The Company's Liability towards gratuity
to its employees is covered by a group
gratuity poLicy with an insurance
company. The Gratuity Plan provides a
lump sum payment to vested employees
at retirement, death, incapacitation
or termination of employment, of
an amount based on the respective
employee's salary and the tenure of
employment. Liability towards gratuity
is provided on the basis of an actuarial
valuation using the Projected Unit
Credit method and the current service
cost and interest on the net defined
benefit liability/ (asset) is recognised
in the statement of profit and Loss. Past
service cost is immediately recognised
in the statement of profit and Loss.
Actuarial gains and Losses net of
deferred taxes arising from experience
adjustment and changes in actuariaL
assumptions are recognised in other
comprehensive income in the period
in which they arise and aggregated
with retained earnings in statement of
changes in equity.
XI. Share Based Payment Transactions
The Company operates equity-settLed share
based remuneration plans for its employees.
ALL services received in exchange for the grant
of any share based payment are measured
at their fair vaLues on the grant date and
is recognised as an empLoyee expense,
in the profit or Loss with a corresponding
increase in equity, over the period that
the empLoyees become unconditionaLLy
entitLed to the options. The increase in
equity recognised in connection with share-
based payment transaction is presented as a
separate component in equity under "Share
Options Outstanding Account". The amount
recognised as an expense is adjusted to
reflect the actual number of stock options
that vest. Upon exercise of share options,
the proceeds received, net of any directly
attributabLe transaction costs, are aLLocated
to share capital up to the nominal (or par)
value of the shares issued with any excess
being recorded as share premium.
XII. Taxation
Tax Expense comprises of current tax
and deferred tax.
The current income tax charge is caLcuLated
on the basis of the tax Laws enacted or
substantiveLy enacted at the end of the
reporting period.
Deferred taxes arising from deductible and
taxabLe temporary differences between the
carrying amounts of assets and Liabilities in the
financiaL statements and the corresponding
tax bases used in the computation of taxabLe
profits. Deferred tax LiabiLities and assets are
measured at the tax rates that are expected
to appLy in the period in which the LiabiLity is
settLed or the asset is reaLised, based on tax
rates (and tax Laws) that have been enacted
or substantiveLy enacted by the end of the
reporting period.
The deferred tax arising from the initiaL
recognition of goodwiLL or an asset or
LiabiLity in a transaction that is not a business
combination and affects neither accounting
nor taxabLe profit or Loss at the time of the
transaction are not recognised. The Company
has recognised deferred tax on right-of-use
assets and Lease LiabiLities on gross basis in
accordance with the amendment to Ind AS 12.
f) Recent Pronouncements
Ministry of Corporate Affairs ("MCA") notifies
new standards or amendments to the existing
standards under Companies (Indian Accounting
Standards) Rules as issued from time to time.
For the year ended March 31, 2025, MCA has
notified Ind AS - 117 Insurance Contracts and
amendments to Ind AS 116 - Leases, relating to
saLe and Leaseback transactions, appLicabLe to the
Company w.e.f. April 1, 2024. The Company has
reviewed the new pronouncements and based on
its evaLuation the Company does not have any
impact on its financiaL statements.
F) The rights, preferences and restrictions attaching to each class of shares including restrictions on the distribution of
dividends and the repayment of capital.
The Company has only one class of Equity Shares having a par value of H 1 /- per share. Each Shareholder is eligible for
one vote per share held. The dividend proposed by the Board of Directors is subject to the approval of the shareholders
in the ensuing Annual General Meeting, except in case of interim dividend. In the event of liquidation of the Company,
the holders of equity shares will be entitled to receive any of the remaining assets of the Company, in proportion to the
number of equity shares held by them.
G) The Company has reserved 60,00,000 Equity Shares of face value of H 1 /- under Employee Stock Option Plan-2019.
(Refer Note 39)
H) The Company has not made any preferential allotment or private placement of shares or convertible debentures (fully,
partially or optionally convertible) during the year.
I) The Board of Directors in their meeting held on May 12, 2025 proposed a final dividend of H 0.50 paisa per share (March
31, 2024 - H 0.50 paisa per share).
Nature and Purpose of Reserves:
(i) Securities Premium
Securities premium is used to record the premium on issue of shares. This is to be utilised in accordance with the
provisions of the Companies Act, 2013.
(ii) General Reserve
The general reserve is a free reserve, retained from Company's profits. The reserves can be utilised as per the provisions
of the Companies Act, 2013.
(iii) Share Options Outstanding Account
The share options outstanding account relates to share options granted by the Company to its employees under its
employee share option plan.
1. Term Loan from Banks
a) Includes foreign currency term loan of H 2,294.23 Lakh (As at March 31, 2024 - H 3,238.27 Lakh) including current
maturities of H 1,019.66 Lakh (As at March 31, 2024 - H 996.39 Lakh) availed for Palghar (East) Plant from Federal
Bank Limited. The loan is secured by:
i) Exclusive charge on Land and Building, Plant and Machinery situated at Survey no 43 (P) and 44 (P) at Plots
1.2 and 3, in Village Vevoor, Palghar East - 410404.
ii) Lien mark on FD amounting to H 1,000 Lakh.
iii) Second pari passu charge on entire current assets of the Company.
The rate of interest is 3 months Euribor 1.5%. The loan is repayable in quarterly installments till April, 2027.
b) Includes additional foreign currency term loan of H 1,297.25 Lakh (As at March 31, 2024 - H 1,858.39 Lakh) including
current maturities of H 604.53 Lakh (As at March 31, 2024 - H 590.74 Lakh) availed for Palghar (East) Plant from
Federal Bank Limited. The loan is secured by:
i) Exclusive charge on Land and Building, Plant and Machinery situated at Survey no 43 (P) and 44 (P) at Plots
1.2 and 3, in Village Vevoor, Palghar East - 410404.
ii) Lien mark on FD amounting to H 1,000 Lakh.
iii) Second pari passu charge on entire current assets of the Company.
The rate of interest is 3 months Euribor 1.75%. The loan is repayable in quarterly installments till June, 2027.
c) Includes foreign currency term loan of H 1,167.08 Lakh (As at March 31, 2024 - H 392.64 Lakh) including current
maturities of H 1,167.08 Lakh (As at March 31, 2024 - H 392.64 Lakh) availed for Palghar (East) Plant from Federal
Bank Limited. The loan is secured by:
i) Exclusive charge on Land and Building, Plant and Machinery situated at Survey no 43 (P) and 44 (P) at Plots
1.2 and 3, in Village Vevoor, Palghar East - 410404.
ii) Lien mark on Fixed deposit amounting to H 1,000.00 Lakh.
iii) Second pari passu charge on entire current assets of the Company.
The rate of interest is 3 months Euribor 1.45%. The loan is repayable in quarterly installments till December, 2025.
d) Term loans were applied for the purpose for which the loans were obtained.
2. The loans from bank are also secured by personal guarantee of Mr. Gagan Harsh Sharma, Managing Director
of the Company.
3. Quarterly statements of current assets filed by the Company with banks are in agreement with the books of accounts.
4. The Company is not declared as wilful defaulter by any bank or financial institution or any other lender.
5. There are no pending registration of charges or satisfaction of charges with pending with Registrar of Companies
i) Secured Loans from banks include working capital loans secured by exclusive charge by way of hypothecation of entire
current assets of the Company.
ii) First pari passu charge on Plots 10 & 11, Aliyali Village, Palghar (West); Plot 12, Aliyali Village, Palghar (West).
iii) Second charge on factory building and office premises of the Company both present and future.
iv) Exclusive charge on the fixed deposits H 1,200.00 Lakh as margin for pre and post shipment limits along with Non fund
based facilities.
v) The loans are also secured by personal guarantee of Mr. Gagan Harsh Shama, Managing Director of the Company.
vi) The Company has taken working capital loans at interest ranging from 5.81% to 7.71% per annum.
vii) Includes foreign bill discounting limits with Federal bank which are secured against the foreign debtors.
viii) Includes packing credit limit which is also secured by inventory and books debts of the Company.
Note 19. Current Financial Liabilities - Borrowings (Contd...)
ix) Quarterly statements of current assets filed by the Company with banks are in agreement with the books of accounts.
x) The Company is not declared as wilful defaulter by any bank or financial institution or any other lender.
xi) The Company has not utilised any funds raised on short term basis for long term purpose.
xii) The Company has not raised any loans during the year on the pledge of securities held in its subsidiaries.
b. The above table excludes investments in Subsidiaries amounting to H 1,868.95 Lakh (March 31, 2024 H 1,868.95 Lakh)
measured at amortised cost net of provision for impairment in the value of investments.
Fair Value Hierarchy and Measurement of Fair Value
The fair values of the financial assets and liabilities are included at the amount that would be received to sell an asset or
paid to transfer a liability in an orderly transaction between market participants at the measurement date. Methods and
assumptions used to estimate the fair values are consistent in both years.
This section explains the judgements and estimates made in determining the fair values of the financial instruments that
are (a) recognised and measured at fair value and (b) measured at amortised cost and for which fair values are disclosed
in the financial statements. To provide an indication about the reliability of the inputs used in determining fair value,
the Company has classified its financial instruments into the three levels prescribed under the accounting standard. An
explanation of each level follows underneath the table.
Level 1: Level 1 hierarchy includes financial instruments measured using quoted prices. The Company doesn't have
investment in equity instruments that have quoted price.
Level 2: The fair value of financial instruments that are not traded in an active market is determined using valuation
techniques which maximise the use of observable market data and rely as little as possible on entity-specific estimates.
If all significant inputs required to fair value an instrument are observable, the instrument is included in level 2.
Instruments in the level 2 category for the Company include forward exchange contract derivatives.
Level 3: If one or more of the significant inputs is not based on observable market data, the instrument is included in this
level. Instruments in level 3 category for the Company include unquoted equity shares.
Fair Value for Assets Measured at Amortised Cost
During the years mentioned above, there have been no transfers amongst the Levels of hierarchy.
The carrying amounts of trade receivables, cash and cash equivalents, and other bank balances, current loans, other
financial assets, borrowings, leases, trade payables and other financial liabilities are considered to be approximately
equal to the fair value.
The fair values disclosed above are based on discounted cash flows using a current borrowing rate. They are classified as
level 3 fair values in the fair value hierarchy due to the use of unobservable inputs.
Valuation Process
The Company evaluates the fair value of financial assets and financial liabilities on periodic basis using the best and
most relevant data available. Also, the Company internally evaluates the valuation process and obtains independent
price validation for certain instruments wherever necessary.
Note 35 (I). Financial Risk Management
The Company's business activities are exposed to credit risk, liquidity risk and market risks. Market risks comprises of interest
rate risks, foreign currency risk and price risk management. The Company's senior management and key management
personnel have the ultimate responsibility for managing these risks faced by the Company, to set appropriate risk limits,
to control and monitor risks and adherence to these limits. Risk management policies and system are reviewed regularly to
reflect changes in market conditions and Company's activities. Further, the Audit Committee undertakes regular review of
risk management controls and procedures.
A. Credit Risk Management
The Company is exposed to credit risk from loans to Group companies, bank balances, security deposits, investments
measured at amortised cost, trade receivables and other current financial assets.
Credit risk arises from cash and bank balances, current and non-current loans, trade receivables and other financial
assets measured at amortised cost.
Credit risk arises from the possibility that counter party may not be able to settle their obligations as agreed.
The Company periodically assesses the financial reliability of the counter party, taking into account the financial
condition, current economic trends, and analysis of historical bad debts and ageing of accounts receivable. Individual
limits are set accordingly.
Investments at Amortised Cost are strategic investments in associated lines of business activity, the Company closely
monitors the performance of these Companies.
Bank deposits are placed with reputed banks/financial institutions. Hence, there is no significant credit risk on such
fixed deposits.
Loans and other deposits are mostly placed with Group companies and government authorities hence the risk of credit
loss is negligible. Loans to Group companies are reassessed at every reporting dates. The loans are extended for
business activities.
Note 35 (I). Financial Risk Management (Contd..)
Trade Receivable: The Company trades with recognised and credit worthy third parties. It is the Company's policy that
all customers who wish to trade on credit terms are subject to credit verification procedures. In addition, receivable
balances are monitored on an on-going basis and any significant risk to the Company's exposure, if identified, is further
analysed for the purpose of provisioning/impairment in the books of accounts. The Company has computed credit loss
allowances based on expected credit loss model, which excludes transactions with subsidiaries. Also, the Company
does not enter into sales transaction with customers having credit loss history. There are no significant credit risks with
related parties of the Company. The Company is exposed to credit risk in the event of non-payment by customers. Also,
credit risk in some of cases are mitigated by letter of credit/advances from the customer.
B. Liquidity Risk
Liquidity risk is defined as the risk that the Company will not be able to settle or meet its obligations on time or at a
reasonable price. For the Company, liquidity risk arises from obligations on account of financial liabilities.
- Borrowings, leases, trade payables and other financial liabilities.
Liquidity Risk Management
The Company manages its liquidity risk by regularly monitoring its rolling cash flow forecasts. The Company's operations
provide a natural liquidity of receivables against payments due to creditors. Borrowings are managed through credit
facilities agreed with the Banks, internal accruals and realisation of liquid assets. In the event of cash shortfalls, the
Company approaches the lenders for a suitable term extension.
(ii) Foreign Currency Risk
The Company is exposed to foreign exchange risk arising from foreign currency receivables and payables. The
foreign currency exposures are to USD, EURO, GBP and PHP.
Foreign Currency Risk Management
Considering the time duration of exposures, the Company believes that there will be no significant impact on
account of fluctuation in exchange rates.
Financial and Derivative Instrument
The Company has entered into Forward Exchange Contracts (being a derivative instrument), which are not intended
for trading or speculative purpose, but are for hedge purpose, to establish the amount of reporting currency required
or available at the settlement date of certain receivables. The sell contracts outstanding as on March 31, 2025 are
USD 360.00 Lakh (As at March 31, 2024 USD 215.00 Lakh) and Euro 66.00 Lakh (As at March 31, 2024 Euro 62.00
Lakh) with INR as cross currency.
(iii) Price Risk Management
The Company holds investments in equity for strategic management purposes and classified in the balance sheet
at amortised cost. The Company evaluates the performance of its investments on a periodic basis. Also, the
investments have been placed for a long term objective and any deterioration for a temporary period is not taken
into account while evaluating the performance of its investments.
Note 35 (II). Capital Risk Management
For the purpose of Company's capital management, capital includes issued capital, all other equity reserves and debts.
The primary objective of the Company's capital management is to maximise shareholders value. The Company manages
its capital structure and makes adjustments in the light of changes in economic environment and the requirements of the
financial covenants. The Company monitors capital using gearing ratio, which is total borrowing divided by total capital
(equity plus net debt). Total borrowings are non-current and current borrowings. Equity comprises all components including
other comprehensive income.
^Subsequent Event - Sale of Step-down Subsidiary Green life Bliss Healthcare Ltd, Nigeria:
The Company, subsequent to the reporting date of March 31, 2025 through its subsidiary Bliss GVS International Pte Ltd,
Singapore has entered into a Memorandum of Understanding (MoU) in April 2025 for sale of its 51% investment in its step-
down subsidiary Greenlife Bliss Healthcare, Nigeria with the non-controlling shareholders. The transaction is expected to be
completed by September 30, 2025.
As no conditions existed as of the reporting date, indicating that the carrying amount of the assets and liabilities of the
subsidiary will be recovered principally through sale rather than through continuing use, the event is a non-adjusting event
as per Ind AS 10 and hence, the subsidiary's assets and liabilities are not classified as held for sale under Ind AS 105 - Non¬
Current Assets Held for Sale and Discontinued Operations.
The consideration agreed for the sale of the step-down subsidiary is USD 1,300,000.
Note: The Gratuity fund is entirely invested in Group Gratuity Policy with the Life Insurance Corporation of India. The
information on the allocation of the funds into major asset classes and the expected return on each class is not readily available.
Leave Encashment
The Company provides for accumulation of leave encashment (compensated absences) by all permanent employees. These
employees can carry forward a portion of the unutilised compensated absences and utilise them in future periods or receive
cash in lieu thereof as per the Company's policy. The Company records a liability for compensated absences in the period in
which the employee renders the services that increases this entitlement. The total liability recorded by the Company towards
this obligation was H 149.32 Lakh as at March 31, 2025 (March 31, 2024 - H 13.50 Lakh).
Note 39. Employee Stock Option Plan, 2019
The members of Nomination and Remuneration Committee of the Board of Directors of the Company in its Meeting held on
March 07, 2020 have approved grant of 27,61,000 Options, on meeting held on April 05, 2021 granted 7,30,000 Options,
on meeting held on April 30, 2022 granted 5,72,000 Options, on meeting held on May 11, 2023 granted 11,55,000 and on
meeting held on May 02, 2024 granted 7,56,000 out of total 60,00,000 Options under Bliss GVS Pharma Limited - Employee
Stock Options Plan 2019 to the eligible employees of the Company at an exercise price of H 43 per option/per share. Employee
Stock Options Plan 2019 options were accepted on April 7, 2020, on May 4, 2021, on June 2, 2022, on June 12, 2023 and on
June 03, 2024 by eligible employees.
Note 42. Segment Disclosure
The consolidated financial statements of the Company contains segment information as per IND AS 108 - Operating Segments
accordingly separate information is not included in the Standalone financial statement.
Note 43. Disclosure required under Micro, Small and Medium Enterprises Development Act, 2006 (the
MSME Act) are given as follows:
This information as required under the Micro, Small and Medium Enterprises Development Act, 2006 has been determined
to the extent such parties have been identified on the basis of information available with the Company. This information has
been relied upon by the Auditors.
Note 44. Investment Property
Investment property comprises of Land at Palghar, Maharashtra and Godown in Siddhagiri Industrial Estate, Palghar and is
held for the purpose of capital appreciation. The Company carries out periodic valuation of the same. There is 'Nil' rental
income from the land at Palghar and H 1.99 Lakh (March 31, 2024 - H 1.94 Lakh) from Godown at Palghar. The Company has
carried out valuation of Investment Property in accordance with para 32 of Ind AS 40 Investment Property and it is obtained
from registered valuer as defined under rule 2 of the Companies (Registered Valuers and Valuation) Rules, 2017.
(h) The amounts receivable from customers become due after expiry of credit period which ranges between 0-240 days.
There is no significant financing component in any transaction with the customer.
Note 46. Impairment of Financial Assets
Trade receivable outstanding are classified among regions as trade receivables of Africa, India and Global excluding Africa
for last 5 years on quarterly basis into buckets on the basis of due dates as follows: 0-90 days; 90-180days; 181-365 days;
366-730 days; > 730 days and then proportion of amount in each bucket to total trade receivable is worked out. Average of
entire 5 year of each bucket than two years average of the 5 year average is calculated. Probability of trade receivable in
each bucket shifting to next bucket is calculated. Average of all the bucket wise probability of all 5 years is calculated and
multiplied to the total trade receivable of that region in that particular bracket. Likewise expected credit loss is worked out for
all three regions mentioned above and aggregate of all three is recognised as expected credit loss in profit and loss account.
Note 47. Code on Social Security, 2020
The Indian Parliament has approved the Code on Social Security, 2020 which would impact the contributions by the Company
towards Provident Fund and Gratuity. The Ministry of Labour and Employment has released draft rules for the Code on Social
Security, 2020 on November 13, 2020. However, the date on which the code will come into effect has not been notified. The
Company will assess the impact and will record any related impact in the period once the code becomes effective.
Note 50. During the previous year ended March 31, 2024, the Board of Directors of the Company in its meeting held on
February 16, 2024, has approved an internal restructuring of foreign subsidiaries of the Company to create synergies across
the business, strengthen capital structure and establish the leaner structure of the Company at the Group level without any
change in ultimate ownership of the Company over the subsidiaries. The following were approved by the Board of Directors.
a. Change in Ownership by way of transfer of entire equity stake of Asterisk Lifesciences (GH) Limited held by Asterisk
Lifesciences Limited (UK), a wholly-owned subsidiary of the Company to Bliss GVS International Pte. Ltd. (Singapore),
a wholly-owned subsidiary of the Company. Asterisk Lifesciences (GH) Limited has been sold to Bliss GVS International
Pte Ltd (Singapore) on February 29, 2024.
b. Voluntary Liquidation of Asterisk Lifesciences DRC, a step-down subsidiary of the Company in the Democratic Republic
of Congo due to macro-economic business scenarios. As the Company has appointed liquidator, the Company has
lost control of Asterisk Lifesciences DRC from the date liquidator is appointed and thus the Group has impaired the
investments and loans aggregating to H 117.46 Lakh in the books of Bliss GVS International Pte Limited (Singapore) and
has derecognised the step-down subsidiary from Consolidation w.e.f February 19, 2024.
c. Conversion of the loan USD 50,00,000 (H 4,151.88 Lakh) granted by the Company to Bliss GVS International Pte. Ltd.
("BGIPL"), Singapore a wholly owned subsidiary of the Company into Equity Shares of Bliss GVS International Pte. Ltd
on February 23, 2024.
Note 52. In previous year, Exceptional item pertains to impairment of investment in its wholly-owned subsidiary Bliss
International Pte Ltd amounting to H 4,108.61 Lakh (USD 49,27,931) for the year ended March 31, 2024.
As at March 31, 2024, the Company has invested in, given loans, accrued interest and due thereon and trade receivables
from above mentioned subsidiary and its step-down subsidiaries aggregating to H 15,255.83 Lakh. This subsidiary have a
consolidated negative net worth as at March 31, 2024. Further, one of its step-down subsidiary is in Nigeria, where the
economy has been facing challenges due to various factors such as low oil prices, inflation, unemployment, and security
concerns since past one year. Inflation has been a persistent issue in Nigeria, driven by factors such as currency depreciation,
supply chain disruptions, and fiscal deficits. High inflation has eroded purchasing power and affected the cost of living for
Nigerian citizens. Overall, annual inflation, which is the average rate at which prices go up, is now close to 25% - the highest
figure in nearly three decades. The cost of food has risen even more by 35%. Due to such economic scenarios in the country
of its one step-down subsidiary, the Company has decided to carry out impairment testing of the investments in subsidiaries
as required under Ind AS 36. The valuation of the Companies was determined using forecast of future revenues, operating
margins and discount rates while determining the corresponding recoverable values using discounted cash flow method. The
fair valuation of the investment arrived by DCF method was lower than the carrying value of investment in these Companies
which has resulted in impairment of investment amounting to H 4,108.61 Lakh in standalone financial statements.
For the current year, management has carried out the impairment testing for the above subsidiary and determined that no
additional impairment is required.
Note 53. There are no Benami properties held by the Company. Also, there has been no proceedings initiated or pending
against the Company for holding any benami property under the Benami Transactions (Prohibition) Act, 1988 (45 of 1988)
and rules made thereunder.
Note 54. The Company doesn't have any transactions with companies struck off under section 248 of the Companies Act,
2013 or section 560 of the Companies Act, 1956.
Note 55. The Company has not traded or invested in Crypto currency or Virtual currency during the financials year.
Note 56. There are no transactions which are recorded in the books of account which have been surrendered or disclosed as
income during the year in the tax assessments under the Income Tax Act, 1961 (43 of 1961).
Note 57. The Company has not advanced or loaned or invested (either from borrowed funds or share premium or any
other source of funds) to other person(s) or entity(ies), including foreign entities (Intermediaries) with the understanding
that the intermediary shall whether directly or indirectly lend or invest in other persons or entities identified in any manner
whatsoever by or behalf of the Company (Ultimate Beneficiaries) or provide any guarantee, security or like on or behalf of the
Ultimate Beneficiaries.
The Company has not received any funds from any person(s) or entity(ies), including foreign entities (Funding Party) with the
understanding whether directly or indirectly lend or invest in other persons or entities identified in any manner whatsoever by
or behalf of the Company (Ultimate Beneficiaries) or provide any guarantee, security or like on or behalf of the Funding Party
(Ultimate Beneficiaries) or provide any guarantee, security or like on or behalf of the Ultimate Beneficiaries.
Note 58. The standalone financial statements were authorised for issue in accordance with resolution passed by the Board
of Directors on May 12, 2025.
As per our report of even date attached For and on behalf of the Board of Directors of
For Kalyaniwalla & Mistry LLP Bliss GVS Pharma Limited
Chartered Accountants
Firm Registration No: 104607W/W100166
Dr. Nandkumar K Chodankar Gagan Harsh Sharma
Chairman Managing Director
DIN:02736718 DIN:07939421
Jamshed K. Udwadia Deepak Sawant Aditi Bhatt
Partner Chief Financial Officer Company Secretary
Membership No. 124658
Place: Mumbai Place: Mumbai
Date: May 12, 2025 Date: May 12, 2025
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