A Oneindia Venture

Notes to Accounts of Bliss GVS Pharma Ltd.

Mar 31, 2025

The Company''s Liability towards gratuity
to its employees is covered by a group
gratuity poLicy with an insurance
company. The Gratuity Plan provides a
lump sum payment to vested employees
at retirement, death, incapacitation
or termination of employment, of
an amount based on the respective
employee''s salary and the tenure of
employment. Liability towards gratuity
is provided on the basis of an actuarial
valuation using the Projected Unit
Credit method and the current service
cost and interest on the net defined
benefit liability/ (asset) is recognised

in the statement of profit and Loss. Past
service cost is immediately recognised
in the statement of profit and Loss.
Actuarial gains and Losses net of
deferred taxes arising from experience
adjustment and changes in actuariaL
assumptions are recognised in other
comprehensive income in the period
in which they arise and aggregated
with retained earnings in statement of
changes in equity.

XI. Share Based Payment Transactions

The Company operates equity-settLed share
based remuneration plans for its employees.
ALL services received in exchange for the grant
of any share based payment are measured
at their fair vaLues on the grant date and
is recognised as an empLoyee expense,
in the profit or Loss with a corresponding
increase in equity, over the period that
the empLoyees become unconditionaLLy
entitLed to the options. The increase in
equity recognised in connection with share-
based payment transaction is presented as a
separate component in equity under "Share
Options Outstanding Account". The amount
recognised as an expense is adjusted to
reflect the actual number of stock options
that vest. Upon exercise of share options,
the proceeds received, net of any directly
attributabLe transaction costs, are aLLocated
to share capital up to the nominal (or par)
value of the shares issued with any excess
being recorded as share premium.

XII. Taxation

Tax Expense comprises of current tax
and deferred tax.

The current income tax charge is caLcuLated
on the basis of the tax Laws enacted or
substantiveLy enacted at the end of the
reporting period.

Deferred taxes arising from deductible and
taxabLe temporary differences between the
carrying amounts of assets and Liabilities in the
financiaL statements and the corresponding
tax bases used in the computation of taxabLe
profits. Deferred tax LiabiLities and assets are
measured at the tax rates that are expected
to appLy in the period in which the LiabiLity is
settLed or the asset is reaLised, based on tax
rates (and tax Laws) that have been enacted
or substantiveLy enacted by the end of the
reporting period.

The deferred tax arising from the initiaL
recognition of goodwiLL or an asset or
LiabiLity in a transaction that is not a business
combination and affects neither accounting
nor taxabLe profit or Loss at the time of the
transaction are not recognised. The Company
has recognised deferred tax on right-of-use
assets and Lease LiabiLities on gross basis in
accordance with the amendment to Ind AS 12.

f) Recent Pronouncements

Ministry of Corporate Affairs ("MCA") notifies
new standards or amendments to the existing
standards under Companies (Indian Accounting
Standards) Rules as issued from time to time.
For the year ended March 31, 2025, MCA has
notified Ind AS - 117 Insurance Contracts and
amendments to Ind AS 116 - Leases, relating to
saLe and Leaseback transactions, appLicabLe to the
Company w.e.f. April 1, 2024. The Company has
reviewed the new pronouncements and based on
its evaLuation the Company does not have any
impact on its financiaL statements.

F) The rights, preferences and restrictions attaching to each class of shares including restrictions on the distribution of
dividends and the repayment of capital.

The Company has only one class of Equity Shares having a par value of H 1 /- per share. Each Shareholder is eligible for
one vote per share held. The dividend proposed by the Board of Directors is subject to the approval of the shareholders
in the ensuing Annual General Meeting, except in case of interim dividend. In the event of liquidation of the Company,
the holders of equity shares will be entitled to receive any of the remaining assets of the Company, in proportion to the
number of equity shares held by them.

G) The Company has reserved 60,00,000 Equity Shares of face value of H 1 /- under Employee Stock Option Plan-2019.
(Refer Note 39)

H) The Company has not made any preferential allotment or private placement of shares or convertible debentures (fully,
partially or optionally convertible) during the year.

I) The Board of Directors in their meeting held on May 12, 2025 proposed a final dividend of H 0.50 paisa per share (March
31, 2024 - H 0.50 paisa per share).

Nature and Purpose of Reserves:

(i) Securities Premium

Securities premium is used to record the premium on issue of shares. This is to be utilised in accordance with the
provisions of the Companies Act, 2013.

(ii) General Reserve

The general reserve is a free reserve, retained from Company''s profits. The reserves can be utilised as per the provisions
of the Companies Act, 2013.

(iii) Share Options Outstanding Account

The share options outstanding account relates to share options granted by the Company to its employees under its
employee share option plan.

1. Term Loan from Banks

a) Includes foreign currency term loan of H 2,294.23 Lakh (As at March 31, 2024 - H 3,238.27 Lakh) including current
maturities of
H 1,019.66 Lakh (As at March 31, 2024 - H 996.39 Lakh) availed for Palghar (East) Plant from Federal
Bank Limited. The loan is secured by:

i) Exclusive charge on Land and Building, Plant and Machinery situated at Survey no 43 (P) and 44 (P) at Plots

1.2 and 3, in Village Vevoor, Palghar East - 410404.

ii) Lien mark on FD amounting to H 1,000 Lakh.

iii) Second pari passu charge on entire current assets of the Company.

The rate of interest is 3 months Euribor 1.5%. The loan is repayable in quarterly installments till April, 2027.

b) Includes additional foreign currency term loan of H 1,297.25 Lakh (As at March 31, 2024 - H 1,858.39 Lakh) including
current maturities of
H 604.53 Lakh (As at March 31, 2024 - H 590.74 Lakh) availed for Palghar (East) Plant from
Federal Bank Limited. The loan is secured by:

i) Exclusive charge on Land and Building, Plant and Machinery situated at Survey no 43 (P) and 44 (P) at Plots

1.2 and 3, in Village Vevoor, Palghar East - 410404.

ii) Lien mark on FD amounting to H 1,000 Lakh.

iii) Second pari passu charge on entire current assets of the Company.

The rate of interest is 3 months Euribor 1.75%. The loan is repayable in quarterly installments till June, 2027.

c) Includes foreign currency term loan of H 1,167.08 Lakh (As at March 31, 2024 - H 392.64 Lakh) including current
maturities of
H 1,167.08 Lakh (As at March 31, 2024 - H 392.64 Lakh) availed for Palghar (East) Plant from Federal
Bank Limited. The loan is secured by:

i) Exclusive charge on Land and Building, Plant and Machinery situated at Survey no 43 (P) and 44 (P) at Plots

1.2 and 3, in Village Vevoor, Palghar East - 410404.

ii) Lien mark on Fixed deposit amounting to H 1,000.00 Lakh.

iii) Second pari passu charge on entire current assets of the Company.

The rate of interest is 3 months Euribor 1.45%. The loan is repayable in quarterly installments till December, 2025.

d) Term loans were applied for the purpose for which the loans were obtained.

2. The loans from bank are also secured by personal guarantee of Mr. Gagan Harsh Sharma, Managing Director

of the Company.

3. Quarterly statements of current assets filed by the Company with banks are in agreement with the books of accounts.

4. The Company is not declared as wilful defaulter by any bank or financial institution or any other lender.

5. There are no pending registration of charges or satisfaction of charges with pending with Registrar of Companies

i) Secured Loans from banks include working capital loans secured by exclusive charge by way of hypothecation of entire
current assets of the Company.

ii) First pari passu charge on Plots 10 & 11, Aliyali Village, Palghar (West); Plot 12, Aliyali Village, Palghar (West).

iii) Second charge on factory building and office premises of the Company both present and future.

iv) Exclusive charge on the fixed deposits H 1,200.00 Lakh as margin for pre and post shipment limits along with Non fund
based facilities.

v) The loans are also secured by personal guarantee of Mr. Gagan Harsh Shama, Managing Director of the Company.

vi) The Company has taken working capital loans at interest ranging from 5.81% to 7.71% per annum.

vii) Includes foreign bill discounting limits with Federal bank which are secured against the foreign debtors.

viii) Includes packing credit limit which is also secured by inventory and books debts of the Company.

Note 19. Current Financial Liabilities - Borrowings (Contd...)

ix) Quarterly statements of current assets filed by the Company with banks are in agreement with the books of accounts.

x) The Company is not declared as wilful defaulter by any bank or financial institution or any other lender.

xi) The Company has not utilised any funds raised on short term basis for long term purpose.

xii) The Company has not raised any loans during the year on the pledge of securities held in its subsidiaries.

b. The above table excludes investments in Subsidiaries amounting to H 1,868.95 Lakh (March 31, 2024 H 1,868.95 Lakh)
measured at amortised cost net of provision for impairment in the value of investments.

Fair Value Hierarchy and Measurement of Fair Value

The fair values of the financial assets and liabilities are included at the amount that would be received to sell an asset or
paid to transfer a liability in an orderly transaction between market participants at the measurement date. Methods and
assumptions used to estimate the fair values are consistent in both years.

This section explains the judgements and estimates made in determining the fair values of the financial instruments that
are (a) recognised and measured at fair value and (b) measured at amortised cost and for which fair values are disclosed
in the financial statements. To provide an indication about the reliability of the inputs used in determining fair value,
the Company has classified its financial instruments into the three levels prescribed under the accounting standard. An
explanation of each level follows underneath the table.

Level 1: Level 1 hierarchy includes financial instruments measured using quoted prices. The Company doesn''t have
investment in equity instruments that have quoted price.

Level 2: The fair value of financial instruments that are not traded in an active market is determined using valuation
techniques which maximise the use of observable market data and rely as little as possible on entity-specific estimates.
If all significant inputs required to fair value an instrument are observable, the instrument is included in level 2.
Instruments in the level 2 category for the Company include forward exchange contract derivatives.

Level 3: If one or more of the significant inputs is not based on observable market data, the instrument is included in this
level. Instruments in level 3 category for the Company include unquoted equity shares.

Fair Value for Assets Measured at Amortised Cost

During the years mentioned above, there have been no transfers amongst the Levels of hierarchy.

The carrying amounts of trade receivables, cash and cash equivalents, and other bank balances, current loans, other
financial assets, borrowings, leases, trade payables and other financial liabilities are considered to be approximately
equal to the fair value.

The fair values disclosed above are based on discounted cash flows using a current borrowing rate. They are classified as
level 3 fair values in the fair value hierarchy due to the use of unobservable inputs.

Valuation Process

The Company evaluates the fair value of financial assets and financial liabilities on periodic basis using the best and
most relevant data available. Also, the Company internally evaluates the valuation process and obtains independent
price validation for certain instruments wherever necessary.

Note 35 (I). Financial Risk Management

The Company''s business activities are exposed to credit risk, liquidity risk and market risks. Market risks comprises of interest
rate risks, foreign currency risk and price risk management. The Company''s senior management and key management
personnel have the ultimate responsibility for managing these risks faced by the Company, to set appropriate risk limits,
to control and monitor risks and adherence to these limits. Risk management policies and system are reviewed regularly to
reflect changes in market conditions and Company''s activities. Further, the Audit Committee undertakes regular review of
risk management controls and procedures.

A. Credit Risk Management

The Company is exposed to credit risk from loans to Group companies, bank balances, security deposits, investments
measured at amortised cost, trade receivables and other current financial assets.

Credit risk arises from cash and bank balances, current and non-current loans, trade receivables and other financial
assets measured at amortised cost.

Credit risk arises from the possibility that counter party may not be able to settle their obligations as agreed.

The Company periodically assesses the financial reliability of the counter party, taking into account the financial
condition, current economic trends, and analysis of historical bad debts and ageing of accounts receivable. Individual
limits are set accordingly.

Investments at Amortised Cost are strategic investments in associated lines of business activity, the Company closely
monitors the performance of these Companies.

Bank deposits are placed with reputed banks/financial institutions. Hence, there is no significant credit risk on such
fixed deposits.

Loans and other deposits are mostly placed with Group companies and government authorities hence the risk of credit
loss is negligible. Loans to Group companies are reassessed at every reporting dates. The loans are extended for
business activities.

Note 35 (I). Financial Risk Management (Contd..)

Trade Receivable: The Company trades with recognised and credit worthy third parties. It is the Company''s policy that
all customers who wish to trade on credit terms are subject to credit verification procedures. In addition, receivable
balances are monitored on an on-going basis and any significant risk to the Company''s exposure, if identified, is further
analysed for the purpose of provisioning/impairment in the books of accounts. The Company has computed credit loss
allowances based on expected credit loss model, which excludes transactions with subsidiaries. Also, the Company
does not enter into sales transaction with customers having credit loss history. There are no significant credit risks with
related parties of the Company. The Company is exposed to credit risk in the event of non-payment by customers. Also,
credit risk in some of cases are mitigated by letter of credit/advances from the customer.

B. Liquidity Risk

Liquidity risk is defined as the risk that the Company will not be able to settle or meet its obligations on time or at a
reasonable price. For the Company, liquidity risk arises from obligations on account of financial liabilities.

- Borrowings, leases, trade payables and other financial liabilities.

Liquidity Risk Management

The Company manages its liquidity risk by regularly monitoring its rolling cash flow forecasts. The Company''s operations
provide a natural liquidity of receivables against payments due to creditors. Borrowings are managed through credit
facilities agreed with the Banks, internal accruals and realisation of liquid assets. In the event of cash shortfalls, the
Company approaches the lenders for a suitable term extension.

(ii) Foreign Currency Risk

The Company is exposed to foreign exchange risk arising from foreign currency receivables and payables. The
foreign currency exposures are to USD, EURO, GBP and PHP.

Foreign Currency Risk Management

Considering the time duration of exposures, the Company believes that there will be no significant impact on
account of fluctuation in exchange rates.

Financial and Derivative Instrument

The Company has entered into Forward Exchange Contracts (being a derivative instrument), which are not intended
for trading or speculative purpose, but are for hedge purpose, to establish the amount of reporting currency required
or available at the settlement date of certain receivables. The sell contracts outstanding as on March 31, 2025 are
USD 360.00 Lakh (As at March 31, 2024 USD 215.00 Lakh) and Euro 66.00 Lakh (As at March 31, 2024 Euro 62.00
Lakh) with INR as cross currency.

(iii) Price Risk Management

The Company holds investments in equity for strategic management purposes and classified in the balance sheet
at amortised cost. The Company evaluates the performance of its investments on a periodic basis. Also, the
investments have been placed for a long term objective and any deterioration for a temporary period is not taken
into account while evaluating the performance of its investments.

Note 35 (II). Capital Risk Management

For the purpose of Company''s capital management, capital includes issued capital, all other equity reserves and debts.
The primary objective of the Company''s capital management is to maximise shareholders value. The Company manages
its capital structure and makes adjustments in the light of changes in economic environment and the requirements of the
financial covenants. The Company monitors capital using gearing ratio, which is total borrowing divided by total capital
(equity plus net debt). Total borrowings are non-current and current borrowings. Equity comprises all components including
other comprehensive income.

^Subsequent Event - Sale of Step-down Subsidiary Green life Bliss Healthcare Ltd, Nigeria:

The Company, subsequent to the reporting date of March 31, 2025 through its subsidiary Bliss GVS International Pte Ltd,
Singapore has entered into a Memorandum of Understanding (MoU) in April 2025 for sale of its 51% investment in its step-
down subsidiary Greenlife Bliss Healthcare, Nigeria with the non-controlling shareholders. The transaction is expected to be
completed by September 30, 2025.

As no conditions existed as of the reporting date, indicating that the carrying amount of the assets and liabilities of the
subsidiary will be recovered principally through sale rather than through continuing use, the event is a non-adjusting event
as per Ind AS 10 and hence, the subsidiary''s assets and liabilities are not classified as held for sale under Ind AS 105 - Non¬
Current Assets Held for Sale and Discontinued Operations.

The consideration agreed for the sale of the step-down subsidiary is USD 1,300,000.

Note: The Gratuity fund is entirely invested in Group Gratuity Policy with the Life Insurance Corporation of India. The
information on the allocation of the funds into major asset classes and the expected return on each class is not readily available.

Leave Encashment

The Company provides for accumulation of leave encashment (compensated absences) by all permanent employees. These
employees can carry forward a portion of the unutilised compensated absences and utilise them in future periods or receive
cash in lieu thereof as per the Company''s policy. The Company records a liability for compensated absences in the period in
which the employee renders the services that increases this entitlement. The total liability recorded by the Company towards
this obligation was H 149.32 Lakh as at March 31, 2025 (March 31, 2024 - H 13.50 Lakh).

Note 39. Employee Stock Option Plan, 2019

The members of Nomination and Remuneration Committee of the Board of Directors of the Company in its Meeting held on
March 07, 2020 have approved grant of 27,61,000 Options, on meeting held on April 05, 2021 granted 7,30,000 Options,
on meeting held on April 30, 2022 granted 5,72,000 Options, on meeting held on May 11, 2023 granted 11,55,000 and on
meeting held on May 02, 2024 granted 7,56,000 out of total 60,00,000 Options under Bliss GVS Pharma Limited - Employee
Stock Options Plan 2019 to the eligible employees of the Company at an exercise price of H 43 per option/per share. Employee
Stock Options Plan 2019 options were accepted on April 7, 2020, on May 4, 2021, on June 2, 2022, on June 12, 2023 and on
June 03, 2024 by eligible employees.

Note 42. Segment Disclosure

The consolidated financial statements of the Company contains segment information as per IND AS 108 - Operating Segments
accordingly separate information is not included in the Standalone financial statement.

Note 43. Disclosure required under Micro, Small and Medium Enterprises Development Act, 2006 (the
MSME Act) are given as follows:

This information as required under the Micro, Small and Medium Enterprises Development Act, 2006 has been determined
to the extent such parties have been identified on the basis of information available with the Company. This information has
been relied upon by the Auditors.

Note 44. Investment Property

Investment property comprises of Land at Palghar, Maharashtra and Godown in Siddhagiri Industrial Estate, Palghar and is
held for the purpose of capital appreciation. The Company carries out periodic valuation of the same. There is ''Nil'' rental
income from the land at Palghar and H 1.99 Lakh (March 31, 2024 - H 1.94 Lakh) from Godown at Palghar. The Company has
carried out valuation of Investment Property in accordance with para 32 of Ind AS 40 Investment Property and it is obtained
from registered valuer as defined under rule 2 of the Companies (Registered Valuers and Valuation) Rules, 2017.

(h) The amounts receivable from customers become due after expiry of credit period which ranges between 0-240 days.
There is no significant financing component in any transaction with the customer.

Note 46. Impairment of Financial Assets

Trade receivable outstanding are classified among regions as trade receivables of Africa, India and Global excluding Africa
for last 5 years on quarterly basis into buckets on the basis of due dates as follows: 0-90 days; 90-180days; 181-365 days;
366-730 days; > 730 days and then proportion of amount in each bucket to total trade receivable is worked out. Average of
entire 5 year of each bucket than two years average of the 5 year average is calculated. Probability of trade receivable in
each bucket shifting to next bucket is calculated. Average of all the bucket wise probability of all 5 years is calculated and
multiplied to the total trade receivable of that region in that particular bracket. Likewise expected credit loss is worked out for
all three regions mentioned above and aggregate of all three is recognised as expected credit loss in profit and loss account.

Note 47. Code on Social Security, 2020

The Indian Parliament has approved the Code on Social Security, 2020 which would impact the contributions by the Company
towards Provident Fund and Gratuity. The Ministry of Labour and Employment has released draft rules for the Code on Social
Security, 2020 on November 13, 2020. However, the date on which the code will come into effect has not been notified. The
Company will assess the impact and will record any related impact in the period once the code becomes effective.

Note 50. During the previous year ended March 31, 2024, the Board of Directors of the Company in its meeting held on
February 16, 2024, has approved an internal restructuring of foreign subsidiaries of the Company to create synergies across
the business, strengthen capital structure and establish the leaner structure of the Company at the Group level without any
change in ultimate ownership of the Company over the subsidiaries. The following were approved by the Board of Directors.

a. Change in Ownership by way of transfer of entire equity stake of Asterisk Lifesciences (GH) Limited held by Asterisk
Lifesciences Limited (UK), a wholly-owned subsidiary of the Company to Bliss GVS International Pte. Ltd. (Singapore),
a wholly-owned subsidiary of the Company. Asterisk Lifesciences (GH) Limited has been sold to Bliss GVS International
Pte Ltd (Singapore) on February 29, 2024.

b. Voluntary Liquidation of Asterisk Lifesciences DRC, a step-down subsidiary of the Company in the Democratic Republic
of Congo due to macro-economic business scenarios. As the Company has appointed liquidator, the Company has
lost control of Asterisk Lifesciences DRC from the date liquidator is appointed and thus the Group has impaired the
investments and loans aggregating to
H 117.46 Lakh in the books of Bliss GVS International Pte Limited (Singapore) and
has derecognised the step-down subsidiary from Consolidation w.e.f February 19, 2024.

c. Conversion of the loan USD 50,00,000 (H 4,151.88 Lakh) granted by the Company to Bliss GVS International Pte. Ltd.
("BGIPL"), Singapore a wholly owned subsidiary of the Company into Equity Shares of Bliss GVS International Pte. Ltd
on February 23, 2024.

Note 52. In previous year, Exceptional item pertains to impairment of investment in its wholly-owned subsidiary Bliss
International Pte Ltd amounting to
H 4,108.61 Lakh (USD 49,27,931) for the year ended March 31, 2024.

As at March 31, 2024, the Company has invested in, given loans, accrued interest and due thereon and trade receivables
from above mentioned subsidiary and its step-down subsidiaries aggregating to
H 15,255.83 Lakh. This subsidiary have a
consolidated negative net worth as at March 31, 2024. Further, one of its step-down subsidiary is in Nigeria, where the
economy has been facing challenges due to various factors such as low oil prices, inflation, unemployment, and security
concerns since past one year. Inflation has been a persistent issue in Nigeria, driven by factors such as currency depreciation,
supply chain disruptions, and fiscal deficits. High inflation has eroded purchasing power and affected the cost of living for
Nigerian citizens. Overall, annual inflation, which is the average rate at which prices go up, is now close to 25% - the highest
figure in nearly three decades. The cost of food has risen even more by 35%. Due to such economic scenarios in the country
of its one step-down subsidiary, the Company has decided to carry out impairment testing of the investments in subsidiaries
as required under Ind AS 36. The valuation of the Companies was determined using forecast of future revenues, operating
margins and discount rates while determining the corresponding recoverable values using discounted cash flow method. The
fair valuation of the investment arrived by DCF method was lower than the carrying value of investment in these Companies
which has resulted in impairment of investment amounting to
H 4,108.61 Lakh in standalone financial statements.

For the current year, management has carried out the impairment testing for the above subsidiary and determined that no
additional impairment is required.

Note 53. There are no Benami properties held by the Company. Also, there has been no proceedings initiated or pending
against the Company for holding any benami property under the Benami Transactions (Prohibition) Act, 1988 (45 of 1988)
and rules made thereunder.

Note 54. The Company doesn''t have any transactions with companies struck off under section 248 of the Companies Act,
2013 or section 560 of the Companies Act, 1956.

Note 55. The Company has not traded or invested in Crypto currency or Virtual currency during the financials year.

Note 56. There are no transactions which are recorded in the books of account which have been surrendered or disclosed as
income during the year in the tax assessments under the Income Tax Act, 1961 (43 of 1961).

Note 57. The Company has not advanced or loaned or invested (either from borrowed funds or share premium or any
other source of funds) to other person(s) or entity(ies), including foreign entities (Intermediaries) with the understanding
that the intermediary shall whether directly or indirectly lend or invest in other persons or entities identified in any manner
whatsoever by or behalf of the Company (Ultimate Beneficiaries) or provide any guarantee, security or like on or behalf of the
Ultimate Beneficiaries.

The Company has not received any funds from any person(s) or entity(ies), including foreign entities (Funding Party) with the
understanding whether directly or indirectly lend or invest in other persons or entities identified in any manner whatsoever by
or behalf of the Company (Ultimate Beneficiaries) or provide any guarantee, security or like on or behalf of the Funding Party
(Ultimate Beneficiaries) or provide any guarantee, security or like on or behalf of the Ultimate Beneficiaries.

Note 58. The standalone financial statements were authorised for issue in accordance with resolution passed by the Board
of Directors on May 12, 2025.

As per our report of even date attached For and on behalf of the Board of Directors of

For Kalyaniwalla & Mistry LLP Bliss GVS Pharma Limited

Chartered Accountants

Firm Registration No: 104607W/W100166

Dr. Nandkumar K Chodankar Gagan Harsh Sharma

Chairman Managing Director

DIN:02736718 DIN:07939421

Jamshed K. Udwadia Deepak Sawant Aditi Bhatt

Partner Chief Financial Officer Company Secretary

Membership No. 124658

Place: Mumbai Place: Mumbai

Date: May 12, 2025 Date: May 12, 2025


Mar 31, 2024

F) The rights, preferences and restrictions attaching to each class of shares including restrictions on the distribution of dividends and the repayment of capital.

The Company has only one class of Equity Shares having a par value of H 1 /- per share. Each Shareholder is eligible for one vote per share held. The dividend proposed by the Board of Directors is subject to the approval of the shareholders in the ensuing Annual General Meeting, except in case of interim dividend. In the event of liquidation of the Company, the holders of equity shares will be entitled to receive any of the remaining assets of the Company, in proportion to the number of equity shares held by them.

G) The Company has reserved 60,00,000 Equity Shares of face value of H 1 /- under Employee Stock Option Plan-2019. (Refer Note 38)

H) The Company has not made any preferential allotment or private placement of shares or convertible debentures (fully, partially or optionally convertible) during the year.

I) The Board of Directors in their meeting held on May 02, 2024 proposed a dividend of H 0.50 per share (March 31, 2023 - H

0.50 per share).

Nature and Purpose of Reserves:

(i) Securities Premium

Securities premium is used to record the premium on issue of shares. This is to be utilised in accordance with the provisions of the Companies Act, 2013.

(ii) General Reserve

The general reserve is a free reserve, retained from Company''s profits. The reserves can be utilised as per the provisions of the Companies Act, 2013.

(iii) Share Options Outstanding Account

The share options outstanding account relates to share options granted by the Company to its employees under its employee share option plan.

(iv) Retained Earnings

Retained earnings are the profits that the Company has earned till date, less any transfers to general reserve, dividends, or other distributions paid to shareholders.

1. Term Loan from Banks

a) Includes foreign currency term loan of H 3,238.27 Lakh (As at March 31, 2023 - H 4,206.01 Lakh) including current maturities of H 996.39 Lakh (As at March 31, 2023 - H 989.65 Lakh) availed for Palghar (East) Plant from Federal Bank Limited. The loan is secured by:

i) Exclusive charge on Land and Building, Plant and Machinery situated at Survey no 43 (P) and 44 (P) at Plots

1.2 and 3, in Village Vevoor, Palghar East - 410404.

ii) Lien mark on FD amounting to H 1,000 Lakh.

iii) Second pari passu charge on entire current assets of the Company.

The rate of interest is Euribor 3 months 1.5%. The loan is repayable in quarterly installments till April, 2027.

b) Includes additional foreign currency term loan of H 1,858.39 Lakh (As at March 31, 2023- H 999.29 Lakh) including current maturities of H 590.74 Lakh (As at March 31, 2023 - H 146.69 Lakh) availed for Palghar (East) Plant from Federal Bank Limited. The loan is secured by:

i) Exclusive charge on Land and Building, Plant and Machinery situated at Survey no 43 (P) and 44 (P) at Plots

1.2 and 3, in Village Vevoor, Palghar East - 410404.

ii) Lien mark on FD amounting to H 1,000 Lakh.

iii) Second pari passu charge on entire current assets of the Company.

The rate of interest is Euribor 3 months 1.75%. The loan is repayable in quarterly installments starting from March, 2024 till May, 2027.

c) Includes foreign currency term loan of H 392.64 Lakh (As at March 31, 2023- Nil) including current maturities of H 392.64 Lakh (As at March 31, 2023 - Nil) availed for Palghar (East) Plant from Federal Bank Limited. The loan is secured by:

i) Exclusive charge on Land and Building, Plant and Machinery situated at Survey no 43 (P) and 44 (P) at Plots

1.2 and 3, in Village Vevoor, Palghar East - 410404.

ii) Lien mark on Fixed deposit amounting to H 1,000 Lakh.

iii) Second pari passu charge on entire current assets of the Company.

The rate of interest is Euribor 3 months 1.45%. The loan is repayable in quarterly installments starting from September, 2024.

d) Term loans were applied for the purpose for which the loans were obtained.

2. The loans from bank are also secured by personal guarantee of Mr. Gagan Harsh Sharma, Managing Director of the Company.

3. Quarterly statements of current assets filed by the Company with banks are in agreement with the books of accounts.

4. The Company is not declared as wilful defaulter by any bank or financial institution or any other lender.

5. There are no pending registration of charges or satisfaction of charges with pending with Registrar of Companies.

i) Secured Loans from banks include working capital loans secured by exclusive charge by way of hypothecation of entire current assets of the Company.

ii) First pari passu charge on Plots 10 & 11, Aliyali Village, Palghar (West); Plot 12, Aliyali Village, Palghar (West).

iii) Second charge on immovable and movable fixed assets of the Company both present and future.

iv) Exclusive charge on the fixed deposits H 1,200 Lakh as margin for pre and post shipment limits along with Non fund based facilities.

v) The loans are also secured by personal guarantee of Mr. Gagan Harsh Shama, Managing Director of the Company.

vi) The Company has taken working capital loans at interest ranging from 4.40% to 6.74% per annum.

vii) Includes foreign bill discounting limits with Federal bank which are secured against the foreign debtors.

viii) It includes packing credit limit which is also secured by inventory and books debts of the Company.

ix) Quarterly statements of current assets filed by the Company with banks are in agreement with the books of accounts.

x) The Company is not declared as wilful defaulter by any bank or financial institution or any other lender.

xi) The Company has not utilised any funds raised on short term basis for long term purpose.

xii) The Company has not raised any loans during the year on the pledge of securities held in its subsidiaries.

Basic Earning per Share is calculated by dividing the profit attributable to the equity shareholders by the weighted average number of equity shares outstanding during the year. Diluted Earnings per Share is calculated by dividing the net profit attributable to the equity holders of the Company by the weighted average number of equity shares considered for deriving basic earnings per equity share and the weighted average number of equity shares that could have been issued upon conversion of all dilutive potential equity shares. Diluted potential equity shares are deemed converted as at the beginning of the period, unless issued at a later date.

Note 33. Fair Value Measurements

a. Accounting Classification and Fair Values

The following table shows the carrying amounts and fair values of financial assets and financial liabilities, including their levels in the fair value hierarchy. It does not include fair valuation information for financial assets and financial liabilities not measured at fair value if the carrying amount is reasonable approximation of fair value.

b. The above table excludes investments in Subsidiaries amounting to H 1,868.95 Lakh (March 31, 2023 H 1,825.68 Lakh) measured at amortised cost net of provision for impairment in the value of investments.

Fair Value Hierarchy and Measurement of Fair Value

The fair values of the financial assets and liabilities are included at the amount that would be received to sell an asset or paid to transfer a liability in an orderly transaction between market participants at the measurement date. Methods and assumptions used to estimate the fair values are consistent in both years.

This section explains the judgements and estimates made in determining the fair values of the financial instruments that are (a) recognised and measured at fair value and (b) measured at amortised cost and for which fair values are disclosed in the financial statements. To provide an indication about the reliability of the inputs used in determining fair value, the Company has classified its financial instruments into the three levels prescribed under the accounting standard. An explanation of each level follows underneath the table.

Level 1: Level 1 hierarchy includes financial instruments measured using quoted prices. The Company doesn''t have investment in equity instruments that have quoted price.

Level 2: The fair value of financial instruments that are not traded in an active market is determined using valuation techniques which maximise the use of observable market data and rely as little as possible on entity-specific estimates. If all significant inputs required to fair value an instrument are observable, the instrument is included in level 2. Instruments in the level 2 category for the Company include forward exchange contract derivatives.

Level 3: If one or more of the significant inputs is not based on observable market data, the instrument is included in this level. Instruments in level 3 category for the Company include unquoted equity shares.

Fair Value for Assets Measured at Amortised Cost

During the years mentioned above, there have been no transfers amongst the levels of hierarchy.

The carrying amounts of trade receivables, cash and cash equivalents, and other bank balances, current loans, other current financial assets, current borrowings, trade payables and other financial liabilities are considered to be approximately equal to the fair value.

The fair values disclosed above are based on discounted cash flows using a current borrowing rate. They are classified as level 3 fair values in the fair value hierarchy due to the use of unobservable inputs.

Valuation Process

The Company evaluates the fair value of financial assets and financial liabilities on periodic basis using the best and most relevant data available. Also, the Company internally evaluates the valuation process and obtains independent price validation for certain instruments wherever necessary.

Note 34 (I). Financial Risk Management

The Company''s business activities are exposed to credit risk, liquidity risk and market risks. Market risks comprises of interest rate risks, foreign currency risk and price risk management. The Company''s senior management and key management personnel have the ultimate responsibility for managing these risks faced by the Company, to set appropriate risk limits, to control and monitor risks and adherence to these limits. Risk management policies and system are reviewed regularly to reflect changes in market conditions and Company''s activities. Further, the Audit Committee undertakes regular review of risk management controls and procedures.

A. Credit Risk Management

The Company is exposed to credit risk from loans to Group companies, bank balances, security deposits, investments measured at amortised cost, trade receivables and other current financial assets.

Credit risk arises from cash and bank balances, current and non-current loans, trade receivables and other financial assets measured at amortised cost.

Credit risk arises from the possibility that counter party may not be able to settle their obligations as agreed.

The Company periodically assesses the financial reliability of the counter party, taking into account the financial condition, current economic trends, and analysis of historical bad debts and ageing of accounts receivable. Individual limits are set accordingly. Investments at Amortised Cost are strategic investments in associated lines of business activity, the Company closely monitors the performance of these Companies.

Bank deposits are placed with reputed banks/financial institutions. Hence, there is no significant credit risk on such fixed deposits.

Loans and other deposits are mostly placed with Group companies and government authorities hence the risk of credit loss is negligible. Loans to Group companies are reassessed at every reporting dates. The loans are extended for business activities.

Trade Receivable: The Company trades with recognised and credit worthy third parties. It is the Company''s policy that all customers who wish to trade on credit terms are subject to credit verification procedures. In addition, receivable balances are monitored on an on-going basis and any significant risk to the Company''s exposure, if identified, is further analysed for the purpose of provisioning/impairment in the books of accounts. The Company has computed credit loss allowances based on expected credit loss model, which excludes transactions with subsidiaries. Also, the Company does not enter into sales transaction with customers having credit loss history. There are no significant credit risks with related parties of the Company. The Company is exposed to credit risk in the event of non-payment by customers. Also, credit risk in some of cases are mitigated by letter of credit/advances from the customer.

B. Liquidity Risk

Liquidity risk is defined as the risk that the Company will not be able to settle or meet its obligations on time or at a reasonable price. For the Company, liquidity risk arises from obligations on account of financial liabilities.

- Borrowings, trade payables and other financial liabilities.

Liquidity Risk Management

The Company manages its liquidity risk by regularly monitoring its rolling cash flow forecasts. The Company''s operations provide a natural liquidity of receivables against payments due to creditors. Borrowings are managed through credit facilities agreed with the Banks, internal accruals and realisation of liquid assets. In the event of cash shortfalls, the Company approaches the lenders for a suitable term extension.

(ii) Foreign Currency Risk

The Company is exposed to foreign exchange risk arising from foreign currency receivables and payables. The foreign currency exposures are to USD, EURO, GBP and PHP.

Foreign Currency Risk Management

Considering the time duration of exposures, the Company believes that there will be no significant impact on account of fluctuation in exchange rates.

Financial and Derivative Instrument

The Company has entered into Forward Exchange Contracts (being a derivative instrument), which are not intended for trading or speculative purpose, but are for hedge purpose, to establish the amount of reporting currency required or available at the settlement date of certain receivables. The sell contracts outstanding as on March 31, 2024 are USD 215.00 Lakh (As at March 31, 2023 USD 267.00 Lakh) and Euro 62.00 Lakh (As at March 31, 2023 Euro 4.00 Lakh) with INR as cross currency.

(iii) Price Risk Management

The Company holds investments in equity for strategic management purposes and classified in the balance sheet at amortised cost. The Company evaluates the performance of its investments on a periodic basis. Also, the investments have been placed for a long term objective and any deterioration for a temporary period is not taken into account while evaluating the performance of its investments.

For the purpose of Company''s capital management, capital includes issued capital, all other equity reserves and debts. The primary objective of the Company''s capital management is to maximise shareholders value. The Company manages its capital structure and makes adjustments in the light of changes in economic environment and the requirements of the financial covenants. The Company monitors capital using gearing ratio, which is total borrowing divided by total capital (equity plus net debt). Total borrowings are non-current and current borrowings. Equity comprises all components including other comprehensive income.

Note: The Gratuity fund is entirely invested in Group Gratuity Policy with the Life Insurance Corporation of India. The information on the allocation of the funds into major asset classes and the expected return on each class is not readily available.

Leave Encashment

The accumulated balance of leave encashment (unfunded) provided in the books as at March 31, 2024 is H 13.50 Lakh (March 31, 2023 - H 12.50 Lakh).

Note 38. Employee Stock Option Plan, 2019

The members of Nomination and Remuneration Committee of the Board of Directors of the Company (Bliss GVS Pharma Ltd) in its Meeting held on March 07, 2020 have approved grant of 27,61,000 Options, on meeting held on April 05, 2021 granted

7.30.000 Options, on meeting held on April 30, 2022 granted 5,72,000 Options and on meeting held on May 11, 2023 granted

11.55.000 out of total 60,00,000 Options under Bliss GVS Pharma Limited - Employee Stock Options Plan 2019 to the eligible employees of Bliss GVS Pharma Ltd. at an exercise price of H 43 per option/per share. Employee Stock Options Plan 2019 options were accepted on April 7, 2020, on May 4, 2021, on June 2, 2022 and on June 12, 2023 by eligible employees.

b) Fair Value of Share Options Granted during the year

The fair value of the stock options has been estimated using Black-Scholes model which takes into account as of grant date, the exercise price and expected life of the option, the current market price of underlying stock and its expected volatility, expected dividends on stock and the risk-free interest rate for the expected term of the option.

The above figures do not include provisions for gratuity and premium paid for Group health insurance, as separate actuarial valuation/premium paid are not available.

(d) The Company had entered into certain related party transactions aggregating to H 6,282.35 Lakh during the previous year upto December 31,2022, which were duly approved by the Audit Committee on January 24, 2023.


Note 41. Segment Disclosure

Operating segment are components of the Company whose operating results are regularly reviewed by the Chief Operating Decision Maker [CODM] to make decisions about resources to be allocated to the segment and assess its performance and for which discrete financial information is available.

Pharmaceuticals is identified as single operating segment for the purpose of making decision on allocation of resources and assessing its performance.

Note 42. Disclosure required under Micro, Small and Medium Enterprises Development Act, 2006 (the MSME Act) are given as follows:

This information as required under the Micro, Small and Medium Enterprises Development Act, 2006 has been determined to the extent such parties have been identified on the basis of information available with the Company. This information has been relied upon by the Auditors.

(ii) Contract liabilities includes deferred revenue as on March 31, 2024 H 34.60 Lakh (March 31, 2023 H 31.64 Lakh). Revenue recognised during the year from opening balance of contract liabilities (deferred revenue) amounts to H 11.06 Lakh (March 31, 2023 H 11.24 Lakh). Contract liabilities are on account of the advances and upfront revenue received from customer for which performance obligation has not yet been completed.

Investment property comprises of Land at Palghar, Maharashtra and Godown in Siddhagiri Industrial Estate, Palghar and is held for the purpose of capital appreciation. The Company carries out periodic valuation of the same. There is ''Nil'' rental income from the land at Palghar and H 1.94 Lakh (March 31, 2023 - H 1.92 Lakh) from Godown at Palghar. The Company has carried out valuation of Investment Property in accordance with para 32 of Ind AS 40 Investment Property and it is obtained from registered valuer as defined under rule 2 of the Companies (Registered Valuers and Valuation) Rules, 2017.

(iii) The performance obligation is satisfied at the point of time when control of the goods or services are transferred to the customers based on the contractual terms.

(f) Transaction Price allocated to the remaining Performance Obligations

The aggregate amount of the transaction price allocated to performance obligations that are unsatisfied (or partially unsatisfied) and expected conversion of the same into revenue cannot be determined due to nature of contracts and uncertainty of completion of milestone as performance obligation.

(h) The amounts receivable from customers become due after expiry of credit period which ranges between 0-240 days. There is no significant financing component in any transaction with the customer.

Note 45. Impairment of Financial Assets

Trade receivable outstanding are classified among regions as trade receivables of Africa, India and Global excluding Africa for last 5 years on quarterly basis into buckets on the basis of due dates as follows: 0-90 days; 90-180days; 181-365 days; 366-730 days; > 730 days and then proportion of amount in each bucket to total trade receivable is worked out. Average of entire 5 year of each bucket than two years average of the 5 year average is calculated. Probability of trade receivable in each bucket shifting to next bucket is calculated. Average of all the bucket wise probability of all 5 years is calculated and multiplied to the total trade receivable of that region in that particular bracket. Likewise expected credit loss is worked out for all three regions mentioned above and aggregate of all three is recognised as expected credit loss in profit and loss account.

The Indian Parliament has approved the Code on Social Security, 2020 which would impact the contributions by the Company towards Provident Fund and Gratuity. The Ministry of Labour and Employment has released draft rules for the Code on Social Security, 2020 on November 13, 2020. However, the date on which the code will come into effect has not been notified. The Company will assess the impact and will record any related impact in the period once the code becomes effective.

Note 48. CSR Expenses

The amount prescribed under the Act, to be spent during the year on CSR Activities is H 224.54 Lakh (March 31, 2023 H 223.13 Lakh).

The contribution during the year towards CSR Activities are made to funds eligible under section 135 of the Act as specified in schedule VII. The amount contributed is H 211.54 Lakh excluding excess spent amount of H 14.72 Lakh (March 31, 2023 H 238.72 Lakh including excess spent amount of H 14.72 Lakh).

Note 49. During the year ended March 31, 2024, the Board of Directors of the Company in its meeting held on February 16, 2024, has approved an internal restructuring of foreign subsidiaries of the Company to create synergies across the business, strengthen capital structure and establish the leaner structure of the Company at the Group level without any change in ultimate ownership of the Company over the subsidiaries. The following were approved by the Board of Directors.

a. Change in Ownership by way of transfer of entire equity stake of Asterisk Lifesciences (GH) Limited held by Asterisk Lifesciences Limited (UK), a wholly-owned subsidiary of the Company to Bliss GVS International Pte. Ltd. (Singapore), a wholly-owned subsidiary of the Company. Asterisk Lifesciences (GH) Limited has been sold to Bliss GVS International Pte Ltd (Singapore) on February 29, 2024.

b. Voluntary Liquidation of Asterisk Lifesciences DRC, a step-down subsidiary of the Company in the Democratic Republic of Congo due to macro-economic business scenarios. As the Company has appointed liquidator, the Company has lost control of Asterisk Lifesciences DRC from the date liquidator is appointed and thus the Group has impaired the investments and loans aggregating to H 117.46 Lakh in the books of Bliss GVS International Pte Limited (Singapore) and has derecognised the step-down subsidiary from Consolidation w.e.f February 19, 2024.

c. Conversion of the loan USD 50,00,000 (H 4,151.88 Lakh) granted by the Company to Bliss GVS International Pte. Ltd. ("BGIPL"), Singapore a wholly owned subsidiary of the Company into Equity Shares of Bliss GVS International Pte. Ltd on February 23, 2024.

Note 51. Exceptional item pertains to impairment of investment in its wholly-owned subsidiary Bliss International Pte Ltd amounting to H 4,108.61 Lakh (USD 49,27,931) for the year ended March 31, 2024.

The Company has invested in, given loans, accrued interest and due thereon and trade receivables from above mentioned subsidiary and its step-down subsidiaries aggregating to H 15,255.83 Lakh. This subsidiary have a consolidated negative net worth as at March 31, 2024. Further, one of its step-down subsidiary is in Nigeria, where the economy has been facing challenges due to various factors such as low oil prices, inflation, unemployment, and security concerns since past one year. Inflation has been a persistent issue in Nigeria, driven by factors such as currency depreciation, supply chain disruptions, and fiscal deficits. High inflation has eroded purchasing power and affected the cost of living for Nigerian citizens. Overall, annual inflation, which is the average rate at which prices go up, is now close to 25% - the highest figure in nearly three decades. The cost of food has risen even more by 35%. Due to such economic scenarios in the country of its one step-down subsidiary, the Company has decided to carry out impairment testing of the investments in subsidiaries as required under Ind AS 36. The valuation of the Companies was determined using forecast of future revenues, operating margins and discount rates while determining the corresponding recoverable values using discounted cash flow method. The fair valuation of the investment arrived by DCF method was lower than the carrying value of investment in these Companies which has resulted in impairment of investment amounting to H 4,108.61 Lakh in standalone financial statements.

Note 52. There are no Benami properties held by the Company. Also, there has been no proceedings initiated or pending against the Company for holding any benami property under the Benami Transactions (Prohibition) Act, 1988 (45 of 1988) and rules made thereunder.

Note 53. The Company doesn''t have any transactions with Companies struck off under section 248 of the Companies Act, 2013 or section 560 of the Companies Act, 1956.

Note 54. The Company has not traded or invested in Crypto currency or Virtual currency during the financials year.

Note 55. There are no transactions which are recorded in the books of account which have been surrendered or disclosed as income during the year in the tax assessments under the Income Tax Act, 1961 (43 of 1961).

Note 56. The Company has not advanced or loaned or invested (either from borrowed funds or share premium or any other source of funds) to other person(s) or entity(ies), including foreign entities (Intermediaries) with the understanding that the intermediary shall whether directly or indirectly lend or invest in other persons or entities identified in any manner whatsoever by or behalf of the Company (Ultimate Beneficiaries) or provide any guarantee, security or like on or behalf of the Ultimate Beneficiaries. The Company has not received any funds from any person(s) or entity(ies), including foreign entities (Funding Party) with the understanding whether directly or indirectly lend or invest in other persons or entities identified in any manner whatsoever by or behalf of the Company (Ultimate Beneficiaries) or provide any guarantee, security or like on or behalf of the Funding Party (Ultimate Beneficiaries) or provide any guarantee, security or like on or behalf of the Ultimate Beneficiaries.

Note 57. The standalone financial statements were authorised for issue in accordance with resolution passed by the Board of Directors on May 02, 2024.

Note 58. The figures as on the transition date and previous year have been rearranged and regrouped wherever necessary and/or practicable to make them comparable with those of the current year.


Mar 31, 2023

Note: *Shareholding of Promoter and Promoter Group, Dr. Vibha Gagan Sharma and Mrs. Shruti Vishal Rao, who are Promoters of the Company had purchased 3,50,000 shares (0.34%) each of the Company on March 31,2022. However, electronic shares got credited in their respective demat account after March 31, 2022. Thus, the Shareholding of Promoter and Promoter Group should be considered 3,50,57,024 (33.81%) instead of 3,43,57,024 (33.14%).

**Change in Percentage (%) is based on Paid up capital at the end of the financial year.

F) The rights, preferences and restrictions attaching to each class of shares including restrictions on the distribution of dividends and the repayment of capital.

The Company has only one class of Equity Shares having a par value of H 1 /- per share. Each Shareholder is eligible for one vote per share held. The dividend proposed by the Board of Directors is subject to the approval of the shareholders in the ensuing Annual General Meeting, except in case of interim dividend. In the event of liquidation of the Company, the holders of equity shares will be entitled to receive any of the remaining assets of the Company, in proportion to the number of equity shares held by them.

G) The Company has reserved 60,00,000 Equity Shares of face value of H 1 /- under Employee Stock Option Plan-2019. (Refer Note 38)

H) The Company has not made any preferential allotment or private placement of shares or convertible debentures (fully, partially or optionally convertible) during the year.

I) The Board of Directors in their meeting held on May 11,2023 proposed a dividend of H 0.50 per share. (March 31,2022 - H 0.50 per share)

Nature and Purpose of Reserves:

(i) Securities Premium

Securities premium is used to record the premium on issue of shares. This is to be utilised in accordance with the provisions of the Companies Act, 2013.

(ii) General Reserve

The general reserve is a free reserve, retained from Company’s profits. The reserves can be utilised as per the provisions of the Companies Act, 2013.

(iii) Share Options Outstanding Account

The share options outstanding account relates to share options granted by the Company to its employees under its employee share option plan.

1. Term Loan from Banks

a) Includes foreign currency term loan of H Nil (As at March 31,2022 - H 3,340.81 Lakh) including current maturities of H Nil (As at March 31, 2022 - H 1,457.83 Lakh) taken for Palghar (East) Plant from The Export Import Bank of India. The loan is secured by:

i) First pari passu charge on Land and Building, Plant and Machinery with Federal Bank situated at Survey no 43 (P) and 44 (P) at Plots 1,2 and 3, in Village Vevoor, Palghar East - 410404.

ii) Term deposit of H 50 Lakh placed with the Bank.

iii) First pari passu charge on Plots 10 & 11, Aliyali Village Palghar (West); Plot 12, Aliyali Village, Palghar (West) and Office at 102, Hyde Park, Andheri (East), Mumbai

iv) Lien mark on FD amounting to H 1,000 Lakh.

v) Second pari passu charge on entire current assets of the Company.

The rate of interest is SOFR 6 months 2.75% (Libor 6 months 3% till December 2021). The loan is repaid as on March 31,2023.

b) Includes foreign currency term loan of H 3,700.32 Lakh (As at March 31,2022- H 1,073.31 Lakh) including current maturities of H 870.66 Lakh (As at March 31,2022 - H 634.10 Lakh) availed for Palghar (East) Plant from Federal Bank Limited. The loan is secured by:

i) First pari passu charge on Land and Building, Plant and Machinery with EXIM Bank situated at Survey no 43 (P) and 44 (P) at Plots 1,2 and 3, in Village Vevoor, Palghar East - 410404.

ii) Second pari passu charge on entire current assets of the Company.

The rate of interest is Euribor 3 months 1.5%. The loan is repayable in quarterly installments starting from July, 2022.

c) Includes foreign currency term loan of H 505.69 Lakh (As at March 31,2022- H Nil Lakh) including current maturities of H 118.99 Lakh (As at March 31,2022 - H Nil Lakh) availed for Palghar (East) Plant from Federal Bank Limited. The loan is secured by:

i) First pari passu charge on Land and Building, Plant and Machinery with EXIM Bank situated at Survey no 43 (P) and 44 (P) at Plots 1,2 and 3, in Village Vevoor, Palghar East - 410404.

ii) Second pari passu charge on entire current assets of the Company.

The rate of interest is Euribor 3 months 1.5%. The loan is repayable in quarterly installments.

d) Includes additional foreign currency term loan of H 999.29 Lakh (As at March 31,2022- H Nil Lakh) including current maturities of H 146.69 Lakh (As at March 31,2022 - H Nil Lakh) availed Palghar (East) Plant from Federal Bank Limited. The loan is secured by:

i) First pari passu charge on Land and Building, Plant and Machinery with EXIM Bank situated at Survey no 43 (P) and 44 (P) at Plots 1,2 and 3, in Village Vevoor, Palghar East - 410404.

ii) Second pari passu charge on entire current assets of the Company.

The rate of interest is Euribor 3 months 1.75%. The loan is repayable in quarterly installments starting from March, 2024.

(i) Secured loans from banks include working capital loans secured by exclusive charge by way of hypothecation of entire current assets of the Company.

(ii) First pari passu charge on Plots 10 & 11, Aliyali Village, Palghar (West); Plot 12, Aliyali Village, Palghar (West) and Office at 102, Hyde Park, Andheri (East), Mumbai.

(iii) Second charge on immovable and movable fixed assets of the Company both present and future.

(iv) Exclusive charge on the fixed deposits H 1,200 Lakh as margin for pre and post shipment limits along with Non fund based facilities.

(v) The loans are also secured by personal guarantee of Mr. Gagan Harsh Shama, Managing Director of the Company.

(vi) The Company has taken working capital loans at interest ranging from 4.40% to 5.67% per annum.

(vii) Includes foreign bill discounting limits with Federal bank which are secured against the foreign debtors.

(viii) It includes packing credit limit which is also secured by inventory and books debts of the Company.

(ix) Quarterly statements of current assets filed by the Company with banks are in agreement with the books of accounts.

(x) The Company is not declared as wilful defaulter by any bank or financial institution or any other lender.

(xi) The Company has not utilised any funds raised on short term basis for long term purpose.

(xii) The Company has not raised any loans during the year on the pledge of securities held in its subsidiaries.

e) Term loans were applied for the purpose for which the loans were obtained.

2. The loans from bank are also secured by personal guarantee of Mr. Gagan Harsh Sharma, Managing Director of the Company.

3. Quarterly statements of current assets filed by the Company with banks are in agreement with the books of accounts.

4. The Company is not declared as wilful defaulter by any bank or financial institution or any other lender.

5. Registration of charges or satisfaction with Registrar of Companies (ROC):

The details of pending registration of charges with ROC as on March 31, 2023 due to pending NOC from Bank. Post receipt of NOC, satisfaction of charges has been done within stipulated time.

Note 32. Earning per Share

Basic Earning per Share is calculated by dividing the profit attributable to the equity shareholders by the weighted average number of equity shares outstanding during the year. Diluted Earnings per Share is calculated by dividing the net profit attributable to the equity holders of the Company by the weighted average number of equity shares considered for deriving basic earnings per equity share and the weighted average number of equity shares that could have been issued upon conversion of all dilutive potential equity shares. Diluted potential equity shares are deemed converted as at the beginning of the period, unless issued at a later date.

Level 2: The fair value of financial instruments that are not traded in an active market is determined using valuation techniques which maximise the use of observable market data and rely as little as possible on entity-specific estimates. If all significant inputs required to fair value an instrument are observable, the instrument is included in level 2. Instruments in the level 2 category for the Company include forward exchange contract derivatives.

Level 3: If one or more of the significant inputs is not based on observable market data, the instrument is included in this level. Instruments in level 3 category for the Company include unquoted equity shares.

Fair Value Hierarchy

The fair values of the financial assets and liabilities are included at the amount that would be received to sell an asset or paid to transfer a liability inan orderly transaction between market participants at the measurement date.

This section explains the judgements and estimates made in determining the fair values of the financial instruments that are (a) recognised and measured at fair value and (b) measured at amortised cost and for which fair values are disclosed in the financial statements. To provide an indication about the reliability of the inputs used in determining fair value, the Company has classified its financial instruments into the three levels prescribed under the accounting standard. An explanation of each level follows underneath the table.

Level 1: Level 1 hierarchy includes financial instruments measured using quoted prices. The Company doesn’t have investment in equity instruments that have quoted price.

Fair Value for Assets Measured at Amortised Cost

During the years mentioned above, there have been no transfers amongst the levels of hierarchy.

The carrying amounts of trade receivables, cash and cash equivalents, and other bank balances, current loans, other current financial assets, current borrowings, trade payables and other financial liabilities are considered to be approximately equal to the fair value.

The fair values disclosed above are based on discounted cash flows using a current borrowing rate. They are classified as level 3 fair values in the fair value hierarchy due to the use of unobservable inputs.

Valuation Process

The Company evaluates the fair value of financial assets and financial liabilities on periodic basis using the best and most relevant data available. Also, the Company internally evaluates the valuation process and obtains independent price validation for certain instruments wherever necessary.

Note 34. Financial Risk Management

The Company is exposed to credit risk, liquidity risk and market risk.

A. Credit Risk Management

The Company is exposed to credit risk from loans to Group companies, bank balances, security deposits, investments measured at amortised cost, trade receivables and other current financial assets.

Credit risk arises from cash and bank balances, current and non-current loans, trade receivables and other financial assets measured at amortised cost.

Credit risk arises from the possibility that counter party may not be able to settle their obligations as agreed.

The Company periodically assesses the financial reliability of the counter party, taking into account the financial condition, current economic trends, and analysis of historical bad debts and ageing of accounts receivable. Individual limits are set accordingly. Investments at Amortised Cost are strategic investments in associated lines of business activity, the Company closely monitors the performance of these Companies.

Bank deposits are placed with reputed banks/financial institutions. Hence, there is no significant credit risk on such fixed deposits.

Loans and other deposits are mostly placed with Group companies and government authorities hence the risk of credit loss is negligible. Loans to Group companies are reassessed at every reporting dates. The loans are extended for business activities.

Trade Receivable: The Company trades with recognised and credit worthy third parties. It is the Company’s policy that all customers who wish to trade on credit terms are subject to credit verification procedures. In addition, receivable balances are monitored on an on-going basis and any significant risk to the Company’s exposure, if identified, is further analysed for the purpose of provisioning/impairment in the books of accounts. Also, the Company does not enter into sales transaction with customers having credit loss history. There are no significant credit risks with related parties of the Company. The Company is exposed to credit risk in the event of non-payment by customers. Also, credit risk in some of cases are mitigated by letter of credit/advances from the customer.

B. Liquidity Risk

Liquidity risk is defined as the risk that the Company will not be able to settle or meet its obligations on time or at a reasonable price. For the Company, liquidity risk arises from obligations on account of financial liabilities

- Borrowings, trade payables and other financial liabilities.

Liquidity Risk Management

The Company manages its liquidity risk by regularly monitoring its rolling cash flow forecasts. The Company''s operations provide a natural liquidity of receivables against payments due to creditors. Borrowings are managed through credit facilities agreed with the Banks, internal accruals and realisation of liquid assets. In the event of cash shortfalls, the Company approaches the lenders for a suitable term extension.

D. Market Risk

Foreign Currency Risk

The Company is exposed to foreign exchange risk arising from foreign currency receivables and payables. The foreign currency exposures are to USD, EURO, GBP and PHP.

Foreign Currency Risk Management

Considering the time duration of exposures, the Company believes that there will be no significant impact on account of fluctuation in exchange rates. Financial and Derivative Instrument

The Company has entered into Forward Exchange Contracts (being a derivative instrument), which are not intended for trading or speculative purpose, but are for hedge purpose, to establish the amount of reporting currency required or available at the settlement date of certain receivables. The sell contracts outstanding as on March 31,2023 are USD 267.00 Lakh (As at March 31,2022 USD 150.00 Lakh) and Euro 4.00 Lakh (As at March 31,2022 Euro Nil) with INR as cross currency.

E. Price Risk Management

The Company holds investments in equity for strategic management purposes and classified in the balance sheet at amortised cost. The Company evaluates the performance of its investments on a periodic basis. Also, the investments have been placed for a long term objective and any deterioration for a temporary period is not taken into account while evaluating the performance of its investments.

F. Capital Risk Management

For the purpose of Company''s capital management, capital includes issued capital, all other equity reserves and debts. The primary objective of the Company’s capital management is to maximise shareholders value. The Company manages its capital structure and makes adjustments in the light of changes in economic environment and the requirements of the financial covenants. The Company monitors capital using gearing ratio, which is total borrowing divided by total capital (equity plus net debt). Total borrowings are non-current and current borrowings. Equity comprises all components including other comprehensive income.

Note 37. Employee Benefits

Gratuity

The Company has covered its gratuity liability by a Group Gratuity Plan issued by Insurance Company. Under the plan, employee at retirement is eligible for benefit which will be equal to 15 days salary for each completed year of service subject to maximum of H 20 Lakh (Previous year H 20 Lakh).

Expenses recognised in the Statement of Profit and Loss for the year ended March 31,2023 in respect of gratuity is summarised below:

Leave Encashment

The accumulated balance of leave encashment (unfunded) provided in the books as at March 31,2023 is H 12.50 Lakh (March 31,2022 - Nil).

Note 38. Employee Stock Option Plan, 2019

The members of Nomination and Remuneration Committee of the Board of Directors of the Company (Bliss GVS Pharma Ltd) in its Meeting held on March 07, 2020 have approved grant of 27,61,000 Options, on meeting held on April 05, 2021 granted 7,30,000 Options and on meeting held on April 30, 2022 granted 5,72,000 Options out of total 60,00,000 Options under Bliss GVS Pharma Limited - Employee Stock Options Plan 2019 to the eligible employees of Bliss GVS Pharma Ltd. at an exercise price of H 43 per option/per share. Employee Stock Options Plan 2019 options were accepted on April 7, 2020, on May 4, 2021 and on June 2, 2022 and by eligible employees.

b) Fair Value of Share Options Granted during the year

The fair value of the stock options has been estimated using Black-Scholes model which takes into account as of grant date, the exercise price and expected life of the option, the current market price of underlying stock and its expected volatility, expected dividends on stock and the risk-free interest rate for the expected term of the option.

Note 44. Disclosure pursuant to Ind AS 115 "Revenue from Customers" (Contd..)

Note 43. Investment Property

Investment property comprises of land at Palghar in Maharashtra and Godown in Siddhagiri Industrial Estate, Palghar and is held for the purpose of capital appreciation. The Company carries out periodic valuation of the same. There is ‘Nil’ rental income from the land at Palghar and H 1.92 Lakh (March 31, 2022 - H 1.83 Lakh) from Godown at Palghar. The Company has carried out valuation of Investment Property in accordance with para 32 of Ind AS 40 Investment Property and it is obtained from registered valuer as defined under Rule 2 of the Companies (Registered Valuers and Valuation) Rules, 2017.

(ii) Contract liabilities includes deferred revenue as on March 31,2023, H 31.64 Lakh (March 31,2022 H 28.18 Lakh). Revenue recognised during the year from opening balance of contract liabilities (deferred revenue) amounts to H 11.24 Lakh (March 31,2022 H Nil). Contract liabilities are on account of the advances and upfront revenue received from customer for which performance obligation has not yet been completed.

(iii) The performance obligation is satisfied at the point of time when control of the goods or services are transferred to the customers based on the contractual terms.

(f) Transaction Price allocated to the remaining Performance Obligations

The aggregate amount of the transaction price allocated to performance obligations that are unsatisfied (or partially unsatisfied) and expected conversion of the same into revenue cannot be determined due to nature of contracts and uncertainty of completion of milestone as performance obligation.

Note 45. Impairment of Financial Assets

Trade receivable outstanding are classified among regions as trade receivables of Africa, India and Global excluding Africa for last 5 year on quarterly basis into buckets on the basis of due dates as follows: 0-90 days; 90-l80days; 181-365 days; 366-730 days; > 730 days and then proportion of amount in each bucket to total trade receivable is worked out. Average of entire 5 year of each bucket than two years average of the 5 year average is calculated. Probability of trade receivable in each bucket shifting to next bucket is calculated. Average of all the bucket wise probability of all 5 years is calculated and multiplied to the total trade receivable of that region in that particular bracket. Likewise expected credit loss is worked out for all three regions mentioned above and aggregate of all three is recognised as expected credit loss in profit and loss account.

Note 46. Code on Social Security, 2020

The Indian Parliament has approved the Code on Social Security, 2020 which would impact the contributions by the Company towards Provident Fund and Gratuity. The Ministry of Labour and Employment has released draft rules for the Code on Social Security, 2020 on November 13, 2020. However, the date on which the code will come into effect has not been notified. The Company will assess the impact and will record any related impact in the period once the Code becomes effective.

Note 48. CSR Expenses

The amount prescribed under the Act, to be spent during the year on CSR Activities is H 223.13 Lakh (March 31,2022 H 222.78 Lakh).

The contribution during the year towards CSR Activities are made to funds eligible under section 135 of the Act as specified in schedule VII. The amount contributed is H 238.72 Lakh including excess spent amount of H 14.72 Lakh (March 31,2022 H 273.92 Lakh including unspent amount of H 48.27 Lakh).

Note 49. During the previous year ended March 31,2022, standalone financial statements include exceptional items of H 274.51 Lakh being profit on sale of a wholly owned subsidiary namely, Bliss GVS Clinic Health Care Pte Ltd, Singapore. The said subsidiary has been sold by the Company for a consideration of USD 3,75,000 vide agreement dated 25th November, 2021 and is derecognised in the previous year. The consideration for the same is received on January 5, 2022 and the concerned shares were transferred on January 12, 2022.

Note 51 . There are no Benami properties held by the Company. Also, there has been no proceedings initiated or pending against the Company for holding any benami property under the Benami Transactions (Prohibition) Act, 1988 (45 of 1988) and rules made thereunder.

Note 52 . The Company doesn’t have any transactions with companies struck off under section 248 of the Companies Act, 2013 or section 560 of the Companies Act, 1956.

Note 53. The Company has not traded or invested in Crypto currency or Virtual currency during the financials year.

Note 54. There are no transactions which are recorded in the books of account which have been surrendered or disclosed as income during the year in the tax assessments under the Income Tax Act, 1961 (43 of 1961).

Note 55. The Company has not advanced or loaned or invested (either from borrowed funds or share premium or any other source of funds) to other person(s) or entity(ies), including foreign entities (Intermediaries) with the understanding that the intermediary shall whether directly or indirectly lend or invest in other persons or entities identified in any manner whatsoever by or behalf of the Company (Ultimate Beneficiaries) or provide any guarantee, security or like on or behalf of the Ultimate Beneficiaries.

The Company has not received any funds from any person(s) or entity(ies), including foreign entities (Funding Party) with the understanding whether directly or indirectly lend or invest in other persons or entities identified in any manner whatsoever by or behalf of the Company (Ultimate Beneficiaries) or provide any guarantee, security or like on or behalf of the Funding Party (Ultimate Beneficiaries) or provide any guarantee, security or like on or behalf of the Ultimate Beneficiaries.

Note 56. The standalone financial statements were authorised for issue in accordance with a resolution passed of the Board of Directors in its meeting held on May 11,2023.

Note 57. Previous period figures have been re-grouped/re-classified wherever necessary, if material to conform to current period’s classification.


Mar 31, 2018

Note:

The Company has invested in, given advances and has accrued interest receivable from Bliss GVS International Pte Ltd aggregating Rs.3,777.94 Lakhs. This entity have in turn invested in other subsidiaries in Africa (“step down subsidaries”). This subsidiary has a negative net worth at March 31, 2018 of Rs.1,192.67 lakhs on a standalone basis and Rs.3,287.44 Lakhs on a consolidated basis. Management believes that the erosion of net worth is temporary in nature and hence does not believe that any provision is required to be made in respect of these investments/loans at March 31, 2018.

Note:

e) The rights, preferences and restrictions attaching to each class of shares including restrictions on the distribution of dividends and the repayment of capital.

f) The Company has only one class of Equity Shares having a par value of Rs. 1/- per share. Each Shareholder is eligible for one vote per share held. The dividend proposed by the Board of Directors is subject to the approval of the shareholders in the ensuing Annual General Meeting, except in case of interim dividend. In the event of liquidation of the Company, the holders of equity shares will be entitled to receive any of the remaining assets of the Company, in proportion to the number of equity shares held by them.

g) There are no shares reserved for issue under options and contracts/ arrangements/ commitments.

h) The Board of Directors in their meeting held on May 17, 2018 proposed a dividend of Rs. 1/- per share. (Previous Year- Rs. 0.60/- per share)

1. The current maturities of Term Loan in Foreign Currency of Rs. Nil (As on 31.03.02017-Nil, As on 1.04.2016-Rs.1,665.50 Lakhs) is disclosed in other current liabilities. The loan is secured against 51% shares of Bliss GVS Healthcare Ltd and 100% shares of Bliss GVS Clinic Healthcare Pte Ltd, pari passu charge on current and fixed assets of the Company and the Company’s fixed deposits with First Rand Bank. The loan is repayable from December 2013 in 12 Quarterly instalments.

2. Term Loans from bank

a) Includes loan for Plot no 12 of Nil (As at 31.03.02017- Nil, As at 1.04.2016-Rs. 612.53 Lakhs) including current maturities of Rs.Nil (As at 31.03.02017- Nil,As at 1.04.2016-Rs.128.64 Lakhs ) for Company’s Palghar Land and is secured by the said Land and building thereon, along with the Property of Company’s Research and Development Centre and Plant and Machinery at R&D Centre which is repayable from December 2013 in 75 equal monthly instalments.

b) Includes Loan of Rs. 542.30 Lakhs (As at 31.03.02017- Rs. 690.18 Lakhs, As at 1.04.2016- Rs. 846.52 Lakhs)including current maturities of Rs.152.06 Lakhs (As at 31.03.02017-Rs.146.34 Lakhs, As at 1.04.2016- Rs.146.34 Lakhs) for Plot no 1,2,3 and adjacent open space for new plant is secured by Land and Building at Plot 1,2,3 which is repayable in 44 Monthly equal instalments as on 31.03.2018 @ 10.8% Linked to 1 Year MCLR.

c) Includes Loan of of Nil Lakhs (As at 31.03.02017- Rs. 702.62 Lakhs, As at 1.04.2016- Nil) including current maturities of Rs.409.37 Lakhs (As at 31.03.02017- Nil, As at 1.04.2016- Nil) R&D Lab is secured by all the assets of the Company which is repayable in 48 equal monthly instalments.

d) Included loan of Rs.100 Lakhs taken for Proposed Palghar (East) Plant is an exclusive charge on proposed plant, pari pasu charge on all immovable and movable fixed assets of the Company, which is payable @ Libor 2.9% and in 90 monthly instalment out of which 18 months is moratorium period).

3. Other Loans from Banks

a) Includes Loan of Rs. 79.48 Lakhs (As at 31.03.02017- Nil, As at 1.04.2016- Nil) including current maturities of Rs.15.06 Lakhs (As at 31.03.02017- Nil, As at 1.04.2016- Nil) for Audi Car which is secured by the car @ 8.25% (Linked 364 days T Bill) and is repayable in 53 equal monthly instalments as on 31.03.2018.

i) Includes Foreign Bill Discounting Limits with Federal bank which are secured against the Foreign Debtors.

ii) Includes cash credit secured by Inventory and books Debts of the Company. It also includes packing credit limit which is also secured by inventory and Books Debts of the Company.

iii) Includes Demand loan from Banks secured against Fixed deposits with Federal bank.

iv) Unsecured Loan represents demand loan taken from Director Mrs. Shruti Vishal Rao.

Fair value hierarchy

The fair values of the financial assets and liabilities are included at the amount that would be received to sell an asset or paid to transfer a liability in an orderly transaction between market participants at the measurement date.

This section explains the judgements and estimates made in determining the fair values of the financial instruments that are (a) recognised and measured at fair value and (b) measured at amortised cost and for which fair values are disclosed in the financial statements. To provide an indication about the reliability of the inputs used in determining fair value, the company has classified its financial instruments into the three levels prescribed under the accounting standard. An explanation of each level follows underneath the table.

Level 1: Level 1 hierarchy includes financial instruments measured using quoted prices. The company doesn’t have investment in equity instruments that have quoted price.

Level 2: The fair value of financial instruments that are not traded in an active market is determined using valuation techniques which maximise the use of observable market data and rely as little as possible on entity-specific estimates. If all significant inputs required to fair value an instrument are observable, the instrument is included in level 2. Instruments in the level 2 category for the company include forward exchange contract derivatives.

Level 3: If one or more of the significant inputs is not based on observable market data, the instrument is included in this level. Instruments in level 3 category for the company include unquoted equity shares.

Fair value for assets measured at amortised cost:

During the years mentioned above, there have been no transfers amongst the levels of hierarchy.

The carrying amounts of trade receivables, cash and cash equivalents, and other bank balances, current loans, other current financial assets, current borrowings, trade payables and other financial liabilities are considered to be approximately equal to the fair value.

The fair values disclosed above are based on discounted cash flows using a current borrowing rate. They are classified as level 3 fair values in the fair value hierarchy due to the use of unobservable inputs.

Valuation process

The Company evaluates the fair value of financial assets and financial liabilities on periodic basis using the best and most relevant data available. Also, the Company internally evaluates the valuation process and obtains independent price validation for certain instruments wherever necessary.

1. Financial risk management:

The company is exposed to credit risk, liquidity risk and Market risk.

A. Credit risk management

Credit risk arises from cash and bank balances, current and non-current loans, trade receivables and other financial assets measured at amortised cost.

Credit risk arises from the possibility that counter party may not be able to settle their obligations as agreed.

The company is exposed to credit risk from loans to group companies, bank balances, security deposits, investments measured at amortised cost, trade receivables and other current financial assets.

The Company periodically assesses the financial reliability of the counter party, taking into account the financial condition, current economic trends, and analysis of historical bad debts and ageing of accounts receivable. Individual limits are set accordingly. Investments at amortised Cost are strategic investments in associated lines of business activity, the company closely monitors the performance of these Companies.

Bank deposits are placed with reputed banks / financial institutions. Hence, there is no significant credit risk on such fixed deposits.

Loans and other deposits are mostly placed with group companies and government authorities hence the risk of credit loss is negligible. Loans to group companies are reassessed at every reporting dates. The loans are extended for genuine business activities.

Trade Receivable: The Company trades with recognized and credit worthy third parties. It is the Company’s policy that all customers who wish to trade on credit terms are subject to credit verification procedures. In addition, receivable balances are monitored on an on-going basis with the result that the Company’s exposure to bad debts is not significant. Also the company does not enter into sales transaction with customers having credit loss history. There are no significant credit risks with related parties of the Company. The Company is exposed to credit risk in the event of non-payment by customers. Also credit risk in some of cases are mitigated by letter of credit/Advances from the customer.

The history of trade receivables shows a negligible allowance for bad and doubtful debts.

B. Liquidity risk

Liquidity risk is defined as the risk that the Company will not be able to settle or meet its obligations on time or at a reasonable price. For the Company, liquidity risk arises from obligations on account of financial liabilities - borrowings, trade payables and other financial liabilities.

Liquidity risk management

The company manages its liquidity risk by regularly monitoring its rolling cash flow forecasts. The company’s operations provide a natural liquidity of receivables against payments due to creditors. Borrowings are managed through credit facilities agreed with the Banks, internal accruals and realisation of liquid assets. In the event of cash shortfalls, the company approaches the lenders for a suitable term extension.

C. Interest rate risk

Interest rate risk is the risk that the future cash flows of floating interest bearing borrowings will fluctuate because of fluctuations in the interest rates.

The exposure of the Company’s borrowings to the interest rate risk at the end of the reporting period is mentioned below:

D. Market risk:

Foreign currency risk

The Company is exposed to foreign exchange risk arising from foreign currency receivables and payables. The foreign currency exposures are to USD, Euro.

Foreign currency risk management

Considering the time duration of exposures, the company believes that there will be no significant impact on account of fluctuation in exchange rates.

Financial and Derivative Instrument

The Company has entered into Forward Exchange Contracts (being a derivative instrument), which are not intended for trading or speculative purpose, but are for hedge purpose, to establish the amount of reporting currency required or available at the settlement date of certain receivables. The sell contracts outstanding as at 31st March 2018 are Euro 1.00 Lakhs (As at March 2017 NIL; As at 1.04.2016- P.Y. USD 24.50 Lakhs & EURO 3.00 Lakhs) with INR as cross currency.

E. Price risk management:

The company holds investments in equity for strategic management purposes and classified in the balance sheet at amortised cost. The company evaluates the performance of its investments on a periodic basis. Also, the investments have been placed for a long term objective and any deterioration for a temporary period is not taken into account while evaluating the performance of its investments.

F. Capital risk management:-

For the purpose of Company’s capital management, capital includes issued capital, all other equity reserves and debts. The primary objective of the Company’s capital management is to maximise shareholders value. The Company manages its capital structure and makes adjustments in the light of changes in economic environment and the requirements of the financial covenants.

The Company monitors capital using gearing ratio, which is total borrowing divided by total capital (equity plus net debt). Total borrowing are non-current and current borrowing. Equity comprises all components including other comprehensive income.

2. Investments in subsidiaries, associates and joint ventures:

Bliss GVS Pharma Ltd (‘BGPL’ or ‘Company’) has controlling interest, directly or through subsidiaries, step down subsidiaries in the following entities during the year ended March 31, 2018.

3. Employee Benefits:

Gratuity:

The Company has covered its gratuity liability by a Group Gratuity Plan issued by Insurance Company. Under the plan, employee at retirement is eligible for benefit which will be equal to 15 days salary for each completed year of service subject to maximum of Rs. 20 Lakhs (Previous year Rs. 10 Lakhs).

Note:- The Gratuity fund is entirely invested in group gratuity policy with the Life insurance corporation of India. The information on the allocation of the funds into major asset classes and the expected return on each class is not readily available.

Leave encashment Disclosure:

The accumulated balance of leave encashment (unfunded) provided in the books as at March 31, 2018 is Rs. 17.77 Lakhs (Previous Year -Rs. 29.54 Lakhs) determined on the basis of the basic salary for outstanding leaves as on 31.03.2018.

4. Related Party Disclosures:

(a) As per Indian Accounting Standard 24, the disclosure of transactions with the related parties are given below:

Ind AS 24 - Related Party Disclosure

(A) Parties where control exists

Subsidiaries and Step down Subsidiaries

1 Bliss Indasi Lifescience Pvt Ltd (Subsidiary upto 30.06.2017)

2 Bliss Gvs International Pte Ltd

3 Bliss Gvs Clinic Healthcare Pte Ltd

4 Kremoint Pharma Pvt Ltd

5 Bliss Gvs Healthcare Ltd (Step-down Subsidiary upto 15.03.2018)

6 Lifeon Labs Pvt Ltd (Subsidiary upto 30.06.2017)

7 Shree SalesPack Pvt Ltd (Subsidiary upto 30.06.2017)

8 Greenlife Bliss Healthcare Limited

9 Asterisk Lifesciences Ltd

10 Asterisk Lifesciences GH Ltd

11 Eipii Exports Pvt Ltd

12 Eco Rich Cosmetics Pvt Ltd

(Step down Subsidiary acquired on 01.02.2018)

(B) Other related party relationships where transaction have taken place during the year

Enterprises over which key managerial personnel exercise significant influence

1 Lozen Pharma Pvt Ltd

2 Kanji Forex Pvt Ltd

Key Management Personnel

1 Mr. S. N. Kamath -Managing Director

2 Dr. Vibha G. Sharma -Whole Time Director

3 Mrs. Shruti V. Rao -Whole Time Director

4 Ms. Aditi Bhatt- Company secretary(upto19.01.2018)

5 Mrs. Sushama Yadav- Company secretary

6 Mr. Vipul B. Thakkar- Chief Financial Officer

Relatives of Key Management Personnel

1 Mr. Gagan Harsh Sharma-Relative of Director

2 Mr. Arjun Gautam Ashra- Relative of Director

3 Mr. Vishal Vijay Rao- Relative of Director

4 Mrs. Mamta Gautam Ashra- Relative of Director

5.Leases:

The significant leasing arrangements are in respect of godown, warehouses, guest house etc. taken on lease. The arrangements range between 11 months to 5 years and are generally renewable by mutual consent or on mutually agreeable terms. The minimum lease payments under non-cancellable operating leases are summarized below:

6. Earnings per share:

Earnings Per Share is calculated by dividing the profit attributable to the equity shareholders by the weighted average number of equity shares outstanding during the year. Numbers used for calculating basic and diluted earning per share are as stated below:

7. Segment Disclosure:

Operating segment are components of the Group whose operating results are regularly reviewed by the Chief Operating Decision Maker [CODM] to make decisions about resources to be allocated to the segment and assess its performance and for which discrete financial information is available.

Pharmaceuticals is identified as single operating segment for the purpose of making decision on allocation of resources and assessing its performance.

This information as required under the Micro, Small and Medium Enterprises Development Act, 2006 has been determined to the extent such parties have been identified on the basis of information available with the Company. This information has been relied upon by the Auditors.

8. Investment Property:

Investment property comprises of lands at Palghar of Maharashtra and Haveri District of Karnataka and is held for the purpose of capital appreciation & not let out on rent, company carries out periodic valuation of the same.

There is ‘Nil’ rental Income from the Investment property.

Valuation is done during the financial year 17-18 so it is assumed to be consistent till the end of the year and will be done on a yearly basis.

9. Explanation of transition to Ind AS:

These financial statements are the first financial statements of the Company under Ind AS. The date of transition to Ind AS is April 1, 2016. The transition is carried out from Indian GAAP (previous GAAP) to Ind AS, notified under Section 133 of the Companies Act, 2013 [Companies (Indian Accounting Standards) Rules, 2015] and other relevant provisions of the Act. The Company has applied exceptions and exemptions in accordance with Ind AS 101 “First-time Adoption of Indian Accounting Standards”.

Optional exemptions availed:

1. Investment in subsidiaries, associates and joint ventures:

Ind AS 101 permits a first-time adopter to elect to continue with the carrying value for all of its investments in subsidiaries, associates and joint ventures as recognised in the financial statements as at the date of transition to Ind AS, measured as per the previous GAAP and use that as its deemed cost as at the date of transition.

Accordingly, the company has elected to measure all of its investments in subsidiaries, associates and joint ventures at their previous GAAP carrying value.

2. Deemed Cost:

Ind AS 101 permits a first-time adopter to elect to continue with the carrying value for all of its property, plant and equipment as recognised in the financial statements as at the date of transition to Ind AS, measured as per the previous GAAP and use that as its deemed cost as at the date of transition after making necessary adjustments for de-commissioning liabilities. This exemption can also be used for intangible assets covered by Ind AS 38 Intangible Assets and investment property covered by Ind AS 40 Investment Properties.

Accordingly, the company has elected to measure all of its property, plant and equipment, intangible assets and investment property at their previous GAAP carrying value.

3. Designation of previously recognised financial instruments :

The Company has classified investment in equity instruments at fair value through other comprehensive income and financial liability of derivative instruments at fair value through profit or loss.

Mandatory exceptions applied:

1. Estimates:

An entity’s estimates in accordance with Ind AS at the date of transition to Ind AS shall be consistent with estimates made for the same date in accordance with previous GAAP (after adjustments to reflect any difference in accounting policies), unless there is objective evidence that those estimates were in error.

Ind AS estimates as at 1st April 2016 are consistent with the estimates as at the same date made in conformity with previous GAAP except where Ind AS required a different basis for estimates as compared to the previous GAAP

2. De-recognition of financial assets and liabilities:

Ind AS 101 requires a first-time adopter to apply the de-recognition provisions of Ind AS 109 prospectively for transactions occurring on or after the date of transition to Ind AS. However, Ind AS 101 allows a first-time adopter to apply the de-recognition requirements in Ind AS 109 retrospectively from a date of the entity’s choosing, provided that the information needed to apply Ind AS 109 to financial assets and financial liabilities derecognised as a result of past transactions was obtained at the time of initially accounting for those transactions.

The company has applied the de-recognition provisions of Ind AS 109 prospectively from the date of transition to Ind AS.

3. Classification and measurement of financial assets and liablities:

Ind AS 101 requires an entity to assess classification and measurement of financial assets (investment in debt instruments) and financial liabilities on the basis of the facts and circumstances that exist at the date of transition to Ind AS.

4. Impairment of financial assets :

The Company has applied impairment requirements of Ind AS 109 prospectively to financial instruments the Company uses judgment in making these assumptions and selecting the inputs to the impairment calculation, based on the Company’s past history of collections, customer’s credit-worthiness, existing market conditions as well as forward looking estimates at the end of each reporting period.

(A) Proposed dividend including dividend distribution tax:

Under Ind AS, dividend payable and dividend distribution tax is recognised as a liability in the period in which it is declared and approved by the shareholders. Under previous GAAP, dividend payable and dividend distribution tax was recorded as a liability in the period to which it relates. This difference has resulted in increase in equity under Ind AS by Rs. 618.16 Lakhs as at April 01, 2016.

(B) Derivative financial instruments:

Under Ind AS, derivative financial instruments are measured at fair value. Under previous GAAP, in case of forward contracts covered under AS 11, difference between forward rate and spot rate was recognised in profit or loss over the term of contract. This difference has resulted in increase of equity under Ind AS by Rs. 48.30 Lakhs as at April 01, 2016 and decrease in profit by Rs. 48.30 for the year ended March 2017.

(C) Financial Guarantee:

Guarantee in relation to loan to subsidiaries are provided for no compensation the fair value are accounted as contribution and recognised as part of investment and the amount pertaining to the same is classified as non-current financial liability and amortised over loan tenure. . This difference has resulted in increase of equity under Ind AS by Rs. 7.99 Lakhs as at March 31, 2017 (Rs. 7.40 Lakhs as at April 01, 2016) and increase in profit by Rs. 0.59 Lakhs for the year ended March 2017.

(D) Deposits and Advances at amortised cost:

Under Ind AS, long-term deposits are carried at amortised cost. Under previous GAAP, the deposits and advances were carried at their historical cost.

(E) Remeasurement of gratuity recognised in other comprehensive income:

Under Ind AS, the actuarial gains and losses form part of Remeasurement of the net defined benefit liability / asset and are recognised in other comprehensive income. Under previous GAAP, actuarial gains and losses were recognised in statement of profit and loss. There is no impact on the total equity but profit has increased by Rs.13.62 Lakhs for the year ended March 2017 as a result of this adjustment.

(F) Foreign currency translation on long term monetary item:

Under Ind AS, foreign currency fluctuation on long term loan are recognised in profit and loss account. Under previous GAAP foreign currency fluctuation on long term loan are recognised in foreign currency translation reserve on long term monetary item. There is no impact on the total equity but profit has decreased by Rs. 338.26 Lakhs for the year ended March 2017 as a result of this adjustment.

(G) Investment Property:

Under the previous GAAP, certain investment properties were presented as part of property, plant and equipment. Under Ind AS, investment properties are required to be separately presented on the face of the balance sheet. There is no impact on the total equity or profit as a result of this adjustment.

10. During the year the Company has incurred CSR Expenses of Rs. 190.00 Lakhs (Rs.137.65 Lakhs) which represented donations/ contributions to Charitable Trust which are engaged in the CSR activities eligible under section 135 of the Companies Act as specified in Schedule VII.

11. Impairment of financial assets:

Debtors outstanding are classified among regions as debtors of Africa, India and Global excluding Africa for last 5 year on quarterly basis into buckets on the basis of due dates as follows: 0-90 days; 90-180days; 180-365 days;>365days and than proportion of amount in each bucket to total debtors is worked out. Average of entire 5 year of each bucket than two years avg of the 5 year average is calculated. Probability of debtors in each bucket shifting to next bucket is calculated. Average of all the probability of all 5 year is calculated and multiplied to the total debtors of that region. Likewise expected credit loss is worked out for all three regions mentioned above and aggregate of all three is recognised as expected credit loss in profit and loss account.

12. The standalone financial statements were authorised for issue in accordance with resolution passed by the Board of Directors on May 17, 2018.

13. The figures as on the transition date and previous year have been rearranged and regrouped wherever necessary and/or practicable to make them comparable with those of the current year.


Mar 31, 2017

Notes :

1 Includes cash credit of Rs, 669.00 Lakhs (Previous year Rs, 1,848.36 Lakhs) secured by Inventory and books Debts of the Company. It also includes packing credit Limit of Rs, 1,000.00 Lakhs (Previous year Nil) which is also secured by inventory and Books Debts of the Company.

2 Includes Demand loan of Rs, 989.58 Lakhs (Previous year Rs, 707.71 Lakhs) secured against Fixed deposits with Federal bank.

3 Unsecured Loan includes demand loan of Rs, 765.00 lakhs (Previous year Rs, 1,165.00 Lakhs) taken from Director Mrs. Shruti Vishal Rao.

The Company has invested in, given advances and has accrued interest receivable from Bliss GVS International Pte Ltd and Bliss GVS Clinic Healthcare Ltd ("the Singapore subsidiaries") aggregating Rs, 10,596.77 lakhs. These entities have in turn invested in other subsidiaries in Africa ("step down subsidiaries"). Both these subsidiaries have a negative net worth at March 31, 2017 of Rs, 1,989.62 Lakhs on a standalone basis. And on a consolidated basis one of the subsidiaries has a negative net worth of Rs, 29.30 Lakhs. Management believes that the erosion of net worth is temporary in nature and hence does not believe that any provision is required to be made in respect of these investments/loans at March 31, 2017.

Leave encashment Disclosure:-

The accumulated balance of leave encashment (unfunded) provided in the books as at March 31, 2017 is Rs, 19.08 Lakhs (Previous Year - Rs, 11.78 Lakhs) determined on actuarial basis using projected unit credit method.

3. Related Party Disclosures :

As per Accounting Standard 18, the disclosure of transactions with the related parties are given below:-

AS 18 - RELATED PARTY DISCLOSURE

(A) Parties where control exists

Subsidiaries and Step down Subsidiaries

1 Bliss Indasi Lifescience Pvt. Ltd.

2 Bliss GVS International Pte. Ltd.

3 Bliss GVS Clinic Health Care Pte. Ltd.

4 Kremoint Pharma Pvt. Ltd.

5 Bliss GVS Healthcare Ltd.

6 Shree Salespack Pvt. Ltd.

7 Lifeon Labs Pvt. Ltd.

8 Greenlife Bliss Healthcare Limited

9 Asterisk Lifesciences Ltd.

10 Asterisk Lifesciences GH Ltd.

11 Eipii Exports Pvt. Ltd.

(B) Other related party relationships where transactions have taken place during the year

Enterprises over which key managerial personnel exercise significant influence

12 Lozen Pharma Pvt. Ltd.

13 Kanji Forex Pvt. Ltd.

Key Management Personnel

1 Mr. S. N. Kamath -Managing Director

2 Dr. Vibha G. Sharma - Whole Time Director

3 Mrs. Shruti V. Rao - Whole Time Director

4 Ms. Aditi Bhatt - Company Secretary

5 Mr. Vipul B. Thakkar - Chief Financial Officer

Relatives of Key Management Personnel

1 Mr. Gagan Harsh Sharma - Relative of Director

2 Mr. Arjun Gautam Ashra - Relative of Director

3 Mr. Vishal Vijay Rao - Relative of Director

4 Mrs. Mamta Gautam Ashra - Relative of Director

This information as required under the Micro, Small and Medium Enterprises Development Act, 2006 has been determined to the extent such parties have been identified on the basis of information available with the Company. This information has been relied upon by the Auditors.

4. During the year the Company has incurred CSR Expenses of Rs, 137.65 Lakhs (Previous Year Rs, 66.90 Lakhs) which represented donations/ contributions to Charitable Trust which are engaged in the CSR activities eligible under section 135 of the Companies Act as specified in Schedule VII.

5. Quantitative Details are given in Annexure - I.

6. Previous year figures are regrouped/rearranged/reclassified wherever necessary to conform with current years classification.


Mar 31, 2016

Notes:

1 Includes cash credit of Rs, 1848.36 lakhs (Previous year Rs, 1980.62 Lakhs) bearing interest @ base rate 1.99% secured by creating 1st pari passu charge on current assets of the Company and second pari passu charge on fixed assets and is repayable on demand.

2 Includes Demand loan of Rs, 701.71 Lakhs (Previous year Rs, 857.00 Lakhs) secured against Fixed deposits with Federal bank.

3 Unsecured Loan includes demand loan of Rs, 1165.00 Lakhs (Previous year - Nil) taken from Director Mrs. Shruti Vishal Rao bearing interest @ 10% p.a.

The Company has invested in and given advances to Bliss GVS International Pte Ltd and Bliss GVS Clinic Healthcare Ltd ("the Singapore subsidiaries") aggregating Rs, 9,648.12 lakhs. These entities have in turn invested in other subsidiaries in Africa ("step down subsidiaires"). All these subsidiaries have a negative net worth at March 31, 2016 of Rs, 1,827.73 lakhs on a consolidated basis. Management believes that the erosion of net worth is temporary in nature and hence does not believe that any provision is required to be made in respect of these investments/loans at March 31, 2016.

4. Investment in subsidiaries and step down subsidiaries:

During the year, the Company has invested in 51.51% shares of M/s Shree Salespack Pvt Ltd which is involved in the manufacturing of packing material. And also our Subsidiary M/s Asterisk Life sciences Limited, in UK has formed its100% subsidiary known as Asterisk Life sciences GH Limited in Ghana.

During the year our Subsidiary in Singapore namely M/s Bliss GVS Clinic Healthcare Pte Ltd has sold its shares held in its Step down Subsidiary M/s Surgimed Pharma Limited"

5. Employee Benefits :

Gratuity:-

The Company has covered its gratuity liability by a Group Gratuity Plan issued by Insurance Company. Under the plan, employee at retirement is eligible for benefit which will be equal to 15 days salary for each completed year of service subject to maximum of Rs, 10 lakhs.

Leave encashment Disclosure:-

The accumulated balance of leave encashment (unfunded) provided in the books as at March 31, 2016 is Rs, 11.78 Lakhs (Previous Year - Nil) determined on actuarial basis using projected unit credit method.

6. Related Party Disclosures :

As per Accounting Standard 18, the disclosure of transactions with the related parties are given below:-

(A) Parties where control exists Subsidiaries and Step down Subsidiaries

1 Bliss Indasi Life science Pvt Ltd

2 Bliss GVS International Pte Ltd

3 Bliss GVS Clinics Health Care Pte Ltd

4 Kremoint Pharma Pvt Ltd

5 Bliss GVS Healthcare Ltd

6 Surgimed Pharma Limited

7 Lifeon Labs Pvt Ltd

8 Greenlife Bliss Healthcare Limited

9 Asterisk Life sciences Ltd

10 Asterisk Life sciences GH Ltd

11 Eipii Exports Pvt Ltd

12 Shree Salespack Pvt Ltd

(B) Other related party relationships where transactions have taken place during the year Enterprises over which key managerial personnel exercise significant influence

1 Lozen Pharma Pvt Ltd

2 Kanji Forex Pvt Ltd

Key Management Personnel

1 Mr. S. N. Kamath -Managing Director

2 Dr. Vibha G. Sharma -Whole Time Director

3 Mrs. Shruti V. Rao -Whole Time Director

4 Ms. Aditi Bhatt- Company Secretary

5 Mr. Vipul B. Thakkar- Chief Financial Officer

7. Financial & Derivative Instruments:

The Company has entered into Forward Exchange Contracts (being a derivative instrument), which are not intended for trading or speculative purpose, but are for hedge purpose, to establish the amount of reporting currency required or available at the settlement date of certain receivables. The sell contracts outstanding as on March 31, 2016 were to the tune of USD 24.50 lakhs (P.Y. USD 24.50 lakhs) & EURO 3.00 lakhs (P.Y. EURO 2.00 lakhs) with INR as cross currency.

8. Segment Disclosure:

The Company operations constitute a single reportable business segment i.e. Pharmaceuticals.

9. Research & Development:

Disclosure of Revenue and Capital Expenditure incurred at R&D Center recognized by DSIR

This information as required under the Micro, Small and Medium Enterprises Development Act, 2006 has been determined to the extent such parties have been identified on the basis of information available with the Company. This information has been relied upon by the Auditors.

10. CSR Expenses:

During the year the Company has incurred CSR Expenses of Rs. 66.90 lakhs which represented donations/ contributions to Charitable Trust which are engaged in the CSR activities eligible under section 135 of the Companies Act as specified in Schedule VII.

11. Quantitative Details are given in Annexure - I.

12. Previous year figures are regrouped/rearranged/reclassified wherever necessary to Conform with current years classification.


Mar 31, 2015

1. The rights, preferences and restrictions attaching to each class of shares including restrictions on the distribution of dividends and the repayment of capital

The Company has only one class of Equity Shares having a par value of Rs. 1/- per share. Each Shareholder is eligible for one vote per share held. The dividend proposed by the Board of Directors is subject to the approval of the shareholders in the ensuing Annual General Meeting, except in case of interim dividend. In the event of liquidation of the Company, the holders of equity shares will be entitled to receive any of the remaining assets of the Company, in proportion to the number of equity shares held by them. The Board of Directors in their meeting held on 29th May 2015 proposed a dividend of Rs. 0.50/- per share. ( Previous Year- Rs. 0.50/- per share)

There are no shares reserved for issue under options and contracts/ arrangements/ commitments.

2. Contingent Liabilities:

(Rs. in Lacs)

Sr. No Particulars As At As At 31.03.2015 31.03.2014

a. Estimated amount of contract remaining to be executed on capital account and not provided for. 149.47 337.56

b. Bank Guarantees issued to Excise Department. 36.72 14.31

Bank Guarantees issued to Sales Tax Department 580.00 400.00

Bank Guarantees issued for tenders 0.58 Nil

c. Corporate Guarantee given to Bank for loan taken by Subsidiary 3217.15 4000.52

3.Employee Benefits:

Retirement benefits to employees include gratuity, a defined benefit. Gratuity is payable as per the applicable law subject to maximum of Rs. 10 lacs/-. The liability is funded by a Group Gratuity Plan of the Life Insurance Corporation of India.

4. Related Party Disclosures

Disclosures as required by the Accounting Standard - 18 on ''Related Parties Disclosures'' issued by the Institute of Chartered Accountants of India are as follows: "

a. List of Related Parties

Subsidiaries and Step down Subsidiaries

1 Bliss Indasi Lifescience Pvt Ltd

2 Bliss Gvs International Pte Ltd

3 Bliss Gvs Clinics Health Care Pte Ltd

4 Kremoint Pharma Pvt Ltd

5 Bliss Gvs Healthcare Ltd

6 Surgimed Pharma Limited

7 Lifeon Labs Pvt Ltd

8 Greenlife Bliss Healthcare Limited

9 Asterisk Lifesciences Ltd

Key Management Personnel

1 Mr. S. N. Kamath Managing Director

2 Dr. Vibha N. Kamath Whole Time Director

3 Ms. Shruti N. Kamath Whole Time Director

4 Mr. Gagan Harsh Sharma Relative of Director

5 Mr. Arjun Ashra Relative of Director

6. Ms. Sushama Yadav Company Secretary

Companies in which key management personnel have significant interest.

5. Kanji Forex Pvt. Ltd.

b Transactions during the year and balances outstanding as on March 31,2015 with related Parties were as follows

6. Earnings per share:

Earnings Per Share is calculated by dividing the profit attributable to the equity shareholders by the average number of equity shares

7. Financial & Derivative Instruments:

The Company has entered into Forward Exchange Contracts (being a derivative instrument), which are not intended for trading or speculative purpose, but are for hedge purpose, to establish the amount of reporting currency required or available at the settlement date of certain receivables. The sell contracts outstanding as on 31st March 2014 were to the tune of USD 24.50 lacs (PY. USD 58.00 lacs) & EURO 2.00 lacs (PY. EURO 2.75 lacs) with INR as cross currency.

8. During the year the Company has incurred CSR Expenses of Rs. 36.23 Lacs which represented donations/ contributions to Charitable Trusts which are engaged in the CSR activities eligible under section 135 of the Companies Act as specified in Schedule VII.

9. Quantitative Details are given in Annexure -

10. Previous year figures are regrouped/rearranged/reclassified wherever necessary to Conform with current years classification.


Mar 31, 2014

1. Contingent Liabilities: (In Lacs)

Sr. No Particulars Mar - 14 Mar - 13

a. Estimated amount of contract remaining to be executed on capital account and 337.56 Nil not provided for.

b. Bank Guarantees issued to Excise Department. 14.31 30.42 Bank Guarantees issued to Sales Tax Department 400.00 Nil

c. Disputed Income Tax Demand Nil 183.69

d. Corporate Guarantees given to Banks for loan taken by Subsidiaries 4000.52 4072.76

2. Investment in subsidiaries:

During the year, the Company has subscribed to 51% equity shares of Lifeon Labs Private Limited (Lifeon), a Company incorporated for the purpose of manufacture of pharmaceutical formulations and thereby, Lifeon became a subsidiary of the Company.

3. Employee Benefits:

Company has covered its gratuity liability by a Group Gratuity Plan issued by Insurance Company. Under the plan, employee at retirement is eligible for benefit which will be equal to 15 days salary for each completed year of service subject to maximum of Rs.10 lacs.

Expenses recognised in the Statement of Profit and Loss for the year ended 31st March 2014 as determined on the basis of actuarial valuation.

4. Related Party Disclosures:

Disclosures as required by the Accounting Standard - 18 on ''Related Parties Disclosures'' issued by the Institute of Chartered Accountants of India are as follows:

AS 18 - RELATED PARTY DISCLOSURE a. List of Related Parties

Subsidiaries and Step down Subsidiaries

1 Bliss Indasi Lifescience Pvt Ltd

2 Bliss Gvs International Pte ltd

3 Bliss Gvs Clinic Health Care Pte Ltd

4 Kremoint Pharma Pvt ltd

5 Bliss Gvs Healthcare Ltd

6 Surgimed Pharma Limited

7 Lifeon Labs Pvt Ltd

8 Greenlife Bliss Healthcare Limited

Key Management Personnel and their relatives

1 Mr. S. N. Kamath Managing Director

2 Mr. Gautam R. Ashra Director

3 Dr. Vibha N. Kamath Whole Time Director

4 Ms. Shruti N. Kamath Whole Time Director

5 Mr. Gagan Harsh Sharma Relative of Director

6 Arjun Ashra Relative of Director

Companies in which Key Management Personnel significant influence 1 Kanji Forex Pvt Ltd

5. Financial & Derivative Instruments:

The Company has entered into Forward Exchange Contracts (being a derivative instrument), which are not intended for trading or speculative purpose, but are for hedge purpose, to establish the amount of reporting currency required or available at the settlement date of certain receivables. The sell contracts outstanding as on 31st March 2014 were to the tune of USD 58.00 lacs (P.Y. USD 107.00 lacs) & EURO 2.75 lacs (P.Y. EURO 3.00 lacs) with INR as cross currency.

6. Note on Segment Disclosure:

The Company operates primarily in the pharmaceutical business hence has only single reportable business segment. Further, in the opinion of the management, there is no reportable geographical segment.

7. Note of Research & Development:

Disclosure of Revenue & Capital Expenditure incurred at R&D Centers recognized by DSIR

There are no micro and small enterprises to which the Company owes dues, which are outstanding for more than 45 days as at 31st March, 2014. This information as required under the Micro, Small and Medium Enterprises Development Act, 2006 has been determined to the extent such parties have been identified on the basis of information available with the Company.

8. Quantitative Details are given in Annexure

9. Previous year figures are regrouped/rearranged/reclassified wherever necessary to conform with current years classification.


Mar 31, 2013

1. Contingent Liabilities:

(Rs. in Lacs)

Sr. No Particulars As At 31.03.2013 As At 31.03.2012

a. Estimated amount of contract remaining to be executed Nil 1500.00 on capital account and not provided for.

b. Bank Guarantees issued to Excise Department. 30.42 29.21

c. Disputed Income Tax Demand 183.69 183.69

d. Corporate Guarantee given to Bank for loan taken by 4072.76 3408.29 Subsidiary

2. Investment in subsidiaries:

a) During the year, the company has acquired 70% shares of Kremoint Pharma Private Limited (Kremoint), a company engaged in manufacture of pharmaceuticals for a consideration of Rs. 18.03 crores and thereby, Kremoint became a subsidiary of the Company.

During the year, the company has formed wholly owned subsidiary company namely Bliss GVS Clinic Healthcare Pte Limited in Singapore. The said subsidiary has in turn acquired 51% stake in GVS Healthcare Clinics Limited and Surgimed Pharma Limited, stepdown subsidiaries incorporated in Kenya.

b) Share Application Money paid to Bliss GVS International Pte Ltd amounting to Rs. 860.19 lacs was shown as part of investment in Financial Year 2011-12. In the current year it was converted into long term advance j and accordingly previous year figures are reclassified.

3. Employee Benefits:

Company has covered its gratuity liability by a Group Gratuity Plan issued by an Insurance Company. Under the plan, employee at retirement is eligible for benefit which will be equal to 15 days salary for each completed year of service subject to maximum of Rs. 10.00 lacs.

4. Related Party Disclosures

Disclosures as required by the Accounting Standard - 18 on ''Related Parties Disclosures'' issued by the Institute of Chartered Accountants of India are as follows: "

AS 5 - RELATED PARTY DISCLOSURE

a. List of Related Parties

Associate Companies/ Entities

1 Kanji Pitamber Forex Pvt Ltd.

2 Kanji Forex Pvt. Ltd.

3 Kanji Pitamber & Co.

4 Genteel Trading Co. Pvt.Ltd.

5 Monochrome Investment Pvt.Ltd.

6 Ace Investments Service (I) Ltd.

7 Prachi Graphics

8 D E Pavri

9 Florotek Bio Systems

10 Sathyashree Constructions

11 Ashtavinayak Enterprises

12 Patel Power Pvt. Ltd.

13 Sitaram Pai Memorial Trust

14 Bliss Indasi Lifescience Pvt Ltd

15 Bliss Gvs International Pte ltd

16 Bliss Gvs Clinics Health Care Pte Ltd

17 Kremoint Pharma Pvt ltd

18 Gvs Health Care Clinics Limited

19 Surgimed Pharma Limited

20 GNR Enterprises

Key management Personnel and Relatives

1 Mr. Shibroor N. Kamath Managing Director

2 Mr. Gautam R. Ashra Director

3 Dr. Vibha N. Kamath Whole Time Director

4 Ms. Shruti N. Kamath Whole Time Director

5 Mrs. Mamta G. Ashra Relative of Director

6 Mrs. Prabhavati R. Ashra Relative of Director

7 Ms. Antra G. Ashra Relative of Director

8 Mr. Gagan Harsh Sharma Relative of Director

6. Earnings per share:

Earning Per Share is calculated by dividing the profit attributable to the equity shareholders by the average number of equity shares outstanding during the year. Numbers used for calculating basic and diluted earning per share are as stated below:

7. Financial & Derivative Instruments:

The Company has entered into Forward Exchange Contracts (being a derivative instrument), which are not intended for trading or speculative purpose, but are for hedge purpose, to establish the amount of reporting currency required or available at the settlement date of certain receivables. The sell contracts outstanding as on 31st March 2013 were to the tune of USD 107.00 lacs (P.Y. USD 189.00 lacs) & EURO 3.00 lacs (P.Y. EURO 33.50 lacs) with INR as cross currency.

The foreign currency exposure, which is not hedged as at the end of the year, is:

8. Note on Segment Disclosure:

The Company operates primarily in the pharmaceutical business hence has only single reportable business segment. Further, in the opinion of the management, there is no reportable geographical segment.

There are no micro and small enterprises to which the Company owes dues, which are outstanding for more than 45 days as at 31st March, 2013. This information as required under the Micro, Small and Medium Enterprises Development Act, 2006 has been determined to the extent such parties have been identified on the basis of information available with the Company. This information has been relied upon by the Auditors

9. Quantitative Details are given in Annexure -

10. Previous figures are regrouped / rearranged / reclassified verever necessary.


Mar 31, 2012

1. Contingent Liabilities: (Rs. in Lacs)

No. Particulars As At As At 31.03.2012 31.03.2011

a. Estimated amount of contract remaining to be executed on capital account 1500.00 1000.00 and not provided for

b. Contingent Liability not provided for Bank Guarantees issued to 29.21 29.21 Excise Department.

c. Disputed Income Tax Demand 183.69 183.69

d Guarantee given to a Bank for loan taken by subsidiary 3408.09 -

2. Employee Benefits

Company has covered its gratuity liability by a Group Gratuity Plan issued by an Insurance Company. Under the plan, employee at retirement is eligible for benefit which will be equal to 15 days salary for each completed year of service subject to maximum ofRs10.00 lacs.

Expenses recognised in the Profit and Loss Account for the year ended 31st March 2011 as determined on the basis of actuarial valuation.

3. Related Party Disclosures

Disclosures as required by the Accounting Standard - 18 on 'Related Parties Disclosures' issued by the Institute of Chartered Accountants of India are as follows:

AS 18 - RELATED PARTY DISCLOSURE a. List of Related Parties

Associate Companies/ Entities

1 Kanji Pitamber Forex Pvt Ltd.

2 Kanji Forex Pvt. Ltd.

3 Kanji Pitamber & Co.

4 Genteel Trading Co. Pvt.Ltd.

5 Monochrome Investment Pvt.Ltd.

6 Ace Investments Service (I) Ltd.

7 Prachi Graphics

8 D E Pavri

9 Florotek Bio Systems

10 Sathyashree Constructions

11 Ashtavinayak Enterprises

12 Patel Power Pvt. Ltd.

13 Sitaram Pai Memorial Trust

14. Bliss Indasi Lifescience Pvt. Ltd.

15 Bliss GVS International Pte Ltd.

16. GNR Enterprises

There are no micro and small enterprises to which the Company owes dues, which are outstanding for more than 45 days as at 31st March, 2012.This information as required under the Micro, Small and Medium Enterprises Development Act, 2006 has been determined to the extent such parties have been identified on the basis of information available with the Company. This information has been relied upon by the Auditor.

4. During the year, the Company has subscribed 5,100 Equity Shares of Rs10 each amounting to Rs51,000/- of M/s. Bliss Indasi Life Sciences Pvt. Ltd and accordingly it became the subsidiary of the Company. Advance of Rs170 lacs which was shown as advance for investment in last year has been converted into long-term loan. During the year, additional loan ofRs109.49 lacs is given.

5. The Revised Schedule VI has become effective from 1 April, 2011 for the preparation of financial statements. This has significantly impacted the disclosure and presentation made in the financial statements. Previous year's figures have been regrouped / reclassified wherever necessary to correspond with the current year's classification / disclosure.

6. Quantitative Details as annexed in Annexure.


Mar 31, 2011

1. Contingent Liabilities:

(Rs. In Lacs)

As At As At

No Particulars 31.03.2011 31.03.2010

a. Estimated amount of contract remaining to be executed on capital account and not provided for 1000.00 1500.00

b. Contingent Liability not provided for Bank Guarantees issued to Excise Department. 29.21 38.55

c. Disputed Income Tax Demmand 183.69 183.69

2. Employee Benefits

Company has covered its gratuity liability by a Group Gratuity Plan issued by an Insurance Company. Under the plan, employee at retirement is eligible for benefit which will be equal to 15 days salary for each completed year of service subject to maximum of Rs.10.00 lacs.

Expenses recognised in the Profit and Loss Account for the year ended 31st March 2011 as determined on the basis of actuarial valuation.

3. Taxation:-

Deferred tax:

The deferred tax during the year for timing difference is accounted using tax rates that have been enacted or substantially enacted; the net difference arising thereon is debited to Profit and Loss Account.

4. Related Party Disclosures

Related Party Disclosures Disclosures as required by the Accounting Standard - 18 on Related Parties Disclosures issued by the Institute of Chartered Accountants of India are as follows:

AS 18 - RELATED PARTY DISCLOSURE

a. List of Related Parties

Associate Companies Entities

1 Kanji Pitamber Forex Pvt Ltd.

2 Kanji Forex Pvt. Ltd.

3 Kanji Pitamber & Co.

4 Genteel Trading Co. Pvt.Ltd.

5 Monochrome Investment Pvt.Ltd.

6 Ace Investments Service (I) Ltd.

7 Prachi Graphics

8 D E Pavri

9 Florotek Bio Systems

10 Sathyashree Constructions

11 Ashtavinayak Enterprises

12 Patel Power Pvt. Ltd.

Key Management Personnel and Relatives

1 Mr. Govind.G.Desai Chairman

2 Mr. Shibroor N. Kamath Managing Director

3 Mr. Gautam R. Ashra Director

4 Mr. Mahendra N. Thakkar Director

5 Mr. Yogendra N. Thakkar Director

6 Mr. Satej M. Katekar Director

7 Dr. Vibha N. Kamath Whole Time Director

8 Ms. Shruti N. Kamath Whole Time Director

9 Mrs. Mamta G. Ashra Relative of Director

10 Mr. Gagan Harsh Sharma Relative of Director

5. Financial & Derivative Instruments:

The Company has entered into Forward Exchange Contracts (being a derivative instrument), which are not intended for trading or speculative purpose, but are for hedge purpose, to establish the amount of reporting currency required or available at the settlement date of certain receivables. The sell contracts outstanding as on 31st March 2011 were to the tune of USD 1,23,62,449 (P.Y. USD 19,00,000)& EURO 65,000 (P.Y. EURO 3,75,000) with INR as cross currency.

6. Note on Segment Disclosure

The Company operates primarily in the pharmaceutical business hence has only single reportable business segment. Further, in the opinion of the management, there is no reportable geographical segment.

7. During the year Company has paid an advance of Rs.170.00 lacs towards the Joint Venture in M/s. Bliss Indasi Life Sciences Pvt. Ltd. however, no shares have been issued as of 31st March, 2011

8. Previous year figures have been regrouped, reclassified and rearranged wherever necessary.


Mar 31, 2010

1. Contingent Liabilities:(Rs. In Lacs) As At As At No Particulars 31.03.2010 31.03.2009

a. Estimated amount of contract remaining to be executed on capital account and not provided for 1500.00 1500.00

b. Contingent Liability not provided for Bank Guarantees issued to Excise Department. 38.55 39.53

c. Disputed Income Tax Demand 183.69 Nil



2. Employee Benefits

Company has covered its gratuity liability by a Group Gratuity Plan issued by a Insurance Company. Under the plan, employee at retirement is eligible for benefit which will be equal to 15 days salary for each completed year of service.

Expenses recognized in the Profit and Loss Account for the year ended 31st March 2010 as determined on the basis of actuarial valuation.

3. Taxation:-

Deferred tax:

The deferred tax during the year for timing difference is accounted using tax rates that have been enacted or substantially enacted, the net difference arising thereon is debited to Profit and Loss Account.

4. Related Party Disclosures

Disclosures as required by the Accounting Standard -18 on Related Parties Disclosures issued by the Institute of Chartered Accountants of India are as follows:"

AS 18 - RELATED PARTY DISCLOSURE

a. List of Related Parties

Associate Companies Entities

1 Kanji Pitamber Forex Pvt. Ltd.

2 Kanji Forex Pvt Ltd.

3 Genteel Trading Co. Pvt. Ltd.

4 Monochrome Investment Pvt. Ltd.

5 TVS Infrastructure Ltd.

6 Goodwill Cultivator Pvt. Ltd.

7 Bajaj Hindustan Sugar & Industries Ltd.

8 Bombay Gymkhana Ltd.

9 Florotek Bio Systems

10 Sathyashree Constructions

11 Ashtavinayak Enterprises

12 Patel Power Pvt. Ltd.

Key Management Personnel and Relatives

1 Mr.Govind.G.Desai Chairman

2 Mr.Shibroor N. Kamath Managing Director

3 Mr.Gautam R. Ashra Director

4 Mr.Mahendra N. Thakkar Director

5 Mr.Satej M. Katekar Director

6 Dr.Vibha N. Kamath Whole Time Director

7 Ms.Shruti N. Kamath Whole Time Director

8 Mrs.Mamta G. Ashra Relative of Director

5. Financial & Derivative Instruments:

The Company has entered into Forward Exchange Contracts (being a derivative instrument), which are not intended for trading or speculative purpose, but are for hedge purpose, to establish the amount of reporting currency required or available at the settlement date of certain receivables. The sell contracts outstanding as on 31st March 2010 were to the tune of USD 19,00,000 (P.Y. USD 49,00,000) & EURO 3,75,000 (P.Y. EURO Nil) with INR as cross currency.

6. Note on Segment Disclosure

The Company operates primarily in the pharmaceutical business hence has only single reportable business segment. Further, in the opinion of the management, there is no reportable geographical segment.

7. Previous year figures have been regrouped, reclassified and rearranged wherever necessary.

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