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Notes to Accounts of Emcure Pharmaceuticals Ltd.
h) Provisions (other than for employee benefits),
Contingent liabilities and contingent assets
A provision is recognised if, as a result of a past event, the
Company has a present legal or constructive obligation
that can be estimated reliably, and it is probable that an
outflow of economic benefits will be required to settle
the obligation. Provisions are determined by discounting
the expected future cash flows (representing the best
estimate of the expenditure required to settle the present
obligation at the balance sheet date) at a pre-tax-rate
that reflects current market assessments of the time
value of money and the risks specific to the liability. The
unwinding of the discount is recognised as finance cost.
Expected future operating losses are not provided for.
(i) Contingencies
Provision in respect of loss contingencies relating
to claims, litigations, assessments, fines, penalties,
etc. are recognized when it is probable that a
liability has been incurred, and the amount can be
estimated reliably.
(ii) Contingent liabilities and contingent assets
A contingent liability exists when there is a possible
but not probable obligation, or a present obligation
that may, but probably will not, require an outflow
of resources, or a present obligation whose amount
cannot be estimated reliably. Contingent liabilities
do not warrant provisions, but are disclosed unless
the possibility of outflow of resources is remote.
A contingent asset is a possible asset that arises
from past events and whose existence will be
confirmed only by the occurrence or non-occurrence
of one or more uncertain future events not wholly
within the control of the entity. Contingent assets
are not recognized in the standalone financial
statements. However, contingent assets are
assessed continually and if it is virtually certain that
an inflow of economic benefit will arise, the asset
and related income are recognized in the period
in which the change occurs. A contingent asset is
disclosed, where an inflow of economic benefits
is probable.
(i) Sale of goods
Revenue towards satisfaction of a performance
obligation is measured at the amount of transaction
price (net of variable consideration) allocated to that
performance obligation. The Company recognises
revenue pertaining to each performance obligation
when it transfers control over a product to a
customer, which is adjusted for expected refunds,
which are estimated based on the historical data,
adjusted as necessary. The transaction price is also
adjusted for the effect of time value of money if the
contract includes significant financing component.
The consideration can be fixed or variable. Where
the consideration promised in a contract includes
a variable amount, the Company estimates the
amount of consideration to which the Company
will be entitled in exchange for transferring the
promised goods or services to a customer. Variable
consideration is only recognised when it is highly
probable that a significant reversal will not occur.
The Company recognises refund liability where
the Company receives consideration from a
customer and expects to refund some or all of that
consideration to the customer. The refund liability is
measured at the amount of consideration received
(or receivable) for which the entity does not expect
to be entitled (i.e. amounts not included in the
transaction price). The right to recover returned
goods asset is measured at the former carrying
amount of the inventory less any expected costs
to recover goods. The provision on account of the
expected amount of returns is included in provisions
and the right to recover returned goods is included
in inventory.
(ii) Sales returns and breakage expiry
When a customer has a right to return the product
within a given period, the Company has recognised
an allowance for returns. The allowance is measured
equal to the value of the sales expected to return
in the future period. Revenue is adjusted for the
expected value of the returns and cost of sales are
adjusted for the value of the corresponding goods
to be returned.
The Company has an obligation to accept the goods
which will expire. The Company has recognised
an allowance for the returns due to expiry. The
allowance is measured on the basis of historical
trend of expiry against the sales occurred in the
current and earlier period. Management considers
the sales value for the periods which are equivalent
to average general shelf life of products. Revenue
is adjusted for the expected value of the returns.
(iii) Rendering of services
Income from sale of service is recognised in
accordance with the terms of the contract with
customers when the related performance obligation
is completed, or when control is transferred,
as applicable.
(iv) Profit share revenues
From time to time the Company enters into
marketing arrangements with business partners for
the sale of its products in certain markets. Under
such arrangements, the Company sells its products
to the business partners at a price agreed upon
in the arrangement and is also entitled to a profit
share which is over and above the agreed price.
The profit share is dependent on the business
partner''s ultimate net sale proceeds or net profit,
subject to any reductions or adjustments that are
required by the terms of the arrangement. Such
arrangements typically require the business partner
to provide confirmation of units sold and net sales
or net profit computations for the products covered
under the arrangement.
Revenue amount equal to the base purchase price
is recognized in these transactions upon delivery
of products to the business partners. An additional
amount representing the profit share component
is recognized as revenue only to the extent that
it is highly probable that a significant reversal will
not occur.
At the end of each reporting period, the Company
updates the estimated transaction price (including
updating its assessment of whether an estimate of
variable consideration is constrained) to represent
faithfully the circumstances present at the end of the
reporting period and the changes in circumstances
during the reporting period.
Profit share revenue is measured as per the
percentage of profit share and computation method,
specified in the agreement with business partner.
The Company recognises government grants only
when there is reasonable assurance that the conditions
attached to them will be complied with, and the grants
will be received. Government grants received in relation
to assets are presented as a reduction to the carrying
amount of the related asset. Grants related to income
are deducted in reporting the related expense in the
statement of profit and loss.
Export entitlements from government authorities are
recognised in the statement of profit and loss when the
right to receive credit as per the terms of the scheme
is established in respect of the exports made by the
Company, and where there is no significant uncertainty
regarding the ultimate collection of the relevant
export proceeds.
(i) The Company as a lessee
The Company evaluates if an arrangement qualifies
to be a lease as per the requirements of Ind AS
116. The Company uses significant judgement in
assessing the lease term (including anticipated
renewals) and the applicable discount rate. The
Company determines the lease term as the non¬
cancellable period of a lease, together with both
periods covered by an option to extend the lease
if the Company is reasonably certain to exercise
that option; and periods covered by an option to
terminate the lease if the Company is reasonably
certain not to exercise that option. In assessing
whether the Company is reasonably certain to
exercise an option to extend a lease, or not to
exercise an option to terminate a lease, it considers
all relevant facts and circumstances that create an
economic incentive for the Company to exercise
the option to extend the lease, or not to exercise
the option to terminate the lease. The Company
revises the lease term if there is a change in the
non-cancellable period of a lease. The discount rate
is generally based on the incremental borrowing
rate specific to the lease being evaluated or for a
portfolio of leases with similar characteristics.
The Company measures the lease liability at the
present value of the lease payments that are not
paid at the commencement date of the lease. The
lease payments are discounted using the interest
rate implicit in the lease, if that rate can be readily
determined. If that rate cannot be readily determined,
the Company uses incremental borrowing rate. For
leases with reasonably similar characteristics, the
Company, on a lease by lease basis, may adopt
either the incremental borrowing rate specific to
the lease or the incremental borrowing rate for
the portfolio as a whole. The lease payments shall
include fixed payments, residual value guarantees,
exercise price of a purchase option where the
Company is reasonably certain to exercise that
option and payments of penalties for terminating
the lease, if the lease term reflects the lessee
exercising an option to terminate the lease.
The lease liability is subsequently remeasured by
increasing the carrying amount to reflect interest on
the lease liability, reducing the carrying amount to
reflect the lease payments made and remeasuring
the carrying amount to reflect any reassessment
or lease modifications or to reflect revised in¬
substance fixed lease payments.
The Company recognises right-of-use asset
representing its right to use the underlying asset
for the lease term at the lease commencement
date. The cost of the right-of-use asset measured
at inception shall comprise of the amount of the
initial measurement of the lease liability adjusted
for any lease payments made at or before the
commencement date less any lease incentives
received, plus any initial direct costs incurred and
an estimate of costs to be incurred by the lessee
in dismantling and removing the underlying asset
or restoring the underlying asset or site on which it
is located. The right-of-use assets is subsequently
measured at cost less any accumulated
depreciation, accumulated impairment losses, if any
and adjusted for any remeasurement of the lease
liability. The right-of-use assets is depreciated using
the straight-line method from the commencement
date over the shorter of lease term or useful life
of right-of-use asset. The estimated useful lives of
right-of-use assets are determined on the same
basis as those of property, plant and equipment.
Right-of-use assets are tested for impairment
whenever there is any indication that their carrying
amounts may not be recoverable. Impairment
loss, if any, is recognised in the statement of profit
and loss.
The Company has elected not to apply the
requirements of Ind AS 116 Leases to short-term
leases of all assets that have a lease term of 12
months or less and leases for which the underlying
asset is of low value. The lease payments associated
with these leases are recognized as an expense on
a straight-line basis over the lease term.
(ii) The Company as a lessor
Leases for which the Company is a lessor is
classified as a finance or operating lease. Whenever
the terms of the lease transfer substantially all the
risks and rewards of ownership to the lessee, the
contract is classified as a finance lease. All other
leases are classified as operating leases.
When the Company is an intermediate lessor, it
accounts for its interests in the head lease and the
sublease separately. The sublease is classified as
a finance or operating lease by reference to the
right-of-use asset arising from the head lease.
For operating leases, rental income is recognized
on a straight line basis over the term of the
relevant lease.
l) Recognition of dividend income, interest
income or expenses
Dividend income is recognised in profit or loss on the
date on which the Company''s right to receive payment
is established.
Interest income is recognised using effective
interest method.
The ''effective interest rate'' is the rate that exactly
discounts estimated future cash payments or receipts
through the expected life of financial instrument to:
⢠The gross carrying amount of the financial assets; or
⢠The amortised cost of the financial liability.
In calculating interest income and expense, the effective
interest rate is applied to the gross carrying amount of
the asset (when the asset is not credit-impaired) or to
the amortised cost of the liability. However, for financial
assets that have become credit-impaired subsequent
to initial recognition, interest income is calculated by
applying the effective interest rate to the amortised cost
of the financial asset. If the asset is no longer credit-
impaired, then the calculation of interest income reverts
to the gross basis.
Income tax expense comprises of current and deferred
tax. It is recognised in profit or loss except to the extent
that it relates to an item recognised directly in equity or
in other comprehensive income.
(i) Current tax
Current tax comprises the expected tax payable or
receivable on the taxable income or loss of the year
and any adjustment to the tax payable or receivable
in respect of previous years. The amount of current
tax reflects the best estimate of the tax amount
expected to be paid or received after considering
the uncertainty, if any, related to income taxes. It is
measured using tax rates (and tax laws) enacted
or substantively enacted by the reporting date.
Significant judgments are involved in determining
the provision for income taxes including judgment
on whether tax positions are probable of being
sustained in tax assessments. A tax assessment
can involve complex issues, which can only be
resolved over extended time periods.
Current tax assets and current tax liabilities are
offset only if there is a legally enforceable right to
set off the recognised amounts, and it is intended
to realise the asset and settle the liability on a net
basis or simultaneously.
(ii) Deferred tax
Deferred tax is recognised in respect of temporary
differences between the carrying amounts of assets
and liabilities for financial reporting purposes and
the corresponding amounts used for taxation
purposes. Deferred tax is also recognised in respect
of carried forward tax losses and tax credits.
Deferred tax is not recognised for -
temporary differences on the initial recognition of
assets or liabilities in a transaction that:
⢠is not a business combination and
⢠at the time of the transaction (i) affects neither
accounting nor taxable profit or loss and
(ii) does not give rise to equal taxable and
deductible temporary differences
taxable differences related to investments in
subsidiaries, associates and joint arrangements to
the extent that the group is able to control the timing
of the reversal of the temporary differences and it is
probable that they will not reverse in the foreseeable
future; and taxable temporary differences arising on
the initial recognition of goodwill.
Deferred tax assets are recognised to the extent
that it is probable that future taxable profits will
be available against which they can be used. The
existence of unused tax losses is strong evidence
that future taxable profit may not be available.
Therefore, in case of a history of recent losses, the
Company recognises a deferred tax asset only to
the extent that it has sufficient taxable temporary
differences or there is convincing other evidence
that sufficient taxable profit will be available against
which such deferred tax asset can be realised.
Deferred tax assets - unrecognised or recognised,
are reviewed at each reporting date and are
recognised/ reduced to the extent that it is probable/
no longer probable respectively that the related tax
benefit will be realised.
Deferred tax is measured at the tax rates that are
expected to apply to the period when the asset is
realised or the liability is settled, based on the laws
that have been enacted or substantively enacted by
the reporting date.
The measurement of deferred tax reflects the tax
consequences that would follow from the manner in
which the Company expects, at the reporting date,
to recover or settle the carrying amount of its assets
and liabilities.
Deferred tax assets and liabilities are offset if there
is a legally enforceable right to offset current tax
liabilities and assets, and they relate to income
taxes levied by the same tax authority on the same
taxable entity, or on different tax entities, but they
intend to settle current tax liabilities and assets on
a net basis or their tax assets and liabilities will be
realised simultaneously.
Borrowing costs are interest and other costs (including
exchange differences relating to foreign currency
borrowings to the extent that they are regarded as an
adjustment to interest costs) incurred in connection
with the borrowing of funds. Borrowing costs directly
attributable to acquisition or construction of an asset
which necessarily take a substantial period of time to get
ready for their intended use are capitalised as part of the
cost of that asset. Other borrowing costs are recognised
as an expense in the period in which they are incurred.
o) Financial guarantee contracts
Financial guarantee contracts are recognised as a
financial liability at the time the guarantee is issued. The
liability is initially measured at fair value and subsequently
at the higher of the amount determined in accordance
with Ind AS 37 and the amount initially recognised less
cumulative amortisation, where appropriate.
The fair value of financial guarantees is determined as the
present value of the difference in net cash flows between
the contractual payments under the debt instrument
and the payments that would be required without the
guarantee, or the estimated amount that would be
payable to a third party for assuming the obligations.
Where guarantees in relation to loans or other payables
of subsidiaries are provided for no compensation,
the Company has made accounting policy choice of
recognising fair value of such financial guarantee as
finance cost.
Cash and cash equivalents in the balance sheet
comprises cash at bank and on hand and short-term
deposits with an original maturity of three months or
less, which are subject to an insignificant risk of changes
in value.
Operating segments are reported in a manner consistent
with the internal reporting provided to the chief operating
decision maker.
The board of directors of the Company are identified
as Chief operating decision maker. Refer note 43 for
segment information.
The basic earnings per share is computed by dividing
the net profit / (loss) after tax attributable to the equity
shareholders for the period by the weighted average
number of equity shares outstanding during the
reporting period.
Diluted earnings per share is computed by dividing
the net profit / (loss) after tax attributable to the equity
shareholders for the period by the weighted average
number of equity and equivalent dilutive equity shares
outstanding during the reporting period, except where
the results would be anti-dilutive.
In certain instances, the size, type or incidence of an item
of income or expense, pertaining to the ordinary activities
of the Company is such that its disclosure improves the
understanding of the performance of the Company, such
income or expenses is classified as an exceptional item
and accordingly, disclosed in the notes accompanying to
the financials statements.
Cash flow from operations are reported using the indirect
method, whereby profit before tax is adjusted for the
effects of transactions of a non-cash nature, any deferrals
or accruals of past or future operating cash receipts or
payments and item of income or expenses associated
with investing or financing cash flows. The cash flows
from operating, investing and financing activities of the
Company are segregated. For the purpose of cash flow
statement bank overdraft that are repayable on demand
are considered as cash and cash equivalent as it form
an integral part of the company''s cash management.
Expenditure on research activities is recognised in
profit or loss as incurred. Development expenditure is
capitalised as part of the cost of the resulting intangible
asset only if the expenditure can be measured reliably,
the product or process is technically and commercially
feasible, future economic benefits are probable and
the Company intends to and has sufficient resources
to complete development and to use or sell the asset.
Otherwise, it is recognised in profit or loss as incurred.
Subsequent to initial recognition, development
expenditure is measured at cost less accumulated
amortisation and any accumulated impairment losses.
1D. RECENT ACCOUNTING PRONOUNCEMENTS
Ministry of Corporate Affairs (âMCAâ) notifies new
standards or amendments to the existing standards
under Companies (Indian Accounting Standards) Rules
as issued from time to time. In May 2025, MCA notified
amendments to Ind AS 21 The Effects of changes in
Foreign Exchange Rates, applicable w.e.f. 1 April 2025.
The Company has reviewed the amendment and based
on its evaluation has determined that it does not have
any significant impact in its financial statements.
In August 2025, MCA notified the following amendments
to Ind AS:
a) Ind AS 1 Presentation of Financial Statements,
applicable w.e.f. 1 April 2025 -
The amendment relates to classification of liabilities
as current or non-current and non-current liabilities
with covenants. In the context of classifying a liability
as current, it removes the requirement of existence
of a right to defer settlement for at least 12 months
after the reporting date and instead requires that
the said right should exist on the reporting date and
have substance. The amendment also introduces
guidance on classification of liabilities with
covenants. The Company has no impact of these
amendments in its classification criteria of current
and non-current liabilities.
b) Ind AS 7 Statement of Cash Flows and Ind
AS 107 Financial Instruments: Disclosures,
applicable w.e.f. 1 April 2025 -
The amendment in Ind AS 7 requires to inform
users of financial statements about the existence
of supplier finance arrangements and explain the
nature of the arrangements, the carrying amount
of liabilities and the range of payment due dates.
Ind AS 107 has been amended to add supplier
finance arrangements as a factor that may cause
concentration of liquidity risk. The Company
has reviewed the amendment and based on its
evaluation has determined that it does not have
any significant impact in its financial statements.
c) Ind AS 12, International Tax Reform - Pillar Two
Model Rules, applicable immediately -
The amendments provide a mandatory relief from
deferred tax accounting for top-up tax and disclose
that they have applied the relief. This relief is
immediate and applies retrospectively.
(c) Footnotes for note 2(a) and 2(b):
1. The capital work in progress at the year end mainly consists of plant and machinery, building and other assets
pertaining to various projects / plants, expansion of existing facilities, etc.
2. The borrowing cost capitalised on qualifying assets amounting to INR 23.21 Mn (31 March 2025: INR 42.77 Mn) have
been added to the cost of assets during the year.
3. The capitalisation rate used to determine the amount of borrowing costs to be capitalised is 6.62% p.a. (31 March
2025 : 7.75% p.a.).
4. Refer note 44 for information on Property, plant and equipment and Capital work-in-progress pledged as security by
the company.
5. The company does not have any CWIP projects which are suspended or which have exceeded its cost compared to
its original plan.
6. On transition to Ind AS, the Company has elected to continue with the carrying value of all its property, plant and
equipment recognised and measured as per the previous GAAP and used that carrying value as the deemed cost
of the property, plant and equipment.
Lease contracts entered by the Company majorly pertains for Land & buildings taken on lease to conduct its business in the
ordinary course. The leases typically run for a period of 12 years to 66 years for land and for a period of 18 months to 20 years
for remaining assets , with an option to renew the lease after that date. Typically lease payments are renegotiated at the time
of renewal. Certain leases have restrictions on further sub-leasing. Information about leases for which the company is lessee
is presented as below:
(1) During the year ended March 31,2025, the Company had subscribed to the shares of Sunsure Solarpark Twelve Private
Limited (âSunsureâ), for 56,847 equity shares of INR 10 each amounting to INR 71.06 Mn. Investment in Sunsure was
initially recognised at fair value as per Ind AS 109 and subsequently is being carried at amortised cost. The excess of
the nominal value of investment over the fair value on initial recognition was recognised as prepaid expense and is being
amortised over the term of the contractual agreement (25 years).
(2) During the current year, the Company has subscribed to the shares of Torrent Urja 37 Private Limited (âTorrentâ), for
2,603,146 equity shares of INR 10 each amounting to INR 26.03 Mn. Investment in Torrent is initially recognised as at
fair value as per Ind AS 109 and subsequently it is being carried at amortised cost. The excess of the nominal value of
investment over the fair value on initial recognition is recognised as prepaid expense and is being amortised over the term
of the contractual agreement (25 years).
(d) Rights, preferences and restrictions attached to equity shares
The Company has one class of equity shares having a par value of INR 10 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, the equity shareholders
are eligible to receive the remaining assets of the Company after distribution of all preferential amounts, in proportion to
their shareholding.
Terms attached to stock options granted to employees of the Company and subsidiaries are described in note 41 regarding
share-based payments.
(f) Information regarding shares in the last five years
No shares were issued for consideration other than cash during the period of five years immediately preceding the year
ended 31 March 2026. Further the group has not undertaken any buy back of shares during the period of five years
immediately preceding the year ended 31 March 2026.
Nature and purpose of other reserves
Securities premium
Securities premium is used to record the premium on issue of shares. The same is utilised in accordance with the provisions
of the Companies Act, 2013.
Share options outstanding account
The Company has established equity-settled share-based payment plans for certain categories of employees of the group.
Refer note 41 for further details of these plans.
General Reserve
The General Reserve is used from time to time to transfer profits from retained earnings for appropriation purposes.
Retained earnings
Retained earnings includes re-measurement loss/(gain) on defined benefit plans, net of taxes that will not be reclassified to
statement of profit and loss. Retained earnings is a free reserve available to the company.
(a) The Company''s exposure to currency and liquidity risks related to the above financial liabilities is disclosed in note 35.
(b) Includes amount payable to related parties for commission/interest amounting to INR 28.77 Mn (31 March 2025 - INR
22.27 Mn). It also includes other claims on the Company as on year end date.
(c) Allowance for anticipated sales returns subsequent to sales
(i) The Company entered into settlement agreement of a legal dispute during the month of June 2025. One time amount paid
towards this settlement amounting to INR 35.00 Mn has been considered as exceptional item.
(ii) Effective 21 November 2025, The Government of India has consolidated multiple existing labour legislations into a unified
framework comprising four Labour Codes collectively referred to as the ''New Labour Codes''. Under Ind AS 19, changes
to employee benefit plans arising from legislative amendments constitute a plan amendment, requiring recognition of past
service cost immediately in the Statement of Profit and Loss. The New Labour Codes have resulted in final estimated one¬
time increase in provision for employee benefits of the Company by INR 215.71 Mn and the same has been recognized and
presented as exceptional item in the Standalone Financial Statements for the year ended 31 March 2026. The Company
continues to monitor the finalisation of Central/State Rules and any clarifications from the Government on the other aspects
of the New Labour Codes and would provide appropriate accounting effect in the relevant period on the basis of such
developments as needed.
(iii) A fire incident occurred on 7 February 2026 at the utility block of Plant I of the Company''s manufacturing facility located
at Hinjawadi, Pune. The incident was promptly brought under control, and no injuries or casualties were reported. As a
precautionary measure, operations at the said plant were temporarily disrupted for assessment and restoration activities.
The Company has adequate insurance coverage, and the incident is not expected to have a material financial impact on
the company''s operations. Necessary steps were taken to resume operations at the earliest.
The Company''s objectives when managing capital are to;
- Safeguard its ability to continue as a going concern, so that it can continue to provide returns to shareholder''s and benefits
for other stakeholder''s, and
- Maintain an optimaI capital structure to reduce the cost of capital.
In order to maintain or adjust the capital structure, the Company may adjust the amount of dividends paid to shareholders,
return capital to shareholders or issue new shares.
Generally consistent with others in the industry, the Company monitors capital on the basis of the gearing ratio. The Company''s
strategy is to maintain a gearing ratio less than 1.50x.
NOTE 35 FINANCIAL RISK MANAGEMENT
The Company is exposed to a variety of financial risks which results from the Company''s operating and investing activities.
The Company''s risk management is carried out by central treasury department under guidance of the board of directors and
the core management team of the Company, and it focuses on actively ensuring the minimal impact of Company''s financial
position. The Company does not have any direct significant exposure on commodities.
Credit risk is the risk of financial loss to the Company if a customer or counterparty to a financial instrument fails to meet its
contractual obligations, and arises principally from the Company''s receivables from customers and other financial assets.
Credit risk is managed through credit approvals, establishing credit limits and continuously monitoring the creditworthiness
of customers to which the Company grants credit terms in the normal course of business. The Company establishes
an allowance for doubtful debts and impairment that represents its estimate of expected losses in respect of trade and
other receivables.
Other financial assets that are potentially subject to credit risk consists of cash equivalents, inter corporate loans
and deposits.
Further, the Company also recognises loss allowance by using a provision matrix based on historical credit loss experience
wherein fixed provision rates are defined for each financial asset which is past due / not due. The Company depending on
the diversity of its asset base, uses appropriate groupings if the historical credit loss experience shows significant different
loss patterns for different customer segments / financial assets.
Also, the Company limits its exposure to credit risk from receivables by establishing a maximum payment period
for customers.
The Company considers the recoverability from financial assets on regular intervals so that such financial assets are
received within the due dates.
The Company has exposure to credit risk which is limited to carrying amount of financial assets recognised at the date of
Balance sheet.
Trade receivables
Trade receivables are usually due within 7-180 days. Generally, and by practice significant domestic customers enjoy
a credit period of approximately 7-45 days and for export customers, the credit period ranges from 30 to 180 days. The
receivables are not interest bearing, which is the normal industry practice. All trade receivables are subject to credit risk
exposure except for receivables from related parties. However, the Company does not identify specific concentration
of credit risk with regard to trade receivables, as the amounts recognized represent a large number of receivables from
various customers. Further, majority of the receivables pertains to receivables from Subsidiaries, wherein the concentration
of credit risk is considered to be low. Certain receivables are also backed by letter of credit from the banks, resulting into
negligible credit risk in recovery of such receivables.
Cash and cash equivalents and deposits with banks:
With respect to the cash and cash equivalents and deposits with banks, the concentration of credit risk is negligible as
these are kept with the reputed banks with very high credit worthiness.
Liquidity risk management implies maintaining sufficient cash and availability of funds through adequate amount of
committed credit facility to meet the commitments arising out of financial liabilities. Due to the dynamic nature of the
underlying business, Company maintains flexibility in funding by maintaining availability under committed credit Iines. In
addition, the Company''s liquidity management policy involves projecting cash flows and considering the IeveI of liquid
assets necessary to meet future requirements, monitoring balance sheet liquidity ratios against debt covenants and
maintaining debt financing plans and ensuring compliance with regulatory requirements.
The Company manages its liquidity needs by carefully monitoring scheduled debt payments as well as cash requirement
for day-to-day business. Liquidity needs are monitored regularly as well as on the basis of a 30-day cash flow projection.
Long-term liquidity needs for a period from 180 to 360 days period are identified and reviewed at regular intervals.
The Company maintains cash and marketable securities to meet its liquidity requirements. Funding in regards to long-term
liquidity needs is additionally secured by an adequate amount of committed credit facilities.
Financing arrangements
The Company has access to undrawn borrowing facilities including overdraft facility at the end of the reporting period.
The bank overdraft facilities may be drawn at any time and may be terminated by the bank without notice subject to the
continuance of satisfactory credit ratings.
Maturities of financial liabilities
The tables below analyse the Company''s financial liabilities into relevant maturity groupings based on their contractual
maturities for:
- aII non-derivative financial IiabiIities, and
- net and gross settled derivative financial instruments for which the contractual maturities are essential for an understanding
of the timing of the cash flows.
Market risk is the risk that changes in market prices such as foreign exchange rates and interest rates will affect the
Company''s income or the value of it''s holdings of financial instruments. The objective of market risk management is to
manage and control market risk exposures within acceptable parameters, while optimising the return.
Foreign currency risk
The Company operates in international markets and a significant portion of its business is transacted in different currencies
and consequently the group is exposed to foreign exchange risk through its sales and services and imported purchase
to/from various countries.
The Company''s foreign currency exposure is mainly in USD, EURO, CAD and GBP. The Company''s financial liabilities in
foreign currency mainly constitutes of bank loans which are repayable over the period of 5 years and trade payables. With
sufficient export receivables, the Company has positive net currency asset base as compared to liabilities. Further, the
Company receives foreign currency against its exports receivables on regular basis against which the Company pays its
loan and import commitments. The Company has significant amount receivable in foreign currency from it''s subsidiaries
which are generally collected on time. To mitigate the risk arising on account of foreign exchange fluctuation, management
closely monitors the cash inflows based on review of expected future movement in foreign currencies.
The Company''s main interest rate risk arises from borrowings with variable rates, which exposes the Company to interest
rate risk. During 31 March 2026 and 31 March 2025, the Company''s borrowings at variable rate were mainly denominated
in INR and USD.
Interest rate risk exposure
The Company''s interest rate risk arises from borrowings. Borrowings obtained at variable rates expose the Company to
interest rate risk. Borrowings issued at fixed rates expose the Company to fair value interest rate risk.
As a part of Company''s interest risk management policy, treasury department closely tracks the base interest rate
movements on regular basis. Based on regular review, management assesses the need to enter into interest rate swaps,
contracts to hedge foreign currency risk. Management reviews the future movement in base rate against different factors
such as overall micro and macro economic factors, liquidity in the system, expected spending cycle. Further on regular
basis management assess the possibility of entering into new facilities which would reduce the future finance cost which
helps management to mitigate the risk related to interest rate movement.
All the borrowing except vehicle loan are at floating rate. Refer note no. 16.
Sensitivity
The Company''s policy is to minimize interest rate cash flow risk exposures on borrowing. The Company no exposure to
foreign currency loans as at year end. The local currency loans are mainly linked to bank base rate/ marginal cost of funds
based lending (MCLR).
i) Export Oriented Unit compliance
The Company has set up 100% Export Oriented Unit (EOU) as per the permission granted by the Office of the
Development Commissioner of SEEPZ, Special Economic Zone, KASEZ, kandla, Ministry of commerce, Government
of India. The authorities have, inter alia, laid down the following conditions, failure to comply the same will lead to
cancellation / revocation of the permission:
i. The entire (100%) production shall be exported except the sales in domestic tariff area admissible as
per entitlement.
ii. The EOU of the Company shall be a positive net foreign exchange earner during the block period of 5 years from
the date of commencement of production failure to achieve the same the company will be liable for penal action.
As at the year end, the Company is in compliance with the condition laid down by the authorities and does not expect
any non-compliance in future.
ii) Long-term contracts
The Company has a process whereby periodically all long-term contracts are assessed for material foreseeable
losses. At the year end, the Company did not have any long-term contracts for which there were any material
foreseeable losses (31 March 2025 : Nil).
iii) Derivative contracts
The Company has not entered into any derivative contracts during the year and has no derivative contract outstanding
as at the year end (31 March 2025 : Nil).
Other notes:
(i) A Search and Seizure Operation (''the Operation'') was conducted by the Income Tax Department u/s 132 of the
Income-tax Act, 1961 during December 2020. The Company has received orders dated 31 March 2026 passed by
the CIT(A) u/s 250 of the Income Tax Act, 1961 in respect of appeals filed against the orders u/s. 153A of the Act.
The Company has appropriately considered the impact of the said appellate orders in its books of account and thus
no contingent liability is recognised in the financial statements as at 31 March 2026 in respect of said years.
(ii) The Company is in receipt of various demand notices from the Indian Goods and Services Tax authorities. Excise Duty
and Sales Tax demands for input tax credit disallowances and demand for additional Entry Tax arising from dispute
on applicable rate are in appeals and pending decisions. The Company has responded to such demand notices and
believes that the chances of any liability arising from such notices are less than probable. Accordingly, no provision
is made in the financial statements as of 31 March 2026.
(iii) Pending resolution of the respective proceedings, it is not possible for the Company to estimate the timing of cash
outflows, if any, in respect of the above as it is determinable only on receipt of judgment/decisions pending with
various forums/authorities.
(iv) The Company is also contesting other civil claims against the Company which it has not acknowledged as debts
and the management believes that its position will likely be upheld in the appellate process. At this stage in the
proceedings, it is not possible to estimate the likelihood or extent of the liability, if any.
(i) AstraZeneca Vs Emcure CS (COMM)-407/2020 (Dapagliflozin Tablet)
On Sep 29, 2020, AstraZeneca filed a patent infringement suit for asserting two patents (IN205147 and IN235625)
related to Dapagliflozin, against Emcure and sought injunctive relief. Emcure made a statement in Court that âEmcure
will not be manufacturing and/or launching its product as it has lost commercial interest in Dapagliflozinâ. In view of
this statement, Delhi High Court passed an Order closing the captioned application. On 15 November 2021, Emcure
filed an application to withdraw its earlier statement and sought permission for launching Dapagliflozin due to revival
of business interest. On this basis, the Delhi High Court vide its order dated Feb 22, 2022 has modified its earlier order
of Oct 22, 2020, thereby allowing Emcure to manufacture and / or launch the said product subject to the undertaking
provided in the Order. Both IN ''147 and IN ''625 patents expired on 02 October 2020 and 15 May 2023 respectively.
Further, both the parties have entered into settlement agreement which was executed on 8 May 2025. The court
approved disposal of the suit basis the settlement agreement on 30 May 2025.
(ii) Boehringer Ingelheim (BI) Vs Emcure & Others - (Linagliptin)
On 4 March 2022, Boehringer Ingelheim (âBIâ) instituted a patent infringement suit (COMS/9/2022) against Emcure
before the Hon''ble High Court of Himachal Pradesh at Shimla. Subsequently, on 2 June 2022, the Hon''ble Court
granted an injunction in favour of BI and against Emcure (and MSN), directing the parties to jointly and severally
refrain from infringing BI''s patent, i.e., IN''301.
Emcure filed an appeal (OSA/6/2022) against the said injunction order before the Division Bench of the Hon''ble
Shimla High Court on 5 August 2022. However, as the subject patent IN''301 expired on 18 August 2023, the said
appeal was dismissed as infructuous on 12 March 2024.
The main suit for patent infringement (COMS/9/2022) remains pending before the Hon''ble High Court at Shimla.
(iii) Cebis India Private Limited (Formerly known as Vayam) v. Emcure Pharmaceuticals Limited
Cebis India Private Limited (âCebisâ) (formerly known as âVayamâ) has initiated arbitration proceedings against
the Company, seeking compensation for alleged loss of investment, profits, interest, and other costs related to the
arbitration. The dispute stems from the Company''s decision to terminate a prior business relationship with Cebis,
due to breach of contractual obligations by Cebis.
The matter is currently ongoing and the Company has initiated actions for its defense. The Company is presently
unable to fully assess the merits of Cebis''s claims or to reasonably estimate the potential loss, if any, since the same
is contingent upon the final order of the arbitrator. However, the management believes that the Company has strong
grounds to defend its position in the matter.
C) Attorneys General Litigation **
On 21 December 2015, the Company''s erstwhile subsidiary Heritage Pharmaceuticals Inc (âââHeritageââ) received a
subpoena and interrogatories from the Connecticut Office of the Attorney General seeking information relating to the
marketing, pricing and sale of certain of Heritage''s generic products (including generic doxycycline) and communications
with competitors about such products. On 14 December 2016, the attorneys general of twenty states filed a complaint in
the United States District Court for the District of Connecticut against several generic pharmaceutical drug manufacturers
and individuals, including Heritage, alleging anticompetitive conduct with respect to, among other things, doxycycline
hyclate DR. On 18 June 2018, the attorneys general of forty-five states, the District of Columbia and the Commonwealth
of Puerto Rico filed an amended consolidated complaint against various drug manufacturers, including Heritage, Emcure
and Emcure''s Chief Executive Officer, Satish Ramanlal Mehta based on the same alleged conduct. The consolidated
complaint (the âââState AG Complaintââ) was subsequently amended to add certain attorneys general alleging violations of
federal and state antitrust laws, as well as violations of various states'' consumer protection laws.
The consolidated State AG Complaint alleges anticompetitive conduct in relation to multiple generic pharmaceutical
products, including doxycycline based products and other generics. The consolidated State AG Complaint was transferred
and consolidated into the ongoing multidistrict litigation captioned In re Generic Pharmaceuticals Pricing Antitrust Litigation,
Case No. 16 MD 2724, which is currently pending in the United States District Court, Eastern District of Pennsylvania (the
âAntitrust MDLâ). During the proceedings certain dispositive motions filed by defendants were denied by the Court.
In June 2023, Emcure, Heritage and Satish Ramanlal Mehta reached a settlement agreement in principle with the Plaintiff
States (the âStates Settlement Agreementâ) which was approved by each individual Plaintiff States. On 31 October 2024,
the Plaintiff States filed a motion for preliminary approval of the States Settlement Agreement with the United States District
Court, District of Connecticut, and on 2 April 2025, the Court granted final approval of the States Settlement Agreement.
The Court-approved settlement effectively resolves and releases all claims that Plaintiff States asserted, or could have
asserted, against Emcure, Heritage and Satish Ramanlal Mehta based on the antitrust conduct alleged in the consolidated
State AG Complaint.
Beginning in 2016, Heritage, along with other manufacturers, has been named as a defendant in lawsuits generally
alleging anticompetitive conduct with respect to generic drugs. The lawsuits have been filed by putative classes of direct
purchases (the âââDirect Purchaser Plantiffsââ), 2 putative classes of indirect purchasers (the ââEndpayer Plantiffsââ and
the âââIndirect Reseller Plantiffsââ) and by individual opt out plaintiff-purchasers. They allege harm under federal and state
antitrust laws, state consumer protection laws and unjust enrichment claims. Some of the lawsuits also name Emcure
and Emcure''s Chief Executive Officer, Satish Ramanlal Mehta, as defendants and include allegations against them with
respect to doxycycline hyclate DR. The lawsuits have been consolidated in the Antitrust MDL (referenced above).
A number of other lawsuits were separately filed against Heritage, Emcure, and various other manufacturers, by individual
plaintiffs who have elected to opt-out of the putative classes. These complaints also generally allege anticompetitive
conduct with respect to generic drugs which allegedly caused harm under federal and state antitrust laws, state consumer
protection laws and unjust enrichment claims. These lawsuits have also been consolidated in the pending Antitrust MDL
(referenced above).
Emcure, Heritage and Satish Ramanlal Mehta have now also entered into two other settlement agreements including (i) a
settlement agreement dated 31 October 2023 for the settlement of all claims filed against Emcure and Heritage by all of the
Direct Purchaser Plaintiffs in the Civil Cases (the âDPP Settlement Agreementâ), and (ii) a settlement agreement dated 28
November 2023 for the settlement of all claims filed against Emcure and Heritage by all of the End-Payer Plaintiffs in the
Civil Cases (the âEPP Settlement Agreementâ). Settlements have yet to be negotiated with the Indirect Reseller Plaintiffs
and the individual opt-out plaintiff purchasers in the Civil Cases, which comprise individual plaintiff purchasers that are
not part of the classes of Direct Purchaser Plaintiffs and the End-Payer Plaintiffs.
Similar to the procedure used with the States Settlement Agreement (referenced above) both the DPP Settlement
Agreement and the EPP Settlement Agreement must be approved by the Court following the filing of motions seeking
such approval by the Direct Purchaser Plaintiffs and the End-Payer Plaintiffs, respectively. On 23 January 2024, the
Direct Purchaser Plaintiffs filed a motion for approval of the DPP Settlement Agreement, and on 13 February 2024, the
Court granted preliminary approval to the DPP Settlement Agreement and on 23 September 2024, the Court granted final
approval to the DPP Settlement Agreement. The Court-approved settlement effectively resolves and releases all claims
that the Direct Purchaser Plaintiffs asserted, or could have asserted, against Emcure, Heritage and Satish Ramanlal Mehta
based on the antitrust conduct alleged in their consolidated Complaint. On 12 June 2024, the End-Payer Plaintiffs filed a
motion with the Court for preliminary approval of the EPP Settlement Agreement, and on 19 November 2025, the Court
granted final approval, thereby fully resolving the EPP claims.
** Company (the Company) has entered into an indemnity agreement with Avet Lifesciences Limited (ââAvet Lifeââ), whereby
from the effective date of the scheme of arrangement, Avet Life has agreed to indemnify, defend and hold harmless the
Company and directors, officers, employees, agent, representatives and shareholders of the Company (the âIndemnified
Partiesâ), as applicable, from and against any and all the losses suffered or incurred by the Indemnified Parties, which
arises out of, or results from or in connection with any claim and any loss suffered by the Indemnified Parties on account of
breach by Avet Life or its subsidiaries and affiliates of any covenants, undertakings and/or obligations of the Indemnification
Deed, and in relation to losses arising out of certain identified claims including claims and obligations of the Company
under pending litigations in the U.S. Pursuant to the Indemnification Deed, Avet Life will assume all losses or liability,
and the payment obligation (if any), that would be owed by the Company in either the State AG Complaint or the Civil
Cases under a negotiated settlement agreement, or an adverse verdict rendered by a jury against our Company or our
officers, directors and employees. As a result of such indemnity agreement, our Company would be liable for any potential
settlement obligation, or adverse jury verdict for the amount directed specifically against it, only in the event that Avet Life
is unable to fully satisfy such an obligation or verdict.
From time to time, the Company is subject to various disputes, governmental and/or regulatory inquiries or investigations,
and litigations, some of which result in losses, damages, fines and charges against the Company. While the Company
intends to vigorously defend its position in the claims asserted against it, the ultimate resolution of a matter is often complex,
time consuming, and difficult to predict. Therefore, except as described below, the Company does not currently have a
reasonable basis to estimate the loss, or range of loss, that is reasonably possible with respect to matters disclosed in
this note.
The Company records a provision in its standalone financial statements to the extent that it concludes that a contingent
liability is probable and the amount can be estimated and has noted those contingencies below. The Company''s assessments
involve complex judgments about future events and often rely heavily on estimates and assumptions. The Company also incurs
significant legal fees and related expenses in the course of defending its positions even if the facts and circumstances of a
particular litigation do not give rise to a provision in the standalone financial statements.
(3) Also refer note no. 44 for the details of the collateral security and note no. 38(c) for the details of financial guarantee given
by the Company against the loans obtained by the subsidiaries.
(4) All related party transactions entered during the year and outstanding balances were in ordinary cour
h) Provisions (other than for employee benefits), Contingent
liabilities and contingent assets
A provision is recognised if, as a result of a past event, the Company
has a present legal or constructive obligation that can be estimated
reliably, and it is probable that an outflow of economic benefits will
be required to settle the obligation. Provisions are determined by
discounting the expected future cash flows (representing the best
estimate of the expenditure required to settle the present
obligation at the balance sheet date) at a pre-tax-rate that reflects
current market assessments of the time value of money and the
risks specific to the liability. The unwinding of the discount is
recognised as finance cost. Expected future operating losses are not
provided for.
i. Contingencies
Provision in respect of loss contingencies relating to claims,
litigations, assessments, fines, penalties, etc. are recognized when it
is probable that a liability has been incurred, and the amount can
be estimated reliably.
ii. Contingent liabilities and contingent assets
A contingent liability exists when there is a possible but not
probable obligation, or a present obligation that may, but probably
will not, require an outflow of resources, or a present obligation
whose amount cannot be estimated reliably. Contingent liabilities
do not warrant provisions, but are disclosed unless the possibility of
outflow of resources is remote.
A contingent asset is a possible asset that arises from past events
and whose existence will be confirmed only by the occurrence or
non-occurrence of one or more uncertain future events not wholly
within the control of the entity. Contingent assets are not
recognized in the standalone financial statements. However,
contingent assets are assessed continually and if it is virtually
certain that an inflow of economic benefit will arise, the asset and
related income are recognized in the period in which the change
occurs. A contingent asset is disclosed, where an inflow of economic
benefits is probable.
i) Revenue
Sale of goods
Revenue towards satisfaction of a performance obligation is
measured at the amount of transaction price (net of variable
consideration) allocated to that performance obligation. The
Company recognises revenue pertaining to each performance
obligation when it transfers control over a product to a customer,
which is adjusted for expected refunds, which are estimated based
on the historical data, adjusted as necessary. The transaction price
is also adjusted for the effect of time value of money if the contract
includes significant financing component.
The consideration can be fixed or variable. Where the consideration
promised in a contract includes a variable amount, the Company
estimates the amount of consideration to which the Company will
be entitled in exchange for transferring the promised goods or
The Company recognises refund liability where the Company
receives consideration from a customer and expects to refund some
or all of that consideration to the customer. The refund liability is
measured at the amount of consideration received (or receivable)
for which the entity does not expect to be entitled (i.e. amounts not
included in the transaction price). The right to recover returned
goods asset is measured at the former carrying amount of the
inventory less any expected costs to recover goods. The provision on
account of the expected amount of returns is included in provisions
and the right to recover returned goods is included in inventory.
Sales returns and breakage expiry
When a customer has a right to return the product within a given
period, the Company has recognised an allowance for returns. The
allowance is measured equal to the value of the sales expected to
return in the future period. Revenue is adjusted for the expected
value of the returns and cost of sales are adjusted for the value of
the corresponding goods to be returned.
The Company has an obligation to accept the goods which will
expire. The Company has recognised an allowance for the returns
due to expiry. The allowance is measured on the basis of historical
trend of expiry against the sales occurred in the current and earlier
period. Management considers the sales value for the periods which
are equivalent to average general shelf life of products. Revenue is
adjusted for the expected value of the returns.
Rendering of services (other than sale of technology / know-how,
rights and licenses)
Revenue from rendering of services is recognised in statement of
profit and loss by reference to percentage completion method. The
Company is involved in rendering services related to its products to
its customers. If the services under a single arrangement are
rendered in different reporting periods, then the consideration is
allocated on a relative fair value basis between the different
services.
Rendering of services - sale of technology / know-how, rights,
licenses and other intangibles
Income from sale of technology / know-how, rights and licenses is
recognised in accordance with the terms of the contract with
customers when the related performance obligation is completed,
or when control is transferred, as applicable.
Profit share revenues
From time to time the Company enters into marketing
arrangements with business partners for the sale of its products in
certain markets. Under such arrangements, the Company sells its
products to the business partners at a price agreed upon in the
arrangement and is also entitled to a profit share which is over and
above the agreed price. The profit share is dependent on the
business partner''s ultimate net sale proceeds or net profit, subject to
any reductions or adjustments that are required by the terms of the
arrangement. Such arrangements typically require the business
partner to provide confirmation of units sold and net sales or net
profit computations for the products covered under the
arrangement.
Revenue amount equal to the base purchase price is recognized in
these transactions upon delivery of products to the business
partners. An additional amount representing the profit share
At the end of each reporting period, the Company updates the
estimated transaction price (including updating its assessment of
whether an estimate of variable consideration is constrained) to
represent faithfully the circumstances present at the end of the
reporting period and the changes in circumstances during the
reporting period.
Profit share revenue is measured as per the percentage of profit
share and computation method, specified in the agreement with
business partner.
j) Government grants
The Company recognises government grants only when there is
reasonable assurance that the conditions attached to them will be
complied with, and the grants will be received. Government grants
received in relation to assets are presented as a reduction to the
carrying amount of the related asset. Grants related to income are
deducted in reporting the related expense in the statement of profit
and loss.
Export entitlements from government authorities are recognised in
the statement of profit and loss when the right to receive credit as
per the terms of the scheme is established in respect of the exports
made by the Company, and where there is no significant
uncertainty regarding the ultimate collection of the relevant export
proceeds.
k) Leases
i. The Company as a lessee
The Company evaluates if an arrangement qualifies to be a lease
as per the requirements of Ind AS 116. The Company uses
significant judgement in assessing the lease term (including
anticipated renewals) and the applicable discount rate. The
Company determines the lease term as the non-cancellable period
of a lease, together with both periods covered by an option to
extend the lease if the Company is reasonably certain to exercise
that option; and periods covered by an option to terminate the
lease if the Company is reasonably certain not to exercise that
option. In assessing whether the Company is reasonably certain to
exercise an option to extend a lease, or not to exercise an option to
terminate a lease, it considers all relevant facts and circumstances
that create an economic incentive for the Company to exercise the
option to extend the lease, or not to exercise the option to terminate
the lease. The Company revises the lease term if there is a change
in the non-cancellable period of a lease. The discount rate is
generally based on the incremental borrowing rate specific to the
lease being evaluated or for a portfolio of leases with similar
characteristics.
The Company measures the lease liability at the present value of
the lease payments that are not paid at the commencement date
of the lease. The lease payments are discounted using the interest
rate implicit in the lease, if that rate can be readily determined. If
that rate cannot be readily determined, the Company uses
incremental borrowing rate. For leases with reasonably similar
characteristics, the Company, on a lease by lease basis, may adopt
either the incremental borrowing rate specific to the lease or the
incremental borrowing rate for the portfolio as a whole. The lease
payments shall include fixed payments, residual value guarantees,
exercise price of a purchase option where the Company is
reasonably certain to exercise that option and payments of
penalties for terminating the lease, if the lease term reflects the
lessee exercising an option to terminate the lease.
The lease liability is subsequently remeasured by increasing the
carrying amount to reflect interest on the lease liability, reducing
the carrying amount to reflect the lease payments made and
remeasuring the carrying amount to reflect any reassessment or
lease modifications or to reflect revised in-substance fixed lease
payments.
The Company recognises right-of-use asset representing its right to
use the underlying asset for the lease term at the lease
commencement date. The cost of the right-of-use asset measured
at inception shall comprise of the amount of the initial
measurement of the lease liability adjusted for any lease payments
made at or before the commencement date less any lease
incentives received, plus any initial direct costs incurred and an
estimate of costs to be incurred by the lessee in dismantling and
removing the underlying asset or restoring the underlying asset or
site on which it is located. The right-of-use assets is subsequently
measured at cost less any accumulated depreciation, accumulated
impairment losses, if any and adjusted for any remeasurement of
the lease liability. The right-of-use assets is depreciated using the
straight-line method from the commencement date over the shorter
of lease term or useful life of right-of-use asset. The estimated useful
lives of right-of-use assets are determined on the same basis as
those of property, plant and equipment. Right-of-use assets are
tested for impairment whenever there is any indication that their
carrying amounts may not be recoverable. Impairment loss, if any, is
recognised in the statement of profit and loss.
The Company has elected not to apply the requirements of Ind AS
116 Leases to short-term leases of all assets that have a lease term
of 12 months or less and leases for which the underlying asset is of
low value. The lease payments associated with these leases are
recognized as an expense on a straight-line basis over the lease
term.
ii. The Company as a lessor
Leases for which the Company is a lessor is classified as a finance or
operating lease. Whenever the terms of the lease transfer
substantially all the risks and rewards of ownership to the lessee, the
contract is classified as a finance lease. All other leases are
classified as operating leases.
When the Company is an intermediate lessor, it accounts for its
interests in the head lease and the sublease separately. The
sublease is classified as a finance or operating lease by reference to
the right-of-use asset arising from the head lease.
For operating leases, rental income is recognized on a straight line
basis over the term of the relevant lease.
l) Recognition of dividend income, interest income or expenses
Dividend income is recognised in profit or loss on the date on which
the Company''s right to receive payment is established.
Interest income is recognised using effective interest method.
The ''effective interest rate'' is the rate that exactly discounts
estimated future cash payments or receipts through the expected
life of financial instrument to:
- The gross carrying amount of the financial assets; or
- The amortised cost of the financial liability.
In calculating interest income and expense, the effective interest
rate is applied to the gross carrying amount of the asset (when the
asset is not credit-impaired) or to the amortised cost of the liability.
However, for financial assets that have become credit-impaired
subsequent to initial recognition, interest income is calculated by
applying the effective interest rate to the amortised cost of the
financial asset. If the asset is no longer credit-impaired, then the
calculation of interest income reverts to the gross basis.
m) Income tax
Income tax expense comprises of current and deferred tax. It is
recognised in profit or loss except to the extent that it relates to an
item recognised directly in equity or in other comprehensive
income.
i. Current tax
Current tax comprises the expected tax payable or receivable on
the taxable income or loss of the year and any adjustment to the tax
payable or receivable in respect of previous years. The amount of
current tax reflects the best estimate of the tax amount expected to
be paid or received after considering the uncertainty, if any, related
to income taxes. It is measured using tax rates (and tax laws)
enacted or substantively enacted by the reporting date.
Significant judgments are involved in determining the provision for
income taxes including judgment on whether tax positions are
probable of being sustained in tax assessments. A tax assessment
can involve complex issues, which can only be resolved over
extended time periods.
Current tax assets and current tax liabilities are offset only if there is
a legally enforceable right to set off the recognised amounts, and it
is intended to realise the asset and settle the liability on a net basis
or simultaneously.
ii. Deferred tax
Deferred tax is recognised in respect of temporary differences
between the carrying amounts of assets and liabilities for financial
reporting purposes and the corresponding amounts used for
taxation purposes. Deferred tax is also recognised in respect of
carried forward tax losses and tax credits.
Deferred tax is not recognised for -
temporary differences on the initial recognition of assets or
liabilities in a transaction that:
(a) is not a business combination and
(b) at the time of the transaction (i) affects neither accounting
nor taxable profit or loss and (ii) does not give rise to equal
taxable and deductible temporary differences
taxable differences related to investments in subsidiaries, associates
and joint arrangements to the extent that the group is able to
control the timing of the reversal of the temporary differences and
it is probable that they will not reverse in the foreseeable future;
and taxable temporary differences arising on the initial recognition
of goodwill.
Deferred tax assets are recognised to the extent that it is probable
that future taxable profits will be available against which they can
be used. The existence of unused tax losses is strong evidence that
future taxable profit may not be available. Therefore, in case of a
history of recent losses, the Company recognises a deferred tax
asset only to the extent that it has sufficient taxable temporary
differences or there is convincing other evidence that sufficient
taxable profit will be available against which such deferred tax
asset can be realised. Deferred tax assets - unrecognised or
recognised, are reviewed at each reporting date and are
recognised/ reduced to the extent that it is probable/ no longer
probable respectively that the related tax benefit will be realised.
Deferred tax is measured at the tax rates that are expected to apply
to the period when the asset is realised or the liability is settled,
based on the laws that have been enacted or substantively enacted
by the reporting date.
The measurement of deferred tax reflects the tax consequences
that would follow from the manner in which the Company expects,
at the reporting date, to recover or settle the carrying amount of its
assets and liabilities.
Deferred tax assets and liabilities are offset if there is a legally
enforceable right to offset current tax liabilities and assets, and they
relate to income taxes levied by the same tax authority on the same
taxable entity, or on different tax entities, but they intend to settle
current tax liabilities and assets on a net basis or their tax assets and
liabilities will be realised simultaneously.
n) Borrowing cost
Borrowing costs are interest and other costs (including exchange
differences relating to foreign currency borrowings to the extent
that they are regarded as an adjustment to interest costs) incurred
in connection with the borrowing of funds. Borrowing costs directly
attributable to acquisition or construction of an asset which
necessarily take a substantial period of time to get ready for their
intended use are capitalised as part of the cost of that asset. Other
borrowing costs are recognised as an expense in the period in which
they are incurred.
o) Financial guarantee contracts
Financial guarantee contracts are recognised as a financial liability
at the time the guarantee is issued. The liability is initially measured
at fair value and subsequently at the higher of the amount
determined in accordance with Ind AS 37 and the amount initially
recognised less cumulative amortisation, where appropriate.
The fair value of financial guarantees is determined as the present
value of the difference in net cash flows between the contractual
payments under the debt instrument and the payments that would
be required without the guarantee, or the estimated amount that
would be payable to a third party for assuming the obligations.
Where guarantees in relation to loans or other payables of
subsidiaries are provided for no compensation, the Company has
made accounting policy choice of recognising fair value of such
financial guarantee as finance cost.
p) Cash and cash equivalents
Cash and cash equivalents in the balance sheet comprises cash at
bank and on hand and short-term deposits with an original maturity
of three months or less, which are subject to an insignificant risk of
changes in value.
q) Segment Reporting
Operating segments are reported in a manner consistent with the
internal reporting provided to the chief operating decision maker.
The board of directors of the Company are identified as Chief
operating decision maker. Refer note 48 for segment information.
r) Earnings per share
The basic earnings per share is computed by dividing the net profit
/ (loss) after tax attributable to the equity shareholders for the
period by the weighted average number of equity shares
outstanding during the reporting period.
Diluted earnings per share is computed by dividing the net profit /
(loss) after tax attributable to the equity shareholders for the period
by the weighted average number of equity and equivalent dilutive
equity shares outstanding during the reporting period, except
where the results would be anti-dilutive.
s) Exceptional item
In certain instances, the size, type or incidence of an item of income
or expense, pertaining to the ordinary activities of the Company is
such that its disclosure improves the understanding of the
performance of the Company, such income or expenses is classified
as an exceptional item and accordingly, disclosed in the notes
accompanying to the financials statements.
t) Cash flow statement
Cash flow from operations are reported using the indirect method,
whereby profit before tax is adjusted for the effects of transactions
of a non-cash nature, any deferrals or accruals of past or future
operating cash receipts or payments and item of income or
expenses associated with investing or financing cash flows. The
cash flows from operating, investing and financing activities of the
Company are segregated. For the purpose of cash flow statement
bank overdraft that are repayable on demand are considered as
cash and cash equivalent as it form an integral part of the
company''s cash management.
u) Research and development
Revenue expenditure on research and development activities is
recognized as expense in the period in which it is incurred.
v) Non-current assets or disposal group held for sale
Non-current assets are classified as held for sale if it is highly
probable that they will be recovered primarily through sale rather
than through continuing use. Such assets are generally measured at
the lower of their carrying amount and fair value less costs to sell.
Once classified as held for sale, intangible assets and property,
plant and equipment are no longer amortised or depreciated.
Non-current assets classified as held for sale are presented
separately from the other assets in the balance sheet.
v) Rounding of amounts
All amounts disclosed in the standalone financial statements and
notes have been rounded off to the nearest million as per the
requirement of Schedule III, unless otherwise stated.
1D. Recent accounting pronouncements
Ministry of Corporate Affairs ("MCA") notifies new standard or
amendments to the existing standards under Companies (Indian
Accounting Standards) Rules as amended 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 has determined that it
does not have any significant impact in its financial statements.
On May 9, 2025, MCA notified the amendments to Ind AS 21 -
Effects of Changes in Foreign Exchange Rates. These amendments
aim to provide clearer guidance on assessing currency
exchangeability and estimating exchange rates when currencies
are not readily exchangeable. The amendments are effective for
annual periods beginning on or after April 1, 2025. The Company is
currently assessing the probable impact of these amendments on
its financial statements.
Footnotes for note 2A and 2B:
1. The capital work in progress at the year end mainly consists of plant and machinery, building and other assets pertaining to various
projects / plants, expansion of existing facilities, etc.
2. The borrowing cost capitalised on qualifying assets amounting to Rs. 42.77 million (March 31, 2024: Rs. 101.39 million) have been added
to the cost of assets during the year.
3. The capitalisation rate used to determine the amount of borrowing costs to be capitalised is 7.35% p.a. (March 31, 2024: 7.79% p.a.).
4. Refer note 47 for information on Property, plant and equipment and Capital work-in-progress pledged as security by the company.
5. The company does not have any CWIP projects which are suspended or which have exceeded its cost compared to its original plan.
6. On transition to Ind AS, the Company has elected to continue with the carrying value of all its property, plant and equipment recognised
and measured as per the previous GAAP and used that carrying value as the deemed cost of the property, plant and equipment.
Note 3: Leases - 116
Lease contracts entered by the Company majorly pertains for Land & buildings taken on lease to conduct its business in the ordinary course.
The leases typically run for a period of 12 years to 66 years for land and for a period of 18 months to 20 years for remaining assets , with an
option to renew the lease after that date. Typically lease payments are renegotiated at the time of renewal. Certain leases have restrictions
on further sub-leasing. Information about leases for which the company is lessee is presented as below:
d. Rights, preferences and restrictions attached to equity shares
The Company has one class of equity shares having a par value of Rs.10 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, the equity shareholders are eligible to receive the remaining assets of the Company after distribution of all preferential amounts, in proportion to their shareholding.
e. Employee stock options
Terms attached to stock options granted to employees of the Company and subsidiaries are described in note 45 regarding share-based payments,
f. Information regarding shares in the last five years
No shares were issued for consideration other than cash during the period of five years immediately preceding the year ended March 31, 2024, Further the group has not undertaken any buy back ot shares during the period of five years immediately preceding the yearended March 31, 2024,
Nature and purpose of other reserves Securities premium
Securities premium is used to record the premium on issue of shares. The same is utilised in accordance with the provisions of the Companies Act, 2013.
Share options outstanding account
The Company has established equity-settled share-based payment plans for certain categories of employees of the group Refpr note 4S for further details of these plans.
General Reserve
The General Reserve is used from time to time to transfer profits from retained earnings for appropriation purposes.
Retained earnings
Retained earnings includes re-measurement loss/(gain) on defined benefit plans, net of taxes that will not be reclassified to statement of profit and loss. Retained earnings is a free reserve available to the company.
(d) The long term borrowing facilities are repayable with a range of interest for foreign currency loans in USD at SOFR with spread ranging from 260 bps to 343 bps (March 31, 2023 :154 bps to 350 bps), foreign currency loan in EURO at ESTR 170 bps, For Rupee loans MCLR, T-bill or MIBOR with various spreads ranging from 50 bps to 204 bps (March 31, 2023 : 65 bps to 359 bps), for Rupee loans LTLR with spread of 1205 bps (March 31, 2023 : 780 bps to 1105 bps) and vehicle loan ranging from 7.20% to 9,35% (March 31, 2023 : 7 20% p a. to 9,39% p,a)r
1. Borrowings from banks are secured by hypothecation of inventories, book debts and receivables (refer note 47). Certain short term borrowings are secured by pledge of 14.57% of shares of Avet Lifescience Private Limited and Corporate guarantee from Avet Lifescience Private Limited.
3. The Cash credit facilities / bank overdraft facilities are repayable on demand and working capital loans are repayable within a year, with a range of interest for foreign currency loans in USD at SOFR 60 bps to SOFR 65 bps and for Rupee loans 7.80% p.a. to 9.55% p.a (March 31, 2023 : foreign currency loans in USD SOFR 70 bps to SOFR 110 bps; foreign currency loans in EURO at EURIBOR 100 bps and for Rupee loans 7.60% p.a, to 9 30% p.a )
(a) All trade payables are current.
(b) The Company''s exposure to currency and liquidity risks related to trade payables is disclosed in note 39*
(c) There are no micro and small enterprises, to whom the Company owes dues, which are outstanding for more than 45 days as at year end Refer note 50, for information required to be disclosed under the Micro, Small and Medium Enterprises Development Act, 2006.
(a) During the year ended March 31, 2023, share issue expenses were written off in respect of the Company''s Proposed Initial Public Offer filed in 2021 (Refer note 57).
(b) During the year, the Company assessed the expected cash flows and the future plans of all its subsidiary Companies and accordingly, recorded provision for impairment of Rs. 1.90 million for investment in Emcure Nigeria Limited ("Nigeria") (March 31, 2023 Rs. Nil). The company also impaired outstanding balance given to Nigeria along with accrued interest amounting to Rs. 91.25 million (March 31, 2023 Rs. Nil).
* The effect of conversion of potential equity share for the year ended March 31, 2024 and the year ended March 31, 2023 is excluded, since the impact on earnings per share is anti dilutive.
Note 38 : Capital management
The Company''s objectives when managing capital are to;
- Safeguard its ability to continue as a going concern, so that it can continue to provide returns to shareholder''s and benefits for other stakeholder''s, and
- Maintain an optimal capital structure to reduce the cost of capital.
In order to maintain or adjust the capital structure, the Company may adjust the amount of dividends paid to shareholders, return capital to shareholders or issue new shares.
Generally consistent with others in the industry, the Company monitors capital on the basis of the gearing ratio. The Company''s strategy is to maintain a gearing ratio less than 1.50x.
The Company is exposed to a variety of financial risks which results from the Company''s operating and investing activities. The Company''s risk management is carried out by central treasury department under guidance of the board of directors and the core management team of the Company, and it focuses on actively ensuring the minimal impact of Company''s financial position The Company does not have any direct significant exposure on commodities.
Credit risk
Credit risk is the risk of financial loss to the Company if a customer or counterparty to a financial instrument fails to meet its contractual obligations, and arises principally from the Company''s receivables from customers and other financial assets Credit risk is managed through credit approvals, establishing credit limits and continuously monitoring the creditworthiness of customers to which the Company grants credit terms in the normal course of business, The Company establishes an allowance for doubtful debts and impairment that lepiesents its estimate of expected losses in respect of trade and other receivables
Other financial assets that are potentially subject to credit risk consists of cash equivalents, inter corporate loans and deposits.
Further, the Company also recognises loss allowance by using a provision matrix based on historical credit loss experience wherein fixed provision rates are defined for each financial asset which is past due / not due. The Company depending on the diversity of its asset base, uses appropriate groupings if the historical credit loss experience shows significant different loss pactcrns for different customer segments / financial assets.
Also, the Company limits its exposure to credit risk from receivables by establishing a maximum payment period for customers.
The Company considers the recoverability from financial assets on regular intervals so that such financial assets are received within the due dates.
The Company has exposure to credit risk which is limited to carrying amount of financial assets recognised at the date of Balance sheet.
Trade receivables
Trade receivables are usually due within 7-180 days. Generally, and by practice significant domestic customers enjoy a credit period of approximately 7-45 days and for export customers, the credit period ranges from 30 to 180 days. The receivables are not interest bearing, which is the normal industry practice. All trade receivables are subject to credit risk exposure except for receivables from related parties. However, the Company does not identify specific concentration of credit risk with regard to trade receivables, as the amounts recognized represent a large number of receivables from various customers. Further, majority of the receivables pertains to receivables from Subsidiaries, wherein the concentration of credit risk is considered to be low. Certain receivables are also backed by letter of credit from the banks, resulting into negligible credit risk in recovery of such receivables.
The Company uses a provision matrix (simplified approach) to measure the expected credit loss of trade receivables and other financial assets measured at amortised cost.
Cash and cash equivalents and deposits with banks:
With respect to the cash and cash equivalents and deposits with banks, the concentration of credit risk is negligible as these are kept with the reputed banks with very high credit worthiness.
Liquidity risk
Liquidity risk management implies maintaining sufficient cash and availability of funds through adequate amount of committed credit facility to meet the commitments arising out of financial liabilities. Due to the dynamic nature of the underlying business. Company maintains flexibility in funding by maintaining availability under committed credit lines. In addition, the Company''s liquidity management policy involves projecting cash flows and considering the level of liquid assets necessary to meet future requirements, monitoring balance sheet liquidity ratios against debt covenants and maintaining debt financing plans and ensuiirig compliance with regulatory requirements.
The Company manages its liquidity needs by carefully monitoring scheduled debt payments as well as cash requirement for day-to-day business. Liquidity needs are monitored regularly as well as on the basis of a 30-day cash flow projection. Long-term liquidity needs for a period from 180 to 360 days period are identified and reviewed at regular intervals.
The Company maintains cash and marketable securities to meet its liquidity requirements. Funding in regards to long-term liquidity needs is additionally secured by an adequate amount of committed credit facilities.
Financing arrangements
The Company has access to undrawn borrowing facilities including overdraft facility at the end of the reporting period
The bank overdraft facilities may be drawn at any time and may be terminated by the bank without notice subject to the continuance of satisfactory credit ratings.
/Wo tun ties of financial liabilities
The tables below analyse the Company''s financial liabilities into relevant maturity groupings based on their contractual maturities for:
- all non-derivative financial liabilities, and
- net and gross settled derivative financial instruments for which the contractual maturities are essential for an understanding of the timing of the cash flows.
The amounts disclosed in the table are the contractual undiscounted cash flows of financial liabilities.
Market risk is the risk that changes in market prices such as foreign exchange rates and interest rates will affect the Company''s income or the value of it''s holdings of financial instruments. The objective of market risk management is to manage and control market risk exposures within acceptable parameters, while optimising the return.
A fundamental reform of major interest rate benchmarks is being undertaken globally, including the replacement of some interbank offered rates (IBORs) with alternative nearly risk-free rates (referred to as ''1BOR reform'') During the year ended 31 March 2023, the Company undertook amendments to its financial instruments with contractual terms indexed to IBORs such that they incorporate new benchmark rates, e g., transition from LIBOR to SOFR. As at 31 March 2022, some of the Company''s IBOR exposure was indexed to US dollar LIBOR. The alternative reference rate for US dollar LIBOR is the Secured Overnight Financing Rate (SOFR), The Company finished the process of implementing appropriate fallback clauses for all US dollar LIBOR indexed exposures in year ended 31 March 2023, These clauses would automatically switch the insti umenl fiom USD LIBOR to SOFR as per Lhe next interest reset dates
Foreign currency risk
The Company operates in international markets and a significant portion of its business is transacted in different currencies and consequently the group is exposed to foreign exchange risk through its sales and services and imported purchase to/from various countries.
The Company''s foreign currency exposure is mainly in USD, EURO, CAD and GBP, The Company''s financial liabilities in foreign currency mainly constitutes of bank loans which are repayable over the period of 5 years and trade payables. With sufficient export receivables, the Company has positive net currency asset base as compared to liabilities. Further, the Company receives foreign currency against its exports receivables on regular basis against which the Company pays its loan and import commitments. The Company has significant amount receivable in foreign currency from it''s subsidiaries which are generally collected on time, To mitigate the risk arising on account of foreign exchange fluctuation, management closely monitors the cash inflows based on review of expected future movement in foreign currencies,
The Company''s main interest rate risk arises from borrowings with variable rates, which exposes the Company to interest rate risk. During March 31, 2024 and March 31, 2023, the Company''s borrowings at variable rate were mainly denominated in INR and USD.
Interest rate risk exposure
The Company''s interest rate risk arises from borrowings. Borrowings obtained at variable rates expose the Company to interest rate risk. Borrowings issued at fixed rates expose the Company to fair value interest rate risk.
As a part of Company''s interest risk management policy, treasury department closely tracks the base interest rate movements on regular basis. Based on regular review, management assesses the need to enter into interest rate swaps, contracts to hedge foreign currency risk. Management reviews the future movement in base rate against different factors such as overall micro and macro economic factors, liquidity in the system, expected spending cycle Further on regular basis management assess the possibility of entering into new facilities which would reduce the future finance cost which helps management to mitigate the risk related to interest rate movement.
All the borrowing except vehicle loan are at floating rate. Refer note no. 17.
Sensitivity
The Company''s policy is to minimize interest rate cash flow risk exposures on borrowing. The Company has exposure to foreign currency as well as local currency. The local currency loans are mainly linked to bank base rate/ marginal cost of funds based lending (MCLR) whereas foreign currency loans are majorly linked with USD libor
The sensitivity of profit or loss to changes in the exchange rates arises mainly from foreign currency denominated financial instruments.
The bank deposits are placed on fixed rate of interest of approximately 4.75% p.a. to 8.25% p.a (March 31, 2023: 4.00% p.a. to 8,25%). As the Interest rates do not vary unless such deposits are withdrawn and renewed, interest rate risk is considered to be low.
* The Company has not disclosed the fair value for financial instruments such as trade receivables, cash and cash equivalents, term deposits with banks, other financial assets and financial liabilities because their carrying amounts are a reasonable approximation of fair value, due to their short-term nature. Fair value of long-term financial assets and financial liabilities carried at amortized cost is not materially different from the carrying amount
There are no transfers between any levels during the year
|
Note 41: Contingent liabilities (to the extent not provided for) A. Claims against the Company not acknowledged as debts as at year end Rs. in million |
||
|
Particulars |
31-Mar-74 |
3l-Mar-23 |
|
Claims as at year end a) Indirect tax matters (refer note (2) below) b) Income tax matters (refer note (1) below) Claims received/ (settled/closed) subsequent to year end a) Indirect tax matters (refer note (2) below) b) Income tax matters (refer note (1) below) |
146.21 1,475 14 |
6.67 |
|
1,621.35 |
6.67 14.08 |
|
|
14 08 |
||
|
Total |
1.621.35 |
20.75 |
Other notes:
1) A Search and Seizure Operation (''the Operation'') was conducted by the Income Tax Department under section 132 of the Income-tax Act, 1961 during December 2020, Company has received orders u/s, 153A on 29th November, 2023 and has filed appeals with before CIT(A) against the said orders. Considering the disallowances, management is of the view that the matters involved are normal tax matters, and accordingly the operation will not have any significant impact on the Company''s financial position and performance for the period ended March 31, 2024,
2) The Company is in receipt of various demand notices from the Indian Goods and Services Tax authorities. Excise Duty and Sales Tax demands for input tax credit disallowances and demand for additional Entry Tax arising from dispute on applicable rate are in appeals and pending decisions. The Company has responded to such demand notices and believes that the chances of any liability arising from such notices are less than probable. Accordingly, no provision is made in the financial statements as of March 31, 2024,
3) Pending resolution of the respective proceedings, it is not possible for the Company to estimate the timing of cash outflows, if any, in respect of the above as it is determinable only on receipt of judgment/decisions pending with various forums/authorities.
4) The Company is also contesting other civil claims against the Company which it has not acknowledged as debts and the management believes that its position will likely be upheld in the appellate process. At this stage in the proceedings, it is not possible to estimate the likelihood or extent of the liability, if any.
B. Other legal matters
AstraZeneca Vs Emcure CS (COMM}~407/2020 (Dapagliflozin Tablet)
On Sep 29, 2020, AstraZeneca filed a patent infringement suit for asserting two patents (IN205147 and IN235625) related to Dapagliflozin, against Emcure and sought injunctive relief. Emcure made a statement in Court that "Emcure will not be manufacturing and/or launching its product as it has lost commercial interest in Dapagliflozin''''. In view of this statement, Delhi High Court passed an Order closing the captioned application. On November 15, 2021, Emcure filed an application to withdraw its earlier statement and sought permission for launching Dapagliflozin due to revival of business interest. On this basis, the Delhi High Court vide its order dated Feb 22, 2022 has modified its earlier order of Oct 22, 2020, thereby allowing Emcure to manufacture and / or launch the said product subject to the undertaking provided in the Order. Both IN ''147 and IN ''625 patents expired on October 02, 2020 and Mav 15, 2023 lespeaivulv.
Bristol Myers Squibb (BMS) Vs Emcure CS(COMM)-684/2019
In Dec 2019, BMS sued Emcure in Delhi High Court for infringement of Indian Patent No.247381, expiring on Sep 17, 2022, On Dec 12, 2019, the court granted an ad-interim injunction in favour of BMS and against Emcure, The court directed parties to maintain status quo for launch of its product till the disposal of the application. Thereafter, Emcure filed an appeal division bench of Delhi High Court, which is FAO(OS)(COMM) 377/2019. However, the appeal was disposed off in October 2022 due to the expiry of the suit patent. The right of parties to agitate their respective rights and contentions in respect of the Application for injunction including right to claim restitution, has been kept open to be pursued before the learned Single Judge, The matter is still pending before the Delhi High Court. The Company does not expect any Court decision at least in next few years. There was no launch at risk due to injunction order till patent expiry, Emcure has launched the product only after patent expiry along with several other Generics. Hence the company does not foresee any material adverse effect from the outcome of the case.
Boehrlnger Ingelheim (Bl) Vs Emcure & Others - (Linagliptin)
On June 2, 2022, Shimla Court granted injunction in favour of Boehringer Ingelheim and against Emcure/MSN/Optimus & Eris and directed parties to restrain jointly and severally from infringing Bl Patent, i.e, IN''301, Emcure has filed appeal against the said Injunction order In Himachal Pradesh High Court. The patent INâ301 expired on August 18, 2023 and the said appeal was dismissed as infructuous on March 12, 2024
C. Drug Pricing Matters **
On December 2, 2015, the Company''s erstwhile subsidiary Heritage Pharmaceuticals Inc (Heritage) learned that the United States Department of Justice, Antitrust Division ("DOJ") initiated an investigation into Heritage and its employees regarding alfeged violations of U.S. antitrust laws, which prohibit contracting or conspiring to restrain, trade or commerce. In support of that investigation, the DOJ executed relevant search warrants at Heritage''s premises and at the residence of one of Heritage''s national accounts managers In addition, the DOJ served grand jury subpoenas on Heritage, and several current and former employees, which sought a variety of materials and data relevant to Heritage''s generic drug business. Heritage has fully cooperated with the DOJ and responded to its subpoenas.
On May 7, 2018, Heritage received a civil investigative demand from the United States Department of Justice, Civil Division ("DOJ Civil") seeking documents and information in connection with a simultaneous investigation under the False Claims Act.
On May 31, 2019, Heritage announced that it entered into a deferred prosecution agreement ("DPA") with the DOJ relating to a one-count Information for a conspiracy involving glyburide, In conjunction with the DPA, Heritage agreed to pay a USD 225,000 fine. In addition, Heritage also announced that it separately agreed to a settlement with DOJ Civil to resolve potential civil liability underthe False Claims Act in connection with the same antitrust conduct, Under the terms of the settlement with DOJ Civil, Heritage agreed to pay USD 7.1 million. These resolutions fully resolve Heritage''s potential exposure in connection with the DOJ''s ongoing investigation into the generics pharmaceutical industry.
In addition to the above, on May 30, 2019, Emcure Pharmaceuticals Limited ("Emcure") (erstwhile Holding company of Heritage) also entered into a cooperation and non-prosecution agreement ("NPA") with HOI undpr which the Emcure, and its current officers, directors, and employoet receivod non-prococution protection in oxchangofor its agreement to provide cooperation into the DOJ''s investigation. This resolutions fully resolve Emcure''s potential exposure in connection with the DOJ''s ongoing investigation into the generics pharmaceutical industry.
D. Attorneys General Litigation * *
On December 21, 2015, the Company''s erstwhile subsidiary Heritage Pharmaceuticals Inc ("Heritage") received a subpoena and interrogatories from the Connecticut Office of the Attorney General seeking information relating to the marketing, pricing and sale of certain of Heritage''s generic products (including generic doxycycline) and communications with competitors about such products. On December 14, 2016, attorneys general of twenty states filed a complaint in the United States District Court for the District of Connecticut against several generic pharmaceutical drug manufacturers and individuals, including Heritage, alleging anticompetitive conduct with respect to, among other things, doxycycline hyalite DR. On June 18, 2018, attorneys general of forty-five states, the District of Columbia and the Commonwealth of Puerto Rico filed an amended consolidated complaint against various drug manufacturers, including Heritage, Emcure and Emcure''s Chief Executive Officer, Satish Mehta based on the same alleged conduct. The consolidated complaint (the "State AG Complaint") was subsequently amended to add certain attorneys general alleging violations of federal and state antitrust laws, as well as violations of various states'' consumer protection laws.
The consolidated State AG Complaint alleges that Heritage engaged in anticompetitive conduct with respect to fifteen different drugs: acetazolamide; doxycycline monohydrate, doxycycline hyalite DR, fosinopril HCTZ, glipizide metformin, glyburide, glyburide metformin, leflunomide, meprobamate, nimodipine, nystatin, paromomycin, theophylline, verapamil, and zoledronic acid. The consolidated State AG Complaint also includes claims asserted by attorneys general of thirty-seven states and the Commonwealth of Puerto Rico against Heritage, Emcure, and certain individuals, including Emcure''s Chief Executive Officer, Satish Mehta, with respect to doxycycline hyclate DR. The allegations in the State AG Complaint are similar to those in the previously filed civil complaints (discussed below).
The consolidated State AG Complaint was transferred and consolidated into the ongoing multidistrict litigation captioned In re Generic Pharmaceuticals Pricing Antitrust Litigation, Case No. 16 MD 2724, which is currently pending in the United States District Court, Eastern District of Pennsylvania (the "Antitrust MDL").
On February 28, 2023, the Court in the Antitrust MDL denied almost all dispositive motions filed by the companies - and some of their former executives - to dismiss the price-fixing allegations
Emcure, Heritage and Satish Ramanlal Mehta have also reached a settlement agreement in principle with the Plaintiff States (the "States Settlement Agreement") which is being considered for approval by the Plaintiff States. The finality of the States Settlement Agreement is subject to approval by each individual Plaintiff State, To date, each individual Plaintiff State has now formally approved the States Settlement Agreement, with the limited exception of one remaining state, where approval still remains pending i,e. Louisiana.
E. Civil Litigation **
Beginning in 2016, Heritage, along with other manufacturers, has been named as a defendant in lawsuits generally alleging anticompetitive conduct with respect to generic drugs. The lawsuits have been filed by putative classes of direct purchases (the "Direct Purchaser Plantiffs"), 2 putative classes of indirect purchasers (the "Endpayer Plantiffs" and the "Indirect Reseller Plantiffs") and by individual opt out plantiff purchasers. They allege harm under federal and state antitrust laws, state consumer protection laws and unjust enrichment claims. Some of the lawsuits also name Emcure and Emcureâs Chief Executive Officer, Satish Mehta, as defendants and include allegations against them with respect to doxycycline hyclate DR. The lawsuits have been consolidated in the Antitrust MDL (referenced above).
A number of other lawsuits have been separately filed against Heritage, and various other manufacturers, by individual plaintiffs who have elected to opt-out of the putative classes. These complaints also generally allege anticompetitive conduct with respect to generic drugs which allegedly caused harm under federal and state antitrust laws, state consumer protection laws and unjust eniidihieiiL claims. These lawsuits have also been consolidated In the pending Antitrust MDL (referenced above).
Emcure, Heritage and Satish Ramanlal Mehta have entered into settlement agreements including (i) a settlement agreement dated October 31, 2023 for the settlement of all claims filed against Emcure and Heritage by all of the Direct Purchaser Plaintiffs in the Civil Cases (the "DPP Settlement Agreement"), and (ii) a settlement agreement dated November 28, 2023 for the settlement of all claims filed against Emcure and Heritage by all of the End-Payer Plaintiffs in the Civil Cases (the "EPP Settlement Agreement"). Settlements have yet to be negotiated with the Indirect Reseller Plaintiffs and the individual opt-out plaintiff purchasers in the Civil Cases, which comprise individual plaintiff purchasers that are not part of the classes of Direct Purchaser Plaintiffs and the End-Payer Plaintiffs Both the DPP Settlement Agreement and the EPP Settlement Agreement must be approved by the Court following the filing of motions seeking such approval by the Direct Purchaser Plaintiffs and the End-Payer Plaintiffs, respectively. On January 23, 2024, the Direct Purchaser Plaintiffs filed a motion for approval of the DPP Settlement Agreement, and on February 13, 2024, the Court granted preliminary approval to the DPP Settlement Agreement. The Court also scheduled a Final Approval Hearing for the DPP Settlement Agreement for September 23, 2024. We are currently waiting for the End-Payer Plaintiffs to file a similar motion for approval of the EPP Settlement Agreement as the next step.
** Company (the Company) has entered into an indemnity agreement with Avet Lifesciences Limited ("Avet Life"), whereby from the effective date of the scheme of arrangement, Avet Life has agreed to indemnify, defend and hold harmless the Company and directors, officers, employees, agent, representatives and shareholders of the Company (the "Indemnified Parties"), as applicable, from and against any and all the losses suffered oi incurred by the Indemnified Pailies, which arises uulof, ur lesulls fiurn oi In connection with any claim and any loss suffered by the Indemnified Parties on account of breach by Avet Life or its subsidiaries and affiliates of any covenants, undertakings and/or obligations of the Indemnification Deed, and in relation to losses arising out of certain identified claims including claims and obligations of the Company under pending litigations in the U.S. Pursuant to the Indemnification Deed, Avet Life will assume all losses or liability, and the payment obligation (if any), that would be owed by the Company in either the State AG Complaint or the Civil Cases under a negotiated settlement agreement, or an adverse verdict rendered by a jury against our Company or our officers, directors and employees. As a result of such indemnity agreement, our Company would be liable for any potential settlement obligation, or adverse jury verdict for the amount directed specifically against it, only in the event that Avet Life is unable to fully satisfy such an obligation or verdict.
J. General
From time to time, the Company is subject to various disputes, governmental and/or regulatory inquiries or investigations, and litigations, some of which result in losses, damages, fines and charges against the Company. While the Company intends to vigorously defend its position in the claims asserted against it, the ultimate resolution of a matter is often complex, time consuming, and difficult to predict. Therefore, except as described below, the Company does not currently have a reasonable basis to estimate the loss, or range of loss, that is reasonably possible with respect to matters disclosed in this note.
The Company records a provision in its standalone financial statements to the extent that it concludes that a contingent liability is probable and the amount can be estimated and has noted those contingencies below The Company''s assessments involve complex judgments about future events and often rely heavily on estimates and assumptions. The Company also incurs significant legal fees and related expenses in the course of defending its positions even if the facts and circumstances of a particular litigation do not give rise to a provision in the standalone financial statements.
|
A) Capital commitment |
Rs. In million |
||
|
Particulars |
31-Mar-24 |
31-Mar-23 |
|
|
Estimated amount of contracts remaining to be executed on capital account and |
819.45 |
644,87 |
|
|
not provided for (net of advances) |
|||
B) Other commitments
i) Export Oriented Unit compliance
The Company has set up 100% Export Oriented Unit (EOU) as per the permission granted by the Office of the Development Commissioner of SEEPZ, Special Economic 7one, KASF7, kandla, Ministry of commerce, Government of India. The authorities have, inter alia, laid down the following conditions, failure to comply the same will lead to cancellation / revocation of the permission:
i. The entire (100%) production shall be exported except the sales in domestic tariff area admissible as per entitlement.
ii. The EOU of the Company shall be a positive net foreign exchange earner during the block period of5years from the date of commencement of production failure to achieve the same the company will be liable for penal action*
As at the year end, the Company is in compliance with the condition laid down by the authorities and does not expect any non-compliance in future.
ii) Long-term contracts
The Company has a process whereby periodically all long-term contracts are assessed for material foreseeable losses, At the year end, the Company did not have any long-term contracts for which there were any material foreseeable losses (March 31 2023 : Nil)
iii) Derivative contracts
The Company has not entered into any derivative contracts during the year and has no derivative contract outstanding as at the year end.(March 31 2023 : Nil)
(3) Also refer note no. 47 for the details of the collateral security and note no. 42(c) for the details of financial guarantee given by the Company against the loans obtained by the subsidiaries,
(4) All related party transactions entered during the year and outstanding balances were in ordinary course of the business and are on an arm''s length basis* Outstanding balances are unsecured and to be settled in cash.
(5) On October 9, 2023, the Board of the Company approved proposal for acquisition of Canadian entities i.e. (i) JFL Inc., Gestion Nirdac Inc., Gestion Stephane Turcotte fncv Gpstinn Rpflan Inr, Gestion Fleoraph Inr (rn||prtivp|y ''Mantra Holdcos'') (ii) Mantra Pharma Inc (''Mantra'') (Hi) Mantra Distribution Inc (Subsidiary of Mantra Pharma Inr ) and (iv) Myriad Pharma Inc. (''Myriad'') for a consideration of CAD 57.64 million and issue of Preference shares which will be valued based on EBITDA of acquired group in .subsequent years Pursuant to said transaction, on Nnvpmhpr Ofi, 7073, Mantra Pharma Inr heramp siihsirliary of Marran Pharmarputirals Inr , a stpp down subsidiary of the Company.
Note 44: Assets and liabilities relating to employee benefits a) Defined contribution plans
The Company has certain defined contribution plans Contributions are made as per local regulations The contributions are made to registered provident fund/pension fund/other fund administered by the government- The obligation of the company is limited to the amount contributed and it has no further contractual nor any constructive obligation.
b) Post-employment obligations Gratuity
The Company has a defined benefit gratuity plan for employees governed by the Payment of Gratuity Act, 1972, Employees who are in continuous service for a period of 5 years are eligible for gratuity The amount of gratuity payable on retirement/termination is the employees last drawn basic salary per month computed proportionately for 15 days salary multiplied for the number of years of service The gratuity plan is a funded plan and the company makes contributions to fund managed by Life Insurance Corporation of India, Contributions are made as per the demands bv LIC of India.
f) Risk exposure
Through its defined benefit plans, the Company is exposed to a number of risks, the most significant of which are detailed
i) Asset volatility : The plan liabilities are calculated using a discount rate set with reference to bond yields; if plan assets underperform this yield,
this will create a deficit, All assets are maintained with fund managed by LIC of India
ii) Changes in bond yields: A decrease in bond yields will increase plan liabilities.
iii) Future salary escalation and inflation risk ! Rising salaries will often result in higher future defined benefit payments resulting in a higher present value of liabilities
especially unexpected salary increases provided at management''s discretion may lead to uncertainties in estimating this increasing risk,
Risk which arises If there Is a mismatch in the duration of the assets relative to the liabilities. By matching duration with the defined benefit liabilities, the company is successfully able to neutralize valuation swings caused by interest rate movements Hence company is encouraged to adopt asset-liability management
The Company''s assets are maintained in a trust fund managed by public sector insurance company via, LIC of India, LIC has a sovereign guarantee and has been providing consistent and competitive returns over the years.
g) Defined benefit liability and employer contributions
The Company has agreed that it will aim to eliminate the deficit in gratuity plan over the years. Funding levels are assessed by LIC on annual basis and the Company makes contribution as per the instructions received from LIC, The Company compares the expected contribution to the plan as provided by actuary with the instruction from LIC and assesses whether any additional contribution may be required. The Company considers the future expected contribution will not be significantly increased as compared to actual contribution.
The eligible employees, including directors, are determined by the Remuneration Committee from time to time. These options will vest over period of 3 to S years from the grant date and are subject to the condition of continued service of the employees.
Once vested the option can be exercised within 5 years from dale of Initial Public Offer (IPO). The exercise price of the options is equal to fair market value of the shares as determined by an independent valuer as at grant dales If IPO does not take place or shares are not listed within 2 years from the date of grant, Remuneration committee at its sole discretion, subject to prior approval of the Company''s shareholders'' can settle the vested options in cash or allow exercise of option before listing at a price arrived at by an independent valuer. Post approval of shareholders, 300,000 options have exercised and 210,000 ootions have been settled in cash durine the year ended March 31,2024.
Options granted under this scheme carry no dividend or voting rights, When exercised, one option is convertible into one equity share
No options have expired or exercised during the periods covered in the above table
Weighted average remaining contractual life of options as at year end is 6,29 Years (March 31, 2023 : 6.46 Years)
Fair value of equity settled share based payment arrangements:
No employee stock options were granted during the year ended March 31,2024.
2,80,000 employee stock options were granted during the year ended March 31, 2023, The fair value as at grant date is determined using the Black Scholes Merton Model which takes into account the exercise price, term of option, share price at grant date, expected price volatility of underlying share, expected dividend yield and risk free interest rate for the term of option.
Volatility Is a measure of the movement In the prices of the Underlying assets Since the Company is an unlisted Company, volatility of similar listed entities has been considered, txpected volatility has been based on an evaluation of the historical volatility of the similar listed entities (peers) share price, particularly over the historical period commensurate with the expected term. The expected term of the instrument has been based on historical experience and general option holder behaviour.
A) There is no significant change in the contract liabilities.
B) The Company satisfies its performance obligations pertaining to the sale of goods at point in time when the control of goods is actually transferred to the customers. No significant judgment is involved in evaluating when a customer obtains control of promised goods. The contract with customers are generally fixed price contract {except for contracts with subsidiaries, wherein llieie is variable consideration) subject to refund due to returns and do not contain any financing component. The payment is generally due within 7-180 days. The Company is obliged for returns/refunds due to expiry & saleable returns. There are no other significant obligations attached in the contract with customer.
C) There is no significant judgement involved in ascertaining the timing of satisfaction of performance obligation and in evaluating when a customer obtains control of promised goods. Transaction price ascertained for the performance obligation of the Company is agreed in the contract with the customer. Further, the variable consideration is an estimate amount arrived by using expected value method.
E) Major customer
There is no customer having sales of more than 10% of Company''s total revenue for the year ended Mai ch 31, 2024 and March 31, 2023.
Receivable from Avet Lifesciences Private Limited of Rs. 1,741.41 million is more than 10% of the Company''s total receivable for the year ended March 31, 2024.
Receivable from Avet Lifesciences Private Limited of Rs. 1,628.71 million and from Emcure Pharma Peru S.A.C. of Rs. 1,600.32 million is more than 10% of the Company''s total receivable for the year ended March 31, 2023.
The measurement of each segment''s revenues, expenses and assets is consistent with the accounting policies that are used in preparation of the Company''s consolidated financial statements. Accordingly, segment information has been provided only in the consolidated financial statements
The Company has received eligibility under Production Linked Incentive scheme of the Government of India, The Company has recognized income of Rs. 153,56 million as on March 31, 2024 (March 31, 2023 : Rs, 71 70 million) under the said scheme. Balance receivable under this scheme of Rs 155,00 million as on March 31, 2024 {March 31, 2023: Rs, 34 05 million) is disclosed under âother current financial assets1 There are no unfulfilled conditions or other contingencies attached to this grant.
Note 54 : Additional regulatory information required by Schedule III
i No proceedings have been initiated on or are pending against the Company for holding benami property under the Benami Transactions (Prohibition) Act, 1988 (45 of 1988) and Rules made thereunder.
ii. The Company has not been declared wilful defaulter by any bank or financial institution or government or any government authority iiL The Company has no transactions with the companies struck off under Companies Act, 2013 or Companies Act, 1956.
iv The Company has complied with the number of layers prescribed under the Companies Act, 2013.
v The Company has not entered into any scheme of arrangement which has an accounting impact on current financial year
vi. 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
vii. The Company has not received any fund from any person(s) or entity(ies), including foreign entities (Funding Party) with the understanding (whether recorded in writing or otherwise) that the Company shall:
(a) directly or indirectly lend or invest in other persons or entities identified in any manner whatsoever by or on behalf of the Funding Party (Ultimate Beneficiaries) or
(b) provide any guarantee, security or the like on behalf of the ultimate beneficiaries
viii. There is no income surrendered or disclosed as income dutitig the current or pievious year in the tax assessments under the Income Tax Act, 1961, that has not been recorded in the books of account
ix. The Company has not traded or invested in crypto currency or virtual currency during the current or previous year.
x. The Company has not revalued its property, plant and equipment (including right-of-use assets) or intangible assets or both during the current or previous year.
xi. The title deeds of all the immovable properties (other than properties where the company is the lessee and the lease agreements are duly executed in favour of the lessee), as disclosed in note 2A to the financial statements, are held in the name of the company.
xii. There are no charges or satisfaction which are yet to be registered with the Registrar of Companies beyond the statutory period.
xiii. The borrowings obtained by the company from banks and financial institutions have been applied for the purposes for which such loans were was taken.
The Code on Social Security, 2020 (''Code'') relating to employee benefits during employment and post-employment benefits received Presidential assent in September 2020, The Code has been published in the Gazette of India However, the date on which the Code will come into effect has not been notified. The Company will assess the impact of the Code when it comes into effect and will record any related impact in the period the Code.
Note 57 : Initial Public Offering ("IPO")
During the year ended March 31, 2022, the Company had filed Draft Red Herring Prospectus (''DRHP'') with the Securities and Exchange Board of India ("SEBI"), and an application for In-principle approval from BSE Limited ("BSE") and National Stock Exchange of India Limited ("NSE") in connection with proposed Initial Public Offering ("IPO") of its equity shares. The Company in connection with proposed Initial Public Offering ("IPO") of its Equity Shares, received observation letter dated December 08, 2021 from the Securities and Exchange Board of India ("SEBI"), which was valid until December 07, 2022 and has since then lapsed. Accordingly the In-principle approvals received from BSE Limited ("BSE") and National Stock Exchange of India Limited ("NSE") on August 30, 2021 & September 08, 2021, respectively are no longer valid
During the year ended March 31, 2024, the Company has filed Draft Red Herring Prospectus (''DRHP 2023'') with the Securities and Exchange Board of India ("SEBI"), and an application for In-principle approval from BSE Limited ("BSE") and National Stock Exchange of India Limited ("NSE") in connection with proposed Initial Public Offering ("IPOâ) of its equity shares. The Company has received In-principle approval from BSE & NSE on March 28, 2024. The Company has responded to initial observations received from SEBI and awaits final observation letter.
Note 58 : HDT Matter
Emcure Pharmaceuticals, Ltd. ("Emcure") was sued by HDT in the United States District Court (US Court) on March 21, 2022 alleging misappropriation of its trade secrets. Emeu re defended the proceedings and on December 4, 2023, the US Court dismissed HDT''s claims without prejudice
Note 59 : Events occurring after the March 31, 2024
There are no significant events subsequent to year ended March 31, 2024.
Note 60 : Authorisation of Standalone Financial statements
The standalone financial statements were approved by the Board of Directors on May 27, 2024.
The notes referred to above form an integral part of the standalone financial statements.
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