce

At Meghmani Organics, we believe in nurturing a diverse talent pool

and offering ample opportunities for professional as well as personal
growth. Our emphasis on promoting a culture of diversity and inclusivity
allows us to create a conducive working environment. Alongside, our
focus on continuous learning and development allows our people to
continuously upskill and adapt to an evolving business ecosystem.

1720 Zero
Number of Employees Cases of Sexual Harassment

Integrating Environment, Health, Safety and

security systems in business

We take proactive steps to improve our core business i.e the development, neighbours, to prevent property and
EHS (Environment, Health and Safety) production, processing and environmental damage, and to protect
practices and introduce measures transportation of chemicals – information and assets.
to ensure workplace safety and well- demands a responsible approach.
being. We have ISO 14001, ISO 45001 We systematically address risks We promote risk awareness for every
accreditations for all our operational with a comprehensive Responsible individual with measures such as
sites. Our crop protection business Care Management System, same is systematic hazard assessments,
holds the ‘Responsible Care’ logo for continually being further developed. specific and on-going skill improvement
adherence to Global Guiding principles We expect our employees and measures and safety initiatives. We
of responsible care. We appeared first contractors to know the risks of working investigate and analyse accidents,
time for sustainability /CSR assessment in with our products, substances and incidents and their causes in detail to
Ecovadis and awarded with “Committed plants and handle these responsibly. learn from these. Hazard analyses and
Badge” for our commitment to the risk minimization measures derived
sustainability. For occupational and process safety from them are an important
as well as health and environmental prevention tool.
We firmly believe that ensuring safety protection and corporate security, we
throughout the supply chain is prime rely on Comprehensive preventive Process safety is a core part of
responsibility of organisation. measures and expect the cooperation safe, effective and thus sustainable
of all employees and contractors. production. We ensure high safety
The protection of people and the Our systems serve to protect standards in the planning, construction
environment is our top priority. Our our employees, contractors and and operation of our plants.

28 Annual Report 2023-24

 Corporate Overview
Mock Drills
We have extended our
boundaries of Mock drills, in
this year we have conducted
mock drills during transportation
of chemicals. Our sites have

Statutory Reports
conducted mock drills related
to chemical safety. Conducted
mock drills on chemical security
and transportation emergencies.
Journey Risk Assessment (JRA) Management Participation
Performed assessments for major Active involvement of top management in
transportation routes in the agro quarterly EHS reviews. Internal dashboard
industry. developed for monitoring progress of

Financial Statements
leading and lagging indicators.

Product Safety Training

Organised product handling and Conducted extensive
safety awareness programmes to programmes to improve skills of
reach thousands of farmers and Key Initiatives employees, this is in addition to
major B2B customers. conventional training topics.

Employee Process Safety Management

Engagement in EHS
Process Safety Management has
Concept of safety is been assigned with high level
responsibility of line of importance; we have started
management is being quarterly management review
integrated through monthly for Process Safety Management.
employee engagement We have implemented process
scoring system. Security EHS Management
safety strategy wherein four
Strategically designed Management System
levels control strategy has been
scoring and engagement Implemented multiple We have revised placed. We have completed gap
system covers all levels of SOPs and conducted framework of EHS&S assessment of all agro sites as
employees in EHS activities. Security Vulnerability system management, per PSM elements and same is in
Assessments to revised framework progress for Pigment sites.
enhance security aligns with Ecovadis
management systems requirement and
at manufacturing Responsible Care
sites. guiding principles.

Annual Report 2023-24 29

Nurturing an engaged and motivated workforce

Employee Engagement
We believe, investing in employee
engagement initiatives will result in
improved productivity, better quality
of work and the retention of our best
employees. The following employee
engagement initiatives are conducted
across the organisation.

X Inter-plant cricket tournaments

X Women’s cricket tournaments

X Celebrations for International

Women’s Day, Safety Day and
Republic Day

X Blood donation camps

X Health awareness seminars

X Diwali Celebration

X Navratri Celebration

X Family library at the factory

X International Yoga Day Celebration

Delivering Sustainable
Performance
To ensure the holistic well-being of
our people, we have implemented
a monthly evaluation system that
ranks each department based on
predetermined criteria. This not
only helps with compliance and risk
mitigation but also encourages skill
development.

We also hold structured management

review meetings for EHS reviews,
which have become important drivers
for increasing the involvement of site
leaders. To evaluate our progress, we
use over 40 leading indicators and
13 lagging indicators for quarterly
evaluations, which have already started
yielding positive outcomes.

30 Annual Report 2023-24

 Corporate Overview
Training and Development

Statutory Reports
We believe in providing our people with opportunities for growth and development. Our priority is to improve the knowledge
and leadership capabilities of our people through continuous training and development opportunities. Our training programmes
primarily focus on:

100%

Financial Statements
Employees Trained (FY24)

X Plant safety

X Process safety

X Emergency response

X First aid

X On-the-job training

X Behaviour-based training

Ensuring Holistic Well-Being X Loan facilities for housing,

We provide employee benefits vehicles and medical treatment
to enhance the well-being of our
employees, including:
X Cultural and educational
programmes for employees
X Health insurance
and their families

X Transportation

X Accidental insurance

X Canteen services

X Education assistance

Annual Report 2023-24 31

Towards a sustainable tomorrow

Climate change presents a significant challenge and we strive to

minimise our impact on the planet with innovative and sustainable
production techniques. We adopt measures to ensure energy
efficiency, limit waste, manage pollution and control emission levels.

At Meghmani Organics, sustainability the highest standards of corporate third party. Moreover, we contributed
and profitability goes hand in hand. governance, ethical conduct and approximately 1,367 MWh of excess
Over the years, we have embedded transparency. renewable energy to the grid.
various ESG principles into our
company’s processes and operations.
Managing Emissions and
The idea was to implement on-ground
sustainable practices not from the
Energy Requirements 28,516 MWh
point of view of compliance but Emission and energy management is
an important area of concern for us. Renewable energy utilized during
holistic contribution to environment,
We have harnessed renewable energy the reporting period
marginalised communities and society.
We strive to align our business with sources for addressing this issue. We
UN Sustainable Development Goals have installed four windmills, each
generating 2.1 megawatts of power for
21,396 TCO 2e
(SDGs). We have received a committed
badge recognized by EcoVadis for our captive consumption. Additionally, Emissions mitigated through
our sustainable developments. Our we utilise solar power through a electricity generation from
legacy and values help us embrace power purchase agreement with a renewable sources

Adhering to Best Waste Management Practices

We recognise the critical role X Waste with high calorific value is agricultural practices, fostering a
responsible waste management plays strategically diverted to cement circular economy.
in protecting our environment. We’ve manufacturing plants. There,
implemented a comprehensive strategy it’s utilized as an alternative fuel X We actively explore opportunities
to minimize waste generation and source, promoting resource to recycle and reuse waste
maximize responsible disposal: efficiency and reducing the materials whenever possible.
reliance on fossil fuels. This commitment minimizes
X We prioritize the safety of our our environmental footprint and
communities and the environment. X Canteen waste is transformed promotes resource conservation.
All waste is disposed of through through composting into a valuable
certified vendors, ensuring natural fertilizer. This enriched
adherence to stringent regulations. soil amendment supports local

Water and Wastewater Management

We not only advocate for resource

efficiency but embrace it. We have
6.83%
mechanism in place for responsible Water demand
water management. We have was met through
achieved this through a two-pronged recycled water
approach. Our on-site treatment for
wastewater streams and collaboration
with Gujarat Industrial Development
Corporation (GIDC) or the Common
Effluent Treatment Plant (CETP) for
more complex streams. This reduces
our dependency on fresh water and
supports water conservation.

32 Annual Report 2023-24

 Corporate Overview
Occupational Health and Safety

To us, our employees’ well-being is ensures adherence to ISO 45001

a priority. To ensure safe working (Occupational Health & Safety), ISO

Statutory Reports
environment, we have implemented a 14001 (Environmental Management),
robust safety management system to Process Safety Management, and
identify, assess, and control workplace Responsible Care principles.
hazards. Our integrated EHS system

On-ground Measures to Ensure Safety Culture

Financial Statements
X Employees are encouraged X Pre-Start-Up Safety Review is done X QRA (Quantitative Risk
to report on unsafe working before commencing any sort of Assessment) helps in identification
conditions operation of risks associated with storage
tanks and complex chemical
X Hazards across manufacturing X Regular housekeeping audits, processes
sites are identified by leveraging plant inspections, and preventive
Hazard Identification and Risk maintenance programs are done X Investment in engineering controls
Assessment (HIRA) procedures on a timely basis prevent chemical releases and
and Hazard and Operability ensure safe working environment
X Departmental and central safety
(HAZOP) studies.
committees promote safety
X Non-routine tasks are implemented awareness among employees
by conducting Job Safety Analysis and ensures their participation in
(JSA) in conjunction with our work hazard identification
permit system.

Sustainable Supply Chain

We prioritize building a responsible

and ethical value chain. We achieve
this through a two-pronged approach:
ensuring statutory compliance and
promoting safety and awareness.

Ensuring Compliance: Legal

requirements related to employee
benefits and insurance are embedded
in purchase orders issued to partners.
We conduct regular verification checks
and assess essential permissions held
by our partners to ensure adherence
to regulations.

Promoting Safety & Awareness: We

go beyond compliance by conducting
over 300 value chain awareness
programs during the reporting period.
These programs focused on educating
farmers, dealers, retailers, and
Over 300 value chain awareness
customers on safe product handling programs
practices. Additionally, targeted training
for transporters and drivers ensured the We empowered 10,000+ product users through awareness sessions
safe transportation of chemicals. on proper handling and usage.

Annual Report 2023-24 33

Making holistic change a priority

Our commitment towards people and communities is demonstrated

through comprehensive CSR initiatives, designed to ensure the holistic
well-being of society. Our focus remains on continuous improvement
and making a positive impact on society and the environment.

Rural Development
Our CSR initiatives are aimed
at improving health, education,
social infrastructure and women’s
empowerment in rural areas. Our
ongoing efforts aim to meet the
developmental goals of adjacent
communities and villages. Our key
focus areas include:
X Health Initiatives: Organisation of
medical camps, health awareness
programmes and access to
healthcare facilities.

X Educational Support: Improving

educational infrastructure, offering
scholarships and supporting skill
development programmes.

X Social Infrastructure: Developing

basic infrastructure such as
roads, sanitation and clean water
facilities.

X Women’s Empowerment: Initiatives

aimed at providing vocational
training and employment
opportunities for women.

34 Annual Report 2023-24

 Corporate Overview
Statutory Reports
Responsible Care

Financial Statements
We are a partner of the Responsible Focus Areas
Care (RC) programme, focusing Our CSR programmes are aligned
on adopting responsible business with our vision and mission, extending
practices for the benefit of society, beyond our plants and offices to
the environment, our employees and address community needs. The
all stakeholders. We have embraced initiatives focus on:
all seven codes of Management
Practices under Responsible Care, X Environmental Activities: Promoting
leading to cultural changes within the sustainability and environmental
chemical industry. It has improved conservation.
our performance and increased
X Rural Development: Supporting
engagement with stakeholders.
infrastructure development and
community welfare programmes.
Benefits of Responsible Care
X Reduced Operating Costs: X Education: Providing resources
Achieved through efficient and support for increasing access
resource management and to education.
sustainable practices.
X Agricultural Support: Offering
X Improved Stakeholder machinery and training to
Relationships: Through transparent underprivileged farmers to
practices and trust based enhance productivity.
relationships with stakeholders.

X Legal Compliance: Adherence to

regulatory guidelines.

X Enhanced Risk Management:

Effective identification and
mitigation of risks.

X Increased Customer Satisfaction:

Delivery of safe and reliable
products.

X Improved Safety Measures:

Promotion of a safe working
environment.

Annual Report 2023-24 35

Leading with good governance

Our governance structure is set up to diligently oversee, control and

manage risks and opportunities, in alignment with the interests of
shareholders, the management, employees and other stakeholders.

Governance and ethical

standards
We have implemented a self-regulatory mechanism designed to protect the interests of all stakeholders. Our policies
promote good governance and ethical behaviour, ensuring transparency and accountability across our processes.

X Code of Conduct: Comprehensive guidelines for ethical behaviour.

X Whistleblower policy: Safe and confidential reporting of violations or concerns.

Diverse leadership
Our Board of Directors brings diverse perspectives and expertise to the table. This diversity helps to bring a balanced
approach to our governance procedure, promoting transparency, accountability and a holistic approach to governance,
aligning with our long-term vision and objectives.

The Board comprises:

X Independent Directors: 50%

X Non-Independent Directors: 50%

Robust Governance Framework

Governance Area Composition Committee

Audit Committee 100% Independent Mr. Manubhai Patel - Chairman
Directors Ms. Urvashi Shah - Member
Prof.(Dr.) Ganapati Yadav - Member
Nomination & Remuneration 100% Independent Mr. Manubhai Patel - Chairman
Committee Directors Ms. Urvashi Shah - Member
Prof.(Dr.) Ganapati Yadav - Member
Stakeholders Relationship ₹67% Independent Mr. Manubhai Patel - Chairman
Committee Directors Ms. Urvashi Shah - Member
Mr. Ankit Patel - Member
Corporate Social ₹25% Independent Mr. Manubhai Patel - Chairman
Responsibility Committee Directors Mr. Ankit Patel - Member
Mr. Karana Patel - Member
Mr. Darshan Patel - Member
Risk Management 33% Independent Mr. Manubhai Patel - Chairman
Committee Directors Mr. Ankit Patel - Member
Mr. Darshan Patel - Member

36 Annual Report 2023-24

 Corporate Overview
Ethics and social responsibility Vigilance mechanism Compliance and risk management
We are creating positive change We have established a confidential We have a robust framework to ensure
through a comprehensive approach to vigilance mechanism for secure compliance with laws and regulations.
sustainability. This includes adherence reporting of concerns regarding Our compliance team works closely

Statutory Reports
to environmental policies that actively potential wrongdoing, including with business units to:
reduce our ecological footprint fraud or violations of the Code of
and empower us to fulfil our social Conduct. It protects the identity of X Identify and mitigate risks: To
responsibility to make lasting change whistleblowers and protects them proactively manage potential risks.
within communities. against repercussions.
X Detect and respond to breaches:
Comprehensive programmes to
address compliance issues.

Financial Statements
Code of conduct
The Code of Conduct is foundational to our
corporate culture. It outlines our principles and
values, covering topics such as:

X Conflicts of interest: Policies for managing

and disclosing conflicts.

X Anti-bribery and corruption: Strict

prohibitions to ensure integrity.

X Data protection: Ensuring privacy and

security of information.

X Human rights: Upholding and promoting

human rights within our operations.

We provide regular training to ensure all

employees understand and adhere to our Code
of Conduct.

Annual Report 2023-24 37

Board of Directors

Our Board of Directors comprise people from different backgrounds.

Their combined expertise plays a crucial role in steering the company
towards sustainable growth. A combination of independent and
non-independent directors ensures balanced decision-making and
oversight, contributing significantly to our progress.

Mr. Ankit Patel

Chairman & Managing Director
Mr. Ankit Patel is a dynamic and seasoned leader with an impeccable blend of
academic brilliance and a stellar career of over a decade in the chemical industry.
He holds a Bachelor’s degree in Chemical Engineering from S.P. University, Anand,
a Master’s in Engineering from Griffith, Australia, and a Global MBA from SP Jain
Centre of Management. His journey with the organisation commenced in 2009
when he assumed the role of Manager in the Agro division. Over the years, he has
deftly navigated diverse portfolios within the Agro division, showcasing exceptional
leadership. His ascent to Chief Executive Officer in 2017 reflects his unwavering
commitment and remarkable contributions to the organisation. Notably, his stellar
achievements were recognized when he received the esteemed ‘Emerging Leader
of the Year 2023 – Agrochemicals’ award at the PMFAI-SML Agchem Awards 2023.
On August 14, 2023, Mr. Ankit Patel assumed the role of Chairman and Managing
Director, ushering in a new era of strategic vision and leadership for the organisation.

Mr. Karana Patel

Executive Director
Mr. Karana Patel is a visionary leader with over a decade and a half of experience
in Agrochemical operations. He holds a Diploma in Chemical Engineering from
Nirma University and a Bachelor’s degree in Chemical Engineering from Drexel
University, USA. His journey with the organisation commenced in 2007 when he
embarked on his role as Manager-Operations within the Agro division. Over the
years, he has showcased exceptional prowess in overseeing a spectrum of projects
in the Agrochemical sector. His relentless dedication and outstanding contributions
led to his elevation to Chief Operating Officer in 2017. On August 14, 2023, Mr.
Karana Patel assumed the role of Executive Director of the company. He continues
to play an instrumental role in managing the agrochemical business vertical, driving
innovation and ensuring sustainable growth.

Mr. Darshan Patel

Executive Director
Mr. Darshan Patel, a distinguished leader with over a decade of experience in
Pigment operations, holds a Bachelor’s degree in Chemical Engineering from Nirma
University, a Master’s degree in Engineering Management from Griffith University,
Australia, and an MBA from the New York Institute of Technology (NYIT) USA. His
journey with the organisation began in 2011 when he assumed the role of Manager
in the Pigments division. Over the years, he has exhibited exceptional versatility by
managing diverse portfolios within the Pigment division. His consistent dedication
and outstanding contributions culminated in his appointment as Chief Operating
Officer in 2017. On August 14, 3, Mr. Darshan Patel assumed the role of Executive
Director of the company. He continues to play an instrumental role in managing
the pigments business vertical, contributing to its strategic growth and operational
excellence.

38 Annual Report 2023-24

 Corporate Overview
Statutory Reports
Mr. Maulik Patel
Non-Executive Director

Financial Statements
Mr. Maulik Patel brings over 16 years of experience in the chemical industry. He
holds a BE in Chemical Engineering from S.P. University, Anand, a Master’s in
Chemical Engineering from the University of Southern California, USA, and an MBA
from Long Island University, USA. He serves on the boards of Epigral and KCL.

Mr. Kaushal Soparkar

Non-Executive Director
Mr. Kaushal Soparkar has over 15 years of experience in the chemical industry. He
holds a B.S. in Chemical Engineering from the University of New Haven, USA, and
an M.S. in Engineering Management from Northeastern University, USA. He serves
on the boards of Epigral and KCL.

Annual Report 2023-24 39

 Mr. Manubhai K. Patel
Independent Director
Mr. Manubhai K. Patel is a Chartered Accountant with over 37 years of experience
in Forex, Treasury, and Credit Management. He serves on the boards of GVFL
Trustee Company Private Limited, Dialforhealth Unity Limited, Cliantha Research
Limited and others.

Prof. (Dr.) Ganapati Yadav

Independent Director
Prof. (Dr.) Ganapati Yadav, a Padmashri Awardee and former Vice Chancellor of the
Institute of Chemical Technology (ICT), has authored over 300 research papers. He
serves on the boards of Godrej Industries Ltd, Bhageria Industries Ltd, and Clean
Science and Technology Ltd.

Dr. Varesh Sinha

Independent Director
Dr. Varesh Sinha holds a Master in Science from Lucknow University and a Ph.D. in
Statistics. He joined IAS in 1977 and retired in in 2014. During this period, he held
various eminent positions i.e. Collector of Jamnagar, Managing Director in various
Gujarat Government companies including GAIC, Additional Chief Secretary and
Chief Secretary – Government of Gujarat chairmanship of GSFC, GNFC, GACL,
GSPCL, SSNNL and GGL. After the superannuation, he served as State Election
Commissioner from 2014 to 2019.

Ms. Urvashi Dhirubhai Shah

Independent Director
Ms. Urvashi Dhirubhai Shah holds a Bachelor of Arts (Economics) degree and has
been practicing with the Income Tax Appellate Tribunal for 15 years. She serves on
the board of Jhajjar Power Limited and Kohima-Mariani Transmission Limited.

Mr. Nikunt Raval

Independent Director
Mr. Nikunt Raval is an advocate specializing in securities, corporate law, land,
banking, tax, and commercial laws. He is a Partner at Raval & Raval Advocates and
Senior Standing Counsel for the Income Tax Department and Customs, Excise, GST,
and DRI Department. He appears before the Hon’ble Supreme Court, various High
Courts, SAT, Consumer Forum and Civil Courts in various matters.

40 Annual Report 2023-24

Corporate Information

Corporate Overview
BOARD OF DIRECTORS NOMINATION & CHIEF FINANCIAL OFFICER
Mr. Ankit Patel
REMUNERATION COMMITTEE Mr. Gurjant Singh Chahal
Chairman & Managing Director Mr. Manubhai Patel
Chairman
Mr. Karana Patel COMPANY SECRETARY

Statutory Reports
Executive Director Ms. Urvashi Shah Mr. Jayesh Patel
Member
Mr. Darshan Patel
Executive Director Prof.(Dr.) Ganapati Yadav REGISTRAR & SHARE
Member TRANSFER AGENT
Mr. Maulik Patel
Link Intime India Private Limited
Non-Executive Director
STAKEHOLDERS 5th Floor, 506 to 508, Amarnath
Mr. Kaushal Soparkar RELATIONSHIP COMMITTEE Business Centre – 1 ( ABC-1), Beside

Financial Statements
Non-Executive Director Gala Business Centre, Nr. St. Xavier’s
Mr. Manubhai Patel
College Corner, Off C G Road,
Chairman
Mr. Manubhai Patel Ellisbridge, Ahmedabad - 380006.
Independent Director Ms. Urvashi Shah  +91 79 2646 5179
Member  [email protected]
Ms. Urvashi Shah Toll-free number : 1800 1020 878
Independent Director Mr. Ankit Patel
Member REGISTERED & CORPORATE
Prof.(Dr.) Ganapati Yadav
Independent Director OFFICE
CORPORATE SOCIAL 1st to 3rd Floor, Meghmani House, Near
Dr. Varesh Sinha
RESPONSIBILITY COMMITTEE Raj Bunglow, Near Safal Profitaire,
Independent Director
Mr. Manubhai Patel Prahlad Nagar, Satellite,
Mr. Nikunt Raval Chairman Ahmedabad – 380015, Gujarat, India
Independent Director  91-79-2970 9600/ 7176 1000
Mr. Ankit Patel www.meghmani.com
Member  [email protected]
AUDIT COMMITTEE
CIN: L24299GJ2019PLC110321
Mr. Karana Patel
Mr. Manubhai Patel
Member
Chairman
STATUTORY AUDITOR
Mr. Darshan Patel
Ms. Urvashi Shah S R B C & CO. LLP
Member
Member Chartered Accountant
21st floor, B Wing, Privilon,
Prof.(Dr.) Ganapati Yadav
RISK MANAGEMENT Ambli BRT Road, Behind Isckon
Member COMMITTEE Temple, Off. S.G. highway,
Mr. Manubhai Patel Ahmedabad – 380059
Chairman
INTERNAL AUDITOR
Mr. Ankit Patel
Member C N K Khandwala & Associates
Chartered Accountants,
Mr. Darshan Patel 2nd Floor, “HRISHIKESH”, Vasantbaug
Member Society, Opposite Water Tank,Gulbai
Tekra, Ahmedabad – 380006

Annual Report 2023-24 41

PLANT LOCATIONS Agro Division – III & V PRINCIPAL BANKERS
Plot No - Ch-1&2/A+ D-2/CH/10 State Bank of India
Pigment Green Division GIDC Dahej, Dahej, Taluka – Vagra , Overseas Branch, 1st Floor, ISKCON
Plot No. 184, Phase II, G.I.D.C. District: - Bharuch -392130 Elegance, Near Shapath V,
Vatva, Ahmedabad -382 445  91-2641-291017 Prahlad Nagar Cross Roads,
 91-9979882209  [email protected] Ahmedabad - 380015, Gujarat, India
 [email protected]
Agro Division – IV State Bank of India
Pigment Blue Division Plot No. 22/2, G.I.D.C. Panoli,
29 Hoveniersstraat, 2018
Antwerp, Belgium.
Plot No. 21,21/1, District: - Bharuch
G.I.D.C. Panoli, District: - Bharuch  91-6359605548 ICICI Bank Limited
 91-9879606337/38/39  [email protected]
JMC House, Opposite
 [email protected]
Parimal Gardens, Ambawadi,
Titanium Dioxide (TiO2) (KCL) Ahmedabad-380006, Gujarat, India
Pigment Blue Division Plot No. D2/CH-17,
Dahej-II, Industrial Estate,
HDFC Bank Limited
Plot No. Z-31, Z-32, Dahej SEZ
Limited, - Dahej, Taluka :- Vagra, Village: Jolwa, Ta: Vagra, Corporate Banking, 3rd Floor HDFC
District :- Bharuch Dist: Bharuch-392 130 Bank House, Opp Jain Dersar,
 91-9099960742, 9099958371  91-79-2970 9600/ 7176 1000 Navrangpura, Ahmedabad-380009,
 [email protected] Gujarat, India

Nano Urea (MCNL) Axis Bank Limited

Agro Division – I (R&D) Survey No. 403/p, 404/p, 405/p, Corporate Banking Branch, 2nd Floor,
Plot No. 402,403,404 & 452, 406/p,452, 453 and 454/p, Third Eye One, Near Panchvati
Village Chharodi, Taluka Sanand, Village: Chharodi, Taluka: Sanand, Crossing, C G Road,
District :- Ahmedabad District: Ahmedabad-382 170 Ahmedabad – 380009, Gujarat, India
 91-987960330  91-79-2970 9600/ 7176 1000
 [email protected]  [email protected] DBS Bank India Limited
19th Floor, Express Towers, Nariman
Agro Division – II Point, Mumbai – 400021,
Maharashtra, India
5001/B, G.I.D.C. Ankleshwar,
District:- Bharuch, Indusind Bank Ltd.
 91-2646-222971
World Business House;
 [email protected]
Nr Parimal Garden, Ellisbridge,
Ahmedabad – 380 009.

42 Annual Report 2023-24

 Corporate Overview
Statutory Reports
Financial Statements
Management Discussion and Analysis
Economy overview and Red Sea conflicts disrupting advanced economies are expected to
international trade and the global grow by 1.7%, emerging market and
Global economy 1
supply chain, further increasing the developing economies (EMDEs) are
The global economy demonstrated global transportation cost. Due to expected to grow at 4.2% in CY 2024.
resilience, despite various headwinds robust monetary policies implemented
such as persistent geopolitical by central banks in major economies This growth is anticipated to be
conflicts, increased inflation rate and enabled to rein in inflation. With the complemented by global inflation levels
tight monetary policy by the central decline in global inflation from its peak in coming to their targets. With the global
banks. Notwithstanding the decline CY 2022 to 6.8% in CY 2023, economic inflation expected to fall from its level in
in global economy in CY 2022, the activities gradually recovered. CY 2023 to 5.9% in CY 2024 to 4.5% in
global economy resurged in CY 2023, CY 2025, it is anticipated that the easing
growing at 3.2% rate, with the advanced Outlook of policy rates of major economies will
economies growing by 1.6%. provide an opportunity for the global
Looking forward, the global economy
economic activities to grow. However,
will maintain its growth rate at 3.2% for
In CY 2023, the global supply chain there are still downside risks which may
both CY 2024 and CY 2025. While the
faced difficulties due to Middle East hurt global growth prospects.

1
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Annual Report 2023-24 43

Growth Projections*
Growth Projections for the Global Growth projection for Advanced Growth projections for the Emerging
Economy Economy market and Developing Economy

3.2 3.2 3.2 1.6 1.7 1.8 4.3 4.2 4.2

2023 2024 2025 2023 2024 2025 2023 2024 2025

Indian economy In addition to this, the Indian rupee is anticipated that the Indian economy
became the third most stable Asian will become the third largest economy,
The Indian economy is one of the
currency. In FY 2024, the total export with a GDP exceeding USD 5 Tn by FY
fastest-growing economies in the world,
by India was USD 64.56 Bn whereas, 20285.
surpassing the United Kingdom to
the total imports were USD 71.07 Bn4.
become the fifth largest economy in the Looking forward, various government
Amongst all the sectors contributing to
world. In FY 2024, the Indian economy policies and programmes are expected
merchandise export, chemical sector
achieved a growth rate of 7.6%2 . The to augment holistic development
made the most significant contribution
economy is ranked third in terms of its across different economic sectors. The
to export.
purchasing power parity (PPP). Interim Budget 2024-25 also stressed
Outlook upon strengthening the manufacturing
The Government of India and the
The Indian economy is expected to industry, supporting the Indian
Reserve Bank of India (RBI) made
maintain its positive growth trajectory Government’s aim to develop India as a
significant contributions to strengthening
in the forthcoming years. Additionally, it manufacturing hub.
the economy, cushioning the country
from high global inflation and a sluggish
114 123 131 140 145 137 149 160 172 184 238
global economy.
.6%
250
8.3% 9.1% CAGR-6 10.0%
With inflation anchored at 5.4%3, 7.2% 7.6% 8.0%
8.0% 6.5% 6.8%
it significantly increased private 200 6.8% 6.0%
3.9% 4.0%
consumption, protecting the Indian 150 2.0%
economy further from various
0.0%
uncertainties. Moreover, the economy 100
-2.0%
attracted foreign direct investment 50 -4.0%
-5.8% -6.0%
(FDI) in FY 2024. This FDI growth can
be attributed to relentless initiatives 0 -8.0%
FY16 FY17 FY18 FY19 FY20 FY21 FY22 FY23 FY24E FY25P FY29P
undertaken by the Indian government
Real GDP (H Tn) Growth (Y-o-Y)
to cultivate a favourable business
environment in India. Note: E-Estimated, P Projected; GDP growth is based on constant prices, GDP growth till Fiscal
2023 is actuals. GDP Estimates for Fiscals 2023- 2024 is based on NSO Estimates and 2024-2025 is
projected based on CRISIL MI&A estimates; and that for Fiscals 2026-2029 based on IMF estimates;
Source: National Statistics Office ("NSO"), CRISIL MI&A, IMF (World Economic Outlook - April 2024
update)

*https://www.imf.org/en/Publications/WEO/Issues/2024/04/16/world-economic-outlook-april-2024
2
https://pib.gov.in/PressReleasePage.aspx?PRID=2010223#:~:text=The%20growth%20rate%20of%20GDP,growth%20rate%20of%209.1%20percent.
3
https://www.cmie.com/kommon/bin/sr.php?kall=warticle&dt=20240208113526&msec=190
https://pib.gov.in/PressReleaseIframePage.aspx?PRID=2020659#:~:text=India’s%20total%20exports%20(Merchandise%20and,per%20cent%20over%20
4

April%202023.
5
https://economictimes.indiatimes.com/news/india/india-to-be-a-usd-5-trillion-economy-by-fy28-reach-usd-30-trillion-by-2047-fm/articleshow/106697419.
cms?from=mdr

44 Annual Report 2023-24

 Corporate Overview
Industry overview Agrochemicals Market: Growth Rate By Region (2022-27)

Global agrochemical industry

The market size of the global
agrochemical industry was USD 225.8
Bn in CY 20236. As the Asia Pacific

Statutory Reports
markets generated substantial revenue,
exceeding 27%, it demonstrated a
dominant global agrochemical industry
market7. The rising global population,
coupled with a shift in consumer High
preferences towards nutritious food,
Medium
resulted in a higher agricultural
production. However, urbanisation, poor Low

Financial Statements
land management and pest attacks
Source: Report on Market size and market share analysis – Growth and Forecasts, Mordor Intelligence.
caused a decline in the arable land size.

Additionally, strategic collaborations

contributed to the industry’s growth India’s agrochemical industry benefitting the country as an alternative
by facilitating innovation and the with its varied agrochemical products.
India is the world's 4th largest producer
development of new products to meet The Government of India has identified
of agrochemicals and the 2nd largest
the market demand. the industry as one of the top sectors in
exporter of agrochemicals9. The
the economy to attain global leadership.
Looking ahead, the global agrochemical country is steadily emerging as a global
industry is estimated to attain a market manufacturing hub for agrochemicals The Indian agrochemical industry
size of USD 253.29 Bn in CY 2024. The attributed to strong manufacturing experienced a decline in FY 2024,
industry is expected to reach a market capacity and availability of abundant with the market value of the industry
size of USD 308.17 Bn by CY 20298, labour at a lower cost. The industry at USD 8.22 Bn for the year under
supported by the growing need for significantly contributes to the GDP and review. However, analysts are optimistic
crop protection products among the the Gross Value Addition (GVA). about the industry’s future growth10. It
farmers and increasing demand among is anticipated that the industry is at the
The export of agrochemicals played a
consumers for nutritious foods. cusp of a transformative era, emerging
pivotal role in supporting the industry.
as a dominant player in the global
India’s key exporting countries included
Agrochemicals Market agrochemical markets. The Federation
the US, China, Japan and Brazil. With
Market Size in USD Bn of Indian Chambers of Commerce and
CAGR 4% the persisting uncertainties in the global
Industry (FICCI) reports that the industry
landscape coupled with the China+1
is projected to grow by 8-10% through
USD 253.29 Bn USD 308.17 Bn business strategy, global economies
FY 2025.
are aiming to diversify its supply chain,

2024 2029

Source: Mordor Intelligence

6
https://www.maximizemarketresearch.com/market-report/global-agrochemicals-market/105150/
7
https://www.maximizemarketresearch.com/market-report/global-agrochemicals-market/105150/
8
https://www.mordorintelligence.com/industry-reports/agrochemicals-market
9
https://timesofindia.indiatimes.com/blogs/voices/indian-agrochemical-sector-poised-for-growth/?source=app&frmapp=yes
10
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Annual Report 2023-24 45

This industry’s growth is expected to ready-to-eat foods. The demand for the global organic pigments market is
be primarily driven by programmes natural food additives has led to an expected to reach a market size of USD
and policies drafted by the Indian increased interest in pigment production 4.4 Bn by CY 2024, further projected
Government in favour of the Indian from microbial sources. Along with this, to become USD 6.0 Bn by CY 2029.12
agrochemical sector. Expansion of the emerging use of nanotechnology in Conversely, the global inorganic market
the production capability, strong the pigment industry is also bolstering is expected to experience 9.9% growth
manufacturing facilities and growing the growth of the industry. by CY 2031. Increase in construction
demand for Indian agrochemical activities, followed by rapid urbanisation
The pigment industry is segregated into and growth in the disposable income of
products in the global markets, coupled
organic and inorganic pigment markets. the consumers, are expected to drive
with underutilisation of agrochemicals in
The inorganic pigment provides stability, the growth in the inorganic pigment
India, highlights the potential for market
durability and provides a range of industry.
expansion of the industry.
colours, finding its application in various
industries ranging from automotive, Pigments Market
Relentless initiatives undertaken by the
packaging and construction. Titanium Market Size in USD Bn
GoI, especially the ‘Make in India’ policy
CAGR >2.80%
is expected to play a significant role in dioxide (TiO2), carbon black, and iron
driving the growth of the industry. The oxides are some of the most commonly USD 30.23 Bn USD 34.86 Bn
policy is expected to improve essential used inorganic pigments. On the other
infrastructure, enhance research and hand, the organic pigments are usually
development activities and streamline used in automobile and plastics.
investments. This will not only bolster
Looking forward, the industry is
growth but will also contribute to
estimated to reach a market size of USD
positioning India as the global 2024 2029
30.23 Bn in CY 2024, further reaching
manufacturing hub for agrochemicals. Source: Mordor Intelligence
USD 34.86 Bn by CY 2029 . Additionally,

4th Pigments Market - Growth Rate by Region, 2024-2029

Largest producer of agrochemicals

2nd
Largest exporter of agrochemicals
High

Medium
Global pigment industry11
Low
Pigments are fine and soluble powdered
particles that are used in varied
Source: Pigments market size & share analysis- Growth trends & forecasts (2024-2029). Mordor
industries including paints and coatings, Intelligence
plastics, textiles and inks. In CY 2023,
the market size of the global pigment
industry was USD 24.13 Bn, dominated
by the Asia-Pacific markets. Additionally,
China, India and Japan were the highest
contributors during the year under
review.

The industry was provided with strong

growth opportunities including growth
in the demand for packed foods and

11
https://www.mordorintelligence.com/industry-reports/pigments-market
12
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46 Annual Report 2023-24

 Corporate Overview
Indian pigment industry growth in the research and development 8% market share. It is also one of the
and governmental initiatives such as the leading manufacturers of pesticides in
Once heavily reliant on imports, the
‘Make in India’ initiative, it is expected India with a marked presence across the
Indian pigment market has undergone
to make a positive contribution to the entire value chain
significant transformation. It has
industry.
emerged as an export-driven sector. The Company has a backward-

Statutory Reports
In FY 2024, the industry growth can integrated, versatile manufacturing
be attributed to increasing demand Company overview facilities situated within the chemical
for paint and coatings, surge in Founded in 1986, Meghmani Organics belt of Gujarat. MOL has 36+ brands
construction activities and expansion Ltd. (MOL) is a fully integrated, of various pesticides formulations in
of automobile industries, heightened diversified chemical company, India and has over 400+ customer base
sales in textiles and robust infrastructure specialising in Crop Protection, across diverse industries. The Company
rehabilitation efforts. Crop Nutrition and Pigments. MOL has established a global presence in
is a leading player, ranking among 75+ countries and a wide distribution
The industry is expected to grow and

Financial Statements
the top three global Phthalocyanine network of 3,500+ distributors and
reach a market size of USD 2.95 Bn by
based pigment companies, enjoying dealers across India.
202613. With the increase in exports,

35+ Years 9 3rd Largest

Of chemical industry Integrated Producer of copper
experience manufacturing phthalocyanine based blue
facilities pigments globally

75+ 3,500+ Responsible Care®

Countries of presence Distributors Accreditation for Agro Division
in India

Committed Badge
by EcoVadis

Industry Applications
Household
Veterinary insecticides and Crop Nutrition Printing Inks Paints Plastics
Crop Protection
pesticides public health

https://www.linkedin.com/pulse/india-pigment-market-growth-overview-detailed-analysis-swati-lavate-o8kzf?trk=public_post#:~:text=The%20India%20
13

Pigment%20Market%2C%20poised,US%24%202.95%20Bn%20by%202026

Annual Report 2023-24 47

Business overview and performance
Crop Protection Segment
With four manufacturing facilities and 19 warehouses across India, MOL is an established crop protection manufacturer, catering
many multinational corporations (MNCs) and other crop protection majors in more than 75 countries. The Company’s diversified
product portfolio include insecticides, herbicides and intermediates, providing a myriad of applications, including crop
protection, veterinary pesticides, household insecticides and public health products.

Product range

Insecticides Herbicides Intermediates

X Cypermethrin X 2,4-D Acid tech X Cypermethric Acid Chloride

X Alpha Cypermethrin X 2,4-D Sodium salt WP/SP X Meta Phenoxy

Benzaldehyde
X Permethrin X 2,4-D EsterTech
X Meta Phenoxy Benzyl
X Bifenthrin X Triclopyr Butoxy Ethyl Ester Alcohol

X Lambda-Cyhalothrin X High Trans Cypermethric

Acid Chloride
X Deltamethrin
X High Cis Cypermethric Acid
X Profenophos
Chloride
X Acetamiprid

X Emamectin Benzoate

X Fipronil

54,660 MTPA 67% used white pigment, valued highly for

its brightness and efficient UV light
Total Crop Protection Capacity Capacity Utilisation absorption qualities. The white pigment
finds its application across multiple
industries, providing enriched whiteness
Revenue from Operations (J Crore) & Exports (%) and opacity to a wide range of products
including paints, coatings, plastics,
79% 79% 87% 89% 84% papers, inks, foods, medications, and
973 1,045 1,738 1,940 1,079 toothpastes.

TiO2 is inert, thermally stable, non-

flammable and non-toxic. It is mostly
available in Rutile Grade and Anatase
Grade. The production is dependent on
critical raw materials such as ilmenite
ore and sulphuric acid with the majority
of ilmenite sourced from heavy mineral
concentrations in beach sands.
FY20 FY21 FY22 FY23 FY24

and global presence in more than 75

33,180 MTPA
Pigment Segment
countries. Total Pigment Capacity
MOL takes pride in being one of the
largest manufacturer of phthalocyanine- The Company’s pigment catalogue
based pigments in the world with an 8%
market share. With three manufacturing
include Phthalocyanine Pigments, Azo
Pigments, High Performance Pigments
41%
facilities, the Company has established and Titanium Dioxide (TiO2). TiO2 is
Capacity Utilisation
an extensive distribution network well recognised as the most often

48 Annual Report 2023-24

 Corporate Overview
Pigments find Applications in Revenue from Operations (J Crore) & Exports (%)

77% 78% 82% 83% 78%

9% 641 578 756 617 461

10% 24%

Statutory Reports
10%

47%

Financial Statements
Paint & Coatings Plastics

Printing Ink Textile Others FY20 FY21 FY22 FY23 FY24

Financial performance

31st March 31st March

Ratio %change Reason for variance above 25% year on year
2024 2023
Debt-Equity Ratio 0.38 0.42 -8.55% No major variance
Debt Service Coverage 0.14 0.77 -81.92% There is a decrease in Debt service coverage
Ratio ratio due to decrease in profitablity because of
decrease in sales.
Return on Equity Ratio -3.51% 16.17% -121.72% There is a decrease in return on equity ratio on
account of decrease in Net profit for the year.
Inventory Turnover Ratio 2.80 4.10 -31.71% There is a decrease in inventory turnover ratio
due to decrease in revenue.
Trade Receivables Turnover 3.16 4.72 -32.99% There is a decrease in Trade Receivables
Ratio Turnover ratio due to decrease in revenue.
Trade Payables Turnover 2.06 3.15 -34.54% There is a decrease in Trade Payables Turnover
Ratio ratio due to decrease in purchase
Net Capital Turnover Ratio 13.23 5.97 121.58% There is a increase in Net Capital Turnover Ratio
due to decrease in revenue.
Return on Capital Employed -1.80% 14.24% -112.62% There is a decrease in return on capital
employed on account of decrease in Net profit
for the year and increase in capital employed.
Return on Investment 2.5% 3.9% -36.05% There is decrease in the return on investment on
account of decrease in interest income and Net
gain on Investment in Mutual Funds and increase
in average investments.

Particulars FY24 (J Crore) FY23 (J Crore) YoY (in %)

Net Sales 1,540 2,557 (40%)
EBITDA 9.5 364 (97%)
PBT (74.2) 327 (123%)
PAT (56.6) 250 (123%)

Outlook
Looking forward, the Company expects to sustain its growth, supported by its advanced infrastructure and plant capabilities
along with a diversified product portfolio. Additionally, the Company’s robust manufacturing units are set to capitalise on the
evolving market trends, providing the Company a competitive advantage in terms of productive capability.

Annual Report 2023-24 49

Human capital
The Company firmly believes that its
employees are at the core of all its
operations. It regards its employees as
its most valuable asset and endows its
people with a healthy and competitive
milieu to outshine and establish novel
benchmarks of quality, productivity,
efficiency and customer satisfaction. In
addition to this, the Company focuses
on maintaining a diversified workforce
in its organisation. The Company's
dedicated HR policies assist in drawing
in and retaining an exceptional talent
pool.

The details of the number of employees

as of March 31, 2024 are provided
in the Business Responsibility and
Sustainability Report.

Risk management
The Company implements a robust risk management policy to identify, assess and manage risks. The Company ensures that
each risk is addressed and proper strategies are developed to effectively mitigate the major risks.

Risk mitigation

Risks Risk description Mitigation strategy

The Company has established a strong MOL successfully mitigates probable risks arising
international presence. However, fluctuations from international presence through its effective
in exchange and interest rates have the forex management policy. This includes hedging
International risk potential to impact the profitability of the against the volatile foreign currency.
Company.

Fluctuations in raw material price owing The Company is backward and forward integrated.
to persistent geopolitical conflicts, supply Additionally, the Company follows effective
chain disruptions, inflation, and other procurement practices, quality control measures
issues. These pose as significant risk to the and employs robust logistic management to
Raw material prices
Company’s growth. maintain a loyal client base.

The Company operates in a highly MOL follows a diversified business approach

competitive industry with organised to maintain its market position in both domestic
domestic and international players. This and global markets. The Company’s diversified
increases competition and disrupts geographical presence reduces reliance on a
Competition risk operations, impacts profitability and hinders single organisation.
long-term growth of MOL.

Due to its global operations, MOL has to The Company had effective strategies in place
adhere to various compliance frameworks. to reduce its reliability on one country to sell its
Any policy change in any of the countries products.
Regulatory risk may result in a revenue loss.

50 Annual Report 2023-24

 Corporate Overview
Internal control system other forward-looking statements based patterns or actions do not imply that
on management's current expectations they will persist in the future. Any
In order to guarantee that all assets
or beliefs, may be expressed in part forward-looking statements made,
are protected against unauthorised
in the Management Discussion and whether in response to new information,
use or disposal, honest and fair
Analysis. A number of assumptions anticipated events, or otherwise, are
reporting, compliance with all relevant
regarding the Company's operations, not subject to correction or revision. It

Statutory Reports
regulatory requirements, and adherence
external factors, and third-party sources is not advisable to overly depend on
to business policies, the business
are taken into account. Both known and forward-looking statements, as they are
maintains an appropriate and sufficient
unknown risks and uncertainties are only indicative as of the Annual Report's
system of internal controls appropriate
included, which could result in actual publication date.
to the scale and nature of its operations.
results that are materially different
The Board's Audit Committee reviews
from those anticipated by the relevant
internal audit reports.
forward-looking statements. It is
important to remember that any forward-

Financial Statements
Cautionary statement looking comments in the Management
The Company's plans, beliefs, and Discussion and Analysis about previous
expectations for the future, as well as

Annual Report 2023-24 51

Directors’ Report
Dear Shareholders

Your Board of Directors is pleased to present Fifth Annual Report of your Company together with Audited Financial Statement of
the Company for the Financial Year ended on March 31, 2024.

FINANCIAL RESULTS
(C in Lakhs)
Particulars FY 2023-24 FY 2022-23
Revenue from Operations 1,52,311.90 2,53,169.32
Other Operating Revenue 1,673.21 2,504.59
Total Revenue from Operations 1,53,985.11 2,55,673.91
Other Income 4,294.18 9,596.31
Total Income 1,58,279.29 2,65,270.21
Profit Before Finance cost & Depreciation 5,239.57 45,994.93
Finance Cost 4,342.58 6,440.54
Depreciation and Amortization Expenses 8,314.10 6,811.08
Profit Before Exceptional Items & Tax (7,417.11) 32,743.31
Exceptional item - -
Profit Before Tax (7,417.11) 32,743.31
Payment and Provision of Current Tax 466.86 7,897.53
Deferred Tax Expenses/(Income) (2,227.23) (192.80)
Profit After Tax (5,656.74) 25,038.58

FINANCIAL PERFORMANCE INTEGRATED MANAGEMENT SYSTEMS FOR

During the year under review, the revenue from operations of
BUSINESS CONTINUITY AND SUSTAINABILITY
the Company decreased to C 1,53,985.11 Lakhs compared Crop Protection and Pigments Division have implemented
to C 2,55,673.91 Lakhs in the previous year impacted by integrated management system i.e. ISO14001 and ISO45001
sluggish demand and lower product price realisation across to ensure system and practices improvement, presently at
markets. The Profit Before Finance cost & Depreciation for the five out of six manufacturing facilities are certified with these
year under review decreased to C 5,239.57 Lakhs compared standards. Your Company has also obtained certification in
to C 45,994.93 Lakhs. Your Company has incurred a loss of energy management system in two manufacturing facilities.
C 5,656.74 Lakhs compared to previous year Profit After Tax of
C 25,038.58 Lakhs due to sluggish demand and lower product To interlink and improve interdependence and safety in entire
price realisation. supply chain management, your Company adopted Responsible
Care Management system in year FY2021-22 followed by
Segment Performance Responsible Care logo presented in the FY2022-23. At present
Crop Protection three manufacturing facilities of Crop Protection and R&D centre
of the Company are accredited with RC logo. Responsible
During the year under review, Crop Protection constitutes care system ensures that all aspects of business continuity i.e.
~70% of the overall company’s revenue. Due to sluggish Leadership commitment, Process safety management, workplace
demand and lower product price realisation across markets, safety and health, preparedness of organisation to response
the segment’s performance was impacted. The Company is emergency, security management systems and distribution safety
well positioned to leverage its state-of-the-art infrastructure are being monitored through some Key performance parameters.
along with backward integration once the overall situation RC also ensures that company gives equal weightage to CSR
starts stabilizing from the coming quarters. and ESG elements.
Pigments: Responsible Care® (RC) is a global chemical industry's
During the year under review, Pigments constitutes ~30% of voluntary initiative to drive continuous improvement in
the overall company’s revenue. Pigment industry has been on safe chemicals management and achieve excellence
a downtrend since Q2 FY 2022-23 and the prevailing price in Environmental, Health, Safety and Security (EHS&S)
erosion in the pigment industry due to demand contraction performance. In India, Responsible Care is monitored by
globally has impacted the segment performance. We the Indian Chemical Council (ICC), an apex industry body
anticipate gradual stabilization in the pigment segment in the representing the chemical industry in India. Responsible Care
coming quarters. Guiding Principles pave the path of sustainable development

52 Annual Report 2023-24

for our Company and improves workplace safety systems. quality, crop’s productivity and additionally, it is environmentally

Corporate Overview
Successful implementation of Responsible Care ensures that safe. India’s urea demand stands at 35 Million metric tons
our company will continue to provide beneficial products (MMT) per annum, of which nearly 29 MMT is produced
to society, continually reduce its negative impacts and domestically while the balance is imported. Government
while maximizing its positive contribution to human health, of India targets to eliminate India’s dependency on urea
environment, economy and the society. imports by 2025 as more farmers adopt the usage of Nano
Urea. Additionally, it will help to reduce Government’s subsidy
During the year under report, your Company started working on burden on the conventional urea.
ECOVADIS assessment in Q2 of FY 2023-24 and scored 50%
marks in first attempt in the recent assessment completed in
FIRE INSURANCE CLAIMS

Statutory Reports
January, 2024, which is equals to “Good” rank and ECOVADIS
has issued us with ‘COMMITED ORGANISATION’ Badge. Fire in Dahej, SEZ in October 2022
An unfortunate accident, a fire broke out in Finished Goods
ECOVADIS is a global platform which helps the Companies to
warehouse of Pigment Plant of the Company situated at SEZ
manage risk and improve compliance. By engaging ourselves
unit, Dahej, on October 22, 2022 majorly leading to loss of
in Ecovadis rating, Your Company is driving systemic change
inventories. It was estimated a loss of C 39.25 Crores towards
and support businesses in improving safety, environmental
inventory and C 3.10 Crore towards Building and others. The
practices in sustainable manner.
Company has lodged a claim with the insurance company for

Financial Statements
the loss suffered which is under assessment. The Company
MULTI PURPOSE PLANT is adequately insured for the above-mentioned loss of asset
Your Company has commissioned backward integrated Multi hence does not expect any material net-losses.
Product Plant in third quarter of FY2023 with installed capacity
Fire in Panoli unit in April 2023
of 5000 MTPA in the Dahej, which manufactures high value
new-age insecticides, such as Lambdacyhalothrin Tech, An unfortunate accident, a fire broke out in Finished Goods
Flubendamide & Beta Cyfluthrin, Cyfluthrin & Spiromesifenthe. warehouse of Pigment Plant of the Company situated at Panoli
This initiative is in line with Atmanirbhar Bharat initiative by G.I.D.C. District – Bharuch – 3,92,130 on April 16, 2023. There
Govt. of India and is in continuation to our strategic decision is no impact on production as fire occurred at Finished Goods
to meet growing agrochemical demand in domestic and Warehouse and estimated a loss of C 9.14 Crores towards
Global market. inventory. The Company has required insurance coverage and
the Company has lodged a claim with the insurance company
for the loss suffered which is under assessment.
PERFORMANCE OF SUBSIDIARY
Fire in Agro-III at Dahej -2019
KILBURN CHEMICALS LIMITED (KCL) The erstwhile Meghmani Organics Limited submitted Business
The Company commissioned Phase I in last quarter of FY 2022- Interruption claim to the insurance Company in the year 2019
23 which is under stabilization. During the year under review, and received C 1,261.14 Lakhs in past year. During the year
KCL achieved revenue from operations of C 109.74 Lakhs. Your under review, your Company received claim of C 105.40 Lakhs
Company is one of the largest manufacturers of Phthalocyanine against consented claim of C 390.33 Lakhs under Business
pigment in India and acquisition of KCL would give opportunity Interruption Loss. Your Company has invoked arbitration
to increase its product basket by foray into manufacturing of procedure against the insurance Company against arbitrary
a bright white pigment, i.e. Titanium Dioxide (TiO2) with initial deduction in the business interruption claim.
capacity of 16,500 metric tons per annum (MTPA).
DIVIDEND
Titanium Dioxide (TiO2), an import substitution product,
accelerates the Company’s growth plans mirroring the The Board of Directors has not recommended any Dividend
Government’s ‘Make in India’ & ‘Atmanirbhar Bharat’ vision. on equity share for the Financial year 2023-24 due to financial
loss incurred by the Company in view of continued to witness
sluggish global demand coupled with lower product price
MEGHMANI CROP NUTRITION LIMITED(MCNL) realizations across markets impacting our revenue and
MCNL has recently commissioned Nano Urea manufacturing profitability.
facility in Q4 FY 2023-24 at Sanand, Nearby Ahmedabad,
Gujarat to manufacture Liquid Fertilizer (Nano Urea) having (A) Dividend Distribution Policy
annual capacity at 5 crore bottles (~500 ml) per year. During the As per Regulation 43A of the SEBI (LODR) Regulations,
year under review, MCNL achieved revenue from operations of 2015, the top 1000 listed companies shall formulate a
C 139.92 Lakhs. dividend distribution policy. Accordingly, your Company
has formulated and adopted the policy setting out the
Foray into Liquid Fertilizers amplifies the growth strategy of the
parameters and circumstances that shall be taken into
company and in agrochemical division. MOL’s foray into Nano
account by the Board in determining the distribution of
Urea is aligned with the Prime Minister’s vision of Atmanirbhar
dividend to its shareholders and retaining profits earned by
Bharat and increasing farmers’ income.
the company. A dividend distribution policy as adopted by
Nano urea is revolutionary Liquid Fertilizer and is effective in the Company is available on the website of the Company
enhancing the nutritional at https://meghmani.com/wp-content/uploads/2022/08/
Dividend-Distribution-Policy-MOL01.pdf

Annual Report 2023-24 53

(B) Transfer to Investor Education and Protection 2024. The compositions of the Board and its attendance have
Fund (IEPF) Authority been given in the Report on Corporate Governance which
forms part of this Annual Report.
During the year, unclaimed dividend amount of C 5.48
Lakhs pertaining to FY 2015-16 were transferred to
Investor Education & Protection Fund (IEPF) established CONSTITUTION OF COMMITTEES
by the Central Government on 13th March, 2024 and also
To comply with the requirements of listing, the Company has
transferred 32124 Equity shares of the Company to IEPF
constituted the following Committees
in April, 2024.
1. Audit Committee
SHARE CAPITAL 2. Nomination and Remuneration Committee
As on March 31, 2024,
3. Stakeholder Relationship committee
1) the Present Authorised Capital is C 37.00 Lakhs divided
into 37,00,00,000 equity shares of C 1 each. 4. Corporate Social Responsibility
2) the Paid up Equity Share Capital of the Company stood 5. Risk Management Committee
at 2,543.14 Lakhs divided into 25,43,14,211 equity
shares of C 1 each. The details with regard to the composition, its attendance, of
reference etc. of above mentioned committees are provided in
During the year under review, the Company has neither issued the Report on Corporate Governance which forms part of this
shares with differential rights as to dividend, voting or otherwise Annual Report.
nor issued shares (including sweat equity shares) to the
employees or Directors of the Company, under any Scheme.
The Company has not issued any convertible instrument PARTICULARS OF LOANS, GUARANTEES OR
during the year. No disclosure is required under Section 67(3) INVESTMENTS
(c) of the Companies Act, 2013 in respect of voting rights not Details of Loans, Guarantees and Investments covered under
exercised directly by the employees of the Company as the the provisions of Section 186 of the Companies Act, 2013 are
provisions of the said Section are not applicable. given in the Notes to the Financial Statements.

AUDITORS’ REPORT RELATED PARTY TRANSACTIONS (RPT)

There is no qualification, reservation or adverse remarks or All contracts / arrangements / transactions entered into
disclaimer made by the Auditors in their report on the financial with Related Parties during the year under review were in the
statement of the Company for the Financial Year ended on ordinary course of business and on an arm’s length basis.
March 31, 2024.
During the year under review, there is a no material Related
Party Transactions with related parties required to be
FINANCIAL LIQUIDITY reported in AOC-2.
Cash and Cash equivalent as at March 31, 2024 was C 1,412.78
Lakhs compared with previous year of C 2,758.61 Lakhs. The
CONSERVATION OF ENERGY, TECHNOLOGY
Company’s working capital management is based on a well-
ABSORPTION, FOREIGN EXCHANGE EARNINGS
organized process of continuous monitoring and controls on
AND OUTGO
Receivables, Inventories and other parameters.
The information pertaining to Conservation of Energy,
Technology Absorption, Foreign Exchange Earnings and outgo
CREDIT RATING as required under Section 134(3)(m) of the Companies Act,
CRISIL has Long Term Rating CRISIL A+/Negative (downgraded 2013 read with Rule 8(3) of the Companies (Accounts) Rules,
from ‘CRISILAA-/Negative) and Short Term Rating CRISIL 2014 are provided in Annexure- A appended to this report.
A1 (downgraded from CRISIL A1+) to its total Bank loan
facility of C 1,094 Crore vide its letter RL/MEGORGN/336662/
CONSOLIDATED FINANCIAL STATEMENT
BLR/0224/79093 issued on February 08, 2024 to the Company.
As on March 31, 2024, the Company has the following
five subsidiaries;
ANNUAL RETURN
Pursuant to Section 92(3) read with Section 134(3)(a) of the
Sr.
Companies Act, 2013, the Annual Return of the Company Name of the Subsidiary Status
No.
as on March 31, 2023 and the draft annual return as on
March 31, 2024 is available on the website of the Company 1. Meghmani Organics USA Active - Distribution
at https://meghmani.com/investors/investor-information/ INC. (USA) Business
2. P T Meghmani Organics Operations Closed -
StockExchangeInformation/OtherDisclosures.
Indonesia (Indonesia) Distribution Business
3. Meghmani Crop Nutrition Recently commissioned
BOARD MEETINGS Limited (Earlier known as Nano Urea
During the year under review, the Board met four times on April Meghmani Synthesis Limited) manufacturing facility in
29, 2023, August 14, 2023, November 7, 2023 and January 30, Q4FY 2023-24.

54 Annual Report 2023-24

Sr. Your company has the following 5 (Five) Independent
Name of the Subsidiary Status

Corporate Overview
No. Directors as on March 31, 2024.

4. Kilburn Chemicals Limited Engaged in 1) Mr. Manubhai Patel

manufacturing of
Titanium Dioxide (TiO2) 2) Prof. (Dr) Ganapati Yadav

In accordance with the provisions of section 129(3) of the 3) Ms. Urvashi Shah
Companies Act, 2013 read with regulation 33 of SEBI (LODR)
4) Dr. Varesh Sinha and
Regulations, 2015, the Company has prepared consolidated
financial statements of the Company and all its subsidiaries, 5) Mr. Nikunt Raval

Statutory Reports
which form part of the Annual Report. As provided in Section
129(3) of the Companies Act and Rules made thereunder (D) APPOINTMENT OF EXECUTIVE DIRECTORS
a statement containing the salient features of the financial During the year under review. Mr. Ankit Patel (DIN:
statements of its subsidiaries in the prescribed format AOC-1 02180007) has been appointed as Chairman & Managing
is appended to this Report as Annexure - B. A policy relating Director, Mr. Karana Patel (DIN: 01727321) and Mr.
to material subsidiaries as approved by the Board may be Darshan Patel (DIN: 02047676) have been appointed as
accessed on the Company’s website in the investor section. Executive Directors and Mr. Maulik Patel (DIN: 02006947)

Financial Statements
and Mr. Kaushal Soparkar (DIN: 01998162) have been
DIRECTORS/ KEY MANAGERIAL PERSONNEL appointed as Non-executive non-Independent Director
(KMP) w.e.f. August 14, 2023 and Mr. Jayantilal Patel, Executive
Chairman, Mr. Ashish Soparkar, Managing Director, Mr.
The Board of Directors of the Company comprises of ten
Natwarlal Patel, Managing Director, Mr. Ramesh Patel,
directors with combination of five independent and five
Executive Director, Mr. Anand Patel, Executive Director
non-independent directors.
have vacated their office and ceased to be director
(A) DIRECTORS RETIRING BY ROTATION w.e.f. August 16, 2023 in order to implement succession
planning within the organization. As on March 31, 2024,
Mr. Ankit Patel and Mr. Karana Patel are the Directors
the Company have the following executive directors;
retiring by rotation and being eligible have offered
themselves for re-appointment. Pursuant to Regulation 36
of SEBI (LODR) Regulations, 2015 read with Secretarial Name Designation Tenure
Standard-2 on General Meeting, brief profile of the Mr. Ankit Patel Chairman & 5 years from
Directors re-appointed is appended to the Notice of Managing Director August 14, 2023
Annual General Meeting. Mr. Karana Executive Director 5 years from
Patel August 14, 2023
(B) KEY MANAGERIAL PERSONNE
Mr. Darshan Executive Director 5 years from
Pursuant to Section 2(51) of the Companies Act, 2013, Patel August 14, 2023
read with the Rules framed there under, the following
persons have been designated as Key Managerial The remuneration payable to Executive Directors
Personnel of the Company: includes fixed amount of salary and performance based
remuneration which shall be decided by the Board of
1. Mr. Ankit Patel
Directors collectively considering the performance of the
Chairman & Managing Director & CEO Company. The details of remuneration paid to Executive
Directors are given in the Corporate Governance Report.
2. Mr. Gurjant Singh Chahal
(E) INDEPENDENT DIRECTORS DECLARTION OF
Chief Financial Officer (CFO) INDEPENDENCE

3. Mr. Jayesh Patel The Independent Directors were appointed at the Board
meeting and hold office for a fixed term not exceeding
Company Secretary five years and are not liable to retire by rotation. In
accordance with Section 149(7) of the Companies Act
(C) CHANGE IN INDEPENDENT DIRECTOR 2013, each Independent Director has given a written
During the year under review, Mr. Shalin Mehta ceased declaration to the Company confirming that he/she meets
to be independent Director w.e.f. November 7, 2023 and the criteria of Independence as mentioned under Section
Mr. Nikunt Raval has been appointed as Independent 149(6) of the Companies Act, 2013 and SEBI (LODR)
Director by the Board of directors in their meeting held on Regulations, 2015.
November 7, 2023 which was subsequently approved by
the members through postal ballot on December 10, 2023.

Annual Report 2023-24 55

FIXED DEPOSITS controls, foreign exchange forward contracts to hedge foreign
currency risk apart from insuring its assets through various
During the year, the Company has not accepted any deposits
insurance policies.
from the public falling within the ambit of Section 73 of the
Companies Act, 2013 and the Rules framed there under.
CORPORATE GOVERNANCE
CORPORATE SOCIAL RESPONSIBILITY (CSR) The Management of the Company ensures to maintain
high standards of Corporate Governance in conducting its
During the year under review, the Company has spent
business and to exist an effective self-regulatory mechanism
C 25.00 Lakhs towards CSR activities in accordance with the
to protect the interest of various Stakeholders. Your Company
policy on CSR and unspent CSR amount of C 630 Lakhs has
has complied with the mandatory requirement specified under
been transferred to Unspent CSR account FY2024 on April
SEBI (LODR) Regulations, 2015 and the Report on Corporate
30, 2024 in accordance with provisions of Section 135(6) of
Governance for FY2023-24 prepared in accordance with
Companies Act, 2013, which will be utilized in terms of CSR
Regulation 34(3) read with Schedule V of the SEBI (LODR),
policies of the Company. A detailed Annual Report on CSR
Regulations, 2015 is appended to this Report as Annexure - D.
activities prepared in accordance with Companies (Corporate
The requisite Certificate from Shahs & Associates, Practicing
Social Responsibility Policy) Rules, 2014 is appended as
Company Secretaries, Ahmedabad confirming the compliance
Annexure - C to this report.
with the conditions of corporate governance is appended
to this Report.
BOARD EVALUATION
The Company has adopted the policy for evaluation of the MANAGEMENT DISCUSSION AND ANALYSIS
performance of the Board, its committees and individual REPORT
directors in accordance with the requirement under the
Pursuant to Regulation 34 read with Schedule V to the SEBI
Companies Act, 2013 and SEBI (LODR) Regulations, 2015 and
(LODR) Regulations, 2015, the Management Discussion and
accordingly evaluation of the performance of the Board and
Analysis Report for the year under review is presented in a
its Committees have been carried out. The brief information
separate section forming part of the Annual Report.
on performance evaluation of Board and individual director is
provided in Corporate Governance Report which is annexed
to this report. BUSINESS RESPONSIBILITY AND SUSTAINABLE
REPORTING (BRSR)
REMUNERATION POLICY Business Responsibility and Sustainable Reporting for the
year under review, as stipulated under Regulation 34 (2)
The Board has adopted a policy for selection and appointment
(f) of SIBI (LODR) Regulations, 2015 and SEBI Circular No.
of Directors, Senior Management and their remuneration in
SEBI/HO/CFD/CFD-SEC-2/P/CIR/2023/122 dated July 12,
order to comply with the requirement under the Companies
2023 is available at https://meghmani.com/wp-content/
Act, 2013 and SEBI (LODR) Regulations, 2015. The brief
uploads/2024/06/BRSR-2023-24.pdf.
information about Remuneration Policy is provided in the
Corporate Governance Report which is annexed to this report.
INSURANCE
VIGIL MECHANISM / WHISTLE BLOWER POLICY The Company’s Plant, Property, Equipment and Stocks are
adequately insured under the Industrial All Risk Policy. The
The Company has adopted Whistle Blower Policy to deal with
Company has insurance coverage for Product Liability, Public
instance of unethical behavior, actual or suspected fraud or
Liability, Marine coverage and Commercial General Liability
violation of the Company’s code of conduct, if any. Further,
(CGL). The Company has Directors’ and Officers’ Liability
the mechanism adopted by the Company encourages the
Policy (D&OL) to provide coverage against the liabilities
whistleblower to report genuine concerns or grievances and
arising on them.
provide for strict confidentiality, adequate safeguards against
victimization of whistleblower who avails of such mechanism
and also provides for direct access to the Chairman of the AGROCHEMICAL REGISTRATION
Audit and Risk Management Committee, in appropriate cases. The Company has 780 registration of export (including Co-
The Whistle Blower Policy is hosted on the website of the partner Registrations worldwide) and Central Insecticides
Company under investor section. Board (CIB), Faridabad.

RISK MANAGEMENT RESEARCH & DEVELOPMENT

The risks are measured, estimated and controlled with the Research and Development (R & D) Center of the Company
objective to mitigate its adverse impact on the business of the situated at Village Chharodi, Taluka: Sanand, District:
Company. The Company has inherent risk associated with its Ahmedabad, state of the Art R&D facilities are spread over
business apart from credit risk, liquidity risk and market risk. 5000 sq. feet area with ~35 researchers and scientists and
The Company has an effective risk management framework have various sophisticated analytical instruments. R & D Center
to monitor the risk controls in key business processes. In carries out development of off-patent molecules, improvements
order to minimize any adverse effects on the bottom line, your in process parameters, time cycle optimization and scale up of
Company takes various mitigation measures such as credit new technology from laboratory to production level.

56 Annual Report 2023-24

The R&D center accredited with the GLP-certificate of c) The Directors had taken proper and sufficient care for

Corporate Overview
OECD-GLP from National GLP Compliance Monitoring the maintenance of adequate accounting records in
Authority (NGCMA), Department of Science and Technology, accordance with the provisions of this Act for safeguarding
Government of India since Oct-2017. Currently GLP Certification the assets of the Company and for preventing and
No.:GLP/C-217/2023 and it is valid from October 18, 2023 to detecting fraud and other irregularities;
October 17, 2026. Good Laboratory Practice (GLP) refers to
a quality system of management controls for research labs to d) The Directors had prepared the Annual Accounts on a
ensure the uniformity, consistency, reliability, reproducibility, Going Concern Basis;
quality and integrity of the tests conducted therein.
e) The Directors had laid down Internal Financial Controls
R&D center helped in developing new products and process (IFC) and that such Internal Financial Controls are

Statutory Reports
of Agrochemical active ingredients and intermediates, adequate and have been operating effectively.
generated and isolated process related impurities for all
new developed products, which further characterized by IR, f) The Directors had devised proper systems to ensure
Mass, UV in our in-house GLP facility and standardized it for compliance with the provisions of all applicable laws
further use in GLP activities. It also helped to increase in CIB and that such systems have been found adequate and
& Overseas registration of new products, which benefits to the operating effectively.
Company in long term.
AUDITORS:-

Financial Statements
The Company has been granted 4 process patents by Indian
Patent Authority. (A) INTERNAL AUDITOR:-
M/s. C N K Khandwala & Associates, Chartered
ENVIRONMENT Accountants has been reappointed as Internal Auditor
for the Financial Year 2024-25.
As a responsible corporate citizen and as a chemicals
manufacturer environmental safety has been one of the The Internal Auditors reports to the Audit Committee of
key concerns of the Company. It is the constant endeavor the Board, which helps to maintain its objectivity and
of the Company to strive for compliant of stipulated independence. The scope and authority of the Internal
pollution control norms. Audit function is defined by Audit Committee. The
Significant audit observations and corrective actions
INDUSTRIAL RELATIONS thereon are presented to the Audit Committee of the Board.

The relationship with the workmen and staff remained cordial (B) STATUTORY AUDITORS: -
and harmonious during the year and management received
M/s. SRBC & Co LLP, Chartered Accountants,
full cooperation from employees.
Ahmedabad (Firm Regn. No. 324982E / E 300003) were
appointed as Statutory Auditors on August 4, 2020, to
PARTICULARS OF EMPLOYEES hold office for a period of five consecutive years from the
The statement containing particulars of employees as required conclusion of 1st Annual General Meeting (AGM) till the
under section 197(12) of the Companies Act, 2013 read with conclusion of 6th AGM.
Rule 5(2) of the Companies (Appointment and Remuneration
During the year, the Auditors had not reported any matter
of Managerial Personnel) Rules, 2014 is given in an Annexure
under Section 143(12) of the Act and therefore, no
and forms part of this report. In terms of Section 136(1) of the
detail is required to be disclosed under Section 134(3)
Companies Act, 2013, the Report and Audited Accounts are
(ca) of the Act.
being sent to the members excluding the aforesaid Annexure.
Any member interested in obtaining a copy of the Annexure The Statutory Auditor’s comment on your Company’s
may write to the Company Secretary at the registered office account for the year ended March 31, 2024 are self-
of the Company. explanatory in nature and do not require any explanation.
The Auditors Report does not contain any qualification or
DIRECTORS’ RESPONSIBILITY STATEMENT adverse remarks.

To the best of their knowledge and belief and according to the (C) SECRETARIAL AUDITOR: -
information and explanations obtained by them, your Directors
Pursuant to the provisions of Section 204 of the
make the following statement in terms of Section 134 of the
Companies Act, 2013 and the Companies (Appointment
Companies Act (Act):-
and Remuneration of Managerial Personnel) Rules, 2014,
a) In the preparation of the Annual Accounts, the applicable the Company has appointed M/s Shahs & Associates, a
accounting standards had been followed along with firm of Company Secretaries in Practice to undertake the
proper explanation relating to material departures; Secretarial Audit of the Company and Kilburn Chemicals
Limited, material unlisted company for FY 2023-24. The
b) The Directors had selected such accounting policies Secretarial Audit Report issued is appended to this report
and applied them consistently and made judgments and as Annexure -E. As there is no qualification, reservation
estimates that are reasonable and prudent so as to give or adverse remark made by the Auditors in their report,
a true and fair view of the state of affairs of the Company the report issued is self- explanatory and need no further
as at March 31, 2024 and of the profit of the Company for clarification.
the period ended on March 31, 2024.

Annual Report 2023-24 57

(D) COST-AUDITOR:- which are responsible for redressal of complaints relating
to sexual harassment against woman at workplace.
Pursuant to Section 148 of the Companies Act, 2013
During the year under review, there were no complaints
read with the Companies (Cost Records and Audit)
pertaining to sexual harassment against women.
Amendment Rules, 2014, the Cost records maintained by
the Company in respect of Agrochemicals products are (C) Significant or Material Orders passed by the
required to be audited by a Qualified Cost Accountant and Authority
accordingly, M/s. Kiran J Mehta & Co. Cost Accountants,
has been appointed as Cost Auditors by the Board of No significant or material orders were passed by the
Directors on the recommendation of Audit Committee for Regulators or Courts or Tribunals which impact the going
audit of cost records for the year ended on March 31, concern status of the Company and its future operations.
2024 and their remuneration was ratified by members at
(D) Secretarial Standards Compliance
the 4th Annual General meeting held on June 27, 2023.
The Cost Audit Report issued by the Cost Auditors for During the year under review, the Company has complied
the FY 2022-23 filed with the Central Government in with all applicable Secretarial Standards issued by
accordance with section 148(6) of Companies Act, 2013 Institute of Company Secretaries of India and approved
read with rule 6(6) of the Companies (cost records and by the Central Government pursuant to section 118 of the
audit) Rules, 2014. Companies Act, 2013.

Your Directors have on the recommendation of the Audit

ACKNOWLEDGMENT
Committee, appointed M/s. Kiran J Mehta & Co. existing
Cost Auditors of the Company (Firm Registration number The Board of Directors places on record their grateful
00025) to audit the Cost records of the Company for the appreciation for the assistance and continued support received
Financial Year 2024-25. from various Central and State Government Departments,
Organizations and Agencies involved therein. Your Directors
A Resolution seeking ratification of remuneration payable also gratefully acknowledge all stakeholders of the Company
to M/s. Kiran J Mehta & Co., existing Cost Auditors for FY viz. Customers, Members, Dealers, Vendors, Banks and other
2024-25, is included in the Notice convening the Annual business partners for the excellent support received from them
General Meeting. during the year under review. The Directors place on record
their sincere appreciation to all employees of the Company
OTHER DISCSLOSURE AND INFORMATION: - for their unstinted commitment and continued contribution to
achieve goals of the Company.
(A) Annual Listing Fee
The Company is listed with National Stock Exchange of
India Limited and BSE Limited and paid annual listing
fees to both the Stock exchanges for FY 2024-25.

(B) Prevention of Sexual Harassment at workplace For and on behalf of the Board
As per the requirement of the provisions of the sexual
harassment of women at workplace (Prevention,
Ankit Patel
Prohibition & Redressal) Act, 2013 read with rules
made thereunder, the Company has constituted Internal Date: May 11, 2024 Chairman & Managing Director
Complaints Committees as per requirement of the Act Place: Ahmedabad DIN - 02180007

58 Annual Report 2023-24

Annexure A –

Corporate Overview
Conservation of Energy, Technology Absorption and Foreign Exchange Earnings and outgo

[A] Conservation of Energy [B] TECHNOLOGY ABSORPTION:

(i) (a) Steps taken on conservation of energy: (i) Efforts made towards technology absorption:
The Company carries out Energy Audit every three Generally, the technologies and machineries made in
year of all manufacturing facilities and implement India are being used in the setting up, replacement of

Statutory Reports
the worth suggestions to reduce the power deteriorated machineries and new projects.
consumption. The following major steps, inter alia
were taken on conservation of energy. (ii) Benefits derived like product improvement,
cost reduction, product development or
1. Cable Loss Reduction by PF Improvement at import substitution:
Identified MCC's
Technology absorption beings various benefits to
2. Replacement of 3 and more times Rewound
the organisation including but not limited to, product
Motors with IE3 Class Motors

Financial Statements
improvement, time and cost reduction
3. Application of Auto voltage Regulator
for Lighting MLDB (iv) Information regarding technology imported, during
the last 3 years:
4. Application of Delta Star Convertor for
under Loaded Motors
Particulars
5. Installation of VFD to reduce power consumption From Amount
Sr. (Name of Year of
of unload hours for air compressor which (E in
No machinery Import
Country Lakhs)
6. Performance improvement of water chiller imported)
through condenser and evaporator cleaning
NIL
7. Flow controlling water pumping system
(v) Expenditure incurred on Research and
8. Poor performance (De rating Efficiency) Pump
Development:
replacement with new Pump set.

9. Refurbishment and installation of new impeller (C in Lakhs)

for water pumping system Particulars FY2024 FY2023

(b) Impact on conservation of energy: Capital 64.86 93.52

Recurring 488.18 397.46
During the year under review, the Company has Total 553.04 490.98
saved 26.75 Lakhs unit by above mentioned steps
on conservation of energy.
[C] Foreign Exchange Earnings and Outgo:
(ii) The Steps taken by the Company for utilising
alternate sources of energy : (C in Lakhs)
The Company has installed 4 Wind Mills to generate 2.1 Particulars FY2024 FY2023
megawatt power each for captive consumption. During Foreign Exchange Earnings 1,22,508.27 2,15,563.67
the year under review, the Company has saved C 17.74 Foreign Exchange Outgo 16625.38 64,369.35
Crores by utilizing power generated through Wind Mills.

The Company also use power generated through Solar by

entering into power purchase agreement with the third party.
During the year under review, the Company has saved
C 43.66 Lakhs by utilizing power generated through solar.

(iii) The capital investment on energy conservation

equipment:
Sr.
Particulars
No
1 The Company has invested C 2.63 Crores towards For and on behalf of the Board
operation and Maintenance of 4 Wind Mills to
generate 2.1 megawatt power from each wind mill.
2 The Company has also invested C 9.12 Lakhs Ankit Patel
in IE-3 Efficient Motors to reduce the power Date: May 11, 2024 Chairman & Managing Director
consumption in all manufacturing facilities. Place: Ahmedabad DIN-02180007

Annual Report 2023-24 59

Annexure - B
Statement of Salient Features of Financial Statement of Subsidiaries/Associates as per Section
129 (3) of the Companies Act, 2013

Part - A Subsidiaries
(C in Lakhs)
Kilburn
Meghmani USA P T Meghmani Meghmani Crop
Name of Subsidiary Chemicals
INC Indonesia Nutrition Limited
Limited
Financial year ended March 31, 2024 March 31, 2024 March 31, 2024 March 31, 2024

Reporting currency INR INR INR INR

Share Capital 1,215.00 139.70 123.30 105.00
Reserve & Surplus 40,199.56 196.89 (123.30) (713.41)
Total Assets 65,490.02 1,790.70 - 6,716.00
Total Liabilities 24,075.46 1,454.11 - 7,324.41
Investments 0.95 0.00 - 0.00
Turnover/Total Income 210.42 3,985.46 - 139.93
PBT (4,256.02) (710.49) - 6.79
Provision for Tax - 0.00 - 0.00
PAT (4,256.02) (710.49) - 6.79
Proposed Dividend - 0.00 - 0.00
% of holding 100 100 100 100

1. Names of subsidiaries which are yet to commence operations-

Name of subsidiary Status

NIL

2. Names of subsidiaries which have been liquidated or sold during the year- Meghmani Overseas FZE has been closed
down during the year under review.

Part "B": Associates and Joint Ventures

Name of Associates/Joint Ventures Name

1. Latest audited Balance Sheet Date

2. Shares of Associate/Joint Ventures held by the company on the year end
No.
Amount of Investment in Associates/Joint Venture
Extend of Holding %
3. Description of how there is significant Influence Not Applicable
4. Reason why the associate/joint venture is not consolidated
5. Networth attributable to Shareholding as per latest audited Balance Sheet
6. Profit / Loss for the year
i. Considered in Consolidation
ii. Not Considered in Consolidation

1. Names of associates or joint ventures which are yet to commence operations- Not Applicable

2. Names of associates or joint ventures which have been liquidated or sold during the year- Not Applicable.

60 Annual Report 2023-24

Annexure - C

Corporate Overview
Annual Report on CSR Activities to be included in the Board’s Report for
Financial Year 2023-24
[Pursuant to Section 134(3)(o) of the Companies Act, 2013 and Rule 9 of the Companies (Corporate Social
Responsibility) Rules, 2014]

1. Brief outline on CSR Policy of the Company:

Statutory Reports
The Company recognizes its responsibility as an important stakeholder in the society and strives to work towards the
betterment of the society constantly. The CSR activities, inter alia includes Promoting education, promoting rural sports,
women empowerment, Environment awareness programme, Contribution towards Disaster Management, Promote and
Develop infrastructure for health care and education including preventive health care facilities, community development etc.

The Company’s major CSR activities are undertaken through Meghmani Foundation and are compliant with CSR requirements
as prescribed under Companies Act, 2013 (the ‘Act’) read with Schedule VII of the Act and rules framed thereunder.

Financial Statements
2. Composition of CSR Committee:

Sr. No of Meeting held and attended

Name of Director Designation
No 29.04.2023 30.01.2024
1 Mr. Manubhai Patel Chairman √ √
2 Mr. Jayantilal Patel Member upto 16.08.2023 √ NA
3 Mr. Ashish Soparkar Member upto 16.08.2023 √ NA
4 Mr. Natwarlal Patel Member upto 16.08.2023 √ NA
5 Mr. Ankit Patel Member w.e.f. 14.08.2023 NA √
6 Mr. Karana Patel Member w.e.f. 14.08.2023 NA √
7 Mr. Darshan Patel Member w.e.f. 14.08.2023 NA √

3. Provide the web-link where Composition of CSR committee, CSR Policy and CSR Projects approved by the Board are
disclosed on the website of the Company: The CSR Policy of the Company is available at https://meghmani.com/ investors/
corporate-governance/Policies

4. Provide the details of Impact assessment of CSR projects carried out in pursuance of sub-rule (3) of rule 8 of the Companies
(Corporate Social Responsibility Policy) Rules, 2014, if applicable. : Not applicable, but Company has carried out voluntarily
Impact assessment of CSR activities which is available at https://meghmani.com/wp-content/uploads/2024/06/Impact-
Assessment-Report.pdf

5. (a) Average net profit of the Company as per section 135(5): E 32,612.19 Lakhs

(b) Two percent of average net profit of the Company as per section 135(5): E 652.24 Lakhs

(c) Surplus arising out of the CSR projects or programmes or activities of the previous financial years: Nil.

(d) Amount required to be set off for the financial year, if any: Nil.

(e) Total CSR obligation for the financial year (b + c - d): E 652.24 Lakhs

6. (a) Amount spent on CSR Projects (both Ongoing Project and other then Ongoing Project): E 25.00 Lakhs

(b) Amount spent in administrative overheads: Nil.

(c) Amount spent in Impact Assessment, if applicable: Nil.

(d) Total amount spent for F.Y. 2023-24 (a + b + c): E 25.00 Lakhs

(e) CSR amount spent or unspent for the F.Y. 2023-2024:

(C in Lakhs)
Amount Unspent
Total amount
Total amount transferred to unspent Amount transferred to any fund specified under
spent for F.Y.
CSR account as per Section 135(6) Schedule VII as per second provision to section 135(5)
2022-23
Amount Date of transfer Name of Fund Amount Date of transfer

25.00 630.00 30.04.2024 - - -

Annual Report 2023-24 61

 (f) Excess amount for set off, if any:

Sl. Amount
Particulars
No. (E in lakhs)
(i) Two percent of average net profit of the Company as per Section 135(5) -
(ii) Total amount spent for the F.Y. 2023-2024 -
(iii) Excess amount spent for the F.Y. 2023-24 [(ii)-(i)] -
(iv) Surplus arising out of CSR projects or programmes or activities of the previous F.Y. 2022-23 -
(v) Amount available for set off in succeeding Financial Years [(iii)-(iv) -

7. Details of unspent CSR amount for the preceding three Financial Year:
(C in Lakhs)
Amount Balance Amount transferred to Amount
Amount
transferred Amount in any fund specified under remaining to
Preceding spent in the
Sr. to Unspent Unspent CSR Schedule VII as per be spent in Deficiency,
Financial Reporting
No. CSR Account Account section 135(6), if any succeeding if any.
Year(s) financial
under section under section Date of financial
Year Amount
135 (6) 135 (6) Transfer years
1. 2020-21 - - - - - - -
2. 2021-22 115.00 - 89.00 - - - -
3. 2022-23 292.00 266.97 25.00 - - 266.97 -

8. Whether any capital assets have been created or acquired through Corporate Social Responsibility amount spent in the F.
Y. 2023-24: Yes

Furnish the details relating to such asset(s) so created or acquired through Corporate Social Responsibility amount spent in
the Financial Year:

Short particulars of Details of entity/ Authority/ beneficiary of the

the property or PIN Code of registered owner
Amount of
Sl. asset(s) [including Date of CSR
the property CSR amount
No. complete address creation Registration
or asset(s) spent Name Registered address
and location of the Number, if
property] applicable
1 4756 sq. mt land 382150 21.04.2023 H 64.94 Meghmani Meghmani House,
at Mandal, Ta: Lakhs Foundation B/h. Safal Profitaire,
Mandal, Dist: Corporate Road,
Ahmedabad-382150 Prahladnagar,
for project of skill Ahmedabad-380 015
development/
education*
*Land acquired to carry out skill development/education project jointly with Epigral Limited

9. Specify the reason(s), if the Company has failed to spend two percent of the average net profit as per section 135(5): The
Company has constituted Meghmani Foundation, a section 8 Company to carry out the project of Educational Institute/
healthcare/other permitted object for FY 2023 onwards. There is a delay in obtaining suitable land / clarity on usage of the
identified land. Therefore, the Company could not spend H 630 Lakhs during the financial year 2023-24. The Company has
transferred unspent amount of C 630 lakhs to unspent CSR account on April 30, 2024 which shall be utilized for the project
of Educational Institute/healthcare/other object as specified under Schedule VII of Companies Act, 2013.

Mr. Ankit Patel Mr. Manubhai Patel

Chairman & Managing Director Chairman – CSR Committee

62 Annual Report 2023-24

Annexure - D

Corporate Overview
CORPORATE GOVERNANCE REPORT
1. PHILOSOPHY ON CORPORATE GOVERNANCE 2. BOARD OF DIRECTORS
The Management of the Company is committed to a) Composition of the Board
maintain high standards of Corporate Governance in
The Company has a balanced and diverse Board
conducting its business and ensure that an effective self
of Directors (‘the Board’). The Board comprises of

Statutory Reports
regulatory mechanism exists to protect the interest of
an appropriate mix of Executive, Non-Executive and
various Stakeholders i.e. Investors, Customers, Suppliers
Independent Directors as required under Companies
and Government.
Act, 2013 (‘the Act’) and Regulation 17 of the SEBI
A report on Corporate Governance in accordance Listing Regulations to maintain the independence of the
with Securities and Exchange Board of India (Listing Board and to maintain an optimal mix of professionalism,
Obligation and Disclosure Requirements) Regulations, knowledge and experience to enable it to discharge
2015, (“SEBI Listing Regulations”) depicting Company’s its responsibilities. The Board of Directors presently
comprises of ten directors, out of which five are

Financial Statements
compliance with the applicable corporate governance
norms for the financial year ended on March 31, 2024 as Independent Directors including one-woman independent
applicable is outlined below. director, three are Executive Directors and two are Non-
Executive Director, headed by Mr. Ankit Patel as Chairman
& Managing Director. The details of directorship and
other details of Directors are set out below;

Date of Membership in Committee No of

Category/ Directorship in Listed
Name of Director Age Initial Equity
Designation Company & category AC NRC CSR SRC RM
appointment shares held

Mr. Ankit Patel Chairman & 38 14.08.2023 Meghmani Organics Limited - - M M M 33,93,260
Managing Epigral Limited – Non - - M - - -
Director Executive Director
Mr. Karana Patel Executive 42 14.08.2023 Meghmani Organics Limited - - M - - 19,71,000
Director Epigral Limited– Non - - - - - -
Executive Director
Mr. Darshan Patel Executive 36 14.08.2023 Meghmani Organics Limited - - M - M 11,46,205
Director Epigral Limited– Non - - - - - -
Executive Director
Mr. Maulik Patel Non- 42 14.08.2023 Meghmani Organics Limited - - - - - 15,70,000
Executive Epigral Limited-Executive - - M M M
Director Director
Mr. Kaushal Non- 40 14.08.2023 Meghmani Organics Limited - - - - - 14,00,800
Soparkar Executive Epigral Limited-Executive - - M - - -
Director Director
Mr. Manubhai Patel Independent 71 05.05.2021 Meghmani Organics Limited C C C C C -
Director Epigral Limited C C C C C -
Independent Director
Prof. (Dr.) Ganapati Independent 69 05.05.2021 Meghmani Organics Limited M M - - - -
Yadav Director Godrej Industries Limited- M - - - M -
Independent Director
Bhageria Industries Limited- - - - - M -
Independent Director
Clean Science & Technology M C C - - -
Limited- Independent
Director
Ms. Urvashi Shah Independent 66 05.05.2021 Meghmani Organics Limited M M - M - -
Director
Dr. Varesh Sinha Independent 68 22.07.2022 Meghmani Organics Limited - - - - - -
Director
Mr. Nikunt Raval Independent 50 07.11.2023 Meghmani Organics Limited - - - - - -
Director

C = Chairman, M= Member

Annual Report 2023-24 63

b) Mapping of the Skills, Expertise and Competence among the Directors
The Board has identified the core skills, Experience and competencies required to carry out the business of the Company
effectively and smoothly. The table below summaries the broad list of core skills. Experience and competencies as required
in the context of business/sector of the Company and the said skills are available among the members of the Board.

Name of Director who has such skills/

List of core skills. Experience and competencies identified by Board
experience/ competency
Industry knowledge and Industry knowledge in Pigment, All executive Directors,
experience agrochemicals & chemical Prof. Ganapati Yadav
Technical, Production, Sales and Experience in production, sales and All Executive Directors
Marketing marketing of Pigment and Agrochemicals
industry
Sourcing of raw materials Effective sourcing of raw materials and All Executive Directors
minimum inventory level
Leadership Leadership skills to manage the All Executive Directors
organization, including but not limited to Mr. Manubhai Patel
strategy planning and motivate human
resource capital
Corporate Finance & Banking Extensive experience of managing All Executive Directors
operations banking, finance, taxation, forex and risk Mr. Manubhai Patel
mitigation
Ms. Urvashi Shah

Governance, Compliance & Legal Experience in legal, governance, All Executive Directors
compliance & liaison with government Mr. Manubhai Patel
Mr. Nikunt Raval

c) Attendance of Board meetings and AGM

The Board conducts regular scheduled meetings on a quarterly basis. An ad-hoc meeting is convened as and when
circumstances require. The Company in consultation with the Directors prepares the Annual calendar of meetings and
circulates a tentative Schedule for the meeting of the Board and Committee in order to facilitate the Directors to plan their
schedules. During the financial year ended on March 31, 2024, 4 (four) meetings of the Board of Directors were held and the
gap between two meetings has not exceeded 120 days. The details of attendance of the Directors at the Board Meeting held
during the year and at Annual General Meeting are given below:

Board Meetings during FY 2023-24 AGM

Name Position held on
29.04.2023 14.08.2023 07.11.2023 30.01.2024
27.06.2023
Mr. Jayanti Patel Executive Chairman upto √ √ NA NA √
16.08.2023
Mr. Ashish Soparkar Managing Director upto √ √ NA NA √
16.08.2023
Mr. Natwarlal Patel Managing Director upto √ √ NA NA √
16.08.2023
Mr. Ramesh Patel Executive Director upto √ √ NA NA √
16.08.2023
Mr. Anand Patel Executive Director upto √ √ NA NA √
16.08.2023
Mr. Ankit Patel Chairman & Managing NA NA √ √ NA
Director
Mr. Karana Patel Executive Director NA NA √ √ NA
Mr. Darshan Patel Executive Director NA NA √ √ NA
Mr. Maulik Patel Non-Executive Director NA NA √ √ NA
Mr. Kaushal Non-Executive Director NA NA √ √ NA
Soparkar
Mr. Manubhai Patel Independent Director √ √ √ √ √
Ms. Urvashi Shah Independent Director √ X √ X √
Prof (Dr) G D Yadav Independent Director √ √ √ √ √
Dr. Varesh Sinha Independent Director √ √ X √ √
Mr. Nikunt Raval Independent Director NA NA NA √ NA

64 Annual Report 2023-24

d) Limit on number of Directorship the Management and the Board that is necessary for the

Corporate Overview
Board to effectively and reasonably perform their duties.
None of the Directors of the Company is holding
Directorship in more than 10 Public Limited Companies. During the financial year under review, the Independent
None of an Independent Directors serve as an Independent Directors of the Company met on January 30, 2024,
Director in more than 7 (Seven) Listed Companies. where all Independent Directors remained present
except Ms. Urvashi Shah.
None of the Director of the Company is appointed in more
than 10 Committees or is acting as Chairman in more h) Issuance of Letter of Appointment
than 5 (Five) Committees across all the Companies in
which he is a Director. A formal letter of appointment was issued to all

Statutory Reports
Independent Directors.
e) Independent Director
Independent Directors play an important role in the All newly appointed directors would be provided an
governance processes of the Board. They bring with them induction program on his duties as a director and how to
their expertise and experience for fruitful discussions and discharge those duties. Briefings would also be provided
deliberations at the Board, which enhance the decision- by management on the Group’s history, business
making process at the Board. operations and corporate governance practices.

i) Performance Evaluation of the Board and

Financial Statements
The Independent Directors have been appointed for a
fixed term of not exceeding 5 (five) years with an option Individual Directors
to retire from the office at any time during the term of
Pursuant to the applicable provisions of the Act and the
appointment. Their appointment has been approved
SEBI Listing Regulations, the Board of the Company
by the Members of the Company. The Independent
at its meeting (following the NRC and Independent
Directors have confirmed that they meet with the criteria
Director meeting) carried out an annual evaluation of
of independence laid down under the Act, the Code and
its own performance, performance of its Committees,
SEBI Listing Regulation.
the performance and independence of Independent
f) Familiarisation Programme to Independent Directors Directors as well as the performance of the Directors
individually for financial year 2023-24. The Board also
In order to comply with the SEBI Listing Regulation, carried out performance evaluation of the Managing
the Board has appointed five independent directors Directors, Executive Directors & CEO of the Company.
including woman independent director and the
Company has in place familiarization program for the All Directors of the Company as on January 30, 2024
Independent Directors with respect to their roles, rights, participated in the evaluation process except one
responsibilities in the Company, nature of the industry independent director. The Directors expressed their
in which the Company operates, the business model of satisfaction on the parameters of evaluation, the
the Company etc. implementation and compliance of the evaluation
exercise and the outcome of the evaluation process.
The Board Members are apprised by the Senior The evaluation exercise for the financial year 2023-
Management at quarterly Board Meetings by way of 24 concluded that the transparency and free-flowing
presentations which include industry outlook, competition discussions at meetings, the adequacy of the Board
update, company overview, operations and financial and its Committee compositions and the frequency of
highlights, regulatory updates, presentations on internal meetings were satisfactory. They concluded that the
control over financial reporting, succession planning, Board functions in a healthy professional manner.
strategic investment, etc. which not only give an insight
to the Directors on the Company and its operations but j) Board’s Role
also allows them an opportunity to interact with the Senior The Board’s role is to:
Management. The Directors are also informed of the
various developments in the Company in every Board (1) provide entrepreneurial leadership, set strategic
Meeting of the Company. objectives, and ensure that the necessary financial
and human resources are in place for the Company
The policy on familiarization program for Independent to meet its objectives;
Directors are available on the Company’s website at
(2) establish a framework of prudent and effective
https://www.meghmani.com in the investor section.
controls which enables risks to be assessed and
g) Separate Meeting of Independent Director managed, including safeguarding of shareholders’
interests and the Company’s assets;
The Independent Directors of the Company meet without
the presence of other Directors or the Management (3) identify the key stakeholder groups and
of the Company. These Meetings are conducted to recognize that their perceptions affect the
enable the Independent Directors to, inter-alia, discuss Company’s reputation;
matters pertaining to review of performance of the Non-
Independent Directors, the Board as a whole and the (4) set the Company’s values and standards (including
Chairman of the Company and to assess the quality, ethical standards), and ensure that obligations
quantity and timeliness of flow of information between to shareholders and other stakeholders are
understood and met;

Annual Report 2023-24 65

 (5) Consider sustainability issues, e.g. environmental, The followings are generally tabled for information, review
governance and social factors, as part of its and approval of the Board.
strategic formulations
Annual Operating Plans & Budgets.
(6) review and approve the recommended remuneration
framework and packages for the Board and key Quarterly Results and its Operating Divisions or
management personnel; Business Segments.

(7) review the performance of the Board, set the criteria Minutes of meetings of Audit Committee and Other
for selection of directors and to nominate directors Committees of the Board of Directors.
for shareholders’ approval; and
The information on recruitment and remuneration
(8) Ensure communications with shareholders are of Senior Officers just below the level of Board of
accurate, adequate and timely. Directors, including Appointment or Removal of
Chief Financial Officer and the Company Secretary.
To assist the Board in the execution of its responsibilities,
the Board has constituted various Board committees, Show cause, Demand, Prosecution Notices and
namely the Audit Committee, Nomination and Penalty Notices, which are materially important.
Remuneration Committee, Corporate Social
Fatal or serious accidents, dangerous occurrences,
Responsibility Committee etc.
any material effluent or pollution problems.
The role and function of each committee is described
Any issue, which involves possible public or product
in subsequent sections in this report. While these
liability claims of substantial nature, including
committees are delegated with certain responsibilities,
any judgement or order which, may have passed
the ultimate responsibility for the final decision lies with
strictures on the conduct of the listed entity or taken
the entire Board.
an adverse view regarding another enterprise that
All Board Committees are constituted with clear Terms of may have negative implications on the entity.
Reference to assist the Board in discharging its functions
Details of any Joint Venture or
and responsibilities.
Collaboration Agreement.
k) Chairman and Managing Director(CMD)
Transactions that involve substantial
The Board believes that there is sufficient element of payment towards goodwill, brand equity, or
independence and adequate safeguards against a intellectual property.
concentration of power in one single person.
Significant labour problems and their
The CMD is responsible to, among others:– proposed solutions.

(a) lead the Board to ensure its effectiveness on all Sale of investments, subsidiaries, assets
aspects of its role; which are material in nature and not in normal
course of business.
(b) set the agenda and ensure that adequate time is
available for discussion of all agenda items, in Quarterly details of foreign exchange exposures and
particular strategic issues; the steps taken by management to limit the risks of
adverse exchange rate movement, if material.
(c) promote a culture of openness and
debate at the Board; Non-compliance of any regulatory, statutory or listing
requirements and shareholders service such as non-
(d) ensure that the directors receive complete,
payment of dividend, delay in share transfer etc.
adequate and timely information;
The Board works with management to achieve
(e) ensure effective communication with shareholders;
this objective and the management remains
(f) encourage constructive relations within the Board accountable to the Board.
and between the Board and management; m) Post meeting follow-up mechanism
(g) facilitate the effective contribution of non-executive The Company has an effective post meeting follow-
directors in particular; and up, review and reporting process mechanism for the
decisions taken by the Board/Committees. Important
(h) promote high standards of corporate governance. decisions taken at the Board/Committee meetings are
communicated to the concerned Functional Heads
l) Agenda for Board Meeting
promptly. Action Taken Report on previous meeting(s)
Agenda and Notes on Agenda are circulated to the is placed at the immediately succeeding meeting
Directors at least 7 days in advance. All material of the Board/Committee for noting by the Board/
information is incorporated in the Agenda papers for Committee members.
facilitating meaningful discussion. The agenda may be
given with shorter notice with consent of Directors.

66 Annual Report 2023-24

n) Recording minutes of proceedings of Board and that the Directors are provided with complete, adequate

Corporate Overview
Committee meetings and timely information. The Chairman ensures that
discussions and deliberations are effective and promote
As per Secretarial Standard 1 (SS-1) issued by The Institute a culture of openness and debate at Board meetings.
of Company Secretaries of India (ICSI), the Company The Chairman encourages constructive relations within
Secretary records the minutes of the proceedings of the Board and between the Board and Management.The
each Board and Committee meeting. The Draft minutes Chairman also facilitates the effective contribution of the
are circulated to the members for their comments. Non-Executive Directors and promotes high standards of
corporate governance.
o) Compliance Report

Statutory Reports
While preparing the Agenda adequate care is taken to The Chairman also facilitates the effective contribution
ensure adherence to all applicable laws and regulations of the Non-Executive Directors and promotes high
including the Companies Act, 2013 read with the Rules standards of corporate governance.
made there under, Secretarial standard issued by ICSI.
s) Subsidiaries
The Board periodically reviews all statutory compliance
reports of all laws applicable to the Company. The Members may refer the details of subsidiaries as given
Company has installed Legatrix module for better legal in Directors’ Report. Out of total five subsidiaries, there
compliance & monitoring. is one material subsidiary i.e. Kilburn Chemicals Limited.

Financial Statements
The members of Kilburn Chemicals Limited have
p) Access to Information
appointed M/s. S R B C & Co LLP, Chartered Accountants,
The Directors have separate and independent access Ahmedabad (ICAI Reg.No:324982E/E00003) as statutory
to the Company’s management and the Company auditors for a period of five years to hold office from
Secretary at all times. Directors are entitled to request September 30, 2022 up to the conclusion of 37th AGM.
from management and should be provided with such
information as needed to make informed decisions in a 3. COMMITTEES OF THE BOARD OF DIRECTORS
timely manner. The Board is informed of all material events
and transactions as and when they occurred. The Board has constituted the following Committees: –

Should the Directors, whether individually or collectively, (1) Audit Committee (AC).
require independent professional advice; such (2) Risk Management Committee (RMC)
professionals (who will be selected with the approval
of the Chairman of the respective Committees requiring (3) Nomination & Remuneration Committee (NRC).
such advice) will be appointed at the expenses
(4) Shareholders Relationship Committee (SRC).
of the Company.
(5) Corporate Social Responsibility Committee (CSR).
The Company Secretary attends all the Board and Board
Committee meetings and attends to the Corporate The terms of reference of the Committees are determined
Secretarial Administration matters, ensuring that the by the Board from time to time. The respective Chairman
Board procedures are followed and that applicable rules of the Committees also informs the Board about the
and regulations are complied with. summary of discussions held in the Committee Meetings.
The Minutes of the Committee Meetings are tabled at the
q) Relationship between Directors and KMP
respective Committee Meetings. The role, composition,
None of our Directors are related to each other and to any meetings and attendance of these Committees are
of the Key Managerial Personnel as per the provisions of provided as under;
Companies Act, 2013.

r) CMD and Executive Directors 4. AUDIT COMMITTEE

There should be a clear division of responsibilities The Audit Committee acts as a link between the Statutory
between the leadership of the Board and the executives Auditors, Internal Auditors and the Board. The Committee
responsible for managing the company’s business. is governed by regulatory requirements mandated by
No one individual should represent a considerable Section 177 of the Companies Act, 2013 and Regulation
concentration of power. 18 of SEBI (LODR) 2015. The Committee has full access
to financial information.
There is a clear separation of the roles and responsibilities
of the Chairman & Managing Director and Executive 4.1 Terms of Reference
Directors to ensure a balance of power and authority, The broad terms of reference of the Audit Committee
increased accountability and greater capacity of the include the following
Board for independent decision-making.
(1) Oversight of the listed entity’s financial reporting
Mr. Ankit Patel – Chairman & Managing Director, leads process and the disclosure of its financial
the Board to ensure effectiveness of all aspects of its information to ensure that the financial statement is
role. The Chairman sets the meeting agenda and ensures correct, sufficient and credible;

Annual Report 2023-24 67

 (2) Recommendation for appointment, remuneration (13) Reviewing the adequacy of internal audit function,
and terms of appointment of auditors of if any, including the structure of the internal audit
the listed entity; department, staffing and seniority of the official
heading the department, reporting structure
(3) Approval of payment to statutory auditors for any coverage and frequency of internal audit;
other services rendered by the statutory auditors;
(14) Discussion with internal auditors of any significant
(4) Reviewing, with the management, the annual findings and follow up there on;
financial statements and auditor’s report thereon
before submission to the board for approval, with (15) Reviewing the findings of any internal investigations
particular reference to: by the internal auditors into matters where there is
suspected fraud or irregularity or a failure of internal
(a) Matters required to be included in the control systems of a material nature and reporting
director’s responsibility statement to be the matter to the board;
included in the board’s report in terms of
clause (c) of sub-section (3) of Section 134 of (16) Discussion with statutory auditors before the audit
the Companies Act, 2013; commences, about the nature and scope of audit
as well as post-audit discussion to ascertain any
(b) Changes, if any, in accounting policies and area of concern;
practices and reasons for the same;
(17) To look into the reasons for substantial defaults in
(c) Major accounting entries involving the payment to the depositors, debenture holders,
estimates based on the exercise of shareholders (in case of non-payment of declared
judgment by management; dividends) and creditors;

(d) Significant adjustments made in the financial (18) To review the functioning of the whistle
statements arising out of audit findings; blower mechanism;

(19) Approval of appointment of chief financial officer

(e) Compliance with listing and other legal
after assessing the qualifications, experience and
requirements relating to financial statements;
background, etc. of the candidate;
(f) Disclosure of any related party transactions;
(20) Carrying out any other function as is mentioned in
(g) Modified opinion(s) in the draft audit report; the terms of reference of the audit committee.

(21) Reviewing the utilization of loans and/ or advances

(5) Reviewing, with the management, the quarterly
from/investment by the holding company in the
financial statements before submission to the
subsidiary exceeding rupees 100 crore or 10% of
board for approval;
the asset size of the subsidiary, whichever is lower
(6) Reviewing, with the management, the statement of including existing loans / advances / investments
uses / application of funds raised through an issue existing as on the date of coming into force of
(public issue, rights issue, preferential issue, etc.), this provision.
the statement of funds utilized for purposes other
Further, the Audit Committee shall mandatorily review the
than those stated in the offer document / prospectus
following information:
/ notice and the report submitted by the monitoring
agency monitoring the utilisation of proceeds of (1) management discussion and analysis of financial
a public or rights issue, and making appropriate condition and results of operations;
recommendations to the board to take up steps
in this matter; (2) statement of significant related party
transactions (as defined by the audit committee),
(7) Reviewing and monitoring the auditor’s submitted by management;
independence and performance, and effectiveness
of audit process; (3) management letters / letters of internal control
weaknesses issued by the statutory auditors;
(8) Approval or any subsequent modification of
(4) internal audit reports relating to internal control
transactions of the listed entity with related parties;
weaknesses; and
(9) Scrutiny of inter-corporate loans and investments;
(5) the appointment, removal and terms of remuneration
(10) Valuation of undertakings or assets of the listed of the chief internal auditor shall be subject to review
entity, wherever it is necessary; by the audit committee.

(6) statement of deviations:

(11) Evaluation of internal financial controls and risk
management systems; (a) quarterly statement of deviation(s) including
report of monitoring agency, if applicable,
(12) Reviewing, with the management, performance of
submitted to stock exchange(s) in terms of
statutory and internal auditors, adequacy of the
Regulation 32(1).
internal control systems;

68 Annual Report 2023-24

 (b) annual statement of funds utilized for purposes the Board, with the concurrence of the Audit Committee

Corporate Overview
other than those stated in the offer document/ and assurance of the management (including Chief
prospectus/notice in terms of Regulation 32(7). Executive Officer and Chief Financial Officer) as well as
the Internal Auditors, are of the opinion that
4.2 Composition, Meetings and its attendance
During the Financial Year 2023-24, Audit Committee met (a) the financial records have been properly maintained
four times. The Composition of the Committee, date of and financial statements give a true and fair view of
meetings and its attendance is as under; the Company’s operations and finances and

(b) the Group’s system of internal controls, including

Meetings during financial, operational, compliance and information

Statutory Reports
FY 2023-24 technology controls, and risk management systems
are adequate and effective as at the date of this report.

29.04.2023

14.08.2023

07.11.2023

30.01.2024
Member Category
To ensure the adequacy of the internal audit function, the
Audit Committee reviews and approves, on an annual
basis, the internal audit plans and the resources required
Mr. Manubhai Patel Chairman - √ √ √ √
to adequately performing this function.
Independent

Financial Statements
Director However, the Board and management acknowledge that
Ms. Urvashi Shah Member – √ X √ X no system can provide absolute assurance against the
Independent occurrence of material errors, poor judgement in decision-
Director making, human errors, losses, fraud or other irregularities.
Prof. (Dr). Ganapati Member – √ √ √ √
Yadav Independent 4.7 Assurance from CEO AND CFO
Director The Board has received assurance from Chief Executive
Officer (CEO) and Chief Financial Officer (CFO) to
The Chief Financial Officer, representative of Statutory ensure that the financial records have been properly
Auditors and Internal Auditors, as and when required maintained and the financial statements give a true and
attend the meetings of Audit Committee from time to fair view of the Company’s operations and finances; and
time. Mr. Jayesh Patel, Company Secretary, acts as the effectiveness of the Company’s risk management
the Secretary of the Audit Committee. The Chairman and internal control systems are operating effectively in
of the Audit Committee attended the last AGM held all material respects, based on the criteria for effective
on June 27, 2022. internal control established.

4.3 Internal Audit Function

5. RISK MANAGEMENT COMMITTEE
The Company has appointed M/s C N K Khandwala
& Associates, Chartered Accountants as Internal The Risk Management Committee of the Board has
Auditors, who reports directly to the Chairman of the been constituted in terms of Regulation 21 of SEBI
Audit Committee. Listing Regulations.

4.4 Non Audit Services 5.1 Composition, Meetings and its attendance:

The Audit Committee has reviewed and confirmed that During the Financial Year 2023-24, Committee met
all non-audit services provided by the auditors have not three times. The Composition of the Committee, date of
affected the independence of the auditors meetings and its attendance is as under;

4.5 Total fees for all services paid by the Company to

29.04.2023

20.10.2023

30.01.2024

the Statutory Auditors is given below:

(C in Lakhs) Member Category

M/s. S R B C & Co. LLP FY 2023-24

Audit Fees 38.97 Mr. Manubhai Patel Chairman - √ NA NA

Other Services 2.89 Independent
Reimbursement of Expenses 0.52 Director
42.38 Mr. Jayanti Patel* Member- √ NA NA
Total
Executive
4.6 Maintenance of Financial Records Chairman
Mr. Natwarlal Patel* Member- √ NA NA
Based on reports submitted by the external and internal
Managing Director
auditors, the system of internal controls, including
Mr. Ankit Patel** Member-CMD NA √ √
financial, operational, compliance and information
Mr. Darshan Patel** Member-ED NA √ √
technology controls, and risk management systems
maintained by the management that was in place *ceased to be member w.e.f. 16.08.2023
**appointed as member w.e.f. 14.08.2023
throughout the financial year and up to date of this report,

Annual Report 2023-24 69

5.2 Terms of Reference Mr. Jayesh Patel, Company Secretary, acts as the Secretary of the
Nomination and Remuneration Committee.
The broad terms of reference of the Risk Management
Committee include the following; 6.2 Terms of Reference
The broad terms of reference of the Nomination and Remuneration
(1) To formulate a detailed risk management policy
Committee include the following:
which shall include:
a) To formulate a criteria for determining qualifications,
(a) A framework for identification of internal
positive attributes and independence of a Director.
and external risks specifically faced by
the listed entity, in particular including b) To recommend to the Board on the appointment of
financial, operational, sectoral, sustainability new executive and non-executive directors;
(particularly, ESG related risks), information,
cyber security risks or any other risk as may c) To recommend to the Board the appointment and
be determined by the Committee. removal of Senior Management.

(b) Measures for risk mitigation including d) To carry out evaluation of Director’s performance
systems and processes for internal control of and recommend to the Board appointment / removal
identified risks. based on his / her performance.

(c) Business continuity plan. e) To review the Board structure, size and composition,
having regard the principles of the Code;
(2) To ensure that appropriate methodology, processes
and systems are in place to monitor and evaluate f) Assess nominees or candidates for appointment or
risks associated with the business of the Company; election to the Board, determining whether or not
such nominee has the requisite qualifications and
(3) To monitor and oversee implementation of the whether or not he/she is independent;
risk management policy, including evaluating the
adequacy of risk management systems; g) Put in place plans for succession, in particular, for
the Chairman of the Board and Chief Executive
(4) To periodically review the risk management Officer of the Group;
policy, at least once in two years, including by
considering the changing industry dynamics and h) Determine, on an annual basis, whether a director is
evolving complexity; independent taking into account the circumstances
set forth in Guideline 2.1 of the Code and any other
(5) To keep the board of directors informed about salient factors;
the nature and content of its discussions,
recommendations and actions to be taken; i) Make recommendations to the Board for the
continuation in services of any Executive Director
(6) The appointment, removal and terms of remuneration who has reached the age of seventy years;
of the Chief Risk Officer (if any) shall be subject to
review by the Risk Management Committee. j) Recommend directors who are retiring by rotation to
be put forward for re-election;
6. NOMINATION & REMUNERATION COMMITTEE (NRC) k) Decide whether or not a director is able to and
The Nomination and Remuneration Committee of the has been adequately carrying out his duties as a
Board has been constituted as per requirements of director of the Company, particularly when he has
section 178 of the Companies Act, 2013 read with multiple board representations;
Regulation 19 of the SEBI Listing Regulations.
l) Recommend to the Board internal guidelines to
6.1 Composition, Meetings and its attendance: address the competing time commitments faced by
directors who serve on multiple boards; and
During the Financial Year 2023-24, Nomination
and Remuneration Committee met three times. The m) Assess the effectiveness of the Board as a whole
Composition of the Committee, date of meeting and its and for assessing the contribution of each individual
attendance is as under director to the effectiveness of the Board on
an annual basis
29.04.2023

07.11.2023
14.08.2023

n) Devising a policy on Board diversity;

Member Category
o) To recommend the Board on policy and framework
relating to remuneration for (i) Directors (ii)
Mr. Manubhai Chairman - √ √ √ Executive Directors (iii) Key Managerial Personnel
Patel Independent Director and (iv) Senior Management remuneration and
Ms. Urvashi Shah Member – √ X √ incentive package.
Independent Director
Prof. (Dr). Member – √ √ √ p) All aspects of remuneration, including but not limited
Ganapati Yadav Independent Director to directors’ fees, salaries, allowances, bonuses,

70 Annual Report 2023-24

 options and benefits-in-kind shall be covered by the a period of 5 years from 14 August, 2023 to 13 August,

Corporate Overview
Remuneration Committee 2028 and terms of remuneration payable to Mr. Ankit
Patel, Chairman & Managing Director, Mr. Karana Patel,
q) Reviewing and enhancing on the compensation Executive Director and Mr. Darshan Patel, Executive
structure to incentive performance base for Director (collectively referred to as Executive Directors”)
key executives; through Postal Ballot on 21 September, 2023. Mr. Jayanti
Patel erstwhile Executive Chairman, Mr. Ashish Soparkar
r) Ensure that the remuneration packages are
and Mr. Natwarlal Patel erstwhile Managing Directors, Mr.
comparable within the industry and comparable
Ramesh Patel and Mr. Anand Patel – erstwhile Executive
companies and include a performance-related
Directors (collectively referred to as Founders”) were
element coupled with appropriate and meaningful

Statutory Reports
paid remuneration up to 16.08.2023.
measures of assessing individual executive
director’s performance. During FY 2023-24, the Executive Directors were paid the
following remuneration;
s) To facilitate the transparency, accountability and
reasonableness of the remuneration of Director and (C in Lakhs)
Senior Management Personnel. Salary, Performance
Name of Director
perquisites Bonus
t) To make recommendations to the Board concerning
Mr. Ankit Patel 25.47 Nil

Financial Statements
any matters relating to the continuation in office of
any Director at any time including the suspension or Mr. Karana Patel 25.47 Nil
termination of service of an Executive Director as an Mr. Darshan Patel 25.47 Nil
employee of the Company subject to the provision Mr. Jayanti Patel 37.93 Nil
of the law and their service contract; Mr. Ashish Soparkar 37.93 Nil
Mr. Natwarlal Patel 37.93 Nil
u) Ensure that level and composition of remuneration
Mr. Ramesh Patel 37.93 Nil
is reasonable and sufficient, relationship of
Mr. Anand Patel 38.87 Nil
remuneration to performance is clear and meets
Total 267.02
appropriate performance benchmarks,

v) Carry out its duties in the manner that it deems The remuneration paid is within the limits approved by the
expedient, subject always to any regulations or Shareholders. Currently, the Company does not have any
restrictions that may be imposed upon the NRC by contractual provisions to allow the Company to reclaim
the Board of Directors from time to time; incentive from Executive Directors and Key Management
Personnel in exceptional cases of wrongdoings.
w) to develop a succession plan for the Board and to
regularly review the plan; The Company does not have any Employee Share Option
Scheme or Employee Stock Option or any long- term
6.3 Nomination process for new Directors similar incentive scheme in its place.
The search and nomination process for new Directors are
The Company has paid the following sitting fees to
through personal contacts and recommendations of the
Independent Directors during FY 2023-24
Director. NRC will review and assess candidates before
making recommendation to the Board. (C in Lakhs)
Amount of sitting
NRC will also take the lead in identifying, evaluating and Name of Independent Director
fees paid
selecting suitable candidate for new Directorship. In its
Ms. Urvashi Shah 3.50
search and selection process, NRC considers factors
such as commitment and the ability of the prospective Mr. Manubhai Patel 6.75
candidate to contribute to discussions, deliberations and Prof. (Dr.) Ganapati Yadav 5.50
activities of the Board and Board Committees. Dr. Varesh Sinha 2.50
Mr. Nikunt Raval 0.75
6.4 Pecuniary Relationship or Transaction
There is no other pecuniary relationship or transaction by
the Company with Non-Executive Directors.
7. STAKEHOLDERS’ RELATIONSHIP COMMITTEE
The Stakeholders Relationship Committee has been
6.5 Remuneration to Non-Executive Directors constituted as per the requirement of 178 of the Companies
The Non-Executive Directors were not paid any Act, 2013 and Regulation 20 of SEBI Listing Regulations.
Compensation except sitting fees. The Board has fixed
the sitting fees payable to Non-Executive Directors within
7.1 Composition, Meetings and its Attendance
the limits prescribed under the Companies Act, 2013. During the Financial Year 2023-24, Stakeholders
Relationship Committee met two times. The
6.6 Remuneration to Executive Directors Composition of the Committee, date of meetings and its
The Company pays remuneration to its Executive attendance is as under;
Directors by way of Salary, perquisites and Performance
Bonus. The members have approved the appointment for

Annual Report 2023-24 71

 Meetings pursuing various CSR activities long before it became
during FY mandated by law.
2023-24 8.1 Terms of Reference
Member Category

29.04.2023

07.11.2023
The terms of reference of the Corporate Social
Responsibility Committee include the following:

a. To formulate and recommend to the board of

Mr. Manubhai Chairman - √ √ directors, the CSR Policy, indicating the CSR
Patel Independent activities to be undertaken as per Companies Act,
Director 2013, as amended;
Ms. Urvashi Shah Member – √ √
b. To review and recommend the amount of expenditure
Independent
to be incurred on the activities to be undertaken;
Director
Mr. Ashish Member upto √ NA c. To monitor the CSR Policy of the Company
Soparkar 16.08.2023 from time to time;
Mr. Ankit Patel Member - CMD NA √
w.e.f. 14.08.2023 d. Any other matter as the CSR Committee may deem
appropriate after approval of the Board of Directors
Mr. Jayesh Patel, Company Secretary, acts as the Secretary or as may be directed by the Board of Directors
of the Shareholder’s/ Investors Relationship Committee. from time to time

7.2 Terms of Reference: 8.2 Composition and its Attendance

The terms of reference of the Shareholder’s/ Investors During the Financial Year 2023-24, CSR Committee met
Relationship Committee include the following: two times. The Composition of the Committee, date of
meeting and its attendance is as under;
(a) To allot equity shares of the Company,

(b) Efficient transfer of shares; including review of

29.04.2023

07.11.2023
cases for refusal of transfer / transmission of shares
Member Category
and debentures;

(c) Redressal of shareholder and investor complaints

like transfer of shares, non-receipt of balance sheet, Mr. Manubhai Patel Chairman-Independent √ √
non-receipt of dividends etc; Director
Mr. Jayanti Patel Member - Executive √ NA
(d) Issue of duplicate / split / consolidated Chairman up to
share certificates; 16.08.2023
(e) Allotment and listing of shares; Mr. Ashish Member- Executive √ NA
Soparkar Director up to
(f) Review of cases for refusal of transfer / transmission
16.08.2023
of shares and debentures;
Mr. Natwarlal Patel Member- Executive √ NA
(g) Reference to statutory and regulatory authorities Director up to
regarding investor grievances; 16.08.2023
Mr. Ankit Patel Member w.e.f. NA √
(h) And to otherwise ensure proper and timely
14.08.2023 – CMD
attendance and redressal of investor queries
Mr. Karana Patel Member w.e.f. NA √
and grievances.
14.08.2023 – Executive
7.3 Name, Designation and contact details of Director
Compliance Officer Mr. Darshan Patel Member w.e.f. NA √
Mr. Jayesh Patel, Company Secretary (ICSI M.No:A14898) 14.08.2023 – Executive
is the Compliance Officer of the Company. The Compliance Director
Officer can be approached at the Registered Office of During the year under review, the Company has spent
the Company at 1st to 3rd Floor, Meghmani House, Near C 25.00 Lakhs towards CSR activities in accordance with
Safal Profitaire, Prahlad Nagar, Satellite, Ahmedabad – the policy on CSR and unspent CSR amount of C 630.00
380015, Gujarat, India, Tel No. 91-79- 2970 9600/ 7176 Lakhs has been transferred to Unspent CSR account
1000 Fax No. 91-79-2970 9605 E-mail:cs@meghmani. FY2023 on April 30, 2024 in accordance with provisions
com Website: http://www.meghmani.com// of Section 135(6) of Companies Act, 2013, which will be
utilized in terms of CSR policies of the Company. A detailed
8. CORPORATE SOCIAL RESPONSIBILITY Annual Report on CSR activities prepared in accordance
(CSR) COMMITTEE with Companies (Corporate Social Responsibility Policy)
Rules, 2014 is appended as Annexure - C to this report.
The Company has always been mindful of its obligations
vis-à-vis the communities it impacts and has been

72 Annual Report 2023-24

9. GENERAL BODY MEETINGS

Corporate Overview
9.1 The details as to date, time and location of Annual General Meetings (AGM) held in last three years and Special
resolutions passed thereat are as under: -

Year ended Category-Date & Time Venue Special Resolutions passed

31.03.2020 1 AGM on August 4, 2020

st
1 to 3 Floor, Meghmani
st rd
Nil
at 11.00 a.m. House, Near Raj Bunglow, Near
Safal Profitaire, Prahlad Nagar,
Satellite, Ahmedabad- 380015

Statutory Reports
2021-2022 Extra Ordinary General 1st to 3rd Floor, Meghmani 1) Appointment of Mr. Jayanti
Meeting May 7, 2021 at House, Near Raj Bunglow, Near Patel as Executive Chairman
10.30 a.m. Safal Profitaire, Prahlad Nagar, of the company for 5 years
Satellite, Ahmedabad- 380015 u/s 196 of Companies Act,
2013
2) Appointment of Mr. Ashish
Soparkar as Managing
Director of the company for 5

Financial Statements
years u/s 196 of Companies
Act, 2013
3) Appointment of Mr. Natwarlal
Patel as Managing Director of
the company for 5 years u/s
196 of Companies Act, 2013
4) Appointment of Mr. Ramesh
Patel as Executive Director of
the company for 5 years u/s
196 of Companies Act, 2013
5) Appointment of Mr. Anand
Patel as Executive Director of
the company for 5 years u/s
196 of Companies Act, 2013
6) To adopt new set of
Articles of Association of
the Company u/s 14 of
Companies Act, 2013
7) to authorize to borrow under
section 180(1)(c) of the
companies act, 2013 for an
amount not exceeding
C 1,500 Cr.
8) to create mortgage / charge
over property of the company
under section 180(1)(a) of the
companies act, 2013
for securing borrowing
of C 1,500 Cr
31.03.2021 2nd AGM on September 23, Through Video Conferencing Nil
2021 at 10.00 a.m. (VC)/ Other Audio-Visual
Means(OAVM)
31.03.2022 3rd AGM on June 27, 2022 Through Video Conferencing Nil
at 12.00 noon (VC)/ Other Audio-Visual
Means(OAVM)
31.03.2023 4rd AGM on Through Video Conferencing Nil
June 27, 2023 at 12.00 noon (VC)/ Other Audio-Visual
Means(OAVM)

Annual Report 2023-24 73

9.2 During the year under review, the Company has sought 10.3 Compliance with SEBI LODR
shareholders’ approval through postal ballot in accordance
The Company has complied with all the mandatory
with Section 108 and 110 and other applicable provisions
requirements under SEBI (Listing Obligations and
of the Companies Act, 2013 as amended, (the “Act”) read
Disclosure Requirements) Regulations, 2015. There was
with Rules 20 and 22 of the Companies (Management
no Non-Compliance by the Company and no penalties
and Administration) Rules, 2014, as amended (the
or strictures were imposed on the Company by the
“Rules”), (including any statutory modification or re-
Stock Exchanges or SEBI or any statutory authority on
enactment thereof for the time being in force), Regulation
any matter related to the capital markets during the
44 of the Securities and Exchange Board of India (Listing
year under review.
Obligations and Disclosure Requirements) Regulations,
2015 for the following business; 10.4 Recommendation by Committee

There were no instances during the financial year

The following resolutions passed by members on 2023-24 wherein the Board had not accepted the
21 September 2023 recommendations made by any committee of the Board.

1 Mr. Ankit Patel regularized as director and 10.5 Prevention of Sexual Harassment (PSH) of
appointed as Chairman & Managing Director for 5 Women at workplace
years and remuneration payable
2 Mr. Karana Patel regularized as director and Pursuant to the Sexual Harassment of Women at
appointed as Executive Director for 5 years and Workplace (Prevention, Prohibition and Redressal) Act,
remuneration payable 2013 and the Sexual Harassment of Women at Workplace
3 Mr. Darshan Patel regularized as director and (Prevention, Prohibition and Redressal) Rules, 2013, the
appointed as Executive Director for 5 years and Company has framed a policy on prevention of sexual
remuneration payable harassment of women at workplace and constituted
4 Mr. Maulik Patel regularized as director Internal Complaints Committee. There are no complaints
5 Mr. Kaushal Soparkar regularized as director during FY 2023-24.
6 Reclassification of status of Promoter group
10.6 Accounting Treatment
shareholders to Public shareholders
The following resolutions passed by members In the preparation of the financial statements, the
on 10 December 2023 Company has followed the Accounting Standards notified
1 Mr. Nikunt Raval appointed as an Independent pursuant to Companies (Accounting Standards) Rules,
Director for a term of 5 years 2006 (as amended) and the relevant provision of the
Companies Act, 2013 read with General Circular 8/2014
dated April 04, 2014, issued by the Ministry of Corporate
10. OTHER DISCLOSURES Affairs. The significant accounting policies which are
10.1 Related Party Transactions consistently applied have been set out in the Notes to the
All transactions entered into with Related Parties as Financial Statements.
defined under the Companies Act, 2013 and SEBI (Listing
10.7 Certificate on Corporate Governance
Obligations & Disclosure Requirement) Regulation,
2015 during the financial year were in the ordinary The Company has obtained a certificate from the
course of business and on an arm’s length pricing basis Practicing Company Secretary regarding compliance of
and do not attract the provisions of Section 188 of the conditions of Corporate Governance prescribed under
Companies Act, 2013. the Listing agreement with Stock Exchanges which forms
part of this report.
There were no materially significant transactions
with related parties during the financial year, which 10.8 Shareholder’s Information
were not in conflict with the interest of the Company. This Chapter read with the information given in the section
Suitable Disclosure as required by the Accounting titled General Shareholders’ information constitutes the
Standards (AS18) has been made in the notes to the compliance report on Corporate Governance.
Financial Statements in this Annual Report. The Policy
on Related Party Transaction has been placed on the 10.9 Code of Conduct
Company’s website. The Company adopted a code of conduct for its Directors
and designated Senior Management Personnel. All the
10.2 Vigil Mechanism / Whistle Blower Policy
Board Members and Senior Management Personnel have
The Company has a Whistle Blower Policy to deal with agreed to follow compliance of code of conduct. The
instance of unethical behaviour, actual or suspected code has been posted on the Company’s website.
fraud or violation of the Company’s code of conduct, if
any. The Whistle Blower Policy is posted on the website 10.10 Management Discussion and Analysis Report
of the Company. The Management Discussion and Analysis Report on
Company’s financial and operational performance,
Industry trends etc. is presented in a separate section
which forms part of the Annual Report.

74 Annual Report 2023-24

10.11 Insider Trading 11. Reminders to Unpaid Dividend

Corporate Overview
The Company has in place “Code of Conduct to regulate, Reminders for unpaid dividend of Meghmani Organics
monitor and report Trading by Insider” and accordingly Limited are sent to the shareholders every year.
Company Secretary of the Company closes window
for trading in Equity Shares of the Company at the end
12. MEANS OF COMMUNICATION
of every quarter in addition to specific event, if any to
comply with said Insider Trading Code. 12.1 Newspapers
The Unaudited Quarterly/Half yearly/yearly financial
10.12 Disclosures regarding Re-appointment of Directors
statements are announced within statutory timeline. The

Statutory Reports
As per the Articles of Association of the Company, one aforesaid financial statements reviewed by the Audit
third of the Directors are liable to retire by rotation every Committee are taken on record by the Board of Directors
year and if eligible, they offer themselves for re- election and are communicated to the Stock Exchanges where
by the shareholders at the General Meeting. There is no the Company’s securities are listed. Once the Stock
Alternate Director being appointed to the Board. Exchanges have been intimated, these results are given
by way of a press release to news agency and published
10.13 Appointment & Removal of Company Secretary within 48 hours in two leading daily newspapers – one in
English and one in Gujarati.
The appointment and removal of the Company Secretary

Financial Statements
is subject to the approval of the Board. 12.2 Disclosure to Stock Exchanges

10.14 Credit Rating The Company also timely disseminates on the website
of Stock Exchanges, all price sensitive matters or such
CRISIL has Long Term Rating CRISIL A+/Negative other matters which in its opinion are material and have
(downgraded from ‘CRISILAA-/Negative) and Short Term relevance to the shareholders.
Rating CRISIL A1 (downgraded from CRISIL A1+) to its
total Bank loan facility of C 1,094 Crore vide its letter RL/ 12.3 Website Display
MEGORGN/336662/BLR/0224/79093 issued on February The Company’s website www.meghmani.com contains
08, 2024 to the Company. a separate dedicated section “Investors” where
information for shareholders is available. Quarterly and
10.15 Commodity Price Risk or Foreign Exchange risk Annual Financial results, disclosures and filing with the
and it’s hedging stock exchanges, official press releases, presentations
to analysts and institutional investors and other general
During the financial year 2023-24, the Company has
information about the Company are available.
managed the foreign exchange risk by hedging to the
extent considered necessary. The Company enters 12.4 Annual Report
into forward contracts for hedging foreign exchange
exposures against exports and imports. The details Annual Report containing, inter alia, Board’s Report,
of foreign currency exposure are disclosed in notes to Auditors’ Report, Audited Financial Statements and
Standalone Financial Statements. other important information is circulated to Members and
others entitled thereto. The Management Discussion and
10.16 Discretionary Requirements Analysis (MDA) Report and Business Responsibility and
sustainability Reporting form part of the Annual Report.
The table below summarizes compliance status of
The Annual Report of the Company and its subsidiaries is
discretionary requirements of Part E of Schedule II of
also available on the website of the Company.
SEBI (LODR) Regulations, 2015
# 12.5 Green Initiative for paperless communication
1 Non-Executive The Company does not have a As a responsible Corporate citizen, the Company
Chairman’s Non-executive Chairman welcomes and supports the ‘Green Initiatives’ undertaken
office by the Ministry of Corporate Affairs, Government of India,
2 Shareholders As the quarterly, half yearly enabling electronic delivery of documents including the
Rights and yearly financial results are Annual Report to shareholders at their e-mail address
published in the newspapers registered with the Depository Participant(DP) and
and are also posted on the Registrar and Transfer Agent (RTA).
website of Stock Exchanges
and website of the Company, Shareholders who have not registered their e-mail address
the same are not being sent to so far are requested to do the same. Shareholders may
the shareholders. refer Note no: 27 annexed with Notice of 5th Annual
3 Audit The Company’s Financial General Meeting of the shareholders which forms part of
Qualifications Statements for FY 2023-24 is Annual Report.
unmodified.
4 Separate posts There is no separate post
of Chairman of Chairman and Managing
and MD or CEO Director and CEO.

Annual Report 2023-24 75

13. General Shareholder Information 13.2 Financial Year
13.1 Schedule of Fifth Annual General Meeting The financial year of the Company is from April 1 to March
31. The tentative schedule of Board Meeting for approval
of Quarterly financial results is as under;
Date Tuesday, July 9, 2024

Venue The meeting is being Financial Calendar 2024-25

conducting through VC / OAVM
pursuant to the MCA Circular First Quarter Results - Within 45 days from the
dated May 5, 2022, hence Q1FY25 close of quarter
there is no requirement to have
Second Quarter Result - Within 45 days from the
a venue for the AGM. Please
Q2FY25 close of quarter
refer detailed notes annexed
Third Quarter Results – Within 45 days from the
to the Notice of this AGM to
Q3FY25 close of quarter
attend the meeting.
Fourth Quarter Results - Within 60 days from the
Time 12:00 noon
Q4FY25 close of quarter
Last date of receipt Not Applicable
of Proxy
Posting of Annual On or before 15th June, 2024
Report

13.3 Un-claimed Dividend

The information of unclaimed dividend of the as on March 31, 2024 is as under:

Particulars Dividend% E Payment Date 7 years expiry date

Un- paid dividend – 2017 40% 5,62,463.50 07.08.2017 06.08.2024*

Un- paid dividend – 2018 40% 5,36,373.09 06.08.2018 05.08.2025
Un-paid dividend –2019 (Interim) 60% 5,39,341.20 25.03.2019 24.03.2026
Un- paid dividend – 2019 (Final) 40% 6,95,269.00 29.07.2019 28.07.2026
Unpaid dividend – 2020(Interim) 100% 15,18,686.00 20.03.2020 19.03.2027
Unpaid dividend – 2021(Final) 140% 13,83,955.82 04.10.2021 03.10.2028
Unpaid dividend – 2022(Final) 140% 11,30,404.40 06.07.2022 05.07.2029
Unpaid dividend -2023(Final) 140% 7,63,255.00 07.07.2023 06.07.2030
Total 71,29,748.01

*in process to transfer

12.1 Unclaimed Shares

The Company has allotted shares to the shareholders of erstwhile Meghmani Organics Limited under the Scheme of
Arrangement which was approved by NCLT vide its order dated May 3, 2021. The following shares were remained unclaimed
by the shareholders in the process of allotment due to various reasons i.e. BO closed/inactive/invalid demat account. The
Company has sent a letter to respective shareholders to claim the shares on August 4, 2021 and further reminder in February,
2022. The details of shares given to rightful owners and unclaimed shares are as follow;

No of Shareholders Unclaimed shares

Outstanding at April 1, 2023 20 104251

2 shareholders have approached and Company transferred 100000 shares to respective shareholders during FY 2024
Details of outstanding shares at March 31, 2024 18 4251

12.2 Payment of Listing Fees

The Company has paid listing fess for FY 2024-25 to both the exchanges National Stock Exchange of India (NSE)
and BSE Limited.

76 Annual Report 2023-24

12.3 Market Price Data: High Low during each month in Financial Year 2023-24

Corporate Overview
The Monthly High and Low prices of equity shares traded on NSE and BSE for FY 2023-24 is set out below

NSE BSE
Month Share Price Nifty Index Share Price Sensex Index
High Low High Low High Low High Low
Apr-23 94.25 78.10 18,089.15 17,312.75 94.23 78.79 61,209.46 58,793.08
May-23 88.15 80.50 18,662.45 18,042.40 88.04 80.1 63,036.12 61,002.17

Statutory Reports
Jun-23 94.40 81.40 19,201.70 18,464.55 94.3 81.22 64,768.58 62,359.14
Jul-23 90.30 80.30 19,991.85 19,234.40 90.34 80.21 67,619.17 64,836.16
Aug-23 86.45 76.00 19,795.60 19,223.65 86.45 76.1 66,658.12 64,723.63
Sep-23 92.55 78.05 20,222.45 19,255.70 92.5 78.5 67,927.23 64,818.37
Oct-23 82.65 71.90 19,849.75 18,837.85 82.6 71.68 66,592.16 63,092.98
Nov-23 78.65 71.95 20,158.70 18,973.70 78.42 71.95 67,069.89 63,550.46
Dec-23 82.40 74.10 21,801.45 20,183.70 82.4 73.9 72,484.34 67,149.07

Financial Statements
Jan-24 93.90 77.80 22,124.15 21,137.20 93.9 78.09 73,427.59 70,001.60
Feb-24 104.50 77.20 22,297.50 21,530.20 104.5 77.39 73,819.21 70,809.84
Mar-24 99.90 75.75 22,526.60 21,710.20 99.7 76.47 74,245.17 71,674.42

NSE
120.00 25000.00
100.00 20000.00
80.00
15000.00
60.00
10000.00
40.00
5000.00
20.00
0.00 0.00
Apr-23

May-23

Jun- 23

Jul-23

Aug-23

Sep- 23

Oct-23

Nov-23

Dec-23

Jun-23

Feb-24

Mar-24
Share Price Nifty Index

BSE
120.00 80000.00
100.00 70000.00

80.00 60000.00

60.00 50000.00
40000.00
40.00
30000.00
20.00
20000.00
0.00
10000.00
0.00
Apr-23

May-23

Jun- 23

Jul-23

Aug-23

Sep- 23

Oct-23

Nov-23

Dec-23

Jun-23

Feb-24

Mar-24

Share Price Sensex Index

12.4 Listing details of Equity shares

Name of Stock Exchange Address Stock Code

National Stock Exchange of India Limited Exchange Plaza,Bandra-Kurla Complex, MOL

Bandra (East), Mumbai - 400 051
BSE Limited Phiroze Jeejeebhoy Towers, Dalal Street,Mumbai - 543331
400 001
ISIN INE0CT101020

12.5 Share Transfer System

Link Intime India Private Limited, Mumbai, is Registrar & Share Transfer Agent of the Company. The Share Transfer and Share
Dematerialization are processed by Link Intime India Private Limited, Mumbai.

Annual Report 2023-24 77

12.6 Shareholding Pattern as on March 31, 2024

Category of Shareholder No of Shares %

(1) Promoter
Promoter & Promoter Group 12,54,18,887 49.32
(2) Public
Non-Institutional
Individual Shareholders 10,10,67,043 39.74
Non Resident Indians 75,23,634 2.95
Hindu Undivided Family 56,66,360 2.23
Body Corporate 96,43,953 3.79
Clearing Members 3,472 0.00
Investor Education And Protection Fund 1,78,018 0.07
Escrow Account 4,251 0.00
Government Companies 1,09,994 0.04
Trusts 2,000 0.00
NBFCs registered with RBI 25,681 0.01
LLP 3,18,995 0.13
Institutional
Alternate Investment Funds 5,02,242 0.20
Foreign Portfolio Investors Category-I 38,33,327 1.51
Foreign Portfolio Investors Category-II 16,354 0.01
Total 25,43,14,211 100

12.7 Dematerialization of Shares as on March 31, 2024

Share Capital No. of shares %

Listed Capital 25,43,14,211 100.00
Held in Dematerialized form :- 25,43,14,211 100.00
National Securities Depository Limited (NSDL) 18,77,70,535 73.83
Central Depository Services (India) Limited (CDSL) 6,65,43,676 26.17
Held in Physical Form Nil Nil
Total 25,43,14,211 100.00

12.8 Distribution of Shareholding as on March 31, 2024

Number of % of Total % of Total Share

Shareholding of Shares Shares
Shareholders Shareholders Capital
1 to 500 1,28,903 82.70 1,76,47,515 6.94
501 to 1000 13,305 8.54 1,08,96,778 4.29
1001 to 2000 6,662 4.27 1,02,09,283 4.01
2001 to 3000 2,336 1.50 60,39,553 2.37
3001 to 4000 1,040 0.67 37,62,318 1.48
4001 to 5000 961 0.62 45,76,854 1.80
5001 to 10000 1,423 0.91 1,06,95,006 4.21
10001 & above 1,239 0.79 19,04,86,904 74.90
Total 1,55,869 100.00 25,43,14,211 100.00

12.9 REGISTRAR AND SHARE TRANSFER AGENT & INVESTOR CORRESPONDENCE

Link Intime India Private Limited Mr. Jayesh Patel, Company Secretary
506 To 508, Amarnath Business Centre – 1, Beside Gala 1st to 3rd Floor, Meghmani House,
Business Centre,Nr. St. Xavier’s College Corner, B/h Safal Profitaire, Corporate Road, Prahaladnagar,
Off, C. G. Road, Ahmedabad- 380006 Contact No.: 91-79- Ahmedabad 380 015
2646 5179 Contact No. 91-79-2970 9600/ 7176 1000
Email: [email protected] E-mail: [email protected]

78 Annual Report 2023-24

12.10 LOCATION OF MANUFACTURING FACILITY

Corporate Overview
1. Pigment Division - Green Plot No. 184, Phase II, G.I.D.C. Vatva, Ahmedabad -382 445
2. Pigment Division – Blue Plot No. 21, 21/1, G.I.D.C. Panoli, District :- Bharuch
3. Pigment Division - Blue Plot No. Z-31 Z-32, Dahej SEZ Limited, District :- Bharuch
4. Agro Division – I (R&D) Survey No. 402, 403/p, 404/p, 405/p 406/p, Village: Chharodi, Taluka: Sanand,
District: Ahmedabad-382 170
5. Agro Division – II 5001/B, G.I.D.C. Ankleshwar, District:- Bharuch
6. Agro Division – III & V Plot No - Ch-1&2/A+ D-2/CH/10 GIDC Dahej, Dahej, Taluka – Vagra , District: -
Bharuch -392130

Statutory Reports
7. Agro Division – IV Plot No. 20, G.I.D.C. Panoli, District :- Bharuch
8. Titanium Dioxide (TiO2) (KCL) Plot No. D2/CH-17,Dahej-II, Industrial Estate,Village: Jolwa, Ta: Vagra,
Dist:Bharuch-392 130
9. Nano Urea – Sanand (MCNL) Survey No. 403/p, 404/p, 405/p, 406/p,452, 453 and 454/p, Village: Chharodi,
Taluka: Sanand, District: Ahmedabad-382 170
12.11COMPANY’S RECOMMENDATIONS TO THE our Registrar and Share Transfer Agents, that empowers
SHAREHOLDERS shareholders to effortlessly access various services.

Financial Statements
We request you to get registered and have first-hand
The Company has the following recommendations to
experience of the portal. This application can be
members to mitigate/ avoid risks while dealing with
accessed at https://swayam.linkintime.co.in.
shares and related matters:
The following benefits to the shareholders;
Encash your Dividends on time
Members are requested to register their Bank details with Effective Resolution of Service Request -Generate
their DP to receive credit of dividend in time. and Track Service Requests/Complaints
through SWAYAM.
Members are requested to deposit dividend warrants
promptly with their Bankers to receive credit of Features - A user-friendly GUI.
amount of dividend.
Track Corporate Actions like Dividend/
Claim of unclaimed dividend Interest/Bonus/split.

Members who have not claimed their dividend declared PAN-based investments - Provides access to PAN
and paid by the Company are requested to claim their linked accounts, Company wise holdings and
dividend in order to avoid to transfer the same into the security valuations.
Investor Education and Protection Fund. Your Company
sends the reminder to claim the unclaimed dividend Effortlessly Raise request for Unpaid Amounts.
and if not claimed, to transfer the amount of dividend
together with shares thereof into the Investor Education Self-service portal – for securities held in demat
and Protection Fund. mode and physical securities, whose folios
are KYC compliant.
Claim of unclaimed shares
Statements - View entire holdings and status of
The Company has allotted shares to the shareholders of corporate benefits.
erstwhile Meghmani Organics Limited under the Scheme
of Arrangement which was approved by Hon’ble NCLT Two-factor authentication (2FA) at Login - Enhances
vide its order dated 3 May, 2021. 1,12,826 Equity Shares security for investors.
were remained unclaimed by the shareholders as on
March 31, 2024. Members are requested to claim these
shares and refer Note No: 23 to the Notice of 5th AGM for For Meghmani Organics Limited
guidance ‘How to Claim shares’.

Online service for shareholders

Ankit Patel
‘SWAYAM’ is a secure, user-friendly web-based
Date: May 11, 2024 Chairman & Managing Director
application, developed by “Link Intime India Pvt Ltd.”,
Place: Ahmedabad DIN - 02180007

Annual Report 2023-24 79

Auditors’ Certificate on Corporate Governance

To,
The Members,
MEGHMANI ORGANICS LIMITED
1st+2nd+3rd FL Nr. Raj Bunglow,
Nr. Safal Profitaire, Prahlad Nagar, Satellite
AHMEDABAD GJ380015 IN

We have examined the compliance of conditions of Corporate Governance of MEGHMANI ORGANICS LIMITED CIN
L24299GJ2019PLC110321, for the year ended on 31st March 2024, as stipulated in Chapter IV of SEBI (Listing Obligations and
Disclosure Requirements) Regulations, 2015 pursuant to the Listing Agreement of the Company with Stock Exchanges.

The compliance of conditions of Corporate Governance is the responsibility of the Management. Our examination has been limited
to a review of the procedures and implementation thereof adopted by the Company for ensuring the compliance of the conditions
of the Corporate Governance. It is neither an audit nor an expression of opinion on the financial statements of the Company.

In our opinion and to the best of our information and according to the explanations given to us and based on the representations
made by the Directors and the Management, we certify that the Company has complied with the conditions of Corporate
Governance as stipulated in Chapter IV of SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015 pursuant to
the Listing Agreement of the said Company with Stock Exchanges.

We further state that such compliance is neither an assurance as to future viability of the Company nor of the efficiency or
effectiveness with which the management has conducted the affairs of the Company.

For, SHAHS & ASSOCIATES

Company Secretaries

Kaushik Shah
Partner
FCS No 2420 CP No 1414
Place: Ahmedabad UDIN: F002420F000348656
Date: May 11, 2024 Peer Review No.833/2020

80 Annual Report 2023-24

Certificate of Non-Disqualification of Directors

Corporate Overview
(Pursuant to Regulation 34(3) and Schedule V Para C clause (10) (i) of the SEBI (Listing Obligations and
Disclosure Requirements) Regulations, 2015)

To,
The Members,

Statutory Reports
MEGHMANI ORGANICS LIMITED
1st+2nd+3rd FL Nr. Raj Bunglow,
Nr. Safal Profitaire, Prahlad Nagar, Satellite
AHMEDABAD GJ380015 IN

We have examined the relevant registers, records, forms, returns and disclosures including thereon in digital/ electronic mode
received from the Directors of Meghmani Organics Limited CINL24299GJ2019PLC110321and having its Registered Office at

Financial Statements
1st+2nd+3rd FL Nr. Raj Bunglow, Nr. Safal Profitaire, Prahlad Nagar, Satellite, AHMEDABAD GJ380015 IN (hereinafter referred
to as ‘the Company’), as produced before us by the Company for the purpose of issuing this Certificate, in accordance with
Regulation 34(3) read with Schedule V Para-C Sub clause 10(I) of the Securities Exchange Board of India (Listing Obligations and
Disclosure Requirements) Regulations, 2015.

In our opinion and to the best of our information and according to the verifications (including Directors Identification Number
(DIN) status at the portal www.mca.gov.in as considered necessary and explanations furnished to us by the Company and its
officers, we hereby certify that none of the Directors on the Board of the Company as stated below for the Financial Year ending on
31st March, 2024 have been debarred or disqualified from being appointed or continuing as Directors of companies by the
Securities and Exchange Board of India, Ministry of Corporate Affairs, New Delhi or any such other Statutory Authority.

Sr.
Name of Director DIN Date of Appointment
No
1 ANKIT NATWARLAL PATEL 02180007 14/08/2023
2 KARANA RAMESHBHAI PATEL 01727321 14/08/2023
3 DARSHAN ANANDBHAI PATEL 02047676 14/08/2023
4 KAUSHAL ASHISHBHAI SOPARKAR 01998162 14/08/2023
5 MAULIK JAYANTIBHAI PATEL 02006947 14/08/2023
6 URVASHI DHIRUBHAI SHAH 07007362 07/05/2021
7 GANAPATI DADASAHEB YADAV 02235661 07/05/2021
8 MANUBHAI KHODIDAS PATEL 00132045 07/05/2021
9 VARESH GOVINDPRASAD SINHA 03259880 28/08/2022
10 NIKUNT KIRIT RAVAL 10357559 07/11/2023

We further report that the ensuring the eligibility of for the appointment / continuity of every Director on the Board is the responsibility
of the management of the Company. Our responsibility is to express an opinion on these based on our verification. This certificate
is neither an assurance as to the future viability of the Company nor of the efficiency or effectiveness with which the management
has conducted the affairs of the Company.

For, SHAHS & ASSOCIATES

Company Secretaries

Kaushik Shah
Partner
FCS No 2420 CP No 1414
Place: Ahmedabad UDIN: F002420F000348590
Date: May 11, 2024 Peer Review No.833/2020

Annual Report 2023-24 81

CEO and CFO certification
In terms of Regulation 17 (8) of the SEBI (LODR) Regulations, 2015

To,
The Board of Directors
Meghmani Organics Limited
Ahmedabad

Dear Sir/Madam,
CEO/CFO Certification in terms of Regulation 17 (8) of the SEBI (LODR) Regulations, 2015.

In terms of Regulation 17 (8) of the SEBI (LODR) Regulations, 2015, we hereby certify to the Board of Directors that:
A) We have reviewed the Financial Statements and the Cash flow Statement of the Company for the year ended March 31, 2024
and to the best of our knowledge and belief:

i) These statements do not contain any materially untrue statement or omit any material fact or contain statements that
might be misleading.

ii) These statements together present a true and fair view of the Company’s affairs and are in compliance with existing
accounting standards, applicable laws and regulations.

B) There are, to the best of our knowledge and belief, no transactions entered into by the Company during the year which are
fraudulent, illegal or violative of the Company’s Code of Conduct.

C) We accept responsibility for establishing and maintaining internal controls for financial reporting and that we have evaluated
the effectiveness of internal control systems of the Company pertaining to financial reporting and we have disclosed to the
Auditors and the Audit Committee, deficiencies in the design or operation of such internal controls, if any, of which we are
aware and the steps we have taken or propose to take to rectify these deficiencies.

D) We have indicated to the auditors and the Audit Committee:

i) Significant changes in internal control, if any, over financial reporting during the year;

ii) Significant changes in accounting policies during the year, if any, and that the same have been disclosed in the notes
to the financial statements; and

iii) Instances of significant fraud of which we have become aware and the involvement therein, if any, of the management or
an employee having a significant role in the Company’s internal control system over financial reporting wherever needed.

For, Meghmani Organics Limited

__________ ____________
Ankit N. Patel G. S. Chahal
CMD & CEO CFO
Date: May 11, 2024
Place: Ahmedabad

82 Annual Report 2023-24

Annexure E1

Corporate Overview
FORM NO. MR-3

SECRETARIAL AUDIT REPORT

FOR THE FINANCIAL YEAR ENDED ON 31.03.2024

[Pursuant to Section 204(1) of the Companies Act, 2013 and

Statutory Reports
Rule No.9 of the Companies (Appointment and Remuneration Personnel) Rules, 2014]

To,
The Members,
MEGHMANI ORGANICS LIMITED
1st+2nd+3rd FL Nr. Raj Bunglow,

Financial Statements
Nr. Safal Profitaire, Prahlad Nagar, Satellite
AHMEDABAD GJ380015 IN

We have conducted the Secretarial Audit of the compliance 5. The following Regulations and Guidelines prescribed
of applicable statutory provisions and the adherence to under the Securities and Exchange Board of India Act,
good corporate practices by Meghmani Organics Limited 1992 (‘SEBI Act’)
CIN L24299GJ2019PLC110321 (hereinafter called the
“Company”). The Secretarial Audit was conducted in a a) The Securities and Exchange Board of India
manner that provided us a reasonable basis for evaluating the (Substantial Acquisition of Shares and Takeovers)
corporate conducts/statutory compliances and expressing our Regulations, 2011, as amended from time to time;
opinion thereon. It is further stated that we have also relied
b) The Securities and Exchange Board of India
up on the scanned documents and other papers in digital/
(Prohibition of Insider Trading) Regulations, 2015,
electronic mode including explanation/ representations
as amended from time to time; 2009;
submitted to us by the official of the Company for the financial
year ended on 31st March, 2024. c) The Securities and Exchange Board of India
(Issue of Capital and Disclosure Requirement)
Based on our verification of the Company’s books, papers,
Regulations, 2009;
minute books, forms and returns filed and other records
maintained by the Company and also the information provided d) The Securities and Exchange Board of India
in digital/ electronic mode by the Company, its officers, (Employee Stock Option Scheme and Employee
agents and authorized representatives during the conduct Stock Purchase Scheme) Guidelines, 1999; (Not
of Secretarial Audit, we hereby report that in our opinion, the Applicable during the Audit Period);
Company has, during the audit period covering the financial
year ended on 31st March, 2024 (“Audit Period”) complied e) The Securities and Exchange Board of India (Issue
with the statutory provisions listed hereunder and also that and Listing of Debt Securities) Regulations, 2008;
the Company has proper Board processes and compliance (Not Applicable during the Audit Period);
mechanism in place to the extent, in the manner and subject to
the reporting made hereinafter f) The Securities and Exchange Board of India
(Registrars to an Issue and Share Transfer Agents)
We have examined the books, papers, minute books, forms Regulations, 1993 regarding the Companies Act
and returns filed and other records maintained by the Company and dealing with client 2009;
for the financial year ended on 31st March, 2024 according to
the provisions of: g) The Securities and Exchange Board of India
(Delisting of Equity Shares) Regulations, 2009; (Not
1. The Companies Act, 2013 (the Act) and the Rules Applicable during the Audit Period); and
made there under;
h) The Securities and Exchange Board of India
2. The Securities Contracts (Regulation) Act, 1956 (‘SCRA’) (Buy Back of Securities) Regulations, 1998; (Not
and the Rules made there under Applicable during the Audit Period);

3. The Depositories Act, 1996 and the Regulations and bye- 6. The other laws, as informed and certified by the
laws framed there under; Management of the Company, which are specifically
4. Foreign Exchange Management Act, 1999 and the applicable to the Company based on the industry are as
Rules and Regulations made there under to the extent listed in Annexure – I and we report that based on the
of Foreign Direct Investment, Overseas Direct Investment examination of the relevant documents and records, and
and External Commercial Borrowings; as certified by the Management, prime facie it appears

Annual Report 2023-24 83

 that the proper system exist in the Company to confirm We further report that there are adequate systems and
compliance of the applicable laws. processes in the Company commensurate with the size
and operations of the Company to monitor and ensure
We have also examined compliance with the applicable compliance with applicable laws, rules, regulations
clauses of the followings: and guidelines.
i. The Listing Agreements entered into by the We further report that during the audit period, there
Company with Stock Exchanges were no instances of:
ii. Securities and Exchange Board of India (Listing (1) Public / Rights / Preferential issue of Shares /
Obligation and Disclosure Requirements) Debentures / Sweat Equity
Regulations, 2015 (with effect from December, 2015)
(2) Redemption/Buy Back of Securities.
iii. Secretarial Standards (SS-1 & SS-2) issued by the
Institute of Company Secretaries of India. (3) Major decisions taken by the members in pursuance
to Section 180 of the Companies Act, 2013.
During the period under review, the Company has
complied with the provisions of the Act, Rules, Regulations, (4) Foreign Technical Collaborations.
Guidelines, Standards, etc. mentioned above.
(5) Merger / Amalgamation / Reconstruction etc.
We further report that;
The Board of Directors of the Company is duly constituted
with proper balance of Executive Directors, Non-Executive
Directors, Woman Directors and Independent Directors.
The changes in the composition of the Board of Directors
For, SHAHS & ASSOCIATES
that took place during the period under review were
carried out in compliance with the provisions of the Act. Company Secretaries

Adequate notice is given to all Directors to schedule the Kaushik Shah

Board Meetings, agenda and detailed notes on agenda Partner
were sent at least seven days in advance, and a system
FCS No 2420 CP No 1414
exists for seeking and obtaining further information and
clarifications on the agenda items before the meeting and Place: Ahmedabad UDIN: F002420F000348711
for meaningful participation at the meeting. Date: May 11, 2024 Peer Review No.833/2020

Board decisions are carried out with unanimous consent Note: This report is to be read with our letter of even date
and therefore, no dissenting views were required to be which is annexed as Annexure-II and forms an integral part
captured and recorded as part of the minutes. of this report.

84 Annual Report 2023-24

Annexure “I”

Corporate Overview
(1) INSECTICIDES ACT, 1968

(2) ENVIRONMENT PROTECTION ACT, 1986

(3) THE GOODS AND SERVICES TAX ACT, 2016

Statutory Reports
(4) INDIAN EXPLOSIVE ACT, 1952 – POISON ACT, 1884

(5) INCOME TAX ACT, 1961

(6) PROFESSIONAL TAX, 1976

(7) NEGOTIABLE INSTRUMENT ACT, 1938

(8) THE FACTORIES ACT, 1948

(9) THE APPRENTICE ACT, 1961

Financial Statements
(10) THE INDUSTRIAL DISPUTE ACT, 1947

(11) EMPLOYEES PROVIDENT FUND & MISC. PROVISIONS ACT

(12) THE PAYMENT WAGES ACT, 1965

(13) THE PAYMENT OF BONUS ACT, 1965

(14) THE PAYMENT OF GRATUITY ACT, 1972

(15) THE MINIMUM WAGES ACT, 1946

(16) THE TRADE UNION ACT, 1926

(17) THE EMPLOYMENT EXCHANGE ACT 1952

(18) INDIAN STAMP ACT, 1899

(19) THE TRADE MARKS ACT, 1999

(20) FOREIGN TRADE (DEVELOPMENT AND REGULATION) ACT, 1992

(21) ESSENTIAL COMMODITIES ACT 1955

(22) CUSTOMS ACT 1962

(23) INDUSTRIES (DEVELOPMENT AND REGULATION) ACT, 1951

(24) COMPETITION ACT, 2002

(25) COVID-19 GUIDELINES

(26) PETROLEUM ACT 1934, RULES 1976

(27) INDUSTRIAL EMPLOYMENT (STANDING ORDERS) ACT, 1946 & RULES 1957

(28) CHILD LABOUR (P&R) ACT,1986 & RULES.

(29) OZONE DEPLETING SUBSTANCE (REGULATIONS & CONTROL) RULE 2000

(30) INDIAN BOILER ACT, 1923 & REGULATIONS

For, SHAHS & ASSOCIATES

Company Secretaries

Kaushik Shah
Partner
FCS No 2420 CP No 1414
Place: Ahmedabad UDIN:F002420F000348711
Date: 11th May, 2024 Peer Review No.833/2020

Annual Report 2023-24 85

Annexure “II”

To,
The Members,
MEGHMANI ORGANICS LIMITED
1st+2nd+3rd FL Nr. Raj Bunglow,
Nr. Safal Profitaire, Prahlad Nagar, Satellite
AHMEDABAD GJ380015 IN

Based on audit, our responsibility is to express an opinion on the compliance with the applicable laws and maintenance of records
by the Company. We conducted our audit in accordance with the auditing standards CSAS 1 to CSAS 4 (“CSAS”) prescribed
by the Institute of Company Secretaries of India (“ICSI”). These standards require that the auditor complies with statutory and
regulatory requirements and plans and performs the audit to obtain reasonable assurance about compliance with applicable laws
and maintenance of records.

Due to the inherent limitations of an audit including internal, financial and operating controls, there is an unavoidable risk that some
misstatements or material non-compliances may not be detected, even though the audit is properly planned and performed in
accordance with the CSAS. Our Report of even date is to be read along with this letter:

a. Maintenance of Secretarial record is the responsibility of the management of the Company. Our responsibility is to express
an opinion on these secretarial records based on our audit.

b. We have followed the audit practices and processes as were appropriate to obtain reasonable assurance about the
correctness of the contents of the secretarial records. The verification was done on test basis to ensure that correct facts
are reflected in secretarial records. We believe that the processes and practices, we followed provide a reasonable basis
for our opinion.

c. We have not verified the correctness and appropriateness of the financial statement of the Company.

d. The compliance of the provisions of the Corporate and other applicable laws, rules, regulation, standards is the responsibility
of the management.

e. Where ever required, we have obtained the Management representation about the compliance of laws, rules and regulations
and happening of events etc.

f. The Secretarial Audit report is neither an assurance as to the future viability of the Company nor of the efficacy or effectiveness
with which the management has conducted the affairs of the Company.

For, SHAHS & ASSOCIATES

Company Secretaries

Kaushik Shah
Partner
FCS No 2420 CP No 1414
Place: Ahmedabad UDIN: F002420F000348711
Date: May 11, 2024 Peer Review No.833/2020

86 Annual Report 2023-24

Annexure E2

Corporate Overview
FORM NO. MR-3

SECRETARIAL AUDIT REPORT

FOR THE FINANCIAL YEAR ENDED ON 31.03.2024

[Pursuant to Section 204(1) of the Companies Act, 2013 and

Statutory Reports
Rule No.9 of the Companies (Appointment and Remuneration Personnel) Rules, 2014]

To,
The Members,
KILBURN CHEMICALS LIMITED
“Meghmani House”, 2nd Floor, Near Raj Bunglow,

Financial Statements
B/h. Safal Profitaire, Corporate Road, Prahladnagar
AHMEDABAD GJ380015 IN

We have conducted the Secretarial Audit of the compliance of Foreign Direct Investment, Overseas Direct Investment
of applicable statutory provisions and the adherence to and External Commercial Borrowings;
good corporate practices by Kilburn Chemicals Limited
CIN U24117WB1990PLC199409 (hereinafter called the 5. The following Regulations and Guidelines prescribed
“Company”). The Secretarial Audit was conducted in a under the Securities and Exchange Board of India Act,
manner that provided us a reasonable basis for evaluating the 1992 (‘SEBI Act’)
corporate conducts/ statutory compliances and expressing
a) The Securities and Exchange Board of India
our opinion thereon. It is further stated that we have also relied
(Substantial Acquisition of Shares and Takeovers)
up on the scanned documents and other papers in digital/
Regulations, 2011, as amended from time to time;
electronic mode, explanations/ representations submitted to
(Not Applicable during the Audit Period);
us by the official of the Company for the financial year ended
on 31st March, 2024. b) The Securities and Exchange Board of India
(Prohibition of Insider Trading) Regulations, 2015, as
Based on our verification of the Company’s books, papers,
amended from time to time; 2009; (Not Applicable
minute books, forms and returns filed and other records
during the Audit Period);
maintained by the Company and also the information provided
in digital/ electronic mode by the Company, its officers, c) The Securities and Exchange Board of India (Issue
agents and authorized representatives during the conduct of Capital and Disclosure Requirement) Regulations,
of Secretarial Audit, we hereby report that in our opinion, the 2009; (Not Applicable during the Audit Period);
Company has, during the audit period covering the financial
year ended on 31st March, 2024 (“Audit Period”) complied d) The Securities and Exchange Board of India
with the statutory provisions listed hereunder and also that (Employee Stock Option Scheme and Employee
the Company has proper Board processes and compliance Stock Purchase Scheme) Guidelines, 1999; (Not
mechanism in place to the extent, in the manner and subject to Applicable during the Audit Period);
the reporting made hereinafter
e) The Securities and Exchange Board of India (Issue
We have examined the books, papers, minute books, forms and Listing of Debt Securities) Regulations, 2008;
and returns filed and other records maintained by the Company (Not Applicable during the Audit Period);
for the financial year ended on 31st March, 2024 according to
f) The Securities and Exchange Board of India
the provisions of:
(Registrars to an Issue and Share Transfer Agents)
1. The Companies Act, 2013 (the Act) and the Rules Regulations, 1993 regarding the Companies Act
made there under; and dealing with client 2009; (Not Applicable
during the Audit Period);
2. The Securities Contracts (Regulation) Act, 1956 (‘SCRA’)
and the Rules made there under g) The Securities and Exchange Board of India
(Delisting of Equity Shares) Regulations, 2009; (Not
3. The Depositories Act, 1996 and the Regulations and bye- Applicable during the Audit Period); and
laws framed there under;
h) The Securities and Exchange Board of India
4. Foreign Exchange Management Act, 1999 and the (Buy Back of Securities) Regulations, 1998; (Not
Rules and Regulations made there under to the extent Applicable during the Audit Period);

Annual Report 2023-24 87

6. The other laws, as informed and certified by the Board decisions are carried out with unanimous consent
Management of the Company, which are specifically and therefore, no dissenting views were required to be
applicable to the Company based on the industry are as captured and recorded as part of the minutes.
listed in Annexure – I and we report that based on the
examination of the relevant documents and records, and We further report that there are adequate systems and
as certified by the Management, prime facie it appears processes in the Company commensurate with the size
that the proper system exist in the Company to confirm and operations of the Company to monitor and ensure
compliance of the applicable laws. compliance with applicable laws, rules, regulations
and guidelines.
We have also examined compliance with the applicable
clauses of the followings: We further report that during the audit period, there
were no instances of:
(1) The Listing Agreements entered into by the
Company with Stock Exchanges (Not Applicable (1) Public / Rights / Preferential issue of Shares /
during the Audit Period); Debentures / Sweat Equity

(2) Securities and Exchange Board of India (Listing (2) Redemption/Buy Back of Securities.
Obligation and Disclosure Requirements)
(3) Major decisions taken by the members in pursuance
Regulations, 2015 (with effect from December,
to Section 180 of the Companies Act, 2013.
2015) (Not Applicable during the Audit Period);
(4) Foreign Technical Collaborations.
(3) Secretarial Standards (SS-1 & SS-2) issued by the
Institute of Company Secretaries of India. (5) Merger / Amalgamation / Reconstruction etc.

During the period under review, the Company has

complied with the provisions of the Act, Rules, Regulations,
Guidelines, Standards, etc. mentioned above.
For, SHAHS & ASSOCIATES
We further report that;
Company Secretaries
The Board of Directors of the Company is duly constituted.
The changes in the composition of the Board of Directors Kaushik Shah
that took place during the period under review were
Partner
carried out in compliance with the provisions of the Act.
FCS No 2420 CP No 1414
Adequate notice is given to all Directors to schedule the Place: Ahmedabad UDIN: F002420F000348777
Board Meetings, agenda and detailed notes on agenda
Date: May 11, 2024 Peer Review No.833/2020
were sent at least seven days in advance, and a system
exists for seeking and obtaining further information and Note: This report is to be read with our letter of even date
clarifications on the agenda items before the meeting and which is annexed as Annexure-II and forms an integral part
for meaningful participation at the meeting. of this report.

88 Annual Report 2023-24

ANNEXURE-1

Corporate Overview
(1) ENVIRONMENT PROTECTION ACT, 1986

(2) THE GOODS AND SERVICES TAX ACT, 2016

(3) INDIAN EXPLOSIVE ACT, 1952 – POISON ACT, 1884

Statutory Reports
(4) INCOME TAX ACT, 1961

(5) PROFESSIONAL TAX, 1976

(6) NEGOTIABLE INSTRUMENT ACT, 1938

(7) THE FACTORIES ACT, 1948

(8) THE APPRENTICE ACT, 1961

(9) THE INDUSTRIAL DISPUTE ACT, 1947

Financial Statements
(10) EMPLOYEES PROVIDENT FUND & MISC. PROVISIONS ACT

(11) THE PAYMENT WAGES ACT, 1965

(12) THE PAYMENT OF BONUS ACT, 1965

(13) THE PAYMENT OF GRATUITY ACT, 1972

(14) THE MINIMUM WAGES ACT, 1946

(15) THE TRADE UNION ACT, 1926

(16) THE EMPLOYMENT EXCHANGE ACT 1952

(17) INDIAN STAMP ACT, 1899

(18) THE TRADE MARKS ACT, 1999

(19) FOREIGN TRADE (DEVELOPMENT AND REGULATION) ACT, 1992

(20) CUSTOMS ACT 1962

(21) INDUSTRIES (DEVELOPMENT AND REGULATION) ACT, 1951

(22) COMPETITION ACT, 2002

(23) COVID-19 GUIDELINES

(24) PETROLEUM ACT 1934, RULES 1976

(25) INDUSTRIAL EMPLOYMENT (STANDING ORDERS) ACT, 1946 & RULES 1957

(26) CHILD LABOUR (P&R) ACT,1986 & RULES

(27) OZONE DEPLETING SUBSTANCE (REGULATIONS & CONTROL) RULE 2000

(28) INDIAN BOILER ACT, 1923 & REGULATIONS

For, SHAHS & ASSOCIATES

Company Secretaries

Kaushik Shah
Partner
FCS No 2420 CP No 1414
Place: Ahmedabad UDIN: F002420F000348777
Date: May 11, 2024 Peer Review No.833/2020

Annual Report 2023-24 89

Annexure “II”

To,
The Members,
KILBURN CHEMICALS LIMITED
“Meghmani House”, 2nd Floor, Near Raj Bunglow,
B/h. Safal Profitaire, Corporate Road, Prahladnagar
AHMEDABAD GJ380015 IN

Based on audit, our responsibility is to express an opinion on the compliance with the applicable laws and maintenance of records
by the Company. We conducted our audit in accordance with the auditing standards CSAS 1 to CSAS 4 (“CSAS”) prescribed
by the Institute of Company Secretaries of India (“ICSI”). These standards require that the auditor complies with statutory and
regulatory requirements and plans and performs the audit to obtain reasonable assurance about compliance with applicable laws
and maintenance of records.

Due to the inherent limitations of an audit including internal, financial and operating controls, there is an unavoidable risk that some
misstatements or material non-compliances may not be detected, even though the audit is properly planned and performed in
accordance with the CSAS. Our Report of even date is to be read along with this letter:

a. Maintenance of Secretarial record is the responsibility of the management of the Company. Our responsibility is to express
an opinion on these secretarial records based on our audit.

b. We have followed the audit practices and processes as were appropriate to obtain reasonable assurance about the
correctness of the contents of the secretarial records. The verification was done on test basis to ensure that correct facts
are reflected in secretarial records. We believe that the processes and practices, we followed provide a reasonable basis
for our opinion.

c. We have not verified the correctness and appropriateness of the financial statement of the Company.

d. The compliance of the provisions of the Corporate and other applicable laws, rules, regulation, standards is the responsibility
of the management.

e. Where ever required, we have obtained the Management representation about the compliance of laws, rules and regulations
and happening of events etc.

f. The Secretarial Audit report is neither an assurance as to the future viability of the Company nor of the efficacy or effectiveness
with which the management has conducted the affairs of the Company.

For, SHAHS & ASSOCIATES

Company Secretaries

Kaushik Shah
Partner
FCS No 2420 CP No 1414
Place: Ahmedabad UDIN: F002420F000348777
Date: May 11, 2024 Peer Review No.833/2020

90 Annual Report 2023-24

 Independent Auditor’s Report

Corporate Overview
To the Members of Meghmani Organics Limited

Report on the Audit of the Standalone Financial the Institute of Chartered Accountants of India together with
Statements the ethical requirements that are relevant to our audit of the
financial statements under the provisions of the Act and
Opinion

Statutory Reports
the Rules thereunder, and we have fulfilled our other ethical
We have audited the accompanying standalone financial responsibilities in accordance with these requirements and the
statements of Meghmani Organics Limited (“the Company”),
Code of Ethics. We believe that the audit evidence we have
which comprise the Balance sheet as at March 31, 2024,
obtained is sufficient and appropriate to provide a basis for our
the Statement of Profit and Loss, including the statement of
audit opinion on the standalone financial statements.
Other Comprehensive Income, the Cash Flow Statement
and the Statement of Changes in Equity for the year then Key Audit Matters
ended, and notes to the standalone financial statements,
including a summary of material accounting policies and Key audit matters are those matters that, in our professional

Financial Statements
other explanatory information (hereinafter referred to as the judgment, were of most significance in our audit of the
standalone financial statements). standalone financial statements for the financial year ended
March 31, 2024. These matters were addressed in the context
In our opinion and to the best of our information and according of our audit of the standalone financial statements as a whole,
to the explanations given to us, the aforesaid standalone and in forming our opinion thereon, and we do not provide a
financial statements give the information required by the separate opinion on these matters. For each matter below, our
Companies Act, 2013, as amended (“the Act”) in the manner description of how our audit addressed the matter is provided
so required and give a true and fair view in conformity with in that context.
the accounting principles generally accepted in India, of the
state of affairs of the Company as at March 31, 2024, its loss We have determined the matters described below to be
including other comprehensive income, its cash flows and the the key audit matters to be communicated in our report. We
changes in equity for the year ended on that date. have fulfilled the responsibilities described in the Auditor’s
responsibilities for the audit of the standalone financial
Basis for Opinion
statements section of our report, including in relation to these
We conducted our audit of the standalone financial statements matters. Accordingly, our audit included the performance of
in accordance with the Standards on Auditing (SAs), as procedures designed to respond to our assessment of the
specified under section 143(10) of the Act. Our responsibilities risks of material misstatement of the standalone financial
under those Standards are further described in the ‘Auditor’s statements. The results of our audit procedures, including
Responsibilities for the Audit of the Standalone Financial the procedures performed to address the matters below,
Statements’ section of our report. We are independent of the
provide the basis for our audit opinion on the accompanying
Company in accordance with the ‘Code of Ethics’ issued by
standalone financial statements.

Key audit matters How our audit addressed the key audit matter
Revenue recognition (as described in Note 2 of the standalone financial statements)
The Company majorly operates in two segments viz: Agro Our audit procedures included the following:
Chemicals and Pigment. The Company recognises revenue Read and evaluated the Company’s policy for revenue
from sales of goods in accordance with the requirements of Ind recognition and assessed its compliance with Ind AS 115
AS 115, Revenue from Contracts with Customers, measured ‘Revenue from contracts with customers’.
at fair value of the consideration received or receivable in the
ordinary course of its activities. Revenue from sale of goods is Assessed the design and tested the operating effectiveness
recognised net of discounts, rebates and taxes. of internal controls related to revenue.
 ertain terms in sales arrangements relating to timing for transfer
C
Performed on test check basis, sales transactions and
of control to the customer and delivery specifications including
inspected the underlying sales orders, invoice copies,
incoterms, involves significant judgment in determining whether
terms of delivery, lorry receipts, bill of lading, and collection
the revenue is recognised in the correct period.
as per the terms of the contract with customers.

Performed on test check basis, transactions near year end

date as well as credit notes issued after the year end date.

Assessed the relevant disclosures in Standalone financial

statements for compliance with disclosure requirements.

Annual Report 2023-24 91

Information Other than the Standalone Financial Auditor’s Responsibilities for the Audit of the
Statements and Auditor’s Report Thereon Standalone Financial Statements
The Company’s Board of Directors is responsible for the Our objectives are to obtain reasonable assurance about
other information. The other information comprises the whether the standalone financial statements as a whole are free
information included in the Annual report, but does not from material misstatement, whether due to fraud or error, and to
include the standalone financial statements and our auditor’s issue an auditor’s report that includes our opinion. Reasonable
report thereon. assurance is a high level of assurance, but is not a guarantee
that an audit conducted in accordance with SAs will always
Our opinion on the standalone financial statements does not detect a material misstatement when it exists. Misstatements
cover the other information and we do not express any form of can arise from fraud or error and are considered material if,
assurance conclusion thereon. individually or in the aggregate, they could reasonably be
expected to influence the economic decisions of users taken
In connection with our audit of the standalone financial
on the basis of these standalone financial statements.
statements, our responsibility is to read the other information
and, in doing so, consider whether such other information As part of an audit in accordance with SAs, we exercise
is materially inconsistent with the financial statements or our professional judgment and maintain professional skepticism
knowledge obtained in the audit or otherwise appears to be throughout the audit. We also:
materially misstated. If, based on the work we have performed,
we conclude that there is a material misstatement of this other Identify and assess the risks of material misstatement of
information, we are required to report that fact. We have the standalone financial statements, whether due to fraud
nothing to report in this regard. or error, design and perform audit procedures responsive
to those risks, and obtain audit evidence that is sufficient
and appropriate to provide a basis for our opinion. The
Responsibilities of Management for the Standalone
risk of not detecting a material misstatement resulting
Financial Statements
from fraud is higher than for one resulting from error, as
The Company’s Board of Directors is responsible for the fraud may involve collusion, forgery, intentional omissions,
matters stated in section 134(5) of the Act with respect to misrepresentations, or the override of internal control.
the preparation of these standalone financial statements that
give a true and fair view of the financial position, financial Obtain an understanding of internal control relevant to
performance including other comprehensive income, cash the audit in order to design audit procedures that are
flows and changes in equity of the Company in accordance appropriate in the circumstances. Under section 143(3)
with the accounting principles generally accepted in India, (i) of the Act, we are also responsible for expressing our
including the Indian Accounting Standards (Ind AS) specified opinion on whether the Company has adequate internal
under section 133 of the Act read with the Companies financial controls with reference to standalone financial
(Indian Accounting Standards) Rules, 2015, as amended. statements in place and the operating effectiveness
This responsibility also includes maintenance of adequate of such controls.
accounting records in accordance with the provisions of
Evaluate the appropriateness of accounting policies
the Act for safeguarding of the assets of the Company and
used and the reasonableness of accounting estimates
for preventing and detecting frauds and other irregularities;
and related disclosures made by management.
selection and application of appropriate accounting policies;
making judgments and estimates that are reasonable and Conclude on the appropriateness of management’s use of
prudent; and the design, implementation and maintenance the going concern basis of accounting and, based on the
of adequate internal financial controls, that were operating audit evidence obtained, whether a material uncertainty
effectively for ensuring the accuracy and completeness exists related to events or conditions that may cast
of the accounting records, relevant to the preparation and significant doubt on the Company’s ability to continue
presentation of the standalone financial statements that give as a going concern. If we conclude that a material
a true and fair view and are free from material misstatement, uncertainty exists, we are required to draw attention
whether due to fraud or error. in our auditor’s report to the related disclosures in the
standalone financial statements or, if such disclosures
In preparing the standalone financial statements, management
are inadequate, to modify our opinion. Our conclusions
is responsible for assessing the Company’s ability to continue
are based on the audit evidence obtained up to the
as a going concern, disclosing, as applicable, matters
date of our auditor’s report. However, future events or
related to going concern and using the going concern basis
conditions may cause the Company to cease to continue
of accounting unless management either intends to liquidate
as a going concern.
the Company or to cease operations, or has no realistic
alternative but to do so. Evaluate the overall presentation, structure and content
of the standalone financial statements, including the
Those Board of Directors are also responsible for overseeing
disclosures, and whether the standalone financial
the Company’s financial reporting process.
statements represent the underlying transactions and
events in a manner that achieves fair presentation.

92 Annual Report 2023-24

We communicate with those charged with governance (f) With respect to the adequacy of the internal financial

Corporate Overview
regarding, among other matters, the planned scope and controls with reference to these standalone financial
timing of the audit and significant audit findings, including statements and the operating effectiveness of such
any significant deficiencies in internal control that we identify controls, refer to our separate Report in “Annexure
during our audit. 2” to this report;

We also provide those charged with governance with a (g) In our opinion, the managerial remuneration for
statement that we have complied with relevant ethical the year ended March 31, 2024 has been paid
requirements regarding independence, and to communicate / provided by the Company to its directors in
with them all relationships and other matters that may accordance with the provisions of section 197 read

Statutory Reports
reasonably be thought to bear on our independence, and with Schedule V to the Act;
where applicable, related safeguards.
(h) The modification relating to the maintenance of
From the matters communicated with those charged with accounts and other matters connected therewith are
governance, we determine those matters that were of most as stated in the paragraph (b) above on reporting
significance in the audit of the standalone financial statements under Section 143(3)(b) and paragraph (i)(vi) below
for the financial year ended March 31, 2024 and are therefore on reporting under Rule 11(g).
the key audit matters. We describe these matters in our auditor’s
(i) With respect to the other matters to be included
report unless law or regulation precludes public disclosure

Financial Statements
in the Auditor’s Report in accordance with Rule
about the matter or when, in extremely rare circumstances,
11 of the Companies (Audit and Auditors)
we determine that a matter should not be communicated in
Rules, 2014, as amended in our opinion and
our report because the adverse consequences of doing so
to the best of our information and according to
would reasonably be expected to outweigh the public interest
the explanations given to us:
benefits of such communication.
i. The Company has disclosed the impact
of pending litigations on its financial
Report on Other Legal and Regulatory Requirements
position in its standalone financial
1. As required by the Companies (Auditor’s Report) Order, statements – Refer Note 42 to the
2020 (“the Order”), issued by the Central Government standalone financial statements;
of India in terms of sub-section (11) of section 143 of
the Act, we give in the “Annexure 1” a statement on the ii. The Company has made provision,
matters specified in paragraphs 3 and 4 of the Order. as required under the applicable law
or accounting standards, for material
2. As required by Section 143(3) of the Act, we report, to the foreseeable losses, if any, on long-term
extent applicable, that: contracts including derivative contracts
– Refer Note 45 to the standalone
(a) We have sought and obtained all the information and
financial statements;
explanations which to the best of our knowledge and
belief were necessary for the purposes of our audit; iii. There has been no delay in transferring
amounts, required to be transferred, to
(b) In our opinion, proper books of account as required the Investor Education and Protection
by law have been kept by the Company so far as Fund by the Company
it appears from our examination of those books
except for the matters stated in the paragraph (i)(vi) iv. a) The management has represented
below on reporting under Rule 11(g); that, to the best of its knowledge and
belief, as disclosed in the note 50 to
(c) The Balance Sheet, the Statement of Profit and Loss the standalone financial statements,
including the Statement of Other Comprehensive no funds have been advanced
Income, the Cash Flow Statement and Statement of or loaned or invested (either from
Changes in Equity dealt with by this Report are in borrowed funds or share premium
agreement with the books of account; or any other sources or kind of
funds) by the Company to or in any
(d) In our opinion, the aforesaid standalone financial
other persons or entities, including
statements comply with the Accounting Standards
foreign entities (“Intermediaries”),
specified under Section 133 of the Act, read with
with the understanding, whether
Companies (Indian Accounting Standards) Rules,
recorded in writing or otherwise,
2015, as amended;
that the Intermediary shall, whether,
(e) On the basis of the written representations received directly or indirectly lend or invest in
from the directors as on March 31, 2024 taken other persons or entities identified
in any manner whatsoever by or on
on record by the Board of Directors, none of the
behalf of the Company (“Ultimate
directors is disqualified as on March 31, 2024 from
Beneficiaries”) or provide any
being appointed as a director in terms of Section
guarantee, security or the like on
164 (2) of the Act;
behalf of the Ultimate Beneficiaries;

Annual Report 2023-24 93

 b) The management has represented vi. Based on our examination which
that, to the best of its knowledge included test checks, the Company has
and belief, as disclosed in the used accounting software for maintaining
note 50 to the standalone financial its books of account which has a feature
statements, no funds have been of recording audit trail (edit log) facility
received by the Company from
and the same has operated throughout
any persons or entities, including
the year for all relevant transactions
foreign entities (“Funding Parties”),
with the understanding, whether recorded in the software except that,
recorded in writing or otherwise, audit trail feature is not enabled for
that the Company shall, whether, certain changes made using privileged
directly or indirectly, lend or access rights, as described in note 50
invest in other persons or entities to the standalone financial statements.
identified in any manner whatsoever Further, during the course of our audit
by or on behalf of the Funding we did not come across any instance of
Party (“Ultimate Beneficiaries”) or audit trail feature being tampered with in
provide any guarantee, security or respect of the accounting software.
the like on behalf of the Ultimate
Beneficiaries; and

c) Based on such audit procedures

For S R B C & CO LLP
performed that have been
Chartered Accountants
considered reasonable and
appropriate in the circumstances, ICAI Firm Registration Number: 324982E/E300003
nothing has come to our notice
that has caused us to believe that
the representations under sub-
clause (a) and (b) contain any ______________________________
material misstatement. per Sukrut Mehta
Partner
v. The final dividend paid by the Company
during the year in respect of the Membership Number: 101974
same declared for the previous year UDIN: 24101974BKERSX2883
is in accordance with section 123
Place of Signature: Ahmedabad
of the Act to the extent it applies to
payment of dividend. Date: May 11, 2024

94 Annual Report 2023-24

Annexure 1

Corporate Overview
referred to in Paragraph 1 of Report on Other Legal and Regulatory Requirements of
our report of even date of Meghmani Organics Limited for the year ended March 31, 2024.

i. (a) (A) The Company has maintained proper ii. (a) The inventory (except for goods in transit, inventories
records showing full particulars, including lying with third parties) has been physically verified
quantitative details and situation of Property, by the management during the year. In our opinion,
Plant and Equipment. the frequency of verification by the management
is reasonable and the coverage and procedure
(a) (B) The Company has maintained proper records

Statutory Reports
showing full particulars of intangibles assets. for such verification is appropriate. Inventories
lying with third parties have been confirmed by
(b) Property, Plant and Equipment have been physically them. No material discrepancies in aggregate for
verified by the management during the year in each class of inventory were noted on physical
accordance with a planned programme of verifying verification of inventory.
them over the period of three years which, in our opinion,
is reasonable having regard to the size of the Company (b) As disclosed in note 24 to the standalone financial
and the nature of its assets. No material discrepancies statements, the Company has been sanctioned
were identified on such verification. working capital limits in excess of H five crores in

Financial Statements
(c) The title deeds of all the immovable properties aggregate from banks during the year on the basis
(other than properties where the Company is the of security of current assets of the Company. The
lessee and the lease agreements are duly executed company does not have such sanctioned working
in favour of the lessee) are held in the name capital limits from any financial institution. Based on
of the Company. the records examined by us in the normal course
of audit of the standalone financial statements, the
(d) The Company has not revalued its Property, Plant
quarterly returns/statements filed by the Company
and Equipment (including Right of use assets)
with such banks are in agreement with the audited
or intangible assets during the year ended
books of accounts of the Company.
March 31, 2024.

(e) There are no proceedings initiated or are pending iii. (a) During the year the Company has provided
against the Company for holding any benami loan, securities and guarantees to bank against
property under the Prohibition of Benami Property the borrowing by subsidiary company to
Transactions Act, 1988 and rules made thereunder. companies as follows.

Particulars Guarantees Loans Securities

Aggregate amount granted/ provided during the year

- Subsidiaries H 15,600 lakhs H 37.99 lakhs H 17,804.22 lakhs
Balance outstanding as at balance sheet date in
respect of above cases
- Subsidiaries H 58,100 lakhs H Nil H 42,384.22 lakhs

During the year the Company has not provided iv. There are no loans, investments, guarantees, and
loans, advances in the nature of loans, stood security in respect of which provisions of section 185 of
guarantee and provided security to firms, Limited the Companies Act, 2013 is applicable and accordingly,
Liability Partnerships or any other parties. the requirement to report on clause 3(iv) of the Order with
respect to section 185 of the Companies Act, 2013 is not
(b) During the year the guarantees provided and the applicable to the Company. According to the information
terms and conditions of the grant of all loan and and explanations given to us, the Company has complied
advances in the nature of loan and guarantees to with the provisions of Section 186 of the Companies Act,
company is not prejudicial to the Company's interest. 2013, to the extent applicable.
(c) The Company has granted loan during the year v. The Company has neither accepted any deposits from
to company where the schedule of repayment the public nor accepted any amounts which are deemed
of principal and payment of interest has been to be deposits within the meaning of sections 73 to 76
stipulated and the repayment or receipts are regular. of the Companies Act and the rules made thereunder,
to the extent applicable. Accordingly, the requirement
(d) There are no amounts of loans and advances in
to report on clause 3(v) of the Order is not applicable
the nature of loans granted to company which are
to the Company.
overdue for more than ninety days.
vi. We have broadly reviewed the books of account
(e) There were no loans or advances in the nature of
maintained by the Company pursuant to the rules made
loan granted to companies, firms, Limited Liability
by the Central Government for the maintenance of cost
Partnerships or any other parties which had fallen
records under section 148(1) of the Companies Act, 2013,
due during the year.

Annual Report 2023-24 95

 related to the manufacturing of Agrochemicals and pigment products and are of the opinion that prima facie, the specified
accounts and records have been made and maintained. We have not, however, made a detailed examination of the same.

vii. (a) The Company is regular in depositing with appropriate authorities undisputed statutory dues including goods and
services tax, , provident fund, employees’ state insurance, income-tax, duty of customs, professional tax, cess and
other statutory dues applicable to it. According to the information and explanations given to us and based on audit
procedures performed by us, no undisputed amounts payable in respect of these statutory dues were outstanding, at
the year end, for a period of more than six months from the date they became payable.

(b) The dues of duty of goods and services tax, duty of excise, provident fund, employees’ state insurance, income-tax,
duty of customs, professional tax, cess and other statutory dues which have not been deposited on account of any
dispute, are as follows:

Amount
Nature of Period to which the
Name of the statute involved Forum where the dispute is pending
the dues amount relates
(J in lakhs)*
Central Excise Act Excise duty 1,721.87 2002-03 to 2008 - Gujarat High Court, Central Excise
09 and 2011-12 to and Service Tax Appellate Tribunal,
2015-16 Commissioner (Appeals)
Goods and Service Tax Goods and 3,180.74 2017-18, 2018-19 Gujarat High Court, Central Excise
Act, 2017 Service Tax and 2022-23 and Service Tax Appellate Tribunal,
Commissioner (Appeals)
Income tax Act, 1961 Income Tax 2,377.88 2002-03, 2008-09, Gujarat High Court, Income Tax
2009-10, 2012-13 to Appellate Tribunal, Commissioner
2017-18, 2019-20, Appeals, Income Tax
2021-22
* Net of amount paid under protest amounting to H 163.55 Lakhs.

viii. The Company has not surrendered or disclosed any (b) The Company has not made any preferential
transaction, previously unrecorded in the books of allotment or private placement of shares /fully or
account, in the tax assessments under the Income Tax partially or optionally convertible debentures during
Act, 1961 as income during the year. Accordingly, the the year under audit and hence, the requirement
requirement to report on clause 3(viii) of the Order is not to report on clause 3(x)(b) of the Order is not
applicable to the Company. applicable to the Company.

ix. (a) The Company has not defaulted in repayment xi. (a) No fraud by the Company or no fraud on the Company
of loans or other borrowings or in the payment of has been noticed or reported during the year.
interest thereon to any lender.
(b) During the year, no report under sub-section (12)
(b) The Company has not been declared willful defaulter of section 143 of the Companies Act, 2013 has
by any bank or financial institution or government or been filed by cost auditor/ secretarial auditor or by
any government authority. us in Form ADT – 4 as prescribed under Rule 13
of Companies (Audit and Auditors) Rules, 2014 with
(c) Term loans were applied for the purpose for which the Central Government.
the loans were obtained.
(c) As represented to us by the management, there
(d) On an overall examination of the standalone are no whistle blower complaints received by the
financial statements of the Company, no funds Company during the year.
raised on short-term basis have been used for long-
xii. The Company is not a nidhi Company as per the
term purposes by the Company.
provisions of the Companies Act, 2013. Therefore, the
(e) On an overall examination of the standalone requirement to report on clause 3(xii)(a) (b) and (c) of the
financial statements of the Company, the Company Order is not applicable to the Company.
has not taken any funds from any entity or person on
xiii. Transactions with the related parties are in compliance
account of or to meet the obligations of its subsidiary.
with sections 177 and 188 of Companies Act, 2013 where
(f) The Company has not raised loans during the year applicable and the details have been disclosed in the
on the pledge of securities held in its subsidiary. notes to the standalone financial statements, as required
Hence, the requirement to report on clause 3 (ix)(f) by the applicable accounting standards.
of the Order is not applicable to the Company. xiv. (a) The Company has an internal audit system
commensurate with the size and nature of
x. (a) The Company has not raised any money during the
its business.
year by way of initial public offer / further public offer
(including debt instruments) hence, the requirement (b) The internal audit reports of the Company issued
to report on clause 3(x)(a) of the Order is not till the date of the audit report, for the period under
applicable to the Company. audit have been considered by us.

96 Annual Report 2023-24

xv. The Company has not entered into any non-cash as on the date of the audit report that Company is not

Corporate Overview
transactions with its directors or persons connected with capable of meeting its liabilities existing at the date of
its directors and hence requirement to report on clause balance sheet as and when they fall due within a period
3(xv) of the Order is not applicable to the Company. of one year from the balance sheet date. We, however,
state that this is not an assurance as to the future viability
xvi. (a) The provisions of section 45-IA of the Reserve Bank of the Company. We further state that our reporting is
of India Act, 1934 (2 of 1934) are not applicable to based on the facts up to the date of the audit report and
the Company. Accordingly, the requirement to report we neither give any guarantee nor any assurance that all
on clause 3 (xvi)(a) of the Order is not applicable liabilities falling due within a period of one year from the
to the Company. balance sheet date, will get discharged by the Company

Statutory Reports
as and when they fall due.
(b) The Company has not conducted any Non-Banking
Financial or Housing Finance activities without xx. (a) In respect of other than ongoing projects, there
obtained a valid Certificate of Registration (CoR) are no unspent amounts that are required to be
from the Reserve Bank of India as per the Reserve transferred to a fund specified in Schedule VII of
Bank of India Act, 1934. the Companies Act (the Act), in compliance with
second proviso to sub section 5 of section 135 of
(c) The Company is not a Core Investment Company as
the Act. This matter has been disclosed in note 36
defined in the regulations made by Reserve Bank

Financial Statements
to the standalone financial statements.
of India. Accordingly, the requirement to report
on clause 3(xvi)(c) of the Order is not applicable (b) All amounts that are unspent under section (5) of
to the Company. section 135 of Companies Act, pursuant to any
ongoing project, has been transferred to special
(d) There is no Core Investment Company as a part
bank account in compliance of with provisions
of the Group, hence, the requirement to report
of sub section (6) of section 135 of the said Act.
on clause 3(xvi) (d) of the Order is not applicable
This matter has been disclosed in note 36 to the
to the Company.
standalone financial statements.
xvii. The Company has not incurred cash losses in the current
year and in the immediately preceding financial year.
For S R B C & CO LLP
xviii. There has been no resignation of the statutory auditors
Chartered Accountants
during the year and accordingly requirement to
ICAI Firm Registration Number: 324982E/E300003
report on Clause 3(xviii) of the Order is not applicable
to the Company.

xix. On the basis of the financial ratios disclosed in note 47 to

the standalone financial statements, ageing and expected ______________________________
dates of realization of financial assets and payment of per Sukrut Mehta
financial liabilities, other information accompanying the Partner
standalone financial statements, our knowledge of the Membership Number: 101974
Board of Directors and management plans and based UDIN: 24101974BKERSX2883
on our examination of the evidence supporting the
Place of Signature: Ahmedabad
assumptions, nothing has come to our attention, which
Date: May 11, 2024
causes us to believe that any material uncertainty exists

Annual Report 2023-24 97

Annexure 2
Meghmani Organics Limited
to the Independent Auditor’s Report of even date on the Standalone Financial Statements of

Report on the Internal Financial Controls under Our audit involves performing procedures to obtain audit
Clause (i) of Sub-section 3 of Section 143 of the evidence about the adequacy of the internal financial controls
Companies Act, 2013 (“the Act”) with reference to these standalone financial statements and their
We have audited the internal financial controls with reference operating effectiveness. Our audit of internal financial controls
to standalone financial statements of Meghmani Organics with reference to standalone financial statements included
Limited (“the Company”) as of March 31, 2024 in conjunction obtaining an understanding of internal financial controls with
with our audit of the standalone financial statements of the reference to these standalone financial statements, assessing
Company for the year ended on that date. the risk that a material weakness exists, and testing and
evaluating the design and operating effectiveness of internal
control based on the assessed risk. The procedures selected
Management’s Responsibility for Internal
depend on the auditor’s judgement, including the assessment
Financial Controls
of the risks of material misstatement of the standalone financial
The Company’s Management is responsible for establishing statements, whether due to fraud or error.
and maintaining internal financial controls based on the
internal control over financial reporting criteria established We believe that the audit evidence we have obtained is
by the Company considering the essential components sufficient and appropriate to provide a basis for our audit
of internal control stated in the Guidance Note on Audit of opinion on the Company’s internal financial controls with
Internal Financial Controls Over Financial Reporting issued reference to these standalone financial statements.
by the Institute of Chartered Accountants of India (“ICAI”).
These responsibilities include the design, implementation
and maintenance of adequate internal financial controls Meaning of Internal Financial Controls With
that were operating effectively for ensuring the orderly and Reference to these Standalone Financial
efficient conduct of its business, including adherence to Statements
the Company’s policies, the safeguarding of its assets, the A company's internal financial controls with reference to
prevention and detection of frauds and errors, the accuracy standalone financial statements is a process designed to
and completeness of the accounting records, and the timely provide reasonable assurance regarding the reliability of
preparation of reliable financial information, as required under financial reporting and the preparation of financial statements
the Companies Act, 2013. for external purposes in accordance with generally accepted
accounting principles. A company's internal financial controls
Auditor’s Responsibility with reference to standalone financial statements includes those
policies and procedures that (1) pertain to the maintenance
Our responsibility is to express an opinion on the Company's
internal financial controls with reference to these standalone of records that, in reasonable detail, accurately and fairly
financial statements based on our audit. We conducted our reflect the transactions and dispositions of the assets of the
audit in accordance with the Guidance Note on Audit of company; (2) provide reasonable assurance that transactions
Internal Financial Controls Over Financial Reporting (the are recorded as necessary to permit preparation of standalone
“Guidance Note”) and the Standards on Auditing, as specified financial statements in accordance with generally accepted
under section 143(10) of the Act, to the extent applicable to an accounting principles, and that receipts and expenditures
audit of internal financial controls, both issued by ICAI. Those of the company are being made only in accordance with
Standards and the Guidance Note require that we comply authorisations of management and directors of the company;
with ethical requirements and plan and perform the audit to and (3) provide reasonable assurance regarding prevention or
obtain reasonable assurance about whether adequate internal timely detection of unauthorised acquisition, use, or disposition
financial controls with reference to these standalone financial of the company's assets that could have a material effect on
statements was established and maintained and if such the standalone financial statements.
controls operated effectively in all material respects.

98 Annual Report 2023-24

Inherent Limitations of Internal Financial controls with reference to standalone financial statements

Corporate Overview
Controls With Reference to Standalone Financial were operating effectively as at March 31, 2024, based on the
Statements internal control over financial reporting criteria established by
the Company considering the essential components of internal
Because of the inherent limitations of internal financial controls
control stated in the Guidance Note issued by the ICAI.
with reference to standalone financial statements, including
the possibility of collusion or improper management override
of controls, material misstatements due to error or fraud may
For S R B C & CO LLP
occur and not be detected. Also, projections of any evaluation
Chartered Accountants
of the internal financial controls with reference to standalone
ICAI Firm Registration Number: 324982E/E300003
financial statements to future periods are subject to the risk

Statutory Reports
that the internal financial control with reference to standalone
financial statements may become inadequate because of
changes in conditions, or that the degree of compliance with ______________________________
the policies or procedures may deteriorate. per Sukrut Mehta
Partner
Opinion Membership Number: 101974
UDIN: 24101974BKERSX2883
In our opinion, the Company has, in all material respects,

Financial Statements
adequate internal financial controls with reference to Place of Signature: Ahmedabad
standalone financial statements and such internal financial Date: May 11, 2024

Annual Report 2023-24 99

Standalone Balance Sheet
as at 31st March 2024
H In Lakhs (except as stated otherwise)
Particulars Note 31st March 2024 31st March 2023

ASSETS
Non-Current Assets
(a) Property, Plant and Equipment 3.1 94,269.48 99,699.21
(b) Capital Work-in-Progress 3.2 13,502.21 13,536.01
(c) Intangible Assets 3.3 123.52 184.68
(d) Intangible Assets under development 3.2 1,264.77 992.42
(e) lnvestment Property 3.4 62.86 -
(f) Investments in Subsidiaries 4 46,099.92 25,944.26
(g) Financial Assets
(i) Investments 5 9,822.68 15,322.71
(ii) Other Financial Assets 6 866.57 699.35
(h) Income Tax Assets (Net) 7 2,481.57 2,302.57
(i) Other Non-Current Assets 8 1,012.67 935.48
Total Non-Current Assets 1,69,506.25 1,59,616.69
Current Assets
(a) Inventories 9 48,081.18 61,785.81
(b) Financial Assets
(i) Investments 10 1,619.65 3,000.44
(ii) Trade Receivables 11 43,339.91 54,063.24
(iii) Cash and Cash Equivalents 12 1,412.78 2,758.61
(iv) Bank Balances other than (iii) above 13 338.28 158.15
(v) Loans 14 26.80 623.49
(vi) Other Financial Assets 15 8,790.72 8,930.68
(c) Other Current Assets 16 5,839.19 9,141.51
Total Current Assets 1,09,448.51 1,40,461.93
TOTAL ASSETS 2,78,954.76 3,00,078.62
EQUITY AND LIABILITIES
Equity
(a) Equity Share Capital 17 2,543.14 2,543.14
(b) Other Equity 18 1,53,938.02 1,63,057.18
Total Equity 1,56,481.16 1,65,600.32
Liabilities
Non-Current Liabilities
(a) Financial Liabilities
(i) Borrowings 19 17,923.40 27,377.11
(ii) Lease liabilities 20 14.97 186.61
(iii) Other Financial Liabilities 21 1,225.55 1,673.60
(b) Provisions 22 1,651.46 1,563.24
(c) Deferred Tax Liabilities (Net) 23 3,851.03 6,045.31
Total Non-Current Liabilities 24,666.41 36,845.87
Current Liabilities
(a) Financial Liabilities
(i) Borrowings 24 42,044.52 41,890.63
(ii) Lease liabilities 20 171.64 157.70
(iii) Trade Payables 25
Total outstanding dues of micro and small enterprises 6,603.42 5,465.20
Total outstanding dues of creditors other than 41,069.47 38,503.72
micro and small enterprises
(iv) Other Financial Liabilities 26 4,896.97 8,465.35
(b) Other Current Liabilities 27 1,175.75 1,304.62
(c) Provisions 28 17.29 17.08
(d) Current Tax Liabilities (Net) 29 1,828.13 1,828.13
Total Current Liabilities 97,807.19 97,632.43
Total Liabilities 1,22,473.60 1,34,478.30
TOTAL EQUITY AND LIABILITIES 2,78,954.76 3,00,078.62
Summary of Material Accounting Policies 2

The accompanying notes are an integral part of these Standalone Financial Statements.

AS PER OUR REPORT OF EVEN DATE For And on Behalf of The Board of Directors of
Meghmani Organics Limited
(CIN-L24299GJ2019PLC110321)

FOR S R B C & CO LLP

Chartered Accountants
ICAI Firm Regn. No. 324982E / E300003 Ankit N Patel - Chairman and Managing Director
(DIN - 02180007)

per Sukrut Mehta G S Chahal Karana R Patel - Executive Director

Partner Chief Financial Officer (DIN - 01727321)
Membership No : 101974

Jayesh R Patel Darshan A Patel - Executive Director

Company Secretary (DIN - 02047676)

Place : Ahmedabad Place : Ahmedabad

Date : 11th May 2024 Date : 11th May 2024

100 Annual Report 2023-24

Standalone Statement of Profit and Loss

Corporate Overview
for the year ended on 31st March 2024
H In Lakhs (except as stated otherwise)
For the year ended 31st For the year ended 31st
Particulars Note
March 2024 March 2023

I - Revenue From Operations 30 1,53,985.11 2,55,673.91

II - Other Income 31 4,294.18 9,596.31

III - Total Income (I+II) 1,58,279.29 2,65,270.22

Statutory Reports
IV - Expenses

Cost of Materials Consumed 32 90,336.35 1,51,861.22

Purchase of Stock-in-Trade 1,497.36 1,104.16

Changes in Inventories of Finished Goods, Work-in- Progress and Stock-in-Trade 33 8,375.91 (1,449.03)

Employee Benefits Expense 34 10,048.43 12,068.42

Finance Costs 35 4,342.58 6,440.54

Financial Statements
Depreciation and Amortization Expenses 3 8,314.10 6,811.08

Other Expenses 36 42,781.67 55,690.52

Total Expenses (IV) 1,65,696.40 2,32,526.91

V - Profit / (Loss) Before Exceptional items and Tax (III-IV) (7,417.11) 32,743.31

VI - Exceptional Items 37 - -

VII - Profit/(Loss) Before Tax (V-VI) (7,417.11) 32,743.31

VIII- Tax Expense 23

1 - Current Tax 466.86 7,897.53

2 - Deferred Tax Charge / (Credit) (Net) (2,227.23) (192.80)

Total Tax Expenses (VIII) (1,760.37) 7,704.73

IX. Net Profit/(Loss) For The Year (VII-VIII) (5,656.74) 25,038.58

X. Other Comprehensive Income

Items that will not be reclassified to profit or loss in Subsequent periods

Remeasurement gain on defined benefit plans 38&23 130.93 154.91

Income tax effect on above (32.95) (38.99)

Total other comprehensive income/(Loss) for the year, net of tax (X) 97.98 115.92

XI. Total Comprehensive Income/(Loss) For The Year (IX + X) (5,558.76) 25,154.50

XII. Earnings Per Equity Share (Face Value Per Share - Re 1 Each) (In J) 39

Basic and Diluted (2.22) 9.85

Summary of Material Accounting Policies 2

The accompanying notes are an integral part of these Standalone Financial Statements.

AS PER OUR REPORT OF EVEN DATE For And on Behalf of The Board of Directors of
Meghmani Organics Limited
(CIN-L24299GJ2019PLC110321)

FOR S R B C & CO LLP

Chartered Accountants
ICAI Firm Regn. No. 324982E / E300003 Ankit N Patel - Chairman and Managing Director
(DIN - 02180007)

per Sukrut Mehta G S Chahal Karana R Patel - Executive Director

Partner Chief Financial Officer (DIN - 01727321)
Membership No : 101974

Jayesh R Patel Darshan A Patel - Executive Director

Company Secretary (DIN - 02047676)

Place : Ahmedabad Place : Ahmedabad

Date : 11th May 2024 Date : 11th May 2024

Annual Report 2023-24 101

Standalone Statement of Cash Flow
for the year ended on 31st March 2024
H In Lakhs (except as stated otherwise)
For the year ended For the year ended
Particulars
31st March 2024 31st March 2023
A. Cash Flow from Operating Activities
Profit/(Loss) Before Tax (7,417.11) 32,743.31
Adjustment to reconcile profit/(loss) before tax to net cash flows :
Depreciation and Amortisation Expenses 8,314.10 6,811.08
Unrealised Foreign Exchange (Gain) / Loss (Net) 689.74 (148.64)
Liability no longer Required written back (10.39) (44.71)
Finance Cost 4,342.58 6,440.54
Dividend and Interest Income (1,257.98) (1,746.78)
Bad Debts Written off 96.08 -
Provision of Bad Debt 41.30 30.37
Investment Written off 4.56 -
Sundry Balance Written off / (Written Back) 26.32 (37.42)
Profit on Sale of Mutual Fund (218.48) (94.46)
Loss on Sale/Discard of Property, Plant & Equipment (Net) 94.15 230.74
Lease Income (11.14) -
Operating Profit Before Working Capital Changes 4,693.73 44,184.03
Adjustment for:
Decease in Inventories 13,129.83 4,790.77
Decrease in Trade Receivables 9,942.53 324.30
Decrease in Short Term Loans 11.91 9.19
(Increase)/Decrease in Other Current Financial Assets (212.84) 1,901.38
Decrease in Other Current Assets 3,302.33 115.57
(Increase)/Decrease in Other Non-Current Financial Assets 355.12 (25.71)
(Increase) in Other Non-Current Assets (222.12) (65.18)
Increase/(Decrease) in Trade Payables 3,660.18 (13,230.70)
(Decrease) in Other Current Financial Liabilities (142.96) (206.67)
(Decrease) in Other Current Liabilities (128.88) (3,252.26)
Increase/(Decrease) in Other Non Current Financial Liabilities (15.64) 15.82
Increase in Provisions 219.37 114.48
Working Capital Changes 29,898.83 (9,509.01)
Cash Generated from Operations 34,592.56 34,675.02
Direct Taxes Paid (Net of Refund) (697.33) (8,308.39)
Net Cash Generated from Operating Activities 33,895.23 26,366.63
B. Cash Flow from Investing Activities
Purchase of Property, Plant & Equipment (Including CWIP) and Intangible (6,805.01) (27,479.45)
Assets (Including Intangible Assets under development)
Proceeds from sale of Property, Plant & Equipment 213.62 124.91
(Investment) in Fixed Deposits & Margin Money (21.18) (43,181.77)
Redemption of Fixed Deposits & Margin Money - 43,172.09
(Investment) of earmarked balances with Banks (180.13) (85.57)
Dividend and Interest Received 1,695.55 1,803.20
Loan given to subsidiary company - (584.78)
Repayment of Loan given to subsidiary company 584.78 -
Redemption of Redeemable Preference shares 5,500.00 6,091.99
(Investments) in Subsidiary Company (20,160.22) (12,254.00)
Non Current (Investments) Made - (265.50)
Proceeds from Redemption of Mutual Fund 25,998.04 38,791.93
(Investment) in Mutual fund (24,398.78) (41,697.92)
Net Cash (Used in) Investing Activities (17,573.33) (35,564.87)

102 Annual Report 2023-24

Standalone Statement of Cash Flow

Corporate Overview
for the year ended on 31st March 2024
H In Lakhs (except as stated otherwise)
For the year ended For the year ended
Particulars
31st March 2024 31st March 2023
C. Cash Flow from Financing Activities
Dividend Paid (3,558.25) (3,563.83)
Finance Cost Paid (4,601.80) (3,789.69)
Repayment of Finance Lease Liability (180.92) (178.95)

Statutory Reports
(Repayment)/Proceeds from Short Term Borrowings (764.35) 5,985.45
Proceeds from Bank Borrowing (Term Loan) 5,000.00 20,000.00
Repayment of Bank Borrowing (Term Loan) (13,562.41) (7,402.46)
Net Cash (Used in) / Generated from Financing Activities (17,667.73) 11,050.52
Net Increase / (Decrease) in Cash and Cash Equivalent (A+B+C) (1,345.83) 1,852.28
Cash and Cash Equivalent at the beginning of the year 2,758.61 906.33
Cash and Cash Equivalent at the end of the year 1,412.78 2,758.61
Cash and Cash Equivalent Comprises as under :

Financial Statements
Balance with Banks in Current Accounts 893.23 854.15
Bank deposit with original maturity of less than 3 months 500.00 1,900.00
Cash on Hand 19.55 4.46
Cash and Cash Equivalent at the end of the year (Refer Note 12) 1,412.78 2,758.61

Notes to the Statement of Cash Flow for the year ended on 31st March 2024.
1) The Statement of Cash Flow has been prepared under the Indirect Method as set out in the Indian Accounting Standard 7 on
Statement of Cash Flows issued by the Institute of Chartered Accountants of India.

2) Changes in liabilities arising from financing activities.

H In Lakhs (except as stated otherwise)
Particulars April 1, 2023 Cash flows Other March 31, 2024
Current borrowings (Note 24) 28,991.99 (764.35) (53.74) 28,173.90
Lease liabilities (Note 20) 344.31 (180.92) 23.22 186.61
Non - current borrowings (including current portion of 40,275.74 (8,562.41) 80.69 31,794.02
Long term Debt) (Note 19 and 24)
Accrued interest (Note 26) 91.48 (91.48) 123.89 123.89
Total liabilities from financing activities 69,703.52 (9,599.16) 174.06 60,278.42

H In Lakhs (except as stated otherwise)

Particulars April 1, 2022 Cash flows Other March 31, 2023
Current borrowings (Note 24) 22,390.13 5,985.45 616.41 28,991.99
Lease liabilities (Note 20) 487.25 (178.95) 36.01 344.31
Non - current borrowings (including current portion of 27,036.02 12,597.54 642.18 40,275.74
Long term Debt) (Note 19 and 24)
Accrued interest (Note 26) 107.63 (107.63) 91.48 91.48
Total liabilities from financing activities 50,021.03 18,296.41 1,386.08 69,703.52

The ‘Other’ column includes the effect of reclassification of non-current portion of borrowings, including lease liabilities to current
due to the passage of time and effect of Unrealised foreign exchange difference on foreign currency borrowings.

The accompanying notes are an integral part of these Standalone Financial Statements.
AS PER OUR REPORT OF EVEN DATE For And on Behalf of The Board of Directors of
Meghmani Organics Limited
(CIN-L24299GJ2019PLC110321)
FOR S R B C & CO LLP
Chartered Accountants
ICAI Firm Regn. No. 324982E / E300003 Ankit N Patel - Chairman and Managing Director
(DIN - 02180007)
per Sukrut Mehta G S Chahal Karana R Patel - Executive Director
Partner Chief Financial Officer (DIN - 01727321)
Membership No : 101974
Jayesh R Patel Darshan A Patel - Executive Director
Company Secretary (DIN - 02047676)
Place : Ahmedabad Place : Ahmedabad
Date : 11th May 2024 Date : 11th May 2024

Annual Report 2023-24 103

Standalone Statement of Changes in Equity
For The Year Ended on 31st March 2024

(a) Equity Share Capital (Refer Note 17)

H In Lakhs (except as stated otherwise)
Particulars Note No of Shares Amount
Issued, Subscribed and fully paid equity shares of Re 1 each
As at 31st March 2022 25,43,14,211 2,543.14
Changes in Equity Share Capital due to prior period errors - -
Balance as at 1st April 2022 25,43,14,211 2,543.14
Changes in equity share capital during the year 17 - -
As at 31st March 2023 25,43,14,211 2,543.14
Changes in Equity Share Capital due to prior period errors -
Balance as at 1st April 2023 25,43,14,211 2,543.14
Changes in equity share capital during the year 17 - -
As at 31st March 2024 25,43,14,211 2,543.14

(b) Other Equity

H In Lakhs (except as stated otherwise)
Other Equity (Refer Note18)
Capital Total Other
Particulars Capital Securities General Retained
Redemption Equity
Reserve Premium Reserve Earning
Reserve
Opening Balance at April 1, 2022 (6,991.82) 15,650.48 184.33 12,467.18 1,20,152.91 1,41,463.08
Changes in accounting policy or prior - - - - - -
period errors
Balance as at 1st April 2022 (6,991.82) 15,650.48 184.33 12,467.18 1,20,152.91 1,41,463.08
Profit for the year - - - - 25,038.58 25,038.58
Other Comprehensive Income for the year - - - - 115.92 115.92
(net of taxes)
Total Comprehensive Income for the year - - - - 25,154.50 25,154.50
Less : Dividend - - - - (3,560.40) (3,560.40)
As at 31st March 2023 (6,991.82) 15,650.48 184.33 12,467.18 1,41,747.01 1,63,057.18
Changes in accounting policy or prior - - - - - -
period errors
Balance as at 1st April 2023 (6,991.82) 15,650.48 184.33 12,467.18 1,41,747.01 1,63,057.18
(Loss) for the year - - - - (5,656.74) (5,656.74)
Other Comprehensive Income for the year - - - - 97.98 97.98
(net of taxes)
Total Comprehensive Income for the year - - - - (5,558.76) (5,558.76)
Less : Dividend - - - - (3,560.40) (3,560.40)
As at 31st March 2024 (6,991.82) 15,650.48 184.33 12,467.18 1,32,627.85 1,53,938.02

The accompanying notes are an integral part of these Standalone Financial Statements.

AS PER OUR REPORT OF EVEN DATE For And on Behalf of The Board of Directors of
Meghmani Organics Limited
(CIN-L24299GJ2019PLC110321)

FOR S R B C & CO LLP

Chartered Accountants
ICAI Firm Regn. No. 324982E / E300003 Ankit N Patel - Chairman and Managing Director
(DIN - 02180007)

per Sukrut Mehta G S Chahal Karana R Patel - Executive Director

Partner Chief Financial Officer (DIN - 01727321)
Membership No : 101974

Jayesh R Patel Darshan A Patel - Executive Director

Company Secretary (DIN - 02047676)

Place : Ahmedabad Place : Ahmedabad

Date : 11th May 2024 Date : 11th May 2024

104 Annual Report 2023-24

Notes to the Standalone Financial Statements

Corporate Overview
for the year ended 31st March 2024

1.
NoteCorporate information
- 3 (Contd..) next financial year, are described below. The Company
based its assumptions and estimates on parameters
Meghmani Organics Limited (the Company) is a
available when the financial statements were prepared.
public company limited by shares domiciled in India,
Existing circumstances and assumptions about future
incorporated under the provisions of Companies Act,
developments, however, may change due to market
2013. Its shares are listed on Bombay Stock Exchange,

Statutory Reports
changes or circumstances arising that are beyond the
and National Stock Exchange in India. The registered office
control of the Company. Such changes are reflected in
of the company is located at Meghmani House, Nr. Safal
the assumptions when they occur.
Profitaire, Prahlad Nagar, Satellite, Ahmedabad 380015,
Gujarat, India. The company is engaged in manufacturing Taxes:
and selling of pigment and agrochemicals products.
There are many transactions and calculations undertaken
The Financial Statements were authorized for issue in during the ordinary course of business for which the
accordance with a resolution passed in Board Meeting ultimate tax determination is uncertain. Where the final

Financial Statements
held on May 11, 2024. tax outcome of these matters is different from the amounts
initially recorded, such differences will impact the current
and deferred tax provisions in the period in which the tax
2. Material Accounting Policies
determination is made. The assessment of probability
2.1 Basis for Preparation of Accounts involves estimation of a number of factors including future
The Standalone financial statements have been prepared taxable income.
and presented in accordance with the Indian Accounting
Defined benefit plans (gratuity benefits)
Standards (“Ind AS”) notified under the Companies
(Indian Accounting Standards) Rules, 2015 and A liability in respect of defined benefit plans is recognised
Companies (Indian Accounting Standards) Amendment in the balance sheet, and is measured as the present value
Rules, 2016 (as amended from time to time) and of the defined benefit obligation at the reporting date less
presentation requirements of Division II of schedule III to the fair value of the plan’s assets. The present value of the
the Companies Act, 2013 (Ind As compliant Schedule III), defined benefit obligation is based on expected future
as applicable to the standalone financial statements.. payments which arise from the fund at the reporting
date, calculated annually by independent actuaries.
The financial statements have been prepared on accrual Consideration is given to expected future salary levels,
basis and under historical cost basis, except for the experience of employee departures and periods of
following assets and liabilities which have been measured service. Refer note 41 for details of the key assumptions
at fair value: used in determining the accounting for these plans.

Certain financial assets and liabilities measured Useful economic lives of Property, plant and equipment
at fair value (refer accounting policy regarding
Property, plant and equipment as disclosed in note
financial instruments)
3 are depreciated over their useful economic lives.
In addition, the financial statements are presented in INR Management reviews the useful economic lives at
which is also the Company's functional currency and all least once a year and any changes could affect the
values are rounded to the nearest Lakh (INR 00,000), depreciation rates prospectively and hence the asset
except when otherwise indicated. carrying values.

2.2 Significant accounting estimates, assumptions Intangible assets

and judgements Intangible development costs are capitalised as and
The preparation of the Company’s financial statements when technical and commercial feasibility of the asset
requires management to make estimates and assumptions is demonstrated and future economic benefits are
that affect the reported amounts of revenues, expenses, probable. The costs which can be capitalised include
assets and liabilities, and the accompanying disclosures laboratory testing expenses that are directly attributable to
and the disclosure of contingent liabilities. Uncertainty development of the asset. Research costs are expensed
about these assumptions and estimates could result as incurred. Intangible assets are tested for impairment
in outcomes that require a material adjustment to the whenever events or changes in circumstances indicate
carrying amount of assets or liabilities affected in that their carrying amounts may not be recoverable.
future periods. Refer note 2.3 (f) for the estimated useful life of Intangible
assets. The carrying value of Intangible assets has been
Estimates and assumptions disclosed in note 3.3.
The key assumptions concerning the future and other key
Impairment of non- financial assets
sources of estimation uncertainty at the reporting date, that
have a significant risk of causing a material adjustment to The Company assesses at each reporting date whether
the carrying amounts of assets and liabilities within the there is an indication that an asset may be impaired. If any

Annual Report 2023-24 105

Notes to the Standalone Financial Statements
for the year ended 31st March 2024

Noteindication
- 3 (Contd..)
exists, or when annual impairment testing for All other assets and liabilities are classified as non-
an asset is required, the Company estimates the asset’s current assets and liabilities. Deferred tax assets
recoverable amount. An asset’s recoverable amount is and liabilities are classified as non-current assets
the higher of an asset’s fair value less costs of disposal and liabilities.
and its value in use. It is determined for an individual
asset, unless the asset does not generate cash inflows The operating cycle is the time between the
that are largely independent of those from other assets or acquisition of assets for processing and their
group of assets. Where the carrying amount of an asset realization in cash and cash equivalents. The
exceeds its recoverable amount, the asset is considered Company has identified twelve months as its
impaired and is written down to its recoverable amount. operating cycle.
In assessing value in use, the estimated future cash flows
b. Revenue recognition
are discounted to their present value using a pre-tax
discount rate that reflects current market assessment of Revenue from contract with customer is recognised
the time value of money and the risk specific to the asset. when control of the goods or services are
In determining fair value less cost of disposal, recent transferred to the customer at an amount that
market transactions are taken into account. If no such reflects the consideration to which the Company
transactions can be identified, an appropriate valuation expects to be entitled in exchange for those goods
model is used. These calculations are corroborated by or services. Revenue is measured at the fair value of
valuation multiples, quoted share price for publicly traded the consideration received or receivable, taking into
subsidiaries or other available fair value indicators. account contractually defined terms of payment and
excluding taxes or duties collected on behalf of the
The company assesses where climate risks could have a government. The Company has generally concluded
significant impact, such as the introduction of emission- that it is the principal in its revenue arrangements
reduction legislation that may increase manufacturing because it typically controls the goods or services
costs. These risks in relation to climate-related matters before transferring them to the customer.
are included as key assumptions where they materially
impact the measure of recoverable amount, These 1) Sale of Goods
assumptions have been included in the cash-flow Revenue from sale of goods is recognised at
forecasts in assessing value-in-use amounts. the point in time when control of the goods
is transferred to the customer, generally
2.3 Summary of Material accounting policies
on dispatch from company’s premises /
a. Current Vs. Non-Current classification: delivery of the goods to the destination port
The Company presents assets and liabilities in the considering the terms as agreed with the
statement of Assets and Liabilities based on current/ customer. The normal credit term is 30 to
non-current classification. 180 days from the date of dispatch. The
company considers whether there are other
An asset is treated as current when it is: promises in the contract that are separate
performance obligations to which a portion of
Expected to be realised or intended to be sold
the transaction price needs to be allocated. In
or consumed in normal operating cycle
determining the transaction price for the sale
Held primarily for the purpose of trading of goods, the company considers the effects
of variable consideration, the existence of
Expected to be realised within twelve months
significant financing components, non-cash
after the reporting period, or
consideration, and consideration payable to
Cash or cash equivalent unless restricted from the customer (if any).
being exchanged or used to settle a liability for
at least twelve months after the reporting period Volume rebates:
The Company provides retrospective volume
A liability is treated as current when it is:
rebates to certain customers once the
Expected to be settled in normal operating cycle quantity of products

Held primarily for the purpose of trading purchased during the period exceeds a
Due to be settled within twelve months after the threshold specified in the contract.
reporting period, or
(ii) Contract assets
There is no unconditional right to defer the A contract asset is the right to
settlement of the liability for at least twelve consideration in exchange for goods
months after the reporting period transferred to the customer. If the

106 Annual Report 2023-24

Notes to the Standalone Financial Statements

Corporate Overview
for the year ended 31st March 2024

Note - 3 (Contd..)Company performs its obligation by

4) Dividend
transferring goods to a customer before
Dividend income is recognised when the
the customer pays consideration or
right to receive the same is established,
before payment is due, a contract asset is
which is generally when shareholders
recognised for the earned consideration
approve the dividend.

Statutory Reports
that is conditional.
5) Insurance Claims
(a) Trade receivables
A receivable represents the Claims receivable on account of insurance are
Company’s right to an amount of accounted for to the extent the Company is
consideration that is unconditional virtually certain of their ultimate collection
(i.e., only the passage of time
c. Foreign Currencies
is required before payment
of the consideration is due). The Company’s financial statements are

Financial Statements
Refer to accounting policies of presented in INR, which is also the Company’s
financial assets in (Financial functional currency.
instruments – initial recognition and
subsequent measurement.) Transactions and Balances
Transactions in foreign currencies are initially
(iii) Contract liabilities
recorded by the Company at the functional
A contract liability is the obligation currency spot rates at the date the transaction first
to transfer goods or services to a qualifies for recognition. However, for practical
customer for which the Company has reasons, the Company uses an average rate if the
received consideration (or an amount of average approximates the actual rate at the date of
consideration is due) from the customer. the transaction.
If a customer pays consideration
before the Company transfers goods Monetary assets and liabilities denominated
to the customer, a contract liability is in foreign currencies are translated at the
recognised when the payment is made or functional currency spot rates of exchange at the
the payment is due (whichever is earlier). reporting date.
Contract liabilities are recognised as
revenue when the Company performs Exchange differences arising on settlement or
under the contract. translation of monetary items are recognized in
profit or loss.
2) Interest Income
For all financial instruments measured at Non-monetary items that are measured in terms of
amortized cost, interest income is recorded historical cost in a foreign currency are translated
using the effective interest rate (EIR). The EIR using the exchange rates at the dates of the initial
is the rate that exactly discounts the estimated transactions. non-monetary items measured at fair
future cash receipts over the expected life of value in foreign currency are translated using the
the financial instrument or a shorter period, exchange rates at the date when the fair value is
where appropriate, to the net carrying amount determined. The gain or loss arising on translation
of the financial asset. When calculating the of non-monetary items measured at fair value is
effective interest rate, the Company estimates treated in line with the recognition of the gain or
the expected cash flows by considering all the loss on the change in fair value of the item (i.e.,
contractual terms of the financial instrument translation differences on items whose fair value
(for example, prepayment, extension, call gain or loss is recognised in OCI or statement of
and similar options) but does not consider profit or loss are also recognised in OCI or profit or
the expected credit losses. Interest income
loss, respectively).
is included in other income in the statement
of profit or loss d. Fair Value Measurement

3) Export Incentives The Company measures certain financial

instruments at fair value at each balance sheet date.
Export incentives under various schemes
notified by government are accounted for in the Fair value is the price that would be received to sell
year of exports based on eligibility and when an asset or paid to transfer a liability in an orderly
there is no uncertainty in receiving the same
transaction between market participants at the
and is included in revenue in the statement of
measurement date. The fair value measurement is
profit and loss due to its operating nature.
based on the presumption that the transaction to sell
the asset or transfer the liability takes place either:

Annual Report 2023-24 107

Notes to the Standalone Financial Statements
for the year ended 31st March 2024

Note - 3 (Contd..)
In the principal market for the asset or liability, or External valuers are involved for valuation of
significant assets. Involvement of external
In the absence of a principal market, in the most valuers is decided upon annually by the board of
advantageous market for the asset or liability. directors after discussion with and approval by
the management. Selection criteria include market
The principal or the most advantageous market must
knowledge, reputation, independence and whether
be accessible by the Company. The fair value of an professional standards are maintained. Valuers are
asset or a liability is measured using the assumptions normally rotated every three years. The management
that market participants would use when pricing the decides, after discussions with the Company's
asset or liability, assuming that market participants external valuers, which valuation techniques and
act in their economic best interest. inputs to use for each case.

A fair value measurement of a non-financial asset At each reporting date, the management analyses
takes into account a market participant’s ability to the movements in the values of assets and liabilities
generate economic benefits by using the asset in which are required to be re-measured or re-assessed
its highest and best use or by selling it to another as per the Company’s accounting policies. For this
market participants that would use the asset in its analysis, the management verifies the major inputs
highest and best use. applied in the latest valuation by agreeing the
information in the valuation computation to contracts
The Company uses valuation techniques that are and other relevant documents.
appropriate in the circumstances and for which
sufficient data are available to measure fair value, The management, in conjunction with the
maximising the use of relevant observable inputs Company's external valuers, also compares the
and minimising the use of unobservable inputs. change in the fair value of each asset and liability
with relevant external sources to determine whether
All assets and liabilities for which fair value is the change is reasonable.
measured or disclosed in the financial statements are
For the purpose of fair value disclosures, the
categorised within the fair value hierarchy, described
Company has determined classes of assets and
as under, based on the lowest level input that is
liabilities on the basis of the nature, characteristics
significant to the fair value measurement as a whole:
and risks of the asset or liability and the level of the
Level 1 - Quoted (unadjusted) market prices in fair value hierarchy as explained above.
active markets for identical assets or liabilities.
This note summarises accounting policy for fair
value. Other fair value related disclosures are given
Level 2 - Valuation techniques for which
in the relevant notes. Refer note 44.
the lowest level input that is significant to
the fair value measurement is directly or Disclosures for valuation methods, significant
indirectly observable. estimates and assumptions.

Level 3 - Valuation techniques for which the Quantitative disclosures of fair value
lowest level input that is significant to the fair measurement hierarchy.
value measurement is unobservable. Investment in equity shares and
other instruments.
For assets and liabilities that are recognised in
the financial statements on a recurring basis, the Financial instruments (including those carried
Company determines whether transfers have at amortised cost).
occurred between levels in the hierarchy by re-
e. Property, Plant and Equipment
assessing categorisation (based on the lowest level
input that is significant to the fair value measurement Property, plant and equipment (PPE) and capital
as a whole) at the end of each reporting period. work in progress is stated at cost, net of accumulated
depreciation and accumulated impairment losses, if
The Company's management determines the any. When significant parts of plant and equipment
policies and procedures for both recurring fair are required to be replaced at intervals, the Company
value measurement, such as unquoted financial depreciates them separately based on their specific
assets measured at fair value, and for non-recurring useful lives. All other repair and maintenance costs
measurement, such as assets held for distribution are recognized in profit or loss as incurred.
in discontinued operations. The management
Capital work-in-progress comprises cost of fixed
comprises of the Managing Director, Executive assets that are not yet installed and ready for their
Directors and Chief Finance Officer (CFO). intended use at the balance sheet date.

108 Annual Report 2023-24

Notes to the Standalone Financial Statements

Corporate Overview
for the year ended 31st March 2024

Note - 3 (Contd..)
Items of stores and spares that meet the definition f. Intangible Assets
of Property, Plant and equipment are capitalised Intangible assets acquired separately are measured
at cost and depreciated over their useful life. on initial recognition at cost. Following initial
Otherwise, such items are classified as inventories. recognition, intangible assets are carried at cost less
any accumulated amortization and accumulated

Statutory Reports
An item of property, plant and equipment and any
impairment losses, if any. Cost include acquisition
significant part initially recognized is derecognized
and other incidental cost related to acquiring the
upon disposal or when no future economic benefits intangible asset. Research costs are expensed
are expected from its use or disposal. Any gain as incurred. Intangible development costs are
or loss arising on de-recognition of the asset capitalised as and when technical and commercial
(calculated as the difference between the net feasibility of the asset is demonstrated and
disposal proceeds and the carrying amount of the approved by authorities, future economic benefits
asset) is included in the income statement when the are probable. The costs which can be capitalised

Financial Statements
asset is derecognized. are directly attributable to development of the asset
for its intended use.
Depreciation is calculated on a straight-line basis over
the estimated useful lives of the assets as prescribed The useful lives of intangible assets are assessed as
under Part C of Schedule II of the Companies Act either finite or indefinite.
2013 except for assets where management believes
Intangible assets with finite lives are amortised over
and based on independent technical evaluation,
the useful economic life and assessed for impairment
assets estimated useful lives are realistic and reflect
whenever there is an indication that the intangible
fair approximation of the period over which the assets
asset may be impaired. The amortisation period and
are likely to be used. Leasehold land is amortized
the amortisation method for an intangible asset with
over the lease period on a straight line basis.
a finite useful life are reviewed at least at the end
The amendments modified paragraph 17(e) of Ind of each reporting period. Changes in the expected
useful life or the expected pattern of consumption
AS 16 to clarify that excess of net sale proceeds
of future economic benefits embodied in the asset
of items produced over the cost of testing, if any,
are considered to modify the amortisation period or
shall not be recognised in the profit or loss but
method, as appropriate, and are treated as changes
deducted from the directly attributable costs
in accounting estimates. The amortisation expense
considered as part of cost of an item of property,
on intangible assets with finite lives is recognised in
plant, and equipment.
the statement of profit and loss.
The residual values are not more than 5% of the Gains or losses arising from de-recognition of an
original cost of the item of Property, Plant and intangible asset are measured as the difference
Equipment. The residual values, useful lives and between the net disposal proceeds and the
methods of depreciation of property, plant and carrying amount of the asset and are recognised
equipment are reviewed at each financial year in the Statement of Profit and Loss when the asset
end and adjusted prospectively, if appropriate. is derecognised.
The depreciation rates charged are over following
estimated useful lives: Research and development costs
Research costs are expensed as incurred.
Estimated Development expenditures on an individual project
Assets
Useful life are recognised as an intangible asset when the
Right to use – Leasehold Land 99 Years Company can demonstrate:
Right to use – Building 9 Years The technical feasibility of completing the
Building 30 Years intangible asset so that the asset will be
Plant & Machinery 15 Years available for use or sale
Reactors / Storage Tanks 20 Years
Its intention to complete and its ability and
Wind Power Generation Plants 22 Years
intention to use or sell the asset
Furniture and Fixtures 10 Years
Vehicles 8 Years How the asset will generate future
Computers 3 Years economic benefits
Other equipments 5 Years The availability of resources to complete
the asset
The ability to measure reliably the expenditure
during development

Annual Report 2023-24 109

Notes to the Standalone Financial Statements
for the year ended 31st March 2024

Note - 3 (Contd..)
Following initial recognition of the development annual impairment testing for an asset is required,
expenditure as an asset, the asset is carried the Company estimates the asset’s recoverable
at cost less any accumulated amortisation and amount. An asset’s recoverable amount is the
accumulated impairment losses. Amortisation of the higher of an asset’s or cash-generating unit’s (CGU)
asset begins when development is complete and fair value less costs of disposal and its value in use.
the asset is available for use. It is amortised over Recoverable amount is determined for an individual
the period of expected future benefit. Amortisation asset, unless the asset does not generate cash
expense is recognised in the statement of profit and inflows that are largely independent of those from
loss unless such expenditure forms part of carrying other assets or groups of assets. When the carrying
value of another asset. amount of an asset or CGU exceeds its recoverable
amount, the asset is considered impaired and is
During the period of development, the asset is written down to its recoverable amount.
tested for impairment annually.
In assessing value in use, the estimated future cash
A summary of the policies applied to the Company’s flows are discounted to their present value using
intangible assets is as follows: a pre-tax discount rate that reflects current market
assessments of the time value of money and the risks
Amortisation Amortisation specific to the asset. In determining fair value less
Assets
Method period costs of disposal, recent market transactions are
Software licenses On Straight- 5 years taken into account. If no such transactions can be
line basis identified, an appropriate valuation model is used.
Product licenses On Straight- 5 years These calculations are corroborated by valuation
line basis multiples, quoted share prices for publicly traded
Usage rights On Straight- 5 years companies or other available fair value indicators.
line basis
The Company bases its impairment calculation on
Intangible assets under development detailed budgets and forecast calculations, which
are prepared separately for each of the Company’s
Expenditure incurred on acquisition /development
CGUs to which the individual assets are allocated.
of intangible assets which are not ready for their
These budgets and forecast calculations generally
intended use at balance sheet date are disclosed
cover a period of five years. For longer periods, a
under intangible assets under development.
long-term growth rate is calculated and applied to
g. Investment in subsidiaries project future cash flows after the fifth year.

Investment in subsidiaries are measured at cost Impairment losses of continuing operations,

less impairment as per Ind AS 27- 'Separate including impairment on inventories, are recognised
Financial Statements'. in the statement of profit and loss, except for
properties previously revalued with the revaluation
Impairment of investments:
surplus taken to Other Comprehensive Income
The Company reviews its carrying value of (OCI). For such properties, the impairment is
investments carried at cost annually, or more recognised in OCI upto the amount of any previous
frequently when there is indication for impairment. revaluation surplus.
If the recoverable amount is less than its carrying
amount, the impairment loss is recorded in the i. Financial instrument
statement of profit and loss. A financial instrument is any contract that gives
rise to a financial asset of one entity and a financial
When an impairment loss subsequently reverses,
liability or equity instrument of another entity.
the carrying amount of the Investment is increased
to the revised estimate of its recoverable amount, (A) Financial Asset
so that the increased carrying amount does not
Initial Recognition and Measurement
exceed the cost of the Investment. A reversal of
an impairment loss is recognised immediately in At initial recognition, the Company measures
statement of profit or loss. a financial asset or financial liability at its fair
value plus or minus, in the case of a financial
h. Impairment of non- financial assets asset or financial liability not at fair value
The Company assesses, at each reporting date, through profit or loss, transaction costs that are
whether there is an indication that an asset may directly attributable to the acquisition or issue
be impaired. If any indication exists, or when of the financial asset or financial liability.

110 Annual Report 2023-24

Notes to the Standalone Financial Statements

Corporate Overview
for the year ended 31st March 2024

Debt instruments at amortised cost

Note - 3 (Contd..) In addition, the company may elect to
A 'debt instrument' is measured at its amortised designate a debt instrument, which otherwise
cost if both the following conditions are met: meets amortized cost or FVTOCI criteria, as
at FVTPL. However, such election is allowed
a) The asset is held within a business model only if doing so reduces or eliminates a

Statutory Reports
whose objective is to hold assets for measurement or recognition inconsistency
collecting contractual cash flows, and (referred to as 'accounting mismatch').
b) Contractual terms of the asset give The company has designated certain debt
rise on specified dates to cash flows instrument as at FVTPL.
that are solely payments of principal
Debt instruments included within the FVTPL
and interest (SPPI) on the principal
category are measured at fair value with
amount outstanding.
all changes recognized in the statement of

Financial Statements
After initial measurement, such financial assets profit and loss.
are subsequently measured at amortised
cost using the effective interest rate (EIR) Equity investments
method. Amortised cost is calculated by All equity investments in scope of Ind AS 109
taking into account any discount or premium are measured at fair value. Equity instruments
on acquisition and fees or costs that are an which are held for trading are classified as
integral part of the EIR. The EIR amortisation at FVTOCI. For all other equity instruments,
is included in other income in the statement the company may make an irrevocable
of profit or loss. The losses arising from election to present in other comprehensive
impairment are recognised in the statement of income subsequent changes in the fair
profit or loss. value. The company makes such election
on an instrument-by instrument basis. The
Debt instrument at Fair Value Through Other classification is made on initial recognition and
Comprehensive Income (FVTOCI) is irrevocable.
A 'debt instrument' is classified at FVTOCI if
both of the following criteria are met: If the company decides to classify an equity
instrument as at FVTOCI, then all fair value
a) The objective of the business model changes on the instrument, excluding
is achieved both by collecting dividends, are recognized in the OCI. There
contractual cash flows and selling the is no recycling of the amounts from OCI to
financial assets, and statement of profit and loss, even on sale
b) The asset's contractual cash flows of investment. However, the company may
represent SPPI. transfer the cumulative gain or loss within equity.

Debt instruments included within the FVTOCI Equity instruments designated at fair value
category are measured initially as well as at through OCI include investments in equity
each reporting date at fair value. Fair value shares and compulsory convertible debentures
movements are recognized in the other of non-listed companies. The company holds
comprehensive income (OCI). However, non-controlling interests (between 0.20 % to
the company recognizes interest income, 2.28 %) in these companies. These investments
impairment losses & reversals and foreign were irrevocably designated at fair value
exchange gain or loss in the Profit and Loss. through OCI as the company considers these
On derecognition of the asset, cumulative investments to be strategic in nature.
gain or loss previously recognised in OCI is
Equity instruments included within the FVTPL
reclassified from the equity to Profit and Loss.
category are measured at fair value with
Interest earned whilst holding FVTOCI debt
all changes recognized in the statement of
instrument is reported as interest income using
profit and loss.
the EIR method.
De-recognition
Debt instrument at Fair Value Through Profit or
Loss (FVTPL) A financial asset (or, where applicable, a
part of a financial asset or part of a company
FVTPL is a residual category for debt
of similar financial assets) is primarily
instruments. Any debt instrument, which
derecognised (i.e. removed from the
does not meet the criteria for categorization
Company's balance sheet) when:
as at amortized cost or as FVTOCI, is
classified as FVTPL.

Annual Report 2023-24 111

Notes to the Standalone Financial Statements
for the year ended 31st March 2024

Note - 3 (Contd..)
The rights to receive cash flows from the The application of simplified approach does
asset have expired, or The company has not require the company to track changes in
transferred its rights to receive cash flows credit risk. Rather, it recognizes impairment
from the asset or has assumed an obligation loss allowance based on lifetime ECLs at each
to pay the received cash flows in full without reporting date, right from its initial recognition.
material delay to a third party under a 'pass-
through' arrangement; and either the company For recognition of impairment loss on other
has transferred substantially all the risks and financial assets and risk exposure, the
rewards of the asset, or (b) the company has company determines that whether there has
neither transferred nor retained substantially been a significant increase in the credit risk
all the risks and rewards of the asset, but has since initial recognition. Lifetime ECL are
transferred control of the asset. the expected credit losses resulting from all
possible default events over the expected life
When the company has transferred its rights to of a financial instrument.
receive cash flows from an asset or has entered
into a pass-through arrangement, it evaluates ECL is the difference between all contractual
if and to what extent it has retained the risks cash flows that are due to the company in
and rewards of ownership. When it has neither accordance with the contract and all the cash
transferred nor retained substantially all of the flows that the entity expects to receive (i.e., all
risks and rewards of the asset, nor transferred cash shortfalls), discounted at the original EIR.
control of the asset, the company continues to When estimating the cash flows, an entity is
recognise the transferred asset to the extent required to consider:
of the Company's continuing involvement. All contractual terms of the financial
In that case, the company also recognises instrument (including prepayment,
an associated liability. The transferred asset extension, call and similar options)
and the associated liability are measured on over the expected life of the financial
a basis that reflects the rights and obligations instrument. However, in rare cases
that the Company has retained. when the expected life of the financial
instrument cannot be estimated reliably,
Continuing involvement that takes the form
then the entity is required to use the
of a guarantee over the transferred asset is
remaining contractual term of the
measured at the lower of the original carrying
financial instrument.
amount of the asset and the maximum amount
of consideration that the company could be Cash flows from the sale of collateral held
required to repay. or other credit enhancements that are
integral to the contractual terms.
Impairment of financial assets
Financial assets measured as at
In accordance with Ind AS 109, the company amortised cost, contractual revenue
applies expected credit loss (ECL) model for receivables and lease receivables: ECL
measurement and recognition of impairment is presented as an allowance, i.e., as
loss on the following financial assets and an integral part of the measurement of
credit risk exposure: those assets in the balance sheet. The
allowance reduces the net carrying
a) Financial assets that are debt instruments,
amount. Until the asset meets write-off
and are measured at amortised cost e.g.,
criteria, the company does not reduce
loans, debt securities, deposits, trade
impairment allowance from the gross
receivables and bank balance
carrying amount.
b) Trade receivables or any contractual right
(B) Financial Liabilities
to receive cash or another financial asset
that result from transactions that are Initial recognition and measurement
within the scope of Ind AS 18 (referred Financial liabilities are classified, at initial
to as 'contractual revenue receivables' in recognition, as financial liabilities at fair value
these financial statements) through profit or loss, loans and borrowings,
payables, as appropriate.
The company follows 'simplified approach' for
recognition of impairment loss allowance on: All financial liabilities are recognised initially
at fair value and, in the case of loans and
- Trade receivables and
borrowings and payables, net of directly
- Other receivables attributable transaction costs.

112 Annual Report 2023-24

Notes to the Standalone Financial Statements

Corporate Overview
for the year ended 31st March 2024

Note - 3 (Contd..)
The Company’s financial liabilities include trade derivative financial instruments are initially
and other payables, loans and borrowings. recognised at fair value on the date on which
a derivative contract is entered into and
Subsequent measurement of financial liabilities are subsequently re-measured at fair value.
The measurement of financial liabilities depends Derivatives are carried as financial assets

Statutory Reports
on their classification, as described below: when the fair value is positive and as financial
liabilities when the fair value is negative.
Financial liabilities at fair value through profit or
loss De-recognition
Financial liabilities at fair value through profit or A financial liability is derecognised when the
loss include financial liabilities held for trading obligation under the liability is discharged
and financial liabilities designated upon initial or cancelled or expires. When an existing
recognition as at fair value through profit or financial liability is replaced by another from

Financial Statements
loss. Financial liabilities are classified as held the same lender on substantially different
for trading if they are incurred for the purpose terms, or the terms of an existing liability are
of repurchasing in the near term. This category substantially modified, such an exchange or
also includes derivative financial instruments modification is treated as the derecognition
entered into by the company that are not of the original liability and the recognition of a
designated as hedging instruments in hedge new liability. The difference in the respective
relationships as defined by Ind AS 109. carrying amounts is recognised in the
statement of profit or loss.
Gains or losses on liabilities held for trading
are recognised in the profit or loss. off-setting financial instrument
Financial assets and liabilities are offset and
Loan and borrowings
the net amount is reported in the balance
After initial recognition, interest-bearing loans sheet where there is a legally enforceable right
and borrowings are subsequently measured to offset the recognised amounts and there is
at amortised cost using the Effective Interest an intention to settle on a net basis or realise
Rate (EIR) method. Gains and losses are the asset and settle the liability simultaneously.
recognised in profit or loss when the liabilities The legally enforceable right must not be
are derecognised as well as through the EIR contingent on future events and must be
amortisation process. enforceable in the normal course of business
and in the event of default, insolvency or
Amortised cost is calculated by taking
bankruptcy of the group or the counterparty.
into account any discount or premium on
acquisition and fees or costs that are an j. Inventories
integral part of the EIR. The EIR amortisation
Stores and spares, packing materials and raw
is included as finance costs in the statement of
materials are valued at lower of cost or net realisable
profit and loss.
value and for this purpose, cost is determined on
Trade and other payables moving weighted average basis. However, the
aforesaid items are not valued below cost if the
These amounts represent liability for good
finished products in which they are to be incorporated
and services provided to the Company prior
are expected to be sold at or above cost.
to the end of financial year which are unpaid.
The amounts are unsecured. Trade and other Finished products are valued at lower of cost or
payables are presented as current liabilities net realisable value and for this purpose, cost
unless payment is not due within 12 months is determined on standard cost basis which
after the reporting period. They are recognised approximates the actual cost. Variances, exclusive of
initially at fair value and subsequently abnormally low volume and operating performance,
measured at amortised cost using the effective are adjusted to inventory.
interest method.
Traded goods are valued at lower of cost and net
Derivatives and hedging activities realizable value. Cost includes cost of purchase
The Company uses derivative financial and other costs incurred in bringing the inventories
instruments, such as forward currency to their present location and condition. Cost is
contracts, full currency swaps and interest rate determined on a weighted average basis.
swaps contracts to hedge its foreign currency
risks and interest rate risks respectively. Such

Annual Report 2023-24 113

Notes to the Standalone Financial Statements
for the year ended 31st March 2024

Note - 3 (Contd..)
Work in progress are valued at lower of cost and Liabilities for wages, salaries, including non-
net realizable value. Cost includes cost of direct monetary benefits that are expected to be settled
materials and appropriate allocation of direct labour wholly within 12 months after the end of the period
costs, manufacturing overhead and depreciation. in which the employees render the related services
are recognised in respect of employees' services
Net realisable value is the estimated selling price up to the end of the reporting period and are
in the ordinary course of business, less estimated measured at the amounts expected to be paid when
costs of completion and the estimated costs the liabilities are to be settled. The liabilities are
necessary to make the sale. presented as current employee benefit obligations
in the balance sheet.
k. Borrowing costs
m. Accounting for taxes on income
Borrowing costs directly attributable to the
acquisition, construction or production of an asset Income taxes
that necessarily takes a substantial period of time to Current income tax assets and liabilities are
get ready for its intended use or sale are capitalised measured at the amount expected to be recovered
as part of the cost of the asset. from or paid to the taxation authorities in accordance
with the Income-tax Act, 1961. The tax rates and
All other borrowing costs are expensed in the tax laws used to compute the amount are those
period in which they occur. Borrowing costs consist that are enacted or substantively enacted, at the
of interest and other costs that an entity incurs in reporting date.
connection with the borrowing of funds. Borrowing
cost also includes exchange differences to the extent Current income tax relating to items recognised
regarded as an adjustment to the borrowing costs.. outside profit or loss is recognised outside profit
or loss (either in other comprehensive income
l. Retirement and other employee benefits or in equity). Current tax items are recognised in
correlation to the underlying transaction either in
Provident Fund is a defined contribution scheme
OCI or directly in equity. Management periodically
established under a State Plan. The contributions
evaluates positions taken in the tax returns with
to the scheme are charged to the statement of
respect to situations in which applicable tax
profit and loss in the year when employee rendered regulations are subject to interpretation and
related services. establishes provisions where appropriate.
The Company has a defined benefit gratuity plan. Deferred taxes
Every employee who has completed five years or
Deferred tax is provided using the liability method
more of service gets a gratuity on post-employment
on temporary differences between the tax bases of
at 15 days salary (last drawn salary) for each
assets and liabilities and their carrying amounts for
completed year of service as per the rules of the
financial reporting purposes at the reporting date.
Company. The aforesaid liability is provided for on
the basis of an actuarial valuation on projected unit Deferred tax liabilities are recognised for all taxable
credit method made at the end of the financial year. temporary differences, except:
The scheme is funded with an insurance Company
When the deferred tax liability arises from the
in the form of a qualifying insurance policy.
initial recognition of goodwill or an asset or
The Company has other long-term employee liability in a transaction that is not a business
benefits in the nature of leave encashment. The combination and, at the time of the transaction,
liability in respect of leave encashment is provided affects neither the accounting profit nor
taxable profit or loss
for on the basis of an actuarial valuation on
projected unit credit method made at the end of the In respect of taxable temporary differences
financial year. The aforesaid leave encashment is associated with investments in subsidiaries,
funded with an insurance Company in the form of a associates and interests in joint ventures, when
qualifying insurance policy. the timing of the reversal of the temporary
differences can be controlled and it is probable
Re-measurements, comprising of acturial gains and that the temporary differences will not reverse
losses, the effect of asset ceiling, excluding amounts in the foreseeable future
included in the net interest on the net defined benefit
liability and the return on plan assets (excluding Deferred tax assets are recognised for all deductible
amounts included in net interest on the net defined temporary differences, the carry forward of unused
benefit liability), are recognised immediately in the tax credits and any unused tax losses. Deferred
balance sheet with a corresponding debit or credit tax assets are recognised to the extent that it is
to retained earnings through OCI in the period probable that taxable profit will be available against
in which they occur. Re-measurements are not which the deductible temporary differences, and
reclassified to profit or loss in subsequent periods. the carry forward of unused tax credits and unused
tax losses can be utilised, except:

114 Annual Report 2023-24

Notes to the Standalone Financial Statements

Corporate Overview
for the year ended 31st March 2024

Note - 3 (Contd..)
When the deferred tax asset relating to the within the control of the Company or a present
deductible temporary difference arises from obligation that is not recognized because it is
the initial recognition of an asset or liability in a not probable that an outflow of resources will be
transaction that is not a business combination required to settle the obligation. A contingent liability
and, at the time of the transaction, affects also arises in extremely rare cases where there

Statutory Reports
neither the accounting profit nor taxable is a liability that cannot be recognized because it
profit or loss. cannot be measured reliably. The Company does
not recognize a contingent liability but discloses its
The carrying amount of deferred tax assets is
existence in the financial statements.
reviewed at each reporting date and reduced to
the extent that it is no longer probable that sufficient A contingent assets is not recognised unless it
taxable profit will be available to allow all or part of becomes virtually certain that an inflow of economic
the deferred tax asset to be utilised. Unrecognised
benefits will arise. When an inflow of economic
deferred tax assets are re-assessed at each

Financial Statements
benefits is probable, contigent assets are disclosed
reporting date and are recognised to the extent that
in the financial statements.
it has become probable that future taxable profits
will allow the deferred tax asset to be recovered. Contingent liabilities and contingent assets are
reviewed at each balance sheet date.
Deferred tax assets and liabilities are measured
at the tax rates that are expected to apply in the p. Leases
year when the asset is realised or the liability is
settled, based on tax rates (and tax laws) that The Company assesses whether a contract contains
have been enacted or substantively enacted at the a lease, at the inception of the contract. A contract
reporting date. is, or contains, a lease if the contract conveys the
right to control the use of an identified asset for a
Deferred tax relating to items recognised outside period of time in exchange for consideration. To
profit or loss is recognised outside profit or loss assess whether a contract conveys the right to
(either in other comprehensive income or in equity). control the use of an identified asset, the Company
Deferred tax items are recognised in correlation assesses whether (i) the contract involves the use of
to the underlying transaction either in OCI or
identified asset; (ii) the Company has substantially
directly in equity.
all of the economic benefits from the use of the asset
n. Provisions through the period of lease and (iii) the Company
has right to direct the use of the asset.
Provisions are recognised when the Company
has a present obligation (legal or constructive) Where the Company is the lessee
as a result of a past event, it is probable that an
The Company recognises a right-of-use asset and
outflow of resources embodying economic benefits
will be required to settle the obligation and a a lease liability at the lease commencement date.
reliable estimate can be made of the amount of The right-of-use asset is initially measured at cost,
the obligation. When the Company expects some which comprises the initial amount of the lease
or all of a provision to be reimbursed, for example, liability adjusted for any lease payments made at
under an insurance contract, the reimbursement or before the commencement date, plus any initial
is recognised as a separate asset, but only when direct costs incurred and an estimate of costs to
the reimbursement is virtually certain. The expense dismantle and remove the underlying asset or to
relating to a provision is presented in the statement restore the site on which it is located, less any lease
of profit and loss net of any reimbursement. incentives received.

If the effect of the time value of money is material, Certain lease arrangements include the option to
provisions are discounted using a current pre- extend or terminate the lease before the end of
tax rate that reflects, when appropriate, the risks the lease term. The right-of-use assets and lease
specific to the liability. When discounting is used, liabilities include these options when it is reasonably
the increase in the provision due to the passage of certain that the option will be exercised.
time is recognised as a finance cost.
The right-of-use asset is subsequently depreciated
o. Contingent liabilities using the straight-line method from the
Provisions are not recognised for future commencement date to the earlier of the end of
operating losses. the useful life of the right-of-use asset or the end of
A contingent liability is a possible obligation that the lease term. In addition, the right-of-use asset is
arises from past events whose existence will be periodically reduced by impairment losses, if any,
confirmed by the occurrence or non—occurrence and adjusted for certain re-measurements of the
of one or more uncertain future events not wholly lease liability.

Annual Report 2023-24 115

Notes to the Standalone Financial Statements
for the year ended 31st March 2024

Note - 3 (Contd..)
The lease liability is measured at the present value r. Cash and cash equivalents
of the lease payments that are not paid at the
Cash and cash equivalent in the balance sheet
commencement date, discounted using the interest
comprise cash at banks and on hand and short-
rate implicit in the lease or, if that rate cannot be
term deposits with an original maturity of three
readily determined, the Company’s incremental
months or less, which are subject to an insignificant
borrowing rate. Generally, the Company uses its
risk of changes in value.
incremental borrowing rate as the discount rate.
For the purpose of the statement of cash flows, cash
The lease liability is subsequently measured at
and cash equivalents consist of cash, bank account
amortised cost using the effective interest method.
balances and short-term deposits, as defined above.
It is re-measured when there is a change in future
lease payments arising from a change in an index or s. Dividend
rate, if there is a change in the Company’s estimate
The Company recognises a liability for dividends to
of the amount expected to be payable under a
equity holders of the Company when the dividend
residual value guarantee, or if Company changes its
is authorised and the dividend is no longer at the
assessment of whether it will exercise a purchase,
discretion of the Company. As per the corporate
extension or termination option.
laws in India, a dividend is authorised when it is
When the lease liability is re-measured in this way, approved by the shareholders. A corresponding
a corresponding adjustment is made to the carrying amount is recognised directly in equity.
amount of the right-of-use asset or is recorded in
t. Segment reporting
profit or loss if the carrying amount of the right-of-
use asset has been reduced to zero. Based on "Management Approach" as defined
in Ind AS 108 - Operating Segments, the Chief
Lease payments have been classified as financing Operating Decision Maker evaluates the Company's
activities in Statement of Cash Flow. performance and allocates the resources based
on an analysis of various performance indicators
The Company has elected not to recognise right-
by business segments. Inter segment sales and
of-use assets and lease liabilities for short term
transfers are reflected at market prices.
leases that have a lease term of less than or equal
to 12 months with no purchase option and assets Unallocable items includes general corporate
with low value leases. The Company recognises the income and expense items which are not allocated
lease payments associated with these leases as to any business segment.
an expense in statement of profit and loss over the
lease term. The related cash flows are classified as Segment Policies:
operating activities. The Company prepares its segment information in
conformity with the accounting policies adopted for
q. Earning per share
preparing and presenting the financial statements
Basic earnings per share of the Company as a whole. Common allocable
Basic earnings per share are calculated by dividing costs are allocated to each segment on an
the net profit or loss for the period attributable to appropriate basis.
equity shareholders by the weighted average number
u. New standards, interpretations and amendments
of equity shares outstanding during the period.
adopted by the company
Diluted earnings per share The Ministry of Corporate Affairs has
For the purpose of calculating diluted earnings notified Companies (Indian Accounting
per share, the net profit or loss for the period Standards) Amendment
attributable to equity shareholders and the weighted
Rules, 2023 dated 31 March 2023 to amend the
average number of shares outstanding during the
following Ind AS which are effective for annual periods
period are adjusted for the effects of all dilutive
beginning on or after 1 April 2023. The Company
potential equity shares.
applied for the first-time these amendments.

116 Annual Report 2023-24

Notes to the Standalone Financial Statements

Corporate Overview
for the year ended 31st March 2024

Note - 3 (Contd..)
(i) Definition of Accounting Estimates - but not on the measurement, recognition or
Amendments to Ind AS 8 presentation of any items in the Company’s
financial statements.
The amendments clarify the distinction
between changes in accounting estimates, (iii) Deferred Tax related to Assets and

Statutory Reports
changes in accounting policies and the Liabilities arising from a Single Transaction -
correction of errors. It has also been clarified Amendments to Ind
how entities use measurement techniques
andinputs to develop accounting estimates. AS 12 The amendments narrow the scope of
the initial recognition exception under Ind AS
The amendments had no impact on the 12, so that it no longer applies to transactions
Company’s Standalone financial statements. that give rise to equal taxable and deductible
temporary differences such as leases. The
(ii) Disclosure of Accounting Policies - Company previously recognised for deferred

Financial Statements
Amendments to Ind AS 1 tax on leases on a net basis. As a result
of these amendments, the Company has
The amendments aim to help entities provide
recognised a separate deferred tax asset in
accounting policy disclosures that are more
relation to its lease liabilities and a deferred
useful by replacing the requirement for entities
tax liability in relation to its right-of-use assets.
to disclose their ‘significant’ accounting
Since, these balances qualify for offset as per
policies with a requirement to disclose their
the requirements of paragraph 74 of Ind AS 12,
‘material’ accounting policies and adding
there is no impact in the balance sheet. There
guidance on how entities apply the concept
was also no impact on the opening retained
of materiality in making decisions about
earnings as at 1 April 2022. Apart from these,
accounting policy disclosures.
consequential amendments and editorials
The amendments have had an impact on the have been made to other Ind AS like Ind AS
Company’s disclosures of accounting policies, 101, Ind AS 102, Ind AS 103, Ind AS 107, Ind
AS 109, Ind AS 115 and Ind AS 34.

Annual Report 2023-24 117

118
Notes to the Standalone Financial Statements
for the year ended 31st March 2024

Note - 3
Property, Plant and Equipment, Capital Work In Progress, Intangible Assets, Intangibles under development as on 31st March 2024
(H In Lakhs)
Gross Block Accumulated Depreciation / Amortisation Net
Note
Particulars Opening as at Closing as at Opening as at Charge for Closing as at As at As at
No. Addition Deduction On Deduction
1st April 2023 31st March 2024 1st April 2023 the Year 31st March 2024 31st March 2024 31st March 2023
3.1 Property, Plant and
Equipment
1 Freehold Land * 558.40 - 62.86 495.54 - - - - 495.54 558.40
2 ROU - Leasehold Land 4,314.43 - - 4,314.43 184.40 51.92 - 236.32 4,078.11 4,130.03
3 ROU - Building 797.13 - - 797.13 524.12 131.03 - 655.15 141.98 273.01
4 Building 29,698.92 287.23 241.37 29,744.78 5,497.17 1,142.06 1.45 6,637.78 23,107.00 24,201.75
5 Plant & Machinery 92,944.84 3,038.90 588.54 95,395.20 25,552.26 6,226.15 299.91 31,478.50 63,916.70 67,392.58
6 Furniture & Fixtures 1,707.02 12.05 18.28 1,700.79 544.67 156.46 7.98 693.15 1,007.64 1,162.35
7 Vehicles 1,404.41 18.75 31.39 1,391.77 946.97 143.93 29.15 1,061.75 330.02 457.44
8 Computers 249.19 7.10 0.09 256.20 179.78 31.13 0.08 210.83 45.37 69.41
9 Other Equipments 2,077.81 42.68 8.74 2,111.75 623.57 345.14 4.08 964.63 1,147.12 1,454.24
Sub Total 1,33,752.15 3,406.71 951.27 1,36,207.59 34,052.94 8,227.82 342.65 41,938.11 94,269.48 99,699.21
3.3 Intangible Assets
1 Software Licenses 155.67 - - 155.67 134.37 9.89 - 144.26 11.41 21.30
2 Product Licenses 2,283.67 25.12 - 2,308.79 2,153.90 47.91 - 2,201.81 106.98 129.77
3 Usage Rights 356.81 - - 356.81 323.20 28.48 - 351.68 5.13 33.61
Sub Total 2,796.15 25.12 - 2,821.27 2,611.47 86.28 - 2,697.75 123.52 184.68
Total 1,36,548.30 3,431.83 951.27 1,39,028.86 36,664.41 8,314.10 342.65 44,635.86 94,393.00 99,883.89

* Deduction in free hold land is on account of clasification to investment property. Refer Note 3.4 for details.

Annual Report 2023-24

Notes to the Standalone Financial Statements

Corporate Overview
for the year ended 31st March 2024

Note - 3 (Contd..)
3.2 Capital Work In Progress/Intangibles under development
(H In Lakhs)
Capital Work Intangible assets
Particulars Total
In Progress under development

Statutory Reports
Cost
As at March 31, 2023 13,536.01 992.42 14,528.43
Addition 1,680.96 297.47 1,978.43
Capitalisation/Deduction 1,714.76 25.12 1,739.88
As at March 31, 2024 13,502.21 1,264.77 14,766.98

(i) Capital Work-In-Progress for Tangible Assets as at 31st March 2024 comprises expenditure for the Plant & Machineries and

Financial Statements
Buildings in the course of construction.

(ii) Intangible Assets under Development as at 31st March 2024 comprises expenditure for the development and registration of
product licenses, considering which there are no stipulated timelines for completion of activities.

(iii) The amount of borrowing costs added to cost of capital work-in-progress during the year ended 31st March 2024 is HNil (31st
March 2023: H596.38 Lakhs). The rate used to determine the amount of borrowing costs eligible for capitalisation ranges
between 2.05% to 5.44% for 31st March 2023 which is the effective interest rate of the specific borrowings taken for above
mentioned Projects.

(iv) Refer Note 46 for Right of use Assets details.

(v) For Property Plant & Equipment and Intangible assets existing as on 1 April 2015 i.e. the date of transition to Ind AS, the
Company has used Indian GAAP carrying value as deemed cost as permitted by Ind AS 101 “First Time Adoption of Indian
Accounting Standard”. Accordingly, the net WDV as per Indian GAAP as on 1 April 2015 has been considered as Gross
block under Ind AS. The accumulated depreciation is netted off as on 1 April 2015.

Annual Report 2023-24 119

120
Property, Plant and Equipment, Capital Work In Progress, Intangible Assets, Intangibles under development as on 31st March 2023
(H In Lakhs)
Gross Block Accumulated Depreciation / Amortisation Net
Note
Particulars Opening as at Closing as at Opening as at Charge for Closing as at As at As at
No. Addition Deduction On Deduction
1st April 2022 31st March 2023 1st April 2022 the Year 31st March 2023 31st March 2023 31st March 2023
3.1 Property, Plant and
Equipment
1 Freehold Land * 558.40 - - 558.40 - - - - 558.40 558.40
2 ROU - Leasehold Land 4,314.43 - - 4,314.43 132.48 51.92 - 184.40 4,130.03 4,181.95
3 ROU - Building 797.13 - - 797.13 393.09 131.03 - 524.12 273.01 404.04
4 Building 22,803.60 7,061.04 165.72 29,698.92 4,571.62 927.37 1.82 5,497.17 24,201.75 18,231.98
5 Plant & Machinery 68,575.42 25,188.76 819.34 92,944.84 21,248.62 4,972.39 668.75 25,552.26 67,392.58 47,326.80
6 Furniture & Fixtures 1,425.03 320.32 38.33 1,707.02 440.87 136.47 32.67 544.67 1,162.35 984.16
7 Vehicles 1,411.10 42.14 48.83 1,404.41 837.46 146.64 37.13 946.97 457.44 573.64
8 Computers 210.95 38.36 0.12 249.19 146.52 33.26 - 179.78 69.41 64.43
9 Other Equipments 1,253.80 852.44 28.43 2,077.81 404.25 229.40 10.08 623.57 1,454.24 849.55
Sub Total 1,01,349.86 33,503.06 1,100.77 1,33,752.15 28,174.91 6,628.48 750.45 34,052.94 99,699.21 73,174.95
3.3 Intangible Assets
1 Software Licenses 155.67 - - 155.67 118.64 15.73 - 134.37 21.30 37.03
2 Product Licenses 2,246.62 37.05 - 2,283.67 2,015.51 138.39 - 2,153.90 129.77 231.11
3 Usage Rights 356.81 - - 356.81 294.72 28.48 - 323.20 33.61 62.09
Sub Total 2,759.10 37.05 - 2,796.15 2,428.87 182.60 - 2,611.47 184.68 330.23
Total 1,04,108.96 33,540.11 1,100.77 1,36,548.30 30,603.78 6,811.08 750.45 36,664.41 99,883.89 73,505.18

Annual Report 2023-24

Notes to the Standalone Financial Statements

Corporate Overview
for the year ended 31st March 2024

3.2 Capital Work In Progress/Intangibles under development

(H In Lakhs)
Capital Work Intangible assets
Particulars Total
In Progress under development

Cost

Statutory Reports
As at March 31, 2022 17,915.29 774.68 18,689.97
Addition 8,193.88 249.96 8,443.84
Capitalisation/Deduction 12,573.16 32.22 12,605.38
As at March 31, 2023 13,536.01 992.42 14,528.43

(i) Capital Work-In-Progress for Tangible Assets as at 31st March 2023 comprises expenditure for the Plant & Machineries and
Buildings in the course of construction.

Financial Statements
(ii) Intangible Assets under Development as at 31st March 2023 comprises expenditure for the development and registration of
product licenses, considering which there are no stipulated timelines for completion of activities

(iii) The amount of borrowing costs added to cost of capital work-in-progress during the year ended 31st March 2023 is
H596.38 Lakhs (31st March 2022: H225.66 Lakhs). The rate used to determine the amount of borrowing costs eligible for
capitalisation ranges between 2.05% to 5.44%, which is the effective interest rate of the specific borrowings taken for above
mentioned Projects.

(iv) Refer Note 46 for Right of use Assets details.

(v) For Property Plant & Equipment and Intangible assets existing as on 1 April 2015 i.e. the date of transition to Ind AS, the
Company has used Indian GAAP carrying value as deemed cost as permitted by Ind AS 101 “First Time Adoption of Indian
Accounting Standard”. Accordingly, the net WDV as per Indian GAAP as on 1 April 2015 has been considered as Gross
block under Ind AS. The accumulated depreciation is netted off as on 1 April 2015.

* Restated Pursuant to scheme of arrangement (Refer Note 51)

Capital work in progress (CWIP) Ageing Schedule As at 31 March 2024

(H In Lakhs)
Amount in CWIP for a period of
Particulars Less than More than Total
1-2 years 2-3 years
1 year 3 years

Projects in progress 2,076.88 5,788.99 5,332.17 304.17 13,502.21

Total 2,076.88 5,788.99 5,332.17 304.17 13,502.21

CWIP completion schedule for capital-work-in progress, whose completion is overdue or has exceeded its cost
compared to its original plan
(H In Lakhs)
To be completed within
Particulars Less than More than Total
1-2 years 2-3 years
1 year 3 years

Agro V 12,951.35 - - - 12,951.35

Capital work in progress (CWIP) Ageing Schedule As at 31 March 2023

(H In Lakhs)
Amount in CWIP for a period of
Particulars Less than More than Total
1-2 years 2-3 years
1 year 3 years

Projects in progress 7,277.65 5,879.99 378.37 - 13,536.01

Total 7,277.65 5,879.99 378.37 - 13,536.01

Annual Report 2023-24 121

Notes to the Standalone Financial Statements
for the year ended 31st March 2024

Note - 3 (Contd..)
CWIP completion schedule for capital-work-in progress, whose completion is overdue or has exceeded its cost
compared to its original plan
(H In Lakhs)
To be completed within
Particulars Less than More than Total
1-2 years 2-3 years
1 year 3 years

Agro V 11,766.99 - - - 11,766.99

Intangible Asset under Development (IAUD) Ageing Schedule As at 31 March 2024

(H In Lakhs)
Amount in IAUD for a period of
Particulars Less than More than Total
1-2 years 2-3 years
1 year 3 years

Projects in progress 295.14 360.86 284.35 324.42 1,264.77

Total 295.14 360.86 284.35 324.42 1,264.77

Intangible Asset under Development (IAUD) Ageing Schedule As at 31 March 2023

(H In Lakhs)
Amount in IAUD for a period of Total
Particulars Less than More than Total
1-2 years 2-3 years
1 year 3 years

Projects in progress 371.20 284.35 151.31 185.56 992.42

Total 371.20 284.35 151.31 185.56 992.42

Also Refer Note 3.2 (ii) above

Note 3.4 - Investment properties
(H In Lakhs)
Particulars Free hold Land Total

Gross block as at 1st April 2022 - -

Transferred from property, plant and equipment (refer note 2) - -
Gross block as at 31st March 2023 - -
Gross block as at 1st April 2023 - -
Transferred from property, plant and equipment (refer note 2) 62.86 62.86
Gross block as at 31st March 2024 62.86 62.86
Accumulated depreciation as at 1st April 2022 - -
Depreciation for the year - -
Accumulated depreciation as at 1st April 2023 - -
Accumulated depreciation as at 1st April 2023 - -
Depreciation for the year - -
Accumulated depreciation as at 1st April 2024 - -
Net carrying amount as at 31st March 2024 62.86 62.86

Amount recognised in profit and loss for investment properties

(H In Lakhs)
For the year ended For the year ended
Particulars
31st March 2024 31st March 2023
Rent Income 38.97 -
Profit from investment properties 38.97 -

122 Annual Report 2023-24

Notes to the Standalone Financial Statements

Corporate Overview
for the year ended 31st March 2024

Note - 3 (Contd..)
The investment properties consist of one commercial land in India.

As at 31 March 2024, the fair values of the properties are H 1,771.20 lakhs. Valuation is performed by a registered valuer as defined
under Rule 2 of Companies (Registered Valuers and Valuation) Rules, 2017. The fair valuation is based on current prices in the

Statutory Reports
active market for similar lands. Fair valuation is based on level 3 hierarchy.

The Company has no restrictions on the realisability of its investment properties and no contractual obligations to purchase,
construct or develop investment properties or for repairs, maintenance and enhancements.

Leasehold land is leased to Subsidiary Company as per the agreement. Refer Note - 44

4 INVESTMENTS IN SUBSIDIARIES

Financial Statements
(H In Lakhs)
Particulars 31st March 2024 31st March 2023
Investment at cost
(i) Investments in Equity Shares of Subsidiaries (Unquoted)
(i) 2,92,500 (31st March 2023 - 2,92,500) Equity Shares of Meghmani Organics 139.70 139.70
Inc., USA of USD 1 each
(ii) N
 il (31st March 2023 - 1) Equity Shares of Meghmani Overseas FZE of AED - 4.56
35,000 each #
(iii) 1
 0,50,000 (31st March 2023 - 50,000) Equity Shares of Meghmani Crop 105.00 5.00
Nutrition Limited (Formerly Known as Meghmani Synthesis Limited) of H 10/-
each
(iv) 1
 ,21,50,000 (31st March 2023 - 1,21,50,000) Equity Shares of Kilburn 1,215.00 1,215.00
Chemicals Limited of H 10/- each
(vi) 2,50,000 (31st March 2023 - 2,50,000) Equity Shares of PT Meghmani 123.30 123.30
Organics Indonesia of USD 1 each
Less - Impairment of Investments in Equity Shares of PT Meghmani (123.30) (123.30)
Organics Indonesia (Refer Note i below)
(ii) Investment in Perpetual Securities of subsidiary (Unquoted)
(refer note ii below)
Perpetual securities - Kilburn Chemicals Limited (Refer Note ii below) 42,384.22 24,580.00
Investments in Redeemable Preference Shares (RPS) (Unquoted)
2,25,60,000 (31st March 2023 - Nil) 9.75% RPS of Meghmani Crop Nutrition 2,256.00 -
Limited of H 10/- each (Refer Note iii below)
TOTAL 46,099.92 25,944.26

TOTAL INVESTMENTS IN UNQUOTED EQUITY SHARES OF SUBSIDIARIES

(H In Lakhs)
Particulars 31st March 2024 31st March 2023

Aggregate Value Of Investments in Subsidiaries (Gross) 1,459.70 1,364.26

Aggregate Value of Impairment of Investments in Subsidiary 123.30 123.30

TOTAL INVESTMENTS IN UNQUOTED PERPETUAL SECURITIES OF SUBSIDIARY

(H In Lakhs)
Particulars 31st March 2024 31st March 2023

Aggregate Value Of Investments in Subsidiary (Gross) 42,384.22 24,580.00

TOTAL INVESTMENTS IN UNQUOTED REDEEMABLE PREFERENCE SHARES (RPS) OF SUBSIDIARY

(H In Lakhs)
Particulars 31st March 2024 31st March 2023

Aggregate Value Of Investments in Subsidiary (Gross) 2,256.00 -

Annual Report 2023-24 123

Notes to the Standalone Financial Statements
for the year ended 31st March 2024

Note - 4 (Contd..)
Note (i) - The Subsidiary has discontinued business operations and the management is awaiting approval from regulatory
authorities of Indonesia to formally close down the Entity

Note ii - Investment in perpetual securities

The Company has invested in unsecured non convertible non cumulative perpetual securities issued by Kilburn Chemical Limited
its subsidiary company. These securities are redeemable at the issuer's option and carry non-cumulative interest coupon at the
rate of 8%. The interest can be deferred if the issuer does not pay any dividend on its ordinary shares for the financial year. The
issuer has classified this instrument as equity under Ind AS - 32 ‘Financial Instruments Presentation’. Accordingly, the Company
has classified this investment as Equity Instrument and has accounted at cost as per Ind AS - 27 ‘Separate Financial Statements’.

Note iii - Investment in Redeemable Preference Shares (RPS )

The Company has invested in RPS issued by Meghmani Crop Nutrition Limited (MCNL) (wholly owned subsidiary). The Shares
carry a coupon rate (Cumulative) of 9.75% p.a. and are redemable after 20 years from the date of allotement at face value. The
issuer carries a right to exercise the option of early redemption.
#
Subsidiary closed on January 31 2024

5 FINANCIAL ASSETS : INVESTMENTS

(H In Lakhs)
Particulars 31st March 2024 31st March 2023

(I) Investment at fair value through Other Comprehensive Income

Investments in Equity Shares (Unquoted)
(i) 4 (31st March 2023 - 4) Equity Shares of Alaukik Owners Association of 0 0
H100/- each #
(ii) 5,17,085 (31st March 2023 - 5,17,085) Equity Shares of Narmada Clean 51.71 51.71
Tech of H10/- each
(iii) 14,000 (31st March 2023 - 14,000) Equity Share of Bharuch Eco Enviro 1.40 1.40
Infrastructure Limited of H10/- each
(iv) 5
 00 (31st March 2023 - 500) Equity Shares of Green Environment Services 0.05 0.05
Co-operative Society Limited of H10/- each
(v) 30,000 (31st March 2023 - 30,000) Equity Shares of Panoli Enviro 3.00 3.00
Technology of H10/- each
(vi) 1
 00 (31st March 2023 - 100) Equity Shares of Sanand Eco Project Limited of 0.01 0.01
H10/- each
(vii) 2,000 (31st March 2023 - 2,000) Equity Shares of Suvikas Peoples Co- 1.00 1.00
operative Bank Limited of H50/- each
(viii) 1
 0 (31st March 2023 - 10) Equity Shares of Vellard View Premises Co- 0.01 0.01
operative Society Limited of H50/- each
(ix) 264,001 (31st March 2023 - 264,001) Equity Shares of AMP Energy C&I Two 26.40 26.40
Private Limited of H 10/- each
(x) 1
 5,000 (31st March 2023 - 15,000) Equity Shares of Meghmani Foundation 1.50 1.50
of H 10/- each
Investments in Compulsorily Convertible Debentures (CCD) (Unquoted)
23,760 (31st March 2023 - 23,760) 0.01% CCD of AMP Energy C&I Two Private 237.60 237.60
Limited of H 1000/- each (Subscribed w.e.f. 1st March 2023).

124 Annual Report 2023-24

Notes to the Standalone Financial Statements

Corporate Overview
for the year ended 31st March 2024

Note - 5 (Contd..) (H In Lakhs)

Particulars 31st March 2024 31st March 2023

Total (I) 322.68 322.68

(II) Investment at fair value through Profit and Loss

Statutory Reports
Investments in Redeemable Preference Shares (RPS) (Unquoted)
9,50,00,000 (31st March 2023 - 15,00,00,000) 8% RPS of Epigral Limited of 9,500.00 15,000.00
H 10/- each (Refer Note below)
Total (II) 9,500.00 15,000.00
(III) Investment at Amortised Cost
Investments in Government Securities (Unquoted)
National Savings Certificates - 0.03
Total (III) - 0.03
Total (I+II+III) 9,822.68 15,322.71

Financial Statements
Note - # Amount is less than H 0.01 Lakh
(H In Lakhs)
Particulars 31st March 2024 31st March 2023

Aggregate Value Of Investments in unquoted Investments 9,822.68 15,322.71

Note -
i) Aggregate and Fair value of Quoted investment is H Nil
ii) Aggregate value of impairment of Investment is H Nil
Note - Redeemable Preference Shares (RPS) of Epigral Limited (Formerly known as Meghmani Finechem Ltd)
Pursuant to the Composite Scheme of arrangement approved by NCLT Ahmedabad branch, the Company has invested in RPS
issued by Epigral Ltd The shares carry a coupon rate (Cumulative) of 8.00% p.a. and are redemable af face value after 20 years
from the date of allotement at face value. The issuer carries a right to exercise the option of early redemption.

6 OTHER FINANCIAL ASSETS (NON CURRENT)

(H In Lakhs)
Particulars 31st March 2024 31st March 2023
Unsecured, Considered Good
Security Deposits 331.51 686.64
Bank Deposits with original maturity of more than 12 months 523.92 12.71
(including interest accrued) (Refer Note below)
Lease Receivable 11.14 -
Total 866.57 699.35
Note : -
Margin money deposits amounting H 523.92 Lakhs are given as security against guarantees with Banks (31st March 2023 - H 12.71
Lakhs). These deposits are made for varying periods of more than 1 year to 6 years and earns interest ranging between 5.40% to
7.05% (31st March 2023 - 5.10% to 6.10%).

7 INCOME TAX ASSETS (NET)

(H In Lakhs)
Particulars 31st March 2024 31st March 2023
Advance payment of Income Tax and TDS (Net of Provision) 2,481.57 2,302.57
TOTAL 2,481.57 2,302.57

8 OTHER NON-CURRENT ASSETS

(H In Lakhs)
Particulars 31st March 2024 31st March 2023
Unsecured, Considered Good
Capital Advances 213.81 358.74
Balances with Government Authorities (Amount Paid Under Protest) 515.80 293.68
Others (See Note below) 283.06 283.06
TOTAL 1,012.67 935.48
Notes : - Others represents amount paid to Gujarat Industrial Development Corporation towards contribution for the share in
Common Effluent Treatment Plant to be constructed

Annual Report 2023-24 125

Notes to the Standalone Financial Statements
for the year ended 31st March 2024

9 INVENTORIES (VALUED AT LOWER OF COST OR NET REALISABLE VALUE)

(H In Lakhs)
Particulars 31st March 2024 31st March 2023

Raw Materials 10,602.77 15,739.17

Raw Materials in Transit 611.12 381.80
Work In Process 2,833.08 2,379.08
Finished Goods (See Note Below) 12,133.78 22,272.29
Finished Goods in Transit 19,049.22 18,488.14
Stock in Trade 129.65 48.23
Stock in trade in transit 666.10 -
Stores and Spares 1,443.99 1,586.78
Others (Packing Material and Fuel Stock) 611.47 890.32
TOTAL 48,081.18 61,785.81

Notes : -
i During the year ended 31st March 2024, H 303.65 (31st March 2023: H 2,257.00 lakhs) was recognised as an expense for
inventories carried at net realisable value.

10 INVESTMENTS
(H In Lakhs)
Particulars 31st March 2024 31st March 2023
Investment at fair value through Profit and Loss
Investments in Mutual Funds (Quoted) (Fully Paid)
Axis Overnight Fund Direct Growth: Units: 39576.991 501.27 1,000.15
(31st March 2023 Units: 84361.363 )
LIC MF Overnight Fund Direct Plan Growth: Units: 90110.833 (31st March 2023 1,118.38 1,000.14
Units: 86059.446 )
SBI Overnight Fund Direct Growth: Units: Nil (31st March 2023 Units:27407.127 ) - 1,000.15
TOTAL 1,619.65 3,000.44

(H In Lakhs)
Particulars 31st March 2024 31st March 2023

Aggregate Carrying value Of Quoted Investments 1,619.65 3,000.44

Aggregate Market value Of Quoted Investments 1,619.65 3,000.44

11 TRADE RECEIVABLES
(H In Lakhs)
Particulars 31st March 2024 31st March 2023
Trade receivables
Trade receivables - Others 41,769.21 51,202.51
Receivables from related parties (Refer Note 44) 1,570.70 2,860.73
Total Trade receivables 43,339.91 54,063.24
Break-up for security details:
Trade Receivables
Secured, Considered Good 150.83 169.09
Unsecured, Considered Good 43,189.08 53,894.15
Trade receivables which have significant increase in credit risk 78.01 170.06
Trade receivables - credit impaired 935.99 802.64
44,353.91 55,035.94
Impairment allowance (allowance for bad and doubtful debts)
Unsecured, Considered Good - -
Trade receivables which have significant increase in credit risk (78.01) (170.06)
Trade receivables - credit impaired (935.99) (802.64)
TOTAL 43,339.91 54,063.24

126 Annual Report 2023-24

Notes to the Standalone Financial Statements

Corporate Overview
for the year ended 31st March 2024

Note - 11 (Contd..)
(H In Lakhs)
Particulars 31st March 2024 31st March 2023

Provision as at the beginning of the year 972.70 942.33

Statutory Reports
Expense recognised in the statement of Profit and Loss 41.30 30.37
Provision as at the end of the year 1,014.00 972.70

Trade receivable are secured to the extent of deposit received from the customers.
Trade receivables are non-interest bearing and are generally on terms of 30 to 180 days.
For amounts due and terms and conditions relating to related party receivables, Refer Note 44.
For information about Credit Risk and Market Risk related to Trade Receivables, Refer Note 45.
No trade or other receivable are due from directors or other officers of the Company either severally or jointly with any other person

Financial Statements
Trade receivables Ageing Schedule
As at 31 March 2024
(H In Lakhs)
Current Outstanding for following periods from due date of payment
Particulars but not Less than 6 months More than Total
1-2 years 2-3 years
due 6 Months – 1 year 3 years
Undisputed Trade Receivables – 31,230.90 10,551.25 1,077.58 480.18 - - 43,339.91
considered good
Undisputed Trade Receivables – - - 78.01 - - - 78.01
which have significant increase in
credit risk
Undisputed Trade receivable – - - - 380.09 46.45 154.14 580.68
credit impaired
Disputed Trade receivables - - - - - - - -
considered good
Disputed Trade receivables – - - - - - - -
which have significant increase in
credit risk
Disputed Trade receivables – - - - 11.15 146.61 197.55 355.31
|credit impaired
Total 31,230.90 10,551.25 1,155.59 871.42 193.06 351.69 44,353.91

As at 31 March 2023
(H In Lakhs)
Current Outstanding for following periods from due date of payment
Particulars but not Less than 6 months More than Total
1-2 years 2-3 years
due 6 Months – 1 year 3 years
Undisputed Trade Receivables – 34,280.38 13,026.00 6,756.86 - - - 54,063.24
considered good
Undisputed Trade Receivables – - - 170.06 - - - 170.06
which have significant increase in
credit risk
Undisputed Trade receivable – - - - 214.84 102.86 163.85 481.55
credit impaired
Disputed Trade receivables - - - - - - - -
considered good
Disputed Trade receivables – - - - - - - -
which have significant increase in
credit risk
Disputed Trade receivables – - - - 124.67 - 196.42 321.09
|credit impaired
Total 34,280.38 13,026.00 6,926.92 339.51 102.86 360.27 55,035.94

Annual Report 2023-24 127

Notes to the Standalone Financial Statements
for the year ended 31st March 2024

12 CASH AND CASH EQUIVALENTS

(H In Lakhs)
Particulars 31st March 2024 31st March 2023

Balance with Banks in current accounts 893.23 854.15

Cash on hand 19.55 4.46
Bank deposits with original maturity of less than three months 500.00 1,900.00
TOTAL 1,412.78 2,758.61

Note
Fixed bank deposits amounting H 500.00 Lakhs (31st March 2023 - H 1,900.00 Lakhs) is for period of 7 days earns interest @ 4.75%
(31st March 2023 @ 4.50%)

13 OTHER BANK BALANCES

(H In Lakhs)
Particulars 31st March 2024 31st March 2023

Earmarked balances for Unclaimed Dividend 71.30 69.15

Earmarked balances for CSR Unspent Amount 266.98 89.00
TOTAL 338.28 158.15

14 LOANS
(H In Lakhs)
H in Lakhs
Particulars
31st March 2024 31st March 2023

Unsecured, Considered Good (Current)

Loans to Employees (Refer Note below) 26.80 38.71
Loans to Subsidiary (Refer Note below) - 584.78
Total 26.80 623.49

Notes

The loans to employees are interest free and are generally for a tenure of 6 to 12 months.

Refer Note 49 for disclosure of details as required by Section 186 (4) of the Companies Act, 2013.

Refer Note 44 for details for amount due from Related Party.

Since all the above loans given by the company are unsecured and considered good, the bifurcation of loan in other categories
as required by Schedule III of Companies Act 2013 viz: a) secured, b) loans which have significant increase in credit risk and
c) credit impaired is not applicable.

There are no Loans and advances due by directors or other officers of the company or any of them either severally or jointly with any
other person or amounts due by firms or private companies respectively in which any director is a partner or a director or a member.

128 Annual Report 2023-24

Notes to the Standalone Financial Statements

Corporate Overview
for the year ended 31st March 2024

Note - 3 (Contd..)
15 OTHER FINANCIAL ASSETS (CURRENT)
(H In Lakhs)
Particulars 31st March 2024 31st March 2023
Unsecured, Considered Good

Statutory Reports
Insurance Claim Receivable (Refer Note 37) 4,426.33 3,787.08
Export Benefit Receivable 162.21 688.92
Dividend Receivable on RPS (Refer Note 44) 1,037.06 1,474.63
Bank Deposit (Refer Note below) 187.37 671.06
Other Deposits - 6.33
Balance with Government Authorities (GST Refund) 2,968.21 2,245.53
Other Receivable 9.54 57.13
TOTAL 8,790.72 8,930.68

Financial Statements
Deposits amounting H 187.37 Lakhs are given as security against guarantees with Banks (31st March 2023 - H 671.06 Lakhs).
These deposits are made for varying periods of 3 months to 12 months and earns interest ranging between 5.10% to 7.25% (31st
March 2023 4.40% to 7.00%).

16 OTHER CURRENT ASSETS

(H In Lakhs)
Particulars 31st March 2024 31st March 2023
Unsecured, Considered Good
Balance with Government Authorities - GST Credit (net) 3,847.14 7,028.28
Advances to Suppliers 80.87 203.49
Prepaid Expenses 1,221.48 1,151.70
Export Benefit Receivable 526.23 650.03
Others 163.47 108.01
TOTAL 5,839.19 9,141.51

17 SHARE CAPITAL
(H In Lakhs)
AUTHORISED SHARE CAPITAL No. of shares J in Lakhs
Equity shares of Re. 1 each.
As at 31st March 2022 37,00,00,000 3,700.00
Changes during the year - -
As at 31st March 2023 37,00,00,000 3,700.00
Changes during the year - -
As at 31st March 2024 37,00,00,000 3,700.00

(H In Lakhs)
ISSUED, SUBSCRIBED AND FULLY PAID UP SHARE CAPITAL No. of shares J in Lakhs
Equity shares of Re. 1 each. 25,43,14,211 2,543.14

Reconciliation of shares outstanding at the beginning and at the end of the Year
(H In Lakhs)
Particulars No. of shares J in Lakhs
Equity shares of Re. 1 each.
As at 31st March 2022 25,43,14,211 2,543.14
Changes during the year - -
As at 31st March 2023 25,43,14,211 2,543.14
Changes during the year - -
As at 31st March 2024 25,43,14,211 2,543.14

Annual Report 2023-24 129

Notes to the Standalone Financial Statements
for the year ended 31st March 2024

17 SHARE CAPITAL(Contd..)
Terms / Rights attached to Equity shares
The Company has only one class of Equity Shares having par value of Re 1 per share. Each holder of equity share is entitled to one
vote per share. The Company declares and pays dividends in Indian rupees. The dividend proposed by the Board of Directors is
subject to the approval of the shareholders in the ensuing Annual General Meeting.

In the event of liquidation of the Company, the holders of equity shares will be entitled to receive 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.

Details of Equity shares of Re 1 each, as held by promoters

As at 31 March 2024
(H In Lakhs)
No. of shares at % change
Changes No. of shares at % of Total
Promoter Name the beginning of during the
during the year the end of the year Shares
the year year

Mr. Jayanti Patel 1,80,24,390 - 1,80,24,390 7.09% 0.00%

Mr. Ashish Soparkar 2,55,40,396 - 2,55,40,396 10.04% 0.00%
Mr. Natwarlal Patel 2,11,47,850 - 2,11,47,850 8.32% 0.00%
Mr. Ramesh Patel 1,60,25,067 50,000 1,60,75,067 6.32% 0.02%
Mr. Anand Patel 78,93,200 - 78,93,200 3.10% 0.00%
Mr. Ankit Patel 33,93,260 - 33,93,260 1.33% 0.00%
Mr. Karana Patel 19,71,000 - 19,71,000 0.78% 0.00%
Mr. Darshan Patel 11,46,205 - 11,46,205 0.45% 0.00%
Total 9,51,41,368 50,000 9,51,91,368

As at 31 March 2023
(H In Lakhs)
No. of shares at % change
Changes No. of shares at % of Total
Promoter Name the beginning of during the
during the year the end of the year Shares
the year year

Mr. Jayanti Patel 1,80,24,390 - 1,80,24,390 7.09% 0.00%

Mr. Ashish Soparkar 2,55,40,396 - 2,55,40,396 10.04% 0.00%
Mr. Natwarlal Patel 2,08,97,850 2,50,000 2,11,47,850 8.32% 0.10%
Mr. Ramesh Patel 1,59,12,067 1,13,000 1,60,25,067 6.30% 0.04%
Mr. Anand Patel 79,43,200 (50,000) 78,93,200 3.10% -0.02%
Mr. Ankit Patel 32,93,260 1,00,000 33,93,260 1.33% 0.04%
Mr. Karana Patel 19,71,000 - 19,71,000 0.78% 0.00%
Mr. Darshan Patel 11,46,205 - 11,46,205 0.45% 0.00%
Total 9,47,28,368 4,13,000 9,51,41,368

Details of Shareholder holding more than 5% Equity Shares

(H In Lakhs)
31st March 2024 31st March 2023
Particulars
No of Shares % of Holding No of Shares % of Holding

Mr. Jayanti Patel 1,80,24,390 7.09% 1,80,24,390 7.09%

Mr. Ashish Soparkar 2,55,40,396 10.04% 2,55,40,396 10.04%
Mr. Natwarlal Patel 2,11,47,850 8.32% 2,11,47,850 8.32%
Mr. Ramesh Patel 1,60,75,067 6.32% 1,60,25,067 6.30%
Total 8,07,87,703 31.77% 8,07,37,703 31.75%

As per records of the Company, including its register of shareholder / members and other declarations received from shareholders
regarding beneficial interest, the above shareholding represents both legal and beneficial ownerships of shares.

130 Annual Report 2023-24

Notes to the Standalone Financial Statements

Corporate Overview
for the year ended 31st March 2024

Note - 17 (Contd..)

Dividend Distribution made and proposed

(H In Lakhs)
Particulars 31st March 2024 31st March 2023

Statutory Reports
Dividends on Equity shares declared and paid:
Final dividend for 31 March 2023: H 1.40 per share 3,560.40 3,560.39
(31 March 2022: H 1.40 per share)
Proposed dividends on Equity shares:
Proposed dividend for 31 March 2024: HNil (31 March 2023: H 1.40 per share) - 3,560.40

Proposed dividends on equity shares are subject to approval at the annual general meeting and are not recognised as a liability
as at 31 March.

Financial Statements
The Board of Directors have not proposed any final dividend for the year ended March 31, 2024.

18 Other Equity
(H In Lakhs)
Particulars 31st March 2024 31st March 2023
(1) Securities Premium
Balance as at the Beginning of the year 15,650.48 15,650.48
Balance as at the end of the year 15,650.48 15,650.48
(2) Capital Reserve
Balance as at the Beginning of the year (6,991.82) (6,991.82)
Balance as at the end of the year (6,991.82) (6,991.82)
(3) General Reserve
Balance as at the Beginning of the year 12,467.18 12,467.18
Balance as at the end of the year 12,467.18 12,467.18
(4) Capital Redemption Reserve
Balance as at the Beginning of the year 184.33 184.33
Balance as at the end of the year 184.33 184.33
(5) Retained Earning
Balance as at the Beginning of the year 1,41,747.01 1,20,152.91
Add : Profit/(Loss) for the Year (5,656.74) 25,038.58
Add : Other Comprehensive Income for the Year (Net of tax) 97.98 115.92
1,36,188.25 1,45,307.41
Less : Appropriation
Dividend 3,560.40 3,560.40
3,560.40 3,560.40
Balance as at the end of the year 1,32,627.85 1,41,747.01
Total 1,53,938.02 1,63,057.18

Nature and purpose of reserves:

Securities premium
In cases where the Company issues shares at a premium, whether for cash or otherwise, a sum equal to the aggregate amount of
the premium received on those shares has been transferred to “Securities Premium”. The Company may issue fully paid-up bonus
shares to its members out of the securities premium and to buy-back of shares.

Capital Reserve
The Capital Reserve represents difference between consideration paid and net assets acquired under common control business
combination transaction.

Annual Report 2023-24 131

Notes to the Standalone Financial Statements
for the year ended 31st March 2024

Note - 18 (Contd..)

General reserve
General Reserve is created out of the profits earned by the Company by way of transfer from surplus in the Statement of Profit and
Loss. The Company can use this reserve for payment of dividend and issue of fully paid-up bonus shares.

Capital Redemption Reserve

Capital Redemption Reserve was created for buy-back of shares in earlier years.

Retained Earnings
Retained Earnings are the profits/(loss) that the Company has earned till date, less any transfer to General Reserve, Dividend
paid to Shareholders. It also includes Re-measurement gain/(loss) on defined benefit plans that will not be Re-classified to the
Statement of Profit and loss.

19 BORROWINGS
(H In Lakhs)
Particulars 31st March 2024 31st March 2023
SECURED
Term Loan Facilities from Banks :
In Indian Currency (Refer Note - iii, and iv below) 21,400.66 27,232.41
In Foreign currency (Refer Note - i & ii) 4,548.77 8,693.55
Unsecured Loan Facilities from Banks :
In Foreign currency (Refer Note - v and vi below) 5,844.59 4,349.78
Total 31,794.02 40,275.74
Current maturity of long term borrowing disclosed under 'short term borrowings' 13,870.62 12,898.63
(Refer Note 24)
Total non-current borrowing 17,923.40 27,377.11
The above amounts includes:
Secured borrowing 16,042.96 25,927.14
Unsecured borrowing 1,880.44 1,449.97
Refer Note No - 45 for Interest rate Risk and Liquidity Risk.

Details of Security and Repayment Terms:

i The Company has Rupee Term Loan facility of H 9,200.00 Lakhs (31 March 2023: H 9,200.00 Lakhs). The Facility is secured
by (a) First Pari Passu charge by way of Hypothecation on the movable fixed assets of the Company (b) Assignment of Lease
Hold Land used for Windmill (c) First Pari Passu charge by way of mortgage on immovable fixed assets of the Company
(excluding the assets charged specifically to other lenders).

During the year 2019-2020, outstanding Indian Rupee loan of H 6,899.23 lakhs had been converted into foreign currency loan
of Euro 87.41 lakhs. The borrowing carries interest at 6 month Euribor + 1.75% p.a. payable at monthly rest. The effective
interest rate varies from 5.57% p.a. to 5.66% p.a. (31st March 2023: 1.75%). Outstanding balance for this borrowing is Euro
9.71 lakhs equivalent to H 872.85 lakhs (as at 31 March 2023: H 2,596.33 lakhs). As per the terms, the foreign currency loan
is repayable in 9 half yearly instalments starting from financial year 2020-21
Repayment of loan is as follows:

132 Annual Report 2023-24

Notes to the Standalone Financial Statements

Corporate Overview
for the year ended 31st March 2024

Note - 19 (Contd..)
1 - Nine half yearly instalment of Euro 9.71 lakhs
ii The Company has availed External Commercial Borrowing of Euro 123.30 Lakhs (H 10,997.25 Lakhs) (31 March 2023: Euro
123.30 Lakhs). The Facility is secured by First Pari Passu charge by way of Hypothecation on the movable fixed assets of
the Company. The borrowing carries interest at 6 month Euribor + 1.20% p.a. payable at 6 monthly rest. The effective interest

Statutory Reports
rate varies from 4.37% p.a. to 5.14% p.a.(31st March 2023 : 1.20% to 4.37%). Outstanding balance for this borrowing is Euro
41.10 lakhs equivalent to H 3,675.92 lakhs (31 March 2023: H 6,097.22 Lakhs). As per the original terms, the loan is repayable
in 9 half yearly instalments starting from financial year 2021-22.
Repayment of loan is as follows:
1 - Nine half yearly instalments of Euro 13.70 lakhs
iii The Company has availed Rupee Term Loan facility of H 15,000.00 Lakhs (31 March 2023: H15,000.00 Lakhs). The Facility
is secured by (a) First Pari Passu charge by way of Hypothecation on the movable fixed assets of the Company situated

Financial Statements
at Chharodi, Ankleshwar, Panoli and Vatva (b) First Pari Passu charge by way of mortgage on immovable fixed assets of
the Company situated at Chharodi, Ankleshwar, Panoli and Vatva (c) Second Pari Passu charge by way of mortgage on
immovable fixed assets of the Company situated at as Dahej and Dahej SEZ. The borrowing carries interest at 6.40% p.a.
payable at monthly rest. Outstanding balance for this borrowing is H 9,709.98 lakhs. (31st March 2023: H 12,696.05 Lakhs).
As per the terms, the loan is repayable in 20 quarterly instalments starting from financial year 2022-23.
The Company has entered into a cross currency swap (“CCS”) transaction on the said Rupee Term loan facility whereby
outstanding Rupee Term loan has been swapped with notional principal of USD 201.48 lakhs. As per the terms of CCS
agreement, the company receives interest at 6.40% p.a. on notional principal of H 15,000 lakhs and pays interest at 2.05%
p.a. on notional principal of USD 201.48 lakhs at monthly rest. As per the notional principal settlement terms of CCS
agreement, the Company will receive H 750 lakhs and pay USD 10.07 lakhs in 20 equal quarterly instalments starting from
financial year 2022-23
Repayment of loan is as follows:
1 - Twenty quarterly instalments of H 750 lakhs

iv The Company has availed Rupee Term Loan facility of H 15,000.00 Lakhs (31 March 2023: H 15,000.00 Lakhs). The Facility
is secured by (a) First Pari Passu charge by way of Hypothecation on the movable fixed assets of the Company situated at
Chharodi, Vatva, Ankleshwar and Panoli (b) First Pari Passu charge by way of mortgage to be created on immovable fixed
assets of the Company situated at as Chharodi, Ankleshwar, Panoli and Vatva (c) Second Pari Passu charge by way of
mortgage on immovable fixed assets of the Company situated at as Dahej and Dahej SEZ. The borrowing carries interest
at 7.00% p.a. payable at monthly rest. Outstanding balance for this borrowing is H 11,690.68 lakhs. (31st March 2023
H 14,535.46 Lakhs). As per the terms, the loan is repayable in 20 quarterly instalments (First four instalments of H 150 Lakhs
each and Sixteen instalments of H 900 Lakhs each) starting from financial year 2022-23.
The Company has entered into a cross currency swap (“CCS”) transaction on the said Rupee Term loan facility whereby
outstanding Rupee Term loan has been swapped with notional principal of USD 116.41 lakhs and EUR 73.43 Lakhs. As per
the terms of CCS agreement, the Company receives interest at 7.00% p.a. on notional principal of INR 15,000 lakhs and pays
interest at 3.25% p.a. on notional principal of USD 51.74 lakhs at monthly rest, at ON SOFR + 0.87% p.a. on notional principal
of USD 64.67 lakhs and at ON ESTER +0.60% p.a. on notional principal of EUR 73.43 lakhs payable at monthly rest. As per
the notional principal settlement terms of CCS agreement, the Company will receive INR 150 lakhs and pay USD 1.17 lakhs
and EUR 0.73 Lakhs (in four quarterly instalments) and receive INR 900 lakhs and pay USD 6.98 lakhs and EUR 4.41 Lakhs
(in sixteen quarterly instalments) starting from financial year 2022-23.
v The Company has availed unsecured Foreign Currency Term Loan of Euro 56.73 Lakhs (H 5,000.00 Lakhs). The borrowing
carries interest at 3 month Euribor + 1.60% p.a. payable at monthly rest. The effective interest rate varies from 4.59%
p.a. to 5.58% p.a. (31st March 2023: 3.47%). Outstanding balance for this borrowing is Euro 16.21 lakhs equivalent to
H 1,456.90 lakhs (31 March 2023: H 4,349.78 lakhs). As per the original terms, the loan is repayable in seven equal quarterly
instalments starting from financial year 2022-23.
vi During Current Financial Year, The Company has availed unsecured Foreign Currency Term Loan of Euro 55.77 Lakhs (H
5,000.00 Lakhs). The borrowing carries interest at ON ESTER + 1.55% p.a. payable at monthly rest. The effective interest rate
varies from 4.75% p.a. to 5.46% p.a. during current financial year. Outstanding balance for this borrowing is Euro 48.82 lakhs
equivalent to H 4,387.69 lakhs (31 March 2023: H Nil). As per the original terms, the loan is repayable in eight equal quarterly
instalments of EURO equivalent to INR 625 Lakhs each starting from financial year 2023-24.
vii Bank loans availed by the Company are subject to certain covenants relating to current ratio, total outside liabilities to total
net worth, fixed assets coverage ratio, ratio of total term liabilities to net worth have been complied with as per the terms of
loan agreements. Covenants such as long term debt to EBIDTA, interest service coverage ratio, debt service coverage ratio
and operating profit ratio have not been complied as per the terms of loan agreements as at and for the year ended 31st
March, 2024. The Company has obtained waiver from respective banks considering the non-compliance with above stated
covenants and for continuing the repayment as per the original saction terms. Accordingly outstanding balances has been
disclosed as per original repayment schedule.

Annual Report 2023-24 133

Notes to the Standalone Financial Statements
for the year ended 31st March 2024

20 LEASE LIABILITIES (NON - CURRENT / CURRENT)

(H In Lakhs)
Particulars 31st March 2024 31st March 2023
Non - Current
Lease Liability (Refer Note - 46) 14.97 186.61
TOTAL 14.97 186.61
Current
Lease Liability (Refer Note - 46) 171.64 157.70
Total 171.64 157.70

21 OTHER FINANCIAL LIABILITIES (NON - CURRENT)

(H In Lakhs)
Particulars 31st March 2024 31st March 2023
Financial liabilities carried at fair value through profit and loss
Mark to Market Liabilities on derivative instruments (Refer Note Below) 1,198.47 1,630.87
Financial liabilities carried at Amortised Cost
Employee Benefit Payable 27.08 42.73
Total 1,225.55 1,673.60

Note:
The Company has Cross Currency Swaps (CCS) and Interest Rate Swaps (IRS) against Rupee Denominated loans (Refer Note
19). The Changes in fair value of the CCS and IRS has been recognised in Finance Costs.

22 PROVISIONS (NON - CURRENT)

(H In Lakhs)
Particulars 31st March 2024 31st March 2023
Provision for Employee benefits
Gratuity (Refer Note 41) 1,511.03 1,424.32
Compensated absences 140.43 138.92
Total 1,651.46 1,563.24

23 Income Taxes
(a) Amounts recognised in Profit and Loss
(H In Lakhs)
For the year ended For the year ended
Particulars
31st March 2024 31st March 2023
Current Income Tax 466.86 7,897.53
Deferred tax relating to origination & reversal of temporary differences (2,227.23) (192.80)
Tax expense/(Credit) for the year (1,760.37) 7,704.73

(b) Amounts recognised in other comprehensive income

(H In Lakhs)
For the year ended For the year ended
Particulars
31st March 2024 31st March 2023
Items that will not be reclassified to statement of profit and loss
Tax on Remeasurements of the Defined Benefit Plans (32.95) (38.99)

134 Annual Report 2023-24

Notes to the Standalone Financial Statements

Corporate Overview
for the year ended 31st March 2024

Note - 23 (Contd..)
(c) Reconciliation of effective Tax Rate
(H In Lakhs)
For the year ended For the year ended
Particulars

Statutory Reports
31st March 2024 31st March 2023
Profit Before Tax (7,417.11) 32,743.31
Tax using the Company’s domestic tax rate (31 March 2024: 25.17% and 31 March (1,866.74) 8,240.84
2023: 25.17%)
Tax effect on non-deductible Expenses / Income not subjected to tax / other
adjustments
CSR and Donations 166.80 210.67
Dividend Income on RPS (Net of Taxes) (Refer Note below) - (800.17)
Indexation benefit on Fair Value Gain on Redemption of RPS (183.19) (157.52)

Financial Statements
Others 122.76 210.91
Tax Expense as per Standalone Statement of Profit and Loss (1,760.37) 7,704.73
Effective Tax Rate 23.73% 23.53%
Note: No adjustments is provided in the current year as the dividend income on RPS is taxable and there will not be any further
deduction u/s 80M of the Income-tax Act, 1961 since the Company has not proposed dividend during for FY 2023-24. Adjustment
for Dividend income on RPS in ETR in the previous year was on account of income not taxable since deduction u/s 80M of the
Income-tax Act, 1961 was availed as the Company proposed and paid dividend for FY 22-23.

(d) Movement in Deferred Tax balances for the year ended March 31, 2024
(H In Lakhs)
Deferred tax (Deferred tax
Net balance Recognised in Recognised
Particulars Net asset as at liability) as at
April 1, 2023 profit and loss in OCI
March 31, 2024 March 31, 2024
Property, Plant and Equipment (5,170.40) (771.96) - (5,942.36) - (5,942.36)
Trade Receivables 244.81 10.39 - 255.20 255.20 -
Loans and Borrowings (8.08) 16.58 - 8.50 8.50 -
Employee Benefits 437.82 35.03 (32.95) 439.90 439.90 -
Fair Value gain on OCRPS (1,657.78) 663.05 - (994.73) - (994.73)
Stamp duty pursuant to 108.32 (51.01) - 57.31 57.31 -
Scheme of Arrangement
(refer note 51)
Eligible Business Loss - 2,325.15 2,325.15 2,325.15 -
(Refer Note below)
Tax Assets/(Liabilities) (6,045.31) 2,227.23 (32.95) (6,176.18) 3,086.06 (6,937.09)
Set off 3,086.06
Net Tax Liabilities (3,851.03)
Note: As at the year ended March 31, 2024, the Company is having deferred tax assets comprising of deductible temporary
differences on unabsorbed depreciation under tax laws and as the company has reasonable certainty towards its realization of
Deferred Tax Assets (DTA) , DTA has been recognised for the same.

Movement in Deferred Tax balances for the year ended March 31, 2023
(H In Lakhs)
Deferred tax Deferred tax
Net balance Recognised in Recognised
Particulars Net asset as at asset as at
April 1, 2022 profit and loss in OCI
March 31, 2023 March 31, 2023
Property, Plant and Equipment (4,295.34) (875.06) - (5,170.40) - (5,170.40)
Trade Receivables 237.17 7.64 - 244.81 244.81 -
Loans and Borrowings (32.84) 24.76 - (8.08) - (8.08)
Employee Benefits 445.54 31.28 (38.99) 437.82 437.82 -
Fair Value gain on OCRPS (2,325.44) 667.66 - (1,657.78) - (1,657.78)
Stamp duty pursuant to 159.33 (51.01) - 108.32 108.32 -
Scheme of Arrangement
(refer note 51)
dividend on RPS (387.53) 387.53 - - - -
Tax Assets/(Liabilities) (6,199.11) 192.80 (38.99) (6,045.31) 790.95 (6,836.26)
Set off 790.95
Net Tax Liabilities (6,045.31)

Annual Report 2023-24 135

Notes to the Standalone Financial Statements
for the year ended 31st March 2024

24 BORROWINGS
(H In Lakhs)
Particulars 31st March 2024 31st March 2023
Loans Repayable on Demand - Cash credit, packing credit, working capital
demand loan, current maturities of non current Borrowings and Overdraft
facility accounts (Refer Note below)
Secured Loans
From Banks - In Indian Currency 14,188.73 6,532.02
From Banks - In Foreign Currency 6,592.52 15,048.70
Current maturities of Non Current Borrowings (Refer Note 19) 9,906.47 12,898.63
Unsecured Loans
From Banks - In Indian Currency 2,000.00 2,000.00
From Banks - In Foreign Currency 5,392.65 5,411.28
Current maturities of Non Current Borrowings (Refer Note 19) 3,964.15 -
Total 42,044.52 41,890.63

i The Company has availed Cash credit, packing credit and working capital demand loans of H 40,000 lakhs (31 March 2023:
H 40,000 lakhs) as sanctioned limit (Including Non Fund based facility) from State Bank of India, HDFC Bank Limited, ICICI
Bank Limited, DBS Bank India Limited and Axis Bank Limited (Collectively known as Consortium Bankers). The present
consortium is lead by State Bank of India. These loans are secured by first pari passu charge by way of hypothecation of
the entire Stock of Raw Materials, Work in Process, Finished Goods, Stores and Spares and Receivables and first pari passu
charge on immovable Fixed Assets of the Company as a collateral security. Interest rate on these loans are as follows:
(a) Interest rates on cash credit loans vary within the range of 8.55% to 9.30% (31 March 2023: 4.90% to 8.55%).
(b) Interest rates on packing credit loans vary within the range of Euribor + 1.35% to 5.90% (31 March 2023: USD libor/
SOFR + 0.75% to 1.00% and Euribor + 0.20% to 4.70%).
(c) Interest rates on working capital demand loans and overdraft facility vary within the range of 7.48% to 9.70% (31 March
2023: 4.68% to 7.90%).

25 TRADE PAYABLES
(H In Lakhs)
Particulars 31st March 2024 31st March 2023
Outstanding Dues of Micro and Small Enterprises (Refer Note 40) 6,603.42 5,465.20
Outstanding Dues of Creditors other than Micro and 41,069.47 38,503.72
Small Enterprises (Refer Note below)
Total 47,672.89 43,968.92

Terms and Conditions of the above Outstanding Dues :

Trade payables are non-interest bearing and are normally settled on 30-360 days terms. For amounts due to related parties and
terms and conditions with Related Parties, Refer Note 44. Refer Note 45 for Company’s credit risk management processes. Trade
Payable includes Acceptances amounting to H 8109.52 Lakhs (31 March 2023 H 4540.48 Lakhs).

Trade payables Ageing Schedule

As at 31 March 2024
(H In Lakhs)
Outstanding for following periods from due date of payment
Particulars Unbilled Current but Less than More than
1-2 years 2-3 years Total
Dues not due 1 year 3 years
Total outstanding dues of micro - 4,244.91 2,353.28 4.15 1.08 - 6,603.42
enterprises and small enterprises
Total outstanding dues of creditors 2,036.12 31,728.99 6,816.17 282.03 203.87 2.29 41,069.47
other than micro enterprises and small
enterprises
Total 2,036.12 35,973.90 9,169.45 286.18 204.95 2.29 47,672.89
There are no disputed dues of above categories of trade payable and hence requisite amounts are Nil (31st March 2023: Nil)

136 Annual Report 2023-24

Notes to the Standalone Financial Statements

Corporate Overview
for the year ended 31st March 2024

Note - 25 (Contd..)

As at 31 March 2023
(H In Lakhs)
Outstanding for following periods from due date of payment

Statutory Reports
Particulars Unbilled Current but Less than More than
1-2 years 2-3 years Total
Dues not due 1 year 3 years
Total outstanding dues of micro - 3,754.22 1,708.93 0.84 1.21 - 5,465.20
enterprises and small enterprises
Total outstanding dues of creditors 1,331.94 30,416.37 6,421.30 218.27 79.17 36.67 38,503.72
other than micro enterprises and small
enterprises
Total 1,331.94 34,170.59 8,130.23 219.11 80.38 36.67 43,968.92

Financial Statements
There are no disputed dues of above categories of trade payable and hence requisite amounts are Nil (31st March 2022: Nil)

26 OTHER FINANCIAL LIABILITIES (CURRENT)

(H In Lakhs)
Particulars 31st March 2024 31st March 2023
Financial liabilities carried at amortised cost
Interest accrued but not due on borrowings 123.89 91.48
Employee Benefits Payable 2,836.14 2,925.15
Unclaimed Dividend 71.30 69.15
Payable for retention money 479.08 598.74
Payable for Capital Goods (Refer Note below) 366.05 3,785.27
Security Deposits Payable 448.11 435.50
Expenses Payable - 118.02
Financial liabilities carried at fair value through profit and loss
Mark to Market Liabilities on derivative instruments (Refer Note 21) 551.09 442.04
Total 4,896.97 8,465.35

Refer Note 40 for Capital Creditors due to MSME'S

27 OTHER CURRENT LIABILITIES

(H In Lakhs)
Particulars 31st March 2024 31st March 2023
Advance from Customers 978.73 1,067.93
Statutory dues payable 197.02 236.69
Total 1,175.75 1,304.62

28 PROVISIONS (CURRENT)
(H In Lakhs)
Particulars 31st March 2024 31st March 2023
Provisions for Employee Benefits
Leave Encashment 17.29 17.08
Total 17.29 17.08

Annual Report 2023-24 137

Notes to the Standalone Financial Statements
for the year ended 31st March 2024

29 CURRENT TAX LIABILITIES (NET)

(H In Lakhs)
Particulars 31st March 2024 31st March 2023
Current Tax Payable (net) 1,828.13 1,828.13
Total 1,828.13 1,828.13

30 REVENUE FROM OPERATIONS

(H In Lakhs)
For the year ended For the year ended
Particulars
31st March 2024 31st March 2023
Revenue From Operations
i - Manufactured Goods 1,51,310.01 2,51,802.59
ii - Traded Goods 1,001.90 1,366.73
Total Revenue From Operations 1,52,311.91 2,53,169.32
Other Operating Revenue
i - Export benefits and other incentives 1,202.43 2,055.02
ii - Scrap Sales 470.77 449.57
Total Other Operating Revenue 1,673.20 2,504.59
Total 1,53,985.11 2,55,673.91

30.1 Disaggregated revenue information

Set out below is the disaggregation of the Company’s revenue from contracts with customers:
(H In Lakhs)
For the year ended For the year ended
Particulars
31st March 2024 31st March 2023
Type of goods
Pigments 45,640.59 61,394.03
Agro Chemicals 1,06,671.32 1,91,775.29
Total revenue from contracts with customers 1,52,311.91 2,53,169.32
Geographical location of customer
India 27,498.93 30,910.13
Outside India 1,24,812.98 2,22,259.19
Total revenue from contracts with customers 1,52,311.91 2,53,169.32
Timing of revenue recognition
Goods transferred at a point in time 1,52,311.91 2,53,169.32
Total revenue from contracts with customers 1,52,311.91 2,53,169.32

30.2 Contract assets and contract liabilities

The Company has recognised the following revenue-related contract asset and liabilities
(H In Lakhs)
Particulars 31st March 2024 31st March 2023
Trade Receivables 43,339.91 54,063.24
Advance from customers 978.73 1,067.93

138 Annual Report 2023-24

Notes to the Standalone Financial Statements

Corporate Overview
for the year ended 31st March 2024

Note - 30 (Contd..)
Trade receivables are non-interest bearing and are generally on terms of 30 to 180 days. Trade receivable are secured to the
extent of deposit received from the customers. As at March 2024, H 1014.00 Lakhs (March 2023: H 972.70 Lakhs) was recognised
as provision for expected credit losses on trade receivables
Advance from customers includes short term advance received for sale of products.

Statutory Reports
30.3 Reconciling the amount of revenue recognised in the statement of profit and loss with the
contracted price
(H In Lakhs)
For the year ended For the year ended
Particulars
31st March 2024 31st March 2023
Revenue as per contracted price* 1,55,149.97 2,55,654.92
Adjustments

Financial Statements
Sales return (1,437.71) (1,456.59)
Trade and Cash Discount (1,400.35) (1,029.01)
Revenue from contract with customer 1,52,311.91 2,53,169.32

* Net of proceeds from sale of products, manufactured from trial runs conducted.

30.4 Performance obligation

Information about the Company’s performance obligations are summarised below:
The performance obligation is satisfied upon dispatch of goods from the company’s premises / delivery of goods to the customer
in accordance with the terms of contract with customer.

30.5 Information about major customers

For Information about major customers Refer Note 43.

31 OTHER INCOME
(H In Lakhs)
For the year ended For the year ended
Particulars
31st March 2024 31st March 2023
OTHER NON OPERATING INCOME
Interest Income on
- Bank Deposits 41.46 28.06
- Others 63.89 79.89
Dividend Income on investment in Redeemable preference shares 1,152.64 1,638.82
Net Gain on Foreign Currency transactions 2,032.34 7,623.45
Liabilities No Longer Required Written Back 10.39 90.63
Net gain on Investment in Mutual Funds 218.48 94.45
Corporate Guarantee Charges (Refer Note 44) 581.00 -
Miscellaneous Income 193.98 41.01
Total 4,294.18 9,596.31

32 COST OF MATERIALS CONSUMED

(H In Lakhs)
For the year ended For the year ended
Particulars
31st March 2024 31st March 2023
Pigments 27,113.95 33,967.72
Agro Chemicals 63,222.40 1,17,893.50
Total 90,336.35 1,51,861.22

The above amount comprises of Raw Material consumption generated from the accounting system and related adjustment thereto.
Purchases therein amounts to H 85,429.27 lakhs (March 31, 2023 - H 1,49,784.89 lakhs) and inventory balances of raw materials
is as per note 9.

Annual Report 2023-24 139

Notes to the Standalone Financial Statements
for the year ended 31st March 2024

33 CHANGES IN INVENTORIES OF FINISHED GOODS, WORK-IN-PROGRESS AND STOCK IN TRADE

(H In Lakhs)
For the year ended For the year ended
Particulars
31st March 2024 31st March 2023
(A) Inventories at the beginning of the year
(i) Finished Goods 22,272.29 11,001.33
(ii) Finished Goods in Transit 18,488.14 27,453.54
(iii) Stock in Trade 48.23 27.67
(iv) Work-in-Progress (WIP) 2,379.08 3,256.17
Total (A) 43,187.74 41,738.71
(B) Inventories at the end of the year
(i) Finished Goods 12,133.78 22,272.29
(ii) Finished Goods in Transit 19,049.22 18,488.14
(iii) Stock in Trade 129.65 48.23
(iv) Stock in Trade in Transit 666.10 -
(v) Work-in-Progress (WIP) 2,833.08 2,379.08
Total (B) 34,811.83 43,187.74
Changes in Inventories (A - B) 8,375.91 (1,449.03)

34 EMPLOYEE BENEFIT EXPENSE

(H In Lakhs)
For the year ended For the year ended
Particulars
31st March 2024 31st March 2023
Salary, Wages and Bonus 8,506.12 8,569.67
Directors Remuneration (Including Contribution to Provident Fund) (Refer Note 44) 267.03 2,111.05
Contribution to Provident Fund, Other Funds and Gratuity (Refer Note 41) 530.99 567.58
Staff Welfare Expenses 744.29 820.12
Total 10,048.43 12,068.42

35 FINANCE COSTS
(H In Lakhs)
For the year ended For the year ended
Particulars
31st March 2024 31st March 2023
Interest expense on :
-Term Loans 1,615.86 344.48
-Cash Credit and Working Capital Demand Loan 1,591.49 790.40
-Lease Liability (Refer Note 46) 23.22 36.01
-Others 249.35 265.15
Exchange difference on borrowing costs 887.47 2,650.70
Mark to Market (Gain)/Loss on Derivative Instruments (Refer Note 21) (341.79) 1,968.76
Other borrowing Costs (includes bank charges, etc.) 316.98 385.04
Total 4,342.58 6,440.54

36 OTHER EXPENSES
(H In Lakhs)
For the year ended For the year ended
Particulars
31st March 2024 31st March 2023
Consumption of Stores and Spares 1,609.58 2,317.42
Power and Fuel 15,168.43 20,613.40
Repairs and maintenance:
- Buildings 302.50 315.29
- Plant and Machinery 1,667.77 1,989.71

140 Annual Report 2023-24

Notes to the Standalone Financial Statements

Corporate Overview
for the year ended 31st March 2024

Note - 36 (Contd..)
(H In Lakhs)
For the year ended For the year ended
Particulars
31st March 2024 31st March 2023
Pollution Control Expenses 2,790.97 3,748.18

Statutory Reports
Labour Contract Charges 2,443.48 2,642.46
Rent (Refer Note 46) 90.42 114.71
Rates and Taxes 159.03 388.92
Insurance 1,293.34 776.12
Consumption of Packing Materials 6,235.66 6,358.94
Loss on Sale / Discarded Property, plant and equipment 94.15 52.51
Freight Expenses 3,467.83 8,247.08
Bad Debts 96.08 -
Provision For Doubtful Debts and Advances 41.30 30.37

Financial Statements
Water charges 782.48 709.70
Expenditure towards Corporate Social Responsibility (Refer Note - i below) 655.00 511.31
Payments to the Auditors (Refer Note - ii below) 42.38 41.16
Miscellaneous Expenses* 5,841.27 6,833.24
TOTAL 42,781.67 55,690.52
* Miscellaneous Expenses Includes Donation to Political Parties amounting to H Nil (31st March 2023 - H 300.00 Lakhs).

i Details of Corporate Social Responsibility (CSR Expenditure)

(H In Lakhs)
For the year ended For the year ended
Particulars
31st March 2024 31st March 2023
Amount Required to be spent during the year 655.00 511.31
Amount approved by the Board to be spent during the year 655.00 511.31
Amount Spent during the year 25.00 219.31
i - Construction / Acquisition of an Assets - -
ii - On Purposes other than (i) above 25.00 219.31
Amount yet to be spent 630.00 292.00
Details related to spent / unspent obligations:
i)    Contribution to Public Trust - -
ii)   Contribution to Charitable Trust 25.00 219.31
iii)  Unspent amount for ongoing Project 630.00 292.00

Nature of CSR activities for the year ended 31 March, 2024 and 31 March, 2023
Promoting education and women empowerment, preventive healthcare, supporting sports activities in rural areas of country,
promoting hygiene sanitation practices, supporting clean and pollution free environment, for renovation of school, and for
other activities as prescribed under Schedule VII of The Companies Act, 2013.

Details of Ongoing Projects:

In case of S. 135(6) (Ongoing Project)
(H In Lakhs)
For the year ended For the year ended
Particulars
31st March 2024 31st March 2023
Opening Balance - -
With Company - -
In Separate CSR Unspent Account 381.00 115.00
Amount Required to be spent during the year 655.00 511.31
Amount spent during the year
From Company's Bank account 25.00 219.31
From Separate CSR unspent account 114.00 26.00
Closing Balance
With Company - -
In Separate CSR Unspent Account (Refer note below) 897.00 381.00

Includes amount transferred to separate earmarked CSR bank account as per Section 135 of the Companies Act.

Annual Report 2023-24 141

Notes to the Standalone Financial Statements
for the year ended 31st March 2024

Note - 36 (Contd..)
(H In Lakhs)
For the year ended For the year ended
ii Payments to Auditors (Excluding taxes)
31st March 2024 31st March 2023
(a) as Auditors 38.97 39.75
(b) for Other Services 0.52 0.20
(c) for Reimbursement of Expenses 2.89 1.21
Total 42.38 41.16

37 EXCEPTIONAL ITEMS
On October 22, 2022 and April 16, 2023 there was fire in the warehouse at manufacturing units of the Company at Dahej and
Panoli location respectively, majorly leading to loss of inventories. The company is adequately insured for the above-mentioned
loss of assets and hence does not expect any material net-losses. The company has filed its claims for the loss suffered which is
currently under assessment. Further, the claims are not disputed by the insurance company. The company has currently estimated
and recognised an initial net loss of H 48.99 crores on account of loss of assets and corresponding insurance claims receivable
in respective years considering its assessment, opinion on admissibility of claims as per the policy, adequacy of coverage and
nature of loss. The aforementioned losses and corresponding credit has been presented on a net basis under exceptional items
in the financial statement for these respective periods.

38 OTHER COMPREHENSIVE INCOME

(H In Lakhs)
For the year ended For the year ended
Particulars
31st March 2024 31st March 2023
Statement of other comprehensive income
Remeasurement gain on defined benefit plans 130.93 154.91
(Refer Note 41)
Income tax effect on above (32.95) (38.99)
Total 97.98 115.92

39 EARNINGS PER SHARE

Basic and Diluted EPS amounts are calculated by dividing the profit/(loss) for the year attributable to equity shareholders by the
weighted average number of Equity shares outstanding during the year.

The following reflects the income and share used in the basic and diluted EPS computation:
(H In Lakhs)
For the year ended For the year ended
Particulars
31st March 2024 31st March 2023
Profit/(loss) attributable to Equity Shareholders (5,656.74) 25,038.58
Weighted Average number of Equity Shares outstanding (No's) 25,43,14,211 25,43,14,211
Basic and Diluted Earnings Per Share (H) (2.22) 9.85
Face value per Equity Share (H) 1 1

40 The Ministry of Micro, Small and Medium Enterprises has issued an office memorandum dated August 26, 2008 which
recommends that the Micro and Small Enterprises should mention in their correspondence with its customers the Entrepreneurs
Memorandum Number as allocated after filing of the Memorandum in accordance with the ‘Micro, Small and Medium Enterprises
Development Act, 2006’ (‘the MSMED Act').

Accordingly, the disclosure in respect of the amounts payable to such Enterprises as at March 31, 2024 has been made in the
Financial Statements based on information received and available with the Company. The Company has not received any claim
for interest from any Supplier as at the Balance Sheet date.

142 Annual Report 2023-24

Notes to the Standalone Financial Statements

Corporate Overview
for the year ended 31st March 2024

Note - 40 (Contd..)
The details as required by MSMED Act are given below:
(H In Lakhs)
Particulars 31st March 2024 31st March 2023

Statutory Reports
The principal amount and the interest due thereon remaining unpaid to any supplier
as at the end of accounting year;
Principal and Interest Amount
Trade Payable 6,603.42 5,465.20
Capital Payable 199.74 1,725.74
The amount of interest paid by the buyer under the MSMED Act along with the - -
amounts of the payment made to the amounts of the payment made to the supplier
beyond the appointed day during each accounting year

Financial Statements
The amount of interest due and payable for the year (where the principal has been 238.12 207.68
paid but interest under the MSMED Act not paid)
The amount of interest accrued and remaining unpaid at the end of accounting - -
year; and
The amount of further interest due and payable even in the succeeding period, until - -
such date when the interest dues as above are actually paid to the small enterprise,
for the purpose of disallowance as a deductible expenditure under section 23

On basis of information and records available with the Company, the above disclosures are made in respect of amount due to the
micro, small and medium enterprises, which have been registered with the relevant competent authorities. This has been relied
upon by the auditors.

41 GRATUITY AND OTHER EMPOYMENT BENEFIT PLANS

(a) Retirement Benefits
The gratuity plan is governed by the Payment of Gratuity Act, 1972. Under the act, employee who has completed five years of
service is entitled to specific benefit. The level of benefits provided depends on the member’s length of service and salary at
retirement age. The following tables summaries the components of net benefit expense recognised in the statement of profit or
loss and the funded status and amounts recognised in the balance sheet for the respective plans:

Table 1: Reconciliation of Defined Benefit Obligation (DBO)

(H In Lakhs)
Particulars 31st March 2024 31st March 2023
Opening balance of defined benefit obligation 2,009.30 1,949.07
Service Cost
a.  Current Service Cost 143.92 185.63
Interest Cost 140.69 109.15
Benefits Paid (110.89) (84.77)
Re-measurements
b.   Actuarial Loss/(Gain) from changes in financial assumptions 7.03 (133.91)
c.   Actuarial Loss/(Gain) from experience over the past period (136.89) (15.87)
Transfer in / (out) (27.78) -
Closing balance of the defined benefit obligation 2,025.38 2,009.30

Table 2: Reconciliation of Fair Value of Plan Assets

(H In Lakhs)
Particulars 31st March 2024 31st March 2023
Opening Balance of Fair Value of Plan Assets 584.98 486.52
Contributions by Employer 1.50 150.00
Benefits Paid (110.89) (84.77)
Interest Income on Plan Assets 37.68 28.10

Annual Report 2023-24 143

Notes to the Standalone Financial Statements
for the year ended 31st March 2024

Note - 41 (Contd..)
(H In Lakhs)
Particulars 31st March 2024 31st March 2023
Re-measurements
a.   Actuarial (Loss)/Gain from changes in financial assumptions - -
b.   Return on plan assets excluding amount included in net interest on the net 1.08 5.13
defined benefit liability/(asset)
Closing Balance of Fair Value of Plan Assets 514.35 584.98
Actual Return on Plan Assets 38.76 33.23
Expected Employer Contributions for the next year 100.00 150.00

Table 3: Expenses recognised in the Profit and Loss Account

(H In Lakhs)
For the year ended For the year ended
Particulars
31st March 2024 31st March 2023
Service Cost
Current Service Cost 143.92 185.63
Net Interest on net defined benefit liability/ (asset) 103.01 81.05
Employer Expenses 246.93 266.68

Table 4: Net Liability/ (Asset) recognised in the Balance Sheet

(H In Lakhs)
Particulars 31st March 2024 31st March 2023
Present Value of DBO 2,025.38 2,009.30
Fair Value of Plan Assets 514.35 584.98
Liability/ (Asset) recognised in the Balance Sheet 1,511.03 1,424.32
Funded Status [Surplus/(Deficit)] (1,511.03) (1,424.32)
Experience Adjustment on Plan Liabilities: (Gain)/Loss (136.89) (15.87)

Table 5: Percentage Break-down of Total Plan Assets

(H In Lakhs)
Particulars 31st March 2024 31st March 2023
Investment Funds with Insurance Company 100% 100%
Of which, Unit Linked 0% 0%
Of which, Traditional/ Non-Unit Linked 100% 100%
Total 100% 100%

Note: None of the assets carry a quoted market price in an active market or represent the Company’s own transferable financial
instruments or are property occupied by the Company.

Table 6: Actuarial Assumptions

(H In Lakhs)
Particulars 31st March 2024 31st March 2023
Salary Growth Rate 10% p.a. 10% p.a.
Discount Rate 7% p.a. 7.1% p.a.
Withdrawal Rate 12% p.a. 12% p.a.
Mortality IALM 2012-14 IALM 2012-14
(Ult.) (Ult.)
Expected Return on Plan Assets 7.1% p.a. 5.6% p.a.
Expected weighted average remaining working life 4 years 3.5 years

144 Annual Report 2023-24

Notes to the Standalone Financial Statements

Corporate Overview
for the year ended 31st March 2024

Note - 41 (Contd..)
Table 7: Movement in Other Comprehensive Income
(H In Lakhs)
Particulars 31st March 2024 31st March 2023

Statutory Reports
Opening Balance (Loss) (201.80) (356.71)
Re-measurements on DBO
a. Actuarial (Loss)/Gain from changes in demographic assumptions - -
b. Actuarial (Loss)/Gain from changes in financial assumptions (7.03) 133.91
c. Actuarial (Loss)/Gain from experience over the past period 136.89 15.87
Re-measurements on Plan Assets
a. Return on Plan assets, excluding amount included in net interest on the net 1.08 5.13
defined benefit liability/(asset)
Closing Balance (Loss) (70.86) (201.80)

Financial Statements
Table 8: Sensitivity Analysis
(H In Lakhs)
Financial year ended March 31, 2024 Increases 1% Decreases 1%
Salary Growth Rate DBO increases by DBO decreases by
H 71.68 Lakhs H 66.05 Lakhs
Discount Rate DBO decreases by DBO increases by
H 67.23 Lakhs H 74.50 Lakhs
Withdrawal Rate DBO decreases by DBO increases by
H 11.42 Lakhs H 12.38 Lakhs

(H In Lakhs)
Financial year ended March 31, 2024
Mortality (increase in expected lifetime by 1 year) DBO increases by
H 0.20 Lakhs
Mortality (increase in expected lifetime by 3 years) DBO increases by
H 0.59 Lakhs

(H In Lakhs)
Financial period ended March 31, 2023 Increases 1% Decreases 1%
Salary Growth Rate DBO increases by DBO decreases by
H 83.92 Lakhs H 78.04 Lakhs
Discount Rate DBO decreases by DBO increases by
H 79.36 Lakhs H 87.12 Lakhs
Withdrawal Rate DBO decreases by DBO increases by
H 12.05 Lakhs H 13.07 Lakhs

(H In Lakhs)
Financial period ended March 31, 2023
Mortality (increase in expected lifetime by 1 year) DBO increases by
H 0.30 Lakhs
Mortality (increase in expected lifetime by 3 years) DBO increases by
H 0.76 Lakhs

Note: The sensitivity is performed on the DBO at the respective valuation date by modifying one parameter whilst retaining
other parameters constant. There are no changes from the previous period to the methods and assumptions underlying the
sensitivity analysis.

Annual Report 2023-24 145

Notes to the Standalone Financial Statements
for the year ended 31st March 2024

Note - 41 (Contd..)
Table 9: Movement in Surplus/ (Deficit)
(H In Lakhs)
For the year ended For the year ended
Particulars
31st March 2024 31st March 2023
Surplus/ (Deficit) at start of year (1,424.32) (1,462.55)
Net transfer (in) / out 27.78 -
Movement during the year
Current Service Cost (143.92) (185.63)
Net Interest on net DBO (103.01) (81.05)
Actuarial gain 130.94 154.91
Contributions 1.50 150.00
Surplus/ (Deficit) at end of year (1,511.03) (1,424.32)

(b) Defined Contribution Plans

The Company makes Provident Fund contributions to defined contribution plans for qualifying employees. Under the schemes,
the Company is required to contribute a specified percentage of payroll costs to fund the benefits. The Company has recognised
provident fund contribution of H 295.16 lakhs (March 31, 2023 H 333.19 lakhs) and contribution to ESIC and Other Labour Fund
amounting to H 17.41 lakhs (March 31, 2023 H 21.71 lakhs) as expense, Refer Note 34 under the head ‘Contributions to Provident
and Other Funds’.

42 CONTINGENT LIABILITIES AND CAPITAL COMMITMENTS

A Claims against the company not acknowledged as debts (Excluding interest and penalty)
(H In Lakhs)
Particulars 31st March 2024 31st March 2023
Disputed Income-Tax Liability* 1,781.46 1,781.46
Disputed Excise Duty Liability** 1,701.25 1,701.25
Disputed Service Tax Liability*** 151.53 151.53
Disputed Goods and Service Tax Liability**** 50.74 -
Disputed Liabilities towards labour and workers compensation 79.96 72.66
(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, the outflow of economic resources will be required)
In respect of Letter of Credit 212.83 91.46
In respect of Guarantee
- Corporate Guarantee Given 58,100.00 42,500.00

B Capital Commitments
(H In Lakhs)
Particulars 31st March 2024 31st March 2023
Estimated amount of contracts pending execution on capital accounts and not 1,067.72 7,050.33
provided for (net of advances)

The outflow of the above claims would be determinable only on completion of respective assessments.
* Income tax demand comprise of demand from the Indian Income tax authorities for payment of additional tax of H 1,781.46 (31 March 2023: 1,781.46),
upon completion of their tax review for the assessment year 2003-04, 2009-10, 2010-11, 2013-14 to 2018-19 and 2020-21.The tax demands are mainly
on account of Transfer pricing Adjustments, Section 14 A disallowances, Bad Debt disallowances, Disallowance for loan written off, etc. The matter is
pending before various authorities.
** Excise duty demand comprise demand from Central excise authorities for payment of additional tax of H 1701.25 lakhs (31 March 2023: H 1701.25
lakhs), upon completion of their tax review for the financial year 2003-04 to 2008-09 and 2011-12 to 2016-17. The tax demands are on account of denial
of Cenvat credit on manufacturing ,Short payment of duty on DTA clearance from EOU, Education cess on DTA Sales etc. The matter is pending before
various authorities.
*** Service tax demand comprise demand from Service Tax Authorities on account of denial of Service tax credit H 151.53 lakhs (31 March 2023: H
151.53 lakhs), upon completion of their tax review for the financial year 2006-07 to 2017-18. The tax demands are on account of service tax on sales
commission. The matter is pending before various authorities.

146 Annual Report 2023-24

Notes to the Standalone Financial Statements

Corporate Overview
for the year ended 31st March 2024

Note - 42 (Contd..)
**** Goods and Service Tax Demand Comprise demand from GST Authorities on account of ITC Refund of SEZ and GSTR 2A mismatch of H 50.74
Lakhs (31st March 2023 H Nil) upon completion of their tax review for financial year 2017-18, 2018-19 and 2022-23 the matter is pending before
commissioner appeals.

The Company is contesting the demands and the management, including its tax advisors, believe that its position will likely be

Statutory Reports
in favour of the Company in the appellate process and no tax expense has been accrued in the financial statements for the tax
demand raised. The management believes that the ultimate outcome of this proceeding will not have a material adverse effect on
the Company's financial position and results of operations.

43. SEGMENT REPORTING

(H In Lakhs)
A - Analysis By Business Segment
Agro
Particularsyear ended on 31st March 2024:
Financial Pigments Unallocable Total
Chemicals

Financial Statements
Revenue
External Sales 45,640.59 1,06,671.32 - 1,52,311.91
Other Operating Revenue 454.74 1,218.46 - 1,673.20
Total Revenue 46,095.33 1,07,889.78 - 1,53,985.11
Results
Segment Results (1,810.94) (193.71) - (2,004.65)
Un-allocable - - (1,069.88) (1,069.88)
(Loss) from Operation (3,074.53)
Finance Cost - - - (4,342.58)
(Loss) before Exceptional Items (7,417.11)
Exceptional Items - - - -
(Loss) Before Tax (7,417.11)
Income tax Expenses - - - (466.86)
Deferred Tax (Charge)/Credit - - - 2,227.23
(Loss) After Tax (5,656.74)

(H In Lakhs)
Agro
Other information Pigments Unallocable Total
Chemicals

Capital Addition 1,221.76 2,441.27 7.35 3,670.38

Depreciation (1,703.13) (6,289.23) (321.74) (8,314.10)
Non-Cash Items 355.36 572.47 (2.10) 925.74

(H In Lakhs)
Agro
Balance sheet Pigments Unallocable Total
Chemicals
Assets
Segment Assets 97,529.07 1,62,618.42 - 2,60,147.49
Un-allocable Assets - - 18,807.27 18,807.27
Total assets 2,78,954.76
Liabilities
Segment Liabilities 39,454.41 75,979.26 - 1,15,433.67
Unallocable Liabilities - - 3,188.90 3,188.90
Deferred Tax Liabilities - - - 3,851.03
Total Liabilities 1,22,473.60

Note - Finance Cost , certain Expenses (net of income), certain assets, certain liabilities current taxes, deferred taxes, are not
allocated to segments as they are managed on a Company basis.

Annual Report 2023-24 147

Notes to the Standalone Financial Statements
for the year ended 31st March 2024

Note - 43 (Contd..)
Financial year ended on 31st March 2023:
(H In Lakhs)
Agro
Particulars Pigments Unallocable Total
Chemicals
Revenue
External Sales 61,394.03 1,91,775.29 - 2,53,169.32
Other Operating Revenue 310.57 2,194.02 - 2,504.59
Total Revenue 61,704.60 1,93,969.31 - 2,55,673.91
Results
Segment Results 2,756.00 39,000.72 - 41,756.72
Un-allocable - - (2,572.87) (2,572.87)
Profit from Operation - - - 39,183.85
Finance Cost - - - (6,440.54)
Profit before Exceptional Items 32,743.31
Exceptional Items - - - -
Profit Before Tax - - - 32,743.31
Income tax Expenses - - - (7,897.53)
Deferred Tax (Charge)/Credit - - - 192.80
Profit After Tax 25,038.58

(H In Lakhs)
Agro
Other information Pigments Unallocable Total
Chemicals

Capital Addition 1,041.00 28,324.89 12.67 29,378.56

Depreciation (1,725.92) (4,750.83) (334.33) (6,811.08)
Non-Cash Items 180.90 (156.10) (2.96) 21.83

(H In Lakhs)
Agro
Balance sheet Pigments Unallocable Total
Chemicals
Assets
Segment Assets 86,028.26 1,90,074.74 - 2,76,103.00
Un-allocable Assets - - 23,975.62 23,975.62
Total assets 3,00,078.62
Liabilities
Segment Liabilities 36,654.33 88,945.52 - 1,25,599.85
Unallocable Liabilities - - 2,833.14 2,833.14
Deferred Tax Liabilities - - - 6,045.31
Total Liabilities 1,34,478.30

Note - Finance Cost , certain Expenses (net of income), certain assets, certain liabilities current taxes, deferred taxes, are not
allocated to segments as they are managed on a Company basis.

B - Analysis By Geographical Segment

Segment Revenue:
Segment revenue is analysed based on the location of customers regardless of where the goods are produced. The following
provides an analysis of the Company's sales by geographical Markets:
(H In Lakhs)
For the year ended For the year ended
Particulars
31st March 2024 31st March 2023
Revenue:
Within India 27,969.70 31,359.70
Outside India 1,26,015.41 2,24,314.21
Total 1,53,985.11 2,55,673.91

148 Annual Report 2023-24

Notes to the Standalone Financial Statements

Corporate Overview
for the year ended 31st March 2024

Note - 43 (Contd..)
The following is an analysis of the carrying amount of non-current assets, which do not include income tax assets Investment in
Subsidiaries and financial assets analysed by the geographical area in which the assets are located:
(H In Lakhs)
Particulars 31st March 2024 31st March 2023

Statutory Reports
Carrying amount of segment assets
Within India 1,10,235.51 1,15,347.80
Outside India - -

The Company has one customer (31 March 2024 - One Customer) based outside India which has accounted for more than 10%
of the Company's revenue. Total amount of revenue from this customer is H 16,954.02 Lakhs for the year ended March 31, 2024
and revenue of H 25,759.85 Lakhs for the year ended March 31, 2023.

Financial Statements
Notes
(1) Based on “management approach” defined under Ind AS 108 - Operating Segments, the Chief Operating Decision Maker
evaluates the company’s performance and allocates resources based on an analysis of various performance indicators by
business segments. Accordingly information has been presented along these segments.

(2) The Company's operations are divided into two segments. These segments are the basis for management control and hence
form the basis for reporting. The business of each segment comprises of:

a) Agro Chemicals - The Company’s operation includes manufacture and marketing of technical, intermediates and
formulation of Crop Protection Chemicals.

b) Pigment Business - The Company’s operation includes manufacture and marketing of Phthalocynine Green 7, Copper
Phthalocynine Blue (CPC), Alpha Blue and Beta Blue.

(3) Segment Revenue, Results, Assets and Liabilities include the respective amounts identifiable to each of the segments and
amounts allocated on a reasonable basis.

Annual Report 2023-24 149

Notes to the Standalone Financial Statements
for the year ended 31st March 2024

44
NoteRELATED PARTIES DISCLOSURES :-
- 3 (Contd..)
Subsidiaries of the Company: Meghmani Organics USA, Inc.(MOL-USA)
PT Meghmani Organics Indonesia(MOL-INDONESIA)
Meghmani Overseas FZE-Dubai (up to 31.01.2024)
Meghmani Crop Nutrition Limited (Formerly Known as Meghmani Synthesis Limited)
Kilburn Chemicals Limited

Enterprises
in which Key Managerial Meghmani Pigments
Personnel
[KMP] & their Close Ashish Chemicals
members have significant influence:
Tapsheel Enterprise
Epigral Ltd (Formerly known as Meghmani Finechem Ltd)
Meghmani Dyes & Intermediates LLP
Meghmani Industries Limited
Meghmani Chemicals Limited
Arjan Owners LLP (Formerly Panchratna Corporation)
Meghmani LLP (Formerly Meghmani Unichem LLP)
Matangi Industries LLP
Navratan Specialty Chemicals LLP
Meghmani Exports Limitada S.A.De CV
Meghmani Foundation

Key Managerial Personnel: Mr. Jayanti Patel (Executive Chairman) (up to 16.08.2023)
Mr. Ashish Soparkar (Managing Director) (up to 16.08.2023)
Mr. Natwarlal Patel (Managing Director) (up to 16.08.2023)
Mr. Ramesh Patel (Executive Director) (up to 16.08.2023)
Mr. Anand Patel (Executive Director) (up to 16.08.2023)
Mr. Ankit Patel (Chairman and Managing Director) (w.e.f 14.08.2023)
Mr. Darshan Patel (Executive Director) (w.e.f 14.08.2023)
Mr. Karana Patel (Executive Director) (w.e.f 14.08.2023)
Mr. G.S. Chahal (Chief Financial Officer)
Mr. Jayesh R Patel (Company Secretary)

Independent Directors: Mr. Bhaskar Rao (up to 05.05.2022)

Mr. C S Liew (up to 05.05.2022)
Ms. Urvashi Shah
Mr. Manubhai Patel
Dr. (Prof) Ganapati Yadav
Dr. Varesh Sinha (w.e.f 22.07.2022)
Mr. Shalin Mehta (from 22.07.2022 to 07.11.2023)
Mr. Nikunt Raval (w.e.f 07.11.2023)

Close members of Key Managerial Personnel: Ms. Deval Soparkar (up to 31.10.2022)
Mr. Maulik Patel (Non - Executive Director)
Mr. Kaushal Soparkar (Non - Executive Director)
Ms. Taraben Patel

150 Annual Report 2023-24

 Notes to the Standalone Financial Statements
for the year ended 31st March 2024

44 RELATED PARTIES DISCLOSURES :-

TRANSACTIONS WITH RELATED PARTIES IN ORDINARY COURSE OF BUSINESS

Annual Report 2023-24

(H In Lakhs)
Enterprises in which Directors &
Close members of Key
Subsidiary Key Managerial Personnel [KMP] Key Managerial Personnel Total
Managerial Personnel
have significant influence
Particulars
For the year For the year For the year For the year For the year For the year For the year For the year For the year For the year
ended 31st ended 31st ended 31st ended 31st ended 31st ended 31st ended 31st ended 31st ended 31st ended 31st
March 2024 March 2023 March 2024 March 2023 March 2024 March 2023 March 2024 March 2023 March 2024 March 2023
Purchase of Goods 17.88 - 13,058.53 21,644.18 - - - - 13,076.41 21,644.18
Sale of Goods 1,679.45 5,785.41 250.87 758.57 - - - - 1,930.32 6,543.98
Sale of Services / Assets 244.99 120.91 6.00 - - - - - 250.99 120.91
Availing of Services - - 231.93 211.16 - - 231.93 211.16
Sitting Fees 23.07 45.45 23.07 45.45
Remuneration - - - - 346.08 2,194.58 - 12.72 346.08 2,207.30
Loans Given - 582.80 - - - - - - - 582.80
Repayment of Loans 584.78 - - - - - - - 584.78 -
Investment in Equity Shares 100.00 - - 1.50 100.00 1.50
CSR Expenses 35.00 - 35.00 -
Investment in Perpetual Securities 17,804.22 12,254.00 17,804.22 12,254.00
Investment in RPS 2,256.00 - 2,256.00 -
Sale of MEIS Licences 5.72 67.98 - - - - - - 5.72 67.98
Reimbursement of Expenses - - 71.20 90.91 - - - - 71.20 90.91
Bank Guarantee Income 581.00 - 581.00 -
Rent Income 38.97 - 38.97 -
Interest Accrued 30.86 1.98 30.86 1.98
Dividend Paid - - - - 1,436.78 1,430.30 150.38 150.38 1,587.16 1,580.68
Dividend on RPS 45.67 - 1,106.62 1,638.47 - - - - 1,152.29 1,638.47

151
Financial Statements Statutory Reports Corporate Overview
152
Notes to the Standalone Financial Statements
for the year ended 31st March 2024

44 RELATED PARTIES DISCLOSURES :- (Contd..)

Outstanding Balances with Related Parties
(H In Lakhs)
Enterprises in which Directors &
Close members of Key
Subsidiary Key Managerial Personnel [KMP] Key Managerial Personnel Total
Managerial Personnel
Particulars have significant influence
31st March 31st March 31st March 31st March 31st March 31st March 31st March 31st March
31st March 2024 31st March 2023
2024 2023 2024 2023 2024 2023 2024 2023
Receivables 1,252.32 2,620.43 108.34 240.30 - - - - 1,360.66 2,860.73
Payables - - 2,934.95 2,921.68 - - - - 2,934.95 2,921.68
Remuneration Payable - - - - 1,603.37 1,625.86 - - 1,603.37 1,625.86
Dividend Receivable on RPS - - 1,037.06 1,474.63 - - - - 1,037.06 1,474.63
Loan Given - 584.78 - - - - - - - 584.78

Terms and Conditions of transactions with related parties

(1) The Company’s transactions with related parties are at arm’s length. Management believes that the company’s Domestic and International transactions with related parties post March 31, 2023
continue to be at arm’s length and that the transfer pricing legislation will not have any impact on the financial statements particularly on the amount of the tax expense for the year and the amount
of the provision for taxation at the period end. Outstanding balances at the year-end are unsecured and interest free and settlement occurs in cash.

(2) For the year ended 31 March 2024, the Company has not recorded any impairment of receivables relating to amounts owed by related parties (31 March 2023: H Nil). 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.

(3) The future liability for Gratuity and Compensated Absence is provided on aggregated basis for all the employees of the Company taken as a whole, the amount pertaining to KMPs is not
ascertainable separately and therefore not included above.

Commitments with Related Parties

During the current year, the Company has given Corporate Guarantee on behalf of its wholly owned Subsidiaries viz: Kilburn Chemicals Limited and Meghmani Crop Nutrition limited (formerly known as
Meghmani Synthesis Limited). Refer Note 41 for details in respect of guarantees given.
(H In Lakhs)
Subsidiary KCL MCNL
Particulars Amount in J Purpose Amount in J Purpose
As at March 31, 2022
Guarantee given during the year 32,500.00 Working Capital 10,000.00 Working Capital
and Term Loan
As at March 31, 2023 32,500.00 10,000.00
Guarantee given during the year - 15,600.00 Working Capital
and Term Loan
As at March 31, 2024 32,500.00 25,600.00

Annual Report 2023-24

Notes to the Standalone Financial Statements

Corporate Overview
for the year ended 31st March 2024

Note - 44
3 (Contd..)
(Contd..)
DISCLOSURE IN RESPECT OF TRANSACTION WITH RELATED PARTY DURING THE YEAR:
(H In Lakhs)
For the year For the year
Party Name Relationship Nature of Transaction ended 31st ended 31st

Statutory Reports
March 2024 March 2023
Meghmani Organics USA Inc. Subsidiary Sale of Goods 1,679.45 5,785.41
Total 1,679.45 5,785.41
Kilburn Chemicals Limited Subsidiary Sale of Assets 150.31 120.91
Meghmani Crop Nutrition Limited Subsidiary Sale of Assets 94.68 -
Total 244.99 120.91
Kilburn Chemicals Limited Subsidiary Sale of MEIS Licences 5.72 67.98
Total 5.72 67.98

Financial Statements
Kilburn Chemicals Limited Subsidiary Investment in 17,804.22 12,254.00
Perpetual Securities
Total 17,804.22 12,254.00
Meghmani Crop Nutrition Limited Subsidiary Investment in Equity 100.00 -
Shares
Total 100.00 -
Kilburn Chemicals Limited Subsidiary Corporate Guarantee 325.00 -
Income
Meghmani Crop Nutrition Limited Subsidiary Corporate Guarantee 256.00 -
Income
Total 581.00 -
Meghmani Crop Nutrition Limited Subsidiary Investment in RPS 2,256.00 -
Total 2,256.00 -
Meghmani Crop Nutrition Limited Subsidiary Dividend on RPS 45.67 -
Total 45.67 -
Meghmani Crop Nutrition Limited Subsidiary Loan Given - 582.80
Total - 582.80
Meghmani Crop Nutrition Limited Subsidiary Repayment of Loan 584.78 -
Total 584.78 -
Meghmani Crop Nutrition Limited Subsidiary Interest Income on 30.86 1.98
Loan
Total 30.86 1.98
Meghmani Crop Nutrition Limited Subsidiary Rent Income 38.97 -
Total 38.97 -
Kilburn Chemicals Limited Subsidiary Purchase of Goods 17.88 -
Total 17.88 -
Meghmani Foundation Enterprises in which Investment - 1.50
Directors & KMP have
significant influence
Total - 1.50
Meghmani Foundation Enterprises in which CSR Expenses 35.00 -
Directors & KMP have
significant influence
Total 35.00 -
Epigral Ltd Enterprises in which Dividend on RPS 1,106.62 1,638.47
Directors & KMP have
significant influence
Total 1,106.62 1,638.47
Ashish Chemicals EOU Unit - II Enterprises in which Sale of Goods 12.92 -
Directors & KMP have
significant influence
Meghmani Industries Limited Enterprises in which Sale of Goods - 35.93
Directors & KMP have
significant influence

Annual Report 2023-24 153

Notes to the Standalone Financial Statements
for the year ended 31st March 2024

Note - 44 (Contd..)
(H In Lakhs)
For the year For the year
Party Name Relationship Nature of Transaction ended 31st ended 31st
March 2024 March 2023
Meghmani Industries Limited -SEZ Enterprises in which Sale of Goods - 20.10
Directors & KMP have
significant influence
Meghmani Dyes & Intermediate LLP Enterprises in which Sale of Goods 175.91 246.99
Directors & KMP have
significant influence
Tapsheel Enterprises Enterprises in which Sale of Goods 1.53 -
Directors & KMP have
significant influence
Meghmani LLP-SEZ Enterprises in which Sale of Goods 8.47 28.33
Directors & KMP have
significant influence
Navratan Speciality Chemical LLP Enterprises in which Sale of Goods 7.27 5.12
Directors & KMP have
significant influence
Meghmani Exports Limitada S.A. DE C. Enterprises in which Sale of Goods 44.77 422.10
Directors & KMP have
significant influence
Total 250.87 758.57
Epigral Ltd Enterprises in which Sale of Assets 6.00 -
Directors & KMP have
significant influence
Total 6.00 -
Epigral Ltd Enterprises in which Purchase of Goods 10,425.13 18,908.89
Directors & KMP have
significant influence
Meghmani Pigment Enterprises in which Purchase of Goods 1,193.73 1,260.08
Directors & KMP have
significant influence
Ashish Chemical Enterprises in which Purchase of Goods - 22.50
Directors & KMP have
significant influence
Matangi Industries LLP Enterprises in which Purchase of Goods 3.17 0.74
Directors & KMP have
significant influence
Meghmani Industries Limited Enterprises in which Purchase of Goods 12.49 17.84
Directors & KMP have
significant influence
Meghmani Dyes & Intermediate Ltd Enterprises in which Purchase of Goods 10.49 0.94
Directors & KMP have
significant influence
Meghmani LLP Enterprises in which Purchase of Goods 1,404.32 1,419.27
Directors & KMP have
significant influence
Meghmani Exports Limiada S.A. DE C. Enterprises in which Purchase of Goods 9.20 13.92
Directors & KMP have
significant influence
Total 13,058.53 21,644.18
Arjan Owners LLP Enterprises in which Availing of Services 231.93 211.16
Directors & KMP have
significant influence

154 Annual Report 2023-24

Notes to the Standalone Financial Statements

Corporate Overview
for the year ended 31st March 2024

Note - 44 (Contd..)
(H In Lakhs)
For the year For the year
Party Name Relationship Nature of Transaction ended 31st ended 31st

Statutory Reports
March 2024 March 2023
Total 231.93 211.16
Meghmani Industries Limited Enterprises in which Reimbursement Of 34.84 47.92
Directors & KMP have Expenses
significant influence
Meghmani Dyes & Intermediate Ltd Enterprises in which Reimbursement Of 7.84 10.27
Directors & KMP have Expenses
significant influence

Financial Statements
Meghmani LLP SEZ Enterprises in which Reimbursement Of 19.04 20.83
Directors & KMP have Expenses
significant influence
Meghmani Pigment Enterprises in which Reimbursement Of 6.16 7.70
Directors & KMP have Expenses
significant influence
Ashish Chemicals Enterprises in which Reimbursement Of 3.32 4.19
Directors & KMP have Expenses
significant influence
Total 71.20 90.91
Jayanti Patel Key Managerial Managerial 37.94 502.59
Personnel Remuneration
Ashish Soparkar Key Managerial Managerial 37.94 501.61
Personnel Remuneration
Natwarlal Patel Key Managerial Managerial 37.94 502.61
Personnel Remuneration
Ramesh Patel Key Managerial Managerial 37.94 342.42
Personnel Remuneration
Anand Patel Key Managerial Managerial 38.87 261.82
Personnel Remuneration
Ankit N Patel Key Managerial Managerial 25.47 -
Personnel Remuneration
Karana Patel Key Managerial Managerial 25.47 -
Personnel Remuneration
Darshan I Patel Key Managerial Managerial 25.47 -
Personnel Remuneration
G.S Chahal Key Managerial Salary 57.24 58.40
Personnel
Jayesh R Patel Key Managerial Salary 21.80 25.13
Personnel
Total 346.08 2,194.58
Ms. Deval Soparkar Close members of Key Salary - 12.72
Managerial Personnel
Total - 12.72
Ganapati Dadasaheb Yadav Independent Directors Sitting Fees 7.03 6.50
Ms. Urvashi Shah Independent Directors Sitting Fees 4.30 7.35
Manubhai K Patel Independent Directors Sitting Fees 8.38 8.10
Bhaskar Rao Independent Directors Sitting Fees - 8.90
Varesh Sinha Independent Directors Sitting Fees 2.58 2.33
Liew Ching Seng Independent Directors Sitting Fees - 12.27
Nikunt K Raval Independent Directors Sitting Fees 0.78 -
Total 23.07 45.45
Jayanti Patel Key Managerial Dividend 262.65 262.65
Personnel
Ashish Soparkar Key Managerial Dividend 359.35 359.35
Personnel

Annual Report 2023-24 155

Notes to the Standalone Financial Statements
for the year ended 31st March 2024

Note - 44 (Contd..)
(H In Lakhs)
For the year For the year
Party Name Relationship Nature of Transaction ended 31st ended 31st
March 2024 March 2023
Natwarlal Patel Key Managerial Dividend 368.48 364.98
Personnel
Ramesh Patel Key Managerial Dividend 239.33 237.40
Personnel
Anand Patel Key Managerial Dividend 115.82 116.17
Personnel
Karana Patel Key Managerial Dividend 27.59 27.59
Personnel
Ankit Patel Key Managerial Dividend 47.51 46.11
Personnel
Darshan Patel Key Managerial Dividend 16.05 16.05
Personnel
Total 1,436.78 1,430.30
Deval Soparkar Close members of Key Dividend 5.75 5.75
Managerial Personnel
Maulik Patel Close members of Key Dividend 21.98 21.98
Managerial Personnel
Kaushal Soparkar Close members of Key Dividend 19.61 19.61
Managerial Personnel
Taraben Patel Close members of Key Dividend 103.04 103.04
Managerial Personnel
Total 150.38 150.38
Total 40,106.00 46,991.30

44 RELATED PARTIES DISCLOSURES :-

Outstanding Balance
(H In Lakhs)
Particulars 31st March 2024 31st March 2023
Payable
Arjan Owners LLP - 16.28
Ashish Chemicals - 22.50
Meghmani Dyes & Intermediate Ltd. - 0.94
Epigral Ltd.* 1,852.05 1,827.01
Meghmani Industries Ltd. 0.24 17.84
Meghmani LLP 690.44 554.68
Meghmani Pigments 392.22 482.43
Total 2,934.95 2,921.68
Receivables
Meghmani Dyes & Intermediate LLP 86.61 76.49
Meghmani Industries Ltd. - 20.09
Meghmani LLP-SEZ 0.62 -
Meghmani Organics USA Inc 1,252.32 2,620.43
Navratan Speciality Chemical LLP 1.88 2.29
Meghmani Exports Limitada S.A.De CV 19.23 128.88
Total 1,360.66 2,860.73
Dividend Receivable on RPS
Epigral Ltd (Formerly known as Meghmani Finechem Ltd) 1,037.06 1,474.63
Total 1,037.06 1,474.63

156 Annual Report 2023-24

Notes to the Standalone Financial Statements

Corporate Overview
for the year ended 31st March 2024

Note - 44 (Contd..)

(H In Lakhs)
Particulars 31st March 2024 31st March 2023

Statutory Reports
Loan Given
Meghmani Crop Nutrition Limited - 584.78
Total - 584.78
Remuneration Payable
Jayanti Patel 397.99 404.25
Ashish Soparkar 398.09 404.25
Natwarlal Patel 398.12 404.25
Ramesh Patel 238.36 244.25
Anand Patel 159.83 164.25

Financial Statements
Ankit N Patel 2.11 -
Karana Patel 2.11 -
Darshan I Patel 2.11 -
G.S Chahal 3.25 2.62
Jayesh R Patel 1.40 1.99
Total 1,603.37 1,625.86
* Payables from related parties are net of Receivable.

45 - Financial instruments – Fair Value Hierarchy

The material accounting policies, including the criteria for recognition, the basis of measurement and the basis on which income
and expenses are recognised, in respect of each class of financial asset, financial liability and equity instrument are disclosed in
Note 2 to the Financial Statements.

A. Category-wise classification of financial instrument

The carrying value of financial instruments by categories as of March 31, 2024 is as follows:
(H In Lakhs)
Carrying amount
Fair value
Fair value
31st March 2024 through other Amortised
through profit Total
comprehensive Cost
and loss
income
Financial Assets
Non-Current Investments (Refer Note 5) 9,500.00 322.68 - 9,822.68
Non-Current Other Financial Assets (Refer Note 6) - - 866.57 866.57
Current investments (Refer Note 10) 1,619.65 - - 1,619.65
Trade Receivables (Refer Note 11) - - 43,339.91 43,339.91
Cash and Cash Equivalents (Refer Note 12) - - 1,412.78 1,412.78
Bank Balances (Other than above) (Refer Note 13) - - 338.28 338.28
Loans (Refer Note 14) - - 26.80 26.80
Other Current Financial Asset (Refer Note 15) 8,790.72 8,790.72
Total Financial Assets 11,119.65 322.68 54,775.06 66,217.39
Financial Liabilities

Annual Report 2023-24 157

Notes to the Standalone Financial Statements
for the year ended 31st March 2024

Note - 45 (Contd..)

(H In Lakhs)
Carrying amount
Fair value
Fair value
31st March 2024 through other Amortised
through profit Total
comprehensive Cost
and loss
income
Non-Current Borrowings (Refer Note 19) - - 17,923.40 17,923.40
Non Current Lease liabilities (Refer Note 20) - - 14.97 14.97
Non Current Financial Liabilities (Refer Note 21) 1,198.47 - 27.08 1,225.55
Current Borrowings (Refer Note 24) - - 42,044.52 42,044.52
Current Lease liabilities (Refer Note 20) - - 171.64 171.64
Trade Payables (Refer Note 25) - - 47,672.89 47,672.89
Other Current Financial Liabilities (Refer Note 26) 551.09 - 4,345.88 4,896.97
Total Financial Liabilities 1,749.56 - 1,12,200.38 1,13,949.94

Note: Investment in Subsidiaries are accounted at cost.

The carrying value of financial instruments by categories as of March 31, 2023 is as follows:
(H In Lakhs)
Carrying amount
Fair value
Fair value
31st March 2023 through other Amortised
through profit Total
comprehensive Cost
and loss
income
Financial Assets
Non-Current Investments (Refer Note 5) 15,000.00 322.68 0.03 15,322.71
Non-Current Other Financial Assets (Refer Note 6) - - 699.35 699.35
Current investments (Refer Note 10) 3,000.44 - - 3,000.44
Trade Receivables (Refer Note 11) - - 54,063.24 54,063.24
Cash and Cash Equivalents (Refer Note 12) - - 2,758.61 2,758.61
Bank Balances (Other than above) (Refer Note 13) - - 158.15 158.15
Loans (Refer Note 14) - - 623.49 623.49
Other Current Financial Asset (Refer Note 15) 8,930.68 8,930.68
Total Financial Assets 18,000.44 322.68 67,233.55 85,556.67
Financial Liabilities
Non-Current Borrowings (Refer Note 19) - - 27,377.11 27,377.11
Non Current Lease liabilities (Refer Note 20) - - 186.61 186.61
Non Current Financial Liabilities (Refer Note 21) 1,630.87 - 42.73 1,673.60
Current Borrowings (Refer Note 24) - - 41,890.63 41,890.63
Current Lease liabilities (Refer Note 20) - - 157.70 157.70
Trade Payables (Refer Note 25) - - 43,968.92 43,968.92
Other Current Financial Liabilities (Refer Note 26) 442.04 - 8,023.31 8,465.35
Total Financial Liabilities 2,072.91 - 1,21,647.01 1,23,719.92

Note: Investment in Subsidiaries are accounted at cost.

158 Annual Report 2023-24

Notes to the Standalone Financial Statements

Corporate Overview
for the year ended 31st March 2024

Note - 45 (Contd..)
B. Measurement of Fair values and Sensitivity analysis
Fair value hierarchy:
The fair value of the Financial Assets and Liabilities is included at the amount at which the instrument could be exchanged in a

Statutory Reports
current transaction between willing parties, other than in a forced or liquidation sale. The Company uses the following hierarchy
for determining and/or disclosing the fair value of Financial Instruments by valuation techniques:

(i) Level 1: quoted prices (unadjusted) in active markets for identical Assets or Liabilities.

(ii) Level 2: inputs other than quoted prices included within Level 1 that are observable for the Assets or Liabilities, either directly
(i.e., as prices) or indirectly (i.e., derived from prices).

(iii) Level 3: inputs for the Assets or Liabilities that are not based on observable market data (unobservable inputs).

Financial Statements
In determining fair value measurement, the impact of potential climate related matters which may affect this fair value measurement
of assets and liabilities in the finicial statements have been considered.

The cost of unquoted investments included in Level 3 of fair value hierarchy approximate their fair value because there is a wide
range of possible fair value measurements and the cost represents estimate of fair value within that range

Financial instrument measured at fair value

(H In Lakhs)
Fair value as at Fair value
Financial assets / financial liabilities
31st March 2024 31st March 2023 hierarchy

Investment at FVTOCI (unquoted) (Refer Note 5) 322.68 322.68 Level 3

Investment at FVTPL (unquoted) (Refer Note 5) 9,500.00 15,000.00 Level 3
Investment at FVTPL (Quoted) (Refer Note 10) 1,619.65 3,000.44 Level 1
Mark to Market Liabilities on Interest rate swap and Cross Currency 1,749.56 2,072.91 Level 2
Swap Valued at FVTPL (Refer Note 21 and 26)

Financial instrument measured at amortised cost

The carrying amount of financial assets and financial liabilities measured at amortised cost in the financial statements are
a reasonable approximation of their fair values since the Company does not anticipate that the carrying amounts would be
significantly different from the values that would eventually be received or settled.

Reconciliation of level 1 fair values

The following table shows a reconciliation from the opening balance to the closing balances for level 1 fair values representing
investment in short term liquid mutual funds.
(H In Lakhs)
Particulars 31st March 2024 31st March 2023
Opening balance 3,000.44 -
Net change in fair value (unrealised) 31.23 0.59
Purchases 24,398.78 41,697.92
Sales (25,810.80) (38,698.07)
Closing balance 1,619.65 3,000.44
Description of significant unobservable inputs to valuation:

The significant unobservable inputs used in the fair value measurement categorised within Level 2 of the fair value hierarchy is
based on the Fair value as ascertained and provided by the banks.

The significant unobservable inputs used in the fair value measurement categorised within Level 3 of the fair value hierarchy
together with a quantitative sensitivity analysis as at 31 March 2024 and 31 March 2023 are as shown below:

Annual Report 2023-24 159

Notes to the Standalone Financial Statements
for the year ended 31st March 2024

Note - 45 (Contd..)
(H In Lakhs)
Significant Range
Valuation
Particulars unobservable (weighted Sensitivity of the input to fair value
technique
inputs average)
FVTPL assets in unquoted RPS DCF Method Weighted 31 March 2024: 1% (31 March 2023: 1%) increase
of Epigral Limited average cost of 8.00% (decrease) in the weighted average
debt 31 March 2023: cost of debt would result in decrease
8.00% (increase) in fair value by INR 1,847
lakhs (31 March 2023: INR 1,847 lakhs).
FVTOCI assets in unquoted 31 March 2024: 31 March 2024: 1 March 2024: 31 March 2024: 5% increase / (decrease)
Equity shares and CCD of AMP DCF Method Free Cash flow Various in the Free Cash flow to equity
Energy C&I Two Private Limited 31 March 2023: to Equity 31 March 2023: would result in increase / (decrease)
(Refer Note 5) Cost (Asset 31 March 2023: Various in fair value by INR 13.10 lakhs.
based Cost of (31 March 2023: 5% increase / (decrease)
approach) Individual in the Cost of Individual assets would
Assets result in increase / (decrease) in fair
value by INR 13.15 lakhs.

Reconciliation of fair value measurement of unquoted RPS classified as FVTPL assets:

(H In Lakhs)
Particulars 31st March 2024 31st March 2023
Opening balance 15,000.00 21,091.99
Re-measurement recognised in statement of profit and loss - -
Purchases - -
Redemption 5,500.00 6,091.99
Closing balance 9,500.00 15,000.00

Reconciliation of fair value measurement of unquoted Compulsorily Convertible Debentures (CCD) classified as FVOCI
assets:
(H In Lakhs)
Particulars 31st March 2024 31st March 2023
Opening balance 237.60 -
Re-measurement recognised in statement of profit and loss - -
Purchases - 237.60
Redemption - -
Purchases 237.60 237.60

Reconciliation of fair value measurement of unquoted equity shares classified as FVOCI assets:
(H In Lakhs)
Particulars 31st March 2024 31st March 2023
Opening balance 85.08 57.18
Re-measurement recognised in profit and loss - -
Purchases - 27.90
Redemption - -
Closing balance 85.08 85.08

Financial Risk Management Framework

The Company’s Board of Directors have overall responsibility for the establishment and oversight of the Company’s risk management
framework. The Company manages market risk through treasury operations, which evaluates and exercises independent control
over the entire process of market risk management. The finance team recommends risk management objectives and policies.
The activities of this operations include management of cash resources, hedging of foreign currency exposure, credit control and
ensuring compliance with market risk limits and policies.

160 Annual Report 2023-24

Notes to the Standalone Financial Statements

Corporate Overview
for the year ended 31st March 2024

Note - 45 (Contd..)
The Company’s principal Financial Liabilities, other than Derivatives, comprises of Long Term and Short Term Borrowings,
Trade and Other Payables, and Financial Liabilities. 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, Cash and Cash Equivalents,

Statutory Reports
Other Bank Balances and other Financial Assets that derive directly from its operations.

The Company has an effective risk management framework to monitor the risks controls in key business processes. In order to
minimise any adverse effects on the bottom line, the Company takes various mitigation measures such as credit control, foreign
exchange forward contracts to hedge foreign currency risk exposures.

Derivatives are used exclusively for hedging purposes and not as trading or speculative instruments.

The Company has exposure to the following risks arising from financial instruments

Financial Statements
- Credit risk ;

- Liquidity risk ; and

- Market risk’

i. Credit Risk
Credit risk is the risk that counter party will not meet its obligation leading to a financial loss. The Company is exposed to
credit risk arising from its operating activities primarily from trade receivables and from financing activities primarily relating
to parking of surplus funds as Deposits with Banks. The Company considers probability of default upon initial recognition of
assets and whether there has been a significant increase in credit risk on an ongoing basis throughout the reporting period.’

The carrying amount of following Financial Assets represents the maximum credit exposure:

Financial instruments and cash deposit

Credit risk from balances with Banks is managed by the Company’s treasury department. Investments of surplus funds are
made only with approved counter parties 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.

Trade Receivables
The Sales Department has established a Credit Policy under which each new customer is analysed individually for
creditworthiness before the Company’s standard payment and delivery terms and conditions are offered. The Company’s
review includes external ratings, if they are available, and in some cases bank references. Sale limits are established for each
customer and reviewed periodically. Any sales exceeding those limits require approval from the Director(s).

Trade Receivables of the Company are typically unsecured, except to the extent of the security deposits received from the
customers or financial guarantees provided by the market organizers in the business. Credit risk is managed through credit
approvals and periodic monitoring of the creditworthiness of customers to which Company grants credit terms in the normal
course of business. The Company performs ongoing credit evaluations of its customers’ financial condition and monitors
the creditworthiness of its Customers to which it grants credit terms in the normal course of business. The allowance for
impairment of Trade receivables is created to the extent and as and when required, based upon the expected collectability
of accounts Receivables. The Company evaluates the concentration of risk with respect to trade receivables as low, as its
Customers are located in several jurisdictions and industries and operate in largely independent markets.

The Company measures the expected credit loss of trade receivables and loan from individual customers based on historical
trend, industry practices and the business environment in which the entity operates. Loss rates are based on actual credit
loss experience and past trends.

The maximum exposure to Credit Risk for Trade Receivables by geographic region are as follows:
(H In Lakhs)
Particulars 31st March 2024 31st March 2023
Domestic 10,105.55 11,015.20
Other Regions 33,234.36 43,048.04
Total 43,339.91 54,063.24

Annual Report 2023-24 161

Notes to the Standalone Financial Statements
for the year ended 31st March 2024

Note - 45 (Contd..)

Age of Receivables
(H In Lakhs)
Particulars 31st March 2024 31st March 2023
Neither due nor impaired 31,230.90 34,280.38
Past due 1–90 days 6,679.27 10,027.01
Past due 91–180 days 3,871.98 2,998.99
More than 180 days 1,557.76 6,756.86
Total 43,339.91 54,063.24

Management believes that the unimpaired amounts that are past due by more than 180 days are still collectible in full, based
on historical payment behaviour and extensive analysis of customer Credit Risk, including underlying customers’ credit
ratings if they are available.

Management estimates that the amount of provision of H1014.00 lakhs (31st March, 2023: H 972.70 lakhs) is appropriate

ii. Market Risk

Market risk is the risk that the fair value of future cash flows of a financial instrument will fluctuate because of changes
in market prices. Market risk comprises three types of risk: currency risk, interest rate risk, and other price risk such as
equity price risk. Financial instruments affected by market risk include loans and borrowings, deposits, FVTOCI, FVTPL and
amortised cost investments and derivative financial instruments.

Foreign Currency Risk

Foreign currency risk is the risk that the fair value or future cash flows of an exposure will fluctuate because of changes in
foreign exchange rates. The Company’s exposure to the risk of changes in foreign exchange rates relates primarily to the
Company’s operating activities (when revenue or expense is denominated in a foreign currency).

The Company manages its foreign currency risk by hedging transactions that are expected to occur within a maximum
12-month period for hedges of actual sales and purchases and 12-month period for foreign currency loans. When a derivative
is entered into for the purpose of being a hedge, the Company negotiates the terms of those derivatives to match the terms
of the hedged exposure. For hedges of forecast transactions the derivatives cover the period of exposure from the point
the cash flows of the transactions are forecasted up to the point of settlement of the resulting receivable or payable that is
denominated in the foreign currency.

Exposure to Currency Risk

The currency profile of financial assets and financial liabilities as at March 31, 2024 and March 31, 2023 are as below:
The Company’s exposure to foreign currency risk at the end of the reporting period expressed in H, are as follows
(H In Lakhs)
USD Euro CNY
31st March 2024
Particulars Denominated Denominated Denominated INR
Total
exposure exposure exposure
Financial Assets
Trade Receivables 43,339.91 29,678.38 2,867.60 414.39 10,379.54
Total 43,339.91 29,678.38 2,867.60 414.39 10,379.54
Financial Liabilities
Non current Borrowings 17,923.40 11,579.17 6,344.23 - -
Non Current Lease liabilities 14.97 - - - 14.97
Other Non Current Financial 1,225.55 - - - 1,225.55
Liabilities
Current Borrowings 42,044.52 5,145.22 20,710.57 - 16,188.73
Current Lease liabilities 171.64 - - - 171.64
Trade Payables 47,672.89 14,366.23 171.48 27.75 33,107.43
Other Current Financial Liabilities 4,896.97 94.45 89.48 - 4,713.04
Total 1,13,949.94 31,185.07 27,315.76 27.75 55,421.36

162 Annual Report 2023-24

Notes to the Standalone Financial Statements

Corporate Overview
for the year ended 31st March 2024

Note - 45 (Contd..)
(H In Lakhs)
USD Euro CNY
31st March 2023
Particulars Denominated Denominated Denominated INR
INR
exposure exposure exposure

Statutory Reports
Financial Assets
Trade Receivables 54,063.24 39,750.95 3,297.09 - 11,015.20
Total 54,063.24 39,750.95 3,297.09 - 11,015.20
Financial Liabilities
Non current Borrowings 27,377.11 16,723.33 10,653.78 - -
Non Current Lease liabilities 186.61 - - - 186.61
Other Non Current Financial 1,673.60 - - - 1,673.60

Financial Statements
Liabilities
Current Borrowings 41,890.63 4,694.89 28,663.14 - 8,532.60
Current Lease liabilities 157.70 - - - 157.70
Trade Payables 43,968.92 10,609.22 178.88 - 33,180.82
Other Current Financial Liabilities 8,465.35 83.06 66.69 - 8,315.60
Total 1,23,719.92 32,110.50 39,562.49 - 52,046.93

Forward Contracts outstanding as at reporting period

(H In Lakhs)
Particulars 31st March 2024 31st March 2023
Contract for buying foreign currency (USD) 327.70 1,684.41
Contract for buying foreign currency (EURO) 11,414.51 -

Unhedged Foreign Currency exposure as at reporting period

(H In Lakhs)
Particulars 31st March 2024 31st March 2023
Trade Receivables 10,786.82 24,363.77
Current Borrowings 6,689.42 23,927.22
Non current Borrowings 17,923.40 27,377.11

Sensitivity analysis
A reasonably possible strengthening (weakening) of the Indian Rupee against US dollars, Euro and CNY at March 31 would
have affected the measurement of financial instruments denominated in US dollars, Euro and CNY and affected equity and
profit or loss by the amounts shown below. This analysis assumes that all other variables, in particular interest rates, remain
constant and ignores any impact of forecast sales and purchases.

(H In Lakhs)
Profit or (Loss) Equity, net of tax
Effect in INR
Strengthening Weakening Strengthening Weakening
31st March 2024
5% movement
USD (91.72) 91.72 (68.64) 68.64
EUR (1,793.13) 1,793.13 (1,341.84) 1,341.84
CNY 19.33 (19.33) 14.47 (14.47)

(H In Lakhs)
Profit or (Loss) Equity, net of tax
Effect in INR
Strengthening Weakening Strengthening Weakening
31st March 2023
5% movement
USD 297.80 (297.80) 222.85 (222.85)
EUR (1,813.27) 1,813.27 (1,356.91) 1,356.91
CNY - - - -

Annual Report 2023-24 163

Notes to the Standalone Financial Statements
for the year ended 31st March 2024

Note - 45 (Contd..)
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 Long-term and Short term Debt Obligations with floating interest rates. The Company manages its interest rate
risk by having a balanced portfolio of fixed and variable rate loans and borrowings.

Exposure to Interest Rate Risk

Company’s Interest Rate Risk arises from Borrowings Obligations. Borrowings issued exposes to fair value interest rate
risk. The interest rate profile of the Company’s interest-bearing Financial Instruments as reported to the management of the
Company is as follows.
(H In Lakhs)
Variable-rate instruments 31st March 2024 31st March 2023
Non Current - Borrowings 17,923.40 27,377.11
Current - Borrowings 42,044.52 41,890.63
Total 59,967.92 69,267.74

Cash Flow sensitivity analysis for variable-rate instruments

A reasonably possible change of 100 basis points in interest rates at the reporting date would have increased /(decreased)
equity and profit or loss by the amounts shown below. This analysis assumes that all other variables, in particular foreign
currency exchange rates, remain constant.
(H In Lakhs)
Profit or (Loss) Equity, net of tax
Particulars
100 bp increase 100 bp decrease 100 bp increase 100 bp decrease
31st March 2024
Non Current - Borrowings (179.23) 179.23 (134.12) 134.12
Current - Borrowings (420.45) 420.45 (314.63) 314.63
Total (599.68) 599.68 (448.75) 448.75
31st March 2023
Non Current - Borrowings (273.77) 273.77 (204.87) 204.87
Current - Borrowings (418.91) 418.91 (313.48) 313.48
Total (692.68) 692.68 (518.34) 518.34

iii. Liquidity Risk

Liquidity risk is the risk that the Company will not be able to meet its financial obligations as they fall due. The Company’s
approach to managing liquidity is to ensure, as far as possible, that it will always have sufficient liquidity to meet its liabilities
when due, under both normal and stressed conditions, without incurring unacceptable losses or risking damage to the
Company’s reputation.

Exposure to Liquidity Risk

The Company manages liquidity risk by maintaining adequate reserves, by continuously monitoring forecast and actual cash
flows and matching the maturity profiles of the financial assets and liabilities. The table below summarises the remaining
contractual maturities of financial liabilities at the reporting date. The amounts are gross and undiscounted, and include
estimated interest payments and exclude the impact of netting agreements.
(H In Lakhs)
Contractual cash flows
Carrying
31st March 2024 1 Year or More than
amount Total 1-2 years 2-5 years
Less 5 years
Derivative Contracts
(Refer Note 21 and 26)
AXIS Bank Limited 792.57 792.57 243.84 243.81 304.92 -
Indusind Bank Limited 938.55 938.55 288.81 288.77 360.97 -

164 Annual Report 2023-24

Notes to the Standalone Financial Statements

Corporate Overview
for the year ended 31st March 2024

Note - 45 (Contd..)

(H In Lakhs)
Contractual cash flows
Carrying
31st March 2024 1 Year or More than

Statutory Reports
amount Total 1-2 years 2-5 years
Less 5 years
Forward Contract 18.44 18.44 18.44
Non-Derivative Financial Liabilities
(Refer Note 19)
Rupee Term Loans from Banks
AXIS Bank Limited 9,709.98 9,709.98 2,987.02 2,987.01 3,735.95 -
Indusind Bank Limited 11,690.68 11,690.68 3,597.00 3,597.00 4,496.68 -

Financial Statements
Total 21,400.66 21,400.66 6,584.02 6,584.01 8,232.63 -
Foreign Currency Term Loans from
banks
SBI Bank Limited 3,675.92 3,675.92 2,449.60 1,226.32 - -
AXIS Bank Limited 872.85 872.85 872.85 - - -
Kotak Mahindra Bank Ltd 1,456.90 1,456.90 1,456.90 -
South Indian Bank Limited 4,387.69 4,387.69 2,507.25 1,880.44
Total 10,393.36 10,393.36 7,286.60 3,106.76 - -
Working Capital loans from banks 28,173.90 28,173.90 28,173.90 - - -
(Refer Note 24)
Trade Payables (Refer Note 25) 47,672.89 47,672.89 47,672.89 - - -

(H In Lakhs)
Contractual cash flows
Carrying
31st March 2023 1 Year or More than
amount Total 1-2 years 2-5 years
Less 5 years
Derivative Contracts (Refer Note 21
and 26)
AXIS Bank Limited 913.46 913.46 214.89 212.95 485.62 -
Indusind Bank Limited 1,159.46 1,159.46 227.05 286.29 646.12 -
Non-Derivative Financial Liabilities
(Refer Note 19)
Rupee Term Loans from Banks
AXIS Bank Limited 12,696.95 12,696.95 2,987.01 2,959.94 6,750.00 -
Indusind Bank Limited 14,535.46 14,535.46 2,846.46 3,589.00 8,100.00 -
Total 27,232.41 27,232.41 5,833.47 6,548.94 14,850.00 -
Foreign Currency Term Loans from
banks
SBI Bank Limited 6,097.22 6,097.22 2,437.61 2,434.28 1,225.33 -
AXIS Bank Limited 2,596.39 2,596.39 1,727.73 868.66 -
Kotak Mahindra Bank Ltd 4,349.72 4,349.72 2,899.81 1,449.91
Total 13,043.33 13,043.33 7,065.15 4,752.85 1,225.33 -
Working Capital loans from banks 28,992.00 28,992.00 28,992.00 - - -
(Refer Note 24)
Trade Payables (Refer Note 25) 43,968.92 43,968.92 43,968.92 - - -

Annual Report 2023-24 165

Notes to the Standalone Financial Statements
for the year ended 31st March 2024

Note - 45 (Contd..)
The gross inflows/(outflows) disclosed in the above table represent the contractual undiscounted cash flows relating to
derivative financial liabilities held for risk management purposes and which are not usually closed out before contractual
maturity. The disclosure shows net cash flow amounts for derivatives that are net cash-settled and gross cash inflow and
outflow amounts for derivatives that have simultaneous gross cash settlement

Excessive risk concentration

Concentrations arise when a number of counterparties are engaged in similar business activities, or activities in the same
geographical region, or have economic features that would cause their ability to meet contractual obligations to be similarly
affected by changes in economic, political or other conditions. Concentrations indicate the relative sensitivity of the Company’s
performance to developments affecting a particular industry

In order to avoid excessive concentrations of risk, the policies and procedures include specific guidelines to focus on the
maintenance of a diversified portfolio. Identified concentrations of credit risks are controlled and managed accordingly.
Selective hedging is used within the company to manage risk concentrations at both the relationship and industry levels

46 : Leases
The Company has lease contracts for HO premise. Leases of HO premise is having lease terms of 9 years. The Company’s
obligations under its leases are secured by the lessor’s title to the leased assets. The Company is restricted from assigning and
subleasing the leased assets and some contracts require the Company to maintain premises in good state. The lease contract
include extension and termination options as mention below.

The Company also has certain premises and assets with lease terms of 12 months or less. The Company applies the ‘short-term
lease’ recognition exemptions for this lease.

Terms of Cancellation and Escalation and Extention

The Leases are cancellable by giving three month notice by either parties and these carries an escalation of 15% after every 3
years Lease term can be extended mutually by lessor and lessee as per the terms of the agreement.

(A) Leases as lessee

(i) The movement in Lease liabilities during the year
(H In Lakhs)
Particulars 31st March 2024 31st March 2023
Opening Balance 344.31 487.25
Additions during the year - -
Finance costs incurred during the year 23.22 36.01
Payments of Lease Liabilities 180.92 178.95
Closing Balance 186.61 344.31

(ii) The carrying value of the Rights-of-use and depreciation charged during the year :
(H In Lakhs)
Particulars 31st March 2024 31st March 2023
Opening Balance 4,403.04 4,585.99
Additions during the year - -
Depreciation charged during the year (182.95) (182.95)
Closing Balance 4,220.09 4,403.04

(iii) Amount Recognised in Statement of Profit & Loss Account during the Year
(H In Lakhs)
For the year ended For the year ended
Particulars
31st March 2024 31st March 2023
Depreciation expense of right-of-use assets 182.95 182.95
Interest expense on lease liabilities 23.22 36.01
Expense relating to short-term leases (included in other expenses) 90.42 114.71
Total Expenses 296.59 333.67

166 Annual Report 2023-24

Notes to the Standalone Financial Statements

Corporate Overview
for the year ended 31st March 2024

Note - 46 (Contd..)
(iv) Amounts recognised in statement of cash flows
(H In Lakhs)
For the year ended For the year ended
Particulars

Statutory Reports
31st March 2024 31st March 2023
Total Cash outflow for Leases 180.92 178.95

(v) Maturity analysis of lease liabilities

(H In Lakhs)
Particulars 31st March 2024 31st March 2023
Maturity Analysis of contractual undiscounted cash flows
Less than one year 180.92 180.92

Financial Statements
One to five years 15.08 195.99
More than five years - -
Total undiscounted Lease Liability 196.00 376.91

(vi) Balances of Lease Liabilities

(H In Lakhs)
Particulars 31st March 2024 31st March 2023
Non Current Lease Liability 14.97 186.61
Current Lease Liability 171.64 157.70
Total Lease Liability 186.61 344.31

47 Ratios
(H In Lakhs)
31st 31st
% Reason for variance above
Ratio Numerator Denominator March March
change 25% year on year
2024 2023
Current Ratio Current Assets Current 1.12 1.44 -22.22% No major variance
Liabilities
Debt-Equity Ratio Current Borrowings + Non Shareholder's 0.38 0.42 -8.55% No major variance
Current Borrowings + Lease Equity
Liabilities
Debt Service "Earnings for debt Debt service 0.14 0.77 -81.92% There is a decrease in Debt
Coverage Ratio service = Net profit after = Interest service coverage ratio due
taxes + Non-cash operating & Lease to decrease in profitablity
expenses + Interest & Lease Payments because of decrease in
payment + Other adjustment + Principal sales.
like loss on sale of Assets" Repayments
Return on Equity Net Profits after taxes Average -3.51% 16.17% -121.72% There is a decrease in
Ratio Shareholder’s return on equity ratio on
Equity account of decrease in Net
profit for the year.
Inventory Revenue from Operation Average 2.80 4.10 -31.71% There is a decrease in
Turnover Ratio Inventory inventory turnover ratio due
to decrease in revenue.
Trade Revenue from Operation Average 3.16 4.72 -32.99% There is a decrease in Trade
Receivables Trade Receivables Turnover ratio
Turnover Ratio Receivable due to decrease in revenue.
Trade Payables Total Purchases Average 2.06 3.15 -34.54% There is a decrease in Trade
Turnover Ratio Trade Payables Turnover ratio due
Payables to decrease in purchase

Annual Report 2023-24 167

Notes to the Standalone Financial Statements
for the year ended 31st March 2024

Note - 47 (Contd..)

(H In Lakhs)
31st 31st
% Reason for variance above
Ratio Numerator Denominator March March
change 25% year on year
2024 2023
Net Capital Revenue from Operation Working 13.23 5.97 121.58% There is a increase in Net
Turnover Ratio capital = Capital Turnover Ratio due
Current to decrease in revenue.
assets –
Current
liabilities
Net Profit Ratio Net Profit Revenue from -3.67% 9.79% -137.51% There is a decrease in Net
Operation Profit Ratio due to decrease
in profitablity.
Return on Capital Earnings before interest and "Capital -1.80% 14.24% -112.62% There is a decrease in
Employed taxes Employed = return on capital employed
Tangible Net on account of decrease
Worth + in Net profit for the year
Total Debt and increase in capital
+ Lease employed.
Liability +
Deferred Tax
Liability"
Return on Interest (Finance Income) Average of 2.5% 3.9% -36.05% There is decrease in the
Investment Investment in return on investment on
Subsidiary & account of decrease in
Bank Deposit interest income and Net
gain on Investment in
Mutual Funds and increase
in average investments.

48 - Capital Management
Capital includes equity attributable to the equity holders to ensure that it maintains an efficient capital structure and healthy
capital ratios in order to support its business and maximise shareholder value. The Company manages its capital structure and
makes adjustments to it, in light of changes in economic conditions or its business requirements. To maintain or adjust the capital
structure, the Company may adjust the dividend payment to shareholders, return capital to shareholders or issue new shares. No
changes were made in the objectives, policies or processes during the year ended March 31, 2024 and March 31, 2023.

The Company monitors capital using a ratio of ‘Adjusted Net Debt’ to ‘Adjusted Equity’. For this purpose, adjusted net debt is
defined as total Liabilities, comprising Interest-bearing Loans and Borrowings less Cash and Cash Equivalents. Adjusted Equity
Comprises all components of Equity.
(H In Lakhs)
Particulars 31st March 2024 31st March 2023
Total Interest bearing liabilities 59,967.92 69,267.74
Less : Cash and cash equivalents 1,412.78 2,758.61
Adjusted net debt 58,555.14 66,509.13
Total equity 1,56,481.16 1,65,600.32
Adjusted net debt to total equity ratio 0.37 0.40

168 Annual Report 2023-24

Notes to the Standalone Financial Statements

Corporate Overview
for the year ended 31st March 2024

49 Loan to Subsidiary
During the year ended 31 March 2023 the company had given unsecured loan amounting to H 582.80 lakhs to Meghmani Crop
Nutrition Limited (formerly known as Meghmani Synthesis Limited) for the purpose of setting up of Nano Urea (Liquid) Fertiliser
plant as per the agreement dated January 21, 2023. As per the terms of agreement, the loan carried an interest rate of 9.75% p.a.
and had a tenure of 11 months.The Loan has been repaid in full during the year ended 31st March 2024.

Statutory Reports
50 Other Disclosures
(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 Benami Transactions (Prohibition) Act, 1988 and rules made thereunder.

(ii) The Company do not have any transactions with companies struck off. under section 248 of Companies Act, 2013 or section
560 of Companies Act, 1956.

Financial Statements
(iii) The Company do not have any charges or satisfaction which is yet to be registered with ROC beyond the statutory period,

(iv) The Company has not traded or invested in Crypto currency or Virtual Currency during the financial year.

(v) The Company has not advanced or loaned or invested funds to any other person(s) or entity(ies), including foreign entities
(Intermediaries) with the understanding that the Intermediary shall:

(a) directly or indirectly lend or invest in other persons or entities identified in any manner whatsoever by or on behalf of the
company (Ultimate Beneficiaries) or

(b) provide any guarantee, security or the like to or on behalf of the Ultimate Beneficiaries

(vi) The Company have not received any fund from any person(s) or entity(ies), including foreign entities (Funding Party) with the
understanding (whether recorded in writing or otherwise) that the Group 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

(vii) The Company does not have 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

(viii) The Company uses an accounting software for maintaining its books of account which has a feature of recording audit trail
(edit log) facility and the same has operated throughout the year for all relevant transactions recorded in the accounting
software, except that audit trail feature is not enabled for certain changes made using privileged access rights to the SAP
application and the underlying HANA database. Further, no instance of audit trail feature being tampered with was noted
in respect of the accounting software. Presently, the log has been activated at the application and the privileged access to
HANA database continues to be restricted to limited set of users who necessarily require this access for maintenance and
administration of the database.

51 Composite Scheme of Arrangement.

a) Pursuant to the Composite Scheme of Arrangement (""the Scheme"") approved by NCLT Ahmedabad Bench vide its order
dated 03 May 2021 (the ""Order"") the Agrochemicals and Pigments Division of Meghmani Organics Limited (MOL) along with
its investment in Optionally Convertible Redeemable Preference Shares (“OCRPS”) of Meghmani Finechem Limited (MFL)
got demerged into the Company. Pursuant to the Scheme, the Company filed Information Memorandum with National Stock
Exchange (NSE) and Bombay Stock Exchange (BSE) and further filed the same with SEBI for the approval. The company
received final approval from SEBI on July 30, 2021 pursuant to which it was listed with NSE and BSE on August 18,2021.

(b) Pursuant to the Scheme and on receipt of certificate of incorporation for change of name from the registrar of companies,
Ahmedabad, Gujarat, the name of the Company has been changed from ""Meghmani Organochem Limited"" to ""Meghmani
Organics Limited"" with effect from August 3, 2021.

Annual Report 2023-24 169

Notes to the Standalone Financial Statements
for the year ended 31st March 2024

52 Events occurred after the Balance Sheet date

The Company evaluates events and transactions that occur subsequent to the balance sheet date but prior to approval of financial
statement to determine the necessity for recognition and/or reporting of any of these events and transactions in the financial
statements. As of 10th May 2024 there were no material subsequent events to be recognized or reported.

53 Previous period figures have been regrouped / reclassified wherever necessary to make them comparable with those of
the current year.

AS PER OUR REPORT OF EVEN DATE For And on Behalf of The Board of Directors of
Meghmani Organics Limited
(CIN-L24299GJ2019PLC110321)

FOR S R B C & CO LLP

Chartered Accountants
ICAI Firm Regn. No. 324982E / E300003 Ankit N Patel - Chairman and Managing Director
(DIN - 02180007)

per Sukrut Mehta G S Chahal Karana R Patel - Executive Director

Partner Chief Financial Officer (DIN - 01727321)
Membership No : 101974

Jayesh R Patel Darshan A Patel - Executive Director

Company Secretary (DIN - 02047676)

Place : Ahmedabad Place : Ahmedabad

Date : 11th May 2024 Date : 11th May 2024

170 Annual Report 2023-24

 Consolidated
Financial
Statements

H
Independent Auditor’s Report
To the Members of Meghmani Organics Limited (formerly known as Meghmani Organochem Limited)

Report on the Audit of the Consolidated Financial the ‘Auditor’s Responsibilities for the Audit of the Consolidated
Statements Financial Statements’ section of our report. We are independent
of the Group in accordance with the ‘Code of Ethics’ issued by
Opinion
the Institute of Chartered Accountants of India together with
We have audited the accompanying consolidated financial the ethical requirements that are relevant to our audit of the
statements of Meghmani Organics Limited (hereinafter consolidated financial statements under the provisions of the
referred to as “the Holding Company”) and its subsidiaries Act and the Rules thereunder, and we have fulfilled our other
(the Holding Company and its subsidiaries together referred ethical responsibilities in accordance with these requirements
to as “the Group”) comprising of the consolidated Balance and the Code of Ethics. We believe that the audit evidence we
sheet as at March 31 2024, the consolidated Statement of have obtained is sufficient and appropriate to provide a basis
Profit and Loss, including other comprehensive income, the for our audit opinion on the consolidated financial statements.
consolidated Cash Flow Statement and the consolidated
Statement of Changes in Equity for the year then ended, and
notes to the consolidated financial statements, including a
Key Audit Matters
summary of material accounting policies and other explanatory Key audit matters are those matters that, in our professional
information (hereinafter referred to as “the consolidated judgment, were of most significance in our audit of the
financial statements”). consolidated financial statements for the financial year ended
March 31, 2024. These matters were addressed in the context
In our opinion and to the best of our information and according of our audit of the consolidated financial statements as a whole,
to the explanations given to us and based on the consideration and in forming our opinion thereon, and we do not provide a
of reports of other auditor on separate financial statements and separate opinion on these matters. For each matter below, our
on the other financial information of the subsidiary, the aforesaid description of how our audit addressed the matter is provided
consolidated financial statements give the information required in that context.
by the Companies Act, 2013, as amended (“the Act”) in the
manner so required and give a true and fair view in conformity We have determined the matters described below to be
with the accounting principles generally accepted in India, of the key audit matters to be communicated in our report. We
the consolidated state of affairs of the Group as at March 31, have fulfilled the responsibilities described in the Auditor’s
2024, their consolidated loss including other comprehensive responsibilities for the audit of the consolidated financial
income, their consolidated cash flows and the consolidated statements section of our report, including in relation to these
statement of changes in equity for the year ended on that date. matters. Accordingly, our audit included the performance of
procedures designed to respond to our assessment of the
Basis for Opinion risks of material misstatement of the consolidated financial
We conducted our audit of the consolidated financial statements. The results of audit procedures performed by
statements in accordance with the Standards on Auditing us , including those procedures performed to address the
(SAs), as specified under section 143(10) of the Act. Our matters below, provide the basis for our audit opinion on the
responsibilities under those Standards are further described in accompanying consolidated financial statements.

Key audit matters How our audit addressed the key audit matter
Revenue recognition (as described in Note 2 of the consolidated financial statements)
The Group majorly operates in two segments viz: Agro Our audit procedures included the following:
Chemicals and Pigment. The Group recognises revenue from We obtained an understanding, evaluated the design,
sales of goods in accordance with the requirements of Ind and tested the operating effectiveness of the controls
AS 115, Revenue from Contracts with Customers, measured related to revenue recognition, including the timing of
at fair value of the consideration received or receivable in the revenue recognition.
ordinary course of its activities. Revenue from sale of goods is
recognised net of discounts, rebates and taxes. We tested sample of transactions on cut-off dates (either
Certain terms in sales arrangements relating to timing for transfer side of year-end) and assessed that revenue had been
of control to the customer and delivery specifications including recognised in the appropriate accounting period.
incoterms, involves significant judgment in determining whether
We checked the Group’s adherence to their revenue
the revenue is recognised in the correct period.
recognition policies and assessed that these policies are
in accordance with Ind AS 115 ‘Revenue from Contracts
with Customers’.

Assessed the relevant disclosures in the

Consolidated Financial Statements for compliance with
disclosure requirements

172 Annual Report 2023-24

Information Other than the Consolidated Financial Auditor’s Responsibilities for the Audit of the

Corporate Overview
Statements and Auditor’s Report Thereon Consolidated Financial Statements
The Holding Company’s Board of Directors is responsible Our objectives are to obtain reasonable assurance about
for the other information. The other information comprises whether the consolidated financial statements as a whole
the information included in the Annual report, but does not are free from material misstatement, whether due to fraud
include the consolidated financial statements and our auditor’s or error, and to issue an auditor’s report that includes our
report thereon. opinion. Reasonable assurance is a high level of assurance,
but is not a guarantee that an audit conducted in accordance
Our opinion on the consolidated financial statements does not
with SAs will always detect a material misstatement when it
cover the other information and we do not express any form of
exists. Misstatements can arise from fraud or error and are

Statutory Reports
assurance conclusion thereon.
considered material if, individually or in the aggregate, they
In connection with our audit of the consolidated financial could reasonably be expected to influence the economic
statements, our responsibility is to read the other information decisions of users taken on the basis of these consolidated
and, in doing so, consider whether such other information financial statements.
is materially inconsistent with the consolidated financial
As part of an audit in accordance with SAs, we exercise
statements or our knowledge obtained in the audit or otherwise
professional judgment and maintain professional skepticism
appears to be materially misstated. If, based on the work
throughout the audit. We also:

Financial Statements
we have performed, we conclude that there is a material
misstatement of this other information, we are required to Identify and assess the risks of material misstatement
report that fact. We have nothing to report in this regard. of the consolidated financial statements, whether due
to fraud or error, design and perform audit procedures
Responsibilities of Management for the responsive to those risks, and obtain audit evidence that
Consolidated Financial Statements is sufficient and appropriate to provide a basis for our
opinion. The risk of not detecting a material misstatement
The Holding Company’s Board of Directors is responsible
resulting from fraud is higher than for one resulting from
for the preparation and presentation of these consolidated
error, as fraud may involve collusion, forgery, intentional
financial statements in terms of the requirements of the Act
that give a true and fair view of the consolidated financial omissions, misrepresentations, or the override of
position, consolidated financial performance including internal control.
other comprehensive income, consolidated cash flows and
Obtain an understanding of internal control relevant to
consolidated statement of changes in equity of the Group in
the audit in order to design audit procedures that are
accordance with the accounting principles generally accepted
appropriate in the circumstances. Under section 143(3)
in India, including the Indian Accounting Standards (Ind AS)
(i) of the Act, we are also responsible for expressing our
specified under section 133 of the Act read with the Companies
opinion on whether the Holding Company has adequate
(Indian Accounting Standards) Rules, 2015, as amended. The
internal financial controls with reference to consolidated
respective Board of Directors of the companies included in the
financial statements in place and the operating
Group are responsible for maintenance of adequate accounting
effectiveness of such controls.
records in accordance with the provisions of the Act for
safeguarding of the assets of their respective companies and Evaluate the appropriateness of accounting policies
for preventing and detecting frauds and other irregularities; used and the reasonableness of accounting estimates
selection and application of appropriate accounting policies; and related disclosures made by management.
making judgments and estimates that are reasonable and
prudent; and the design, implementation and maintenance Conclude on the appropriateness of management’s use
of adequate internal financial controls, that were operating of the going concern basis of accounting and, based
effectively for ensuring the accuracy and completeness on the audit evidence obtained, whether a material
of the accounting records, relevant to the preparation and uncertainty exists related to events or conditions that
presentation of the consolidated financial statements that give may cast significant doubt on the ability of the Group
a true and fair view and are free from material misstatement, to continue as a going concern. If we conclude that a
whether due to fraud or error, which have been used for the material uncertainty exists, we are required to draw
purpose of preparation of the consolidated financial statements attention in our auditor’s report to the related disclosures
by the Directors of the Holding Company, as aforesaid. in the consolidated financial statements or, if such
disclosures are inadequate, to modify our opinion. Our
In preparing the consolidated financial statements, the
conclusions are based on the audit evidence obtained up
respective Board of Directors of the companies included
to the date of our auditor’s report. However, future events
in the Group are responsible for assessing the ability of
or conditions may cause the Group to cease to continue
their respective companies to continue as a going concern,
as a going concern.
disclosing, as applicable, matters related to going concern
and using the going concern basis of accounting unless Evaluate the overall presentation, structure and content
management either intends to liquidate the Group or to cease of the consolidated financial statements, including the
operations, or has no realistic alternative but to do so. disclosures, and whether the consolidated financial
statements represent the underlying transactions and
Those respective Board of Directors of the companies included
events in a manner that achieves fair presentation.
in the Group are also responsible for overseeing the financial
reporting process of their respective companies.

Annual Report 2023-24 173

 Obtain sufficient appropriate audit evidence regarding the generally accepted auditing standards applicable in
financial information of the entities or business activities their respective countries. The Holding Company’s
within the Group of which we are the independent management has converted the financial statements of
auditors, to express an opinion on the consolidated such subsidiary located outside India from accounting
financial statements. We are responsible for the direction, principles generally accepted in their respective countries
supervision and performance of the audit of the financial to accounting principles generally accepted in India. We
statements of such entities included in the consolidated have audited these conversion adjustments made by the
financial statements of which we are the independent Holding Company’s management. Our opinion in so far
auditors. For the other entity included in the consolidated as it relates to the balances and affairs of such subsidiary
financial statements, which have been audited by other located outside India is based on the report of other
auditor, such other auditor remain responsible for the auditors and the conversion adjustments prepared by the
direction, supervision and performance of the review management of the Holding Company and audited by us.
carried out by them. We remain solely responsible for
our audit opinion. (b) The accompanying consolidated financial statements
include unaudited financial statements and other
We communicate with those charged with governance of unaudited financial information in respect of two
the Holding Company and such other entities included in subsidiaries, whose financial statements and other
the consolidated financial statements of which we are the financial information reflect total assets of HNIL as at
independent auditors regarding, among other matters, the March 31, 2024, and total revenues of HNIL and net
planned scope and timing of the audit and significant audit cash outflows of H0.93 lakhs for the year ended on that
findings, including any significant deficiencies in internal date. These unaudited financial statements and other
control that we identify during our audit. unaudited financial information have been furnished to
us by the management. Our opinion, in so far as it relates
We also provide those charged with governance with a amounts and disclosures included in respect of these
statement that we have complied with relevant ethical subsidiaries, and our report in terms of sub-sections (3) of
requirements regarding independence, and to communicate Section 143 of the Act in so far as it relates to the aforesaid
with them all relationships and other matters that may subsidiaries, is based solely on such unaudited financial
reasonably be thought to bear on our independence, and statements and other unaudited financial information.
where applicable, related safeguards. In our opinion and according to the information and
explanations given to us by the Management, these
From the matters communicated with those charged with
financial statements and other financial information are
governance, we determine those matters that were of most
not material to the Group.
significance in the audit of the consolidated financial statements
for the financial year ended March 31, 2024 and are therefore Our opinion above on the consolidated financial
the key audit matters. We describe these matters in our auditor’s statements is not modified in respect of the above
report unless law or regulation precludes public disclosure matters with respect to our reliance on the work done
about the matter or when, in extremely rare circumstances, and the reports of the other auditors and the financial
we determine that a matter should not be communicated in statements and other financial information certified by
our report because the adverse consequences of doing so the Management.
would reasonably be expected to outweigh the public interest
benefits of such communication.
Report on Other Legal and Regulatory
Requirements
Other Matter
1. As required by the Companies (Auditor’s Report) Order,
(a) We did not audit the financial statements and other 2020 (“the Order”), issued by the Central Government
financial information, in respect of one subsidiary, whose of India in terms of sub-section (11) of section 143 of
financial statements include total assets of H1,790.70 the Act, based on our audit, we give in the “Annexure
lakhs as at March 31, 2024, and total revenues of 1” a statement on the matters specified in paragraph
H3,985.46 lakhs and net cash outflows of H16.82 lakhs for 3(xxi) of the Order.
the year ended on that date. These financial statement
and other financial information have been audited by 2. As required by Section 143(3) of the Act, based on our
other auditor, which financial statements, other financial audit, we report, to the extent applicable, that:
information and auditor’s report have been furnished to
us by the management. Our opinion on the consolidated (a) We have sought and obtained all the information and
financial statements, in so far as it relates to the amounts explanations which to the best of our knowledge and
and disclosures included in respect of this subsidiary, belief were necessary for the purposes of our audit
and our report in terms of sub-sections (3) of Section 143 of the aforesaid consolidated financial statements;
of the Act, in so far as it relates to the aforesaid subsidiary,
(b) In our opinion, proper books of account as
is based solely on the report of such other auditor.
required by law relating to preparation of the
The subsidiary is located outside India whose financial aforesaid consolidation of the financial statements
statements and other financial information have been have been kept so far as it appears from our
prepared in accordance with accounting principles examination of those books except for the matters
generally accepted in their respective countries and stated in the paragraph (i)(vi) below on reporting
which have been audited by other auditors under under Rule 11(g);

174 Annual Report 2023-24

 (c) The Consolidated Balance Sheet, the Consolidated term contracts including derivative contracts

Corporate Overview
Statement of Profit and Loss including the Statement – Refer Note 44 to the consolidated financial
of Other Comprehensive Income, the Consolidated statements in respect of such items as it
Cash Flow Statement and Consolidated Statement relates to the Group
of Changes in Equity dealt with by this Report are
in agreement with the books of account maintained iii. There has been no delay in transferring
for the purpose of preparation of the consolidated amounts, required to be transferred, to the
financial statements; Investor Education and Protection Fund by
the Holding Company, during the year ended
(d) In our opinion, the aforesaid consolidated financial March 31, 2024. There were no amounts

Statutory Reports
statements comply with the Accounting Standards which were required to be transferred to the
specified under Section 133 of the Act, read with Investor Education and Protection Fund by its
Companies (Indian Accounting Standards) Rules, subsidiaries incorporated in India during the
2015, as amended; year ended March 31, 2024;

(e) On the basis of the written representations received iv. a) The respective managements of the
from the directors of the Holding Company and Holding Company and its subsidiaries
subsidiary companies as on March 31, 2024 taken which are companies incorporated in India
on record by the respective Board of Directors of whose financial statements have been

Financial Statements
the Holding Company and subsidiary companies, audited under the Act have represented
none of the directors of the Group’s companies, to us that, to the best of its knowledge
incorporated in India, is disqualified as on March and belief, as disclosed in the note 48 to
31, 2024 from being appointed as a director in the consolidated financial statements, no
terms of Section 164 (2) of the Act; funds have been advanced or loaned or
invested (either from borrowed funds or
(f) With respect to the adequacy of the internal share premium or any other sources or
financial controls with reference to consolidated kind of funds) by the Holding Company
financial statements of the Holding Company and or any of such subsidiaries to or in any
its subsidiary companies incorporated in India, and other persons or entities, including
the operating effectiveness of such controls, refer to foreign entities (“Intermediaries”), with
our separate Report in “Annexure 2” to this report the understanding, whether recorded in
writing or otherwise, that the Intermediary
(g) In our opinion, the managerial remuneration for the
shall, whether, directly or indirectly lend
year ended March 31, 2024 has been paid / provided
or invest in other persons or entities
by the Holding Company and subsidiary companies
identified in any manner whatsoever by
to their directors in accordance with the provisions
or on behalf of the respective Holding
of section 197 read with Schedule V to the Act;
Company or any of such subsidiaries
(h) The modification relating to the maintenance of (“Ultimate Beneficiaries”) or provide any
accounts and other matters connected therewith are guarantee, security or the like on behalf of
as stated in the paragraph (b) above on reporting the Ultimate Beneficiaries;
under Section 143(3)(b) and paragraph (i)(vi) below
b) The respective managements of the
on reporting under Rule 11(g).
Holding Company and its subsidiaries
(i) With respect to the other matters to be included in which are companies incorporated
the Auditor’s Report in accordance with Rule 11 of in India whose financial statements
the Companies (Audit and Auditors) Rules, 2014, have been audited under the Act have
as amended, in our opinion and to the best of our represented to us that, to the best of its
information and according to the explanations given knowledge and belief, as disclosed in
to us and based on the consideration of separate the note 48 to the consolidated financial
financial statements as also the other financial statements, no funds have been received
information of the subsidiaries, as noted in the by the respective Holding Company
‘Other matter’ paragraph or any of such subsidiaries from any
persons or entities, including foreign
i. The consolidated financial statements entities (“Funding Parties”), with the
disclose the impact of pending litigations understanding, whether recorded in
on its consolidated financial position of writing or otherwise, that the Holding
the Group in its consolidated financial Company or any of such subsidiaries
statements – Refer Note 41 to the consolidated shall, whether, directly or indirectly, lend
financial statements; or invest in other persons or entities
identified in any manner whatsoever
ii. Provision has been made in the consolidated
by or on behalf of the Funding Party
financial statements, as required under the
(“Ultimate Beneficiaries”) or provide any
applicable law or accounting standards, for
guarantee, security or the like on behalf
material foreseeable losses, if any, on long-
of the Ultimate Beneficiaries; and

Annual Report 2023-24 175

 c) Based on the audit procedures that operated throughout the year for all relevant
have been considered reasonable transactions recorded in the software except
and appropriate in the circumstances that, audit trail feature is not enabled for certain
performed by us which are companies changes made using privileged access
incorporated in India whose financial rights, as described in note 49 to the financial
statements have been audited under statements. Further, during the course of our
the Act, nothing has come to our or audit we did not come across any instance
other auditor’s notice that has caused us of audit trail feature being tampered with in
or the other auditors to believe that the respect of the accounting software.
representations under sub-clause (a) and
(b) contain any material mis-statement.
For S R B C & CO LLP
v) The final dividend paid by the Holding Chartered Accountants
Company during the year in respect of the ICAI Firm Registration Number: 324982E/E300003
same declared for the previous year is in
accordance with section 123 of the Act to the
extent it applies to payment of dividend. per Sukrut Mehta
Partner
vi) Based on our examination which included Membership Number: 101974
test checks, the Holding Company and UDIN: 24101974BKERSY7867
subsidiaries incorporated in India has used
accounting software for maintaining its books Place of Signature: Ahmedabad
of account which has a feature of recording Date: May 11, 2024
audit trail (edit log) facility and the same has

176 Annual Report 2023-24

Annexure 1

Corporate Overview
to the Independent Auditor’s report of even date on the consolidated Financial statements of Meghmani Organics Limited

Qualifications or adverse remarks by the respective auditors in the Companies (Auditors Report) Order (CARO) reports of the
companies included in the consolidated financial statements are:

(H In Lakhs)
Holding company/ Clause number of

Statutory Reports
subsidiary/ the CARO report
S.No Name CIN
associate/ joint which is qualified
venture or is adverse
1 Kilburn Chemicals Limited U24117GJ1990PLC135801 Subsidiary xvii

2 Meghmani Crop Nutrition Limited U24110GJ2021PLC119809 Subsidiary xvii

(formerly known as Meghmani Synthesis
Limited)

Financial Statements
For S R B C & CO LLP
Chartered Accountants
ICAI Firm Registration Number: 324982E/E300003

per Sukrut Mehta

Partner
Membership Number: 101974
UDIN: 24101974BKERSY7867

Place of Signature: Ahmedabad

Date: May 11, 2024

Annual Report 2023-24 177

Annexure 2
to the Independent Auditor’s Report of even date on the Consolidated Financial Statements of Meghmani Organics Limited

Report on the Internal Financial Controls under Our audit involves performing procedures to obtain audit
Clause (i) of Sub-section 3 of Section 143 of the evidence about the adequacy of the internal financial controls
Companies Act, 2013 (“the Act”) with reference to consolidated financial statements and their
operating effectiveness. Our audit of internal financial controls
In conjunction with our audit of the consolidated financial with reference to consolidated financial statements included
statements of Meghmani Organics Limited (hereinafter referred obtaining an understanding of internal financial controls with
to as the “Holding Company”) as of and for the year ended reference to consolidated financial statements, assessing the
March 31, 2024, we have audited the internal financial controls risk that a material weakness exists, and testing and evaluating
with reference to consolidated financial statements of the the design and operating effectiveness of internal control
Holding Company and its subsidiary (the Holding Company based on the assessed risk. The procedures selected depend
and its subsidiary together referred to as “the Group”), which on the auditor’s judgement, including the assessment of the
are companies incorporated in India, as of that date. risks of material misstatement of the financial statements,
whether due to fraud or error.
Management’s Responsibility for Internal
We believe that the audit evidence we have obtained is
Financial Controls
sufficient and appropriate to provide a basis for our audit
The respective Board of Directors of the companies included opinion on the internal financial controls with reference to
in the Group, which are companies incorporated in India, are consolidated financial statements.
responsible for establishing and maintaining internal financial
controls based on the internal control over financial reporting
criteria established by the Holding Company considering the Meaning of Internal Financial Controls With
essential components of internal control stated in the Guidance Reference to Consolidated Financial Statements
Note on Audit of Internal Financial Controls Over Financial A company's internal financial control with reference to
Reporting issued by the Institute of Chartered Accountants consolidated financial statements is a process designed to
of India (ICAI). These responsibilities include the design, provide reasonable assurance regarding the reliability of
implementation and maintenance of adequate internal financial financial reporting and the preparation of financial statements
controls that were operating effectively for ensuring the orderly for external purposes in accordance with generally accepted
and efficient conduct of its business, including adherence accounting principles. A company's internal financial
to the respective company’s policies, the safeguarding of its control with reference to consolidated financial statements
assets, the prevention and detection of frauds and errors, includes those policies and procedures that (1) pertain to the
the accuracy and completeness of the accounting records, maintenance of records that, in reasonable detail, accurately
and the timely preparation of reliable financial information, as and fairly reflect the transactions and dispositions of the
required under the Companies Act, 2013. assets of the company; (2) provide reasonable assurance that
transactions are recorded as necessary to permit preparation
of financial statements in accordance with generally accepted
Auditor’s Responsibility
accounting principles, and that receipts and expenditures
Our responsibility is to express an opinion on the Holding of the company are being made only in accordance with
Company's internal financial controls with reference to authorisations of management and directors of the company;
consolidated financial statements based on our audit. We and (3) provide reasonable assurance regarding prevention or
conducted our audit in accordance with the Guidance Note on timely detection of unauthorised acquisition, use, or disposition
Audit of Internal Financial Controls Over Financial Reporting of the company's assets that could have a material effect on
(the “Guidance Note”) and the Standards on Auditing, specified the financial statements.
under section 143(10) of the Act, to the extent applicable to an
audit of internal financial controls, both, issued by ICAI. Those
Standards and the Guidance Note require that we comply Inherent Limitations of Internal Financial Controls
with ethical requirements and plan and perform the audit to with Reference to Consolidated Financial
obtain reasonable assurance about whether adequate internal Statements
financial controls with reference to consolidated financial Because of the inherent limitations of internal financial controls
statements was established and maintained and if such with reference to consolidated financial statements, including
controls operated effectively in all material respects. the possibility of collusion or improper management override

178 Annual Report 2023-24

of controls, material misstatements due to error or fraud may effectively as at March 31,2024, based on the internal control

Corporate Overview
occur and not be detected. Also, projections of any evaluation over financial reporting criteria established by the Holding
of the internal financial controls with reference to consolidated Company considering the essential components of internal
financial statements to future periods are subject to the risk that control stated in the Guidance Note issued by the ICAI.
the internal financial controls with reference to consolidated
financial statements may become inadequate because of For S R B C & CO LLP
changes in conditions, or that the degree of compliance with Chartered Accountants
the policies or procedures may deteriorate. ICAI Firm Registration Number: 324982E/E300003

per Sukrut Mehta

Opinion

Statutory Reports
Partner
In our opinion, the Group, which are companies incorporated Membership Number: 101974
in India, have, maintained in all material respects, adequate UDIN: 24101974BKERSY7867
internal financial controls with reference to consolidated
financial statements and such internal financial controls with Place of Signature: Ahmedabad
reference to consolidated financial statements were operating Date: May 11, 2024

Financial Statements

Annual Report 2023-24 179

Consolidated Balance Sheet
as at 31st March 2024
H In Lakhs (except as stated otherwise)
Particulars Note 31st March 2024 31st March 2023

ASSETS
Non-Current Assets
(a) Property, Plant and Equipment 3.1 1,15,032.07 1,16,410.78
(b) Capital Work-in-Progress 3.2 50,862.44 34,557.22
(c) Intangible Assets 3.3 133.60 197.34
(d) Intangible Assets under development 3.2 1,264.77 992.42
(e) Financial Assets
(i) Investments 4 9,823.63 15,323.66
(ii) Other Financial Assets 5 1,104.09 1,164.27
(f) Income Tax Assets (Net) 6 2,497.64 2,307.69
(g) Other Non-Current Assets 7 1,981.75 2,324.10
Total Non-Current Assets 1,82,699.99 1,73,277.48
Current Assets
(a) Inventories 8 51,718.06 65,172.67
(b) Financial Assets
(i) Investments 9 1,619.65 3,000.44
(ii) Trade Receivables 10 43,285.62 52,341.48
(iii) Cash and Cash Equivalents 11 1,687.77 3,105.68
(iv) Bank Balances other than (iii) above 12 338.28 158.15
(v) Loans 13 26.80 38.71
(vi) Other Financial Assets 14 8,791.72 8,931.68
(c) Other Current Assets 15 13,846.19 13,817.99
Total Current Assets 1,21,314.09 1,46,566.80
TOTAL ASSETS 3,04,014.08 3,19,844.28
EQUITY AND LIABILITIES
Equity
(a) Equity Share Capital 16 2,543.14 2,543.14
(b) Other Equity 17 1,50,225.95 1,64,379.61
Total Equity 1,52,769.09 1,66,922.75
Liabilities
Non-Current Liabilities
(a) Financial Liabilities
(i) Borrowings 18 38,312.89 40,155.28
(ii) Lease liabilities 19 14.97 186.61
(iii) Other Financial Liabilities 20 1,225.55 1,673.60
(b) Provisions 21 1,693.15 1,576.06
(c) Deferred Tax Liabilities (Net) 22 3,781.62 5,735.00
(d) Other Non-Current Liabilities 23 591.53 591.53
Total Non-Current Liabilities 45,619.71 49,918.08
Current Liabilities
(a) Financial Liabilities
(i) Borrowings 24 45,181.22 41,890.63
(ii) Lease liabilities 19 171.64 157.70
(iii) Trade Payables 25
Total outstanding dues of micro and small enterprises 7,195.61 5,636.57
Total outstanding dues of creditors other than 42,156.89 39,140.57
micro and small enterprises
(iv) Other Financial Liabilities 26 7,709.43 12,874.08
(b) Other Current Liabilities 27 1,318.72 1,414.02
(c) Provisions 28 18.81 17.59
(d) Current Tax Liabilities (Net) 29 1,872.96 1,872.29
Total Current Liabilities 1,05,625.28 1,03,003.45
Total Liabilities 1,51,244.99 1,52,921.53
TOTAL EQUITY AND LIABILITIES 3,04,014.08 3,19,844.28
Summary of Material Accounting Policies 2
The accompanying notes are an integral part of these Consolidated Financial Statements.

AS PER OUR REPORT OF EVEN DATE For And on Behalf of The Board of Directors of
Meghmani Organics Limited
(CIN-L24299GJ2019PLC110321)

FOR S R B C & CO LLP

Chartered Accountants
ICAI Firm Regn. No. 324982E / E300003 Ankit N Patel - Chairman and Managing Director
(DIN - 02180007)

per Sukrut Mehta G S Chahal Karana R Patel - Executive Director

Partner Chief Financial Officer (DIN - 01727321)
Membership No : 101974

Jayesh R Patel Darshan A Patel - Executive Director

Company Secretary (DIN - 02047676)

Place : Ahmedabad Place : Ahmedabad

Date : 11th May 2024 Date : 11th May 2024

180 Annual Report 2023-24

Consolidated Statement of Profit and Loss

Corporate Overview
for the year ended on 31st March 2024
H In Lakhs (except as stated otherwise)
For the year ended 31st For the year ended 31st
Particulars Note
March 2024 March 2023

I- Revenue From Operations 30 1,56,628.29 2,55,262.43

II - Other Income 31 3,768.09 9,603.33
III - Total Income (I+II) 1,60,396.38 2,64,865.76
IV - Expenses

Statutory Reports
Cost of Materials Consumed 32 90,339.10 1,51,861.22
Purchase of Stock-in-Trade 2,134.93 1,814.48
Changes in Inventories of Finished Goods, Work-in- Progress 33 9,835.65 (2,770.55)
and Stock-in-Trade
Employee Benefits Expense 34 11,593.87 12,953.21
Finance Costs 35 4,636.05 6,573.06
Depreciation and Amortization Expenses 3 9,222.39 7,706.35
Other Expenses 36 44,752.20 57,301.46

Financial Statements
Total Expenses (IV) 1,72,514.19 2,35,439.23
V - Profit/(Loss) Before Exceptional Items and Tax (III-IV) (12,117.81) 29,426.53
VI - Exceptional Items 37 - (1,881.99)
VII - Profit/(Loss) Before Tax (V-VI) (12,117.81) 31,308.52
VIII - Tax Expenses 22
1 - Current Tax 466.86 7,945.87
2 - Deferred Tax Charge / (Credit) (Net) (1,982.07) (408.17)
Total Tax Expenses (VIII) (1,515.21) 7,537.70
IX. Net Profit/(Loss) For The Year (VII-VIII) (10,602.60) 23,770.82
X. Other Comprehensive Income 38
A (i) Items that will not be reclassified to Profit or Loss in Subsequent periods - 135.84 156.49
Remeasurement gain on defined benefit plans
(ii) Income tax effect on above (32.95) (38.99)
B (i) Items that will be reclassified to Profit or Loss in Subsequent periods - (16.94) (36.91)
Foreign Currency Translation of Foreign Operations
(ii) Income tax effect on above 4.26 9.29
Total Other Comprehensive Income/(Loss) For The Year, Net of Tax (X) 90.21 89.88
XI. Total Comprehensive Income/(Loss) For The Year (IX + X) (10,512.39) 23,860.70
Profit/(Loss) For the Year Attributable to:
Owners of the Company (10,602.60) 23,770.82
Other Comprehensive Income For the Year Attributable to:
Owners of the Company 90.21 89.88
Total Comprehensive Income/(Loss) For the Year Attributable to:
Owners of the Company (10,512.39) 23,860.70
XII. Earnings Per Equity Share (Face Value Per Share - Re 1 Each) (In H) 39
Basic and Diluted (4.17) 9.35
Summary of Material Accounting Policies 2

The accompanying notes are an integral part of these Consolidated Financial Statements.

AS PER OUR REPORT OF EVEN DATE For And on Behalf of The Board of Directors of
Meghmani Organics Limited
(CIN-L24299GJ2019PLC110321)

FOR S R B C & CO LLP

Chartered Accountants
ICAI Firm Regn. No. 324982E / E300003 Ankit N Patel - Chairman and Managing Director
(DIN - 02180007)

per Sukrut Mehta G S Chahal Karana R Patel - Executive Director

Partner Chief Financial Officer (DIN - 01727321)
Membership No : 101974

Jayesh R Patel Darshan A Patel - Executive Director

Company Secretary (DIN - 02047676)

Place : Ahmedabad Place : Ahmedabad

Date : 11th May 2024 Date : 11th May 2024

Annual Report 2023-24 181

Consolidated Statement of Cash Flow
for the year ended on 31st March 2024
H In Lakhs (except as stated otherwise)
For the year ended For the year ended
Particulars
31st March 2024 31st March 2023
A. Cash Flow from Operating Activities
Profit/(Loss) Before Tax (12,117.81) 31,308.52
Adjustment to reconcile profit/(loss) before tax to net cash flows :
Depreciation and Amortisation Expenses 9,222.39 7,706.35
Unrealised Foreign Exchange (Gain) / Loss (Net) 591.92 (172.84)
Liability no longer Required written back (11.89) (1,926.70)

Dividend and Interest Income (1,228.78) (1,757.34)

Finance cost 4,636.05 6,573.06
Bad Debts Written off 96.08 -
Provision of Bad Debt 41.30 30.37
Sundry Balance Written off / (Written Back) 26.32 (37.42)
Profit on Sale of Mutual Funds (218.48) (94.46)
Loss on Sale/Discard of Property, Plant & Equipment (Net) 93.23 228.56
Operating Profit Before Working Capital Changes 1,130.33 41,858.10
Adjustment for:
Decease in Inventories 12,879.82 2,553.21
Decrease in Trade Receivables 8,275.05 2,015.84
Decrease in Short Term Loans 11.91 9.19
(Increase)/Decrease in Other Current Financial Assets (212.84) 1,901.38
(Increase) in Other Current Assets (28.21) (3,548.35)
(Increase)/Decrease in Other Non-Current Financial Assets 584.18 (391.48)
(Increase) in Other Non-Current Assets (223.67) (65.18)
Increase/(Decrease) in Trade Payables 4,532.90 (12,560.05)
Increase/(Decrease) in Other Current Financial Liabilities (1,416.96) 83.30
(Decrease) in Other Current Liabilities (95.30) (3,177.86)
Increase/(Decrease) in Other Non Current Financial Liabilities (15.64) 15.82
Increase in Provisions 254.15 126.78
Working Capital Changes 24,545.39 (13,037.40)
Cash Generated from Operation 25,675.72 28,820.70
Direct Taxes Paid (Net of Refund) (707.62) (8,373.53)
Net Cash Generated from Operating Activities 24,968.10 20,447.17
B. Cash Flow from Investing Activities
Purchase of Property, Plant & Equipment (Including CWIP) and Intangible (26,621.03) (46,514.61)
Assets (Including Intangible Assets under development)
Proceeds from sale of Property, Plant & Equipment 220.10 126.01
(Investment) in Fixed Deposits (21.18) (43,183.77)
Redemption of Fixed Deposits - 43,172.09
(Investment) in earmarked balances with Banks (180.13) (85.57)
Dividend and Interest Received 1,664.70 1,802.49
Redemption of Redeemable Preference shares 5,500.00 6,091.99
Non Current (Investments) Made - (265.50)
Proceeds from Redemption of Mutual Fund 25,998.04 38,790.98
(Investment) in Mutual Fund (24,398.78) (41,697.92)
Net Cash (Used in) Investing Activities (17,838.28) (41,763.81)

182 Annual Report 2023-24

Consolidated Statement of Cash Flow

Corporate Overview
for the year ended on 31st March 2024
H In Lakhs (except as stated otherwise)
For the year ended For the year ended
Particulars
31st March 2024 31st March 2023
C. Cash Flow from Financing Activities
Dividend Paid (3,558.25) (3,563.83)
Finance cost Paid (6,229.82) (4,220.60)
Repayment of Finance Lease Liability (180.92) (178.95)

Statutory Reports
(Repayment)/Proceeds from Short Term Borrowings (764.35) 5,961.00
Proceeds from Bank Borrowing (Term Loan) 15,748.02 32,778.17
Repayment of Bank Borrowing (Term Loan) (13,562.41) (7,402.46)
Net Cash (Used in) / Generated from Financing Activities (8,547.73) 23,373.33
Net (Decrease) / Increase in Cash and Cash Equivalent (A+B+C) (1,417.91) 2,056.69
Cash and Cash Equivalent at the beginning of the Year 3,105.68 1,048.99
Cash and Cash Equivalent at the end of the Year 1,687.77 3,105.68
Reconciliation of Cash and Cash Equivalent

Financial Statements
Total Cash & Bank Balance as per Balance Sheet 1,687.77 3,105.68
Balance with Banks in Current Accounts 1,166.21 1,199.22
Fixed Deposit with Bank 500.00 1,900.00
Cash on Hand 21.56 6.46
Cash and Cash Equivalents (Refer Note 11) 1,687.77 3,105.68

Notes to the statement of Cash Flow for the year ended on 31st March 2024.
1) The statement of Cash flow has been prepared under the Indirect Method as set out in the Indian Accounting Standard 7 on
Statement of Cash Flows issued by the Institute of Chartered Accountants of India.

2) Changes in liabilities arising from financing activities.

H In Lakhs (except as stated otherwise)
Particulars April 1, 2023 Cash flows Other March 31, 2024
Current borrowings (Note 24) 28,992.00 (764.35) (53.75) 28,173.90
Lease liabilities (Note 19) 344.31 (180.92) 23.22 186.61
Non - current borrowings (including current portion of 53,053.91 2,185.61 80.69 55,320.21
Long term Debt) (Note 18 and 24)
Accrued interest (Note 26) 183.08 (183.08) 319.39 319.39
Total liabilities from financing activities 82,573.30 1,057.26 369.55 84,000.11

H In Lakhs (except as stated otherwise)

Particulars April 1, 2022 Cash flows Other March 31, 2023
Current borrowings (Note 24) 22,414.58 5,961.00 616.42 28,992.00
Lease liabilities (Note 19) 487.25 (178.95) 36.01 344.31
Non - current borrowings (including current portion of 27,036.02 25,375.71 642.18 53,053.91
Long term Debt) (Note 18 and 24)
Accrued interest (Note 26) 107.63 (107.63) 183.08 183.08
Total liabilities from financing activities 50,045.48 31,050.13 1,477.69 82,573.30

The ‘Other’ column includes the effect of reclassification of non-current portion of borrowings, including lease liabilities to
current due to the passage of time and effect of Unrealised foreign exchange difference on foreign currency borrowings.
The accompanying notes are an integral part of these Consolidated Financial Statements.
AS PER OUR REPORT OF EVEN DATE For And on Behalf of The Board of Directors of
Meghmani Organics Limited
(CIN-L24299GJ2019PLC110321)
FOR S R B C & CO LLP
Chartered Accountants
ICAI Firm Regn. No. 324982E / E300003 Ankit N Patel - Chairman and Managing Director
(DIN - 02180007)
per Sukrut Mehta G S Chahal Karana R Patel - Executive Director
Partner Chief Financial Officer (DIN - 01727321)
Membership No : 101974
Jayesh R Patel Darshan A Patel - Executive Director
Company Secretary (DIN - 02047676)
Place : Ahmedabad Place : Ahmedabad
Date : 11th May 2024 Date : 11th May 2024

Annual Report 2023-24 183

184
Consolidated Statement of Changes in Equity
For The Year Ended on 31st March 2024

(a) Equity Share Capital (Refer Note 16)

H In Lakhs (except as stated otherwise)
Particulars Note No of Shares Amount
Issued, Subscribed and fully paid equity shares of Re 1 each - -
As at 31st March 2022 25,43,14,211 2,543.14
Changes in Equity Share Capital due to prior period errors - -
Balance as at 1st April 2022 25,43,14,211 2,543.14
Changes in equity share capital during the year 16 - -
As at 31st March 2023 25,43,14,211 2,543.14
Changes in Equity Share Capital due to prior period errors - -
Balance as at 1st April 2023 25,43,14,211 2,543.14
Changes in equity share capital during the year 16 - -
As at 31st March 2024 25,43,14,211 2,543.14

(b) Other Equity

H In Lakhs (except as stated otherwise)
Other Equity (Refer Note17)
Capital Foreign Currency Total Other
Particulars Capital Securities General Retained
Redemption Translation Equity
Reserve Premium Reserve Earning
Reserve Reserve
Opening Balance at April 1, 2022 (4,608.95) 15,650.48 184.33 12,467.18 1,20,389.62 (3.36) 1,44,079.30
Changes in accounting policy or prior period errors - - -
Balance as at 1st April 2022 (4,608.95) 15,650.48 184.33 12,467.18 1,20,389.62 (3.36) 1,44,079.30
Profit for the year - - - - 23,770.82 - 23,770.82
Other Comprehensive Income for the year (net of taxes) - - - - 117.50 - 117.50
Total Comprehensive Income for the year - - - - 23,888.32 - 23,888.32
Dividend - - - - (3,560.40) - (3,560.40)
Foreign Currency Translation Reserve (Refer Note 17) - - - - - (27.61) (27.61)
As at 31st March 2023 (4,608.95) 15,650.48 184.33 12,467.18 1,40,717.54 (30.97) 1,64,379.61
Changes in accounting policy or prior period errors - - - - - - -
Balance as at 1st April 2023 (4,608.95) 15,650.48 184.33 12,467.18 1,40,717.54 (30.97) 1,64,379.61
(Loss) for the year - - - - (10,602.60) - (10,602.60)

Annual Report 2023-24

 Consolidated Statement of Changes in Equity
For The Year Ended on 31st March 2024

H In Lakhs (except as stated otherwise)

Other Equity (Refer Note17)

Annual Report 2023-24

Capital Foreign Currency Total Other
Particulars Capital Securities General Retained
Redemption Translation Equity
Reserve Premium Reserve Earning
Reserve Reserve
Foreign Currency Translation Reserve - - - - - (12.68) (12.68)
Other Comprehensive Income for the year (net of taxes) - - - - 102.89 - 102.89
Total Comprehensive Income for the year - - - - (10,499.71) (12.68) (10,512.39)
Less : Dividend Paid - - - - (3,560.40) - (3,560.40)
Transfer to Profit and Loss Account (80.87) (80.87)
As at 31st March 2024 (4,608.95) 15,650.48 184.33 12,467.18 1,26,657.43 (124.52) 1,50,225.95

The accompanying notes are an integral part of these Consolidated Financial Statements.
AS PER OUR REPORT OF EVEN DATE For And on Behalf of The Board of Directors of
Meghmani Organics Limited
(CIN-L24299GJ2019PLC110321)

FOR S R B C & CO LLP

Chartered Accountants
ICAI Firm Regn. No. 324982E / E300003 Ankit N Patel - Chairman and Managing Director
(DIN - 02180007)

per Sukrut Mehta G S Chahal Karana R Patel - Executive Director

Partner Chief Financial Officer (DIN - 01727321)
Membership No : 101974

Jayesh R Patel Darshan A Patel - Executive Director

Company Secretary (DIN - 02047676)

Place : Ahmedabad Place : Ahmedabad

Date : 11th May 2024 Date : 11th May 2024

185
Financial Statements Statutory Reports Corporate Overview
Notes to the Consolidated Financial Statements
for the year ended 31st March 2024

1. Corporate information or disposed off during the year are included in the
consolidated financial statements from the date the
The consolidated financial statements comprise financial
Group gains control until the date the Group ceases
statements of Meghmani Organics Limited (the Holding
to control the subsidiary. The proportion of ownership
Company, Parent Company) and its subsidiaries (holding
interest in each subsidiary of the parent is as follows:
and subsidiary companies collectively, the Group) for
the year ended 31st March 2024. Meghmani Organics Proportion
Limited (the Company) is a public company limited Country of
Name of the Subsidiaries of ownership
by shares domiciled in India, incorporated under the domicile
interest
provisions of Companies Act, 2013. Its shares are listed on
Meghmani Organics USA USA 100%
Bombay Stock Exchange, and National Stock Exchange
Inc.
in India. The registered office of the company is located
PT Meghmani Organics Indonesia 100%
at Meghmani House, Nr. Safal Profitaire, Prahlad Nagar,
Indonesia
Satellite, Ahmedabad 380015, Gujarat, India. The Group
Meghmani Overseas FZE Dubai 100%
is engaged in manufacturing and selling of Pigments and
(Upto 31 January, 2024)
Agrochemicals Information on the Group’s structure is
Meghmani Crop Nutrition India 100%
provided in Note 46
Limited (formerly known
The consolidated financial statements were authorized as Meghmani Synthesis
Limited)
by board of directors on May 11, 2024.
Killburn Chemicals Limited India 100%

2. Significant Accounting Policies Consolidated financial statements are prepared using

2.1 Basis for Preparation of Accounts uniform accounting policies for like transactions and other
events in similar circumstances. If a member of the group
The consolidated financial statements of the Group have
uses accounting policies other than those adopted in the
been prepared in accordance with the Indian Accounting
consolidated financial statements for like transactions and
Standards (“Ind AS”) notified under the Companies
events in similar circumstances, appropriate adjustments
(Indian Accounting Standards) Rules, 2015 and
are made to that group member’s financial statements
Companies (Indian Accounting Standards) Amendment
in preparing the consolidated financial statements to
Rules, 2016 (as amended from time to time) and
ensure conformity with the group’s accounting policies.
presentation requirements of Division II of schedule III to
The financial statements of the Group are drawn up to
the Companies Act, 2013 (Ind As compliant Schedule III),
same reporting date as that of the parent company, i.e.,
as applicable to the standalone financial statements.
year ended on 31st March 2023.
The consolidated financial statements have been
Consolidation procedure:
prepared on accrual basis and under historical cost
basis, except for the following assets and liabilities which (a) Combine like items of assets, liabilities, equity,
have been measured at fair value: income, expenses and cash flows of the parent with
those of its subsidiaries. For this purpose, income
Certain financial assets and liabilities measured at and expenses of the subsidiary are based on the
fair value (refer accounting policy regarding financial amounts of the assets and liabilities recognised
instruments) i.e., derivative financial instruments. in the consolidated financial statements at the
acquisition date.
In addition, the consolidated financial statements are
presented in INR which is also the Group's functional (b) Offset (eliminate) the carrying amount of the parent’s
currency and all values are rounded to the nearest Lakh investment in each subsidiary and the parent’s
(INR 00,000), except when otherwise indicated. portion of equity of each subsidiary. Business
combinations policy explains how to account for
2.2 Basis of consolidation any related goodwill.

The consolidated financial statements comprise the (c) Eliminate in full intragroup assets and liabilities,
financial statements of the Company and its subsidiaries equity, income, expenses and cash flows relating to
as at 31 March 2024. Control is achieved when the Group transactions between entities of the group (profits or
is exposed, or has rights, to variable returns from its losses resulting from intragroup transactions that are
involvement with the investee and has the ability to affect recognised in assets, such as inventory and fixed
those returns through its power over the investee. assets, are eliminated in full). Intragroup losses may
indicate an impairment that requires recognition
Consolidation of a subsidiary begins when the Group in the consolidated financial statements. Ind AS
obtains control over the subsidiary and ceases when 12 Income Taxes applies to temporary differences
the Group losses control of the subsidiary. Assets, that arise from the elimination of profits and losses
liabilities, income and expenses of a subsidiary acquired resulting from intragroup transactions.

186 Annual Report 2023-24

Notes to the Consolidated Financial Statements

Corporate Overview
for the year ended 31st March 2024

Profit or loss and each component of other comprehensive value of the defined benefit obligation is based on
income (OCI) are attributed to the equity holders of the parent expected future payments which arise from the fund at
of the Group and to the non-controlling interests, even if this the reporting date, calculated annually by independent
results in the non-controlling interests having a deficit balance. actuaries. Consideration is given to expect future salary
When necessary, adjustments are made to the financial levels, experience of employee departures and periods of

Statutory Reports
statements of subsidiaries to bring their accounting policies service. Refer note 40 for details of the key assumptions
into line with the Group’s accounting policies. All intra-group used in determining the accounting for these plans.
assets and liabilities, equity, income, expenses and cash flows
relating to transactions between members of the Group are Useful economic lives of Property, plant and
eliminated in full on consolidation. equipment

When the Group looses control over a subsidiary, it derecognises Property, plant and equipment as disclosed in note 3
the assets and liabilities of the subsidiary, and any related are depreciated over their useful economic lives. The
non-controlling interests and other components of equity. Any residual values, useful lives and methods of depreciation

Financial Statements
interest retained in the form of subsidiary is measured at fair of property, plant and equipment are reviewed at
value at the date the control is lost. Any resulting gain or loss is each financial year end and adjusted prospectively,
recognised in the statement of profit and loss. if appropriate.

2.3 Significant accounting estimates, assumptions Intangible assets

and judgements
Intangible development costs are capitalised as and
The preparation of the Group’s consolidated financial when technical and commercial feasibility of the asset
statements requires management to make estimates and is demonstrated, and future economic benefits are
assumptions that affect the reported amounts of revenues, probable. The costs which can be capitalised include
expenses, assets and liabilities, and the accompanying those that are directly attributable to development of
disclosures and the disclosure of contingent liabilities. the asset. Research costs are expensed as incurred.
Uncertainty about these assumptions and estimates Intangible assets are tested for impairment whenever
could result in outcomes that require a material adjustment events or changes in circumstances indicate that
to the carrying amount of assets or liabilities affected in
their carrying amounts may not be recoverable. Refer
future periods.
accompanying notes for the estimated useful life of
Estimates and assumptions Intangible assets. The carrying value of Intangible assets
has been disclosed in note 3.3.
The key assumptions concerning the future and other
key sources of estimation uncertainty at the reporting Impairment of non- financial assets
date, that have a significant risk of causing a material
The Group assesses at each reporting date whether
adjustment to the carrying amounts of assets and
liabilities within the next financial year, are described there is an indication that an asset may be impaired. If
below. The Group based its assumptions and estimates any indication exists, or when annual impairment testing
on parameters available when the consolidated financial for an asset is required, the Group estimates the asset’s
statements were prepared. Existing circumstances and recoverable amount. An asset’s recoverable amount is
assumptions about future developments, however, may the higher of an asset’s fair value less costs of disposal
change due to market changes or circumstances arising and its value in use. It is determined for an individual
that are beyond the control of the Group. Such changes asset, unless the asset does not generate cash inflows
are reflected in the assumptions when they occur. that are largely independent of those from other assets or
group of assets. Where the carrying amount of an asset
Taxes: exceeds its recoverable amount, the asset is considered
There are many transactions and calculations undertaken impaired and is written down to its recoverable amount.
during the ordinary course of business for which the In assessing value in use, the estimated future cash flows
ultimate tax determination is uncertain. Where the final are discounted to their present value using a pre-tax
tax outcome of these matters is different from the amounts discount rate that reflects current market assessment of
initially recorded, such differences will impact the current the time value of money and the risk specific to the asset.
and deferred tax provisions in the period in which the tax In determining fair value less cost of disposal, recent
determination is made. The assessment of probability market transactions are taken into account. If no such
involves estimation of a number of factors including future transactions can be identified, an appropriate valuation
taxable income. model is used. These calculations are corroborated by
Defined benefit plans (gratuity benefits) valuation multiples, quoted share price for publicly traded
subsidiaries or other available fair value indicators.
A liability in respect of defined benefit plans is recognised
in the balance sheet, and is measured as the present The Group assesses where climate risks could have a
value of the defined benefit obligation at the reporting significant impact, such as the introduction of emission-
date less the fair value of the plan’s assets. The present reduction legislation that may increase manufacturing

Annual Report 2023-24 187

Notes to the Consolidated Financial Statements
for the year ended 31st March 2024

costs. These risks in relation to climate-related matters 1) Sale of Goods

are included as key assumptions where they materially
Revenue from sale of goods is recognised at
impact the measure of recoverable amount, These
the point in time when control of the goods
assumptions have been included in the cash-flow
is transferred to the customer, generally on
forecasts in assessing value-in-use amounts.
dispatch from company’s premises / delivery
2.4 Summary of Significant accounting policies of the goods to the destination port considering
the terms as agreed with the customer. The
a. Current Vs. Non-Current classification: normal credit term is 30 to 180 days from the
The Group presents assets and liabilities in the date of dispatch. The Group considers whether
statement of Assets and Liabilities based on current/ there are other promises in the contract that
non-current classification. are separate performance obligations to which
a portion of the transaction price needs to be
An asset is treated as current when it is: allocated. In determining the transaction price
Expected to be realised or intended to be sold for the sale of goods, the Group considers the
or consumed in normal operating cycle effects of variable consideration, the existence
of significant financing components, non-cash
Held primarily for the purpose of trading
consideration, and consideration payable to
Expected to be realised within twelve months the customer (if any).
after the reporting period, or
Volume rebates:
Cash or cash equivalent unless restricted from
being exchanged or used to settle a liability for The Group provides retrospective volume
at least twelve months after the reporting period rebates to certain customers once the quantity
of products purchased during the period
A liability is treated as current when it is:
exceeds a threshold specified in the contract.
Expected to be settled in normal operating cycle
(ii) Contract assets
Held primarily for the purpose of trading
A contract asset is the right to consideration
Due to be settled within twelve months after the
in exchange for goods transferred to the
reporting period, or
customer. If the
There is no unconditional right to defer the
settlement of the liability for at least twelve Group performs its obligation by transferring
months after the reporting period goods to a customer before the customer
pays consideration or before payment is due,
All other assets and liabilities are classified as non- a contract asset is recognised for the earned
current assets and liabilities. Deferred tax assets consideration that is conditional.
and liabilities are classified as non-current assets
and liabilities. (a) Trade receivables
A receivable represents the Group’s
The operating cycle is the time between the
right to an amount of consideration that
acquisition of assets for processing and their
is unconditional (i.e., only the passage
realization in cash and cash equivalents. The Group
of time is required before payment
has identified twelve months as its operating cycle.
of the consideration is due). Refer to
b. Revenue recognition accounting policies of financial assets in
(Financial instruments – initial recognition
Revenue from contract with customer is recognised
and subsequent measurement.)
when control of the goods or services are transferred
to the customer at an amount that reflects the (iii) Contract liabilities
consideration to which the Group expects to be
A contract liability is the obligation to transfer
entitled in exchange for those goods or services.
goods or services to a customer for which
Revenue is measured at the fair value of the
the Group has received consideration (or
consideration received or receivable, taking into
an amount of consideration is due) from the
account contractually defined terms of payment and
customer. If a customer pays consideration
excluding taxes or duties collected on behalf of the
before the Group transfers goods to the
government. The Group has generally concluded
customer, a contract liability is recognised
that it is the principal in its revenue arrangements
when the payment is made or the payment is
because it typically controls the goods or services
due (whichever is earlier). Contract liabilities
before transferring them to the customer.
are recognised as revenue when the Group
performs under the contract.

188 Annual Report 2023-24

Notes to the Consolidated Financial Statements

Corporate Overview
for the year ended 31st March 2024

2) Interest Income Exchange difference arising on the settlement

For all financial instruments measured at of monetary items at rates different from those at
amortized cost, interest income is recorded which they were initially recorded during the year,
using the effective interest rate (EIR). The EIR or reported in previous financial statements, are
is the rate that exactly discounts the estimated recognised as income or expenses in the year in

Statutory Reports
future cash receipts over the expected life of the which they arise.
financial instrument or a shorter period, where
Non-monetary items measured at fair value in foreign
appropriate, to the net carrying amount of the
currency are translated using the exchange rates
financial asset. When calculating the effective
at the date when the fair value is determined. The
interest rate, the Group estimates the expected
gain or loss arising on translation of on-monetary
cash flows by considering all the contractual
items measured at fair value is treated in line with
terms of the financial instrument (for example,
the recognition of the gain or loss on the change in
prepayment, extension, call and similar options)

Financial Statements
fair value of the item (i.e., translation differences on
but does not consider the expected credit
items whose fair value gain or loss is recognised in
losses. Interest income is included in other
OCI or statement of profit or loss are also recognised
income in the statement of profit or loss
in OCI or profit or loss, respectively).
3) Export Incentives
On consolidation, the assets and liabilities of foreign
Export incentives under various schemes operations are translated into INR at the rate of
notified by government are accounted for in the exchange prevailing at the reporting date and
year of exports based on eligibility and when their statements of profit and loss are translated
there is no uncertainty in receiving the same at exchange rates prevailing at the dates of the
and is included in revenue in the statement of transactions. The exchange differences arising on
profit and loss due to its operating nature. translation for consolidation are recognised in OCI.
On disposal of a foreign operation, the component
4) Dividend of OCI relating to that particular foreign operation is
Dividend income is recognised when the reclassified in statement of profit and loss.
right to receive the same is established,
which is generally when shareholders d. Fair Value Measurement
approve the dividend. The Group measures certain financial instruments at
fair value at each balance sheet date.
5) Insurance Claims
Claims receivable on account of insurance Fair value is the price that would be received to sell
are accounted for to the extent the Group is an asset or paid to transfer a liability in an orderly
virtually certain of their ultimate collection. transaction between market participants at the
measurement date. The fair value measurement is
c. Foreign Currencies based on the presumption that the transaction to sell
the asset or transfer the liability takes place either:
The Group’s consolidated financial statements
are presented in INR, which is also the Group’s In the principal market for the asset or liability, or
functional currency. For each entity the Group
determines the functional currency and items In the absence of a principal market, in the most
included in the financial statements of each entity advantageous market for the asset or liability.
are measured using that functional currency.
The principal or the most advantageous market must
Transactions and Balances be accessible by the Group. The fair value of an
asset or a liability is measured using the assumptions
Transactions in foreign currencies are initially recorded
that market participants would use when pricing the
by the Group at the functional currency spot rates at
asset or liability, assuming that market participants
the date the transaction first qualifies for recognition.
act in their economic best interest.
However, for practical reasons, the Group uses an
average rate if the average approximates the actual A fair value measurement of a non-financial asset
rate at the date of the transaction. takes into account a market participant’s ability to
generate economic benefits by using the asset in
Monetary assets and liabilities denominated in foreign
its highest and best use or by selling it to another
currencies are translated at the functional currency
market participants that would use the asset in its
spot rates of exchange at the reporting date.
highest and best use.

Annual Report 2023-24 189

Notes to the Consolidated Financial Statements
for the year ended 31st March 2024

The Group uses valuation techniques that are The management, in conjunction with the Group's
appropriate in the circumstances and for which external valuers, also compares the change
sufficient data are available to measure fair value, in the fair value of each asset and liability with
maximising the use of relevant observable inputs relevant external sources to determine whether the
and minimising the use of unobservable inputs. change is reasonable.

All assets and liabilities for which fair value is For the purpose of fair value disclosures, the Group
measured or disclosed in the consolidated financial has determined classes of assets and liabilities on
statements are categorised within the fair value the basis of the nature, characteristics and risks of
hierarchy, described as under, based on the the asset or liability and the level of the fair value
lowest level input that is significant to the fair value hierarchy as explained above.
measurement as a whole:
This note summarises accounting policy for fair
Level 1 - Quoted (unadjusted) market prices in value. Other fair value related disclosures are given
active markets for identical assets or liabilities. in the relevant notes. Refer note 44 for:

Level 2 - Valuation techniques for which Disclosures for valuation methods, significant
the lowest level input that is significant to estimates and assumptions.
the fair value measurement is directly or
indirectly observable. Quantitative disclosures of fair value
measurement hierarchy.
Level 3 - Valuation techniques for which the
lowest level input that is significant to the fair Investment in equity shares.
value measurement is unobservable.
Financial instruments (including those carried
For assets and liabilities that are recognised in the at amortised cost).
consolidated financial statements on a recurring
e. Property, Plant and Equipment
basis, the Group determines whether transfers have
occurred between levels in the hierarchy by re- Cost comprises the purchase price and any
assessing categorisation (based on the lowest level attributable cost of bringing the asset to its working
input that is significant to the fair value measurement condition for its intended use. Such cost includes
as a whole) at the end of each reporting period. the cost of replacing part of the plant and equipment
and borrowing costs for long-term construction
The Group's management determines the policies projects if the recognition criteria are met.
and procedures for both recurring fair value Subsequent expenditure related to an item of fixed
measurement, such as unquoted financial assets asset is added to its book value only if it increases
measured at fair value. The management comprises the future benefits from the existing asset beyond
of the Managing Director, Chief Executive Officer its previously assessed standard of performance.
(CEO) and Chief Finance Officer (CFO). When significant parts of plant and equipment are
required to be replaced at intervals, the Group
External valuers are involved for valuation of
depreciates them separately based on their specific
significant assets. Involvement of external
useful lives. All other repair and maintenance costs
valuers is decided upon annually by the board of
are recognised in statement of profit and loss as
directors after discussion with and approval by
incurred. In respect of additions to /deletions from
the management. Selection criteria include market
the Fixed Assets, depreciation is provided on pro-
knowledge, reputation, independence and whether
rata basis with reference to the month of addition/
professional standards are maintained. Valuers are
deletion of the Assets.
normally rotated every three years. The management
decides, after discussions with the Group's external Capital work-in-progress comprises cost of fixed
valuers, which valuation techniques and inputs to assets that are not yet installed and ready for their
use for each case. intended use at the balance sheet date.

At each reporting date, the management analyses Items of stores and spares that meet the definition
the movements in the values of assets and liabilities of Property, Plant and equipment are capitalised
which are required to be re-measured or re- at cost and depreciated over their useful life.
assessed as per the Group’s accounting policies. Otherwise, such items are classified as inventories.
For this analysis, the management verifies the major
inputs applied in the latest valuation by agreeing the An item of property, plant and equipment and any
information in the valuation computation to contracts significant part initially recognized is derecognized
and other relevant documents. upon disposal or when no future economic benefits

190 Annual Report 2023-24

Notes to the Consolidated Financial Statements

Corporate Overview
for the year ended 31st March 2024

are expected from its use or disposal. Any gain The useful lives of intangible assets are assessed as
or loss arising on de-recognition of the asset either finite or indefinite.
(calculated as the difference between the net
disposal proceeds and the carrying amount of the Intangible assets with finite lives are amortised over
asset) is included in the income statement when the the useful economic life and assessed for impairment

Statutory Reports
asset is derecognized. whenever there is an indication that the intangible
asset may be impaired. Changes in the expected
Depreciation is calculated on a straight-line basis
useful life or the expected pattern of consumption
over the estimated useful lives of the assets as
of future economic benefits embodied in the asset
prescribed under Part C of Schedule II of the
are considered to modify the amortisation period or
Companies Act 2013 except for assets where
management believes and based on independent method, as appropriate, and are treated as changes
technical evaluation, assets estimated useful lives in accounting estimates. The amortisation expense
are realistic and reflect fair approximation of the on intangible assets with finite lives is recognised

Financial Statements
period over which the assets are likely to be used. in the statement of profit and loss. The amortisation
Leasehold land is amortized over the lease period period and the amortisation method for an intangible
on a straight line basis. asset with a finite useful life are reviewed at least at
the end of each reporting period. Gains or losses
The amendments modified paragraph 17(e) of Ind
arising from derecognition of an intangible asset
AS 16 to clarify that excess of net sale proceeds
are measured as the difference between the net
of items produced over the cost of testing, if any,
disposal proceeds and the carrying amount of the
shall not be recognised in the profit or loss but
asset and are recognised in the statement of profit
deducted from the directly attributable costs
considered as part of cost of an item of property, and loss when the asset is derecognised.
plant, and equipment.
Research and development costs
The residual values are not more than 5% of the Research costs are expensed as incurred.
original cost of the item of Property, Plant and Development expenditures on an individual project
Equipment. The residual values, useful lives and are recognised as an intangible asset when the
methods of depreciation of property, plant and
Group can demonstrate:
equipment are reviewed at each financial year
end and adjusted prospectively, if appropriate. The technical feasibility of completing the
The depreciation rates charged are over following intangible asset so that the asset will be
estimated useful lives: available for use or sale

Estimated Useful Its intention to complete and its ability and

Asset intention to use or sell the asset
life
Right to Use - Leasehold Land 99 Years How the asset will generate future economic
Right to Use – Building 9 Years benefits
Building 30 Years ►The availability of resources to complete
Plant & Machinery 12-15 Years the asset
Reactors / Storage Tanks 20 Years
Wind Power Generation Plants 22 Years The ability to measure reliably the expenditure
during development
Furniture and Fixtures 10 Years
Vehicles 8 Years Following initial recognition of the development
Computers 3 Years expenditure as an asset, the asset is carried at cost
Other equipments 5 Years less any accumulated amortisation and accumulated
impairment losses. Amortisation of the asset begins
f. Intangible Assets when development is complete and the asset is
Intangible assets acquired separately are available for use. It is amortised over the period of
measured on initial recognition at cost. Following expected future benefit. Amortisation expense is
initial recognition, intangible assets are carried recognised in the statement of profit and loss unless
at cost less any accumulated amortization and such expenditure forms part of carrying value of
accumulated impairment losses, if any. Cost another asset. During the period of development,
includes acquisition and other incidental cost the asset is tested for impairment annually.
related to acquiring the intangible asset. Research
costs are expensed as incurred. Intangible A summary of the policies applied to the Group’s
development costs are capitalised as and when intangible assets is as follows:
technical and commercial feasibility of the asset is
demonstrated and approved by authorities, future
economic benefits are probable.

Annual Report 2023-24 191

Notes to the Consolidated Financial Statements
for the year ended 31st March 2024

Amortisation Amortisation h. Financial instrument

Assets
Method period A financial instrument is any contract that gives
Software licenses On Straight- 5 Years rise to a financial asset of one entity and a financial
line basis liability or equity instrument of another entity.
Product licenses On Straight- 5 Years
(A) Financial Asset
line basis
Usage rights On Straight- 5 Years Initial Recognition and Measurement
line basis
At initial recognition, the Group measures a
financial asset or financial liability at its fair
Intangible assets under development
value plus or minus, in the case of a financial
Expenditure incurred on acquisition /development asset or financial liability not at fair value
of intangible assets which are not ready for their through profit or loss, transaction costs that are
intended use at balance sheet date are disclosed directly attributable to the acquisition or issue
under intangible assets under development.
of the financial asset or financial liability.
g. Impairment of non- financial assets
Debt instruments at amortised cost
The Group assesses, at each reporting date,
whether there is an indication that an asset may be A 'debt instrument' is measured at its amortised
impaired. If any indication exists, or when annual cost if both the following conditions are met:
impairment testing for an asset is required, the
a) The asset is held within a business model
Group estimates the asset’s recoverable amount.
An asset’s recoverable amount is the higher of whose objective is to hold assets for
an asset’s or cash-generating unit’s (CGU) fair collecting contractual cash flows, and
value less costs of disposal and its value in use.
Recoverable amount is determined for an individual b) Contractual terms of the asset give
asset, unless the asset does not generate cash rise on specified dates to cash flows
inflows that are largely independent of those from that are solely payments of principal
other assets or groups of assets. When the carrying and interest (SPPI) on the principal
amount of an asset or CGU exceeds its recoverable amount outstanding.
amount, the asset is considered impaired and is
written down to its recoverable amount. After initial measurement, such financial assets
are subsequently measured at amortised
In assessing value in use, the estimated future cash cost using the effective interest rate (EIR)
flows are discounted to their present value using method. Amortised cost is calculated by
a pre-tax discount rate that reflects current market
taking into account any discount or premium
assessments of the time value of money and the risks
on acquisition and fees or costs that are an
specific to the asset. In determining fair value less
costs of disposal, recent market transactions are integral part of the EIR. The EIR amortisation
taken into account. If no such transactions can be is included in other income in the statement
identified, an appropriate valuation model is used. of profit or loss. The losses arising from
These calculations are corroborated by valuation impairment are recognised in the statement of
multiples, quoted share prices for publicly traded profit or loss.
companies or other available fair value indicators.
Debt instrument at FVTOCI
The Group bases its impairment calculation on
A 'debt instrument' is classified at FVTOCI if
detailed budgets and forecast calculations, which
are prepared separately for each of the Group’s both of the following criteria are met:
CGUs to which the individual assets are allocated.
a) The objective of the business model
These budgets and forecast calculations generally
cover a period of five years. For longer periods, a is achieved both by collecting
long-term growth rate is calculated and applied to contractual cash flows and selling the
project future cash flows after the fifth year. financial assets, and

Impairment losses of continuing operations, b) The asset's contractual cash flows

including impairment on inventories, are recognised represent SPPI.
in the statement of profit and loss, except for
properties previously revalued with the revaluation Debt instruments included within the FVTOCI
surplus taken to Other Comprehensive Income category are measured initially as well as at
(OCI). For such properties, the impairment is each reporting date at fair value. Fair value
recognised in OCI up to the amount of any previous movements are recognized in the other
revaluation surplus. comprehensive income (OCI). However, the
Group recognizes interest income, impairment

192 Annual Report 2023-24

Notes to the Consolidated Financial Statements

Corporate Overview
for the year ended 31st March 2024

losses & reversals and foreign exchange gain Equity instruments included within the FVTPL
or loss in the Profit and Loss. On derecognition category are measured at fair value with
of the asset, cumulative gain or loss previously all changes recognized in the statement of
recognised in OCI is reclassified from the profit and loss.
equity to Profit and Loss. Interest earned whilst
De-recognition

Statutory Reports
holding FVTOCI debt instrument is reported as
interest income using the EIR method. A financial asset (or, where applicable, a
part of a financial asset or part of a group
Debt instrument at FVTPL
of similar financial assets) is primarily
FVTPL is a residual category for debt derecognised (i.e. removed from the Group's
instruments. Any debt instrument, which balance sheet) when:
does not meet the criteria for categorization
as at amortized cost or as FVTOCI, is The rights to receive cash flows from the asset

Financial Statements
classified as FVTPL. have expired, or

In addition, the Group may elect to designate The Group has transferred its rights to receive
a debt instrument, which otherwise meets cash flows from the asset or has assumed an
amortized cost or FVTOCI criteria, as at obligation to pay the received cash flows in full
FVTPL. However, such election is allowed without material delay to a third party under
only if doing so reduces or eliminates a a 'pass-through' arrangement; and either the
measurement or recognition inconsistency Group has transferred substantially all the risks
(referred to as 'accounting mismatch'). and rewards of the asset, or (b) the Group has
The Group has designated certain debt neither transferred nor retained substantially
instrument as at FVTPL. all the risks and rewards of the asset, but has
transferred control of the asset.
Debt instruments included within the FVTPL
category are measured at fair value with When the Group has transferred its rights to
all changes recognized in the statement of receive cash flows from an asset or has entered
profit and loss. into a pass-through arrangement, it evaluates
if and to what extent it has retained the risks
Equity investments
and rewards of ownership. When it has neither
All equity investments in scope of Ind AS 109 transferred nor retained substantially all of the
are measured at fair value. Equity instruments risks and rewards of the asset, nor transferred
which are held for trading are classified as control of the asset, the Group continues to
at FVTOCI. For all other equity instruments, recognise the transferred asset to the extent
the Group may make an irrevocable election of the Group's continuing involvement. In
to present in other comprehensive income that case, the Group also recognises an
subsequent changes in the fair value. The associated liability. The transferred asset and
Group makes such election on an instrument- the associated liability are measured on a
by instrument basis. The classification is made basis that reflects the rights and obligations
on initial recognition and is irrevocable. that the Group has retained.

If the Group decides to classify an equity Continuing involvement that takes the form
instrument as at FVTOCI, then all fair value of a guarantee over the transferred asset is
changes on the instrument, excluding measured at the lower of the original carrying
dividends, are recognized in the OCI. There amount of the asset and the maximum amount
is no recycling of the amounts from OCI to of consideration that the Group could be
statement of profit and loss, even on sale of required to repay.
investment. However, the Group may transfer
the cumulative gain or loss within equity. Impairment of financial assets

Equity instruments designated at fair In accordance with Ind AS 109, the Group
value through OCI include investments in applies expected credit loss (ECL) model for
equity shares and compulsory convertible measurement and recognition of impairment
debentures of non-listed companies. The loss on the following financial assets and
Group holds non-controlling interests (between credit risk exposure:
0.20 % to 2.28 %) in these companies. These
a) Financial assets that are debt instruments,
investments were irrevocably designated at
and are measured at amortised cost e.g.,
fair value through OCI as the group considers
loans, debt securities, deposits, trade
these investments to be strategic in nature.
receivables and bank balance

Annual Report 2023-24 193

Notes to the Consolidated Financial Statements
for the year ended 31st March 2024

b) Trade receivables or any contractual right (B) Financial Liabilities

to receive cash or another financial asset
Initial recognition and measurement
that result from transactions that are
within the scope of Ind AS 18 (referred Financial liabilities are classified, at initial
to as 'contractual revenue receivables' in recognition, as financial liabilities at fair value
these consolidated financial statements) through profit or loss, loans and borrowings,
payables, as appropriate.
The Group follows 'simplified approach' for
recognition of impairment loss allowance on: All financial liabilities are recognised initially
at fair value and, in the case of loans and
- Trade receivables borrowings and payables, net of directly
attributable transaction costs.
- Other receivables
The Group’s financial liabilities include trade
The application of simplified approach does and other payables, loans and borrowings.
not require the Group to track changes in
credit risk. Rather, it recognizes impairment Subsequent measurement of financial liabilities
loss allowance based on lifetime ECLs at each
The measurement of financial liabilities
reporting date, right from its initial recognition.
depends on their classification, as
For recognition of impairment loss on other described below:
financial assets and risk exposure, the
Financial liabilities at fair value through profit or
Group determines that whether there has
loss
been a significant increase in the credit risk
since initial recognition. Lifetime ECL are Financial liabilities at fair value through profit
the expected credit losses resulting from all or loss include financial liabilities held for
possible default events over the expected life trading and financial liabilities designated
of a financial instrument. upon initial recognition as at fair value through
profit or loss. Financial liabilities are classified
ECL is the difference between all contractual as held for trading if they are incurred for the
cash flows that are due to the Group in purpose of repurchasing in the near term. This
accordance with the contract and all the cash category also includes derivative financial
flows that the entity expects to receive (i.e., all instruments entered into by the Group that
cash shortfalls), discounted at the original EIR. are not designated as hedging instruments in
When estimating the cash flows, an entity is hedge relationships as defined by Ind AS 109.
required to consider:
Gains or losses on liabilities held for trading
- All contractual terms of the financial
are recognised in the profit or loss.
instrument (including prepayment,
extension, call and similar options) Loan and borrowings
over the expected life of the financial
After initial recognition, interest-bearing loans
instrument. However, in rare cases
and borrowings are subsequently measured
when the expected life of the financial
at amortised cost using the Effective Interest
instrument cannot be estimated reliably,
Rate (EIR) method. Gains and losses are
then the entity is required to use the
recognised in profit or loss when the liabilities
remaining contractual term of the
are derecognised as well as through the
financial instrument.
EIR amortisation process. Amortised cost is
- Cash flows from the sale of collateral held calculated by taking into account any discount
or other credit enhancements that are or premium on acquisition and fees or costs
integral to the contractual terms. that are an integral part of the EIR. The EIR
amortisation is included as finance costs in the
- Financial assets measured as at amortised
statement of profit and loss.
cost, contractual revenue receivables
and lease receivables: ECL is presented Trade and other payables
as an allowance, i.e., as an integral part
of the measurement of those assets in the These amounts represent liability for good and
balance sheet. The allowance reduces services provided to the Group prior to the end of
the net carrying amount. Until the asset financial year which are unpaid. The amounts are
meets write-off criteria, the Group does unsecured and are usually paid within 30 days
not reduce impairment allowance from of recognition. Trade and other payables are
the gross carrying amount. presented as current liabilities unless payment

194 Annual Report 2023-24

Notes to the Consolidated Financial Statements

Corporate Overview
for the year ended 31st March 2024

is not due within 12 months after the reporting on standard cost basis which approximates the
period. They are recognised initially at fair value actual cost. Variances, exclusive of abnormally
and subsequently measured at amortised cost low volume and operating performance, are
using the effective interest method. adjusted to inventory.

Statutory Reports
Derivatives and hedging activities Traded goods are valued at lower of cost and net
The Group uses derivative financial realizable value. Cost includes cost of purchase
instruments, such as forward currency and other costs incurred in bringing the inventories
contracts, and full currency and interest rate to their present location and condition. Cost is
swaps contracts to hedge its foreign currency determined on a weighted average basis.
risks and interest rate risks respectively. Such
Work in progress are valued at lower of cost and
derivative financial instruments are initially
net realizable value. Cost includes cost of direct
recognised at fair value on the date on which
materials and appropriate allocation of direct labour

Financial Statements
a derivative contract is entered into and
costs, manufacturing overhead and depreciation.
are subsequently re-measured at fair value.
Derivatives are carried as financial assets Net realisable value is the estimated selling price
when the fair value is positive and as financial in the ordinary course of business, less estimated
liabilities when the fair value is negative. costs of completion and the estimated costs
necessary to make the sale.
De-recognition
A financial liability is derecognised when the j. Borrowing costs
obligation under the liability is discharged Borrowing costs directly attributable to the
or cancelled or expires. When an existing acquisition, construction or production of an asset
financial liability is replaced by another from that necessarily takes a substantial period of time to
the same lender on substantially different get ready for its intended use or sale are capitalised
terms, or the terms of an existing liability are as part of the cost of the asset. All other borrowing
substantially modified, such an exchange or costs are expensed in the period in which they
modification is treated as the derecognition occur. Borrowing costs consist of interest and other
of the original liability and the recognition of a costs that an entity incurs in connection with the
new liability. The difference in the respective borrowing of funds. Borrowing cost also includes
carrying amounts is recognised in the exchange differences to the extent regarded as an
statement of profit or loss. adjustment to the borrowing costs.

Off-setting financial instrument k. Retirement and other employee benefits

Financial assets and liabilities are offset and Provident Fund is a defined contribution scheme
the net amount is reported in the balance established under a State Plan. The contributions
sheet where there is a legally enforceable right to the scheme are charged to the statement of
to offset the recognised amounts and there is profit and loss in the year when employee rendered
an intention to settle on a net basis or realise related services.
the asset and settle the liability simultaneously.
The legally enforceable right must not be The Group has a defined benefit gratuity plan. Every
contingent on future events and must be employee who has completed five years or more of
enforceable in the normal course of business service gets a gratuity on post-employment at 15
and in the event of default, insolvency or days salary (last drawn salary) for each completed
bankruptcy of the group or the counterparty. year of service as per the rules of the Group. The
aforesaid liability is provided for on the basis of an
i. Inventories actuarial valuation on projected unit credit method
Stores and spares, packing materials and raw made at the end of the financial year. The scheme is
materials are valued at lower of cost or net realisable funded with an insurance company in the form of a
value and for this purpose, cost is determined on qualifying insurance policy.
moving weighted average basis. However, the
The Group has other long-term employee benefits in
aforesaid items are not valued below cost if the
the nature of leave encashment. The liability in respect
finished products in which they are to be incorporated
of leave encashment is provided on the basis of an
are expected to be sold at or above cost.
actuarial valuation on projected unit credit method
Semi-finished products, finished products and by- made at the end of the financial year. The aforesaid
products are valued at lower of cost or net realisable leave encashment is funded with an insurance
value and for this purpose, cost is determined Company in the form of a qualifying insurance policy.

Annual Report 2023-24 195

Notes to the Consolidated Financial Statements
for the year ended 31st March 2024

Re-measurements, comprising of actuarial gains In respect of taxable temporary differences

and losses, the effect of asset ceiling, excluding associated with investments in subsidiaries,
amounts included in the net interest on the net associates and interests in joint ventures, when
defined benefit liability and the return on plan the timing of the reversal of the temporary
assets (excluding amounts included in net differences can be controlled and it is probable
interest on the net defined benefit liability), are that the temporary differences will not reverse
recognised immediately in the balance sheet with in the foreseeable future
a corresponding debit or credit to retained earnings
through OCI in the period in which they occur. Re- Deferred tax assets are recognised for all deductible
measurements are not reclassified to profit or loss in temporary differences, the carry forward of unused
subsequent periods. tax credits and any unused tax losses. Deferred
tax assets are recognised to the extent that it is
Liabilities for wages, salaries, including non-
probable that taxable profit will be available against
monetary benefits that are expected to be settled
which the deductible temporary differences, and
wholly within 12 months after the end of the period
the carry forward of unused tax credits and unused
in which the employees render the related services
tax losses can be utilised, except:
are recognised in respect of employees' services
up to the end of the reporting period and are
- When the deferred tax asset relating to the
measured at the amounts expected to be paid when
deductible temporary difference arises from
the liabilities are to be settled. The liabilities are
the initial recognition of an asset or liability in a
presented as current employee benefit obligations
transaction that is not a business combination
in the balance sheet.
and, at the time of the transaction, affects
l. Accounting for taxes on income neither the accounting profit nor taxable
profit or loss.
Income Tax
Current income tax assets and liabilities are - In respect of deductible temporary differences
measured at the amount expected to be recovered associated with investments in subsidiaries
from or paid to the taxation authorities. The tax rates deferred tax assets are recognised only to the
and tax laws used to compute the amount are those extent that it is probable that the temporary
that are enacted or substantively enacted, at the differences will reverse in the foreseeable
reporting date. future and taxable profit will be available
against which the temporary differences
Current income tax relating to items recognised
can be utilised
outside profit or loss is recognised outside profit
or loss (either in other comprehensive income The carrying amount of deferred tax assets is
or in equity). Current tax items are recognised in reviewed at each reporting date and reduced to
correlation to the underlying transaction either in
the extent that it is no longer probable that sufficient
OCI or directly in equity. Management periodically
taxable profit will be available to allow all or part of
evaluates positions taken in the tax returns with
the deferred tax asset to be utilised. Unrecognised
respect to situations in which applicable tax
deferred tax assets are re-assessed at each
regulations are subject to interpretation and
reporting date and are recognised to the extent that
establishes provisions where appropriate.
it has become probable that future taxable profits
Deferred taxes will allow the deferred tax asset to be recovered.
Deferred tax is provided using the liability method Deferred tax assets and liabilities are measured
on temporary differences between the tax bases of
at the tax rates that are expected to apply in the
assets and liabilities and their carrying amounts for
year when the asset is realised or the liability is
financial reporting purposes at the reporting date.
settled, based on tax rates (and tax laws) that
Deferred tax liabilities are recognised for all taxable have been enacted or substantively enacted at the
temporary differences, except: reporting date.

When the deferred tax liability arises from the Deferred tax relating to items recognised outside
initial recognition of goodwill or an asset or profit or loss is recognised outside profit or loss
liability in a transaction that is not a business (either in other comprehensive income or in equity).
combination and, at the time of the transaction, Deferred tax items are recognised in correlation
affects neither the accounting profit nor to the underlying transaction either in OCI or
taxable profit or loss directly in equity.

196 Annual Report 2023-24

Notes to the Consolidated Financial Statements

Corporate Overview
for the year ended 31st March 2024

m. Provisions Where the Group is the lessee

Provisions are recognised when the Group has The Group recognises a right-of-use asset and a
a present obligation (legal or constructive) as a lease liability at the lease commencement date.
result of a past event, it is probable that an outflow The right-of-use asset is initially measured at cost,
of resources embodying economic benefits will which comprises the initial amount of the lease

Statutory Reports
be required to settle the obligation and a reliable liability adjusted for any lease payments made at
estimate can be made of the amount of the obligation. or before the commencement date, plus any initial
When the Group expects some or all of a provision direct costs incurred and an estimate of costs to
to be reimbursed, for example, under an insurance dismantle and remove the underlying asset or to
contract, the reimbursement is recognised as a restore the site on which it is located, less any lease
separate asset, but only when the reimbursement is incentives received.
virtually certain. The expense relating to a provision
is presented in the statement of profit and loss net of Certain lease arrangements include the option to
extend or terminate the lease before the end of

Financial Statements
any reimbursement.
the lease term. The right-of-use assets and lease
If the effect of the time value of money is material, liabilities include these options when it is reasonably
provisions are discounted using a current pre- certain that the option will be exercised.
tax rate that reflects, when appropriate, the risks
specific to the liability. When discounting is used, The right-of-use asset is subsequently depreciated
the increase in the provision due to the passage of using the straight-line method from the commencement
time is recognised as a finance cost. date to the earlier of the end of the useful life of the
right-of-use asset or the end of the lease term. In
n. Contingent liabilities addition, the right-of-use asset is periodically reduced
Provisions are not recognised for future by impairment losses, if any, and adjusted for certain
operating losses. re-measurements of the lease liability.

A contingent liability is a possible obligation that The lease liability is initially measured at the present
arises from past events whose existence will be value of the lease payments that are not paid at the
confirmed by the occurrence or non—occurrence of commencement date, discounted using the interest
one or more uncertain future events not wholly within rate implicit in the lease or, if that rate cannot be
the control of the Group or a present obligation that readily determined, the Group’s incremental
is not recognized because it is not probable that borrowing rate. Generally, the Group uses its
an outflow of resources will be required to settle incremental borrowing rate as the discount rate.
the obligation. A contingent liability also arises
in extremely rare cases where there is a liability The lease liability is measured at amortised cost
that cannot be recognized because it cannot be using the effective interest method. It is re-measured
measured reliably. The Group does not recognize a when there is a change in future lease payments
contingent liability but discloses its existence in the arising from a change in an index or rate, if there
consolidated financial statements. is a change in the Group’s estimate of the amount
expected to be payable under a residual value
A contingent assets is not recognised unless it
guarantee, or if Group changes its assessment of
becomes virtually certain that an inflow of economic
whether it will exercise a purchase, extension or
benefits will arise. When an inflow of economic
termination option.
benefits is probable, contingent assets are
disclosed in the consolidated financial statements. When the lease liability is re-measured in this way,
a corresponding adjustment is made to the carrying
Contingent liabilities and contingent assets are
amount of the right-of-use asset or is recorded in
reviewed at each balance sheet date.
profit or loss if the carrying amount of the right-of-
o. Leases use asset has been reduced to zero.

The Group assesses whether a contract contains a Lease payments have been classified as financing
lease, at the inception of the contract. A contract activities in Statement of Cash Flow.
is, or contains, a lease if the contract conveys the
right to control the use of an identified asset for a The Group has elected not to recognise right-
period of time in exchange for consideration. To of-use assets and lease liabilities for short term
assess whether a contract conveys the right to leases that have a lease term of less than or equal
control the use of an identified asset, the Group to 12 months with no purchase option and assets
assesses whether (i) the contract involves the use with low value leases. The Group recognises the
of identified asset; (ii) the Group has substantially all lease payments associated with these leases as
of the economic benefits from the use of the asset an expense in statement of profit and loss over the
through the period of lease and (iii) the Group has lease term. The related cash flows are classified as
right to direct the use of the asset. operating activities.

Annual Report 2023-24 197

Notes to the Consolidated Financial Statements
for the year ended 31st March 2024

p. Earnings per share t. New standards, interpretations and amendments

adopted by the Group
Basic earnings per share
The Ministry of Corporate Affairs has notified
Basic earnings per share are calculated by dividing
Companies (Indian Accounting Standards)
the net profit or loss for the period attributable to
Amendment Rules, 2023 dated 31 March 2023 to
equity shareholders by the weighted average number amend the following Ind AS which are effective for
of equity shares outstanding during the period. annual periods beginning on or after 1 April 2023. The
Group applied for the first-time these amendments.
Diluted earnings per share
For the purpose of calculating diluted earnings (i) Definition of Accounting Estimates -
per share, the net profit or loss for the period Amendments to Ind AS 8
attributable to equity shareholders and the weighted The amendments clarify the distinction
average number of shares outstanding during the between changes in accounting estimates,
period are adjusted for the effects of all dilutive changes in accounting policies and the
potential equity shares. correction of errors. It has also been clarified
how entities use measurement techniques and
q. Cash and cash equivalents inputs to develop accounting estimates.
Cash and cash equivalent in the consolidated The amendments had no impact on the
financial statements comprise cash at banks and Group’s consolidated financial statements.
on hand and short-term deposits with an original
maturity of three months or less, which are subject (ii) Disclosure of Accounting Policies -
to an insignificant risk of changes in value. Amendments to Ind AS 1
The amendments aim to help entities provide
For the purpose of the statement of consolidated accounting policy disclosures that are more
cash flows, cash and cash equivalents consist useful by replacing the requirement for entities
of cash and short-term deposits, as defined to disclose their ‘significant’ accounting
above, net of outstanding bank overdrafts as they policies with a requirement to disclose their
are considered an integral part of the Group’s ‘material’ accounting policies and adding
cash management. guidance on how entities apply the concept
of materiality in making decisions about
r. Dividend accounting policy disclosures.
The Group recognises a liability for dividends to
The amendments have had an impact on the
equity holders of the Group when the dividend is Group’s disclosures of accounting policies,
authorised and the dividend is no longer at the but not on the measurement, recognition
discretion of the Group. As per the corporate laws in or presentation of any items in the Group’s
India, a dividend is authorised when it is approved financial statements.
by the shareholders. A corresponding amount is
recognised directly in equity. (iii) Deferred Tax related to Assets and
Liabilities arising from a Single Transaction
s. Segment reporting - Amendments to Ind

Based on "Management Approach" as defined in Ind AS 12 The amendments narrow the scope of
AS 108 -Operating Segments, the Chief Operating the initial recognition exception under Ind AS
Decision Maker evaluates the Group's performance 12, so that it no longer applies to transactions
that give rise to equal taxable and deductible
and allocates the resources based on an analysis
temporary differences such as leases. The
of various performance indicators by business
Group previously recognised for deferred tax
segments. Inter segment sales and transfers are
on leases on a net basis. As a result of these
reflected at market prices.
amendments, the Group has recognised a
separate deferred tax asset in relation to its
Unallocable items includes general corporate
lease liabilities and a deferred tax liability
income and expense items which are not allocated
in relation to its right-of-use assets. Since,
to any business segment.
these balances qualify for offset as per the
requirements of paragraph 74 of Ind AS 12,
Segment Policies:
there is no impact in the balance sheet. There
The Group prepares its segment information in was also no impact on the opening retained
conformity with the accounting policies adopted for earnings as at 1 April 2022. Apart from these,
preparing and presenting the consolidated financial consequential amendments and editorials
statements of the Group as a whole. Common have been made to other Ind AS like Ind AS
allocable costs are allocated to each segment on 101, Ind AS 102, Ind AS 103, Ind AS 107, Ind
an appropriate basis. AS 109, Ind AS 115 and Ind AS 34.

198 Annual Report 2023-24

 Notes to the Standalone Financial Statements
for the year ended 31st March 2024

Note - 3
Property, Plant and Equipment, Capital Work In Progress, Intangible Assets, Intangibles under development as on 31st March 2024

Annual Report 2023-24

(H In Lakhs)
Gross Block Accumulated Depreciation / Amortisation Net

Note Closing Closing

Opening as Exchange Opening Charge Exchange As at As at
Particulars as at On as at
No. at 1st April Addition Deduction Rate as at 1st for the Rate 31st March 31st March
31st March Deduction 31st March
2023 Fluctuation April 2023 Year Fluctuation 2024 2023
2024 2024
3.1 Property, Plant and
Equipment
1 Freehold Land 558.40 - - - 558.40 - - - - - 558.40 558.40
2 ROU - Leasehold Land 11,409.43 - - - 11,409.43 285.42 130.20 - - 415.62 10,993.81 11,124.01
3 ROU - Building 797.13 - - - 797.13 524.12 131.03 - - 655.15 141.98 273.01
4 Building 33,228.92 1,003.80 241.37 - 33,991.35 5,672.76 1,281.12 1.45 - 6,952.43 27,038.92 27,556.16
5 Plant & Machinery 1,00,087.15 7,025.40 590.17 - 1,06,522.38 26,416.21 6,898.31 299.91 - 33,014.61 73,507.77 73,670.94
6 Furniture & Fixtures 1,742.05 69.28 18.28 0.21 1,793.26 559.39 159.89 7.98 0.18 711.48 1,081.78 1,182.66
7 Vehicles 1,453.16 18.75 31.39 0.72 1,441.24 954.17 146.88 29.15 0.12 1,072.02 369.22 498.99
8 Computers 265.78 15.05 0.09 0.11 280.85 187.88 36.58 0.08 0.07 224.45 56.40 77.90
9 Other Equipments 2,101.50 169.76 9.24 0.01 2,262.03 632.79 349.52 4.08 0.01 978.24 1,283.79 1,468.71
Sub Total 1,51,643.52 8,302.04 890.54 1.05 1,59,056.07 35,232.74 9,133.53 342.65 0.38 44,024.00 1,15,032.07 1,16,410.78
3.3 Intangible Assets
1 Software Licenses 155.67 - - - 155.67 134.39 9.89 - - 144.28 11.39 21.28
2 Product Licenses 2,321.87 25.12 - - 2,346.99 2,192.09 47.91 - - 2,240.00 106.99 129.78
3 Usage Rights 369.69 - - - 369.69 323.41 31.06 - - 354.47 15.22 46.28
Sub Total 2,847.23 25.12 - - 2,872.35 2,649.89 88.86 - - 2,738.75 133.60 197.34
Total 1,54,490.75 8,327.16 890.54 1.05 1,61,928.42 37,882.63 9,222.39 342.65 0.38 46,762.75 1,15,165.67 1,16,608.12

199
Financial Statements Statutory Reports Corporate Overview
Notes to the Consolidated Financial Statements
for the year ended 31st March 2024

Note - 3 (Contd..)
3.2 Capital Work In Progress/Intangibles under development
(H In Lakhs)
Capital Work Intangible assets
Particulars Total
In Progress under development

Cost
As at March 31, 2023 34,557.22 992.42 35,549.64
Addition 18,020.35 297.47 18,317.82
Capitalisation/Deduction 1,715.13 25.12 1,740.25
As at March 31, 2024 50,862.44 1,264.77 52,127.21

(i) Capital Work-in-Progress for Tangible Assets as at 31st March 2024 comprises expenditure for the Plant & Machineries and
Buildings in the course of construction.

(ii) Intangible Assets under Development as at 31st March 2024 comprises expenditure for the development and registration of
product licenses, considering which there are no stipulated timelines for completion of activities

(iii) The amount of borrowing costs added to cost of capital work-in-progress during the year ended 31st March 2024 is H1,499.86
Lakhs (31st March 2023: H986.37 Lakhs). The rate used to determine the amount of borrowing costs eligible for capitalisation
ranges between 8.25% to 8.80% (31st March 2023: 2.05% to 8.80%), which is the effective interest rate of the specific
borrowings taken for above mentioned Projects.

(iv) Refer Note 45 for Right of use Assets details.

(v) For Property Plant & Equipment and Intangible assets existing as on 1 April 2015 i.e. the date of transition to Ind AS, the
Company has used Indian GAAP carrying value as deemed cost as permitted by Ind AS 101 “First Time Adoption of Indian
Accounting Standard”. Accordingly, the net WDV as per Indian GAAP as on 1 April 2015 has been considered as Gross
block under Ind AS. The accumulated depreciation is netted off as on 1 April 2015.

200 Annual Report 2023-24

 Notes to the Standalone Financial Statements
for the year ended 31st March 2024

Note - 3
Property, Plant and Equipment, Capital Work In Progress, Intangible Assets, Intangibles under development as on 31st March 2023

Annual Report 2023-24

(H In Lakhs)
Gross Block Accumulated Depreciation / Amortisation Net
Closing Closing
Note Opening as Exchange Opening Charge Exchange As at As at
Particulars as at On as at
No. at 1st April Addition Deduction Rate as at 1st for the Rate 31st March 31st March
31st March Deduction 31st March
2022 Fluctuation April 2023 Year Fluctuation 2023 2022
2023 2023

3.1 Property, Plant and

Equipment
1 Freehold Land 558.40 - - - 558.40 - - - - - 558.40 558.40
2 ROU - Leasehold Land 11,409.43 - - - 11,409.43 155.22 130.20 - - 285.42 11,124.01 11,254.21
3 ROU - Building 797.13 - - - 797.13 393.09 131.03 - - 524.12 273.01 404.04
4 Building 26,333.60 7,061.04 165.72 - 33,228.92 4,608.95 1,065.63 1.82 - 5,672.76 27,556.16 21,724.65
5 Plant & Machinery 75,705.43 25,201.06 819.34 - 1,00,087.15 21,448.66 5,636.30 668.75 - 26,416.21 73,670.94 54,256.77
6 Furniture & Fixtures 1,449.30 330.00 38.33 1.08 1,742.05 452.79 138.42 32.67 0.85 559.39 1,182.66 996.51
7 Vehicles 1,483.20 42.14 49.57 (22.61) 1,453.16 867.36 149.94 37.13 (26.00) 954.17 498.99 615.84
8 Computers 221.52 43.83 0.12 0.55 265.78 150.86 36.89 - 0.13 187.88 77.90 70.66
9 Other Equipments 1,264.60 865.29 28.43 0.04 2,101.50 407.71 235.12 10.08 0.04 632.79 1,468.71 856.89
Sub Total 1,19,222.61 33,543.36 1,101.51 (20.94) 1,51,643.52 28,484.64 7,523.53 750.45 (24.98) 35,232.74 1,16,410.78 90,737.97
3.3 Intangible Assets
1 Software Licenses 155.67 - - - 155.67 118.66 15.73 - - 134.39 21.28 37.01
2 Product Licenses 2,284.82 37.05 - - 2,321.87 2,053.70 138.39 - - 2,192.09 129.78 231.12
3 Usage Rights 356.81 12.88 - - 369.69 294.71 28.70 - - 323.41 46.28 62.10
Sub Total 2,797.30 49.93 - - 2,847.23 2,467.07 182.82 - - 2,649.89 197.34 330.23
Total 1,22,019.91 33,593.29 1,101.51 (20.94) 1,54,490.75 30,951.71 7,706.35 750.45 (24.98) 37,882.63 1,16,608.12 91,068.20

201
Financial Statements Statutory Reports Corporate Overview
Notes to the Consolidated Financial Statements
for the year ended 31st March 2024

Note - 3 (Contd..)
3.2 Capital Work in Progress/Intangibles under Development
(H In Lakhs)
Capital Work Intangible assets
Particulars Total
In Progress under development

Cost
As at March 31, 2022 18,056.01 774.68 18,830.69
Addition 29,074.37 249.96 29,324.33
Capitalisation/Deduction 12,573.16 32.22 12,605.38
As at March 31, 2023 34,557.22 992.42 35,549.64

(i) Capital Work-in-Progress for Tangible Assets as at 31st March 2023 comprises expenditure for the Plant & Machineries and
Buildings in the course of construction.

(ii) Intangible Assets under Development as at 31st March 2023 comprises expenditure for the development and registration of
product licenses, considering which there are no stipulated timelines for completion of activities

(iii) The amount of borrowing costs added to cost of capital work-in-progress during the year ended 31st March 2023 is
Rs.986.37 Lakhs (31st March 2022: Rs.225.66 Lakhs). The rate used to determine the amount of borrowing costs eligible for
capitalisation ranges between 2.05% to 8.80%, which is the effective interest rate of the specific borrowings taken for above
mentioned Projects.

(iv) Refer Note 45 for Right of use Assets details.

(v) For Property Plant & Equipment and Intangible assets existing as on 1 April 2015 i.e. the date of transition to Ind AS, the
Company has used Indian GAAP carrying value as deemed cost as permitted by Ind AS 101 “First Time Adoption of Indian
Accounting Standard”. Accordingly, the net WDV as per Indian GAAP as on 1 April 2015 has been considered as Gross
block under Ind AS. The accumulated depreciation is netted off as on 1 April 2015.

Capital work in progress (CWIP) Ageing Schedule As at 31 March 2024

(H In Lakhs)
Amount in CWIP for a period of
Particulars Less than More than Total
1-2 years 2-3 years
1 year 3 years

Projects in progress 18,416.27 26,669.12 5,472.88 304.17 50,862.44

Total 18,416.27 26,669.12 5,472.88 304.17 50,862.44

CWIP completion schedule for capital-work-in progress, whose completion is overdue or has exceeded its cost
compared to its original plan
(H In Lakhs)
To be completed within
Particulars Less than More than Total
1-2 years 2-3 years
1 year 3 years

Agro V 12,951.35 - - - 12,951.35

Titanium Dioxide Plant 37,295.24 - - - 37,295.24
Total 50,246.59 - - - 50,246.59

Capital work in progress (CWIP) Ageing Schedule As at 31 March 2023

(H In Lakhs)
Amount in CWIP for a period of
Particulars Less than More than Total
1-2 years 2-3 years
1 year 3 years

Projects in progress 28,158.15 6,020.70 378.37 - 34,557.22

Total 28,158.15 6,020.70 378.37 - 34,557.22

202 Annual Report 2023-24

Notes to the Consolidated Financial Statements

Corporate Overview
for the year ended 31st March 2024

Note - 3 (Contd..)
CWIP completion schedule for capital-work-in progress, whose completion is overdue or has exceeded its cost
compared to its original plan
(H In Lakhs)
To be completed within

Statutory Reports
Particulars Less than More than Total
1-2 years 2-3 years
1 year 3 years

Agro V 11,766.99 - - - 11,766.99

Intangible Asset under Development (IAUD) Ageing Schedule As at 31 March 2024

(H In Lakhs)
Amount in IAUD for a period of

Financial Statements
Particulars Less than More than Total
1-2 years 2-3 years
1 year 3 years

Projects in progress 295.14 360.86 284.35 324.42 1,264.77

Total 295.14 360.86 284.35 324.42 1,264.77

Intangible Asset under Development (IAUD) Ageing Schedule As at 31 March 2023

(H In Lakhs)
Amount in IAUD for a period of
Particulars Less than More than Total
1-2 years 2-3 years
1 year 3 years

Projects in progress 371.20 284.35 151.31 185.56 992.42

Total 371.20 284.35 151.31 185.56 992.42

Also Refer Note 3.2 (ii) above

4 FINANCIAL ASSETS : INVESTMENTS

(H In Lakhs)
Particulars 31st March 2024 31st March 2023
(I) Investment at fair value through Other Comprehensive Income
Investments in Equity Shares (Unquoted)
(i) 4 (31st March 2023 - 4) Equity Shares of Alaukik Owners Association of H100/- 0 0
each #
(ii) 5,17,085 (31st March 2023 - 5,17,085) Equity Shares of Narmada Clean Tech 51.71 51.71
of H10/- each
(iii) 
14,000 (31st March 2023 - 14,000) Equity Share of Bharuch Eco Enviro 1.40 1.40
Infrastructure Limited of H10/- each
(iv) 500 (31st March 2023 - 500) Equity Shares of Green Environment Services 0.05 0.05
Co-operative Society Limited of H10/- each
(v) 30,000 (31st March 2023 - 30,000) Equity Shares of Panoli Enviro Technology 3.00 3.00
of H10/- each
(vi) 100 (31st March 2023 - 100) Equity Shares of Sanand Eco Project Limited of 0.01 0.01
H10/- each
(vii) 
2,000 (31st March 2023 - 2,000) Equity Shares of Suvikas Peoples Co- 1.00 1.00
operative Bank Limited of H50/- each
(viii) 
10 (31st March 2023 - 10) Equity Shares of Vellard View Premises Co- 0.01 0.01
operative Society Limited of H50/- each
(ix) 2
 64,001 (31st March 2023 - 264,001) Equity Shares of AMP Energy C&I Two 26.40 26.40
Private Limited of H 10/- each
(x) 2
 4,500 (31st March 2023 - 24,500) Equity Shares of Meghmani Foundation of 2.45 2.45
H 10/- each

Annual Report 2023-24 203

Notes to the Consolidated Financial Statements
for the year ended 31st March 2024

4 FINANCIAL ASSETS : INVESTMENTS (Contd..)

(H In Lakhs)
Particulars 31st March 2024 31st March 2023
Investments in Compulsorily Convertible Debentures (CCD) (Unquoted)
23,760 (31st March 2023 - 23,760) 0.01% CCD of AMP Energy C&I Two Private 237.60 237.60
Limited of H 1000/- each (Subscribed w.e.f. 1st March 2023).
Total (I) 323.63 323.63
(II) Investment at fair value through Profit and Loss
Investments in Redeemable Preference Shares (RPS) (Unquoted)
9,50,00,000 (31st March 2023 - 15,00,00,000) 8% RPS of Epigral Limited of H 10/- 9,500.00 15,000.00
each (Refer Note below)
Total (II) 9,500.00 15,000.00
(III) Investment at Amortised Cost
Investments in Government Securities (Unquoted)
National Savings Certificates - 0.03
Total (III) - 0.03
Total (I+II+III) 9,823.63 15,323.66
Note - # Amount is less than H 0.01 Lakh

(H In Lakhs)
Particulars 31st March 2024 31st March 2023

Aggregate Value Of Investments in unquoted Investments 9,823.63 15,323.66

Note - i) Aggregate and Fair value of Quoted investment is HNil

ii) Aggregate value of impairment of Investment is HNil

Note - Redeemable Preference Shares (RPS) of Epigral Limited (Formerly known as Meghmani Finechem Ltd)
Pursuant to the Composite Scheme of arrangement approved by NCLT Ahmedabad branch, the Holding Company has invested
in RPS issued by Epigral Ltd. The shares carry a coupon rate (Cumulative) of 8.00% p.a. and are redemable af face value after
20 years from the date of allotement at face value. The issuer carries a right to exercise the option of early redemption.

5 OTHER FINANCIAL ASSETS (NON CURRENT)

(H In Lakhs)
Particulars 31st March 2024 31st March 2023
Unsecured, Considered Good
Security Deposits 579.17 1,150.56
Bank Deposits with original maturity of more than 12 months 524.92 13.71
(including interest accrued) (Refer Note below)
TOTAL 1,104.09 1,164.27
Note : -
Margin money deposits amounting H 524.92 Lakhs are given as security against guarantees with Banks (31st March 2023 - H 13.71
Lakhs). These deposits are made for varying periods of more than 1 year to 6 years and earns interest ranging between 5.40% to
7.05% (31st March 2023 - 5.10% to 7.00%).

6 INCOME TAX ASSETS (NET)

(H In Lakhs)
Particulars 31st March 2024 31st March 2023

Advance payment of Income Tax and TDS (Net of Provision) 2,497.64 2,307.69
Total 2,497.64 2,307.69

204 Annual Report 2023-24

Notes to the Consolidated Financial Statements

Corporate Overview
for the year ended 31st March 2024

7 OTHER NON-CURRENT ASSETS

(H In Lakhs)
Particulars 31st March 2024 31st March 2023
Unsecured, Considered Good
Capital Advances 1,181.34 1,747.36

Statutory Reports
Balances with Government Authorities (Amount Paid Under Protest) 517.35 293.68
Others (See Note below) 283.06 283.06
TOTAL 1,981.75 2,324.10

Note : -
Others represents amount paid to Gujarat Industrial Development Corporation towards contribution for the share in Common
Effluent Treatment Plant to be constructed.

Financial Statements
8 INVENTORIES (VALUED AT LOWER OF COST OR NET REALISABLE VALUE)
(H In Lakhs)
Particulars 31st March 2024 31st March 2023

Raw Materials 13,258.56 16,871.16

Raw Materials in Transit 611.12 381.80
Work In Process 2,833.09 2,379.08
Finished Goods (See Note Below) 12,141.79 22,272.29
Finished Goods in Transit 19,049.22 18,488.14
Stock in Trade 744.92 2,131.26
Stock in Trade in Transit 666.10 -
Stores and Spares 1,664.28 1,682.62
Others (Packing Material and Fuel Stock) 748.98 966.32
TOTAL 51,718.06 65,172.67

Note : -
During the year ended 31st March 2024, H 303.65 (31st March 2023: H 2,257.00 lakhs) was recognised as an expense for
inventories carried at net realisable value.

9 INVESTMENTS - CURRENT
(H In Lakhs)
Particulars 31st March 2024 31st March 2023
Investment at fair value through Profit and Loss
Investments in Mutual Funds (Quoted) (Fully Paid)
Axis Overnight Fund Direct Growth: Units: 39576.991 501.27 1,000.15
(31st March 2023 Units: 84361.363)
LIC MF Overnight Fund Direct Plan Growth: Units: 90110.833 1,118.38 1,000.14
(31st March 2023 Units: 86059.446)
SBI Overnight Fund Direct Growth: Units: Nil - 1,000.15
(31st March 2023 Units:27407.127)
TOTAL 1,619.65 3,000.44

(H In Lakhs)
Particulars 31st March 2024 31st March 2023

Aggregate Carrying value Of Quoted Investments 1,619.65 3,000.44

Aggregate Market value Of Quoted Investments 1,619.65 3,000.44

Annual Report 2023-24 205

Notes to the Consolidated Financial Statements
for the year ended 31st March 2024

10 TRADE RECEIVABLES
(H In Lakhs)
Particulars 31st March 2024 31st March 2023
Trade receivables
Trade receivables - Others 42,967.24 52,101.18
Receivables from related parties (Refer Note 43) 318.38 240.30
Total Trade receivables 43,285.62 52,341.48
Break-up for security details:
Secured, Considered Good 150.83 169.09
Unsecured, Considered Good 43,134.79 52,172.39
Trade receivables which have significant increase in credit risk 78.01 170.06
Trade receivables - credit impaired 935.99 802.64
44,299.62 53,314.18
Impairment allowance (allowance for bad and doubtful debts)
Unsecured, Considered Good - -
Trade receivables which have significant increase in credit risk (78.01) (170.06)
Trade receivables - credit impaired (935.99) (802.64)
Total 43,285.62 52,341.48

(H In Lakhs)
Particulars 31st March 2024 31st March 2023

Provision as at the beginning of the year 972.70 942.33

Expense recognised in the statement of Profit and Loss 41.30 30.37
Provision as at the end of the year 1,014.00 972.70

Trade receivable are secured to the extent of deposit received from the customers.
Trade Receivables are non-interest bearing and are generally on terms of 30 to 180 days.
For amounts due and terms and conditions relating to related party receivables, Refer Note 43.
No trade or other recieveables are due from director or other officers of the Company either severally or jointly with any other person.
For information about Credit Risk and Market Risk related to Trade Receivables, Refer Note 44.

Trade receivables Ageing Schedule

As at 31 March 2024
(H In Lakhs)
Current Outstanding for following periods from due date of payment
Particulars but not Less than 6 months More than Total
1-2 years 2-3 years
due 6 Months – 1 year 3 years
Undisputed Trade Receivables – 31,971.19 9,955.41 878.84 480.18 - - 43,285.62
considered good
Undisputed Trade Receivables – - - 78.01 - - - 78.01
which have significant increase in
credit risk
Undisputed Trade receivable – - - - 380.09 46.45 154.14 580.68
credit impaired
Disputed Trade receivables - - - - - - - -
considered good
Disputed Trade receivables – - - - - - - -
which have significant increase in
credit risk
Disputed Trade receivables – - - - 11.15 146.61 197.55 355.31
credit impaired
Total 31,971.19 9,955.41 956.85 871.42 193.06 351.69 44,299.62

206 Annual Report 2023-24

Notes to the Consolidated Financial Statements

Corporate Overview
for the year ended 31st March 2024

10 TRADE RECEIVABLES (Contd..)

As at 31 March 2023
(H In Lakhs)
Current Outstanding for following periods from due date of payment
Particulars but not Less than 6 months More than Total

Statutory Reports
1-2 years 2-3 years
due 6 Months – 1 year 3 years
Undisputed Trade Receivables – 33,995.11 11,653.82 6,679.14 13.41 - - 52,341.48
considered good
Undisputed Trade Receivables – - - 170.06 - - - 170.06
which have significant increase in
credit risk
Undisputed Trade receivable – - - - 214.84 102.86 163.85 481.55
credit impaired

Financial Statements
Disputed Trade receivables - - - - - - - -
considered good
Disputed Trade receivables – - - - - - - -
which have significant increase in
credit risk
Disputed Trade receivables – - - - 124.67 - 196.42 321.09
credit impaired
Total 33,995.11 11,653.82 6,849.20 352.92 102.86 360.27 53,314.18

11 CASH AND CASH EQUIVALENTS

(H In Lakhs)
Particulars 31st March 2024 31st March 2023

Balance with Banks

Balance with Banks in current accounts 1,166.21 1,199.22
Cash on hand 21.56 6.46
Bank deposits with original maturity of less than three months 500.00 1,900.00
Total 1,687.77 3,105.68

Note :-
Fixed bank deposits amounting H 500.00 Lakhs (31st March 2023 - H 1,900.00 Lakhs) is for period of 7 days earns interest @ 4.75%
(31st March 2023 @ 4.50%)

12 OTHER BANK BALANCES

(H In Lakhs)
Particulars 31st March 2024 31st March 2023

Earmarked balances for Unclaimed Dividend 71.30 69.15

Earmarked balances for CSR Unspent Amount 266.98 89.00
TOTAL 338.28 158.15

13 LOANS
(H In Lakhs)
Particulars 31st March 2024 31st March 2023
Unsecured, Considered Good (Current)
Loan to Employees (Refer Note below) 26.80 38.71
Total 26.80 38.71

Notes
The loans to employees are interest free and are generally for a tenure of 6 to 12 months.
Since all the above loans given by the Group are unsecured and considered good, the bifurcation of loan in other categories as
required by Schedule III of Companies Act 2013 viz: a) secured, b) loans which have significant increase in credit risk and c)
credit impaired is not applicable.
There are no Loans and advances due by directors or other officers of the company or any of them either severally or jointly with any
other person or amounts due by firms or private companies respectively in which any director is a partner or a director or a member.

Annual Report 2023-24 207

Notes to the Consolidated Financial Statements
for the year ended 31st March 2024

14 OTHER FINANCIAL ASSETS (CURRENT)

(H In Lakhs)
Particulars 31st March 2024 31st March 2023
Unsecured, Considered Good
Insurance Claim Receivable (Refer Note 37) 4,426.33 3,787.08
Export Benefit Receivable 162.21 688.92
Dividend Receivable on RPS (Refer Note 43) 1,037.06 1,474.63
Bank Deposit (Refer Note below) 188.37 671.06
Other Deposit - 7.33
Balance with Government Authorities (GST Refund) 2,968.21 2,245.53
Other Receivable 9.54 57.13
Total 8,791.72 8,931.68

Deposits amounting H 188.37 Lakhs are given as security against guarantees with Banks (31st March 2023 - H 671.06 Lakhs).
These deposits are made for varying periods of 3 months to 12 months and earns interest ranging between 5.10% to 7.25% (31st
March 2023: 4.40% to 7.00%).

15 OTHER CURRENT ASSETS

(H In Lakhs)
Particulars 31st March 2024 31st March 2023
Unsecured, Considered Good
Balance with Government Authorities GST Credit (net) 11,563.10 11,566.84
Advances to Suppliers 312.75 299.17
Prepaid Expenses 1,248.10 1,165.72
Export Benefit Receivable 527.20 650.20
Others 195.04 136.06
Total 13,846.19 13,817.99

16 SHARE CAPITAL
(H In Lakhs)
AUTHORISED SHARE CAPITAL No. of shares H in Lakhs
Equity shares of Re. 1 each.
As at 31st March 2022 37,00,00,000 3,700.00
Changes during the year - -
As at 31st March 2023 37,00,00,000 3,700.00
Changes during the year - -
As at 31st March 2024 37,00,00,000 3,700.00

(H In Lakhs)
ISSUED, SUBSCRIBED AND FULLY PAID UP SHARE CAPITAL No. of shares H in Lakhs
Equity shares of Re. 1 each. 25,43,14,211 2,543.14

Reconciliation of shares outstanding at the beginning and at the end of the Year
(H In Lakhs)
Particulars No. of shares H in Lakhs
Equity shares of Re. 1 each.
As at 31st March 2022 25,43,14,211 2,543.14
Changes during the year - -
As at 31st March 2023 25,43,14,211 2,543.14
Changes during the year - -
As at 31st March 2024 25,43,14,211 2,543.14

208 Annual Report 2023-24

Notes to the Consolidated Financial Statements

Corporate Overview
for the year ended 31st March 2024

16 SHARE CAPITAL (Contd..)

Terms / Rights attached to Equity shares
The Holding Company has only one class of Equity Shares having par value of Re 1 per share. Each holder of equity share is
entitled to one vote per share. The Holding Company declares and pays dividends in Indian rupees. The dividend proposed by
the Board of Directors of Holding Company is subject to the approval of the shareholders in the ensuing Annual General Meeting.

Statutory Reports
In the event of liquidation of the Holding Company, the holders of equity shares will be entitled to receive the remaining assets of
the Holding Company, after distribution of all preferential amounts. The distribution will be in proportion to the number of equity
shares held by the shareholders.

Details of Equity shares of Re 1 each, as held by promoters

As at 31 March 2024
(H In Lakhs)

Financial Statements
No. of shares at % change
Changes No. of shares at % of Total
Promoter Name the beginning of during the
during the year the end of the year Shares
the year year

Mr. Jayanti Patel 1,80,24,390 - 1,80,24,390 7.09% 0.00%

Mr. Ashish Soparkar 2,55,40,396 - 2,55,40,396 10.04% 0.00%
Mr. Natwarlal Patel 2,11,47,850 - 2,11,47,850 8.32% 0.00%
Mr. Ramesh Patel 1,60,25,067 50,000 1,60,75,067 6.32% 0.02%
Mr. Anand Patel 78,93,200 - 78,93,200 3.10% 0.00%
Mr. Ankit Patel 33,93,260 - 33,93,260 1.33% 0.00%
Mr. Karana Patel 19,71,000 - 19,71,000 0.78% 0.00%
Mr. Darshan Patel 11,46,205 - 11,46,205 0.45% 0.00%
Total 9,51,41,368 50,000 9,51,91,368

As at 31 March 2023
(H In Lakhs)
No. of shares at % change
Changes No. of shares at % of Total
Promoter Name the beginning of during the
during the year the end of the year Shares
the year year

Mr. Jayanti Patel 1,80,24,390 - 1,80,24,390 7.09% 0.00%

Mr. Ashish Soparkar 2,55,40,396 - 2,55,40,396 10.04% 0.00%
Mr. Natwarlal Patel 2,08,97,850 2,50,000 2,11,47,850 8.32% 0.10%
Mr. Ramesh Patel 1,59,12,067 1,13,000 1,60,25,067 6.30% 0.04%
Mr. Anand Patel 79,43,200 (50,000) 78,93,200 3.10% -0.02%
Mr. Ankit Patel 32,93,260 1,00,000 33,93,260 1.33% 0.04%
Mr. Karana Patel 19,71,000 - 19,71,000 0.78% 0.00%
Mr. Darshan Patel 11,46,205 - 11,46,205 0.45% 0.00%
Total 9,47,28,368 4,13,000 9,51,41,368

Details of Shareholder holding more than 5% Equity Shares

(H In Lakhs)
31st March 2024 31st March 2023
Particulars
No of Shares % of Holding No of Shares % of Holding

Mr. Jayanti Patel 1,80,24,390 7.09% 1,80,24,390 7.09%

Mr. Ashish Soparkar 2,55,40,396 10.04% 2,55,40,396 10.04%
Mr. Natwarlal Patel 2,11,47,850 8.32% 2,11,47,850 8.32%
Mr. Ramesh Patel 1,60,75,067 6.32% 1,60,25,067 6.30%
Total 8,07,87,703 31.77% 8,07,37,703 31.75%

As per records of the Company, including its register of shareholder / members and other declarations received from shareholders
regarding beneficial interest, the above shareholding represents both legal and beneficial ownerships of shares.

Annual Report 2023-24 209

Notes to the Consolidated Financial Statements
for the year ended 31st March 2024

16 SHARE CAPITAL (Contd..)

Dividend Distribution made and proposed
(H In Lakhs)
Particulars 31st March 2024 31st March 2023
Dividends on Equity shares declared and paid:
Final dividend for 31 March 2023: H 1.40 per share 3,560.40 3,560.39
(31 March 2022: H 1.40 per share)
Proposed dividends on Equity shares:
Proposed dividend for 31 March 2024: HNil (31 March 2023: H 1.40 per share) - 3,560.40

Proposed dividends on equity shares are subject to approval at the annual general meeting and are not recognised as a liability
as at 31 March.

The Board of Directors have not proposed any final dividend for the year ended March 31, 2024.

17 Other Equity
(H In Lakhs)
Particulars 31st March 2024 31st March 2023
(1) Securities Premium
Balance as at the Beginning of the year 15,650.48 15,650.48
Balance as at the end of the year 15,650.48 15,650.48
(2) Capital Reserve
Balance as at the Beginning of the year (4,608.95) (4,608.95)
Balance as at the end of the year (4,608.95) (4,608.95)
(3) General Reserve
Balance as at the Beginning of the year 12,467.18 12,467.18
Balance as at the end of the year 12,467.18 12,467.18
(4) Capital Redemption Reserve
Balance as at the Beginning of the year 184.33 184.33
Balance as at the end of the year 184.33 184.33
(5) Foreign Currency Translation Reserve
Balance as at the Beginning of the year (30.97) (3.36)
Add : Transfer to Profit and Loss Account (80.87) -
Add : Addition during the year (12.68) (27.61)
Balance as at the end of the year (124.52) (30.97)
(6) Retained Earning
Balance as at the Beginning of the year 1,40,717.54 1,20,389.62
Add : Profit/(Loss) for the year (10,602.60) 23,770.82
Add : Other Comprehensive Income for the Year (Net of tax) 102.89 117.50
1,30,217.83 1,44,277.94
Less : Appropriation
Dividend 3,560.40 3,560.40
3,560.40 3,560.40
Balance as at the end of the year 1,26,657.43 1,40,717.54
Total 1,50,225.95 1,64,379.61
Nature and purpose of reserves:
Securities premium
In cases where the Company issues shares at a premium, whether for cash or otherwise, a sum equal to the aggregate amount of
the premium received on those shares has been transferred to “Securities Premium”. The Company may issue fully paid-up bonus
shares to its members out of the securities premium and to buy-back of shares.

Capital Reserve
The Capital Reserve represents difference between consideration paid and net assets acquired on business combination
transaction under common control transaction.

210 Annual Report 2023-24

Notes to the Consolidated Financial Statements

Corporate Overview
for the year ended 31st March 2024

17 Other Equity (Contd..)

General reserve
General Reserve is created out of the profits earned by the Company by way of transfer from surplus in the Statement of Profit and
Loss. The Company can use this reserve for payment of dividend and issue of fully paid-up bonus shares.

Statutory Reports
Capital Redemption Reserve
Capital Redemption Reserve was created for buy-back of shares in earlier years.

Currency Translation Reserve

Exchange differences arising on translation of the foreign operations are recognised in Other Comprehensive Income as described
in accounting policy and accumulated in a separate reserve within equity. The cumulative amount is reclassified to profit or loss
when the net investment is disposed-off.

Financial Statements
Retained Earnings
Retained Earnings are the net profits/(loss) that the Company has earned till date, less any transfer to General Reserve, Dividend
paid to Shareholders. It also includes Re-measurement gain/(loss) on defined benefit plans that will not be Re-classified to the
Statement of Profit and loss.

18 BORROWINGS (NON CURRENT)

(H In Lakhs)
Particulars 31st March 2024 31st March 2023
SECURED
Term Loan Facilities from Banks :
In Indian Currency (Refer Note - iii, iv, vii, and viii below) 44,926.85 40,010.58
In Foreign currency (Refer Note - i & ii) 4,548.77 8,693.55
Unsecured Loan Facilities from Banks :
In Foreign currency (Refer Note - v and vi below) 5,844.59 4,349.78
TOTAL 55,320.21 53,053.91
Current maturity of long term borrowing disclosed under 'short term borrowings' 17,007.32 12,898.63
(Refer Note 24)
Total non-current borrowing 38,312.89 40,155.28
The above amounts includes:
Secured borrowing 36,432.45 38,705.31
Unsecured borrowing 1,880.44 1,449.97

Refer Note No - 44 For Interest Rate Risk and Liquidity Risk.

Details of Security and Repayment Terms:
i The Holding Company has Rupee Term Loan facility of H 9,200.00 Lakhs (31 March 2023: H 9,200.00 Lakhs). The Facility is
secured by (a) First Pari Passu charge by way of Hypothecation on the movable fixed assets of the Company (b) Assignment
of Lease Hold Land used for Windmill (c) First Pari Passu charge by way of mortgage on immovable fixed assets of the
Company (excluding the assets charged specifically to other lenders).
During the year 2019-2020, outstanding Indian Rupee loan of H6,899.23 lakhs had been converted into foreign currency loan
of Euro 87.41 lakhs. The borrowing carries interest at 6 month Euribor + 1.75% p.a. payable at monthly rest. The effective
interest rate varies from 5.57% p.a. to 5.66% p.a. (31st March 2023: 1.75%). Outstanding balance for this borrowing is Euro
9.71 lakhs equivalent to H872.85 lakhs (as at 31 March 2023: H2,596.33 lakhs). As per the terms, the foreign currency loan is
repayable in 9 half yearly instalments starting from financial year 2020-21

Repayment of loan is as follows:

1- Nine half yearly instalment of Euro 9.71 lakhs
ii The Holding Company has availed External Commercial Borrowing of Euro 123.30 Lakhs (H 10,997.25 Lakhs) (31 March
2023: Euro 123.30 Lakhs). The Facility is secured by First Pari Passu charge by way of Hypothecation on the movable
fixed assets of the Company. The borrowing carries interest at 6 month Euribor + 1.20% p.a. payable at 6 monthly rest. The
effective interest rate varies from 4.37% p.a. to 5.14% p.a.(31st March 2023 : 1.20% to 4.37%). Outstanding balance for this
borrowing is Euro 41.10 lakhs equivalent to H3,675.92 lakhs (31 March 2023: H6,097.22 Lakhs). As per the original terms, the
loan is repayable in 9 half yearly instalments starting from financial year 2021-22.
Repayment of loan is as follows:

1 - Nine half yearly instalments of Euro 13.70 lakhs

Annual Report 2023-24 211

Notes to the Consolidated Financial Statements
for the year ended 31st March 2024

18 BORROWINGS (NON CURRENT) (Contd..)

iii The Holding Company has availed Rupee Term Loan facility of H 15,000.00 Lakhs (31 March 2023: H15,000.00 Lakhs). The
Facility is secured by (a) First Pari Passu charge by way of Hypothecation on the movable fixed assets of the Company
situated at Chharodi, Ankleshwar, Panoli and Vatva (b) First Pari Passu charge by way of mortgage on immovable fixed assets
of the Company situated at Chharodi, Ankleshwar, Panoli and Vatva (c) Second Pari Passu charge by way of mortgage on
immovable fixed assets of the Company situated at as Dahej and Dahej SEZ. The borrowing carries interest at 6.40% p.a.
payable at monthly rest. Outstanding balance for this borrowing is H 9,709.98 lakhs. (31st March 2023: H 12,696.05 Lakhs).
As per the terms, the loan is repayable in 20 quarterly instalments starting from financial year 2022-23.

The Company has entered into a cross currency swap (“CCS”) transaction on the said Rupee Term loan facility whereby
outstanding Rupee Term loan has been swapped with notional principal of USD 201.48 lakhs. As per the terms of CCS
agreement, the company receives interest at 6.40% p.a. on notional principal of H 15,000 lakhs and pays interest at 2.05%
p.a. on notional principal of USD 201.48 lakhs at monthly rest. As per the notional principal settlement terms of CCS
agreement, the Company will receive H 750 lakhs and pay USD 10.07 lakhs in 20 equal quarterly instalments starting from
financial year 2022-23

Repayment of loan is as follows:

1 - Twenty quarterly instalments of INR 750 lakhs

iv The Holding Company has availed Rupee Term Loan facility of H 15,000.00 Lakhs (31 March 2023: H 15,000.00 Lakhs).
The Facility is secured by (a) First Pari Passu charge by way of Hypothecation on the movable fixed assets of the Company
situated at Chharodi, Vatva, Ankleshwar and Panoli (b) First Pari Passu charge by way of mortgage to be created on
immovable fixed assets of the Company situated at as Chharodi, Ankleshwar, Panoli and Vatva (c) Second Pari Passu
charge by way of mortgage on immovable fixed assets of the Company situated at as Dahej and Dahej SEZ. The borrowing
carries interest at 7.00% p.a. (31 March 2023: 6.75% p.a.) payable at monthly rest. Outstanding balance for this borrowing is
H 11,690.68 lakhs. (31st March 2023 H 14,535.46 Lakhs). As per the terms, the loan is repayable in 20 quarterly instalments
(First four instalments of H150 Lakhs each and Sixteen instalments of H900 Lakhs each) starting from financial year 2022-23.

The Company has entered into a cross currency swap (“CCS”) transaction on the said Rupee Term loan facility whereby
outstanding Rupee Term loan has been swapped with notional principal of USD 116.41 lakhs and EUR 73.43 Lakhs. As per
the terms of CCS agreement, the Company receives interest at 7.00% p.a.(31 March 2023: 6.75% p.a.) on notional principal
of INR 15,000 lakhs and pays interest at 3.25% p.a. on notional principal of USD 51.74 lakhs at monthly rest, at ON SOFR +
0.87% p.a. on notional principal of USD 64.67 lakhs and at ON ESTER +0.60% p.a. on notional principal of EUR 73.43 lakhs
payable at monthly rest. As per the notional principal settlement terms of CCS agreement, the Company will receive INR 150
lakhs and pay USD 1.17 lakhs and EUR 0.73 Lakhs (in four quarterly instalments) and receive INR 900 lakhs and pay USD
6.98 lakhs and EUR 4.41 Lakhs (in sixteen quarterly instalments) starting from financial year 2022-23.

v The Holding Company has availed unsecured Foreign Currency Term Loan of Euro 56.73 Lakhs (H 5,000.00 Lakhs). The
borrowing carries interest at 3 month Euribor + 1.60% p.a. payable at monthly rest. The effective interest rate varies from
4.59% p.a. to 5.58% p.a. (31st March 2023: 3.47%). Outstanding balance for this borrowing is Euro 16.21 lakhs equivalent to
H1,456.90 lakhs (31 March 2023: H4,349.78 lakhs). As per the original terms, the loan is repayable in seven equal quarterly
instalments starting from financial year 2022-23.

vi During Current Financial Year,The Holding Company has availed unsecured Foreign Currency Term Loan of Euro 55.77
Lakhs (H 5,000.00 Lakhs). The borrowing carries interest at ON ESTER + 1.55% p.a. payable at monthly rest. The effective
interest rate varies from 4.75% p.a. to 5.46% p.a. during current financial year. Outstanding balance for this borrowing is Euro
48.82 lakhs equivalent to H4,387.69 lakhs (31 March 2023: H Nil). As per the original terms, the loan is repayable in eight equal
quarterly instalments of EURO equivalent to INR 625 Lakhs each starting from financial year 2023-24.

vii One Subsidiary Company Kilburn Chemicals Limited has availed Rupee Term Loan facility of H 25,000.00 Lakhs of which
company has drawn H 19,905.64 Lakhs (31 March 2023: 12,778.17 Lakhs). The Facility is secured by (a) First charge by
way of Hypothecation on the movable fixed assets of the Subsidiary Company (b) First charge by way of mortgage created
on immovable fixed assets of the Subsidiary Company and (c) Corporate guarantee by Holding Company. The borrowing
carries interest at 1 Month T-Bill +1.81% p.a. payable at monthly rest.The effective interest rate ranges from 8.42% to 8.80%
during the year. Outstanding balance for this borrowing is INR 19,905.64 Lakhs (31st March 2023 : 12,778.17 Lakhs).

Repayment of loan is as follows:

1 - Twenty quarterly instalments starting from FY 2024-25

viii One Subsidiary Company Meghmani Crop Nutrition Limited has availed Rupee Term Loan facility of H 5,600.00 Lakhs of
which company has drawn H 3,620.55 Lakhs (31 March 2023:HNIL). The Facility is secured by (a) First charge by way of

212 Annual Report 2023-24

Notes to the Consolidated Financial Statements

Corporate Overview
for the year ended 31st March 2024

18 BORROWINGS (NON CURRENT) (Contd..)

Hypothecation on the movable fixed assets of the Subsidiary Company and (b) Corporate guarantee by Holding Company.
The borrowing carries interest at Repo Rate +1.75% p.a. payable at monthly rest.The effective interest rate was 8.25% during
the year. Outstanding balance for this borrowing is INR 3,620.55 Lakhs.

Statutory Reports
Repayment of loan is as follows:

1 - Twenty four quarterly instalments of INR 150.86 lakhs starting from F.Y. 2024-25 after a moratorium of one year.

ix Bank loans availed by the Group are subject to certain covenants relating to current ratio, total outside liabilities to total net
worth, fixed assets coverage ratio, ratio of total term liabilities to net worth have been complied with as per the terms of loan
agreements. Covenants such as long term debt to EBIDTA, interest service coverage ratio, debt service coverage ratio
and operating profit ratio have not been complied as per the terms of loan agreements as at and for the year ended 31st
March, 2024. The Company has obtained waiver from respective banks considering the non-compliance with above stated

Financial Statements
covenants and for continuing the repayment as per the original saction terms. Accordingly outstanding balances has been
disclosed as per original repayment schedule.

19 LEASE LIABILITIES (NON - CURRENT / CURRENT)

(H In Lakhs)
Particulars 31st March 2024 31st March 2023
Non - Current
Lease Liability (Refer Note - 45) 14.97 186.61
Total 14.97 186.61
Current
Lease Liability (Refer Note - 45) 171.64 157.70
Total 171.64 157.70

20 OTHER FINANCIAL LIABILITIES (NON CURRENT)

(H In Lakhs)
Particulars 31st March 2024 31st March 2023
Financial Liabilities carried at Fair Value Through Profit or Loss:
Mark to Market Liabilities on derivative instruments (Refer Note Below) 1,198.47 1,630.87
Financial liabilities carried at Cost
Employee Benefit Payable 27.08 42.73
Total 1,225.55 1,673.60

Note:
The Holding Company has Cross Currency Swaps (CCS) and Interest Rate Swaps (IRS) against Rupee Denominated loans (Refer
Note 18). The Changes in fair value of the CCS and IRS has been recognised in Finance Costs.

21 PROVISIONS (NON CURRENT)

(H In Lakhs)
Particulars 31st March 2024 31st March 2023
Provision for Employee Benefits
Gratuity (Refer Note 40) 1,539.11 1,432.86
Leave Encashment 154.04 143.20
Total 1,693.15 1,576.06

Annual Report 2023-24 213

Notes to the Consolidated Financial Statements
for the year ended 31st March 2024

22 Income Taxes
(a) Amounts recognised in Profit and Loss
(H In Lakhs)
For the year ended For the year ended
Particulars
31st March 2024 31st March 2023
Current Income Tax 466.86 7,945.87
Deferred tax relating to origination & reversal of temporary differences (1,982.07) (408.17)
Tax expense/(Credit) for the year (1,515.21) 7,537.70

(b) Amounts recognised in Other Comprehensive Income

(H In Lakhs)
For the year ended For the year ended
Particulars
31st March 2024 31st March 2023
Items that will not be reclassified to statement of profit and loss
Tax on Remeasurements of the Defined Benefit Plans (32.95) (38.99)
Items that will be reclassified to Profit or Loss
Tax (Expense) / Benefit on Foreign Currency Translation of Foreign Operations before tax 4.26 9.29

(c) Reconciliation of Effective Tax Rate

(H In Lakhs)
For the year ended For the year ended
Particulars
31st March 2024 31st March 2023
Profit/(Loss) Before Tax (12,117.81) 31,308.52
Enacted Tax Rate in India (31 March 2024: 25.17% and 31 March 2023: 25.17%) (3,049.81) 7,879.73
Tax effect on non-deductible Expenses / Income not subjected to tax /
other adjustments
CSR and Donations 167.05 210.67
Dividend Income on RPS (Net of Taxes)(Refer Note below) - (800.17)
Indexation benefit on Fair Value Gain on Redemption of RPS (183.19) (157.52)
Tax effect on Business Loss 1,183.07 361.11
Others 367.67 43.88
Tax Expense as per Consolidated Statement of Profit and Loss (1,515.21) 7,537.70
Effective Tax Rate 12.50% 24.08%

Note: No adjustments is provided in the current year as the dividend income on RPS is taxable and there will not be any
further deduction u/s 80M of the Income-tax Act, 1961 since the Holding Company has not proposed dividend during for FY
2023-24. Adjustment for Dividend income on RPS in ETR in the previous year was on account of income not taxable since
deduction u/s 80M of the Income-tax Act, 1961 was availed as the Holding Company proposed and paid dividend for FY 22-23.

(d) Movement in Deferred Tax balances for the year ended March 31, 2024
(H In Lakhs)
Deferred tax (Deferred tax
Net balance Recognised in Recognised
Particulars Net asset as at liability) as at
April 1, 2023 profit and loss in OCI
March 31, 2024 March 31, 2024
Property, Plant and (5,170.40) (771.96) - (5,942.36) - (5,942.36)
Equipment
Trade Receivables 244.81 10.39 - 255.20 255.20 -
DTA on stock reserve 310.30 (240.90) - 69.40 69.40 -
Loans and Borrowings (8.09) 16.58 - 8.49 8.49 -
Employee Benefits 437.84 35.03 (32.95) 439.92 439.92 -
Fair Value gain on (1,657.78) 663.05 - (994.73) - (994.73)
OCRPS
Stamp duty pursuant to 108.32 (51.01) - 57.31 57.31 -
Scheme of Arrangement
(refer note 49)
Eligible Business Loss - 2,325.15 - 2,325.15 2,325.15 -
(Refer Note below)
Currency Translation - (4.26) 4.26 - - -
Reserve
Tax Assets/ (Liabilities) (5,735.00) 1,982.07 (28.69) (3,781.62) 3,155.47 (6,937.09)
Set off (3,155.47) 3,155.47
Net Tax Assets / - (3,781.62)
(Liabilities)

214 Annual Report 2023-24

Notes to the Consolidated Financial Statements

Corporate Overview
for the year ended 31st March 2024

22 Income Taxes (Contd..)

Note: As at the year ended March 31, 2024, the Group is having deferred tax assets comprising of deductible temporary
differences on unabsorbed depreciation under tax laws of Holding Company and as the Group has reasonable certainty
towards its realization of Deferred Tax Assets (DTA) , DTA has been recognised for the same.
Movement in Deferred Tax balances for the year ended March 31, 2023

Statutory Reports
(H In Lakhs)
Deferred tax (Deferred tax
Net balance Recognised in Recognised
Particulars Net asset as at liability) as at
April 1, 2022 profit and loss in OCI
March 31, 2023 March 31, 2023
Property, Plant and (4,295.34) (875.06) - (5,170.40) - (5,170.40)
Equipment
Trade Receivables 237.17 7.64 - 244.81 244.81 -
DTA on stock reserve 85.64 224.66 - 310.30 310.30 -

Financial Statements
Loans and Borrowings (32.85) 24.76 - (8.09) - (8.09)
Employee Benefits 445.56 31.28 (38.99) 437.84 437.84 -
Fair Value gain on (2,325.44) 667.66 - (1,657.78) - (1,657.78)
OCRPS
Stamp duty pursuant to 159.33 (51.01) - 108.32 108.32 -
Scheme of Arrangement
(refer note 49)
Dividend on RPS (387.53) 387.53 - - - -
Currency Translation - (9.29) 9.29 - - -
Reserve
Tax Assets/ (Liabilities) (6,113.46) 408.17 (29.70) (5,735.00) 1,101.27 (6,836.27)
Set off (1,101.27) 1,101.27
Net Tax Assets / (5,735.00)
(Liabilities)

23 OTHER NON-CURRENT LIABILITIES

(H In Lakhs)
Particulars 31st March 2024 31st March 2023
Other Payable (Refer Note below) 591.53 591.53
TOTAL 591.53 591.53

Note:
Other Payable pertains to liablity towards EPCG obligation to be fulfilled by the Subsidiary Company.

24 BORROWINGS (CURRENT)
(H In Lakhs)
Particulars 31st March 2024 31st March 2023
Loans Repayable on Demand - Cash credit, packing credit, working capital
demand loan, Current maturities of Non Current Borrowings and Overdraft
facility accounts (Refer Note below)
Secured Loans
From Banks - In Indian Currency 14,188.73 6,532.02
From Banks - In Foreign Currency 6,592.52 15,048.70
Current maturities of Non Current Borrowings (Refer Note 18) 13,043.17 12,898.63
Unsecured Loans
From Banks - In Indian Currency 2,000.00 2,000.00
From Banks - In Foreign Currency 5,392.65 5,411.28
Current maturities of Non Current Borrowings (Refer Note 18) 3,964.15 -
Total 45,181.22 41,890.63

Annual Report 2023-24 215

Notes to the Consolidated Financial Statements
for the year ended 31st March 2024

24 BORROWINGS (CURRENT) (Contd..)

Details of Security and Repayment Terms:
The Holding Company has availed Cash credit, packing credit and working capital demand loans of H40,000 lakhs (31 March
2023: H40,000 lakhs) as sanctioned limit (Including Non Fund based facility) from State Bank of India, HDFC Bank Limited, ICICI
Bank Limited, DBS Bank India Limited and Axis Bank Limited (Collectively known as Consortium Bankers). The present consortium
is lead by State Bank of India. These loans are secured by first pari passu charge by way of hypothecation of the entire Stock of
Raw Materials, Work in Process, Finished Goods, Stores and Spares and Receivables and first pari passu charge on immovable
Fixed Assets of the Company as a collateral security. Interest rate on these loans are as follows:
(a) Interest rates on cash credit loans vary within the range of 8.55% to 9.30% (31 March 2023: 4.90% to 8.55%).

(b) Interest rates on packing credit loans vary within the range of Euribor + 1.35% to 5.90% (31 March 2023: USD libor/ SOFR +
0.75% to 1.00% and Euribor + 0.20% to 4.70%).

(c) Interest rates on working capital demand loans and overdraft facility vary within the range of 7.48% to 9.70% (31 March 2023:
4.68% to 7.90%).

(d) One Subsidiary Company Kilburn Chemicals Limited has availed Cash credit and working capital demand loans of
H7,500 lakhs (31 March 2023: H7,500 lakhs) as sanctioned limit from HDFC Bank Limited. These loans are secured by first
charge by way of hypothecation of the entire Current Assets of the Subsidiary Company. During the year company has not
utilised the limits

(e) One Subsidiary Company Meghmani Crop Nutrition Limited has availed Cash credit and working capital demand loans of
H10,000 lakhs (31 March 2023: HNIL) as sanctioned limit (Including Non Fund based facility) from HDFC Bank Limited. These
loans are secured by first charge by way of hypothecation of the entire Current Assets of the Subsidiary Company. During the
year company has not utilised the limits

25 TRADE PAYABLE
(H In Lakhs)
Particulars 31st March 2024 31st March 2023
Outstanding Dues of Micro and Small Enterprises 7,195.61 5,636.57
Outstanding Dues of Creditors other than Micro and 42,156.89 39,140.57
Small Enterprises (Refer Note below)
Total 49,352.50 44,777.14

Terms and Conditions of the above Outstanding Dues:

Trade payables are non-interest bearing and are normally settled on 30-360 days terms. For amounts due to related parties and
terms and conditions with related parties, Refer Note 43, Also Refer Note 44 for Group’s credit risk management processes. Trade
Payable includes Acceptances amounting to H 8,109.52 Lakhs (31 March 2023 H 4,540.48 Lakhs).

Trade payables Ageing Schedule

As at 31 March 2024
(H In Lakhs)
Outstanding for following periods from due date of payment
Particulars Unbilled Current but Less than More than
1-2 years 2-3 years Total
Dues not due 1 year 3 years
Total outstanding dues of micro 252.69 4,467.46 2,470.23 4.15 1.08 - 7,195.61
enterprises and small enterprises
Total outstanding dues of creditors 2,321.32 32,193.30 7,154.08 282.03 203.87 2.29 42,156.89
other than micro enterprises and small
enterprises
Total 2,574.01 36,660.76 9,624.31 286.18 204.95 2.29 49,352.50

There are no disputed dues of above categories of trade payable and hence requisite amounts are Nil (31st March 2023: Nil)

216 Annual Report 2023-24

Notes to the Consolidated Financial Statements

Corporate Overview
for the year ended 31st March 2024

25 TRADE PAYABLE (Contd..)

As at 31 March 2023
(H In Lakhs)
Outstanding for following periods from due date of payment
Particulars

Statutory Reports
Unbilled Current but Less than More than
1-2 years 2-3 years Total
Dues not due 1 year 3 years
Total outstanding dues of micro - 3,875.43 1,759.09 0.84 1.21 - 5,636.57
enterprises and small enterprises
Total outstanding dues of creditors 1,392.49 30,686.48 6,725.61 220.15 79.17 36.67 39,140.57
other than micro enterprises and small
enterprises
Total 1,392.49 34,561.91 8,484.70 220.99 80.38 36.67 44,777.14

Financial Statements
There are no disputed dues of above categories of trade payable and hence requisite amounts are Nil (31st March 2022: Nil)

26 OTHER FINANCIAL LIABILITIES (CURRENT)

(H In Lakhs)
Particulars 31st March 2024 31st March 2023
Financial liabilities carried at amortised cost
Interest accrued but not due on borrowings 319.39 183.08
Employee Benefit Payable 3,012.47 3,027.19
Unclaimed Dividend 71.30 69.15
Payable for retention money 749.83 1,153.59
Payable for Capital Goods 1,386.35 6,070.41
Security Deposits Payable 474.91 435.50
Expenses Payable - 118.02
Other Payable (Refer Note below) - 1,375.10
Financial liabilities carried at fair value through profit and loss
Mark to Market Liabilities on derivative instruments (Refer Note 20) 551.09 442.04
Total 7,709.43 12,874.08

Note:-
Other Payable pertains to amount payable to Gujarat Industrial Devlopment Corporation (GIDC) in respect to transfer of land and
other charges. The same has been paid during the year (Refer note 37).

27 OTHER CURRENT LIABILITIES

(H In Lakhs)
Particulars 31st March 2024 31st March 2023
Advance from Customers 998.60 1,067.94
Statutory Dues Payable 320.12 346.08
Total 1,318.72 1,414.02

28 PROVISIONS (CURRENT)
(H In Lakhs)
Particulars 31st March 2024 31st March 2023
Provisions for Employee Benefits
Leave Encashment 18.81 17.57
Total 18.81 17.59

29 CURRENT TAX LIABILITIES (NET)

(H In Lakhs)
Particulars 31st March 2024 31st March 2023
Current Tax Payable (Net) 1,872.96 1,872.29
Total 1,872.96 1,872.29

Annual Report 2023-24 217

Notes to the Consolidated Financial Statements
for the year ended 31st March 2024

30 REVENUE FROM OPERATIONS

(H In Lakhs)
For the year ended For the year ended
Particulars
31st March 2024 31st March 2023
Revenue From Operations
i - Manufactured Goods 1,49,706.95 2,46,017.17
ii - Traded Goods 5,138.39 6,740.67
Total Revenue From Operations 1,54,845.34 2,52,757.84
Other Operating Revenue
i - Export benefits and other incentives 1,202.43 2,055.02
ii - Scrap Sales 580.52 449.57
Total Other Operating Revenue 1,782.95 2,504.59
Total 1,56,628.29 2,55,262.43

30.1 Disaggregated revenue information

Set out below is the disaggregation of the Group’s revenue from contracts with customers:
(H In Lakhs)
For the year ended For the year ended
Particulars
31st March 2024 31st March 2023
Type of goods
Pigments 44,048.64 55,608.61
Agro Chemicals 1,06,671.32 1,91,775.29
Others (Merchant Trading and Crop Nutrition) 4,125.38 5,373.94
Total revenue from contracts with customers 1,54,845.34 2,52,757.84
Geographical location of customer
India 27,638.85 30,910.13
Outside India 1,27,206.49 2,21,847.71
Total revenue from contracts with customers 1,54,845.34 2,52,757.84
Timing of revenue recognition
Goods transferred at a point in time 1,54,845.34 2,52,757.84
Total revenue from contracts with customers 1,54,845.34 2,52,757.84

30.2 Contract assets and contract liabilities

The Group has recognised the following revenue-related contract asset and liabilities
(H In Lakhs)
Particulars 31st March 2024 31st March 2023
Trade Receivables (Refer Note 10) 43,285.62 52,341.48
Advance from customers (Refer Note 27) 998.60 1,067.94

Trade receivables are non-interest bearing and are generally on terms of 30 to 180 days. Trade receivable are secured to the
extent of deposit received from the customers. As at March 2024, H 1,014.00 Lakhs (March 2023: H 972.70 Lakhs) was recognised
as provision for expected credit losses on trade receivables

Advance from customers includes short term advance received for sale of products.

30.3 Reconciling the amount of revenue recognised in the statement of profit and loss with the contracted
price
(H In Lakhs)
For the year ended For the year ended
Particulars
31st March 2024 31st March 2023
Revenue as per contracted price 1,57,694.51 2,55,243.44
Adjustments
Sales return (1,437.71) (1,456.59)
Trade and Cash Discount (1,411.46) (1,029.01)
Revenue from contract with customer 1,54,845.34 2,52,757.84

218 Annual Report 2023-24

Notes to the Consolidated Financial Statements

Corporate Overview
for the year ended 31st March 2024

30.4 Performance obligation

Information about the Group’s performance obligations are summarised below:
Revenue from contract with customer is recognised when control of the goods or services are transferred to the customer.

Statutory Reports
30.5 Information about major customers
For Information about major customers Refer Note 42.

31 OTHER INCOME
(H In Lakhs)
For the year ended For the year ended
Particulars
31st March 2024 31st March 2023

Financial Statements
Interest Income on :
- Bank Deposits 41.56 28.10
- Others 34.58 90.43
Dividend Income on investment in Redeemable preference shares (Refer Note 43) 1,106.97 1,638.82
Net Gain on Foreign Currency transactions and translation 2,070.30 7,610.79
Liabilities No Longer Required Written Back 95.50 91.00
Net gain on Investment in Mutual Funds 218.47 94.45
Miscellaneous Income 200.71 49.74
TOTAL 3,768.09 9,603.33

32 COST OF MATERIALS CONSUMED

(H In Lakhs)
For the year ended For the year ended
Particulars
31st March 2024 31st March 2023
Pigments 27,113.95 33,967.72
Agro Chemicals 63,222.40 1,17,893.50
Crop Nutrition 2.75 -
Total 90,339.10 1,51,861.22

The above amount comprises of Raw Material consumption generated from the accounting system and related adjustment thereto.
Purchases therein amounts to H 86,955.82 lakhs (March 31, 2023 - H 1,49,784.89 lakhs) and inventory balances of raw materials
is as per note 8.

33 CHANGES IN INVENTORIES OF FINISHED GOODS, WORK-IN-PROGRESS AND STOCK IN

TRADE
(H In Lakhs)
For the year ended For the year ended
Particulars
31st March 2024 31st March 2023
(A) Inventories at the beginning of the year
(i) Finished Goods 22,272.29 11,001.33
(ii) Finished Goods in Transit 18,488.14 27,453.54
(iii) Stock in Trade 2,131.26 789.18
(iv) Work-in-Process (WIP) 2,379.08 3,256.17
Total (A) 45,270.77 42,500.22
(B) Inventories at the end of the year
(i) Finished Goods 12,141.79 22,272.29
(ii) Finished Goods in Transit 19,049.22 18,488.14
(iii) Stock in Trade 744.92 2,131.26
(iv) Stock in Trade in Transit 666.10 -
(v) Work-in-Process (WIP) 2,833.09 2,379.08
Total (B) 35,435.12 45,270.77
Changes in Inventories (A - B) 9,835.65 (2,770.55)

Annual Report 2023-24 219

Notes to the Consolidated Financial Statements
for the year ended 31st March 2024

34 EMPLOYEE BENEFIT EXPENSE

(H In Lakhs)
For the year ended For the year ended
Particulars
31st March 2024 31st March 2023
Salary, Wages and Bonus 9,838.72 9,319.11
Directors Remuneration (Including Contribution to Provident Fund) (Refer Note 43) 267.03 2,111.05
Contribution to Provident Fund, Other Funds and Gratuity (Refer Note 40) 599.85 605.71
Staff Welfare Expenses 888.27 917.34
Total 11,593.87 12,953.21

35 FINANCE COST
(H In Lakhs)
For the year ended For the year ended
Particulars
31st March 2024 31st March 2023
Interest expense on :
- Term Loans 1,624.63 344.48
- Cash Credit and Working Capital Demand Loan 1,591.49 790.47
- Lease Liability (Refer Note 45) 23.22 36.01
- Others 436.31 349.94
Exchange difference on borrowing costs 887.47 2,650.70
Mark to Market (Gain)/Loss on Derivative Instruments (Refer Note 20) (341.79) 1,968.76
Other borrowing Costs (includes bank charges, etc.) 414.72 432.70
Total 4,636.05 6,573.06

36 OTHER EXPENSES
(H In Lakhs)
For the year ended For the year ended
Particulars
31st March 2024 31st March 2023
Consumption of Stores and Spares 1,914.53 2,526.09
Power and Fuel 15,172.61 20,716.30
Repairs and maintenance:
- Buildings 328.92 316.17
- Plant and Machinery 1,864.63 2,359.70
Pollution Control Expenses 2,790.97 3,759.34
Labour Contract Charges 2,972.15 2,883.11
Rent (Refer Note 45) 101.09 125.09
Rates and Taxes 159.13 395.01
Insurance 1,381.12 819.29
Packing Material Consumption 6,239.72 6,358.94
Loss on Discarded Fixed Assets 94.15 52.51
Freight Expenses 3,491.11 8,259.35
Bad Debts 96.08 -
Provision For Doubtful Debts and Advances 41.30 30.37
Water charges 782.48 709.70
Expenditure towards Corporate Social Responsibility (Refer Note - i below) 655.00 511.31
Payments to the Auditors (Refer Note - ii below) 56.16 55.16
Miscellaneous Expenses* 6,611.05 7,424.02
Total 44,752.20 57,301.46
* Miscellaneous Expenses Includes Donation to Political Parties amounting to HNil (31st March 2023 - H300.00 Lakhs).

220 Annual Report 2023-24

Notes to the Consolidated Financial Statements

Corporate Overview
for the year ended 31st March 2024

i Details of Corporate Social Responsibility (CSR Expenditure)

(H In Lakhs)
For the year ended For the year ended
Particulars
31st March 2024 31st March 2023
Amount Required to be spent during the year 655.00 511.31

Statutory Reports
Amount approved by the Board to be spent during the year 655.00 511.31
Amount Spend during the year 25.00 219.31
i - Construction / Acquisition of an Assets - -
ii - On Purposes other than (i) above 25.00 219.31
Amount yet to be spent 630.00 292.00
Details related to spent / unspent obligations:
i)    Contribution to Public Trust - -

Financial Statements
ii)   Contribution to Charitable Trust 25.00 219.31
iii)  Unspent amount for ongoing Project 630.00 292.00

Nature of CSR activities for the year ended 31 March, 2024 and 31 March, 2023:
Promoting education and women empowerment, preventive healthcare, supporting sports activities in rural areas of country,
promoting hygiene sanitation practices, supporting clean and pollution free environment, for renovation of school, and for
other activities as prescribed under Schedule VII of The Companies Act, 2013.

Details of Ongoing Projects:

In case of S. 135(6) (Ongoing Project)
(H In Lakhs)
For the year ended For the year ended
Particulars
31st March 2024 31st March 2023
Opening Balance - -
With Company - -
In Separate CSR Unspent Account 381.00 115.00
Amount Required to be spent during the year 655.00 511.31
Amount spent during the year
From Company's Bank account 25.00 219.31
From Separate CSR unspent account 114.00 26.00
Closing Balance
With Company - -
In Separate CSR Unspent Account (Refer note below) 897.00 381.00

Includes amount transferred to separate earmarked CSR bank account as per Section 135 of the Companies Act.

ii Payments to Auditors (Excluding Taxes)

(H In Lakhs)
For the year ended For the year ended
ii Particulars
31st March 2024 31st March 2023
(a) as Auditors 51.97 53.75
(b) for Other Services 0.75 0.20
(c) for Reimbursement of Expenses 3.44 1.21
Total 56.16 55.16

37 EXCEPTIONAL ITEMS
(H In Lakhs)
For the year ended For the year ended
Particulars
31st March 2024 31st March 2023
Provision No Longer Required(Refer Note - ii below) - (1,881.99)
Total - (1,881.99)

Annual Report 2023-24 221

Notes to the Consolidated Financial Statements
for the year ended 31st March 2024

37 EXCEPTIONAL ITEMS (Contd..)

i On October 22, 2022 and April 16, 2023 there was fire in the warehouse at manufacturing units of the Holding Company at
Dahej and Panoli location respectively, majorly leading to loss of inventories. The holding company is adequately insured
for the above-mentioned loss of assets and hence does not expect any material net-losses. The holding company has filed
its claims for the loss suffered which is currently under assessment. Further, the claims are not disputed by the insurance
company. The holding company has currently estimated and recognised an initial net loss of H 48.99 crores on account
of loss of assets and corresponding insurance claims receivable in respective years considering its assessment, opinion
on admissibility of claims as per the policy, adequacy of coverage and nature of loss. The aforementioned losses and
corresponding credit has been presented on a net basis under exceptional items in the financial statement for these
respective periods.

ii Pursuant to final order received by subsidiary Kilburn chemical limited towards dues to industrial authority, excess amount
reversed amounting to H 1,881.99 lakhs has been disclosed under exceptional item, considering its disclosure while booking
the expenses by erstwhile management.

38 OTHER COMPREHENSIVE INCOME

(H In Lakhs)
For the year ended For the year ended
Particulars
31st March 2024 31st March 2023
Statement of Other Comprehensive Income
A - Items that will not be reclassified to Profit or Loss
(i) Remeasurements gains on the Defined Benefit Plans (Refer Note 40) 135.84 156.49
(ii) Income tax relating to items that will not be reclassified to Profit or Loss (32.95) (38.99)
Total (A) 102.89 117.50
B - Items that will be reclassified to Profit or Loss
(i) Exchange differences in translating the Financial Statements of a foreign (16.94) (36.91)
operation
(ii) Income Tax relating to items that will be reclassified to Profit or Loss 4.26 9.29
Total (B) (12.68) (27.62)
Total (A+B) 90.21 89.88

39 EARNINGS PER SHARE

Basic and Diluted EPS amounts are calculated by dividing the profit/(loss) for the year attributable to equity shareholders of
Holding Company by the weighted average number of Equity shares outstanding during the year.

The following reflects the income and share used in the basic and diluted EPS computation:
(H In Lakhs)
For the year ended For the year ended
Particulars
31st March 2024 31st March 2023
Profit/(loss) attributable to Equity holders of the Parent (10,602.60) 23,770.82
Weighted Average number of Equity Shares outstanding (No's) 25,43,14,211 25,43,14,211
Basic and Diluted Earnings Per Share (H) (4.17) 9.35
Face value per equity share (H) 1 1

40 GRATUITY AND OTHER POST EMPOYMENT BENEFIT PLANS

(a) Retirement Benefits
The gratuity plan is governed by the Payment of Gratuity Act, 1972. Under the act, employee who has completed five years of
service is entitled to specific benefit. The level of benefits provided depends on the member’s length of service and salary at
retirement age. The scheme is funded with an insurance company in the form of a qualifying insurance policy. The following
tables summarise the components of net benefit expense recognised in the statement of profit or loss and the funded status
and amounts recognised in the balance sheet for the respective plans:

222 Annual Report 2023-24

Notes to the Consolidated Financial Statements

Corporate Overview
for the year ended 31st March 2024

40 GRATUITY AND OTHER POST EMPOYMENT BENEFIT PLANS (Contd..)

Table 1: Reconciliation of Defined Benefit Obligation (DBO)
(H In Lakhs)
Particulars 31st March 2024 31st March 2023

Statutory Reports
Opening Balance of Defined Benefit Obligation 2,017.84 1,951.67
Service Cost
a. Current Service Cost 162.13 192.98
Interest Cost 143.31 109.32
Benefits Paid (110.89) (84.77)
Re-measurements
a. Actuarial Loss/(Gain) from changes in financial assumptions 7.85 (133.91)
b. Actuarial Loss/(Gain) from experience over the past period (142.57) (17.45)

Financial Statements
Closing Balance of Defined Benefit Obligation 2,077.67 2,017.84

Table 2: Reconciliation of Fair Value of Plan Assets

(H In Lakhs)
Particulars 31st March 2024 31st March 2023
Opening Balance of Fair Value of Plan Assets at start of the period 584.98 486.52
Contributions by Employer 24.94 150.00
Benefits Paid (110.89) (84.77)
Interest Income on Plan Assets 38.40 28.10
Re-measurements
a. Actuarial (Loss)/Gain from changes in financial assumptions - -
b. Return on plan assets excluding amount included in net interest on the net 1.13 5.13
defined benefit liability/(asset)
Closing Balance of Fair Value of Plan Assets at end of the period 538.56 584.98
Actual Return on Plan Assets 39.53 33.23
Expected Employer Contributions for the next year 120.00 150.00

Table 3: Expenses recognised in the Profit and Loss Account

(H In Lakhs)
For the year ended For the year ended
Particulars
31st March 2024 31st March 2023
Service Cost
Current Service Cost 162.13 192.98
Net Interest on net defined benefit liability/ (asset) 104.91 81.22
Employer Expenses 267.04 274.20

Table 4: Net Liability/ (Asset) recognised in the Balance Sheet

(H In Lakhs)
Particulars 31st March 2024 31st March 2023
Present Value of DBO 2,077.67 2,017.84
Fair Value of Plan Assets 538.56 584.98
Liability/ (Asset) recognised in the Balance Sheet 1,539.11 1,432.86
Funded Status [Surplus/(Deficit)] (1,539.11) (1,432.86)
Experience Adjustment on Plan Liabilities: (Gain)/Loss (142.57) (17.45)

Table 5: Percentage Break-down of Total Plan Assets

(H In Lakhs)
Particulars 31st March 2024 31st March 2023
Investment Funds with Insurance Company 100% 100%
Of which, Unit Linked 0% 0%
Of which, Traditional/ Non-Unit Linked 100% 100%
Total 100% 100%

Note: None of the assets carry a quoted market price in an active market or represent the Group’s own transferable financial
instruments or are property occupied by the Group.

Annual Report 2023-24 223

Notes to the Consolidated Financial Statements
for the year ended 31st March 2024

40 GRATUITY AND OTHER POST EMPOYMENT BENEFIT PLANS (Contd..)

Table 6: Actuarial Assumptions
(H In Lakhs)
Particulars 31st March 2024 31st March 2023
Salary Growth Rate 10% p.a. 10% p.a.
Discount Rate 7% p.a. 7.1% p.a.
Withdrawal Rate 12% p.a. 12% p.a.
Mortality IALM 2012-14 IALM 2012-14
(Ult.) (Ult.)
Expected Return on Plan Assets 7.1% p.a. 5.6% p.a.
Expected weighted average remaining working life 4 to 6 years 3.5 years

Table 7: Movement in Other Comprehensive Income

(H In Lakhs)
Particulars 31st March 2024 31st March 2023
Balance at start of period (Loss)/Gain (200.22) (356.71)
Re-measurements on DBO
a.       Actuarial (Loss)/Gain from changes in demographic assumptions - -
b.      Actuarial (Loss)/Gain from changes in financial assumptions (7.85) 133.91
c.       Actuarial (Loss)/Gain from experience over the past period 142.57 17.45
Re-measurements on Plan Assets
a.       Actuarial (Loss)/Gain from changes in financial assumptions - -
b.      Return on Plan assets, excluding amount included in net interest on the 1.13 5.13
net defined benefit liability/(asset)
Balance at end of period (Loss)/Gain (64.37) (200.22)

Table 8: Sensitivity Analysis

(H In Lakhs)
Financial year ended March 31, 2024 Increases 1% Decreases 1%
Salary Growth Rate DBO increases by DBO decreases by
H76.16 Lakhs H70.05 Lakhs
Discount Rate DBO decreases by DBO increases by
H 71.29 Lakhs H 79.16 Lakhs
Withdrawal Rate DBO decreases by DBO increases by
H 12.80 Lakhs H 13.87 Lakhs

(H In Lakhs)
Financial year ended March 31, 2024
Mortality (increase in expected lifetime by 1 year) DBO increases by
H0.21 Lakhs
Mortality (increase in expected lifetime by 3 years) DBO increases by
H0.62 Lakhs

(H In Lakhs)
Financial period ended March 31, 2023 Increases 1% Decreases 1%
Salary Growth Rate DBO increases by DBO decreases by
H84.84 Lakhs H78.85 Lakhs
Discount Rate DBO decreases by DBO increases by
H 80.19 Lakhs H 88.08 Lakhs
Withdrawal Rate DBO decreases by DBO increases by
H 12.50 Lakhs H 13.55 Lakhs

224 Annual Report 2023-24

Notes to the Consolidated Financial Statements

Corporate Overview
for the year ended 31st March 2024

40 GRATUITY AND OTHER POST EMPOYMENT BENEFIT PLANS (Contd..)

(H In Lakhs)
Financial period ended March 31, 2023
Mortality (increase in expected lifetime by 1 year) DBO increases by
H0.30 Lakhs

Statutory Reports
Mortality (increase in expected lifetime by 3 years) DBO increases by
H0.77 Lakhs

Note: The sensitivity is performed on the DBO at the respective valuation date by modifying one parameter whilst retaining
other parameters constant. There are no changes from the previous period to the methods and assumptions underlying the
sensitivity analysis.

Table 9: Movement in Surplus/ (Deficit)

Financial Statements
(H In Lakhs)
For the year ended For the year ended
Particulars
31st March 2024 31st March 2023
Surplus/ (Deficit) at start of year (1,432.86) (1,465.15)
Movement during the year
Current Service Cost (162.13) (192.98)
Net Interest on net DBO (104.91) (81.22)
Actuarial gain 135.85 156.49
Contributions 24.94 150.00
Surplus/ (Deficit) at end of year (1,539.11) (1,432.86)

(b) Defined Contribution Plans

i) The Group makes Provident Fund contributions to defined contribution plans for qualifying employees. Under the schemes,
the Company is required to contribute a specified percentage of payroll costs to fund the benefits. The Group has recognised
provident fund contribution of H 331.98 lakhs (March 31, 2023 H 363.76 lakhs) and contribution to ESIC and Other Labour
Fund amounting to H 29.34 lakhs (March 31, 2023 H 21.75 lakhs) as expense Refer Note 34 under the head ‘Contributions to
Provident and Other Funds’.

41 CONTINGENT LIABILITIES AND CAPITAL COMMITMENTS

A Claims against the Group not acknowledged as liabilities (Excluding interest and penalty)
(H In Lakhs)
Particulars 31st March 2024 31st March 2023
Disputed Income-Tax Liability* 1,781.46 1,781.46
Disputed Excise Duty Liability** 1,701.25 1,701.25
Disputed Service Tax Liability*** 151.53 151.53
Disputed Goods and Service Tax Liability**** 50.74 -
Disputed Liabilities towards labour and workers compensation 79.96 72.66
(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, the outflow of economic resources will be required)
In respect of Letter of Credit 243.70 91.46
In respect of Guarantee
- Corporate Guarantee Given 10,000.00 10,000.00

Annual Report 2023-24 225

Notes to the Consolidated Financial Statements
for the year ended 31st March 2024

B Capital Commitments
(H In Lakhs)
Particulars 31st March 2024 31st March 2023
Estimated amount of Contracts pending execution on Capital accounts and not 3,329.38 11,604.39
provided for (net of advances)
The outflow of the above claims would be determinable only on completion of respective assessments.

* Income tax demand comprise of demand from the Indian Income tax authorities for payment of additional tax of Rs. 1,781.46 (31 March 2023:
1,781.46), upon completion of their tax review for the assessment year 2003-04, 2009-10, 2010-11, 2013-14 to 2018-19 and 2020-21.The tax demands
are mainly on account of Transfer pricing Adjustments, Section 14 A disallowances, Bad Debt disallowances, Disallowance for loan written off, etc. The
matter is pending before various authorities.
** Excise duty demand comprise demand from Central excise authorities for payment of additional tax of Rs. 1701.25 lakhs (31 March 2023: Rs 1701.25
lakhs), upon completion of their tax review for the financial year 2003-04 to 2008-09 and 2011-12 to 2016-17. The tax demands are on account of denial
of Cenvat credit on manufacturing ,Short payment of duty on DTA clearance from EOU, Education cess on DTA Sales etc. The matter is pending before
various authorities.
*** Service tax demand comprise demand from Service Tax Authorities on account of denial of Service tax credit Rs. 151.53 lakhs (31 March 2023: Rs
151.53 lakhs), upon completion of their tax review for the financial year 2006-07 to 2017-18. The tax demands are on account of service tax on sales
commission. The matter is pending before various authorities.
**** Goods and Service Tax Demand Comprise demand from GST Authorities on account of ITC Refund of SEZ and GSTR 2A mismatch of Rs. 50.74
Lakhs (31st March 2023 Rs. Nil) upon completion of their tax review for financial year 2017-18, 2018-19 and 2022-23 the matter is pending before
commissioner appeals.

The Group is contesting the demands and the management, including its tax advisors, believe that its position will likely be in favour of the Company in
the appellate process and no tax expense has been accrued in the financial statements for the tax demand raised. The management believes that the
ultimate outcome of this proceeding will not have a material adverse effect on the Group’s financial position and results of operations.

42. SEGMENT REPORTING

A- Analysis By Business Segment
Financial year ended on 31st March 2024:
(H In Lakhs)
Agro
Particulars Pigments Others # Unallocable Elimination Total
Chemicals
External Sales 44,048.64 1,06,671.32 4,125.38 - - 1,54,845.34
Other Operating Revenue 564.49 1,218.46 - - - 1,782.95
Inter-segment Sales 1,591.95 - - - (1,591.95) -
Total Revenue 46,205.08 1,07,889.78 4,125.38 - (1,591.95) 1,56,628.29
Results
Segment Results (5,550.27) (193.71) (835.29) (1,144.76) 242.27 (7,481.76)
(Loss) from Operation (7,481.76)
Finance Cost - - - - - (4,636.05)
(Loss) before Exceptional Items (12,117.81)
Exceptional Items - - - - - -
(Loss) Before Tax (12,117.81)
Income Tax Expenses - - - - - (466.86)
Deferred Tax (Charge)/Credit - - - - - 1,982.07
(loss) After Tax (10,602.60)

226 Annual Report 2023-24

Notes to the Consolidated Financial Statements

Corporate Overview
for the year ended 31st March 2024

42. SEGMENT REPORTING (Contd..)

(H In Lakhs)
Agro
Other information Pigments Others # Unallocable Elimination Total
Chemicals
Capital Addition 17,543.89 2,441.27 5,411.29 7.35 (499.07) 24,904.73

Statutory Reports
Depreciation (2,948.45) (6,289.23) (31.79) (321.74) 368.82 (9,222.39)
Non-Cash Items 340.21 572.47 (97.80) (2.10) - 812.79

(H In Lakhs)
Agro
Balance sheet Pigments Others # Unallocable Elimination Total
Chemicals
Assets
Segment Assets 1,18,591.64 1,62,618.42 8,503.06 18,823.35 (4,522.39) 3,04,014.08

Financial Statements
Total assets 3,04,014.08
Liabilities
Segment Liabilities 63,529.89 75,979.26 8,730.16 3,233.72 (4,009.66) 1,47,463.37
Deferred Tax Liabilities 3,781.62
Total Liabilities 1,51,244.99
#
Others business segment includes – Merchant Trading and Crop Nutrition.

Note - Finance Cost , certain Expenses (net of income), certain assets, certain liabilities current taxes, deferred taxes, are
not allocated to segments as they are managed on a Company basis.

Financial year ended on 31st March 2023:

(H In Lakhs)
Agro
Revenue Pigments Others # Unallocable Elimination Total
Chemicals
External Sales 55,608.61 1,91,775.29 5,373.94 - - 2,52,757.84
Other Operating Revenue 310.57 2,194.02 - - - 2,504.59
Inter-segment Sales 5,785.41 - - - (5,785.41) -
Total Revenue 61,704.59 1,93,969.31 5,373.94 - (5,785.41) 2,55,262.43
Results
Segment Results (427.75) 39,000.72 198.38 (2,562.30) (209.46) 35,999.59
Profit from Operation 35,999.59
Finance Cost - - - - - (6,573.06)
Profit before Exceptional Items 29,426.53
Exceptional Items 1,881.99 - - - - 1,881.99
Profit Before Tax 31,308.52
Income Tax Expenses - - - - - (7,945.87)
Deferred Tax (Charge)/Credit - - - - - 408.17
Profit After Tax 23,770.82

(H In Lakhs)
Agro
Other information Pigments Others # Unallocable Elimination Total
Chemicals
Capital Addition 21,974.31 28,324.89 0.37 12.67 - 50,312.24
Depreciation (2,967.50) (4,750.84) (5.87) (334.33) 352.19 (7,706.35)
Non-Cash Items (1,690.56) (156.10) (36.91) (2.96) - (1,886.54)

(H In Lakhs)
Agro
Balance sheet Pigments Others # Unallocable Elimination Total
Chemicals
Assets
Segment Assets 1,05,431.67 1,90,074.74 4,487.36 23,980.76 (4,130.25) 3,19,844.28
Total assets 3,19,844.28
Liabilities
Segment Liabilities 55,160.89 88,945.52 3,408.02 2,877.30 (3,205.20) 1,47,186.53
Deferred Tax Liabilities 5,735.00
Total Liabilities 1,52,921.53
#
Others business segment includes – Merchant Trading
Note - Finance Cost , certain Expenses (net of income), certain assets, certain liabilities current taxes, deferred taxes, are
not allocated to segments as they are managed on a Company basis.
Annual Report 2023-24 227
Notes to the Consolidated Financial Statements
for the year ended 31st March 2024

42. SEGMENT REPORTING (Contd..)

B - Analysis By Geographical Segment
(i) - Segment Revenue
Segment revenue is analysed based on the location of customers regardless of where the goods are produced. The
following provides an analysis of the Group Sales by geographical Markets
(H In Lakhs)
For the year ended For the year ended
Particulars
31st March 2024 31st March 2023
Revenue:
Within India 28,210.12 31,359.70
Outside India 1,28,418.17 2,23,902.73
Total 1,56,628.29 2,55,262.43

Note - Segment Assets, Liability and Capital Expenditure are analysed based on location of those assets. Capital
Expenditure includes the total cost incurred to purchase Property, Plant and Equipment.

(ii) - Segment Assets

(H In Lakhs)
Particulars 31st March 2024 31st March 2023
Within India 2,56,576.32 2,55,493.71
Outside India 33,496.95 43,718.78
Total 2,90,073.27 2,99,212.49

Note - Segment Assets does not include Deferred Tax, Investments, Current and Non Current Tax Assets

(iii) - Segment Liability

(H In Lakhs)
Particulars 31st March 2024 31st March 2023
Within India 1,23,539.72 1,28,033.72
Outside India 22,050.70 17,280.52
Total 1,45,590.42 1,45,314.24

Note - Segment Liabilities does not includes Deferred Tax and Income Tax Liabilities

(iv) - Segment Capital Expenditure

(H In Lakhs)
Particulars 31st March 2024 31st March 2023
Within India 24,341.05 50,311.84
Outside India - -
Total 24,341.05 50,311.84

The Group has one customer (31 March 2024 - One Customer) based outside India which has accounted for more than
10% of the Company's revenue. Total amount of revenue from this customer is H 16,954.02 Lakhs for the year ended
March 31, 2024 and revenue of H 25,759.85 Lakhs for the year ended March 31, 2023.

Notes
(1) Based on “management approach” defined under Ind AS 108 - Operating Segments, the Chief Operating Decision
Maker evaluates the Group’s performance and allocates resources based on an analysis of various performance
indicators by business segments. Accordingly information has been presented along these Segments.

(2) The Group is divided into two segments. These segments are the basis for management control and hence form
the basis for reporting. The business of each segment comprises of :

a) Agro Chemicals - The Group’s operation includes manufacture and marketing of technical, intermediates
and formulation of Crop Protection Chemicals.

b) Pigment Business - The Group’s operation includes manufacture and marketing of Phthalocynine Green 7,
Copper Phthalocynine Blue (CPC), Alpha Blue, Beta Blue and Titanium Dioxide.

(3) Segment Revenue, Results, Assets and Liabilities include the respective amounts identifiable to each of the
Segments and amounts allocated on a reasonable basis.

228 Annual Report 2023-24

Notes to the Consolidated Financial Statements

Corporate Overview
for the year ended 31st March 2024

43 RELATED PARTIES DISCLOSURES :-

Enterprises in which Key Managerial Personnel [KMP] Meghmani Pigments

& their close members have significant
influence :

Statutory Reports
Ashish Chemicals
Tapsheel Enterprise
Epigral Ltd (Formerly known as Meghmani Finechem Ltd)
Meghmani Dyes & Intermediates LLP
Meghmani Industries Limited
Meghmani Chemicals Limited
Arjan Owners LLP (Formerly Panchratna Corporation)
Meghmani LLP (Formerly Meghmani Unichem LLP)
Matangi Industries LLP

Financial Statements
Navratan Specialty Chemicals LLP
Meghmani Exports Limitada S.A.De CV
Meghmani Foundation

Key Managerial Personnel : Mr. Jayanti Patel (Executive Chairman) (up to 16.08.2023)
Mr. Ashish Soparkar (Managing Director) (up to 16.08.2023)
Mr. Natwarlal Patel (Managing Director) (up to 16.08.2023)
Mr. Ramesh Patel (Executive Director) (up to 16.08.2023)
Mr. Anand Patel (Executive Director) (up to 16.08.2023)
Mr. Ankit Patel (Chairman and Managing Director) (w.e.f 14.08.2023)
Mr. Darshan Patel (Executive Director) (w.e.f 14.08.2023)
Mr. Karana Patel (Executive Director) (w.e.f 14.08.2023)
Mr. G.S. Chahal (Chief Financial Officer)
Mr. Jayesh R Patel (Company Secretary)

Close members of Key Managerial Personnel : Ms. Deval Soparkar (up to 31.10.2022)
Ms. Taraben Patel
Mr. Maulik Patel (Non - Executive Director)
Mr. Kaushal Soparkar (Non - Executive Director)

Independent Directors : Mr. Bhaskar Rao (up to 05.05.2022)

Mr. C S Liew (up to 05.05.2022)
Ms. Urvashi Shah
Mr. Manubhai Patel
Dr. (Prof) Ganapati Yadav
Dr. Varesh Sinha (w.e.f 22.07.2022)
Mr. Shalin Mehta (from 22.07.2022 to 07.11.2023)
Mr. Nikunt Raval (w.e.f 07.11.2023)

Annual Report 2023-24 229

230
Notes to the Consolidated Financial Statements
for the year ended 31st March 2024

43 RELATED PARTIES DISCLOSURES :-

Transactions with Related Parties in Ordinary Course of Business
(H In Lakhs)
Enterprises in which Directors &
Close members of Key Managerial
Key Managerial Personnel [KMP] Key Managerial Personnel Total
Personnel
have significant influence
Particulars
For the year For the year For the year For the year For the year For the year For the year For the year
ended 31st ended 31st ended 31st ended 31st ended 31st ended 31st ended 31st ended 31st
March 2024 March 2023 March 2024 March 2023 March 2024 March 2023 March 2024 March 2023
Purchase of Goods 13,073.14 21,670.60 - - - - 13,073.14 21,670.60
Sale of Goods 250.87 758.57 - - - - 250.87 758.57
Sale of Fixed assets 6.00 - - - - - 6.00 -
Availing of Services 231.93 211.16 - - - - 231.93 211.16
Sitting Fees - - 23.07 45.45 - - 23.07 45.45
Remuneration - - 346.08 2,194.58 - 12.72 346.08 2,207.30
Investment in Equity Shares - 2.45 - - - - - 2.45
CSR Expenses 35.00 - 35.00 -
Reimbursement of Expenses 71.20 90.91 - - - - 71.20 90.91
Dividend on RPS 1,106.62 1,638.47 - - - - 1,106.62 1,638.47
Dividend Paid - - 1,436.78 1,430.30 150.38 150.38 1,587.16 1,580.68

Outstanding Balances with Related Parties

(H In Lakhs)
Enterprises in which Directors &
Close members of Key Managerial
Key Managerial Personnel [KMP] Key Managerial Personnel Total
Particulars Personnel
have significant influence
31st March 2024 31st March 2023 31st March 2024 31st March 2023 31st March 2024 31st March 2023 31st March 2024 31st March 2023
Receivables 108.34 240.30 - - - - 108.34 240.30
Payables 2,939.14 2,921.79 - - - - 2,939.14 2,921.79
Remuneration Payable - - 1,603.37 1,625.86 - - 1,603.37 1,625.86
Dividend Receivable on RPS 1,037.06 1,474.63 1,037.06 1,474.63

Annual Report 2023-24

Notes to the Consolidated Financial Statements

Corporate Overview
for the year ended 31st March 2024

43 RELATED PARTIES DISCLOSURES :- (Contd..)

Terms and conditions of transactions with Related Parties
(1) The Group’s transactions with related parties are at arm’s length. Management believes that the Group’s domestic and
international transactions with related parties post March 31, 2024 continue to be at arm’s length and that the transfer pricing
legislation will not have any impact on the financial statements particularly on the amount of the tax expense for the year and

Statutory Reports
the amount of the provision for taxation at the period end.

(2) For the year ended 31 March 2024, the Group has not recorded any impairment of receivables relating to amounts owed by
related parties (31 March 2023: H Nil). 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.

(3) The future liability for Gratuity and Compensated Absence is provided on aggregated basis for all the employees of the
Group taken as a whole, the amount pertaining to KMPs is not ascertainable separately and therefore not included above.

Financial Statements
Commitments with related parties
The Holding Company has given Corporate Guarantee on behalf of its wholly owned Subsidiay Meghmani Crop Nutrition limited
(formerly known as Meghmani Synthesis Limited). Refer Note 41 for details in respect of guarantees given.

DISCLOSURE IN RESPECT OF TRANSACTION WITH RELATED PARTY DURING THE YEAR:

(H In Lakhs)
For the year For the year
Nature of
Party Name Relationship ended 31st ended 31st
Transaction
March 2024 March 2023
Epigral Ltd. Enterprises in which Directors & KMP Dividend on 1,106.62 1,638.47
have significant influence RPS
Total 1,106.62 1,638.47
Meghmani Foundation Enterprises in which Directors & KMP Investment - 2.45
have significant influence
Total - 2.45
Meghmani Foundation Enterprises in which Directors & KMP CSR Expenses 35.00 -
have significant influence
Total 35.00 -
Meghmani Industries Limited Enterprises in which Directors & KMP Sale of Goods - 35.93
have significant influence
Meghmani Industries Limited -SEZ Enterprises in which Directors & KMP Sale of Goods - 20.10
have significant influence
Ashish Chemicals EOU Unit - II Enterprises in which Directors & KMP Sale of Goods 12.92 -
have significant influence
Meghmani Dyes & Intermediate Enterprises in which Directors & KMP Sale of Goods 175.91 246.99
LLP have significant influence
Tapsheel Enterprises Enterprises in which Directors & KMP Sale of Goods 1.53 -
have significant influence
Meghmani LLP-SEZ Enterprises in which Directors & KMP Sale of Goods 8.47 28.33
have significant influence
Navratan Speciality Chemical LLP Enterprises in which Directors & KMP Sale of Goods 7.27 5.12
have significant influence
Meghmani Exports Limitada S.A. Enterprises in which Directors & KMP Sale of Goods 44.77 422.10
DE C. have significant influence
Total 250.87 758.57
Epigral Ltd. Enterprises in which Directors & KMP Sale of Assets 6.00 -
have significant influence
Total 6.00 -
Epigral Ltd. Enterprises in which Directors & KMP Purchase of 10,439.74 18,935.31
have significant influence Goods
Meghmani Pigment Enterprises in which Directors & KMP Purchase of 1,193.73 1,260.08
have significant influence Goods
Ashish Chemical Enterprises in which Directors & KMP Purchase of - 22.50
have significant influence Goods

Annual Report 2023-24 231

Notes to the Consolidated Financial Statements
for the year ended 31st March 2024

43 RELATED PARTIES DISCLOSURES :- (Contd..)

(H In Lakhs)
For the year For the year
Nature of
Party Name Relationship ended 31st ended 31st
Transaction
March 2024 March 2023
Matangi Industries LLP Enterprises in which Directors & KMP Purchase of 3.17 0.74
have significant influence Goods
Meghmani Industries Limited Enterprises in which Directors & KMP Purchase of 12.49 17.84
have significant influence Goods
Meghmani Dyes & Intermediate Enterprises in which Directors & KMP Purchase of 10.49 0.94
Ltd have significant influence Goods
Meghmani LLP Enterprises in which Directors & KMP Purchase of 1,404.32 1,419.27
have significant influence Goods
Meghmani Exports Limiada S.A. Enterprises in which Directors & KMP Purchase of 9.20 13.92
DE C. have significant influence Goods
Total 13,073.14 21,670.60
Arjan Owners LLP Enterprises in which Directors & KMP Availing of 231.93 211.16
have significant influence Services
Total 231.93 211.16
Meghmani Industries Limited Enterprises in which Directors & KMP Reimbursement 34.84 47.92
have significant influence Of Expenses
Meghmani Dyes & Intermediate Enterprises in which Directors & KMP Reimbursement 7.84 10.27
Ltd have significant influence Of Expenses
Meghmani LLP SEZ Enterprises in which Directors & KMP Reimbursement 19.04 20.83
have significant influence Of Expenses
Meghmani Pigment Enterprises in which Directors & KMP Reimbursement 6.16 7.70
have significant influence Of Expenses
Ashish Chemicals Enterprises in which Directors & KMP Reimbursement 3.32 4.19
have significant influence Of Expenses
Total 71.20 90.91
Jayanti Patel Key Managerial Personnel Managerial 37.94 502.59
Remuneration
Ashish Soparkar Key Managerial Personnel Managerial 37.94 501.61
Remuneration
Natwarlal Patel Key Managerial Personnel Managerial 37.94 502.61
Remuneration
Ramesh Patel Key Managerial Personnel Managerial 37.94 342.42
Remuneration
Anand Patel Key Managerial Personnel Managerial 38.87 261.82
Remuneration
Ankit N Patel Key Managerial Personnel Managerial 25.47 -
Remuneration
Karana Patel Key Managerial Personnel Managerial 25.47 -
Remuneration
Darshan I Patel Key Managerial Personnel Managerial 25.47 -
Remuneration
G.S Chahal Key Managerial Personnel Salary 57.24 58.40
Jayesh R Patel Key Managerial Personnel Salary 21.80 25.13
Total 346.08 2,194.58
Ms. Deval Soparkar Close members of Key Managerial Salary - 12.72
Personnel
Total - 12.72
Ganapati Dadasaheb Yadav Independent Directors Sitting Fees 7.03 6.50
Ms. Urvashi Shah Independent Directors Sitting Fees 4.30 7.35
Manubhai K Patel Independent Directors Sitting Fees 8.38 8.10
Bhaskar Rao Independent Directors Sitting Fees - 8.90
Varesh Sinha Independent Directors Sitting Fees 2.58 2.33
Liew Ching Seng Independent Directors Sitting Fees - 12.27

232 Annual Report 2023-24

Notes to the Consolidated Financial Statements

Corporate Overview
for the year ended 31st March 2024

43 RELATED PARTIES DISCLOSURES :- (Contd..)

(H In Lakhs)
For the year For the year
Nature of
Party Name Relationship ended 31st ended 31st
Transaction
March 2024 March 2023

Statutory Reports
Nikunt K Raval Independent Directors Sitting Fees 0.78 -
Total 23.07 45.45
Jayanti Patel Key Managerial Personnel Dividend 262.65 262.65
Ashish Soparkar Key Managerial Personnel Dividend 359.35 359.35
Natwarlal Patel Key Managerial Personnel Dividend 368.48 364.98
Ramesh Patel Key Managerial Personnel Dividend 239.33 237.40
Anand Patel Key Managerial Personnel Dividend 115.82 116.17
Karana Patel Key Managerial Personnel Dividend 27.59 27.59
Ankit Patel Key Managerial Personnel Dividend 47.51 46.11

Financial Statements
Darshan Patel Key Managerial Personnel Dividend 16.05 16.05
Total 1,436.78 1,430.30
Deval Soparkar Close members of Key Managerial Dividend 5.75 5.75
Personnel
Maulik Patel Close members of Key Managerial Dividend 21.98 21.98
Personnel
Kaushal Soparkar Close members of Key Managerial Dividend 19.61 19.61
Personnel
Taraben Patel Close members of Key Managerial Dividend 103.04 103.04
Personnel
Total 150.38 150.38
Total 16,731.07 28,205.59

Outstanding Balance
(H In Lakhs)
Particulars 31st March 2024 31st March 2023
Payable
Arjan Owners LLP - 16.28
Ashish Chemicals - 22.50
Meghmani Dyes & Intermediate Ltd. - 0.94
Epigral Ltd.* 1,856.24 1,827.12
Meghmani Industries Ltd. 0.24 17.84
Meghmani LLP 690.44 554.68
Meghmani Pigments 392.22 482.43
Total 2,939.14 2,921.79
Receivables
Meghmani Dyes & Intermediate LLP 86.61 76.49
Meghmani Industries Ltd. - 32.64
Meghmani LLP-SEZ 0.62 -
Navratan Speciality Chemical LLP 1.88 2.29
Meghmani Exports Limitada S.A.De CV 19.23 128.88
Total 108.34 240.30
Dividend Receivable on RPS
Epigral Ltd. 1,037.06 1,474.63
Total 1,037.06 1,474.63
Remuneration Payable
Jayanti Patel 397.99 404.25
Ashish Soparkar 398.09 404.25
Natwarlal Patel 398.12 404.25
Ramesh Patel 238.36 244.25
Anand Patel 159.83 164.25
Ankit N Patel 2.11 -
Karana Patel 2.11 -
Darshan I Patel 2.11 -
G.S Chahal 3.25 2.62
Jayesh R Patel 1.40 1.99
Total 1,603.37 1,625.86
* Payables from related parties are net of Receivable.

Annual Report 2023-24 233

Notes to the Consolidated Financial Statements
for the year ended 31st March 2024

44 - Financial instruments – Fair Value Hierarchy

The Material accounting policies, including the criteria for recognition, the basis of measurement and the basis on which income
and expenses are recognised, in respect of each class of Financial Asset, Financial Liability and Equity Instrument are disclosed
in Note 2 to the Financial Statements.

A. Category-wise classification of financial instrument

The carrying value of financial instruments by categories as of March 31, 2024 is as follows:
(H In Lakhs)
Carrying amount
Fair value
Fair value
31st March 2024 through other Amortised
through profit Total
comprehensive Cost
and loss
income
Financial assets
Non-Current Investments (Refer Note 4) 9,500.00 323.63 - 9,823.63
Non-Current Other Financial Assets (Refer Note 5) - - 1,104.09 1,104.09
Current investments (Refer Note 9) 1,619.65 - - 1,619.65
Trade Receivables (Refer Note10) - - 43,285.62 43,285.62
Cash and Cash Equivalents (Refer Note 11) - - 1,687.77 1,687.77
Bank Balances (Other than above) (Refer Note 12) - - 338.28 338.28
Loans (Refer Note 13) - - 26.80 26.80
Other Financial Asset (Refer Note 14) - - 8,791.72 8,791.72
Total Financial Assets 11,119.65 323.63 55,234.28 66,677.56
Financial liabilities
Non-Current Borrowings (Refer Note 18) - - 38,312.89 38,312.89
Non Current Lease liabilities (Refer Note 19) 14.97 14.97
Non Current Financial Liabilities (Refer Note 20) 1,198.47 27.08 1,225.55
Current Borrowings (Refer Note 24) - - 45,181.22 45,181.22
Current Lease liabilities (Refer Note 19) 171.64 171.64
Trade Payables (Refer Note 25) - - 49,352.50 49,352.50
Other Financial Liabilities (Refer Note 26) 551.09 - 7,158.34 7,709.43
Total Financial Liabilities 1,749.56 - 1,40,218.64 1,41,968.20

The carrying value of financial instruments by categories as of March 31, 2023 is as follows:
(H In Lakhs)
Carrying amount
Fair value
Fair value
31st March 2023 through other Amortised
through profit Total
comprehensive Cost
and loss
income
Financial assets
Non-Current Investments (Refer Note 4) 15,000.00 323.63 0.03 15,323.66
Non-Current Other Financial Assets (Refer Note 5) - - 1,164.27 1,164.27
Current investments (Refer Note 9) 3,000.44 - - 3,000.44
Trade Receivables (Refer Note10) - - 52,341.48 52,341.48
Cash and Cash Equivalents (Refer Note 11) - - 3,105.68 3,105.68
Bank Balances (Other than above) (Refer Note 12) - - 158.15 158.15
Loans (Refer Note 13) - - 38.71 38.71
Other Financial Asset (Refer Note 14) - - 8,931.68 8,931.68

234 Annual Report 2023-24

Notes to the Consolidated Financial Statements

Corporate Overview
for the year ended 31st March 2024

44 - Financial instruments – Fair Value Hierarchy (Contd..)

(H In Lakhs)
Carrying amount
Fair value
Fair value
31st March 2023 through other Amortised

Statutory Reports
through profit Total
comprehensive Cost
and loss
income
Total Financial Assets 18,000.44 323.63 65,740.00 84,064.07
Financial liabilities
Non-Current Borrowings (Refer Note 18) - - 40,155.28 40,155.28
Non Current Lease liabilities (Refer Note 19) 186.61 186.61
Non Current Financial Liabilities (Refer Note 20) 1,630.87 42.73 1,673.60

Financial Statements
Current Borrowings (Refer Note 24) - - 41,890.63 41,890.63
Current Lease liabilities (Refer Note 19) 157.70 157.70
Trade Payables (Refer Note 25) - - 44,777.14 44,777.14
Other Financial Liabilities (Refer Note 26) 442.04 - 12,432.04 12,874.08
Total Financial Liabilities 2,072.91 - 1,39,642.13 1,41,715.04
B. Measurement of Fair values and Sensitivity analysis
Fair value hierarchy:
The fair value of the Financial Assets and Liabilities is included at the amount at which the instrument could be exchanged in
a current transaction between willing parties, other than in a forced or liquidation sale. The Group uses the following hierarchy
for determining and/or disclosing the fair value of Financial Instruments by valuation techniques:

(i) Level 1: quoted prices (unadjusted) in active markets for identical Assets or Liabilities.

(ii) Level 2: inputs other than quoted prices included within Level 1 that are observable for the Assets or Liabilities, either
directly (i.e., as prices) or indirectly (i.e., derived from prices).

(iii) Level 3: inputs for the Assets or Liabilities that are not based on observable market data (unobservable inputs).

In determining fair value measurement, the impact of potential climate related matters which may affect this fair value
measurement of assets and liabilities in the finicial statements have been considered.

The cost of unquoted investments included in Level 3 of fair value hierarchy approximate their fair value because there is a
wide range of possible fair value measurements and the cost represents estimate of fair value within that range

Financial instrument measured at fair value (H In Lakhs)

Fair value as at Fair value
Financial assets / financial liabilities
31st March 2024 31st March 2023 hierarchy

Investment at FVTOCI (unquoted) (Refer Note 4) 323.63 323.63 Level 3

Investment at FVTPL (unquoted) (Refer Note 4) 9,500.00 15,000.00 Level 3
Investment at FVTPL (Quoted) (Refer Note 9) 1,619.65 3,000.44 Level 1
Mark to Market Liabilities on Interest rate swap and Cross 1,749.56 2,072.91 Level 2
Currency Swap Valued at FVTPL (Refer Note 20 and 26)

Financial instrument measured at amortised cost

The carrying amount of financial assets and financial liabilities measured at amortised cost in the financial statements are
a reasonable approximation of their fair values since the Group does not anticipate that the carrying amounts would be
significantly different from the values that would eventually be received or settled.

Reconciliation of level 1 fair values

The following table shows a reconciliation from the opening balance to the closing balances for level 1 fair values representing
investment in short term liquid mutual funds.

Annual Report 2023-24 235

Notes to the Consolidated Financial Statements
for the year ended 31st March 2024

44 - Financial instruments – Fair Value Hierarchy (Contd..)

(H In Lakhs)
Particulars 31st March 2024 31st March 2023
Opening balance 3,000.44 -
Net change in fair value (unrealised) 31.23 0.59
Purchases 24,398.78 41,697.92
Sales (25,810.80) (38,698.07)
Closing balance 1,619.65 3,000.44

Description of significant unobservable inputs to valuation:

The significant unobservable inputs used in the fair value measurement categorised within Level 2 of the fair value hierarchy
is based on the Fair value as ascertained and provided by the banks.

The significant unobservable inputs used in the fair value measurement categorised within Level 3 of the fair value hierarchy
together with a quantitative sensitivity analysis as at 31 March 2024 and 31 March 2023 are as shown below:
(H In Lakhs)
Significant Range
Valuation
Particulars unobservable (weighted Sensitivity of the input to fair value
technique
inputs average)
FVTPL assets in unquoted RPS DCF Method Weighted 31 March 2024: 1% (31 March 2023: 1%) increase
of Epigral Limited average cost 8.00% (decrease) in the weighted average
of debt 31 March 2023: cost of debt would result in decrease
8.00% (increase) in fair value by INR 1,847
lakhs (31 March 2023: INR 1,847 lakhs).
FVTOCI assets in unquoted 31 March 2024: 31 March 1 March 2024: 31 March 2024: 5% increase
Equity shares and CCD of AMP DCF Method 2024: Various / (decrease) in the Free Cash
Energy C&I Two Private Limited 31 March 2023: Free Cash flow 31 March 2023: flow to equity would result in
(Refer Note 5) Cost (Asset to Equity Various increase / (decrease) in fair
based 31 March value by INR 13.10 lakhs.
approach) 2023: (31 March 2023: 5% increase /
Cost of (decrease) in the Cost of Individual
Individual assets would result in increase /
Assets (decrease) in fair value by INR 13.15
lakhs.

Reconciliation of fair value measurement of unquoted OCRPS classified as FVTPL assets:

(H In Lakhs)
Particulars 31st March 2024 31st March 2023
Opening balance 15,000.00 21,091.99
Re-measurement recognised in statement of profit and loss - -
Purchases - -
Redemption 5,500.00 6,091.99
Closing balance 9,500.00 15,000.00

Reconciliation of fair value measurement of unquoted Compulsorily Convertible Debentures (CCD) classified as
FVTOCI assets:
(H In Lakhs)
Particulars 31st March 2024 31st March 2023
Opening balance 237.60 -
Re-measurement recognised in statement of profit and loss - -
Purchases - 237.60
Redemption - -
Opening balance 237.60 237.60

236 Annual Report 2023-24

Notes to the Consolidated Financial Statements

Corporate Overview
for the year ended 31st March 2024

44 - Financial instruments – Fair Value Hierarchy (Contd..)

Reconciliation of fair value measurement of unquoted equity shares classified as FVTOCI assets:
(H In Lakhs)
Particulars 31st March 2024 31st March 2023

Statutory Reports
Opening balance 85.08 57.18
Re-measurement recognised in profit and loss - -
Purchases - 27.90
Redemption - -
Closing balance 85.08 85.08

Financial Risk Management Framework

The Group's Board of Directors have overall responsibility for the establishment and oversight of the Group's Risk Management

Financial Statements
Framework. The Group manages market risk through treasury operations, which evaluates and exercises independent
control over the entire process of market risk management. The finance team recommends Risk Management Objectives and
Policies. The activities of this operations include management of Cash Resources, hedging of Foreign Currency Exposure,
Credit Control and ensuring compliance with market risk limits and policies.

The Group's principal Financial Liabilities, other than derivatives, comprises of long term and Short Term Borrowings, Trade
and Other Payables, and Financial Liabilities. The main purpose of these Financial Liabilities is to finance the Group's
operations. The Group's principal Financial Assets include Loans, Trade and Other Receivables, Cash and Cash Equivalents,
Other Bank balances and other Financial Assets that derive directly from its operations.

The Group has an effective risk management framework to monitor the risks controls in key business processes. In order to
minimise any adverse effects on the bottom line, the Group takes various mitigation measures such as credit control, foreign
exchange forward contracts to hedge foreign currency risk exposures.
Derivatives are used exclusively for hedging purposes and not as trading or speculative instruments
The Group has exposure to the following risks arising from Financial Instruments
Credit risk ;
Liquidity risk ; and
Market risk

i. Credit Risk
Credit Risk is the risk that counter party will not meet its obligation leading to a Financial Loss. The Group is exposed
to Credit Risk arising from its operating activities primarily from trade receivables and from financing activities primarily
relating to parking of surplus funds as Deposits with Banks. The Group considers probability of default upon initial
recognition of assets and whether there has been a significant increase in credit risk on an ongoing basis throughout
the reporting period.
The carrying amount of following Financial Assets represents the maximum credit exposure:

Financial Instruments and Cash Deposit

Credit risk from balances with banks is managed by the Group’s treasury department. Investments of surplus funds
are made only with approved counterparties 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.

Trade Receivables
The Sales Department has established a Credit Policy under which each new customer is analysed individually for
creditworthiness before the Group’s standard payment and delivery terms and conditions are offered. The Group’s
review includes external ratings, if they are available, and in some cases bank references. Sale limits are established
for each customer and reviewed periodically. Any sales exceeding those limits require approval from the Director(s).

Trade Receivables of the Group are typically unsecured, except to the extent of the security deposits received from the
customers or financial guarantees provided by the market organizers in the business. Credit risk is managed through credit
approvals and periodic monitoring of the creditworthiness of customers to which Group grants credit terms in the normal
course of business. The Group performs ongoing credit evaluations of its customers’ financial condition and monitors
the creditworthiness of its customers to which it grants credit terms in the normal course of business. The allowance for
impairment of Trade receivables is created to the extent and as and when required, based upon the expected collectability
of accounts Receivables. The Group evaluates the concentration of risk with respect to trade receivables as low, as its
customers are located in several jurisdictions and industries and operate in largely independent markets.

Annual Report 2023-24 237

Notes to the Consolidated Financial Statements
for the year ended 31st March 2024

44 - Financial instruments – Fair Value Hierarchy (Contd..)

The Group measures the expected credit loss of trade receivables and loan from individual customers based on
historical trend, industry practices and the business environment in which the entity operates. Loss rates are based on
actual credit loss experience and past trends.

The maximum exposure to credit risk for trade receivables by geographic region was as follows:
(H In Lakhs)
Particulars 31st March 2024 31st March 2023
Domestic 10,303.66 11,025.59
Other Regions 32,981.96 41,315.89
Total 43,285.62 52,341.48

Age of Receivables
(H In Lakhs)
Particulars 31st March 2024 31st March 2023
Neither due nor impaired 31,971.19 33,995.11
Past due 1–90 days 6,618.04 8,522.51
Past due 91–180 days 3,337.37 3,131.31
More than 180 days 1,359.02 6,692.55
Total 43,285.62 52,341.48

Management believes that the unimpaired amounts that are past due by more than 180 days are still collectible in full,
based on historical payment behaviour and extensive analysis of customer Credit Risk, including underlying customers’
credit ratings if they are available.

Management estimates that the amount of provision of H1014.00 lakhs (31st March, 2023: H 972.70 lakhs) is appropriate

ii. Market Risk

Market risk is the risk that the fair value of future cash flows of a financial instrument will fluctuate because of changes
in market prices. Market risk comprises three types of risk: currency risk, interest rate risk, and other price risk such as
equity price risk. Financial instruments affected by market risk include loans and borrowings, deposits, FVTOCI, FVTPL
and amortised cost investments and derivative financial instruments.
Foreign Currency Risk
‘ Foreign currency risk is the risk that the fair value or future cash flows of an exposure will fluctuate because of changes
in foreign exchange rates. The Group’s exposure to the risk of changes in foreign exchange rates relates primarily to the
Group’s operating activities (when revenue or expense is denominated in a foreign currency).

The Group manages its foreign currency risk by hedging transactions that are expected to occur within a maximum
12-month period for hedges of actual sales and purchases and 12-month period for foreign currency loans. When a
derivative is entered into for the purpose of being a hedge, the Group negotiates the terms of those derivatives to match
the terms of the hedged exposure. For hedges of forecast transactions the derivatives cover the period of exposure
from the point the cash flows of the transactions are forecasted up to the point of settlement of the resulting receivable
or payable that is denominated in the foreign currency.

Exposure to Currency Risk

The currency profile of financial assets and financial liabilities as at March 31, 2024 and March 31, 2023 are as below:

The Group’s exposure to foreign currency risk at the end of the reporting period expressed in H are as follows
(H In Lakhs)
USD Euro CNY
31st March 2024
Particulars Denominated Denominated Denominated INR
Total
exposure exposure exposure
Financial Assets
Trade Receivables 43,285.62 29,425.99 2,867.60 414.39 10,577.64
Total 43,285.62 29,425.99 2,867.60 414.39 10,577.64
Financial Liabilities
Non current Borrowings 38,312.89 11,579.17 6,344.23 - 20,389.49

238 Annual Report 2023-24

Notes to the Consolidated Financial Statements

Corporate Overview
for the year ended 31st March 2024

44 - Financial instruments – Fair Value Hierarchy (Contd..)

(H In Lakhs)
USD Euro CNY
31st March 2024
Particulars Denominated Denominated Denominated INR
Total
exposure exposure exposure

Statutory Reports
Non Current Lease liabilities 14.97 - - - 14.97
Other Non Current Financial 1,225.55 - - - 1,225.55
Liabilities
Current Borrowings 45,181.22 5,145.22 20,710.57 - 19,325.43
Current Lease liabilities 171.64 - 171.64
Trade Payables 49,352.50 14,495.20 171.48 27.75 34,658.07
Other Current Financial 7,709.43 97.86 89.48 - 7,522.09

Financial Statements
Liabilities
Total 1,41,968.20 31,317.45 27,315.76 27.75 83,307.24
(H In Lakhs)
USD Euro CNY
31st March 2023
Particulars Denominated Denominated Denominated INR
INR
exposure exposure exposure
Financial Assets
Trade Receivables 52,341.48 38,018.80 3,297.09 - 11,025.59
Total 52,341.48 38,018.80 3,297.09 - 11,025.59
Financial Liabilities
Non current Borrowings 40,155.28 16,723.34 10,653.78 - 12,778.16
Non Current Lease liabilities 186.61 - - - 186.61
Other Non Current Financial 1,673.60 - - - 1,673.60
Liabilities
Current Borrowings 41,890.63 4,694.89 28,663.14 - 8,532.60
Current Lease liabilities 157.70 - 157.70
Trade Payables 44,777.14 10,731.41 178.88 - 33,866.85
Other Current Financial 12,874.08 182.09 66.69 - 12,625.30
Liabilities
Total 1,41,715.04 32,331.73 39,562.49 - 69,820.82

Forward Contracts outstanding as at reporting period

(H In Lakhs)
Particulars 31st March 2024 31st March 2023
Contract for buying foreign currency (USD) 327.70 1,684.41
Contract for buying foreign currency (EURO) 11,414.51 -

Unhedged Foreign Currency exposure as at reporting period

(H In Lakhs)
Particulars 31st March 2024 31st March 2023

Trade Receivables 10,786.82 24,363.77

Current Borrowings 6,689.42 23,927.22
Non current Borrowings 17,923.40 27,377.11

Sensitivity analysis
A reasonably possible strengthening (weakening) of the Indian Rupee against US dollars, Euro and CNY at March 31
would have affected the measurement of financial instruments denominated in US dollars, Euro and CNY and affected
equity and profit or loss by the amounts shown below. This analysis assumes that all other variables, in particular
interest rates, remain constant and ignores any impact of forecast sales and purchases.

Annual Report 2023-24 239

Notes to the Consolidated Financial Statements
for the year ended 31st March 2024

44 - Financial instruments – Fair Value Hierarchy (Contd..)

(H In Lakhs)
Profit or (Loss) Equity, net of tax
Effect in INR
Strengthening Weakening Strengthening Weakening
31st March 2024
5% movement
USD (110.96) 110.96 (83.03) 83.03
EUR (1,793.13) 1,793.13 (1,341.84) 1,341.84
CNY 19.33 (19.33) 14.47 (14.47)

(H In Lakhs)
Profit or (Loss) Equity, net of tax
Effect in INR
Strengthening Weakening Strengthening Weakening
31st March 2023
5% movement
USD 200.13 (200.13) 149.76 (149.76)
EUR (1,813.27) 1,813.27 (1,356.91) 1,356.91
CNY - - - -

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 Group’s exposure to the risk of changes in market interest rates relates primarily
to the Group’s Long-term and Short term Debt Obligations with floating interest rates. The Group manages its interest
rate risk by having a balanced portfolio of fixed and variable rate loans and borrowings.

Exposure to Interest Rate Risk

Group’s Interest Rate Risk arises from borrowings obligations. Borrowings issued exposes to fair value interest rate
risk. The interest rate profile of the Group’s interest-bearing financial instruments as reported to the management of the
Group is as follows:
(H In Lakhs)
Variable-rate instruments 31st March 2024 31st March 2023
Non current - Borrowings 38,312.89 40,155.28
Current - Borrowings 45,181.22 41,890.63
Total 83,494.11 82,045.91

Cash Flow sensitivity analysis for variable-rate instruments

A reasonably possible change of 100 basis points in interest rates at the reporting date would have increased /
(decreased) equity and profit or loss by the amounts shown below. This analysis assumes that all other variables, in
particular foreign currency exchange rates, remain constant.
(H In Lakhs)
Profit or (Loss) Equity, net of tax
Particulars
100 bp increase 100 bp decrease 100 bp increase 100 bp decrease
31st March 2024
Non Current - Borrowings (383.13) 383.13 (286.70) 286.70
Current - Borrowings (451.81) 451.81 (338.10) 338.10
Total (834.94) 834.94 (624.80) 624.80

(H In Lakhs)
Profit or (Loss) Equity, net of tax
Particulars
100 bp increase 100 bp decrease 100 bp increase Weakening
31st March 2023
Non Current - Borrowings (401.55) 401.55 (300.49) 300.49
Current - Borrowings (418.91) 418.91 (313.48) 313.48
Total (820.46) 820.46 (613.97) 613.97

240 Annual Report 2023-24

Notes to the Consolidated Financial Statements

Corporate Overview
for the year ended 31st March 2024

44 - Financial instruments – Fair Value Hierarchy (Contd..)

iii. Liquidity Risk
Liquidity risk is the risk that the Group will not be able to meet its financial obligations as they fall due. The Group’s
approach to managing liquidity is to ensure, as far as possible, that it will always have sufficient liquidity to meet

Statutory Reports
its liabilities when due, under both normal and stressed conditions, without incurring unacceptable losses or risking
damage to the Group’s reputation.

Exposure to Liquidity Risk

The Group manages liquidity risk by maintaining adequate reserves, by continuously monitoring forecast and actual
cash flows and matching the maturity profiles of the financial assets and liabilities. The table below summarises the
remaining contractual maturities of financial liabilities at the reporting date. The amounts are gross and undiscounted,
and include estimated interest payments and exclude the impact of netting agreements.

Financial Statements
(H In Lakhs)
Contractual cash flows
Carrying
31st March 2024 1 Year or More than
amount Total 1-2 years 2-5 years
Less 5 years
Derivative Contracts
(Refer Note 20 and 26)
AXIS Bank Limited 792.57 792.57 243.84 243.81 304.92 -
Indusind Bank Limited 938.55 938.55 288.81 288.77 360.97 -
Forward Contract 18.44 18.44 18.44
Non-Derivative Financial
Liabilities (Refer Note 18)
Rupee Term Loans from Banks
AXIS Bank Limited 9,709.98 9,709.98 2,987.02 2,987.01 3,735.95 -
Indusind Bank Limited 11,690.68 11,690.68 3,597.00 3,597.00 4,496.68 -
Shinhan Bank (MCNL) 3,620.55 3,620.55 150.86 603.44 1,810.32 1,055.93
HDFC Bank Limited (KCL) 19,905.64 19,905.64 2,985.85 3,981.13 11,943.38 995.28
Total 44,926.85 44,926.85 9,720.73 11,168.58 21,986.33 2,051.21
Foreign currency term loans
from banks
SBI Bank Limited 3,675.92 3,675.92 2,449.60 1,226.32 - -
AXIS Bank Limited 872.85 872.85 872.85 - - -
Kotak Mahindra Bank Ltd 1,456.90 1,456.90 1,456.90 - - -
South Indian Bank Limited 4,387.69 4,387.69 2,507.25 1,880.44
Total 10,393.36 10,393.36 7,286.60 3,106.76 - -
 orking Capital Loans from
W 28,173.90 28,173.90 28,173.90 - - -
Banks (Refer Note 24)
Trade Payables (Refer Note 25) 49,352.50 49,352.50 49,352.50 - - -

(H In Lakhs)
Contractual cash flows
Carrying
31st March 2023 1 Year or More than
amount Total 1-2 years 2-5 years
Less 5 years
Derivative Contracts
(Refer Note 20 and 26)
AXIS Bank Limited 913.46 913.46 214.89 212.95 485.62 -
Indusind Bank Limited 1,159.46 1,159.46 227.05 286.29 646.12 -
Non-Derivative Financial
Liabilities (Refer Note 18)
Rupee term loans from banks
AXIS Bank Limited 12,696.95 12,696.95 2,987.01 2,959.94 6,750.00 -
Indusind Bank Limited 14,535.46 14,535.46 2,846.46 3,589.00 8,100.00 -
HDFC Bank Limited (KCL) 12,778.17 12,778.16 - 1,916.72 7,666.90 3,194.54

Annual Report 2023-24 241

Notes to the Consolidated Financial Statements
for the year ended 31st March 2024

44 - Financial instruments – Fair Value Hierarchy (Contd..)

(H In Lakhs)
Contractual cash flows
Carrying
31st March 2023 1 Year or More than
amount Total 1-2 years 2-5 years
Less 5 years
Total 40,010.58 40,010.57 5,833.47 8,465.66 22,516.90 3,194.54
Foreign Currency Term Loans
from Banks
SBI Bank Limited 6,097.22 6,097.22 2,437.61 2,434.28 1,225.33 -
AXIS Bank Limited 2,596.39 2,596.39 1,727.73 868.66 - -
Kotak Mahindra Bank Ltd 4,349.72 4,349.72 2,899.81 1,449.91 - -
Total 13,043.33 13,043.33 7,065.15 4,752.85 1,225.33 -
Working Capital Loans from 28,992.00 28,992.00 28,992.00 - - -
Banks (Refer Note 24)
Trade Payables (Refer Note 25) 44,777.14 44,777.14 44,777.14 - - -

The gross inflows/(outflows) disclosed in the above table represent the contractual undiscounted cash flows relating to
derivative financial liabilities held for risk management purposes and which are not usually closed out before contractual
maturity. The disclosure shows net cash flow amounts for derivatives that are net cash-settled and gross cash inflow and
outflow amounts for derivatives that have simultaneous gross cash settlement.

Excessive risk concentration

Concentrations arise when a number of counterparties are engaged in similar business activities, or activities in the
same geographical region, or have economic features that would cause their ability to meet contractual obligations
to be similarly affected by changes in economic, political or other conditions. Concentrations indicate the relative
sensitivity of the Group’s performance to developments affecting a particular industry.

In order to avoid excessive concentrations of risk, the policies and procedures include specific guidelines to focus
on the maintenance of a diversified portfolio. Identified concentrations of credit risks are controlled and managed
accordingly. Selective hedging is used within the Group to manage risk concentrations at both the relationship and
industry levels.

45 : Leases
The Group has lease contracts for Holding Company’s HO premise. Leases of HO premise is having lease terms of 9 years. The
Group’s obligations under its leases are secured by the lessor’s title to the leased assets. The Group is restricted from assigning
and subleasing the leased assets and some contracts require the Group to maintain premises in good state. The lease contract
include extension and termination options as mention below.

The Group also has certain premises and assets with lease terms of 12 months or less. The Group applies the ‘short-term lease’
recognition exemptions for this lease.

Terms of Cancellation and Escalation and Extention

The Leases are cancellable by giving three month notice by either parties and these carries an escalation of 15% after every 3
years. Lease term can be extended mutually by lessor and lessee as per the terms of the agreement.

(A) Leases as lessee

(i) The movement in Lease liabilities during the year
(H In Lakhs)
Particulars 31st March 2024 31st March 2023
Opening Balance 344.31 487.25
Additions during the year - -
Finance costs incurred during the year 23.22 36.01
Payments of Lease Liabilities 180.92 178.95
Closing Balance 186.61 344.31

242 Annual Report 2023-24

Notes to the Consolidated Financial Statements

Corporate Overview
for the year ended 31st March 2024

45 : Leases (Contd..)
(ii) The carrying value of the Rights-of-use and depreciation charged during the year :
(H In Lakhs)
Particulars 31st March 2024 31st March 2023

Statutory Reports
Opening Balance 11,397.02 11,658.25
Addition on KCL Acquisition - -
Additions during the year - -
Depreciation charged during the year (261.23) (261.23)
Closing Balance 11,135.79 11,397.02

(iii) Amount Recognised in Statement of Profit & Loss Account during the Year
(H In Lakhs)
For the year ended For the year ended
Particulars

Financial Statements
31st March 2024 31st March 2023
Depreciation expense of right-of-use assets 261.23 261.23
Interest expense on lease liabilities 23.22 36.01
Expense relating to short-term leases (included in other expenses) 101.09 125.09
Total Expenses 385.54 422.33

(iv) Amounts recognised in statement of cash flows

(H In Lakhs)
For the year ended For the year ended
Particulars
31st March 2024 31st March 2023
Total Cash outflow for Leases 180.92 178.95

(v) Maturity analysis of lease liabilities

(H In Lakhs)
Particulars 31st March 2024 31st March 2023
Maturity Analysis of contractual undiscounted cash flows
Less than one year 180.92 180.92
One to five years 15.08 195.99
More than five years - -
Total undiscounted Lease Liability 196.00 376.91

(vi) Balances of Lease Liabilities

(H In Lakhs)
Particulars 31st March 2024 31st March 2023
Non Current Lease Liability 14.97 186.61
Current Lease Liability 171.64 157.70
Total Lease Liability 186.61 344.31

46 (A) - Information about Subsidiaries

The Group’s Subsidiaries at 31 March 2024 are set out below. Unless otherwise stated, they have share capital consisting solely
of equity shares that are held directly by the group, and the proportion of ownership interests held equals the voting rights held by
the group. The country of incorporation or registration is also their principal place of business.

Annual Report 2023-24 243

Notes to the Consolidated Financial Statements
for the year ended 31st March 2024

46 (A) - Information about Subsidiaries (Contd..)

(H In Lakhs)
Ownership interest
Place of Ownership interest held
held by non-controlling
business / by the group
Name of Entity interest Principal Activities
Country of
31st March 31st March 31st March 31st March
incorporation
2024 2023 2024 2023
Meghmani Organics USA USA 100.00% 100.00% 0.00% 0.00% Trading
INC
PT Meghmani Organics Indonesia 100.00% 100.00% 0.00% 0.00% Trading of Pigment &
Chemicals
Meghmani Overseas FZE Dubai 100.00% 100.00% 0.00% 0.00% Trading of Agro
(upto 31.01.2024) Chemicals
Meghmani Crop Nutrition India 100.00% 100.00% 0.00% 0.00% Manufacturing of Nano
Limited (Formerly Known Urea (Liquid) Fertilizer
as Meghmani Synthesis
Limited)
Kilburn Chemicals Limited India 100.00% 100.00% 0.00% 0.00% Manufacturing of Pigment

244 Annual Report 2023-24

 Notes to the Consolidated Financial Statements
for the year ended 31st March 2024

46 (B) - ADDITIONAL INFORMATION REQUIRED BY SCHEDULE III

(H In Lakhs)

Annual Report 2023-24

Net Assets (Total Assets Share in Other Share in Total
Share in Profit or (Loss)
minus Total Liabilities) Comprehensive Income Comprehensive Income
Name of the Entity in the Group As % of As % of As % of Other As % of Total
Consolidated Amount Consolidated Amount Comprehensive Amount Comprehensive Amount
Net Assets Profit or Loss Income Income
A Parent
Meghmani Organics Limited
31st March 2024 73.02% 1,11,559.35 53.35% (5,656.73) 108.61% 97.98 52.88% (5,558.75)
31st March 2023 81.93% 1,36,761.17 105.33% 25,038.59 128.98% 115.93 105.42% 25,154.52
B Subsidiaries
(i) Indian -
Kilburn Chemicals Limited
31st March 2024 26.58% 40,602.27 36.82% (3,903.82) 5.42% 4.89 37.09% (3,898.93)
31st March 2023 15.99% 26,696.98 -4.39% (1,043.41) 1.76% 1.58 -4.37% (1,041.83)
Meghmani Crop Nutrition Limited (Formerly
Known as Meghmani Synthesis Limited)
31st March 2024 -0.46% (705.64) 6.33% (670.87) 0.01% 0.01 6.38% (670.86)
31st March 2023 0.33% 555.00 -0.15% (34.78) 0.00% - -0.15% (34.78)
(ii) Foreign
Meghmani Organics USA INC
31st March 2024 0.86% 1,313.11 4.30% (455.67) -14.06% (12.68) 4.46% (468.35)
31st March 2023 1.74% 2,908.68 -0.80% (189.60) -30.80% (27.68) -0.91% (217.28)
PT Meghmani Organics Indonesia
31st March 2024 0.00% - 0.00% - 0.00% - 0.00% -
31st March 2023 0.00% - 0.00% - 0.00% - 0.00% -
Meghmani Overseas FZE Dubai
31st March 2024 0.00% - -0.80% 84.49 0.01% 0.01 -0.80% 84.50
31st March 2023 0.00% 0.92 0.00% 0.02 0.06% 0.05 0.00% 0.07
Total
31st March 2024 100.00% 1,52,769.09 100.00% (10,602.60) 100.00% 90.21 100.00% (10,512.39)
31st March 2023 100.00% 1,66,922.75 100.00% 23,770.82 100.00% 89.88 100.00% 23,860.70

245
Financial Statements Statutory Reports Corporate Overview
Notes to the Consolidated Financial Statements
for the year ended 31st March 2024

47 - Capital Management
Capital includes equity attributable to the equity holders to ensure that it maintains an efficient capital structure and healthy
capital ratios in order to support its business and maximise shareholder value. The Group manages its capital structure and
makes adjustments to it, in light of changes in economic conditions or its business requirements. To maintain or adjust the capital
structure, the Group may adjust the dividend payment to shareholders, return capital to shareholders or issue new shares. No
changes were made in the objectives, policies or processes during the year ended March 31, 2024 and March 31, 2023.

The Group monitors capital using a ratio of ‘adjusted net debt’ to ‘adjusted equity’. For this purpose, adjusted net debt is defined
as total liabilities, comprising interest-bearing loans and borrowings and obligations under finance leases, less cash and cash
equivalents. Adjusted equity comprises all components of equity.
(H In Lakhs)
Particulars 31st March 2024 31st March 2023
Total Interest bearing liabilities 83,494.11 82,045.91
Less : Cash and cash equivalents 1,687.77 3,105.68
Adjusted net debt 81,806.34 78,940.23
Total equity 1,52,769.09 1,66,922.75
Adjusted Equity 1,52,769.09 1,66,922.75
Adjusted net debt to total equity ratio 0.54 0.47

48 - Other Disclosures
(i) The Group does not have any Benami property, where any proceeding has been initiated or pending against the Group for
holding any Benami property under the Benami Transactions (Prohibition) Act, 1988 and rules made thereunder.

(ii) The Group do not have any transactions or balance with companies struck off under section 248 of Companies Act, 2013 or
section 560 of Companies Act, 1956.

(iii) The Group has not traded or invested in Crypto currency or Virtual Currency during the financial year.

(iv) The Group has not advanced or loaned or invested funds to any other person(s) or entity(ies), including foreign entities
(Intermediaries) with the understanding that the Intermediary shall:

(a) directly or indirectly lend or invest in other persons or entities identified in any manner whatsoever by or on behalf of the
Group (Ultimate Beneficiaries) or

(b) provide any guarantee, security or the like to or on behalf of the Ultimate Beneficiaries

(v) The Group have not received any fund from any person(s) or entity(ies), including foreign entities (Funding Party) with the
understanding (whether recorded in writing or otherwise) that the Group 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

(vi) The Group does not have 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

(vii) The Group uses an accounting software for maintaining its books of account which has a feature of recording audit trail
(edit log) facility and the same has operated throughout the year for all relevant transactions recorded in the accounting
software, except that audit trail feature is not enabled for certain changes made using privileged access rights to the SAP
application and the underlying HANA database. Further, no instance of audit trail feature being tampered with was noted
in respect of the accounting software. Presently, the log has been activated at the application and the privileged access to
HANA database continues to be restricted to limited set of users who necessarily require this access for maintenance and
administration of the database.

246 Annual Report 2023-24

Notes to the Consolidated Financial Statements

Corporate Overview
for the year ended 31st March 2024

49- Composite Scheme of Arrangement.

a) Pursuant to the Composite Scheme of Arrangement (""the Scheme"") approved by NCLT Ahmedabad Bench vide its order
dated 03 May 2021 (the ""Order"") the Agrochemicals and Pigments Division of Meghmani Organics Limited (MOL) along with
its investment in Optionally Convertible Redeemable Preference Shares (“OCRPS”) of Meghmani Finechem Limited (MFL)
got demerged into the Company. Pursuant to the Scheme, the Company filed Information Memorandum with National Stock

Statutory Reports
Exchange (NSE) and Bombay Stock Exchange (BSE) and further filed the same with SEBI for the approval. The company
received final approval from SEBI on July 30, 2021 pursuant to which it was listed with NSE and BSE on August 18,2021.

(b) Pursuant to the Scheme and on receipt of certificate of incorporation for change of name from the registrar of companies,
Ahmedabad, Gujarat, the name of the Company has been changed from ""Meghmani Organochem Limited"" to ""Meghmani
Organics Limited"" with effect from August 3, 2021.

50 - Events occurred after the Balance Sheet date

Financial Statements
The Group evaluates events and transactions that occur subsequent to the balance sheet date but prior to approval of financial
statement to determine the necessity for recognition and/or reporting of any of these events and transactions in the financial
statements. As of 10th May 2024 there were no material subsequent events to be recognized or reported.

51 Previous period figures have been regrouped / reclassified wherever necessary to make them comparable with those of
the current year.

AS PER OUR REPORT OF EVEN DATE For And on Behalf of The Board of Directors of
Meghmani Organics Limited
(CIN-L24299GJ2019PLC110321)
FOR S R B C & CO LLP
Chartered Accountants
ICAI Firm Regn. No. 324982E / E300003 Ankit N Patel - Chairman and Managing Director
(DIN - 02180007)
per Sukrut Mehta G S Chahal Karana R Patel - Executive Director
Partner Chief Financial Officer (DIN - 01727321)
Membership No : 101974
Jayesh R Patel Darshan A Patel - Executive Director
Company Secretary (DIN - 02047676)
Place : Ahmedabad Place : Ahmedabad
Date : 11th May 2024 Date : 11th May 2024

Annual Report 2023-24 247

NOTICE
NOTICE is hereby given that Fifth Annual General Meeting of 4. To appoint a director in place of Mr. Karana Patel
the Company will be held on Tuesday, 9th July, 2024 at 12 (DIN:01727321), who retires by rotation and being eligible
noon through Video Conferencing(VC)/ Other Audio-Visual offers himself for re-appointment.
Means(OAVM) to transact the following business:-
To consider and if thought fit, to pass, with or without
modification(s), the following resolution as an
ORDINARY BUSINESS: Ordinary Resolution:
Adoption of Financial Statements
“RESOLVED THAT Mr. Karana Patel (DIN:01727321),
1. To receive, consider, approve and adopt the Audited who retires by rotation at this Annual General Meeting in
Standalone Financial Statements of the Company for the terms of Section 152(6) of the Companies Act, 2013 and
Financial Year ended March 31, 2024, together with the being eligible, has offered himself for re-appointment, be
Reports of the Board of Directors and the Auditors thereon. and is hereby re-appointed as Director of the Company,
liable to retire by rotation.”
To consider and if thought fit, to pass, with or without
modification(s), the following resolution as an
Ordinary Resolution: SPECIAL BUSINESS:

“RESOLVED THAT the Audited Standalone Financial

5. Ratification of remuneration payable to Cost Auditors
Statements of the Company including Balance Sheet,
of the Company for the financial year 2024-25
Statement of Profit and Loss, Cash Flow Statement and To consider and if thought fit to pass the following resolution
Statement of Changes in Equity for the Financial Year with or without modification as an Ordinary Resolution:
ended March 31, 2024 along with the Directors’ Report
and the Auditor’s Report thereon, be and are hereby “RESOLVED THAT in accordance with the provisions of
received, considered, approved and adopted.” Section 148(3) of the Companies Act, 2013 read with Rule
14 of the Companies (Audit and Auditors) Rules, 2014
2. To receive, consider, approve and adopt the Audited and other applicable provisions, if any, of the Companies
Consolidated Financial Statements of the Company Act, 2013 (including any statutory modification(s) or
for the Financial Year ended March 31, 2024, together re-enactment thereof for the time being in force), the
with the Reports of the Board of Directors and the remuneration of C 2,50,000/- (Rupees Two Lakhs Fifty
Auditors thereon. Thousand only) per annum plus tax as applicable and
reimbursement of out of pocket expenses to be paid to
To consider and if thought fit, to pass, with or without M/s. Kiran J. Mehta & Co. Cost Accountants Ahmedabad
modification(s), the following resolution as an (Firm’s Registration No. 000025), being Cost Auditors
Ordinary Resolution: appointed by the Board of Directors to conduct audit of
the cost records of the Company for the Financial Year
“RESOLVED THAT the Audited Consolidated Financial
ending March 31, 2025 be and hereby ratified.”
Statements of the Company including Balance Sheet,
Statement of Profit and Loss, Cash Flow Statement and “RESOLVED FURTHER THAT the Board of Directors of
Statement of Changes in Equity for the Financial Year the Company (including any Committee thereof), be and
ended March 31, 2024 along with the Directors’ Report is hereby authorized to do all acts and take all such steps
and the Auditor’s Report thereon, be and are hereby as may be necessary, proper or expedient to give effect
received, considered, approved and adopted.” to this resolution.”
Appointment of a Director retire by rotation 6. Omnibus Approval of Material Related Party Transaction
3. To appoint a director in place of Mr. Ankit Patel To consider and, if thought fit, to pass with or without
(DIN:02180007), who retires by rotation and being eligible modification(s), the following Resolution as an
offers himself for re-appointment. Ordinary Resolution:

To consider and if thought fit, to pass, with or without “RESOLVED THAT pursuant to Section 188 and other
modification(s), the following resolution as an applicable provisions if any of the Companies Act, 2013
Ordinary Resolution: and Regulation 23 of the SEBI (Listing Obligations and
Disclosure Requirements) Regulations, 2015 (hereinafter
“RESOLVED THAT Mr. Ankit Patel (DIN:02180007), who
referred to as “Listing Regulations”) and any other
retires by rotation at the ensuing Annual General Meeting
applicable provisions, including any amendment,
in terms of Section 152(6) of the Companies Act, 2013 and
modification, variation or re-enactment thereof, Consent
being eligible, has offered himself for re-appointment, be
of the Members of the Company be and is hereby given
and is hereby re-appointed as Director of the Company,
omnibus approval for transactions upto C 300 Crores
liable to retire by rotation.”

248 Annual Report 2023-24

 with Epigral Limited during the period from April 1, 2024 To consider and if thought fit, to pass, with or
till June 30, 2025 as also accord further approval to the without modification(s), the following resolution as a
Board of Directors of the Company (hereinafter referred to Special Resolution:
as the “Board” which term shall be deemed to include any
committee(s) constituted/to be constituted by the Board, “RESOLVED THAT pursuant to provisions of Regulation
from time to time, to exercise its powers conferred by this 17(1A) of the Securities and Exchange Board of India
resolution), for entering into and/or carrying out and/or (Listing Obligations and Disclosure Requirements)
continuing with contracts, arrangements and transactions Regulations 2015 and the applicable provisions of the
(whether individual transaction or transactions taken Companies Act, 2013, if any/Rules made thereunder
together or series of transactions or otherwise) with (including any statutory modification(s) or re-enactment
Epigral Limited being a related party, whether by way thereof for the time being in force), and based on the
of renewal(s) or extension(s) or modification(s) of earlier recommendation of the Nomination and Remuneration
contract/arrangements/ transactions or otherwise, with Committee and the Board of Directors, approval of the
respect to Sale and Purchase of Goods and/or other members of the Company be and is hereby accorded
transactions including transactions as may be disclosed for continuation of directorship of Mr. Manubhai K. Patel
in the notes forming part of the financial statements (DIN: 00132045) Non-Executive Independent Director,
for the relevant period notwithstanding the fact that all not liable to retire by rotation, on the Board of the
these transactions during the period from April 1, 2024 Company notwithstanding the fact that he shall attain the
till June 30, 2025, in aggregate have exceeded 10% of age of Seventy-five (75) years on November 6, 2024, till
the annual consolidated turnover of the Company for the the expiry of his current term till May 4, 2026.”
relevant year.”
“RESOLVED FURTHER THAT the Board of Directors
“RESOLVED FURTHER THAT the Members of the of the Company (including any Committee thereof) or
Company do hereby ratify as also accord further Company Secretary of the Company, be and is hereby
approval to the Board to do all such acts, deeds, matters authorized to do all acts and take all such steps as
and things as may be deemed necessary, expedient and may be necessary, proper or expedient to give effect to
incidental thereto and to delegate all or any of its powers this resolution.”
herein conferred to any Committee of Directors and/or
director(s) and/or officer(s) of the Company, to give effect Registered Office
to this resolution”. Meghmani House,
B/h. Safal Profitaire, By Order of the
7. To approve continuation of directorship of Mr. Corporate Road, Prahladnagar, Board of Directors

Notice
Manubhai K. Patel (DIN: 00132045), as Independent Ahmedabad - 380015
Director of the Company in compliance with Jayesh Patel
Regulation 17 (1A) of the SEBI (LODR) regulation, Place: Ahmedabad Company Secretary
2015 Date: May 11, 2024 ICSI Mem.No:A14898

Annual Report 2023-24 249

NOTES:

Convening of AGM through video conferencing (“VC”) 6. Since the AGM will be held through VC/OAVM, the Route
or any other audio-visual means (“OAVM”) Map is not annexed in this Notice.

1. In terms of latest General Circular No. 9/2023 dated Dispatch of Notice and Annual Report through
September 25, 2023 and earlier circulars issued in electronic means
this regard by the Ministry of Corporate Affairs (“MCA
circular”) read with the Securities and Exchange Board 7. In compliance with the aforesaid MCA circulars and
of India Circular No. SEBI/HO/CFD/CFD-PoD-2/P/ SEBI circular, Notice of the AGM along with the Annual
CIR/2023/167 dated October 7, 2023 and earlier circulars Report 2023-24 is being sent only through electronic
issued in this regard (“SEBI circular”) and in compliance mode to those Members whose email addresses are
with the provisions of the Companies Act, 2013 (“Act”) registered with the Company/Depositories. Printed copy
and the Securities and Exchange Board of India (Listing of the Annual report (Including Notice) is not being sent
Obligations and Disclosure Requirement) Regulation, to the Members in view of MCA Circular. Members may
2015 (“Listing Regulations”), the 5th Annual General note that the Notice convening the AGM and Annual
Meeting (AGM) of the Members of the Company is being Report 2023-24 have been uploaded on the website of
conducted through VC/OVAM and the AGM shall be the Company at www.meghmani.com and website of the
deemed to be convened and held at the registered office Stock Exchanges i.e. BSE Limited and National Stock
of the Company for the purpose of meeting statutory Exchange of India Limited at www.bseindia.com and
requirement under the Companies Act, 2013 or any other www.nseindia.com respectively and also available on
statute. Hence, members can attend and participate website of CSDL at https://www.evoting.cdsl.com.
in the AGM through VC/OAVM only. The Members are
8. Members holding shares in physical mode and who
requested not to visit Corporate Office /Registered
have not registered/updated their e-mail address with
Office to attend the AGM. Shareholders are requested
the Company are requested to register/update the same
to refer Note No 25 & 26 for detailed procedure for
by writing to the Company with details of folio number
e-Voting and participation in the AGM through VC/ OAVM.
and attaching a self-attested copy of PAN card at cs@
The Proceedings of the AGM will be made available on
meghmani.com or to [email protected].
the website of the Company www. meghmani.com in the
Members holding shares in dematerialised mode are
Investors Section, in due course of time.
requested to register / update their e-mail address with
Attendance Slip and Proxy Form the relevant Depository Participant.

2. Pursuant to the provisions of the Act, a Member entitled Cut-off date for entitlement of voting
to attend and vote at the AGM is entitled to appoint a
proxy to attend and vote on his/her behalf and the proxy 9. The Company has designated Tuesday, July 2, 2024
need not be a Member of the Company. Since this AGM as “cut-off date” to determine the entitlement of voting
is being held pursuant to the MCA Circulars through rights of the shareholders for the purpose of Annual
VC/OAVM, physical attendance of Members has been General Meeting.
dispensed with. Accordingly, the facility for appointment
10. The voting rights of the members shall be in proportion
of proxies by the Members will not be available for this
to their share in the paid up equity share capital of the
AGM and hence the Proxy Form and Attendance Slip are
Company as on the Cut-off date i.e. July 2, 2024.
not annexed to this Notice. However, the Body Corporates
are entitled to appoint their authorized representatives Scrutinizer for voting
to attend the AGM through VC/OAVM and participate
thereat and cast their votes through e-voting. 11. The Company has appointed Mr. Kaushik Shah –
Practicing Company Secretary (FCS No 2420 CP No
Quorum 1414) of K. J. Shah & Company, Ahmedabad to act as the
Scrutinizer for conducting the remote e-voting process as
3. Members attending the AGM through VC/OAVM shall be
well as the e-voting system on the date of the AGM, in a
counted for the purpose of reckoning the quorum under
fair and transparent manner.
Section 103 of the Act. Physical attendance of Members
is not required at the AGM. Voting Results
Explanatory Statement and details of Directors 12. The voting results shall be declared within two working
seeking appointment/re-appointment days from the conclusion time of the Meeting. The
results declared along with the Scrutinizer’s Report will
4. The Explanatory Statement pursuant to Section 102 of the be placed on the website of the Company at http://www.
Companies Act, 2013, which sets out details relating to meghmani.com/ immediately after the result is declared
Special Business at the meeting, is annexed hereto. by the Chairman or any other person authorised by the
him in this regard and will simultaneously be sent to BSE
5. Details in respect of the Directors seeking appointment/
Limited and National Stock Exchange of India Limited,
re-appointment at the Annual General Meeting, forms
where equity shares of the Company are listed.
integral part of the notice. The Directors have furnished
the requisite declarations for their appointment/
re-appointment.

250 Annual Report 2023-24

 Unclaimed dividends Nomination
13. Members are requested to refer the details of unclaimed 20. Members can avail facility of nomination in respect of
dividend of the Company as set out in the Report on equity shares held by them pursuant to Section 72 of the
Corporate Governance on page no. 76 and to approach Act and rules made thereunder. Members holding equity
our RTA i.e. Linkintime to claim their dividend. shares in demat mode may contact their respective
Depository Participant for availing this facility. Members
14. Members are informed that Notice has been dispatched holding equity shares in physical form desiring to avail
to the respective shareholders at the registered address this facility may send their nominations in the prescribed
available with the Company in the first week of May, Form No. SH-13 duly filled in, to Link Intime at the
2024 advising to claim unclaimed dividend for FY 2016- abovementioned address.
17, failing which the same alongwith shares shall be
transferred to the Investor Education and Protection Fund Request to Members to participate in green initiative
(IEPF) in terms of the provisions of Section 125 of the
Companies Act, 2013. 21. In compliance with the MCA Circulars and the SEBI
Circulars, all Members holding shares in physical form
15. Members wishing to claim unclaimed dividends are or demat mode, are requested to register/keep their
requested to correspond with Link Intime India Private records viz. e-mail address, PAN, Bank Account details,
Limited, the Registrar and Share Transfer Agent registered Mobile Nos. updated to:
of the Company.
Receive electronic copies of the all Company
16. Members are requested to note that dividends not communications to Shareholders viz. Notice of
encashed or claimed within Seven Years from the AGMs/ EGMs/Postal Ballot notice, Annual Reports,
date of transfer to the Company’s Unpaid Dividend Dividend mandates and other correspondence on
Account, will be, transferred to the Investor Education their registered e-mail address.
and Protection Fund (IEPF) as per Section 125 of the
Companies Act, 2013. Receive seamless credit of Dividend directly to the
registered bank account through electronic clearing
SWAYAM’, Brand-New Investor Self-Service Portal: services or any other means.
17. ‘SWAYAM’ is a secure, user-friendly web-based
E-Voting
application, developed by “Link Intime India Pvt Ltd.”,
our Registrar and Share Transfer Agents, that empowers 22. The Company is pleased to provide members, facility
shareholders to effortlessly access various services. to exercise their right to vote at the 5th Annual General

Notice
We request shareholders to get registered and have Meeting (AGM) by electronic means through e-Voting
first-hand experience of the portal. This application can Services provided by Central Depository Services (India)
be accessed at https://swayam.linkintime.co.in. It is Limited (CDSL).
effective Resolution of Service Request -Generate and
23. The detailed procedure for participation in the meeting
Track Service Requests/Complaints through SWAYAM,
through VC/OAVM is available at the Company’s website
Track Corporate Actions like Dividend/Interest/Bonus/
www.meghmani.com.
split, provides access to PAN linked accounts, Company
wise holdings and security valuations, Effortlessly Raise 24. The helpline number regarding any query / assistance
request for Unpaid Amounts, Two-factor authentication for participation in the AGM through VC/ OAVM is
(2FA) at Login - Enhances security for investors 022-23058542/43.

Procedure for Inspection of Documents: 25. PROCESS AND MANNER FOR MEMBERS
OPTING FOR VOTING THROUGH
18. The Register of Directors’ and Key Managerial Personnel
ELECTRONIC MEANS
and their shareholding maintained under Section 170 of
the Companies Act, 2013, the Register of contracts or 1. Pursuant to the provisions of Section 108 of the
arrangements in which the Directors are interested under Companies Act, 2013 read with Rule 20 of the Companies
Section 189 of the Companies Act, 2013 and all other (Management and Administration) Rules, 2014 (as
documents referred to in the Notice will be available for amended) and Regulation 44 of SEBI (Listing Obligations
inspection in electronic mode by sending an e-mail to & Disclosure Requirements) Regulations 2015 (as
[email protected]. amended), and MCA Circulars dated April 08, 2020, April
13, 2020 and May 05, 2020 the Company is providing
Queries
facility of remote e-voting to its Members in respect of the
19. Members can express their views and submit questions/ business to be transacted at the AGM. For this purpose,
queries in advance with regard to the Financial Statements the Company has entered into an agreement with Central
from their registered e-mail address, mentioning their Depository Services (India) Limited (CDSL) for facilitating
name, DPID and Client ID number/folio number and voting through electronic means, as the authorized
mobile number at the Company's investor desk at cs@ e-Voting’s agency. The facility of casting votes by a
meghmani.com at least 10 (Ten) days before the date member using remote e-voting as well as the e-voting
of the Meeting so that the information required may be system on the date of the AGM will be provided by CDSL.
made available at the Meeting.

Annual Report 2023-24 251

2. The Members can join the AGM in the VC/OAVM Step 2 : Access through CDSL e-Voting system in case
mode 15 minutes before and after the scheduled time of shareholders holding shares in physical
of the commencement of the Meeting. The facility of mode and non-individual shareholders in
participation at the AGM through VC/OAVM will be made demat mode.
available to atleast 1000 members on first come first
(i) The voting period begins on Thursday, 4 July,
served basis. This will not include large Shareholders
2024 (from 9:00 a.m.) and ends on Monday, 8
(Shareholders holding 2% or more shareholding),
July, 2024 (upto 5:00 p.m.). During this period
Promoters, Institutional Investors, Directors, Key
shareholders of the Company, holding shares
Managerial Personnel, the Chairpersons of the Audit
either in physical form or in dematerialized
Committee, Nomination and Remuneration Committee
form, as on the cut-off date i.e. 2 July, 2024
and Stakeholders Relationship Committee, Auditors etc.
may cast their vote electronically. The e-voting
who are allowed to attend the EGM without restriction on
module shall be disabled by CDSL for
account of first come first served basis.
voting thereafter.
3. The attendance of the Members attending the AGM
(ii) Shareholders who have already voted prior to
through VC/OAVM will be counted for the purpose
the meeting date would not be entitled to vote
of ascertaining the quorum under Section 103 of the
at the meeting venue.
Companies Act, 2013.

4. Pursuant to MCA Circular No. 14/2020 dated April 08,

2020, the facility to appoint proxy to attend and cast vote (iii) Pursuant to SEBI Circular No. SEBI/HO/CFD/
for the members is not available for this AGM. However, CMD/CIR/P/2020/242 dated 09.12.2020, under
in pursuance of Section 112 and Section 113 of the Regulation 44 of Securities and Exchange
Companies Act, 2013, representatives of the members Board of India (Listing Obligations and
such as the President of India or the Governor of a State Disclosure Requirements) Regulations, 2015,
or body corporate can attend the EGM through VC/OAVM listed entities are required to provide remote
and cast their votes through e-voting. e-voting facility to its shareholders, in respect
of all shareholders’ resolutions. However, it
5. In line with the Ministry of Corporate Affairs (MCA)
has been observed that the participation by
Circular No. 17/2020 dated April 13, 2020, the Notice
the public non-institutional shareholders/retail
calling the AGM has been uploaded on the website of the
shareholders is at a negligible level.
Company at www.meghmani.com . The Notice can also
be accessed from the websites of the Stock Exchanges Currently, there are multiple e-voting service
i.e. BSE Limited and National Stock Exchange of India providers (ESPs) providing e-voting facility
Limited at www.bseindia.com and www.nseindia.com to listed entities in India. This necessitates
respectively. The AGM Notice is also disseminated on registration on various ESPs and maintenance
the website of CDSL (agency for providing the Remote of multiple user IDs and passwords by
e-Voting facility and e-voting system during the AGM) i.e. the shareholders.
www.evotingindia.com.
In order to increase the efficiency of the voting
6. The AGM has been convened through VC/OAVM in process, pursuant to a public consultation,
compliance with applicable provisions of the Companies it has been decided to enable e-voting to
Act, 2013 read with MCA latest Circular No. 02/2022 all the demat account holders, by way of a
dated May 5, 2022 along with earlier circulars issued single login credential, through their demat
in this regard. accounts/websites of Depositories/ Depository
Participants. Demat account holders would
26. THE INTRUCTIONS OF SHAREHOLDERS be able to cast their vote without having to
FOR E-VOTING AND JOINING VIRTUAL register again with the ESPs, thereby, not
MEETINGS ARE AS UNDER : only facilitating seamless authentication but
Step1: Access through Depositories CDSL/NSDL also enhancing ease and convenience of
e-Voting system in case of individual participating in e-voting process.
shareholders holding shares in demat mode.

252 Annual Report 2023-24

Step 1: Access through Depositories CDSL/NSDL e-Voting system in case of individual shareholders holding
shares in demat mode.
(iv) In terms of SEBI circular no. SEBI/HO/CFD/CMD/CIR/P/2020/242 dated December 9, 2020 on e-Voting facility
provided by Listed Companies, Individual shareholders holding securities in demat mode are allowed to vote
through their demat account maintained with Depositories and Depository Participants. Shareholders are advised
to update their mobile number and email Id in their demat accounts in order to access e-Voting facility.

Pursuant to above said SEBI Circular, Login method for e-Voting and joining virtual meetings for Individual
shareholders holding securities in Demat mode CDSL/NSDL is given below:

Type of
Login Method
shareholders
Individual 1) Users who have opted for CDSL Easi / Easiest facility, can login through their existing user
Shareholders id and password. Option will be made available to reach e-Voting page without any further
holding authentication. The URL for users to login to Easi / Easiest are https://web.cdslindia.com/
securities in myeasi/home/login or visit www.cdslindia.com and click on Login icon and select New
Demat mode System Myeasi.
with CDSL 2) After successful login the Easi / Easiest user will be able to see the e-Voting option for
eligible companies where the e-Voting is in progress as per the information provided by
company. On clicking the e-voting option, the user will be able to see e-Voting page of the
e-Voting service provider for casting your vote during the remote e-Voting period or joining
virtual meeting & voting during the meeting. Additionally, there is also links provided to
access the system of all e-Voting Service Providers i.e. CDSL/NSDL/KARVY/LINKINTIME,
so that the user can visit the e-Voting service providers’ website directly.
3) If the user is not registered for Easi/Easiest, option to register is available at https://web.
cdslindia.com/myeasi/Registration/EasiRegistration
4) Alternatively, the user can directly access e-Voting page by providing Demat Account
Number and PAN No. from a e-Voting link available on www.cdslindia.com home page or
click on https://evoting.cdslindia.com/Evoting/EvotingLogin The system will authenticate
the user by sending OTP on registered Mobile & Email as recorded in the Demat Account.
After successful authentication, user will be able to see the e-Voting option where the

Notice
evoting is in progress and also able to directly access the system of all e-Voting Service
Providers.
Individual 1) If you are already registered for NSDL IDeAS facility, please visit the e-Services website
Shareholders of NSDL. Open web browser by typing the following URL: https://eservices.nsdl.com
holding either on a Personal Computer or on a mobile. Once the home page of e-Services is
securities in launched, click on the “Beneficial Owner” icon under “Login” which is available under
demat mode ‘IDeAS’ section. A new screen will open. You will have to enter your User ID and Password.
with NSDL After successful authentication, you will be able to see e-Voting services. Click on “Access
to e-Voting” under e-Voting services and you will be able to see e-Voting page. Click on
company name or e-Voting service provider name and you will be re-directed to e-Voting
service provider website for casting your vote during the remote e-Voting period or joining
virtual meeting & voting during the meeting.
2) If the user is not registered for IDeAS e-Services, option to register is available at https://
eservices.nsdl.com. Select “Register Online for IDeAS “Portal or click at https://eservices.
nsdl.com/SecureWeb/IdeasDirectReg.jsp
3) Visit the e-Voting website of NSDL. Open web browser by typing the following URL: https://
www.evoting.nsdl.com/ either on a Personal Computer or on a mobile. Once the home
page of e-Voting system is launched, click on the icon “Login” which is available under
‘Shareholder/Member’ section. A new screen will open. You will have to enter your User
ID (i.e. your sixteen-digit demat account number hold with NSDL), Password/OTP and
a Verification Code as shown on the screen. After successful authentication, you will be
redirected to NSDL Depository site wherein you can see e-Voting page. Click on company
name or e-Voting service provider name and you will be redirected to e-Voting service
provider website for casting your vote during the remote e-Voting period or joining virtual
meeting & voting during the meeting
Individual You can also login using the login credentials of your demat account through your Depository
Shareholders Participant registered with NSDL/CDSL for e-Voting facility. After Successful login, you will
(holding be able to see e-Voting option. Once you click on e-Voting option, you will be redirected to
securities in NSDL/CDSL Depository site after successful authentication, wherein you can see e-Voting
demat mode) feature. Click on company name or e-Voting service provider name and you will be redirected
login through to e-Voting service provider website for casting your vote during the remote e-Voting period or
their Depository joining virtual meeting & voting during the meeting.
Participants

Annual Report 2023-24 253

 Important note: Members who are unable to retrieve User ID/ Password are advised to use Forget User ID and
Forget Password option available at abovementioned website.

Helpdesk for Individual Shareholders holding securities in demat mode for any technical issues related to
login through Depository i.e. CDSL and NSDL

Login type Helpdesk details

Individual Members facing any technical issue in login can contact CDSL helpdesk by sending a
Shareholders holding request at [email protected] or contact at 1800 22 55 33
securities in Demat
mode with CDSL
Individual Members facing any technical issue in login can contact NSDL helpdesk by sending
Shareholders holding a request at [email protected] or call at toll free : 022-4886 7000 and 022-2499 7000
securities in Demat
mode with NSDL

Step 2: Access through CDSL e-Voting system in case of shareholders holding shares in physical mode and non-
individual shareholders in demat mode.
(v) Login method for e-Voting and joining virtual meetings for Physical shareholders and shareholders other than
individual holding in Demat form.

1) The shareholders should log on to the e-voting website www.evotingindia.com.

2) Click on “Shareholders” module.

3) Now enter your User ID

a. For CDSL: 16 digits beneficiary ID,

b. For NSDL: 8 Character DP ID followed by 8 Digits Client ID,

c. Shareholders holding shares in Physical Form should enter Folio Number registered with the Company.

4) Next enter the Image Verification as displayed and Click on Login.

5) If you are holding shares in demat form and had logged on to www.evotingindia.com and voted on an earlier
e-voting of any company, then your existing password is to be used.

6) If you are a first-time user follow the steps given below

For Physical shareholders and other than individual shareholders holding shares in
Demat.
PAN Enter your 10 digit alpha-numeric *PAN issued by Income Tax Department (Applicable
for both demat shareholders as well as physical shareholders)
• Shareholders who have not updated their PAN with the Company/Depository
Participant are requested to use the sequence number sent by Company/RTA or
contact Company/RTA.
Dividend Bank Details Enter the Dividend Bank Details or Date of Birth (in dd/mm/yyyy format) as recorded in
OR Date of Birth your demat account or in the company records in order to login.
(DOB) • If both the details are not recorded with the depository or company, please enter the
member id / folio number in the Dividend Bank details field.

(vi) After entering these details appropriately, click the demat holders for voting for resolutions of
on “SUBMIT” tab. any other company on which they are eligible
to vote, provided that company opts for
(vii) Shareholders holding shares in physical e-voting through CDSL platform. It is strongly
form will then directly reach the Company recommended not to share your password with
selection screen. However, shareholders any other person and take utmost care to keep
holding shares in demat form will now reach your password confidential.
‘Password Creation’ menu wherein they are
required to mandatorily enter their login (viii) For shareholders holding shares in physical
password in the new password field. Kindly form, the details can be used only for e-voting
note that this password is to be also used by on the resolutions contained in this Notice.

254 Annual Report 2023-24

 (ix) Click on the EVSN for the relevant <Company Alternatively, Non Individual shareholders
Name> on which you choose to vote. are required to send the relevant Board
Resolution/ Authority letter etc. together
(x) On the voting page, you will see “RESOLUTION with attested specimen signature of
DESCRIPTION” and against the same the the duly authorized signatory who are
option “YES/NO” for voting. Select the option authorized to vote, to the Scrutinizer and
YES or NO as desired. The option YES implies to the Company at the email address
that you assent to the Resolution and option viz; [email protected] (designated
NO implies that you dissent to the Resolution. email address by company), if they have
voted from individual tab & not uploaded
(xi) Click on the “RESOLUTIONS FILE LINK” if you
same in the CDSL e-voting system for the
wish to view the entire Resolution details.
scrutinizer to verify the same.
(xii) After selecting the resolution, you have decided
to vote on, click on “SUBMIT”. A confirmation INSTRUCTIONS FOR SHAREHOLDERS
box will be displayed. If you wish to confirm ATTENDING THE AGM THROUGH VC/OAVM &
your vote, click on “OK”, else to change your E-VOTING DURING MEETING ARE AS UNDER:
vote, click on “CANCEL” and accordingly
1. The procedure for attending meeting & e-Voting on the
modify your vote.
day of the AGM is same as the instructions mentioned
(xiii) Once you “CONFIRM” your vote on the above for e-voting.
resolution, you will not be allowed to
2. The link for VC/OAVM to attend meeting will be available
modify your vote.
where the EVSN of Company will be displayed after
(xiv) You can also take a print of the votes cast successful login as per the instructions mentioned
by clicking on “Click here to print” option on above for e-voting.
the Voting page.
3. Shareholders who have voted through Remote e-Voting
(xv) If a demat account holder has forgotten will be eligible to attend the meeting. However, they will
the login password then Enter the User ID not be eligible to vote at the AGM.
and the image verification code and click
4. Shareholders are encouraged to join the Meeting through
on Forgot Password & enter the details as
Laptops / IPads for better experience.
prompted by the system.

Notice
5. Further shareholders will be required to allow Camera and
(xvi) Additional Facility for Non–Individual
use Internet with a good speed to avoid any disturbance
Shareholders and Custodians –For
during the meeting.
Remote Voting only.

Non-Individual shareholders (i.e. other 6. Please note that Participants Connecting from Mobile
than Individuals, HUF, NRI etc.) and Devices or Tablets or through Laptop connecting via
Custodians are required to log on to Mobile Hotspot may experience Audio/Video loss due
www.evotingindia.com and register to Fluctuation in their respective network. It is therefore
themselves in the “Corporates” module. recommended to use Stable Wi-Fi or LAN Connection to
mitigate any kind of aforesaid glitches.
A scanned copy of the Registration
Form bearing the stamp and sign of the 7. Shareholders who would like to express their views/ask
entity should be emailed to helpdesk. questions during the meeting may register themselves as
[email protected]. a speaker by sending their request in advance at least
7 days prior to meeting mentioning their name, demat
After receiving the login details a account number/folio number, email id, mobile number at
Compliance User should be created (company email id). The shareholders who do not wish to
using the admin login and password. The speak during the AGM but have queries may send their
Compliance User would be able to link the queries in advance 7 days prior to meeting mentioning
account(s) for which they wish to vote on. their name, demat account number/folio number, email
id, mobile number at (company email id). These queries
The list of accounts linked in the login will be replied to by the company suitably by email.
should be mailed to helpdesk.evoting@
cdslindia.com and on approval of 8. Those shareholders who have registered themselves as
the accounts they would be able to a speaker will only be allowed to express their views/ask
cast their vote. questions during the meeting.

A scanned copy of the Board Resolution 9. Only those shareholders, who are present in the AGM
and Power of Attorney (POA) which they through VC/OAVM facility and have not casted their
have issued in favour of the Custodian, vote on the Resolutions through remote e-Voting and are
if any, should be uploaded in PDF otherwise not barred from doing so, shall be eligible to
format in the system for the scrutinizer to vote through e-Voting system available during the AGM.
verify the same.

Annual Report 2023-24 255

10. If any Votes are cast by the shareholders through the None of the Directors, Key Managerial Personnel of the
e-voting available during the AGM and if the same Company and their relatives are, in any way, concerned
shareholders have not participated in the meeting or interested, financially or otherwise, in the proposed
through VC/OAVM facility, then the votes cast by such resolution(s).
shareholders shall be considered invalid as the facility
of e-voting during the meeting is available only to the The Board accordingly, recommends the members for passing
shareholders attending the meeting. of the resolution as set out at item No: 5 of the Notice as an
Ordinary resolution.

PROCESS FOR THOSE SHAREHOLDERS WHOSE ITEM NO. 6

EMAIL/MOBILE NO. ARE NOT REGISTERED WITH Omnibus Approval of Material Related Party Transaction
THE COMPANY/DEPOSITORIES. with Epigral Limited
1. For Physical shareholders- please provide necessary
The Company is in the business of manufacture of Crop
details like Folio No., Name of shareholder, scanned
Protection, Crop Nutrition products and Pigments. Epigral
copy of the share certificate (front and back), PAN (self-
Limited (Epigral), being a Related Party in which KMP and their
attested scanned copy of PAN card), AADHAR (self-
relatives have significant influence, engaged in the business
attested scanned copy of Aadhar Card) by email to
of specialty chemicals including Chlorine, Caustic, Hydrogen
Company/RTA email id.
Peroxide, Sodium Hypochlorite, Sodium Hypochlorite, Steam,
2. For Demat shareholders -, Please update your email Salt etc at plant which is adjoining to our manufacturing facility
id & mobile no. with your respective Depository at Dahej. Your Company is consuming various products
Participant (DP) of Epigral including liquid Chlorine through pipe line from
its plant situated at GIDC Dahej, which is adjoining to the
3. For Individual Demat shareholders – Please update your manufacturing facility of the Company to manufacture the
email id & mobile no. with your respective Depository Agrochemical Products Epigral is also supplying Caustic to
Participant (DP) which is mandatory while e-Voting & other six manufacturing sites of MOL.
joining virtual meetings through Depository.
The transaction to be entered into with Epigral including but
If you have any queries or issues regarding attending not limited to quantity of Chlorine, Caustic, Hydrogen Peroxide,
AGM & e-Voting from the CDSL e-Voting System, you Sodium Hypochlorite, Sodium Hypochlorite, Steam, Salt etc to
can write an email to [email protected] or be purchased from Epigral will be at arm’s length prices and in
contact at toll free no. 1800 22 55 33. the normal course of business. The total value of the proposed
transaction(s) with Epigral during the period from April 1, 2024
All grievances connected with the facility for voting by till June 30, 2025 may reach to J 300 Crore.
electronic means may be addressed to Mr. Rakesh Dalvi,
Sr. Manager, (CDSL,) Central Depository Services (India) Regulation 23 of SEBI (Listing Obligation and Disclosure
Limited, A Wing, 25th Floor, Marathon Futurex, Mafatlal Requirements) Regulations, 2015 has been amended which
Mill Compounds, N M Joshi Marg, Lower Parel (East), mandates the listed Company to take prior approval of members
Mumbai - 400013 or send an email to helpdesk.evoting@ for material Related Party Transactions if A transaction(s) with
cdslindia.com or call at toll free no. 1800 22 55 33.. a related party to be entered into individually or taken together
with previous transactions during a financial year, exceeds ten
percent of the annual consolidated turnover of the listed entity
EXPLANATORY STATEMENT PURSUANT TO
as per the last audited financial statements of the listed entity.
SECTION 102 OF THE COMPANIES ACT, 2013
ITEM NO. 5 In terms of policy on Related Party Transaction, increase in
rupee value by more than 25% compared with value limit
Ratification of the remuneration payable to Cost Auditors
for transaction with Related Parties as approved by the
of the Company
Shareholders shall be considered material modifications and it
The Board, on the recommendation of the Audit Committee, requires prior approval of Shareholders. The omnibus approval
has approved in their meeting held on May 11, 2024 the by shareholders shall have auto approval for additional value of
appointment of M/s. Kiran J. Mehta & Co., Cost Accountants, transaction upto 25% of the approved limit for specific period
Ahmedabad as the Cost Auditors of the Company to audit and it shall not require fresh approval of shareholders and may
the cost records of the Company for the financial year ending be considered in the omnibus approval for succeeding year.
on March 31, 2025 at a remuneration of C 2,50,000/- (Rupees
Two Lakhs Fifty Thousand only) plus applicable taxes and There is a possibility that transactions with Epigral may exceed
reimbursement of out of pocket expenses. ten per cent of the annual consolidated turnover of the listed
entity as per the last audited financial statements of the listed
In accordance with the provisions of Section 148 of the entity. Hence, omnibus approval of the shareholders is being
Companies Act, 2013 read with the Companies (Audit and sought for the said Related Party Transaction(s) proposed to
Auditors) Rules, 2014, the remuneration payable to the Cost be entered into by your Company with Epigral in the period
Auditors need to be ratified by the members of the Company. from April 1, 2024 till June 30, 2025. Pursuant to Rule 15 of

256 Annual Report 2023-24

Companies (Meetings of Board and its Powers) Rules, 2014, as amended till date, particulars of the transaction(s) with Epigral
are as follows:

Name of the Director/KMP who

Name of the Nature, material terms, monetary value and particulars of the
is related and nature of their
Related Party contract or arrangement
relationship
Epigral Limited Directors of Meghmani Organics Nature of Transaction :-
Limited viz., Directors: Purchase, Sale, or supply of any goods or material (directly or through
Mr. Ankit Patel an agent), others.
Mr. Karana Patel Material terms :-
Mr. Darshan Patel (1) Value of Transaction
Mr. Maulik Patel C 300 Cr. for the period from April 1, 2024 till June 30, 2025 (or
Mr. Kaushal Soparkar such extended period or time as may be decided by the Board
of Directors).
KMP:
(2) Purchase/Sales/ Transaction or supply of goods or materials will
Mr. Ankit Patel, CMD/CEO
be on order to order basis
Are Directors of Epigral Limited
(3) Purchase/Sales Transaction or supply of goods or materials will
Mr. Maulik Patel, be on a continuous basis
Mr. Kaushal Soparkar (4) Purchase/Sales/others will be made at Arm’s Length price or
Mr. Ankit Patel prevailing market price as may be mutually decided by the Board
Mr. Karana Patel of Directors

Mr. Darshan Patel (5) No advance is given for the Purchase/Sales Transaction or supply
of goods or materials
(6) The Credit period of 30 days is given for payment of Tax Invoice
which is at par with the other Customers.
(7) Interest @18 % per annum will be charged on the amount
remaining unpaid after due date.
(8) No complaints in respect of material supplied will be considered

Notice
unless the same is lodged in writing within 10 days of dispatch
along with proof.

Based on the above facts and information provided hereinabove, the proposed transactions with Epigral are in the interest of Company.

All Non-Independent Directors of the Company together with their relative are holding 71.49% shares in Epigral and no KMP is
holding shares in Epigral and they are interested or concerned financially or otherwise in the proposed resolution(s) to the extent
of their holding in Epigral. None of the other Directors, other Key Managerial Personnel of the Company and their relatives are, in
any way, concerned or interested, financially or otherwise, in the proposed resolution(s).

The Board of Directors recommends passing of the resolution as set out at item no. 6 of this Notice as an Ordinary Resolution.

ITEM NO. 7 approval of shareholders by way of a Special Resolution is

sought for continuation of directorship of Mr. Manubhai K. Patel
To approve continuation of directorship of Mr. Manubhai
as the Non-Executive Independent Director of the Company in
K. Patel (DIN: 00132045), as Independent Director of the
order to comply with the provision of Regulation 17 (1A) of the
Company in compliance with Regulation 17(1A) of the
SEBI Listing Regulations.
SEBI (LODR) regulation, 2015
Mr. Manubhai K. Patel (DIN: 00132045) appointed as the Justification for continuation of Directorship:
Additional Non-Executive and Independent Director (DIN: The Board is of the opinion that over three decades rich
00132045) of the Company for first term of five (5) consecutive and diverse experience of Mr. Manubhai K. Patel in Forex,
years w.e.f. May 5, 2021 by the Board of Directors in their Treasury and Credit Management is a valuable asset to the
meeting held on May 5, 2021 which was subsequently ratified Company which adds value and enriched point of view during
by the members of the Company. Board discussions and decision making. His association as
Non- Executive Independent Director will be beneficial to
In accordance with Regulation 17 (1A) of the SEBI (Listing
the Company. He is also Chairman of the Audit Committee,
Obligations and Disclosure Requirements) Regulations, 2015
Nomination and Remuneration Committee, Stakeholders
(hereinafter referred to as “SEBI Listing Regulations”) no listed
Relationship Committee, Risk Management Committee and
entity shall appoint a person or continue the Directorship of
Corporate Social Responsibility Committee of the Board and
any person as a Non-Executive Director who has attained the
has been providing immense guidance and suggestions to the
age of seventy-five years unless a special resolution is passed
Board and providing valuable guidance to the Company in key
to that effect. Thus, as Mr. Manubhai K. Patel, will be attaining
strategic matters from time to time.
age of Seventy-five (75) years by November 6, 2024, prior

Annual Report 2023-24 257

Mr. Manubhai K. Patel continues to qualify to the criteria of None of the directors other than Mr. Manubhai K. Patel and/or
independence as provided in Section 149(6) of the Companies key managerial personnel of the Company and their relatives,
Act, 2013 read with rules framed thereunder and Regulation are concerned or interested, financially or otherwise, in said
16(1) (b) of the SEBI Listing Regulations. Details of Mr. resolution, except to the extent of the securities that may be
Manubhai Patel pursuant to the provisions of SEBI Listing subscribed by them or by companies/firms/institutions in
Regulations and Secretarial Standard on General Meetings which they are interested as director or member or otherwise.
(SS-2) issued by the Institute of Company Secretaries of India
are provided in the ‘Annexure’ to the Notice. The Board accordingly, recommends the members for passing
of the resolution as set out at item No: 7 of the Notice as a
Special resolution.

By order of the Board

Jayesh Patel
Place: Ahmedabad Company Secretary
Date: May 11, 2024 ICSI Mem.No:A14898

258 Annual Report 2023-24

Information required pursuant to Regulation 36 of the SEBI (Listing Obligations and Disclosure Requirements)
Regulations, 2015 and Secretarial Standard on General Meetings (SS-2), in respect of Directors seeking appointment
/ re-appointment at the 5th Annual General Meeting

Mr. Ankit Patel Mr. Karana Patel Mr. Manubhai K. Patel

Name of Director Chairman & Managing Director Executive Director Independent Director
DIN 02180007 DIN 01737321 DIN: 00132045

Age in completed years 38 42 73

(as on March 31, 2024)
Date of first appointment on August 14, 2023 August 14, 2023 May 5, 2021
the Board
Qualification / Brief Resume He has experience of 12 years He has experience of 12 years He is a Chartered
/ in Crop protection and Dyes in the Crop protection. He is Accountant with over 37
Expertise in specific and Pigments. He is one of the one of the promoters of the years of experience in
functional area/ experience promoters of the Company. Company. Forex, Treasury, and Credit
He holds B E Chemical Engineering He holds a Diploma in Management.
from S. P. University, Anand, Chemical Engineering from
Gujarat, Master of Engineering Nirma University, Ahmedabad
from Griffith University, Australia, and B E Chemical Engineering
Global Masters in Business - Drexel University USA.
Administration from SP Jain
Centre of Management.
No. of Shares held in the 33,93,260 19,71,000 -
Company
Relationship with other None of our Directors are related None of our Directors are None of our Directors
Directors to other Directors and any of the related to other Directors and and the Key Managerial
and Key Managerial Key Managerial Personnel. any of the Key Managerial Personnel of the Company
Personnel Personnel. are related to Mr. Manubhai
K. Patel.
No of meetings of the Board Two out of two eligible Board Two out of two eligible Board Four out of four Board

Notice
attended during the year meetings meetings Meetings
Other Directorships 1. Meghmani Lifesciences 1. Meghmani Crop Nutrition 1. Epigral Limited
Limited. Limited 2. Meghmani Industries
2. Epigral Limited 2. Kilburn Chemicals Limited Limited
3. Kilburn Chemicals Limited 3. Epigral Limited 3. Dialforhealth Unity
4. Meghmani Crop Nutrition 4. Meghmani Novotech P. Ltd. Limited
Limited 5. Meghmani Foundation 4. Cliantha Research
5. Vidhi Global Chemicals Limited
Limited 5. Acme Diet Care Private
6. Meghmani Foundation Limited
6. GVFL Trustee Company
Private Limited
7. Digicare Healthcare
Solution Private Limited
8. Vytal Healthcare Private
Limited

Annual Report 2023-24 259

 Mr. Ankit Patel Mr. Karana Patel Mr. Manubhai K. Patel
Name of Director Chairman & Managing Director Executive Director Independent Director
DIN 02180007 DIN 01737321 DIN: 00132045

Chairmanship / Membership CSR-M (Epigral Ltd) - He holds below position in

of Committees of other Epigral Limited
companies 1. Audit Committee-
Chairman
2. Nomination &
Remuneration
Committee- Chairman
3. Corporate Social
Responsibility-
Chairman
4. Stakeholders
Relationship
Committee- Chairman
5. Risk Management
Committee- Chairman

Remuneration payable as The remuneration payable consists of fixed remuneration and He has been paid sitting
Executive Directors performance bonus governs as per Special Resolutions passed fees for each board
by members through postal ballot passed on September 21, 2023. meeting and committee
The details of remuneration paid during FY 2023-24 are given in meetings attended by him,
Corporate Governance Report annexed with Directors’ Report. the details thereof are given
in Corporate Governance
Report annexed with
Directors’ Report.

260 Annual Report 2023-24

Meghmani Organics Limited

Corporate & Registered Office

Meghmani House
B/h Safal Profitaire, Corporate Road,
Prahaladnagar, Ahmedabad – 380015. Gujarat, INDIA.
Phone : +91 79 2970 9600 / 7176 1000
Website: www.meghmani.com
E-mail: [email protected]
CIN: L24299GJ2019PLC110321