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You can view the entire text of Notes to accounts of the company for the latest year

BSE: 539872ISIN: INE411U01027INDUSTRY: Pharmaceuticals

BSE   ` 323.05   Open: 330.85   Today's Range 321.05
330.85
-2.35 ( -0.73 %) Prev Close: 325.40 52 Week Range 245.05
511.00
Year End :2023-03 

The total amount of trade receivables ( Gross) of '23324.93 Lakhs includes a significant amount of trade receivables from a single debtor for materials sold and services provided during the year aggregating to '8,965.78 Lakhs, with year end outstanding amount of '7,112.83 Lakhs, which remains unpaid as of March 31, 2023. This amount includes an overdue amount of '5,369.09 Lakhs. The debtor procurred material from the company for supply to a MNC in USA, but the supplies were deferred due to process of KYC and/ or sample approvals etc and resulting in failure of the debtor to honour its payment commitment in time. Further the company had also entered into an agreement for sale of technical know to a party jointly with the same debtor and the collection for services were to be received from the debtor which interalia is dependent on its realisation from the service recepient. The debtor is unable to supply the material and do collection from the service recepient and thus unable to pay to the Company on the due date. The Debtor expect to commence its supplies in comming month and would be able to pay the company out of the said realisation. Also the debtor explained to the satisfaction of management that the money for service shall also be received in comming months and hence had requested the company to extend the due dates of all the bills from existing 30 days to a date 270 days from bill date or 30th September 2023 whichever is later. The management is confident that the amount outstanding for sale of goods as well as provision of service will be recovered within FY 2023-24. The management on its assessment and on conservative basis has considered the debtor as trade receivable with significant risk and made provision for ECL by discounting the expected collection @ 10.25% p.a.

11.4 Shares issued without Consideration during last 5 years :

The Equity Shares issued and paid up includes 13799200 shares of '5/- each (6899600 Equity Shares of '10/- each before subdivision) issued as bonus Shares for consideration other than cash issued on and 11th April 2019 .

11.5Terms and Rights attached to Equity Shares

The Company has only one class of equity shares having par value of INR 5 per share. The Company declares and pays dividends in Indian rupees. In the event of liquidation of the company, the holders of equity shares will be entitled to receive 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. Every holder of equity shares present at a meeting in person or by proxy, is entitled to one vote, and upon a poll each share is entitled to one vote.

B. Fair value Measurement

Financial instruments measured at FVTPL / FVOCI :

All assets and liabilities for which the fair value is measured or disclosed in the financial statements are categorised within the fair value hierarchy described as follows based on the lowest level input that is significant to the fair value measurement as a whole:

Level 1 - Inputs are quoted (unadjusted) market prices in active markets for identical assets or liabilities that the entity can access at the measurement date.

Level 2 - Valuation techniques for which the lowest level input that is significant to the fair value measurement are (other than quoted prices) included within Level 1 that are observable for the asset or liability either directly or indirectly.

Level 3 - Valuation techniques for which the lowest level input that is significant to the fair value measurement is unobservable.

As on reporting date Company had no outstanding financial assets or financial liabilities classified as either FVTPL or FVOCI and hence the said disclosure requirement is not applicable.

Financial instruments measured at amortised cost:

The carrying value approximates fair value for long term financial assets and liabilities measured at amortised cost. There are no transfers during the year in level 1 2 and 3. The Company policy is to recognize transfers into and transfers out of fair value hierarchy level as at the end of reporting period.

C. Financial risk management

Risk management framework

The Company's board of directors has overall responsibility for the establishment and oversight of the Company's risk management framework. The Company's risk management policies are established to identify and analyse the risks faced by the Company to set appropriate risk limits and controls and to monitor risks and adherence to limits. Risk management policies and systems are reviewed regularly to reflect changes in market conditions and the Company's activities. The Company through its training and management standards and procedures aims to maintain a disciplined and constructive control environment in which all employees understand their roles and obligations.

The Company has exposure to the following risks arising from financial instruments:

1. Credit risk

2. Liquidity risk and

3. Market risk

1. Credit risk

Credit risk is the risk that a customer or counterparty to a financial instrument will fail to perform or pay amounts due to the Company causing financial loss. It arises from cash and cash equivalents deposits with banks and financial institutions security deposits loans given and principally from credit exposures to customers relating to outstanding receivables. The Company's maximum exposure to credit risk is limited to the carrying amount of financial assets recognised at reporting date. The Company continuously monitors defaults of customers and other counterparties identified either individually or by the Company and incorporates this information into its credit risk controls. Where available at reasonable cost external credit ratings and/or reports on customers and other counterparties are obtained and used. The Company's policy is to deal only with creditworthy counterparties.

2. Liquidity risk

Liquidity risk arises from the Company's inability to meet its cash flow commitments on the due date. The Company maintains sufficient stock of cash, and committed credit facilities. The Company accesses global and local financial markets to meet its liquidity requirements. It uses a range of products and a mix of currencies to ensure efficient funding. Treasury monitors rolling forecasts of the Company's cash flow position and ensures that the Company is able to meet its financial obligation at all times including contingencies.

3. 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: interest rate risk, currency risk and other price risk, such as commodity price risk.

a. 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 currency rates. Exposures can arise on account of the various assets and liabilities which are denominated in currencies other than Indian Rupee.

The following table shows foreign currency exposures in US Dollar and Euro on financial instruments at the end of the reporting period. The exposure to all other foreign currencies are not material.

33. Capital Management

The primary objective of the Company's capital management is to maximize the shareholders' interest safeguard its ability to continue as a going concern and reduce its cost of capital. Company is focused on keeping strong total equity base to ensure independence security as well as high financial flexibility for potential future expansion required if any. Company's capital for capital management includes long term debt and total equity. As at March 31,2023 and March 31,2022 total capital is '36768.94 lakhs and '32848.55 Lakhs respectively. No changes were made in the objectives policies or processes for managing capital during the year ended March 31 2023 and March 31 2022.

34. A. Security Interest created through Security Trust with IL& FS Trust Company Limited as trustee.

The Security (except as detailed in Clause B below ) created under a security trust shall rank pari-passu for multiple lenders without any preference or priority of one lender over the other.

i. For Term Loan Facility

a) 1st Pari Passu Charge on all Fixed Assets (Movable and Immovable) excluding assets financed by Saraswat Co-Opeative Bank Ltd. Wherein working capital lenders will have second pari passu charge

b) 2nd Pari Passu Charge on current Assets

ii. For Working Capital (CITI bank, SVC bank, Saraswat Bank and Standard Chartered Bank)

a) 1st Pari Passu Charge on the Current Assets and also on all the Fixed Assets (Movable and Immovable) of the Company (excluding assets financed by Saraswat Co.Operative Bank Ltd. Wherein working capital lenders will have second pari passu charge)

(Working Capital Limits Includes Packing Credit, Post Shipment Credit Buyers, Credit Cash Credit, Letter of Credit,Working Capital Demand Loan, etc)

B. Other Security Interest not part of security Trust unless specified:

a) Office Premises at Thane is exclusively Mortgaged / Hypothecated to Aditya Birla Finance Limited

b) Loan for Motor Vehicle are secured against respective Motor Vehicles for which Loan is obtained.

c) For Term Loan from Saraswat Bank : First Charge with Sarawat Bank on Movable Fixed Assets and Immovable Properties of the company and Second Pari Passu charge allocated for Multiple working capital lenders of the company.

d) Plant & Machinery of Panoli Unit has been hypothecated with Bajaj Finserv Ltd.

e) First Pari Passu Charge created by ICICI bank during the year on Fixed Assets (Movable and Immovable) and 2nd Pari Passu charge on Current Assets for Term Provided.

f) First Pari Passu Charge created by Axis Bank during the year on the Current Assets and also on all the Fixed Assets (Movable and Immovable) of the Company (excluding assets financed by Saraswat Co.Operative Bank Ltd. Wherein working capital lenders will have second pari passu charge) for Working capital facility provided.

g) Further All borrowings are secured by personal guarantees of the directors Mr. S. K. R. Bajaj Mr. Anil C. Jain.

35. In opinion of the Directors Current Assets Loans and advances have the value at which they are stated in the Balance Sheet if realized in the ordinary course of business. All the outstanding liabilities other than those stated under contingent liabilities have been provided for.

36. The balance of Sundry Debtors Creditors and Loans & Advances are subject to confirmations and reconciliation.

37. Since no specific intimation has been received from any of the suppliers regarding the status of their registration as Micro Small or Medium as defined under Micro Small and Medium Enterprises Department (MSMED) Act 2006 as at 31st March 2023 disclosure relating to amounts unpaid as at the year end if any have not been furnished. However the Company has been regular in paying to the Vendors as per agreed terms and conditions and hence the management feels there are no requirements for any provision towards interest.

43 Research and Development Expenditure:

i. All revenue expenditure on research and development are charged to the profit and Loss Account. Fixed Assets used for research and development are capitalized.

ii. The Company has obtained renewed approval for In-house R&D Facility from the Department of Scientific and Industrial Research (DSIR) vide letter No. TU/IV-RD/4031/2022 dated 16th June, 2022 for the purpose of section 35(2AB) of the Income Tax Act, 1961 valid till 31st March, 2025 subject to the condition underline therein.

44. Borrowings Secured Against Current Assets

In respect of working capital loans, quarterly return or statement of current assets filed by the Company with banks are in agreement with the books of accounts.

45. Segment Reporting : The Management has determined that the Company dealing in Bulk Drugs and Formulation as a whole operates under single Chief Operating Decision Maker ( CODM ) w.e.f April 1st, 2022, pursuant to Organisational Restructuring. The CODM reviews the financial performance at pharmacuetical business level, comprising of formulations and active pharmaceutical ingredient components which are interlinked and interdependent, therefore, the company has only one reportable segment i.e. Pharmacueticals.

46. Going Concern Assumptions :

Even though there is increase in borrowings to fund the increase in current assets and capex and reduction in profit during the year as compared to the previous in absence of growth in revenue and increase in overdue debtors, the management is confident of its ability to recover its overdue current assets, generate new business and resume its growth in revenue and profits and augment its cash flow requirements to ensure adequate liquidity in the company. Further, since the current assets of the company exceeds its aggregate of current liabilities as at March 31, 2023 together with the projected financial commitments for repayments of loans and capex, the company had prepared its financial statements on going concern basis of accounting.

Income and Expenditure:

i. Remuneration includes payment to Mr.S.K.R. Bajaj '360.00 lakhs (P.Y. '48.00 lakhs) Mr. Anil C. Jain '240.00 Lakhs (PY '48.00 lakhs ) to Mr. Dhananjay S. Hatle '31.50 lakhs (PY '28.76 lakhs ) to Ms. Namrata S. Bajaj '11.09 lakhs (PY '10.15 lakhs) to Mr. Rupesh H. Nikam '23.67 lakhs (PY '21.06 lakhs) to Mr. Pakshal A. Jain '19.06 lakhs (PY '11.85 lakhs) and to Mr. Aakash T. Keshari '11.49 Lakhs (PY '10.45 lakhs).

ii. Sponsorship payment for education includes payment made to Ms. Gayatr D. Hatle '1.67 Lakhs (PY ' NIL); to Mr. Siddhesh D. Hatle '7.50 lakhs (PY '1.65 lakhs) to Ms. Khushi A. Jain '20.41 Lakhs (PY ' NIL).

iii. Purchase of assets includes purchase from Bajaj Sindhudurg Rice Mills Limited '2.16 Lakhs (PY ' NIL).

iv. Sale of assets includes Sale from Bajaj Healthcare Ltd to Bajaj Sindhudurg Rice Mills Limited '15.93 Lakhs (PY ' NIL).

iv. Legal & Professional Fees includes payment to Mrs. Dhanshree D. Hatle '4.62 (PY ' NIL ) to Ms. Khushi A. Jain '6.00 (PY ' NIL) and to Mrs. Nihita Bajaj Kumar '12.00 (PY ' NIL).

v. Corporate Social Responsibility Expenses includes payment to Taradevi Rameshwarlal Bajaj Charitable Trust amounting to '130 Lakhs (PY ' Nil)

Note: Amount shown in brackets represents the amount of previous year.

48 Contingent Liabilities and Commitments (to the extent not provided for):

Claim Against company not acknowledged as debts:

• High Court of Justice Business and Property Courts of England and Wales in a business dispute has passed the order against the Company to pay GBP 646883.39 to a Debtor which shall however be subject deduction of outstanding receivable from such Debtor of USD 513946.20. Further the Court has yet to pass the order quantifying the Interest payable on differential amount. The Company has estimated the net claim which could be payable to this Debtor at '236.45 Lakhs. (Plus Applicable interest as quantified).The Company will account for the same when demand for the same is received alongwith the confirmation that the order of the court is enforceable.

• Central Excise Custom Duty, Central Sales Tax, GVAT Liabilities and Income Tax Liabilities '489.51 Lakhs Plus Applicable Interest (Previous year '505.56 Lakhs). This represents the demands made by authorities which in opinion of company are not sustainable and appeals are pending with appropriate authority.