Mar 31, 2025
Provisions are recognised when present obligations as a
result of past events will probably lead to an outflow of
economic resources from the Company and they can be
estimated reliably. Timing or amount of the outflow may
still be uncertain. A present obligation arises from the
presence of a legal or constructive obligation that has
resulted from past events.
Provisions are measured at the best estimate of
expenditure required to settle the present obligation at
the reporting date, based on the most reliable evidence,
including the risks and uncertainties and timing of
cashflows associated with the present obligation.
In those cases where the possible outflow of economic
resource as a result of present obligations is considered
improbable or remote, or the amount to be provided for
cannot be measured reliably, no liability is recognised in
the balance sheet.
Any amount that the Company can be virtually certain to
collect from a third party with respect to the obligation is
recognised as a separate asset up to the amount of the
related provisions. All provisions are reviewed at each
reporting date and adjusted to reflect the current best
estimate.
Contingent assets are not recognised.
All employee services received in exchange for the
grant of any equity-settled share-based compensation
are measured at their fair values. These are indirectly
determined by reference to the fair value of the share
options awarded. Their value is appraised at the grant
date and excludes the impact of any non-market vesting
conditions (for example, profitability and sales growth
targets).
All share-based compensation is ultimately recognised
as an expense in the statement of profit and loss with
a corresponding credit to equity (Stock compensation
reserve). If vesting periods or other vesting conditions
apply, the expense is allocated over the vesting period,
based on the best available estimate of the number of
share options expected to vest. Non-market vesting
conditions are included in assumptions about the
number of options that are expected to become
exercisable. Estimates are subsequently revised, if
there is any indication that the number of share options
expected to vest differs from previous estimates.
No adjustment is made to expense recognised in prior
periods if fewer share options are ultimately exercised
than originally estimated. Upon exercise of share
options, the proceeds received net of any directly
attributable transaction costs up to the nominal value of
the shares issued are allocated to share capital with any
excess being recorded as Securities premium.
Basic earnings per share is computed by dividing
the net profit for the period attributable to the equity
shareholders of the Company by the weighted average
number of equity shares outstanding during the
period. The weighted average number of equity shares
outstanding during the period and for all periods
presented is adjusted for events, such as bonus shares,
other than the conversion of potential equity shares that
have changed the number of equity shares outstanding,
without a corresponding change in resources.
For the purpose of calculating diluted earnings per
share, the net profit for the period attributable to equity
shareholders and the weighted average number of
shares out standing during the period is adjusted for the
effects of all dilutive potential equity shares.
Statement of Cash Flows is prepared segregating the
cash flows into operating, investing and financing
activities. Cash flow from operating activities is reported
using indirect method, adjusting the profit before tax
excluding exceptional items for the effects of:
(i) changes during the period in inventories and
operating receivables and payables, transactions
of a non-cash nature;
(ii) non-cash items such as depreciation, provisions,
unrealised foreign currency gains and losses and;
(iii) all other items for which the cash effects are
investing or financing cash flows.
Cash and cash equivalents (including bank balances)
shown in the Statement of Cash Flows exclude items
which are not available for general use as at the date of
Balance Sheet.
Government grants are recognised if there is reasonable
assurance that:
(i) the entity will comply with the conditions attaching
to them and
(ii) the grants will be received.
Government grants shall be recognised in profit or loss
on a systematic basis over the periods in which the entity
recognises as expenses the related costs for which the
grants are intended to compensate.
Government grants related to assets are recognised as
income in equal amounts over the expected useful life of
the related asset.
Export entitlement from government authority are
recognised in the profit or loss as other operating
revenue when the right to receive is established as per
the terms of the scheme in respect of the exports made
by the Company with no further related cost and where
there is no significant uncertainty regarding the ultimate
collection of the relevant export proceeds.
The preparation of these financial statements in
conformity with Ind AS requires the application of
judgment by management in selecting appropriate
assumptions for calculating financial estimates,
which inherently contain some degree of uncertainty.
Management estimates are based on historical
experience and various other assumptions that are
believed to be reasonable in the circumstances, the
results of which form the basis for making judgments
about the reported carrying values of assets and
liabilities and the reported amounts of revenues and
expenses that may not be readily apparent from other
sources. Actual results may differ from these estimates
under different assumptions or conditions.
Estimates of life of various tangible and intangible
assets, and assumptions used in the determination
of employee-related obligations and fair valuation of
financial and equity instrument, impairment of tangible
and intangible assets represent certain of the significant
judgments and estimates made by management.
Gross turnover is reduced by rebates, discounts,
allowances and product returns given or expected to
be given, which vary by product arrangements and
buying groups. These arrangements with purchasing
organisations are dependent upon the submission of
claims sometime after the initial recognition of the sale.
Accruals are made at the time of sale for the estimated
rebates, discounts or allowances payable or returns to
be made, based on available market information and
historical experience.
Because the amounts are estimated they may not fully
reflect the final outcome, and the amounts are subject
to change dependent upon, amongst other things, the
types of buying group and product sales mix.
The level of accrual for rebates and returns is reviewed
and adjusted regularly in the light of contractual and
legal obligations, historical trends, past experience
and projected market conditions. Market conditions
are evaluated using wholesaler and other third-party
analyses, market research data and internally generated
information. Revenue is not recognised in full until it is
highly probable that a significant reversal in the amount
of cumulative revenue recognised will not occur.
Future events could cause the assumptions on which
the accruals are based to change, which could affect the
future results of the Company.
Management reviews the useful lives of depreciable
assets at each reporting date, based on the expected
utility of the assets to the Company. The useful life are
specified in note 2.5 and 2.7
Ind AS 116 requires Company to make certain judgments
and estimations, and those that are significant are
disclosed below.
Critical judgments are required when an entity is,
⢠determining whether or not a contract contains a
lease,
⢠establishing whether or not it is reasonably certain
that an extension option will be exercised,
⢠considering whether or not it is reasonably certain
that a termination option will not be exercised.
Key sources of estimation and uncertainty include:
⢠calculating the appropriate discount rate,
⢠estimating the lease term.
Management monitors progress of internal research
and development projects by using a project
management system. Significant judgement is required
in distinguishing research from the development phase.
Development costs are recognised as an asset when
all the criteria are met, whereas research costs are
expensed as incurred.
Management also monitors whether the recognition
requirements for development costs continue to be
met. This is necessary due to inherent uncertainty in the
economic success of any product development.
The cost of post-employment benefits is determined
using actuarial valuations. The actuarial valuation
involves making assumptions about discount rates,
expected rate of return on assets, future salary increases
and mortality rates. Due to the long term nature of
these plans such estimates are subject to significant
uncertainty.
Management uses valuation techniques in measuring
the fair value of financial instruments where active
market quotes are not available. In applying the
valuation techniques, management makes maximum
use of market inputs and uses estimates and
assumptions that are, as far as possible, consistent with
observable data that market participants would use in
pricing the instrument. Where applicable data is not
observable, management uses its best estimate about
the assumptions that market participants would make.
These estimates may vary from the actual prices that
would be achieved in an arm''s length transaction at the
reporting date.
An impairment loss is recognised for the amount by
which an asset''s or cash-generating unit''s carrying
amount exceeds its recoverable amount. To determine
the recoverable amount, management estimates
expected future cash flows from each asset or cash¬
generating unit and determines a suitable interest rate
in order to calculate the present value of those cash
flows. In the process of measuring expected future cash
flows, management makes assumptions about future
operating results. These assumptions relate to future
events and circumstances. The actual results may vary,
and may cause significant adjustments to the Company''s
assets.
In most cases, determining the applicable discount
rate involves estimating the appropriate adjustment to
market risk and the appropriate adjustment to asset-
specific risk factors.
Significant judgments are involved in determining
the provision for income taxes including judgment on
whether tax positions are probable of being sustained in
tax assessments. A tax assessment can involve complex
issues, which can only be resolved over extended time
periods. The recognition of taxes that are subject to
certain legal or economic limits or uncertainties is
assessed individually by management based on the
specific facts and circumstances.
The assessment of the probability of future taxable profit
in which deferred tax assets can be utilized is based on
the Company''s latest approved budget forecast, which is
adjusted for significant non-taxable profit and expenses
and specific limits to the use of any unused tax loss or
credit. If a positive forecast of taxable profit indicates
the probable use of a deferred tax asset, especially when
it can be utilise without a time limit, that deferred tax
asset is usually recognised in full. The recognition of
deferred tax assets that are subject to certain legal or
economic limits or uncertainties is assessed individually
by management based on the specific facts and
circumstances.
The Company applies expected credit losses (ECL) model
for measurement and recognition of loss allowance on
the following:
i Trade receivables.
ii Financial assets measured at amortised cost other
than trade receivables.
In case of trade receivables, the Company follows a
simplified approach wherein an amount equal to lifetime
ECL is measured and recognised as loss allowance. In
case of other assets (listed as (ii) above), the Company
determines if there has been a significant increase in
credit risk of the financial asset since initial recognition.
If the credit risk of such assets has not increased
significantly, an amount equal to twelve month ECL is
measured and recognised as loss allowance. However,
if credit risk has increased significantly, an amount
equal to lifetime ECL is measured and recognised as loss
allowance.
The financial statements have been prepared using the
measurement basis specified by Ind AS for each type of
asset, liability, income and expense. The measurement
bases are more fully described in the accounting policies.
The estimates and underlying assumptions are reviewed
on an on-going basis. Revisions to accounting estimates
are recognised in the period in which the estimate is
revised if the revision affects only that period or in the
period of the revision and future periods if the revision
affects both current and future periods.
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. During 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 lease back transactions, applicable
from April 1,2024. The Company has assessed that there
is no significant impact on its financial statements.
On May 9, 2025, MCA notifies the amendments to Ind
AS 21 - Effects of Changes in Foreign Exchange Rates.
These amendments aim to provide clearer guidance
on assessing currency exchangeability and estimating
exchange rates when currencies are not readily
exchangeable. The amendments are effective for
annual periods beginning on or after April 1, 2025. The
Company is currently assessing the probable impact of
these amendments on its financial statements.
Note 1 - The fair values of investments in equity preference shares and compulsory Convertible Debenture being carried at ''
562.48 (2024 - '' 444.98 ) cannot be reliably determined and therefore the Company is carrying these investments at cost less
impairment charge if any being the management''s best estimate of their fair values.
Note 2 - During the year, the Company has invested '' 1.70, equivalent to 34% in equity instruments and '' 15.80 in the Compulsory
Convertible Debenture of the O2 Renewable Energy XXIV Private Limited [(O2RE)]. O2RE is a special purpose vehicle in partnership
with O2 Energy SG Pte Ltd. for Generation and transmission of solar energy and other sources of renewable energy. As per the
Shareholders Agreement, the Company does not have power to participate in the financial and operating policy decisions of
O2RE and hence does not exercise significant influence.
Indian statutes mandate that dividends be declared out of distributable profits in accordance with the regulations. Should
the Company declare and pay dividends, such dividends are required to be paid in INR to each holder of equity shares in
proportion to the number of shares held. Dividends are taxable in the hands of the shareholders and tax is deducted by the
Company at applicable rates.
Securities premium reserve - The amount received by the Company over and above the face value of shares issued is
shown under this head. It is available for utilisation as per the provisions of the Companies Act, 2013.
Capital redemption reserve - The capital redemption reserve had been created as per the requirement of earlier provisions
of Companies Act, 1956. Such reserve is not currently available for distribution to the shareholders. The reserve can be
utilised in accordance with the provisions of section 69 of the Companies Act, 2013.
General reserve - The Company has transferred a portion of the net profit of the Company before declaring dividend to
general reserve pursuant to the earlier provisions of Companies Act, 1956. Mandatory transfer to general reserve is not
required under the Companies Act, 2013.
Retained earnings - Accumulated earnings include all current and prior period profits as disclosed in the statement of
profit and loss.
Stock compensation reserve - Stock compensation reserve consists of employee compensation cost allocated over the
vesting period of options granted to employees. Such cost is recognised in statement of profit and loss and is credited to
the reserve. Upon exercise of options, such reserves are reclassified to equity share capital at the nominal capital value and
excess through securities premium as the case may be.
Special Economic Zone (SEZ) reinvestment reserve - The SEZ Re-Investment reserve has been created out of profit of
eligible SEZ units in terms of the provisions of Section 10AA(1)(ii) of the Income-Tax Act, 1961. The reserve has been utilised
for acquiring new plant and machinery for the purpose of its business in terms of section 10AA(2) of the Income-Tax Act,
1961.
** The percentage shareholding above has been computed considering the outstanding number of shares of 282,188,156 as at
31 March 2025 and 31 March 2024.
(IV) As at 31 March 2025, pursuant to Employee Stock Options Scheme 2016, 37,779 (2024 - 37,779) options were outstanding,
which upon exercise are convertible into equivalent number of equity shares.
The Company presently has only one class of ordinary equity shares. For all matters submitted to vote in the shareholders
meeting, every holder of ordinary equity shares, as reflected in the records of the Company on the date of the shareholders''
meeting, has one vote in respect of each share held. All shares are equally eligible to receive dividends and the repayment
of capital in the event of liquidation of the Company.
(VI) In the period of five years immediately preceding 31 March 2025, the Company has not allotted any shares as fully paid up
pursuant to contracts without payment being received in cash. Further, the Company has neither issued bonus shares nor
bought back any shares during the aforementioned period.
The Company has formulated an Employee Stock Option Scheme 2016 ''(ESOS 2016)'' under which it has made
grants on various dates from time to time. Each grant has a vesting period which varies from 1 - 6 years from the
date of grant depending on the terms of the grant. The grants are made at the market price of the equity shares of
the Company on either the date of the grant or the closing price of the date prior to the day of the grant or the
price decided by the Nomination & Remuneration Committee of the Board. Pursuant to ESOS 2016, 37,779 (2024
- 37,779 ) options were outstanding as at 31 March 2025, which upon exercise are convertible into equivalent number
of equity shares. Employee stock compensation charged/(write back) during the year is '' Nil (2024 - '' (0.35)).
The Company''s pending litigations comprise of proceedings pending with various direct tax, indirect tax and other authorities.
The Company has reviewed all its pending litigations and proceedings and has adequately provided for where provisions are
required and disclosed as contingent liabilities where applicable, in its financial statements. The Company does not expect the
outcome of these proceedings to have a materially adverse effect on its financial statements.
(a) In January 2014, the National Pharmaceutical Pricing Authority (NPPA) issued a demand notice of '' 12.24 Crs as
overcharging liability of product "Doxovent 400 mg tab" for the period February 2010 to May 2013. The notice
also envisaged a payment of '' 3.33 Crs towards interest @15% p.a. on the overcharged amount up to 31 January,
2014. The Company had filed a petition under Article 32 with the Hon''ble Supreme Court of India (Hon''ble Court),
challenging the issue of the above mentioned demand notice on various grounds. This petition was tagged along
with other petitions filed by other pharmaceutical companies, pending before Hon''ble Court relating to the inclusion
criteria of certain drugs including "Theophylline" in the schedule of the DPCO, 1995. The Hon''ble Court passed an ad-
interim order stating that no coercive steps be taken against the Company towards the said demand. Whilst the
matter was pending before the Hon''ble Supreme Court, in October 2015, NPPA issued a fresh demand notice of
'' 12.24 Crs as overcharging liability and '' 6.39 Crs as interest thereon calculated upto 30 September, 2015 to which the
Company has responded stating that the matter was sub-judice. On 20 July, 2016 Hon''ble Supreme Court heard the
Company''s petition and ordered the petition to be transferred back to Hon''ble Delhi High Court to be heard on merits
subject to deposit of 50% of the overcharged claimed amount. The Company has deposited '' 6.12 Crs (50% of the
overcharged claimed amount). The pleadings have been completed and matter is pending for final hearing before Hon''ble
Delhi High Court.
(b) In October 2019, National Pharmaceutical Pricing Authority (NPPA) issued a Show Cause Notice alleging that the Company
had violated DPCO 2013 by self-invoking Para 32 in respect of its product Remogliflozin Etabonate Metformin by not
seeking approval for exemption from the Government. Although the Company has responded to the Show cause notice, on
2 January, 2020, NPPA issued a letter seeking production of documents /records under Para 29. The Company challenged
the decision of NPPA by filing a writ petition before Hon''ble Delhi High Court. In January 2020, Hon''ble Delhi High Court
was pleased to note NPPA''s submission that without prejudice to the rights of the parties, NPPA will grant a hearing to the
Company, to decide on the Company''s entitlement under paragraph 32 of the DPCO, 2013 and dispose of the petition, with
a noting that in view of the personal hearing, the impugned orders will not be given effect to. Although NPPA granted the
Company personal hearing, it issued a ceiling price notification in March 2020 notifying the price of Remoglifozin Etabonate
Metformin Hydrocloride without deciding the entitlement under paragraph 32 of the DPCO, 2013. The Company thereafter
challenged various orders passed by NPPA by filing a fresh writ petition. After hearing both Parties, Hon''ble Delhi High
Court was pleased to grant interim relief that no coercive action, based on the Impugned Orders dated 3 March, 2020 and
20 March, 2020, be taken against Company. The matter is currently sub-judice.
(c) The Company launched two fixed dose combinations (FDCs)- (i) Remogliflozin Etabonate 100 mg Vildagliptin 50 mg
Metformin Hydrochloride 500 mg and (ii) Remoglifozin Etabonate 100 mg Vildagliptin 50 mg Metformin Hydrochloride
1000 mg under the brand name Remo MV during October 2021. The Company provided intimation of launch to NPPA on
13 October, 2021 in compliance with para 32 of DPCO 2013. NPPA responded to Company''s intimation that para 32 cannot
be self-invoked and that prior approval of NPPA is required. The Company sent its counter reply stating that para 32 does
not contemplate an approval, what is required is a mere intimation along with DCGI approval for the new drug and valid
patent. It was also highlighted by the Company that similar issue is pending for consideration of the Hon''ble Delhi High
Court in W.P.(C) 3831/2020. However on 04 March,2023 the Multidisciplinary Committee of experts of NPPA recommended
the retail price of the aforesaid FDCs @ '' 8.76 per tablet and '' 9.06 per tablet respectively. Pursuant thereto and in line with
the recommendation NPPA issued notification dated 26 March, 2024 fixing the ceiling price. The Company has filed a writ
petition challenging the fixation of ceiling price on the ground that the aforesaid FDCs are covered under para 32 of DPCO,
2013 and that they are exempt from price control. Vide order dated 09.01.2025 Hon''ble Delhi High Court was pleased to
grant interim relief that no coercive steps shall be taken against Glenmark till the next date of hearing. The petition is kept
for final hearing.
(d) On a complaint by a stockiest with the Competition Commission of India ("CCI") in July 2015 against pharma Companies
(including the Company and its C&F agent) and the Trade associations, alleging refusal to supply medicines to it in spite of
having all valid licenses and documents, CCI ordered the Director General ("DG") to investigate and submit a report. CCI
clubbed this matter with other matters on a similar complaint against other pharmaceutical Companies and local Trade
associations. On submission of DG''s report, CCI issued notices to the Company and some of its employees to submit their
objections to the said Report. Despite having contested DG''s claim, CCI in its order has found the Company and concerned
employees guilty of having contravened provision 3(1) of the Competition Act, 2002 and has levied penalty under the Act.
The Company and the concerned employees have appealed the said Order at National Company Law Tribunal ("NCLAT").
The appeals is pending for final hearing.
(e) An Information was filed by Mr. Kailash Gupta (President- All India Chemists and Distributors Federations) on 19.01.2012
against Glenmark and others alleging refusal /withholding of supply of products for want of NOC from AIOCD. Pursuant
to the information, Competition Commission of India (CCI) vide its order dated 07.02.2012 directed the Director General
("DG") to investigate and submit a report. DG conducted the investigation and vide its investigation report dated 03.04.2024
concluded that Glenmark withheld the supply to Shri Kesari Nandan Pharma, Amritsar. Glenmark has filed its detailed reply
and the matter will be listed for hearing before the CCI in due course.
(f) In response to FDA action on Zantac and its generic equivalent (ranitidine) in late 2019 and early 2020, lawsuits were filed
in various jurisdictions against brand-name and generic manufacturers, distributors, and retailers of Zantac and ranitidine,
a number of which were consolidated in a Multidistrict Litigation (MDL) in the Southern District of Florida. Plaintiffs in all
of the lawsuits allege that ranitidine potentially contains a probable human carcinogen, N-Nitrosodimethylamine (NDMA),
that they have developed or will develop cancer as a result of their ingestion of ranitidine, and/or that they were otherwise
injured. Glenmark Pharmaceuticals Ltd. (GPL) and Glenmark Pharmaceuticals Inc., USA (GPI) were named in the MDL but
all claims against them were dismissed in June 2021 on the basis of federal pre-emption. Plaintiffs are appealing those
dismissals in the United States Court of Appeals for the Eleventh Circuit, and those appeals remain pending. In addition
to the MDL, GPI has also been named in several non-MDL cases that are proceeding in state court (California, Illinois, New
Mexico, New York, and Pennsylvania). GPL and GPI secured dismissals of all cases in Illinois and New York as well as many
of the claims in Pennsylvania. The California cases settled for $1.184M in November 2024. The remaining cases are in the
early stages. GPL and GPI will continue to defend these cases vigorously.
(g) From time to time the Company and its certain subsidiaries are involved in various intellectual property claims and other
legal proceedings, which are considered normal to its business. Some of these litigations have been resolved through
settlement agreements with the plaintiffs.
i. A multiple putative class and individual actions were filed in 2018 by purchasers of branded Zetia and generic Zetia
(ezetimibe) against Glenmark Pharmaceuticals Ltd (GPL) and its U.S. subsidiary Glenmark Pharmaceuticals Inc., USA
(GPI) before the United States District Court for the Eastern District of Virginia seeking relief under the US antitrust
laws. The Plaintiffs allege that GPL, GPI, and Merck & Co Inc. (Merck) violated the federal and state antitrust laws
by entering into a so-called reverse payment patent settlement agreement in Hatch-Waxman patent litigation in
May 2010 related to Merck''s branded Zetia product. GPL and GPI arrived at a settlement with Three Plaintiff Groups
collectively representing all of the claims against GPL, GPI and Merck in relation to multiple antitrust and consumer
protection lawsuits, including a class action, consolidated in the Eastern District of Virginia, US (the "Court"). The
settlements made clear that they are commercial settlements and not on the basis of GPL and/or GPI having conceded
or admitted any liability, offence, wrongdoing or illegality. Three opt-out cases (in California and New Jersey) were
settled for $7M in February 2025. A fourth opt-out case (in Minnesota) is still pending.
(a) Estimated amount of contracts remaining to be executed on capital account, net of advances, not provided for as at
31 March 2025 aggregate '' 1,097.13 (2024 - '' 1,159.87)
(b) Estimated amount of contracts remaining to be executed on other than capital account, net of advances, not provided
for as at 31 March 2025 aggregate '' 10,263.91 (2024 - '' 7,292.46 )
The Company''s leased assets primarily consist of leases for office premises and godowns. Leases of office premises and
godowns generally have lease term between 2 to 12 years. The Company has applied low value exemption for leases laptops,
lease lines, furniture and equipment and accordingly are excluded from Ind AS 116. The leases includes non cancellable periods
and renewable option at the discretion of lessee which has been taken into consideration for determination of lease term.
The weighted average incremental borrowing rate applied to lease liabilities recognised was 10% - 10.40% p.a.
There are several lease agreements with extension and termination options, management exercises significant judgement in
determining whether these extension and termination options are reasonably certain to be exercised. Since it is reasonable
certain to exercise extension option and not to exercise termination option, the Company has opted to include such extended
term and ignore termination option in determination of lease term.
Fair value hierarchy:
The fair value of financial assets and liabilities as referred above have been classified into three categories depending on the
inputs used in the valuation technique. The hierarchy gives the highest priority to quoted prices in active markets for identical
assets or liabilities (Level 1 measurements) and lowest priority to unobservable inputs (Level 3 measurements).
The categories used are as follows:
⢠Level 1: Quoted prices for financial assets in an active market amounting to '' 1.05 (2024 - '' 7,451.64);
⢠Level 2: Directly or indirectly observable market inputs, other than Level 1 inputs
⢠Level 3: Inputs which are not based on observable market data.
Investment in subsidiaries are carried at cost not included above.
Trade receivables comprise amounts receivable from the sale of goods and services.
The management considers that the carrying amount of trade and other receivables approximates their fair value.
Bank balances and cash comprise cash and short-term deposits held by the Company. The carrying amount of these assets
approximates their fair value.
Trade and other payables principally comprise amounts outstanding for trade purchases and on-going costs. The management
considers that the carrying amount of trade payables approximates to their fair value.
The Bonds are interest bearing instruments with an embedded derivative instrument of conversion option. The instrument''s
value predominately consist of liability measured at amortised cost; the embedded derivative is measured at FVTPL.
The information regarding projects undertaken and expenses incurred on CSR activities during the year ended 31 March 2025
is as follows :
i Gross amount required to be spent by the Company during the year as per provisions of section 135 of the
Companies Act, 2013 - ''307.15 (2024 - ''368.13)
The Company is exposed to a variety of financial risks which results from the Company''s operating and investing activities. The
Company focuses on actively securing its short to medium term cash flows by minimising the exposure to financial markets.
The Company does not actively engage in the trading of financial assets for speculative purposes nor does it write options.
Financial assets that potentially subject the Company to concentrations of credit risk consist principally of cash equivalents,
accounts receivables, other receivables, investment securities and deposits. By their nature, all such financial instruments
involve risk including the credit risk of non-performance by counter parties.
The Company''s cash equivalents and deposits are invested with banks.
The Company''s trade and other receivables are actively monitored to review credit worthiness of the customers to whom credit
terms are granted and also avoid significant concentrations of credit risks.
The Company''s interest-rate risk arises from long-term borrowings. Borrowings obtained at variable rates expose the Company
to cash flow interest-rate risk. Borrowings issued at fixed rates expose the Company to fair value interest-rate risk.
The foreign currency sensitivity analysis has been performed in relation to US Dollar (USD), Euro (EUR) and Russian rouble (RUB).
US Dollar conversion rate was '' 83.34 at the beginning of the year and scaled to a high of '' 87.64 and to low of '' 83.05. The closing
rate is '' 85.45. Considering the volatility in direction of strengthening dollar upto 10% , the sensitivity analysis has been disclosed
at 10% movements on strengthening and weakening effect for presenting comparable movement due to currency fluctuations.
The Company''s policy is to minimise interest rate cash flow risk exposures on long-term borrowings. The Company has no long
term borrowings in USD. Since, there are no long term borrowings in USD, there are no element of interest rate risk associated
with this and hence interest rate sensitivity analysis has not been performed.
The Company has taken several short term borrowings on fixed rate of interest. Since, there is no interest rate risk associated
with such fixed rate loans; an interest rate sensitivity analysis has not been performed.
The bank deposits are placed on fixed rate of interest of approximately 6.20% to 6.40%. As the interest rate does not vary unless
such deposits are withdrawn and renewed, sensitivity analysis is not performed.
The Company has outstanding borrowings of USD Nil (2024 - USD 18.957 million) which are linked to SOFR/Benchmark prime
lending rate (BPLR).
The Company continuously monitors defaults of customers and other counterparties, identified either individually or by the
Company, and incorporates this information into its credit risk controls. The Company''s policy is to deal only with creditworthy
counterparties.
The Company''s management considers that all the above financial assets that are not impaired for each of the reporting dates
and are of good credit quality, including those that are past due. None of the Company''s financial assets are secured by collateral
or other credit enhancements.
In respect of trade and other receivables, the Company''s credit risk exposure towards any single counterparty or any group of
counterparties having similar characteristics is considered to be negligible. The credit risk for liquid funds and other short-term
financial assets is considered negligible, since the counterparties are reputable banks with high quality external credit ratings.
The Company manages its liquidity needs by carefully monitoring scheduled debt servicing payments for long-term financial
liabilities as well as cash-outflows due in day-to-day business. Liquidity needs are monitored in various time bands, on a day-to¬
day and week-to-week basis, as well as on the basis of a rolling 30-day projection. Long-term liquidity needs for a 180-day and a
360-day lookout period are identified monthly.
The Company maintains cash and marketable securities to meet its liquidity requirements for up to 30-day periods. Funding in
regards to long-term liquidity needs is additionally secured by an adequate amount of committed credit facilities and the ability
to sell long-term financial assets.
The Company objectives when managing capital are to safeguard their ability to continue as a going concern so that they can
continue to provide returns for shareholders and benefits for other stakeholders, and maintain an optimal structure to reduce
the cost of capital. In order to maintain or adjust the Capital structure, the Company may adjust the amounts of dividends paid
to shareholders, return capital to shareholders, issue new shares or sell new assets to reduce debt.
Certain prior year amounts have been reclassified for consistency with the current year presentation. As a result, certain line
items have been amended in the financial statements. These reclassifications had no effect on the reported results of operations.
Comparative figures have been adjusted to conform to the current year''s presentation.
The Company had earlier reported that the Company and its US subsidiary (Glenmark Pharmaceuticals Inc., USA) had arrived
at a settlement with three Plaintiff Groups collectively representing all of the claims against the Company and Merck in relation
to multiple antitrust and consumer protection lawsuits, including a class action, consolidated in the Eastern District of Virginia,
U.S. (the "Court") for a total amount of US$ 87.5 million (US Dollar Eighty Seven Point Five million), payable over two financial
years. Four End-Payor Plaintiffs, Humana Inc. (District of New Jersey), Centene Corporation, WellCare Health Plans, Inc., New
York Quality Healthcare Corporation dba Fidelis Care, and Health Net, LLC (collectively "Centene") (District of New Jersey), Kaiser
Foundation Health Plan, Inc. (Northern District of California), and United Healthcare Services, Inc. (District of Minnesota), opted
out of the 2023 settlements. The Company and its US subsidiary (GPI) arrived at a settlement, in February 2025, with Humana,
Centene, and Kaiser for a sum of US$ 7.0 million representing all of their claims against GPI and the Company. The settlement
Agreement required the amount to be paid by the Company one month post obtaining all necessary approvals. The settlements
made clear that it is a commercial settlements and not on the basis of the Company having conceded or admitted any liability,
offence, wrongdoing or illegality.
In view of the above, the Company has charged the same to profit and loss account the settlement amount along with other
associated legal cost for the case and others of '' 1,623.74 for the year ended 31 March 2025. Due to the non-recurring nature of
the provision, the Company has classified this provision as an exceptional item in the financial statements for the year ended 31
March 2025.
IGI, the innovation arm of the Company underwent restructuring during the year. This was done to optimise operations in line
with IGI''s long-term vision. Accordingly, exceptional loss of '' 167.92 has been incurred for the year ended 31 March 2025 which
comprises of restructuring costs, severance payments, and other one-time costs.
Exceptional item in the standalone financial statement for the year ended 31 March 2024''50,703.31 (gain), primarily comprises of
stake sale (net of expenses) in Glenmark Lifescience Ltd, impairment loss relating to investment, loan given and trade receivables
from the Company''s subsidiary in Nigeria, remediation, legal, inventory provision and others.
Pursuant to Board approval dated 21 September 2023, the Company entered into share purchase agreement with Nirma Limited
(the "Buyer") for the sale of 91,895,379 equity shares representing 75% of the current issued and paid-up equity share capital of
Glenmark Life Sciences Limited ("GLS"), a subsidiary of the Company, to the Buyer at a price of '' 615/- per share, aggregating
to '' 56,515 million (subject to adjustments as agreed among the parties), in accordance with the terms of the share purchase
agreement dated 21 September 2023 among the Company, GLS and the Buyer. Accordingly, 91,895,379 equity shares representing
75% of the current issued and paid-up equity share capital of the GLS, were transferred by the Company to Buyer as follows:
A. On 6 March, 2024, 67,389,944 equity shares, representing 55% of the issued and paid-up equity share capital of the GLS were
transferred by the Company to Buyer.
B. On 12 March , 2024, 24,505,435 equity shares, representing 20% of the issued and paid-up equity share capital of the GLS
were transferred by the Company to Buyer.
(l) Return on investment = Change in fair value of quoted investment (except subsidiary) / (Average investment x holding period )
(m) Net Profit = Net profit after tax adjustment of Exceptional items and relevant tax expense and De-recognition of deferred tax asset on the
MAT credit
In accordance with Ind AS 108 "Operating Segments", segment information has been given in the consolidated Ind AS financial
statements, and therefore, no separate disclosure on segment information is given in these financial statements.
a) The Company does not have any benami property, where any proceeding has been initiated or pending against the
Company for holding any benami property.
b) The Company has not traded or invested in Crypto currency or Virtual Currency during the financial year.
c) The Company has not advanced or loaned or invested funds to any other person(s) or entity(ies), including foreign entities
(Intermediaries) with the understanding that the Intermediary shall:-
i) directly or indirectly lend or invest in other persons or entities identified in any manner whatsoever by or - on behalf
of the Company (ultimate beneficiaries) or
ii) provide any guarantee, security or the like to or on behalf of the ultimate beneficiaries.
d) The Company does not have any transaction which is previously not recorded in the books of accounts that has been
surrendered or disclosed as income during the year in the tax assessments under the Income Tax Act,1961 (such as, search
or survey or any other relevant provisions of the Income Tax Act, 1961).
e) The Company is not declared willful defaulter by any bank or financials institution or lender during the year.
f) The Company does not have any charges or satisfaction which is yet to be registered with ROC beyond the statutory period.
g) The title deeds of all the immovable properties, (other than immovable properties where the Company is the lessee and the
lease agreements are duly executed in favour of the Company) disclosed in the financial statements included in property,
plant and equipment and capital work-in progress are held in the name of the Company as at the balance sheet date.
h) The Company does not have any transactions with companies which are struck off under section 248 of the Companies Act,
2013 or section 560 of the Companies Act, 1956.
i) The Company has not received any fund from any person(s) or entity(ies), including foreign entities (funding party) with the
understanding (whether recorded in writing or otherwise) that the Company shall:
i) directly or indirectly lend or invest in other persons or entities identified in any manner whatsoever by or on behalf of
the funding party (ultimate beneficiaries) or
ii) provide any guarantee, security or the like on behalf of the ultimate beneficiaries.
j) The Company is in compliance with the number of layers prescribed under clause (87) of section 2 of the Companies Act,
2013 read with the Companies (Restriction on number of Layers) Rules, 2017 (as amended).
k) The Company has not given any loans or advances in the nature of loans to promoters, directors, KMPs and/ or related
parties (as defined under Companies Act, 2013), either severally or jointly with any other person, that are repayable on
demand, or without specifying any terms or period of repayment.
l) The Company has used accounting software for maintaining its books of account, which have a feature of recording audit
trail (edit log) facility and the same has operated throughout the year for all relevant transactions recorded in the software,
except no audit trail has been enabled at the data base level for the primary software used for maintaining its books of
accounts, to log any direct data changes for the accounting software (SAP). The audit trail feature has not been tampered
with and being preserved by the Company as per the statutory requirements of record retention.
The financial statements for the year ended 31 March 2025 were approved by the Board of Directors on 23 May 2025.
As per our report of even date attached.
For Suresh Surana & Associates LLP For and on behalf of the Board of Directors
Chartered Accountants
Firm''s Registration No.: 121750W / W100010
Vinodkumar Varma Glenn Saldanha Cherylann Pinto
Partner Chairman & Managing Director Executive Director
Membership No. 105545 DIN : 00050607 DIN : 00111844
V S Mani Harish Kuber
Executive Director & Company Secretary &
Global Chief Financial Officer Compliance Officer
DIN : 01082878
Place: Mumbai Place: Mumbai
Date : 23 May 2025 Date : 23 May 2025
Mar 31, 2024
Provisions are recognised when present obligations as a result of past events will probably lead to an outflow of economic resources from the Company and they can be estimated reliably. Timing or amount of the outflow may still be uncertain. A present obligation arises from the presence of a legal or constructive obligation that has resulted from past events.
Provisions are measured at the best estimate of expenditure required to settle the present obligation at
the reporting date, based on the most reliable evidence, including the risks and uncertainties and timing of cashflows associated with the present obligation.
In those cases where the possible outflow of economic resource as a result of present obligations is considered improbable or remote, or the amount to be provided for cannot be measured reliably, no liability is recognised in the balance sheet.
Any amount that the Company can be virtually certain to collect from a third party with respect to the obligation is recognised as a separate asset up to the amount of the related provisions. All provisions are reviewed at each reporting date and adjusted to reflect the current best estimate.
Contingent assets are not recognised.
All employee services received in exchange for the grant of any equity-settled share-based compensation are measured at their fair values. These are indirectly determined by reference to the fair value of the share options awarded. Their value is appraised at the grant date and excludes the impact of any non-market vesting conditions (for example, profitability and sales growth targets).
All share-based compensation is ultimately recognised as an expense in the statement of profit and loss with a corresponding credit to equity (Stock compensation reserve). If vesting periods or other vesting conditions apply, the expense is allocated over the vesting period, based on the best available estimate of the number of share options expected to vest. Non-market vesting conditions are included in assumptions about the number of options that are expected to become exercisable. Estimates are subsequently revised, if there is any indication that the number of share options expected to vest differs from previous estimates.
No adjustment is made to expense recognised in prior periods if fewer share options are ultimately exercised than originally estimated. Upon exercise of share options, the proceeds received net of any directly attributable transaction costs up to the nominal value of the shares issued are allocated to share capital with any excess being recorded as Securities premium.
Basic earnings per share is computed by dividing the net profit for the period attributable to the equity shareholders of the Company by the weighted average number of equity shares outstanding during the period. The weighted average number of equity shares outstanding during the period and for all periods
presented is adjusted for events, such as bonus shares, other than the conversion of potential equity shares that have changed the number of equity shares outstanding, without a corresponding change in resources.
For the purpose of calculating diluted earnings per share, the net profit for the period attributable to equity shareholders and the weighted average number of shares out standing during the period is adjusted for the effects of all dilutive potential equity shares.
2.19 Statement of cash flow
Statement of Cash Flows is prepared segregating the cash flows into operating, investing and financing activities. Cash flow from operating activities is reported using indirect method, adjusting the profit before tax excluding exceptional items for the effects of:
(i) changes during the period in inventories and operating receivables and payables, transactions of a non-cash nature;
(ii) non-cash items such as depreciation, provisions, unrealised foreign currency gains and losses and;
(iii) all other items for which the cash effects are investing or financing cash flows.
Cash and cash equivalents (including bank balances) shown in the Statement of Cash Flows exclude items which are not available for general use as at the date of Balance Sheet.
2.20 Government Grants
Government grants are recognised if there is reasonable assurance that:
(i) the entity will comply with the conditions attaching to them and;
(ii) the grants will be received.
Government grants shall be recognised in profit or loss on a systematic basis over the periods in which the entity recognises as expenses the related costs for which the grants are intended to compensate.
Government grants related to assets are recognised as income in equal amounts over the expected useful life of the related asset.
Export entitlement from government authority are recognised in the profit or loss as other operating revenue when the right to receive is established as per the terms of the scheme in respect of the exports made by the Company with no further related cost and where there is no significant uncertainty regarding the ultimate collection of the relevant export proceeds.
3. CRITICAL ACCOUNTING ESTIMATES AND SIGNIFICANT JUDGEMENT IN APPLYING ACCOUNTING POLICIES
The preparation of these financial statements in conformity with Ind AS requires the application of judgment by management in selecting appropriate assumptions for calculating financial estimates, which inherently contain some degree of uncertainty. Management estimates are based on historical experience and various other assumptions that are believed to be reasonable in the circumstances, the results of which form the basis for making judgments about the reported carrying values of assets and liabilities and the reported amounts of revenues and expenses that may not be readily apparent from other sources. Actual results may differ from these estimates under different assumptions or conditions.
Estimates of life of various tangible and intangible assets, and assumptions used in the determination of employee-related obligations and fair valuation of financial and equity instrument, impairment of tangible and intangible assets represent certain of the significant judgements and estimates made by management.
Gross turnover is reduced by rebates, discounts, allowances and product returns given or expected to be given, which vary by product arrangements and buying groups. These arrangements with purchasing organisations are dependent upon the submission of claims sometime after the initial recognition of the sale. Accruals are made at the time of sale for the estimated rebates, discounts or allowances payable or returns to be made, based on available market information and historical experience.
Because the amounts are estimated they may not fully reflect the final outcome, and the amounts are subject to change dependent upon, amongst other things, the types of buying group and product sales mix.
The level of accrual for rebates and returns is reviewed and adjusted regularly in the light of contractual and legal obligations, historical trends, past experience and projected market conditions. Market conditions are evaluated using wholesaler and other third-party analyses, market research data and internally generated information. Revenue is not recognised in full until it is highly probable that a significant reversal in the amount of cumulative revenue recognised will not occur.
Future events could cause the assumptions on which the accruals are based to change, which could affect the future results of the Company.
Management reviews the useful lives of depreciable assets at each reporting date, based on the expected
utility of the assets to the Company. The useful life are specified in Note 2.5 and 2.7
Leases
Ind AS 116 requires Company to make certain judgements and estimations, and those that are significant are disclosed below.
Critical judgements are required when an entity is,
⢠determining whether or not a contract contains a
lease
⢠establishing whether or not it is reasonably certain that an extension option will be exercised
⢠considering whether or not it is reasonably certain that a termination option will not be exercised
Key sources of estimation and uncertainty include:
⢠calculating the appropriate discount rate
⢠estimating the lease term
Research and developments costs
Management monitors progress of internal research and development projects by using a project management system. Significantjudgement is required in distinguishing research from the development phase. Development costs are recognised as an asset when all the criteria are met, whereas research costs are expensed as incurred.
Management also monitors whether the recognition requirements for development costs continue to be met. This is necessary due to inherent uncertainty in the economic success of any product development.
The cost of post-employment benefits is determined using actuarial valuations. The actuarial valuation involves making assumptions about discount rates, expected rate of return on assets, future salary increases and mortality rates. Due to the long term nature of these plans such estimates are subject to significant uncertainty.
Management uses valuation techniques in measuring the fair value of financial instruments where active market quotes are not available.In applying the valuation techniques, management makes maximum use of market inputs and uses estimates and assumptions that are, as far as possible, consistent with observable data that market participants would use in pricing the instrument. Where applicable data is not observable, management uses its best estimate about the assumptions that market participants would make. These estimates may vary from the actual prices that would be achieved in an arm''s length transaction at the reporting date.
An impairment loss is recognised for the amount by which an asset''s or cash-generating unit''s carrying amount exceeds its recoverable amount. To determine the recoverable amount, management estimates expected future cash flows from each asset or cashgenerating unit and determines a suitable interest rate in order to calculate the present value of those cash flows. In the process of measuring expected future cash flows, management makes assumptions about future operating results. These assumptions relate to future events and circumstances. The actual results may vary, and may cause significant adjustments to the Company''s assets.
In most cases, determining the applicable discount rate involves estimating the appropriate adjustment to market risk and the appropriate adjustment to asset-specific risk factors.
Significant judgments are involved in determining the provision for income taxes including judgment on whether tax positions are probable of being sustained in tax assessments. A tax assessment can involve complex issues, which can only be resolved over extended time periods. The recognition of taxes that are subject to certain legal or economic limits or uncertainties is assessed individually by management based on the specific facts and circumstances.
The assessment of the probability of future taxable profit in which deferred tax assets can be utilized is based on the Company''s latest approved budget forecast, which is adjusted for significant non-taxable profit and expenses and specific limits to the use of any unused tax loss or credit. If a positive forecast of taxable profit indicates the probable use of a deferred tax asset, especially when it can be utilise without a time limit, that deferred tax asset is usually recognised in full. The recognition of deferred tax assets that are subject to certain legal or economic limits or uncertainties is assessed individually by management based on the specific facts and circumstances.
The Company applies expected credit losses (ECL) model for measurement and recognition of loss allowance on the following:
i Trade receivables.
ii Financial assets measured at amortised cost other than trade receivables.
In case of trade receivables, the Company follows a simplified approach wherein an amount equal to lifetime ECL is measured and recognised as loss allowance. In case of other assets (listed as ii above), the Company determines if there has been a significant increase in credit risk of the financial asset since initial recognition. If the credit risk of such assets has not increased significantly, an amount equal to twelve month ECL is measured and recognised as loss allowance. However, if credit risk has increased significantly, an amount equal to lifetime ECL is measured and recognised as loss allowance.
The financial statements have been prepared using the measurement basis specified by Ind AS for each type of asset, liability, income and expense. The measurement bases are more fully described in the accounting policies.
The estimates and underlying assumptions are reviewed on an on-going basis. Revisions to accounting estimates are recognised in the period in which the estimate is revised if the revision affects only that period or in the period of the revision and future periods if the revision affects both current and future periods.
The Company has considered internal and certain external sources of information including credit reports, economic forecasts and industry reports, up to the date of approval of the financial statements in determining the impact on various elements of its financial statements. The Company has used the principles of prudence in applying judgments, estimates and assumptions including sensitivity analysis and based on the current estimates, the Company has accrued its liabilities and also expects to fully recover the carrying amount of inventories, trade receivables, goodwill, intangible assets, and investments. The eventual outcome of impact of the global health pandemic may be different from that estimated as on the date of approval of these financial statements.
Ministry of Corporate Affairs (âMCA'') 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 31st March, 2024, MCA has not notified any new standards or amendments to the existing standards applicable to the Company.
Indian statutes mandate that dividends be declared out of distributable profits in accordance with the regulations. Should the Company declare and pay dividends, such dividends are required to be paid in INR to each holder of equity shares in proportion to the number of shares held. Dividends are taxable in the hands of the shareholders and tax is deducted by the Company at applicable rates.
Securities premium reserve - The amount received by the Company over and above the face value of shares issued is shown under this head. It is available for utilisation as per the provisions of the Companies Act, 2013.
Capital redemption reserve - The capital redemption reserve had been created as per the requirement of earlier provisions of Companies Act, 1956. Such reserve is not currently available for distribution to the shareholders. The reserve can be utilised in accordance with the provisions of section 69 of the Companies Act, 2013.
General reserve - The Company has transferred a portion of the net profit of the Company before declaring dividend to general reserve pursuant to the earlier provisions of Companies Act, 1956. Mandatory transfer to general reserve is not required under the Companies Act, 2013.
Retained earnings - Accumulated earnings include all current and prior period profits as disclosed in the statement of profit and loss.
Stock compensation reserve - Stock compensation reserve consists of employee compensation cost allocated over the vesting period of options granted to employees. Such cost is recognised in statement of profit and loss and is credited to the reserve. Upon exercise of options, such reserves are reclassified to equity share capital at the nominal capital value and excess through securities premium as the case may be.
Special Economic Zone (SEZ) reinvestment reserve - The SEZ Re-Investment reserve has been created out of profit of eligible SEZ units in terms of the provisions of Section 10AA(1)(ii) of the Income-Tax Act, 1961. The reserve has been utilised for acquiring new plant and machinery for the purpose of its business in terms of section 10AA(2) of the Income-Tax Act, 1961.
The Company has obtained LRN from RBI to raise an ECB Facility to the extent of U.S. $ 100 million. In October 2018, the ECB Facility for U.S. $ 90,825,000 was raised and the proceeds were utilized for the purpose of repurchasing the FCC Bonds. The ECB Facility was raised from MUFG Bank, Singapore with an initially maturity of 5 years. The interest rate for the first 3 years is 4.956% p.a. and the interest for the subsequent 2 years is 5.25% p.a.
However, in December, 2021, the loan was extended to bullet maturity of December, 2026. The interest rate was fixed at 4.69% p.a. up to September, 2023 and thereafter an interest margin of 2.15% p.a. over SOFR.
The Company has divested 75% stake in its subsidiary, Glenmark Life Sciences Ltd. The sale proceeds from this divestment were used to prepay the ECB Facility. The Company prepaid and closed the entire loan of U.S. $90,825,000 along with accrued interest in March, 2024.
The Company has obtained LRN from RBI to raise an ECB Facility to the extent of U.S. $ 40 million. The ECB Facility for U.S. $ 40 million was executed in February, 2021 and the Company availed U.S. $ 16,574,250 in April, 2021 and the proceeds were utilized for the purpose of refinancing the FCC Bonds. The Company further availed U.S. $ 7,500,000 and U.S. $ 1,203,000 in June, 2021 and September, 2021 respectively. The ECB Facility was raised from International Finance Corporation with a maturity of 5.7 years. The interest margin over U.S. $ LIBOR was 3.08% p.a. up to September, 2021; 2.83% p.a. up to December 2023 and 3.26% over SOFR thereafter. During F.Y. 2023-2024, management sought to prepay the outstanding loan of US$ 18.957 million to International Finance Corporation (IFC). Consequently, the outstanding loan is classified as the current portion of long-term loans.
The Company has obtained LRN from RBI to raise an ECB Facility to the extent of U.S. $ 228 million. During March 2022, the Sustainability linked loan for U.S. $ 228 million was raised and the proceeds were utilized for the purpose of refinancing the U.S. $ 200 million Syndication loan and U.S. $ 28 million Fifth Third Bank loan. The ECB Facility was raised from 10 Foreign banks with a maturity of 5 years. The interest margin is 1.75% p.a. over SOFR.
The Company has divested 75% stake in its subsidiary, Glenmark Life Sciences Ltd. The sale proceeds from this divestment were used to prepay the ECB Facility. The Company prepaid and closed the entire loan of U.S. $ 228,000,000 along with accrued interest in March, 2024.
The Company''s pending litigations comprise of proceedings pending with various direct tax, indirect tax and other authorities. The Company has reviewed all its pending litigations and proceedings and has adequately provided for where provisions are required and disclosed as contingent liabilities where applicable, in its financial statements. The Company does not expect the outcome of these proceedings to have a materially adverse effect on its financial statements.
(a) In January 2014, the National Pharmaceutical Pricing Authority (NPPA) issued a demand notice of ''12.24 Crs as overcharging liability of product âDoxovent 400 mg tab" for the period February 2010 to May 2013. The notice also envisaged a payment of ''3.33 Crs towards interest @15% p.a. on the overcharged amount up to 31 January, 2014. The Company had filed a petition under Article 32 with the Hon''ble Supreme Court of India (Hon''ble Court), challenging the issue of the above mentioned demand notice on various grounds. This petition was tagged along with other petitions filed by other pharmaceutical companies, pending before Hon''ble Court relating to the inclusion criteria of certain drugs including âTheophylline" in the schedule of the DPCO, 1995. The Hon''ble Court passed an ad-interim order stating that no coercive steps be taken against the Company towards the said demand. Whilst the matter was pending before the Hon''ble Supreme Court, in October 2015, NPPA issued a fresh demand notice of ''12.24 Crs as overcharging liability and ''6.39 Crs as interest thereon calculated upto 30 September, 2015 to which the Company has responded stating that the matter was sub-judice. On 20 July, 2016 Hon''ble Supreme Court heard the Company''s petition and ordered the petition to be transferred back to Hon''ble Delhi High Court to be heard on merits subject to deposit of 50% of the overcharged claimed amount. The Company has deposited ''6.12 Crs (50% of the overcharged claimed amount). The pleadings have been completed and matter is pending for final hearing before Hon''ble Delhi High Court.
(b) In October 2019, National Pharmaceutical Pricing Authority (NPPA) issued a Show Cause Notice alleging that the Company had violated DPCO 2013 by self-invoking Para 32 in respect of its product Remogliflozin Etabonate Metformin Hydrocloride by not seeking approval for exemption from the Government. Although the Company has responded to the Show cause notice, on 2 January, 2020, NPPA issued a letter seeking production of documents /records under Para 29. The Company challenged the decision of NPPA by filing a writ petition before Hon''ble Delhi High Court. In January 2020, Hon''ble Delhi High Court was pleased to note NPPA''s submission that without prejudice to the rights of the parties, NPPA will grant a hearing to the Company, to decide on the Company''s entitlement under paragraph 32 of the DPCO, 2013 and dispose of the petition, with a noting that in view of the personal hearing, the impugned orders will not be given effect to. Although NPPA granted the Company personal hearing, it issued a ceiling price notification in March 2020 notifying the price of Remogliflozin Etabonate Metformin Hydrocloride without deciding the entitlement under paragraph 32 of the DPCO, 2013. The Company thereafter challenged various orders passed by NPPA by filing a fresh writ petition. After hearing both Parties, Hon''ble Delhi High
Court was pleased to grant interim relief that no coercive action, based on the Impugned Orders dated 3 March, 2020 and 20 March, 2020, be taken against the Company. The matter is currently sub-judice.
(c) The Company launched two fixed dose combinations (FDCs)- (i) Remogliflozine Etabonate 100 mg Vildagliptin 50 mg Metformin Hydrochloride 500 mg and (ii) Remogliflozine Etabonate 100 mg Vildagliptin 50 mg Metformin Hydrochloride 1000 mg under the brand name Remo MV during October 2021. The Company provided intimation of launch to NPPA on 13 October, 2021 in compliance with para 32 of DPCO 2013. NPPA responded to Company''s intimation that para 32 cannot be self-invoked and that prior approval of NPPA is required. The Company sent its counter reply stating that para 32 does not contemplate an approval, what is required is a mere intimation along with DCGI approval for the new drug and valid patent. It was also highlighted by the Company that similar issue is pending for consideration of the Hon''ble Delhi High Court in W.P.(C) 3831/2020. However on 04 March, 2023 the Multidisciplinary Committee of experts of NPPA recommended the retail price of the aforesaid FDCs @ ''8.76 per tablet and ''9.06 per tablet respectively. Pusuant there to and in line with the recommendation NPPA issued notification dated 26 March, 2024 fixing the ceiling price. The Company has filed a writ petition challenging the fixation of ceiling price on the ground that the aforesaid FDCs are covered under para 32 of DPCO, 2013 and that they are exempt from price control. Notice has been issued to NPPA in the matter and the petition will be heard together with the previous writ petition relating to Remogliflozine Etabonate Vildagliptin Metformin Hydrochloride.
(d) On a complaint by a stockiest with the Competition Commission of India (âCCI") in July 2015 against pharma co.s (including the Company and its C&F agent) and the Trade associations, alleging refusal to supply medicines to it in spite of having all valid licenses and documents, CCI ordered the Director General (âDG") to investigate and submit a report. CCI clubbed this matter with other matters on a similar complaint against other pharmaceutical co.s and local Trade associations. On submission of DG''s report, CCI issued notices to the Company and some of its employees to submit their objections to the said Report. Despite having contested DG''s claim, CCI in its order has found the Company and concerned employees guilty of having contravened provision 3(1) of the Competition Act, 2002 and has levied penalty under the Act. The Company and the concerned employees have appealed the said Order at National Company Law Tribunal (âNCLAT"). The appeals is pending for final hearing.
(e) In response to FDA action on Zantac and its generic equivalent (ranitidine) in late 2019 and early 2020, lawsuits were filed in various jurisdictions against brand-name and generic manufacturers, distributors, and retailers of Zantac and ranitidine, a number of which were consolidated in a Multidistrict Litigation (MDL) in the Southern District of Florida. Plaintiffs in all of the lawsuits allege that ranitidine potentially contains a probable human carcinogen, N-Nitrosodimethylamine (NDMA), that they have developed or will develop cancer as a result of their ingestion of ranitidine, and/or that they were otherwise injured. Glenmark Pharmaceuticals Ltd. (GPL) and Glenmark Pharmaceuticals Inc., USA (GPI) were named in the MDL but all claims against them were dismissed in June 2021 on the basis of federal pre-emption. Plaintiffs are appealing those dismissals in the United States Court of Appeals for the Eleventh Circuit, and those appeals remain pending. In addition to the MDL, GPI has also been named in several non-MDL cases that are proceeding in state court (California, Illinois, New Mexico, New York, and Pennsylvania). GPL and GPI secured dismissals of all cases in Illinois and New York as well as many of the claims in Pennsylvania. The remaining cases are in the early stages. GPL and GPI will continue to defend these cases vigorously.
(f) From time to time the Company and its certain subsidiaries are involved in various intellectual property claims and other legal proceedings, which are considered normal to its business. Some of these litigations have been resolved through settlement agreements with the plaintiffs.
i. A multiple putative class and individual actions were filed in 2018 by purchasers of branded Zetia and generic Zetia (ezetimibe) against Glenmark Pharmaceuticals Ltd (GPL) and its U.S. subsidiary Glenmark Pharmaceuticals Inc., USA (GPI) before the United States District Court for the Eastern District of Virginia seeking relief under the US antitrust laws. The Plaintiffs allege that GPL, GPI, and Merck & Co Inc. (Merck) violated the federal and state antitrust laws by entering into a so-called reverse payment patent settlement agreement in Hatch-Waxman patent litigation in May 2010 related to Merck''s branded Zetia product. GPL and GPI arrived at a settlement with Three Plaintiff Groups collectively representing all of the claims against GPL, GPI and Merck in relation to multiple antitrust and consumer protection lawsuits, including a class action, consolidated in the Eastern District of Virginia, US (the âCourt"). The settlements made clear that they are commercial settlements and not on the basis of GPL and/or GPI having conceded or admitted any liability, offence, wrongdoing or illegality. Opt-out cases in Federal Court in California, Minnesota, and New Jersey are still pending. Motions to dismiss have been filed or will be filed shortly in all of those cases.
ii. Multiple putative class and individual actions were filed in July 2020 by purchasers of branded Bystolic (nebivolol) against Glenmark Pharmaceuticals Ltd., its U.S. subsidiary Glenmark Pharmaceuticals Inc., USA, and Glenmark Pharmaceuticals S.A. (n/k/a Ichnos Sciences S.A.) (collectively, âGlenmark") in the United States District Court for the
Southern District of New York. The Plaintiffs allege that Glenmark and Forest Laboratories, Inc. (âForest") violated federal and state antitrust laws by entering into a so-called reverse-payment patent settlement agreement in Hatch-Waxman patent litigation in December 2012 related to Forest''s Bystolic product. The lawsuits allege that the patent settlement agreement and mPEGS-1 collaboration agreement delayed the entry of Glenmark''s generic nebivolol, which caused purchasers of branded Bystolic to pay higher prices. The Court granted Glenmark and other defendants motion to dismiss with prejudice, and the Second Circuit Court of Appeals confirmed the dismissal. Plaintiffs have the opportunity to request the US Supreme Court to review the Second Circuit decision. Glenmark believes that its patent settlement agreement and mPEGS-1 collaboration agreement are lawful and will continue defending the case vigorously.
(a) Estimated amount of contracts remaining to be executed on capital account, net of advances, not provided for as at 31 March 2024 aggregate ''1,159.87 (2023 - ''1,043.24)
(b) Estimated amount of contracts remaining to be executed on other than capital account, net of advances, not provided for as at 31 March 2024 aggregate ''7,292.46 (2023 - ''3,753.24)
The Company''s leased assets primarily consist of leases for office premises and godowns. Leases of office premises and godowns generally have lease term between 2 to 12 years. The Company has applied low value exemption for leases laptops, lease lines, furniture and equipment and accordingly are excluded from Ind AS 116. The leases includes non cancellable periods and renewable option at the discretion of lessee which has been taken into consideration for determination of lease term.
The weighted average incremental borrowing rate applied to lease liabilities recognised was 10% - 10.40% p.a.
There are several lease agreements with extension and termination options, management exercises significant judgement in determining whether these extension and termination options are reasonably certain to be exercised. Since it is reasonable certain to exercise extension option and not to exercise termination option, the Company has opted to include such extended term and ignore termination option in determination of lease term.
The Company is exposed to a variety of financial risks which results from the Company''s operating and investing activities. The Company focuses on actively securing its short to medium term cash flows by minimising the exposure to financial markets.
The Company does not actively engage in the trading of financial assets for speculative purposes nor does it write options.
Financial assets that potentially subject the Company to concentrations of credit risk consist principally of cash equivalents, accounts receivables, other receivables, investment securities and deposits. By their nature, all such financial instruments involve risk including the credit risk of non-performance by counter parties.
The Company''s cash equivalents and deposits are invested with banks.
The Company''s trade and other receivables are actively monitored to review credit worthiness of the customers to whom credit terms are granted and also avoid significant concentrations of credit risks.
The Company''s interest-rate risk arises from long-term borrowings. Borrowings obtained at variable rates expose the Company to cash flow interest-rate risk. Borrowings issued at fixed rates expose the Company to fair value interest-rate risk.
The foreign currency sensitivity analysis has been performed in relation to US Dollar (USD), Euro (EUR) and Russian ruble (RUB).
US Dollar conversion rate was ''82.16 at the beginning of the year and scaled to a high of ''83.59 and to low of ''81.70. The closing rate is ''83.34. Considering the volatility in direction of strengthening dollar upto 10%, the sensitivity analysis has been disclosed at 10% movements on strengthening and weakening effect for presenting comparable movement due to currency fluctuations.
The Company''s policy is to minimise interest rate cash flow risk exposures on long-term borrowings. The Company has taken long term borrowings of USD 18.957 million which are not on fixed rate of interest. Since, there is some element of interest rate risk associated with this, an interest rate sensitivity analysis has been performed.
The Company has taken several short term borrowings on fixed rate of interest. Since, there is no interest rate risk associated with such fixed rate loans; an interest rate sensitivity analysis has not been performed.
The bank deposits are placed on fixed rate of interest of approximately 4.50% to 6.80%. As the interest rate does not vary unless such deposits are withdrawn and renewed, sensitivity analysis is not performed.
The Company has outstanding borrowings of USD 18.957 million (2023 - 253.28 million) which are linked to LIBOR/Benchmark prime lending rate (BPLR).Increases by 25 basis points then such increase shall have the following impact on:
The Company continuously monitors defaults of customers and other counterparties, identified either individually or by the Company, and incorporates this information into its credit risk controls. The Company''s policy is to deal only with creditworthy counterparties.
The Company''s management considers that all the above financial assets that are not impaired for each of the reporting dates and are of good credit quality, including those that are past due. None of the Company''s financial assets are secured by collateral or other credit enhancements.
In respect of trade and other receivables, the Company''s credit risk exposure towards any single counterparty or any group of counterparties having similar characteristics is considered to be negligible. The credit risk for liquid funds and other short-term financial assets is considered negligible, since the counterparties are reputable banks with high quality external credit ratings.
The Company manages its liquidity needs by carefully monitoring scheduled debt servicing payments for long-term financial liabilities as well as cash-outflows due in day-to-day business. Liquidity needs are monitored in various time bands, on a day-today and week-to-week basis, as well as on the basis of a rolling 30-day projection. Long-term liquidity needs for a 180-day and a 360-day lookout period are identified monthly.
The Company maintains cash and marketable securities to meet its liquidity requirements for up to 30-day periods. Funding in regards to long-term liquidity needs is additionally secured by an adequate amount of committed credit facilities and the ability to sell long-term financial assets.
Certain prior year amounts have been reclassified for consistency with the current year presentation. As a result, certain line items have been amended in the financial statements. These reclassifications had no effect on the reported results of operations. Comparative figures have been adjusted to conform to the current year''s presentation.
Exceptional item in the standalone financial statement for the year ended 31 March 2024 ''50,703.31 (gain), primarily comprises of stake sale (net of expenses) in Glenmark Life Science Ltd, impairment loss relating to investment, loan given and trade receivables from the Company''s Subsidiary in Nigeria, remediation, legal, inventory provision and others.
Pursuant to Board approval dated 21 September 2023, the Company entered into share purchase agreement with Nirma Limited (the âBuyer") for the sale of 91,895,379 equity shares representing 75% of the current issued and paid-up equity share capital of Glenmark Life Sciences Limited (âGLS"), a subsidiary of the Company, to the Buyer at a price of INR 615/- per share, aggregating to '' 56,515 (subject to adjustments as agreed among the parties), in accordance with the terms of the share purchase agreement dated 21 September 2023 among the Company, GLS and the Buyer. Accordingly, 91,895,379 equity shares representing 75% of the current issued and paid-up equity share capital of the GLS, were transferred by the Company to Buyer as follows:
A. On 6 March , 2024, 6,73,89,944 equity shares, representing 55% of the issued and paid-up equity share capital of the GLS were transferred by the Company to Buyer.
B. On 12 March , 2024, 2,45,05,435 equity shares, representing 20% of the issued and paid-up equity share capital of the GLS were transferred by the Company to Buyer.
The Company and its US subsidiary (Glenmark Pharmaceuticals Inc., USA) have, subject to final documentation and approval of the Court, after the end of the accounting year, arrived at a settlement with Three Plaintiff Groups collectively representing all of the claims against the Company and Merck in relation to multiple antitrust and consumer protection lawsuits, including a class action, consolidated in the Eastern District of Virginia, U.S. (the âCourt") for a total amount of US$ 87.5 million (US Dollar Eighty Seven Point Five million), payable over two financial years. The final settlements will be in accordance with the separate agreements entered into with each of the plaintiff groups and will be subject to the final approval by the Court. The settlements will make clear that the settlements are commercial settlements of civil liabilities and not on the basis of the Company having conceded or admitted any liability, offence, wrongdoing or illegality.
In view of the above and as a prudent measure, the Company has made a provision for the estimated settlement amount of ''8,010.53 (equivalent of US$ 87.5 million and related costs) and charged the same to profit and loss account for the year ended 31 March 2023. Due to the non-recurring nature of the provision, the Company has classified this provision as an exceptional item in the financial statements for the year ended 31 March 2023. The resultant deferred tax asset of ''2,799.20 has also been recognised. On finalisation of settlement agreements and final approval of the Court, the crystallized liability will be accounted after adjusting the provisions in this respect in the year of final settlement and Court approval.
Exceptional item in the standalone financials for the year ended 31 March 2023 includes a net gain of ''3,051.85 arising from the divestment of select tail brands and sub-brands from the dermatology segment (India and Nepal business) and gain on sale of cardiac brand Razel (India and Nepal business) , net of trade expenses, trade receivables, inventory write-off and other reimbursable expenses and remediation cost of India manufacturing sites.
Pursuant to Board approval dated 21 September 2023, the Company entered into share purchase agreement with Nirma Limited (the âBuyer") for the sale of 91,895,379 equity shares representing 75.00% of the current issued and paid-up equity share capital of Glenmark Life Sciences Limited (âGLS"), a subsidiary of the Company, to the Buyer at a price of '' 615/- per share, aggregating to '' 56,515 million (subject to adjustments as agreed among the parties), in accordance with the terms of the share purchase agreement dated 21 September 2023 among the Company, GLS and the Buyer. Accordingly, 91,895,379 equity shares representing 75% of the current issued and paid-up equity share capital of the GLS, were transferred by the Company to Buyer as follows:
A. On 6 March 2024, 6,73,89,944 equity shares, representing 55% of the issued and paid-up equity share capital of the GLS were transferred by the Company to Buyer.
B. On 12 March 2024, 2,45,05,435 equity shares, representing 20% of the issued and paid-up equity share capital of the GLS were transferred by the Company to Buyer.
Gain on sale of investment in GLS is shown under exceptional item (Refer note 38.)
In accordance with Ind AS 108 âOperating Segments", segment information has been given in the consolidated Ind AS financial statements, and therefore, no separate disclosure on segment information is given in these financial statements.
a) The Company does not have any benami property, where any proceeding has been initiated or pending against the Company for holding any benami property.
b) The Company has not traded or invested in Crypto currency or Virtual Currency during the financial year.
c) The Company has not advanced or loaned or invested funds to any other person(s) or entity(ies), including foreign entities (Intermediaries) with the understanding that the Intermediary shall:-
i) directly or indirectly lend or invest in other persons or entities identified in any manner whatsoever by or - on behalf of the Company (ultimate beneficiaries) or
ii) provide any guarantee, security or the like to or on behalf of the ultimate beneficiaries.
d) The Company does not have any transaction which is previously not recorded in the books of accounts that has been surrendered or disclosed as income during the year in the tax assessments under the Income Tax Act, 1961 (such as, search or survey or any other relevant provisions of the Income Tax Act, 1961.)
e) The Company is not declared wilful defaulter by any bank or financials institution or lender during the year.
f) The Company does not have any charges or satisfaction which is yet to be registered with ROC beyond the statutory period.
g) The title deeds of all the immovable properties, (other than immovable properties where the Company is the lessee and the lease agreements are duly executed in favour of the Company) disclosed in the financial statements included in property, plant and equipment and capital work-in progress are held in the name of the Company as at the balance sheet date.
h) The Company does not have any transactions with companies which are struck off under section 248 of the Companies Act, 2013 or section 560 of the Companies Act, 1956.
i) The Company has not received any fund from any person(s) or entity(ies), including foreign entities (funding party) with the understanding (whether recorded in writing or otherwise) that the Company shall:
i) directly or indirectly lend or invest in other persons or entities identified in any manner whatsoever by or on behalf of the funding party (ultimate beneficiaries) or
ii) provide any guarantee, security or the like on behalf of the ultimate beneficiaries.
j) The Company is in compliance with the number of layers prescribed under clause (87) of section 2 of the Companies Act, 2013 read with the Companies (Restriction on number of Layers) Rules, 2017 (as amended).
k) The Company has not given any loans or advances in the nature of loans to promoters, directors, KMPs and/ or related parties (as defined under Companies Act, 2013), either severally or jointly with any other person, that are repayable on demand, or without specifying any terms or period of repayment.
The financial statements for the year ended 31 March 2024 were approved by the Board of Directors on 24 May 2024.
As per our report of even date attached.
For Suresh Surana & Associates LLP For and on behalf of the Board of Directors
Chartered Accountants
Firm''s Registration No.: 121750W / W100010
Vinodkumar Varma Glenn Saldanha Cherylann Pinto
Partner Chairman & Managing Director Executive Director
Membership No. 105545 DIN : 00050607 DIN : 00111844
V S Mani Harish Kuber
Executive Director & Company Secretary &
Global Chief Financial Officer Compliance Officer
DIN : 01082878
Place: Mumbai Place: Mumbai
Date : 24 May 2024 Date : 24 May 2024
Mar 31, 2023
Pursuant to the Taxation Law (Amendment) Ordinance 2019 (''Ordinance'') Issued by Ministry of Law and Justice (Legislative Department) on 20 September 2019 which is effective 1 April 2019, Indian companies have the option to pay corporate income tax at the rate of 22% plus applicable surcharge and cess subject to certain conditions. The Ordinance has been subsequently been enacted as Taxation Laws (Amendment) Act, 2019. The Company made an assessment of the impact and decided to continue with the existing tax structure until utilisation of accumulated minimum alternative tax (MAT) credit and other exemptions. The Company has also re-measured its deferred tax liability following the clarification issued by Technical Implementation Group of Ind AS implementation Committee by applying the lower tax rate in measurement of deferred taxes only to extent that the deferred tax liabilities are expected to be reversed in the period during which it expects to be subject to lower tax rate.
In assessing the reliability of deferred tax assets, management considers whether it is more likely than not that some portion or all of the deferred tax assets will be realised. The ultimate realisation of deferred tax assets is dependent upon the generation of future taxable income during the periods in which the temporary differences become deductible. The amount of the deferred tax assets considered realisable, however, could be reduced in the near term if estimates of future taxable income including taxable temporary differences in the future periods are reduced.
Refer note 14(i) for hypothecation of stocks of raw materials, packing materials, finished goods and work-in-process.
Inventory write downs are accounted, considering the nature of inventory, ageing of inventory as well as provisioning policy of the Company. The Company recorded inventory write down of H1,290.11 (2022 - H700.49). This is included as part of cost of materials consumed and changes in inventories of finished goods, work-in-process and stock-in-trade in the statement of profit and loss, as the case may be.
a) Ordinary shares
The Company presently has only one class of ordinary shares. For all matters submitted to vote in the shareholders meeting, every holder of ordinary shares, as reflected in the records of the Company on the date of the shareholders'' meeting, has one vote in respect of each share held. All shares are equally eligible to receive dividends and the repayment of capital in the event of liquidation of the Company.
The Company has an authorised share capital of 2,370,000,000 equity shares of HI each.
b) Dividends
Indian statutes mandate that dividends be declared out of distributable profits in accordance with the regulations. Should the Company declare and pay dividends, such dividends are required to be paid in INR to each holder of equity shares in proportion to the number of shares held. Dividends are taxable in the hands of the shareholders and tax is deducted by the Company at applicable rates.
c) Reserves
Securities premium reserve - The amount received by the Company over and above the face value of shares issued is shown under this head. It is available for utilisation as per the provisions of the Companies Act, 2013.
Capital redemption reserve - The capital redemption reserve had been created as per the requirement of earlier provisions of Companies Act, 1956. Such reserve is not currently available for distribution to the shareholders. The reserve can be utilised in accordance with the provisions of section 69 of the Companies Act, 2013.
General reserve - The Company has transferred a portion of the net profit of the Company before declaring dividend to general reserve pursuant to the earlier provisions of Companies Act, 1956. Mandatory transfer to general reserve is not required under the Companies Act, 2013.
Retained earnings - Accumulated earnings include all current and prior period profits as disclosed in the statement of profit and loss.
Stock compensation reserve - Stock compensation reserve consists of employee compensation cost allocated over the vesting period of options granted to employees. Such cost is recognised in statement of profit and loss and is credited to the reserve. Upon exercise of options, such reserves are reclassified to equity share capital at the nominal capital value and excess through securities premium as the case may be.
(IV) As at 31 March 2023, Pursuant to Employee Stock Options Scheme 2016, 78,717 (2022-78,717) options were outstanding,which upon exercise are convertible into equivalent number of equity shares.
The Company presently has only one class of ordinary equity shares. For all matters submitted to vote in the shareholders meeting, every holder of ordinary equity shares, as reflected in the records of the Company on the date of the shareholders'' meeting, has one vote in respect of each share held. All shares are equally eligible to receive dividends and the repayment of capital in the event of liquidation of the Company.
(VI) In the period of five years immediately preceeding 31 March 2023, the Company has not allotted any shares as fully paid up pursuant to contracts without payment being received in cash. Further, the Company has neither issued bonus shares nor bought back any shares during the aforementioned period.
The Company has formulated an Employee Stock Option Scheme 2016 (''ESOS 2016'') under which it has made grants on various dates from time to time. Each grant has a vesting period which varies from 1 - 6 years from the date of grant depending on the terms of the grant. The grants are made at the market price of the equity shares of the Company on either the date of the grant or the closing price of the date prior to the day of the grant or the price decided by the Nomination & Remuneration Committee of the Board. Pursuant to ESOS 2016, 78,717 (2022-78,717) options were outstanding as at 31 March 2023, which upon exercise are convertible into equivalent number of equity shares. Employee stock compensation charged during the year is H0.18 (2022 - H2.28).
The Company had issued Bonds on 28 June 2016. The Bonds become convertible at the option of the holders'' of the Bonds (the âBondholders") after 1 December 2017 and upto the close of business on 18 June 2022 into equity shares. Each Bond will be convertible at the option of the holder thereof into fully paid equity shares at the initial conversion price determined on 30 November 2017.
On 30 November 2017, the Company set the initial conversion price (i.e. the price at which the ordinary shares of theCompany will be issued upon conversion of Bonds subject to any further adjustments according to conditions) at H861.84 as determined in accordance with condition 6.1.3 of the Trust deed. As of 31 March 2022, none of the Bondholders have opted for the conversion option.
On 30 November 2017, the Company confirmed the fixed exchange rate as INR 64.5238 in accordance with the condition 6.1.1 (b) of the Trust Deed dated 28 June 2016 which provides that the fixed exchange rate shall be the FX rate (INR per U.S. $ 1) based on Bloomberg''s âBFIX" USD/INR spot mid-price rate 12.00 (Hongkong time) on 30 November 2017.
Unless previously converted, redeemed or purchased and cancelled, the Bonds were to be redeemed on 28 June 2022 (Maturity Date) at 126.42% of their principal amount, together with accrued interest (if any), calculated upto but excluding the maturity date. The Company may, at its own discretion, redeem the Bonds in whole, but not in part, subject to satisfaction of certain conditions.
As per the original Trust Deed, each Bondholder has the right to require the Company to redeem in whole or in part, such Bondholder''s Bonds, on 28 July 2021 (Put Option Date), at a price equal to 121.78% of its outstanding principal amount of Bonds, together with interest (if any) accrued but unpaid on 28 July 2021. This is amended in April, 2021 (see note below on Tender Offer and Consent Solicitation).
The FCC Bonds were partially bought back in October 2018 (see note below on Buyback). In addition to that, the Company approved for tender and consent solicitation for amendment of FCC Bonds in February, 2021 (see note below on Tender Offer and Consent Solicitation). Further, the FCC Bonds were partially bought back in September, 2021 and April 2022 (see note below on Buyback). The balance outstanding FCC Bonds were redeemed in May, 2022.
The FCC Bonds were delisted from the Singapore stock exchange in May, 2022.
In September 2018, the Company approved the launch of buyback of FCC Bonds (âBuyback FCCBs") from existing holders of FCC Bonds (âBuyback Bondholders"). MUFG Securities Asia Limited and J.P. Morgan Securities Limited were appointed as Dealer Managers, on behalf of the Company to buyback FCC Bonds at a buyback price of 105% of the principal amount outstanding (being U.S. $ 262,500 for each U.S. $ 250,000 of FCC Bonds), up to an aggregate purchase price of U.S. $ 100 million plus accrued and unpaid interest per FCC Bond. In October 2018, the Company agreed to buyback U.S. $ 86.5 million in aggregate principal amount (representing 346 FCC Bonds in number of U.S. $ 250,000 denomination for each FCC Bond) of the FCC Bonds. These Buyback FCCBs represented 43.25% of the aggregate FCC Bonds. On the closing/settlement date, the Company paid an aggregate purchase price of U.S. $ 90,825,000 for the Buyback FCCBs, plus accrued but unpaid interest. Following settlement, the FCCBs bought back were cancelled and U.S. $ 113.5 million in aggregate principal amount of FCC Bonds remained outstanding. The Company undertook buyback to monetize the opportunity available and to push maturity of external debt. The Company utilised proceeds from an unsecured External Commercial Borrowing facility of up to U.S.$ 100 million (âECB Facility") from MUFG Bank, Ltd., Singapore Branch, to refinance these Bonds.
In March, 2021, the Company announced a launch of a tender offer of the FCC Bonds. The Hong Kong and Shanghai Banking Corporation Limited was appointed as the Dealer Manager on behalf of the Company to tender an aggregate principal amount of up to U.S. $ 38.5 million at a purchase price of 120.30% of the principal amount of the FCC Bonds (Tender Offer) and also invited the holders of the FCC Bonds to approve the amendment of the optional put notice period from not later than 30 days nor more than 60 days prior to the Put Option Date to a minimum of 150 days prior to the Put Option Date by passing an Extraordinary Resolution (Consent Solicitation).
Tender Offer: In April, 2021, an aggregate principal amount of U.S. $ 36.75 million (representing 147 FCC Bonds in number of U.S. $ 250,000 denomination for each FCC Bond) were validly tendered pursuant to the Offer. These tendered FCCBs represented 32.38% of the outstanding FCC Bonds. On the closing/settlement date, the Company paid an aggregate purchase price of U.S. $ 44,210,250 plus accrued but unpaid interest. Following settlement, the tendered FCC Bonds were cancelled and U.S. $ 76.75 million in aggregate principal amount of FCC Bonds remained outstanding. The Company undertook this tender to manage the Company''s debt maturity profile by reducing near-term repayable outstanding indebtedness and to reduce interest costs. The Company utilised proceeds from unsecured External Commercial Borrowing facilities from Fifth Third Bank and International Finance Corporation to refinance these Bonds
Consent Solicitation: An Extraordinary Resolution was duly passed at the Bondholders Meeting held on 12 April 2021, with 99.78% of votes cast in favour of the amendment to the optional put notice period. The Company also executed the Supplemental Trust Deed to make the amendment effective from 12 April 2021.
In September 2021, the Company executed a discrete buyback of FCC Bonds (âBuyback FCCBs") from an existing holder of FCC Bonds for principal value of U.S. $ 1 million. The Hong Kong and Shanghai Banking Corporation Limited acted as Dealer Manager, on behalf of the Company to buyback FCC Bonds at a buyback price of 120.30% of the principal amount (representing 4 FCC Bonds in number of U.S. $ 250,000 denomination for each FCC Bond) of the FCC Bonds. On 15 September, 2021, the Company paid an aggregate purchase price of U.S. $ 1,203,000 for the Buyback FCCBs, plus accrued but unpaid interest. Following settlement, the FCCBs bought back were cancelled and U.S. $ 75.75 million in aggregate principal amount of FCC Bonds remained outstanding.
In April 2022, the Company executed a buyback of FCC Bonds (âBuyback FCCBs") from an existing holder of FCC Bonds for principal value of U.S. $ 75 million. The Hong Kong and Shanghai Banking Corporation Limited acted as dealer manager, on behalf of the Company to buyback FCC Bonds at a buyback price of 125.26% of the principal amount (representing 300 FCC Bonds in number of U.S. $ 250,000 denomination for each FCC Bond) of the FCC Bonds. On 7 April 2022, the Company paid an aggregate purchase price of U.S. $ 93,945,000 for the Buyback FCCBs, plus accrued but unpaid interest. Following settlement, the FCC Bonds bought back were cancelled and U.S. $ 0.75 million in aggregate principal amount of FCC Bonds remained outstanding.
Following the above buyback in April, 2022, the Company issued a Notice of early redemption to the remaining holders of FCC Bonds for principal value of outstanding U.S. $ 0.75 million for redemption in May, 2022. On 9 May, 2022, the Company paid an aggregate amount of U.S. $ 9,42,860.24 for the Buyback FCCBs, plus accrued but unpaid interest and concluded the redemption of FCC Bonds as per the terms of the Trust Deed.Subsequently the FCC Bonds were delisted from the Singapore Stock Exchange.
The Company has obtained Loan Registration Number (LRN) from RBI to raise an ECB Facility to the extent of U.S. $ 100 million. In October 2018, the ECB Facility for U.S. $ 90,825,000 was raised and the proceeds were utilized for the purpose of repurchasing the FCC Bonds. The ECB Facility was raised from MUFG Bank, Singapore with an initial maturity of 5 years. The interest rate for the first 3 years is 4.956% p.a and the interest for the subsequent 2 years is 5.25% p.a.
However, in December, 2021, the loan was extended to bullet maturity of December, 2026. The interest rate was fixed at 4.69% p.a. up to September, 2023 and thereafter at an interest margin of 2.15% p.a. over SOFR.
The Company has obtained LRN from RBI to raise an ECB Facility to the extent of U.S. $ 40 million. The ECB Facility for U.S. $ 40 million was executed in February, 2021 and the Company availed U.S. $ 16,574,250 in April, 2021 and the proceeds were utilized for the purpose of refinancing the FCC Bonds. The Company further availed U.S. $ 7,500,000 and U.S. $ 1,203,000 in June, 2021 and September, 2021 respectively. The ECB Facility was raised from International Finance Corporation with a maturity of 5.7 years. The interest margin over U.S. $ LIBOR was 3.08%p.a. up to September, 2021; 2.83% p.a. upto June 2023 and 3.26% over SOFR thereafter.
The Company has obtained LRN from RBI to raise an ECB Facility to the extent of U.S. $ 228 million. During March 2022, the Sustainability linked loan for U.S. $ 228 million was raised and the proceeds were utilized for the purpose of refinancing the U.S. $ 200 million Syndication loan and U.S. $ 28 million Fifth Third Bank loan. The ECB Facility was raised from 10 Foreign banks with a maturity of 5 years. The interest margin is 1.75%p.a. over SOFR.
Secured loans includes working capital facilities, secured by hypothecation of stocks of raw materials, packing materials, finished goods, work-in-process, receivables and equitable mortgage on fixed assets at certain locations.
Unsecured loans includes working capital facilities and other short term credit facilities.
The Company has borrowed secured/unsecured loans at interest rates ranging between 4.85% - 8.20% p.a.
The Company has not defaulted on repayment of secured/unsecured loans and interest during the year.
Apart from being covered under the gratuity plan described earlier, employees participate in a provident fund plan; a defined contribution plan. The Company makes annual contributions based on a specified percentage of salary of each covered employee to a government recognised provident fund. The Company does not have any further obligation to the provident fund plan beyond making such contributions. Upon retirement or separation an employee becomes entitled for this lump sum benefit, which is paid directly to the concerned employee by the fund. The Company contributed H488.05 (2022 - H456.32) towards the provident fund plan and other funds during the year ended 31 March 2023.
The Company''s pending litigations comprise of proceedings pending with various direct tax, indirect tax and other authorities. The Company has reviewed all its pending litigations and proceedings and has adequately provided for where provisions are required and disclosed as contingent liabilities where applicable, in its financial statements. The Company does not expect the outcome of these proceedings to have a materially adverse effect on its financial statements.
(a) In January 2014, the National Pharmaceutical Pricing Authority (NPPA) issued a demand notice of H12.24 Crs as overcharging liability of product âDoxovent 400 mg tab" for the period February 2010 to May 2013. The notice also envisaged a payment of H3.33 Crs towards interest @15% p.a. on the overcharged amount up to 31 January, 2014. The Company had filed a petition under Article 32 with the Hon''ble Supreme Court of India (Hon''ble Court), challenging the issue of the above mentioned demand notice on various grounds. This petition was tagged along with other petitions filed by other pharmaceutical companies, pending before Hon''ble Court relating to the inclusion criteria of certain drugs including âTheophylline" in the schedule of the DPCO, 1995. The Hon''ble Court passed an ad-interim order stating that no coercive steps be taken against the Company towards the said demand. Whilst the matter was pending before the Hon''ble Supreme Court, in October 2015, NPPA issued a fresh demand notice of H12.24 Crs as overcharging liability and H6.39 Crs as interest thereon calculated upto 30 September, 2015 to which the Company has responded stating that the matter was sub-judice. On 20 July, 2016 Hon''ble Supreme Court heard the Company''s petition and ordered the petition to be transferred back to Hon''ble Delhi High Court to be heard on merits subject to deposit of 50% of the overcharged claimed amount. The Company has deposited H6.12 Crs (50% of the overcharged claimed amount). The pleadings have been completed and matter is pending for final hearing before Hon''ble Delhi High Court.
(b) On March 10, 2016 Ministry of Health and Family Welfare (MoH) issued notifications prohibiting manufacture for sale, sale and distribution for human use of several Fixed Dose Combination (âFDC") with immediate effect. Several products of the Company were also covered in the notified prohibited âFDC''s". The Company had filed five writ petitions in Hon''ble Delhi High Court challenging the notifications issued. The Hon''ble Delhi High Court granted interim relief to the Company by staying the notifications banning the FDC''s. The matter was clubbed with petition of other companies before the Supreme Court of India (Hon''ble Court). The Hon''ble Court directed the Drug Technical Advisory Board (DTAB) sub-committee to examine the ban of FDCs. DTAB appointed an expert committee under the chair of Dr. Nilima Kshirsagar (the Committee) to examine the list of banned FDCs. Company made due written and oral representations before the Committee in relation to its affected products. The Committee submitted its report to the Ministry of Health. Meanwhile, taking proactive approach the Company revised the composition of the affected FDC''s for its domestic market. Based on the Committee Report, MoH on 7 September, 2018 issued series of notification which prohibited the manufacture for sale, sale or distribution for human use of 328 FDCs with immediate effect. The Company filed writ petitions in the Delhi High Court against the 7 notification/s
in respect of its affected FDCs which were still circulating in the market and obtained an ad interim stay, on the notifications allowing the Company to liquidate its affected FDCs. The Company on 27 March, 2019, withdrew its Writs except for one product meant for exports and for which the Company continues to enjoy an ad-interim protection.
(c) In October 2019, National Pharmaceutical Pricing Authority (NPPA) issued a Show Cause Notice alleging that the Company had violated DPCO 2013 by self-invoking Para 32 in respect of its product Remogliflozin Etabonate Metformin by not seeking approval for exemption from the Government. Although the Company has responded to the Show cause notice, on 2 January, 2020, NPPA issued a letter seeking production of documents /records under Para 29. The Company challenged the decision of NPPA by filing a writ petition before Hon''ble Delhi High Court. In January 2020, Hon''ble Delhi High Court was pleased to note NPPA''s submission that without prejudice to the rights of the parties, NPPA will grant a hearing to the Company, to decide on the Company''s entitlement under paragraph 32 of the DPCO, 2013 and dispose of the petition, with a noting that in view of the personal hearing, the impugned orders will not be given effect to. Although NPPA granted the Company personal hearing, it issued a ceiling price notification in March 2020 notifying the price of Remolifozin Etabonate Metformin Hydrocloride without deciding the entitlement under paragraph 32 of the DPCO, 2013. The Company thereafter challenged various orders passed by NPPA by filing a fresh writ petition. After hearing both Parties, Hon''ble Delhi High Court was pleased to grant interim relief that no coercive action, based on the Impugned Orders dated 3 March, 2020 and 20 March, 2020, be taken against Company. The matter is currently sub-judice.
(d) On a complaint by a stockiest with the Competition Commission of India (âCCIâ) in July 2015 against pharma co.''s (including the Company and its C&F agent) and the Trade associations, alleging refusal to supply medicines to it in spite of having all valid licenses and documents, CCI ordered the Director General (âDGâ) to investigate and submit a report. CCI clubbed this matter with other matters on a similar complaint against other pharmaceutical co.''s and local Trade associations. On submission of DG''s report CCI issued notices to the Company and some of its employees to submit their objections to the said Report. Despite having contested DG''s claim, CCI in its order has found the Company and concerned employees guilty as having contravened provision 3(1) of the Competition Act, 2002 and has levied penalty under the Act. The Company and the concerned employees have appealed the said Order at National Company Law Tribunal (âNCLATâ). The appeals is pending for final hearing.
(e) In response to FDA action on Zantac and its generic equivalent (ranitidine) in late 2019 and early 2020, lawsuits were filed in various jurisdictions against brand-name and generic manufacturers, distributors, and retailers of Zantac and ranitidine, a number of which were consolidated in a Multidistrict Litigation (MDL) in the Southern District of Florida. Plaintiffs in all of the lawsuits allege that ranitidine potentially contains a probable human carcinogen, N-Nitrosodimethylamine (NDMA), that they have developed or will develop cancer as a result of their ingestion of ranitidine, and/or that they were otherwise injured. Glenmark Pharmaceuticals Ltd. (GPL) and Glenmark Pharmaceuticals Inc., USA (GPI) were named in the MDL but all claims against them were dismissed in June 2021 on the basis of federal pre-emption. Plaintiffs are appealing those dismissals in the United States Court of Appeals for the Eleventh Circuit, and those appeals remain pending. In addition to the MDL, GPI has also been named in several non-MDL cases that are proceeding in state court (New Mexico, Illinois, and Pennsylvania); such cases are in the early stages. GPL and GPI will continue to defend these cases vigorously.
(f) From time to time the Company and its certain subsidiaries are involved in various intellectual property claims and legal proceedings, which are considered normal to its business. Some of this litigation has been resolved through settlement agreements with the plaintiffs.
i. A multiple putative class and individual action were filed in 2018 by purchasers of branded Zetia and generic Zetia (ezetimibe) against Glenmark Pharmaceuticals Ltd and Glenmark Pharmaceuticals Inc., before the United States District Court for the Eastern District of Virginia seeking relief under the US antitrust laws. The Plaintiffs allege that Glenmark Pharmaceuticals Ltd and Glenmark Pharmaceuticals Inc. and Merck & Co Inc. (âMerckâ) violated the federal and state antitrust laws by entering into a so-called reverse payment patent settlement agreement in Hatch-Waxman patent litigation in May 2010 related to Merck''s branded Zetia product. The lawsuits allege that the patent settlement agreement delayed the entry of generic which caused purchasers to pay higher prices. The Company and its US subsidiary (Glenmark Pharmaceuticals Inc., USA) have, subject to final documentation and approval of the Court, after the end of the accounting year, arrived at a settlement with Three Plaintiff Groups collectively representing all of the claims against the Company and Merck in relation to multiple antitrust and consumer protection lawsuits, including a class action, consolidated in the Eastern District of Virginia, US (the "Courtâ) for a total amount or US$ 87.5 million, payable over two financial years The final settlements will be in accordance with the separate agreements entered into with each of the plaintiff groups and will be subject to the final approval by the Court. The settlements will make clear that the settlements are commercial settlements or civil liabilities and not on the basis of the Company having conceded or admitted any liability, offence, wrongdoing or illegality. Opt-out cases are still pending and timelines are yet to be determined.
ii. Multiple putative class and individual actions were filed in July 2020 by purchasers of branded Bystolic (nebivolol) against Glenmark Pharmaceuticals Ltd.,Glenmark Pharmaceuticals Inc. and Glenmark Pharmaceuticals S.A. (n/k/a Ichnos Sciences S.A.) (collectively, âGlenmarkâ) in the United States District Court for the Southern District of New York. The Plaintiffs allege that Glenmark and Forest Laboratories, Inc. (âForestâ) violated federal and state antitrust laws by entering into a so-called reverse-payment patent settlement agreement in Hatch-Waxman patent litigation in December 2012 related to Forest''s Bystolic product. The lawsuits allege that the patent settlement agreement and mPEGS-1 collaboration agreement delayed the entry of Glenmark''s generic nebivolol, which caused purchasers of branded Bystolic to pay higher prices. The Court granted Glenmark and defendants motion to dismiss with prejudice. Plaintiffs have filed appeals. Glenmark believes that its patent settlement agreement and mPEGS-1 collaboration agreement are lawful and will continue defending the case vigorously.
(a) Estimated amount of contracts remaining to be executed on capital account, net of advances, not provided for as at 31 March 2023 aggregate H1,043.24 (2022 - H1,362.94)
(b) Estimated amount of contracts remaining to be executed on other than capital account, net of advances, not provided for as at 31 March 2023 aggregate H3,753.24 (2022 - H2,383.26)
Note 31 - Leases Company as lessee
The Company''s leased assets primarily consist of leases for office premises and godowns. Leases of office premises and godowns generally have lease term between 2 to 12 years. The Company has applied low value exemption for leases laptops, lease lines, furniture and equipment and accordingly are excluded from Ind AS 116. The leases includes non cancellable periods and renewable option at the discretion of lessee which has been taken into consideration for determination of lease term.
The weighted average incremental borrowing rate applied to lease liabilities recognised was 10% - 10.40% p.a.
There are several lease agreements with extension and termination options, management exercises significant judgement in determining whether these extension and termination options are reasonably certain to be exercised. Since it is reasonable certain to exercise extension option and not to exercise termination option, the Company has opted to include such extended term and ignore termination option in determination of lease term.
The Company is exposed to a variety of financial risks which results from the Company''s operating and investing activities. The Company focuses on actively securing its short to medium term cash flows by minimising the exposure to financial markets.
The Company does not actively engage in the trading of financial assets for speculative purposes nor does it write options.
Financial assets that potentially subject the Company to concentrations of credit risk consist principally of cash equivalents, accounts receivables, other receivables, investment securities and deposits. By their nature, all such financial instruments involve risk including the credit risk of non-performance by counter parties.
The Company''s cash equivalents and deposits are invested with banks.
The Company''s trade and other receivables are actively monitored to review credit worthiness of the customers to whom credit terms are granted and also avoid significant concentrations of credit risks.
The Company''s interest-rate risk arises from long-term borrowings. Borrowings obtained at variable rates expose the Company to cash flow interest-rate risk. Borrowings issued at fixed rates expose the Company to fair value interest-rate risk.
The foreign currency sensitivity analysis has been performed in relation to US Dollar (USD), Euro (EUR) and Russian ruble (RUB).
US Dollar conversion rate was H75.52 at the beginning of the year and scaled to a high of H82.92 and to low of H75.14. The closing rate is H82.16. Considering the volatility in direction of strengthening dollar upto 10%, the sensitivity analysis has been disclosed at 10% movements on strengthening and weakening effect for presenting comparable movement due to currency fluctuations.
The Company''s policy is to minimise interest rate cash flow risk exposures on long-term borrowings. The Company has taken long term borrowings of USD 253.28 million which are not on fixed rate of interest. Since, there is some element of interest rate risk associated with this, an interest rate sensitivity analysis has been performed.
The Company has taken short term borrowings on fixed rate of interest. Since, there is no interest rate risk associated with such fixed rate loans; an interest rate sensitivity analysis has not been performed.
The bank deposits are placed on fixed rate of interest of approximately 4.30% to 6.40%. As the interest rate does not vary unless such deposits are withdrawn and renewed, sensitivity analysis is not performed.
The Company has outstanding borrowings of USD 253.28 million (2022 - 253.28 million) which are linked to LIBOR/Benchmark prime lending rate (BPLR). Increases by 25 basis points then such increase shall have the following impact on: *Trade receivables are usually due within 60-180 days. Generally and by practice most customers enjoy a credit period of upto 180 days and are not interest bearing, which is the normal industry practice. All trade receivables are subject to credit risk exposure. However, the Company does not identify specific concentrations of credit risk with regard to trade and other receivables, as the amounts recognised represent a large number of receivables from various customers.
Trade receivables are typically unsecured and are derived from revenue earned from customers. Credit risk has always been managed by each business segment through credit approvals, establishing credit limits and continuously monitoring the credit worthiness of customers to which the company grants credit terms in the normal course of business. In accordance with Ind AS 109, the Company uses (expected credit loss) model to assess the impairment loss or gain. The Company uses a provision matrix
The Company continuously monitors defaults of customers and other counterparties, identified either individually or by the Company, and incorporates this information into its credit risk controls. The Company''s policy is to deal only with creditworthy counterparties.
The Company''s management considers that all the above financial assets that are not impaired for each of the reporting dates and are of good credit quality, including those that are past due. None of the Company''s financial assets are secured by collateral or other credit enhancements.
In respect of trade and other receivables, the Company''s credit risk exposure towards any single counterparty or any group of counterparties having similar characteristics is considered to be negligible. The credit risk for liquid funds and other short-term financial assets is considered negligible, since the counterparties are reputable banks with high quality external credit ratings.
The Company manages its liquidity needs by carefully monitoring scheduled debt servicing payments for long-term financial liabilities as well as cash outflows due in day-to-day business. Liquidity needs are monitored in various time bands, on a day-today and week-to-week basis, as well as on the basis of a rolling 30-day projection. Long-term liquidity needs for a 180-day and a 360-day lookout period are identified monthly.
The Company maintains cash and marketable securities to meet its liquidity requirements for up to 30 day period. Funding in regards to long-term liquidity needs is additionally secured by an adequate amount of committed credit facilities and the ability to sell long-term financial assets.
For long term borrowings refer note 13 and for Lease obligations refer note 31 for further details Note 36 - Capital Management Policies and Procedures
The Company objectives when managing capital are to safeguard their ability to continue as a going concern so that they can continue to provide returns for shareholders and benefits for other stakeholders, and maintain an optimal structure to reduce the cost of capital. In order to maintain or adjust the Capital structure, the Company may adjust the amounts of dividends paid to shareholders, return capital to shareholders, issue new shares or sell new assets to reduce debt.
(ii) Dividends not recognised at the end of the reporting period.
In addition to the above dividends, since year end the Board of Directors have recommended the payment of a final dividend of H2.50 (2022 - H2.50) per fully paid up equity share. This proposed dividend is subject to the approval of shareholders in the ensuing Annual General Meeting.
Certain prior year amounts have been reclassified for consistency with the current year presentation. As a result, certain line items have been amended in the financial statements. These reclassifications had no effect on the reported results of operations. Comparative figures have been adjusted to conform to the current year''s presentation.
The Company and its US subsidiary (Glenmark Pharmaceuticals Inc., USA) have, subject to final documentation and approval of the Court, after the end of the accounting year, arrived at a settlement with Three Plaintiff Groups collectively representing all of the claims against the Company and Merck in relation to multiple antitrust and consumer protection lawsuits, including a class action, consolidated in the Eastern District of Virginia, U.S. (the âCourt") for a total amount of US$ 87.5 million (US Dollar Eighty Seven Point Five million), payable over two financial years. The final settlements will be in accordance with the separate agreements entered into with each of the plaintiff groups and will be subject to the final approval by the Court. The settlements will make clear that the settlements are commercial settlements of civil liabilities and not on the basis of the Company having conceded or admitted any liability, offence, wrongdoing or illegality.
In view of the above and as a prudent measure, the Company has made a provision for the estimated settlement amount of H8,010.53 (equivalent of US$ 87.5 million and related costs) and charged the same to profit and loss account for the year ended 31 March 2023. Due to the non-recurring nature of the provision, the Company has classified this provision as an exceptional item in the financial statements for the year ended 31 March 2023. The resultant deferred tax asset of H2,799.20 has also been recognised. On finalisation of settlement agreements and final approval of the Court, the crystallized liability will be accounted after adjusting the provisions in this respect in the year of final settlement and Court approval.
Exceptional item in the standalone financials for the year ended 31 March 2023 includes a net gain of H3051.85 arising from the divestment of select tail brands and sub-brands from the dermatology segment (India and Nepal business) and gain on sale of cardiac brand Razel (India and Nepal business), net of trade expenses, trade receivables, inventory write-off, other reimbursable expenses and remediation cost of India manufacturing sites.
31 March 2022
On 3rd August 2021, Glenmark Life Sciences Limited (GLS) completed allottment of shares as part of its Initial Public Offering (IPO) and Offer for Sale (OFS). The company offered 6.3 million equity shares of H2 each through OFS and resulted in a gain of H4,303.33 (net of related expenses and cost of equity shares) and recorded as an exceptional item in the financial statements.
Post the sale and IPO, the Company''s holding in equity shares of GLS has reduced from 100% to 82.84%.
In accordance with Ind AS 108 âOperating Segments", segment information has been given in the consolidated Ind AS financial statements, and therefore, no separate disclosure on segment information is given in these financial statements.
a) The Company does not have any benami property, where any proceeding has been initiated or pending against the Company for holding any benami property.
b) The Company has not traded or invested in Crypto currency or Virtual Currency during the financial year.
c) The Company has not advanced or loaned or invested funds to any other person(s) or entity(ies), including foreign entities
(Intermediaries) with the understanding that the Intermediary shall :
i) directly or indirectly lend or invest in other persons or, entities identified in any manner whatsoever by or/on behalf of the Company (ultimate beneficiaries) or
ii) provide any guarantee, security or the like to or on behalf of the ultimate beneficiaries.
d) The Company does not have any such transaction which is not recorded in the books of accounts that has been surrendered or disclosed as income during the year in the tax assessments under the Income Tax Act,1961 (such as, search or survey or any other relevant provisions of the Income Tax Act, 1961.)
e) The Company is not declared wilful defaulter by any bank or financials institution or lender during the year.
f) The Company does not have any charges or satisfaction which is yet to be registered with ROC beyond the statutory
period.
g) The title deeds of all the immovable properties, (other than immovable properties where the Company is the lessee and the lease agreements are duly executed in favour of the Company) disclosed in the financial statements included in property, plant and equipment and capital work-in progress are held in the name of the Company as at the balance sheet date.
h) The Company does not have any transactions with companies which are struck off under section 248 of the Companies Act, 2013 or section 560 of the Companies Act, 1956.
i) The Company has not received any fund from any person(s) or entity(ies), including foreign entities (funding party) with the understanding (whether recorded in writing or otherwise) that the Company shall:
i) directly or indirectly lend or invest in other persons or entities identified in any manner whatsoever by or on behalf of the funding party (ultimate beneficiaries) or,
ii) provide any guarantee, security or the like on behalf of the ultimate beneficiaries.
The financial statements for the year ended 31 March 2023 were approved by the Board of Directors on 19 May 2023.
Mar 31, 2022
There is no capital work in progress whose completion is overdue or has exceeded its cost as compare to its original plan as at 31 March 2022 and 31 March 2021.
The Company has entered into an lease arrangement for office premises and furniture in the ordinary course of business. Such leases are generally for a period of 2 to 12 years, with option of renewal on a periodic basis by mutual consent of both parties. Most of the operating leases provide for a percentage increase in rent, at the end of the original lease terms, for future renewed periods. These leasing arrangements are cancellable by the lessor/lessee within 1 to 3 months'' notice except in case of certain leases where there is a lock in period/ non-cancellable period of 4 to 5 years. The Company does not have any lease restrictions and commitment towards variable rent as per the contract.
At the year end, the intangibles being product developments/brands with indefinite or indeterminable lives were tested for impairment based on conditions at that date. In performing the impairment testing management considers various factors such as the size of the target market, competition, future possible price/volume erosion.
The recoverable amount of each assets/CGU was determined based on value-in-use calculations, covering a detailed five-year forecast, followed by an extrapolation of expected cash flows for the remaining useful lives using growth rates determined by management. The present value of the expected cash flows of each assets/ CGU is determined by applying a suitable discount rate.
The long-term growth rates reflect the long-term average growth rates for the product lines and industry. The growth rate is in line with the overall long-term average growth rates because this sector is expected to continue to grow at above average rates in the foreseeable future. The long-term growth rate is 2% (2021- 2%).
Management''s key assumptions include stable profit margins, based on past experience in this market. The Management believes that this is the best available input for forecasting.
Apart from the considerations in determining the value-in-use of the CGU, management is not currently aware of any other probable changes that would necessitate changes in its key estimates. However the estimates of recoverable amount are particularly sensitive to the discount rate. If the discount rate used is increased by 1%, it would have no impact on the impairment testing.
The discount rates reflect appropriate adjustments relating to market risk and specific risk factors of each asset/CGU. The present value of the expected cash flows of each asset is determined by applying a discount rate in the range of 10% to 14.50%.
Pursuant to the Taxation Law (Amendment) Ordinance 2019 (''Ordinance'') Issued by Ministry of Law and Justice (Legislative Department) on 20 September 2019 which is effective 1 April 2019, Indian companies have the option to pay corporate income tax at the rate of 22% plus applicable surcharge and cess subject to certain conditions. The Ordinance has been subsequently been enacted as Taxation Laws (Amendment) Act, 2019. The Company made an assessment of the impact and decided to continue with the existing tax structure until utilisation of accumulated minimum alternative tax (MAT) credit and other exemptions. The Company has also re-measured its deferred tax liability following the clarification issued by Technical Implementation Group of Ind AS implementation Committee by applying the lower tax rate in measurement of deferred taxes only to extent that the deferred tax liabilities are expected to be reversed in the period during which it expects to be subject to lower tax rate.
In assessing the reliability of deferred tax assets, management considers whether it is more likely than not that some portion or all of the deferred tax assets will be realised. The ultimate realisation of deferred tax assets is dependent upon the generation of future taxable income during the periods in which the temporary differences become deductible. The amount of the deferred tax assets considered realisable, however, could be reduced in the near term if estimates of future taxable income including taxable temporary differences in the future periods are reduced.
Refer note 14(i) for hypothecation of stocks of raw materials, packing materials, finished goods and work-in-process.
Inventory write downs are accounted, considering the nature of inventory , ageing of inventory as well as provisioning policy of the Company. The Company recorded inventory write down of '' 700.49 (2021 - '' 786.88). This is included as part of cost of materials consumed and changes in inventories of finished goods, work-in-process and stock -in- trade in the statement of profit and loss, as the case may be.
Note 11 - Equity and Reservesa) Ordinary shares
The Company presently has only one class of ordinary shares. For all matters submitted to vote in the shareholders meeting, every holder of ordinary shares, as reflected in the records of the Company on the date of the shareholders'' meeting, has one vote in respect of each share held. All shares are equally eligible to receive dividends and the repayment of capital in the event of liquidation of the Company.
The Company has an authorised share capital of 2,370,000,000 equity shares of '' 1 each.
Indian statutes mandate that dividends be declared out of distributable profits in accordance with the regulations. Should the Company declare and pay dividends, such dividends are required to be paid in INR to each holder of equity shares in proportion to the number of shares held. Dividends are taxable in the hands of the shareholders and tax is deducted by the Company at applicable rates.
Securities premium reserve - The amount received by the Company over and above the face value of shares issued is shown under this head. It is available for utilisation as per the provisions of the Companies Act, 2013.
Capital redemption reserve - The capital redemption reserve had been created as per the requirement of earlier provisions of Companies Act, 1956. Such reserve is not currently available for distribution to the shareholders. The reserve can be utilised in accordance with the provisions of section 69 of the Companies Act, 2013.
General reserve - The Company has transferred a portion of the net profit of the Company before declaring dividend to general reserve pursuant to the earlier provisions of Companies Act, 1956. Mandatory transfer to general reserve is not required under the Companies Act, 2013.
Retained earnings - Accumulated earnings include all current and prior period profits as disclosed in the statement of profit and loss.
Stock compensation reserve - Stock compensation reserve consists of employee compensation cost allocated over the vesting period of options granted to employees. Such cost is recognised in statement of profit and loss and is credited to the reserve. Upon exercise of options, such reserves are reclassified to equity share capital at the nominal capital value and excess through securities premium as the case may be.
(IV) As at 31 March 2022, Pursuant to Employee Stock Options Scheme 2016, 78,717 options were outstanding, which upon exercise are convertible into equivalent number of equity shares.
(V) Right, Preference and restriction on shares
The Company presently has only one class of ordinary equity shares. For all matters submitted to vote in the shareholders meeting, every holder of ordinary equity shares, as reflected in the records of the Company on the date of the shareholders'' meeting, has one vote in respect of each share held. All shares are equally eligible to receive dividends and the repayment of capital in the event of liquidation of the Company.
(VI) In the period of five years immediately preceeding 31 March 2022, the Company has not allotted any shares as fully paid up pursuant to contracts without payment being received in cash. Further, the Company has neither issued bonus shares nor bought back any shares during the aforementioned period.
(VII) Employee Stock Option Scheme 2016 (ESOS)
The Company has formulated an Employee Stock Option Scheme 2016 ("ESOS 2016") under which it has made grants on various dates from time to time. Each grant has a vesting period which varies from 1 - 6 years from the date of grant depending on the terms of the grant. The grants are made at the market price of the equity shares of the Company on either the date of the grant or the closing price of the date prior to the day of the grant or the price decided by the Nomination & Remuneration Committee of the Board. Pursuant to ESOS 2016, 78,717 options were outstanding as at 31 March 2022, which upon exercise are convertible into equivalent number of equity shares. Employee stock compensation charged during the year is '' 2.28 (2021 -'' 18.53).
(A) U.S. $ 200,000,000, 2.00 % Resettable Onward starting equity-linked securities (Bonds):
The Company had issued Bonds on 28 June 2016. The Bonds become convertible at the option of the holders'' of the Bonds (the âBondholders") after 1 December 2017 and upto the close of business on 18 June 2022 into equity shares. Each Bond will be convertible at the option of the holder thereof into fully paid equity shares at the initial conversion price determined on 30 November 2017.
On 30 November 2017, the Company set the initial conversion price (i.e. the price at which the ordinary shares of the Company will be issued upon conversion of Bonds subject to any further adjustments according to conditions) at '' 861.84 as determined in accordance with condition 6.1.3 of the Trust deed. As of 31 March 2021, none of the Bondholders have opted for the conversion option.
On 30 November 2017, the Company confirmed the fixed exchange rate as INR 64.5238 in accordance with the condition 6.1.1 (b) of the Trust Deed dated 28 June 2016 which provides that the fixed exchange rate shall be the FX rate (INR per U.S. $ 1) based on Bloomberg''s âBFIX" USD/INR spot mid-price rate 12.00 (Hongkong time) on 30 November 2017.
Unless previously converted, redeemed or purchased and cancelled, the Bonds will be redeemed on 28 June 2022 (Maturity Date) at 126.42% of their principal amount, together with accrued interest (if any), calculated upto but excluding the Maturity Date. The Company may, at its own discretion, redeem the Bonds in whole, but not in part, subject to satisfaction of certain conditions.
As per the original Trust Deed, each Bondholder has the right to require the Company to redeem in whole or in part, such Bondholder''s Bonds, on 28 July 2021 (Put Option Date), at a price equal to 121.78% of its outstanding principal amount of Bonds, together with interest (if any) accrued but unpaid on 28 July 2021. This was amended in April, 2021 (see note below on Tender Offer and Consent Solicitation).
The FCC Bonds were partially bought back in October 2018 (see note below on Buyback). In addition to that, the Company approved for tender and consent solicitation for amendment of FCC Bonds in February, 2021 (see note below on Tender Offer and Consent Solicitation). Further, the FCC Bonds were partially bought back in September, 2021 and April, 2022 (see note below on Buyback). The balance outstanding FCC Bonds were redeemed in May, 2022. (See note below on buyback).
The FCC Bonds were delisted from the Singapore stock exchange in May, 2022.
Buy back of the Companyâs U.S. $ 200,000,000 2.00% resettable onward starting equity- linked securities due 2022 - October, 2018:
In September 2018, the Company approved the launch of buyback of FCC Bonds (âBuyback FCCBs") from existing holders of FCC Bonds (âBuyback Bondholders"). MUFG Securities Asia Limited and J.P. Morgan Securities Limited were appointed as Dealer Managers, on behalf of the Company to buyback FCC Bonds at a buyback price of 105% of the principal amount outstanding (being U.S. $ 262,500 for each U.S. $ 250,000 of FCC Bonds), up to an aggregate purchase price of U.S. $ 100 million plus accrued and unpaid interest per FCC Bond. In October 2018, the Company agreed to buyback U.S. $ 86.5 million in aggregate principal amount (representing 346 FCC Bonds in number of U.S. $ 250,000 denomination for each FCC Bond) of the FCC Bonds. These Buyback FCCBs represented 43.25% of the aggregate FCC Bonds. On the closing/settlement date, the Company paid an aggregate purchase price of U.S. $ 90,825,000 for the Buyback FCCBs, plus accrued but unpaid interest. Following settlement, the FCC Bonds bought back were cancelled and U.S. $ 113.5 million in aggregate principal amount of FCC Bonds remained outstanding. The Company undertook buyback to monetize the opportunity available and to push maturity of external debt. The Company utilised proceeds from an unsecured External Commercial Borrowing facility of up to U.S.$ 100 million (âECB Facility") from MUFG Bank, Ltd., Singapore Branch, to refinance these Bonds.
Tender Offer of the Companyâs U.S. $ 200,000,000 2.00% resettable onward starting equity- linked securities due 2022 and Consent Solicitation from Bondholders - April, 2021:
In March, 2021, the Company announced a launch of a tender offer of the FCC Bonds. The Hong Kong and Shanghai Banking Corporation Limited was appointed as the Dealer Manager on behalf of the Company to tender an aggregate principal amount of up to U.S. $ 38.5 million at a purchase price of 120.30% of the principal amount of the FCC Bonds (Tender Offer) and also invited the holders of the FCC Bonds to approve the amendment of the optional put notice period from not later than 30 days nor more than 60 days prior to the Put Option Date to a minimum of 150 days prior to the Put Option Date by passing an Extraordinary Resolution (Consent Solicitation).
Tender Offer: In April, 2021, an aggregate principal amount of U.S. $ 36.75 million (representing 147 FCC Bonds in number of U.S. $ 250,000 denomination for each FCC Bond) were validly tendered pursuant to the Offer. These tendered FCC Bonds represented 32.38% of the outstanding FCC Bonds. On the closing/settlement date, the Company paid an aggregate purchase price of U.S. $ 44,210,250 plus accrued but unpaid interest. Following settlement, the tendered FCC Bonds were cancelled and U.S. $ 76.75 million in aggregate principal amount of FCC Bonds remained outstanding. The Company undertook this tender to manage the Company''s debt maturity profile by reducing near-term repayable outstanding indebtedness and to reduce interest costs. The Company utilised proceeds from unsecured External Commercial Borrowing facilities from Fifth Third Bank and International Finance Corporation to refinance these Bonds (see note below on Fifth Third Bank and IFC).
Consent Solicitation: An Extraordinary Resolution was duly passed at the Bondholders Meeting held on 12 April 2021, with 99.78 per cent. of votes cast in favour of the amendment to the optional put notice period. The Company also executed the Supplemental Trust Deed to make the amendment effective from 12 April 2021.
Buy back of the Companyâs U.S. $ 200,000,000 2.00% resettable onward starting equity- linked securities due 2022 - September, 2021:
In September 2021, the Company executed a discrete buyback of FCC Bonds (âBuyback FCCBs") from an existing holder of FCC Bonds for principal value of U.S. $ 1 million. The Hong Kong and Shanghai Banking Corporation Limited acted as Dealer Manager, on behalf of the Company to buyback FCC Bonds at a buyback price of 120.30% of the principal amount (representing 4 FCC Bonds in number of U.S. $ 250,000 denomination for each FCC Bond) of the FCC Bonds. On 15 September, 2021, the Company paid an aggregate purchase price of U.S. $ 1,203,000 for the Buyback FCCBs, plus accrued but unpaid interest. Following settlement, the FCC Bonds bought back were cancelled and U.S. $ 75.75 million in aggregate principal amount of FCC Bonds remained outstanding.
Buy back of the Companyâs U.S. $ 200,000,000 2.00% resettable onward starting equity- linked securities due 2022 - April and May, 2022:
In April 2022, the Company executed a buyback of FCC Bonds (âBuyback FCCBs") from an existing holder of FCC Bonds for principal value of U.S. $ 75 million. The Hong Kong and Shanghai Banking Corporation Limited acted as Dealer Manager, on behalf of the Company to buyback FCC Bonds at a buyback price of 125.26% of the principal amount (representing 300 FCC Bonds in number of U.S. $ 250,000 denomination for each FCC Bond) of the FCC Bonds. On 7 April, 2022, the Company paid an aggregate purchase price of U.S. $ 93,945,000 for the Buyback FCCBs, plus accrued but unpaid interest. Following settlement, the FCC Bonds bought back were cancelled and U.S. $ 0.75 million in aggregate principal amount of FCC Bonds remained outstanding.
Following the above buyback in April, 2022, the Company issued a Notice of early redemption to the remaining holders of FCC Bonds for principal value of outstanding U.S. $ 0.75 million for redemption in May, 2022. On 9 May, 2022, the Company paid an aggregate amount of U.S. $ 9,42,860.24 for the Buyback FCCBs, plus accrued but unpaid interest and concluded the redemption of FCC Bonds as per the terms of the Trust Deed.
Subsequently FCC Bonds were delisted from the Singapore Stock Exchanges.
(B) U.S. $ 90,825,000, MUFG Bank, ECB Facility:
The Company has obtained Loan Registration Number (LRN) from RBI to raise an ECB Facility to the extent of U.S. $ 100 million. In October 2018, the ECB Facility for U.S. $ 90,825,000 was raised and the proceeds were utilized for the purpose of repurchasing the FCC Bonds. The ECB Facility was raised from MUFG Bank, Singapore with an initial maturity of 5 years. The interest rate for the first 3 years is 4.956% p.a and the interest for the subsequent 2 years is 5.25% p.a.
However, in December, 2021, the loan was extended to bullet maturity of December, 2026. The interest rate was fixed at 4.69% p.a. up to September, 2023 and thereafter at an interest margin of 1.95% p.a. over U.S. $ LIBOR.
(C) U.S. $ 200,000,000, Syndicated ECB facility :
The Company has obtained LRN from RBI to raise an ECB Facility to the extent of U.S. $ 200 million. During the period November, 2020 to January, 2021, the ECB Facility for U.S. $ 200 million was raised and the proceeds were utilized for the purpose of refinancing of the 4.5% Senior Notes. The ECB Facility was raised from 9 Foreign banks with a maturity of 3.5 years. The interest margin is 3.15%p.a.over U.S. $ LIBOR. The Company refinanced this ECB by availing a new ECB - U.S. $ 228 million Sustainability Linked Loan in March 2022. (See note below on U.S. $ 228,000,000, Sustainability linked syndication loan, ECB Facility).
(D) U.S. $ 28,000,000, Fifth Third Bank, ECB Facility:
The Company has obtained LRN from RBI to raise an ECB Facility to the extent of U.S. $ 28 million. The ECB Facility for U.S. $ 28 million was executed in March, 2021 and the Company availed the entire amount in April, 2021 and the proceeds were utilized for the purpose of refinancing of the FCC Bonds. The ECB Facility was raised from Fifth Third Bank, National Association with a maturity of 3.5 years. The interest margin is 3.15% p.a. over U.S. $ LIBOR. The Company refinanced this ECB by availing a new ECB - U.S. $ 228 million Sustainability Linked Loan in March 2022. (See note below on U.S. $ 228,000,000, Sustainability linked syndication loan, ECB Facility).
(E) U.S. $ 40,000,000, International Finance Corporation (IFC), ECB Facility:
The Company has obtained LRN from RBI to raise an ECB Facility to the extent of U.S. $ 40 million. The ECB Facility for U.S. $ 40 million was executed in February, 2021 and the Company availed U.S. $ 16,574,250 in April, 2021 and the proceeds were utilized for the purpose of refinancing the FCC Bonds. The Company further availed U.S. $ 7,500,000 and U.S. $ 1,203,000 in June, 2021 and September, 2021 respectively. The ECB Facility was raised from International Finance Corporation with a maturity of 5.7 years. The interest margin over U.S. $ LIBOR was 3.08%p.a. up to September, 2021 and 2.83%p.a. thereafter.
(F) U.S. $ 228,000,000, Sustainability linked syndication loan, ECB Facility:
The Company has obtained LRN from RBI to raise an ECB Facility to the extent of U.S. $ 228 million. During March 2022, the Sustainability linked loan for U.S. $ 228 million was raised and the proceeds were utilized for the purpose of refinancing the U.S. $ 200 million Syndication loan and U.S. $ 28 million Fifth Third Bank loan. The ECB Facility was raised from 10 Foreign banks with a maturity of 5 years. The interest margin is 1.75%p.a. over SOFR.
Note 26 - Employee Post- Retirement Benefits
The following are the employee benefit plans applicable to the employees of the Company.
a) Gratuity (defined benefit plan)
In accordance with the applicable laws, the Company provides for gratuity, a defined benefit retirement plan (âthe Gratuity Plan") covering eligible employees. The Gratuity Plan provides for a lump sum payment to vested employees on retirement, death, incapacitation or termination of employment of amounts that are based on salary and tenure of employment. Liabilities with regard to the gratuity plan are determined by actuarial valuation.
Provident fund and others (defined contribution plan)
Apart from being covered under the gratuity plan described earlier, employees participate in a provident fund plan; a defined contribution plan. The Company makes annual contributions based on a specified percentage of salary of each covered employee to a government recognised provident fund. The Company does not have any further obligation to the provident fund plan beyond making such contributions. Upon retirement or separation an employee becomes entitled for this lump sum benefit, which is paid directly to the concerned employee by the fund. The Company contributed approximately '' 456.32 (2021 - '' 413.43) towards the provident fund plan during the year ended 31 March 2022.
The Company''s pending litigations comprise of proceedings pending with various direct tax, indirect tax and other authorities. The Company has reviewed all its pending litigations and proceedings and has adequately provided for where provisions are required and disclosed as contingent liabilities where applicable, in its financial statements. The Company does not expect the outcome of these proceedings to have a materially adverse effect on its financial statements.
(a) In January 2014, the National Pharmaceutical Pricing Authority (NPPA) issued a demand notice of '' 12.24 Crs as overcharging liability of product "Doxovent 400 mg tab" for the period February 2010 to May 2013. The notice also envisaged a payment of '' 3.33 Crs towards interest @15% p.a. on the overcharged amount up to 31 January, 2014. The Company had filed a petition under Article 32 with the Hon''ble Supreme Court of India (Hon''ble Court), challenging the issue of the above mentioned demand notice on various grounds. This petition was tagged along with other petitions filed by other pharmaceutical companies, pending before Hon''ble Court relating to the inclusion criteria of certain drugs including "Theophylline" in the schedule of the DPCO, 1995. The Hon''ble Court passed an ad-interim order stating that no coercive steps be taken against the Company towards the said demand. Whilst the matter was pending before the Hon''ble Supreme Court, in Oct 2015, NPPA issued a fresh demand notice of '' 12.24 Crs as overcharging liability and '' 6.39 Crs as interest thereon calculated upto 30 September, 2015 to which the Company has responded stating that the matter was sub-judice. On 20 July, 2016 Hon''ble Supreme Court heard the Company''s petition and ordered the petition to be transferred back to Hon''ble Delhi High Court to be heard on merits subject to deposit of 50% of the overcharged claimed amount. The Company has deposited '' 6.12 Crs (50% of the overcharged claimed amount). The pleadings have been completed and matter is pending to be listed in the Hon''ble Delhi High Court for final hearing.
(b) On March 10, 2016 Ministry of Health and Family Welfare (MoH) issued notifications prohibiting manufacture for sale, sale and distribution for human use of several Fixed Dose Combination (âFDC") with immediate effect. Several products of the Company were also covered in the notified prohibited âFDC''s". The Company had filed five writ petitions in Hon''ble Delhi High Court challenging the notifications issued. The Hon''ble Delhi High Court has granted interim relief to the Company by staying the notifications banning the FDC''s. The matter was clubbed with petition of other companies before the Supreme Court of India (Hon''ble Court). The Hon''ble Court directed the Drug Technical Advisory Board (DTAB) sub-committee to examine the
ban of drugs. DTAB appointed an expert committee under the chair of Dr. Nilima Kshirsagar to examine the list of banned FDC. Company made due written and oral representations before the Committee in relation to its affected products. The committee submitted its report to the Ministry of Health. Meanwhile taking the proactive approach the Company has revised the composition of the affected FDC''s for its domestic market. Based on the Nilima Kshirsagar Committee Report, MoH on 7 September, 2018 issued series of notification which prohibited the manufacture for sale, sale or distribution for human use of 328 FDCs with immediate effect. It has also restricted the manufacture, sale or distribution of certain of Company''s FDCs subject to certain conditions. The Company filed writ petitions in the Delhi High Court against the 7 notification/s in respect of its affected FDCs which were still circulating in the market and obtained an ad interim stay, on the notifications allowing the Company to liquidate its affected FDCs. Since then the Company on 27 March, 2019, withdrew its Writs except for one product meant for exports and for which the Company continues to enjoy an ad-interim protection.
(c) In October 2019 National Pharmaceutical Pricing Authority (NPPA) issued a Show Cause Notice alleging that the Company had violated DPCO 2013 by self-invoking Para 32 in respect of its product Remolifozin Etabonate Metformin by not seeking approval for exemption from the Government. Although the Company has responded to the Show cause notice, on 2 January, 2020, NPPA issued a letter seeking production of documents /records under Para 29. The Company challenged the decision of NPPA by filing a writ petition before Hon''ble Delhi High Court. In January 2020, Hon''ble Delhi High Court was pleased to note NPPA''s submission that without prejudice to their rights of the parties, NPPA will grant a hearing to the Company, to decide on the Company''s entitlement under paragraph 32 of the DPCO, 2013 and disposed of the petition, with a noting that in view of the personal hearing, the impugned orders will not be given effect to. Although NPPA granted the Company personal hearing, it issued a price order notification in March 2020 notifying the price of Remolifozin Etabonate Metformin Hydrocloride without deciding the entitlement under paragraph 32 of the DPCO, 2013. The Company thereafter challenged various orders passed by the NPPA by filing a fresh writ petition. After hearing both Parties, Hon''ble Delhi High Court was pleased to grant the no coercive action in favour of the Company based on the Impugned Orders dated 3 March, 2020 and 20 March, 2020. The matter is sub-judice.
(d) On a complaint by a stockiest with the Competition Commission of India (âCCI") in July 2015 against pharma co.''s (including the Company and its C&F agent) and the Trade associations, alleging refusal to supply medicines to it in spite of having all valid licenses and documents, CCI ordered the Director General (âDG") to investigate and submit a report. CCI clubbed this matter with other matters on a similar complaint against other pharmaceutical co.''s and local Trade associations. On submission of DG''s report CCI issued notices to the Company and some of its employees to submit their objections to the said Report. Despite having contested DG''s claim, CCI in its order has found the Company and concerned employees guilty as having contravened provision 3(1) of the Competition Act, 2002 and has levied penalty under the Act. The Company and the concerned employees have appealed the said Order at National Company Law Tribunal ("NCLAT").
(e) In response to FDA action on Zantac and its generic equivalent (ranitidine) in late 2019 and early 2020, in various jurisdictions against brand-name and generic manufacturers, distributors, and retailers of Zantac and ranitidine which were consolidated in a Multidistrict Litigation (MDL) in the Southern District of Florida. Glenmark Pharmaceuticals Ltd. (GPL) and Glenmark Pharmaceuticals Inc., USA (GPI) are named in the MDL. In addition to the MDL, GPI has also been named in lawsuits filed in New Mexico state court by the AG''s office of New Mexico, in Maryland state court by the Mayor and City Counsel of Baltimore, and in California state court by private plaintiffs. Plaintiffs in all of the lawsuits allege that ranitidine potentially contains a probable human carcinogen, N-Nitrosodimethylamine (NDMA), that they have developed or will develop cancer as a result of their ingestion of ranitidine, and/or that they were otherwise injured. GPL and GPI asserted a number of defenses and filed renewed motions to dismiss the claims against it in the MDL. GPL and GPI has filed motions to dismiss in New Mexico, Maryland and California state court. GPL and GPI will continue to defend vigorously.
(f) From time to time the Company and its certain subsidiaries are involved in various intellectual property claims and legal proceedings, which are considered normal to its business. Some of this litigation has been resolved through settlement agreements with the plaintiffs.
i. A multiple punitive class and individual action were filed in 2018 by purchasers of branded Zetia and generic Zetia (ezetimibe) against Glenmark Pharmaceuticals Ltd and Glenmark Pharmaceuticals Inc., before the United States District Court for the Eastern District of Virginia seeking relief under the US antitrust laws. The Plaintiffs allege that Glenmark Pharmaceuticals Ltd, Glenmark Pharmaceuticals Inc. and Merck & Co Inc. (âMerck") violated the federal and state antitrust laws by entering into a so-called reverse payment patent settlement agreement in Hatch-Waxman patent litigation in May 2010 related to Merck''s branded Zetia product. The lawsuits allege that the patent settlement agreement delayed the entry of generic which caused purchasers to pay higher prices. On December 11, 2020 further allegations were filed
in state court in California. These cases seek various forms of reliefs including monetary reliefs, including damages. Glenmark Pharmaceuticals Ltd and Glenmark Pharmaceuticals Inc. believes that its patent settlement agreement is lawful and served to increase competition and is defending the same vigorously.
ii. A multiple putative class and individual actions were filed in July 2020 by purchasers of branded Bystolic (nebivolol) against Glenmark Pharmaceuticals Ltd.,Glenmark Pharmaceuticals Inc. and Glenmark Pharmaceuticals S.A. (n/k/a Ichnos Sciences S.A.) (collectively, âGlenmark") in the United States District Court for the Southern District of New York. The Plaintiffs allege that Glenmark and Forest Laboratories, Inc. (âForest") violated federal and state antitrust laws by entering into a so-called reverse-payment patent settlement agreement in Hatch-Waxman patent litigation in December 2012 related to Forest''s Bystolic product. The lawsuits allege that the patent settlement agreement and mPEGS-1 collaboration agreement delayed the entry of generic which caused purchasers to pay higher prices. Glenmark believes that its patent settlement agreement and mPEGS-1 collaboration agreement are lawful and is defending vigorously.
(a) Estimated amount of contracts remaining to be executed on capital account, net of advances, not provided for as at 31 March 2022 aggregate '' 1,362.94 (2021 - '' 1,052.80)
(b) Estimated amount of contracts remaining to be executed on other than capital account, net of advances, not provided for as at 31 March 2022 aggregate '' 2,383.26 (2021 - '' 1,775.38)
Note 31 - Leases Company as lessee
The Company''s leased assets primarily consist of leases for office premises and godowns. Leases of office premises and godowns generally have lease term between 2 to 12 years. The Company has applied low value exemption for leases laptops, lease lines, furniture and equipment and accordingly are excluded from Ind AS 116. The leases includes non cancellable periods and renewable option at the discretion of lessee which has been taken into consideration for determination of lease term.
The weighted average incremental borrowing rate applied to lease liability recognised was 10.40% p.a.
There are several lease agreements with extension and termination options, management exercises significant judgement in determining whether these extension and termination options are reasonably certain to be exercised. Since it is reasonable certain to exercise extension option and not to exercise termination option, the Company has opted to include such extended term and ignore termination option in determination of lease term.
Investment in subsidiaries are carried at cost.
Trade receivables comprise amounts receivable from the sale of goods and services.
The management considers that the carrying amount of trade and other receivables approximates their fair value.
Bank balances and cash comprise cash and short-term deposits held by the Company. The carrying amount of these assets approximates their fair value.
Trade and other payables principally comprise amounts outstanding for trade purchases and on-going costs. The management considers that the carrying amount of trade payables approximates to their fair value.
The Bonds are interest bearing instruments with an embedded derivative instrument of conversion option. The instrument''s value predominately consist of liability measured at amortised cost; the embedded derivative is measured at FVTPL .
Level 2 : All FVTPL and FVOCI financial assets and liabilities are classified under level 2 of fair value hierarchy except quoted investments amounting to '' 0.46 (2021 - ''0.66) which are classified as level 1 inputs.
Note 34 - Note on Expenditure on Corporate Social Responsibility
The information regarding projects undertaken and expenses incurred on CSR activities during the year ended 31 March 2022 is as follows :
i Gross amount required to be spent by the Company during the year as per provisions of section 135 of the Companies Act, 2013 - '' 348.54 (2021 - '' 305.17)
The Company is exposed to a variety of financial risks which results from the Company''s operating and investing activities. The Company focuses on actively securing its short to medium term cash flows by minimising the exposure to financial markets.
The Company does not actively engage in the trading of financial assets for speculative purposes nor does it write options.
Financial assets that potentially subject the Company to concentrations of credit risk consist principally of cash equivalents, accounts receivables, other receivables, investment securities and deposits. By their nature, all such financial instruments involve risk including the credit risk of non-performance by counter parties.
The Company''s cash equivalents and deposits are invested with banks.
The Company''s trade and other receivables are actively monitored to review credit worthiness of the customers to whom credit terms are granted and also avoid significant concentrations of credit risks.
The Company''s interest-rate risk arises from long-term borrowings. Borrowings obtained at variable rates expose the Company to cash flow interest-rate risk. Borrowings issued at fixed rates expose the Company to fair value interest-rate risk.
The foreign currency sensitivity analysis has been performed in relation to US Dollar (USD), Euro (EUR) and Russian ruble (RUB).
US Dollar conversion rate was '' 73.23 at the beginning of the year and scaled to a high of '' 76.89 and to low of '' 72.27. The closing rate is '' 75.52. Considering the volatility in direction of strengthening dollar upto 10% , the sensitivity analysis has been disclosed at 10% movements on strengthening and weakening effect for presenting comparable movement due to currency fluctuations.
The Company''s policy is to minimise interest rate cash flow risk exposures on long-term borrowings. The Company has taken long term borrowings of USD 253.28 million which are not on fixed rate of interest. Since, there is some element of interest rate risk associated with this, an interest rate sensitivity analysis has been performed.
The Company has taken short term borrowings on fixed rate of interest. Since, there is no interest rate risk associated with such fixed rate loans; an interest rate sensitivity analysis has not been performed.
The bank deposits are placed on fixed rate of interest and accordingly sensitivity analysis is not been performed.
The Company has outstanding borrowings of USD 253.28 million (2021 - 200 million) which are linked to LIBOR/Benchmark prime lending rate (BPLR). Increases by 25 basis points then such increase shall have the following impact on:
Trade receivables are usually due within 60-180 days. Generally and by practice most customers enjoy a credit period of upto 180 days and are not interest bearing, which is the normal industry practice. All trade receivables are subject to credit risk exposure. However, the Company does not identify specific concentrations of credit risk with regard to trade and other receivables, as the amounts recognised represent a large number of receivables from various customers.
Trade receivables are typically unsecured and are derived from revenue earned from customers. Credit risk has always been managed by each business segment through credit approvals, establishing credit limits and continuously monitoring the credit worthiness of customers to which the company grants credit terms in the normal course of business. In accordance with Ind AS 109, the Company uses expected credit loss model to assess the impairment loss or gain. The Company uses a provision matrix to compute the expected credit loss allowance for trade receivables. The provision matrix takes into account available external and internal credit risk factors such as default risk of industry, credit default swap quotes, credit ratings from international credit rating agencies and historical experience for customers.
The Company continuously monitors defaults of customers and other counterparties, identified either individually or by the Company, and incorporates this information into its credit risk controls. The Company''s policy is to deal only with creditworthy counterparties.
The Company''s management considers that all the above financial assets that are not impaired for each of the reporting dates and are of good credit quality, including those that are past due. None of the Company''s financial assets are secured by collateral or other credit enhancements.
In respect of trade and other receivables, the Company''s credit risk exposure towards any single counterparty or any group of counterparties having similar characteristics is considered to be negligible. The credit risk for liquid funds and other short-term financial assets is considered negligible, since the counterparties are reputable banks with high quality external credit ratings.
The Company manages its liquidity needs by carefully monitoring scheduled debt servicing payments for long-term financial liabilities as well as cash-outflows due in day-to-day business. Liquidity needs are monitored in various time bands, on a day-to-day and week-to-week basis, as well as on the basis of a rolling 30-day projection. Long-term liquidity needs for a 180-day and a 360-day lookout period are identified monthly.
The Company maintains cash and marketable securities to meet its liquidity requirements for up to 30-day periods. Funding in regards to long-term liquidity needs is additionally secured by an adequate amount of committed credit facilities and the ability to sell long-term financial assets.
The Company objectives when managing capital are to safeguard their ability to continue as a going concern so that they can continue to provide returns for shareholders and benefits for other stakeholders, and maintain an optimal structure to reduce the cost of capital. In order to maintain or adjust the Capital structure, the Company may adjust the amounts of dividends paid to shareholders, return capital to shareholders, issue new shares or sell new assets to reduce debt.
The Company continues to closely monitor the impact of the COVID-19 pandemic on all aspects of its business, including how it has impacted and how it will impact its customers, employees, vendors and business partners. The management has exercised due care, in concluding on significant accounting judgements and estimates, inter-alia, recoverability of receivables, assessment for impairment of goodwill, investments, intangible assets, inventory, based on the information available to date, both internal and external, while preparing the financial statements for the year ended 31 March 2022.
As the outbreak continues to evolve, the Company will continue to closely monitor any material changes to future economic conditions.
However, as the Company operates in the industry that is considered essential, the operations were continuing during lockdown by ensuring appropriate measures.
Certain prior year amounts have been reclassified for consistency with the current year presentation. As a result, certain line items have been amended in the financial statements. These reclassifications had no effect on the reported results of operations. Comparative figures have been adjusted to conform to the current year''s presentation.
On 3rd August 2021, Glenmark Life Sciences Limited (GLS) completed allottment of shares as part of its Initial Public Offering (IPO) and Offer for Sale (OFS). The company offered 6.3 million equity shares of '' 2 each through OFS and resulted in a gain of '' 4,303.33 (net of related expenses and cost of equity shares) and recorded as an exceptional item in the financial statement. Post the sale and IPO, the Company''s holding in equity shares of GLS has reduced from 100% to 82.84 %.
During the previous year ended 31 March 2021, the exceptional items consists of net gain of '' 738.92 on account of gain from transfer of intimate hygiene brand Vwash and reimbursement of onetime costs.
The date of implementation of the Code on Wages 2019 and the Code on Social Security, 2020 is yet to be notified by the Government. The Company will assess the impact of these Codes and give effect in the financial results when the Rules/Schemes thereunder are notified.
(a) Earning for available for debt service = Net Profit after taxes Non-cash operating expenses like depreciation and other amortisations Interest other adjustments like loss on sale of Fixed assets etc.
(b) Debt service = Interest & Lease Payments Principal Repayments
(c) Average inventory = (Opening inventory balance Closing inventory balance) / 2
(d) Net credit sales = Net credit sales consist of gross credit sales minus sales return
(e) Average trade receivables = (Opening trade receivables balance Closing trade receivables balance) / 2
(f) Net credit purchases = Net credit purchases consist of gross credit purchases minus purchase return
(g) Average trade payables = (Opening trade payables balance Closing trade payables balance) / 2
(h) Working capital = Current assets - Current liabilities.
(i) Earning before interest and taxes = Profit before exeptional items and tax Finance costs - Other Income
(j) Capital Employed = Tangible Net Worth Total Debt Deferred Tax Liability
(k) Return on investment = Gain on sale of investment / (Average investment x holding period )
(l) Return on investment = Change in fair value of quoted investment (except subsidiary) / (Average investment x holding period )
In accordance with Ind AS 108 âOperating Segments", segment information has been given in the consolidated Ind AS financial statements, and therefore, no separate disclosure on segment information is given in these financial statements.
Note 43 - Other Statutory Information
a) The Company does not have any benami property, where any proceeding has been initiated or pending against the Company for holding any benami property.
b) The Company has not traded or invested in Crypto currency or Virtual Currency during the financial year.
c) The Company has not advanced or loaned or invested funds to any other person(s) or entity(ies), including foreign entities
(Intermediaries) with the understanding that the Intermediary shall:-
i) directly or indirectly lend or invest in other persons or entities identified in any manner whatsoever by or - on behalf of the Company (ultimate beneficiaries) or
ii) provide any guarantee, security or the like to or on behalf of the ultimate beneficiaries.
d) The Company does not have any such transaction which is not recorded in the books of accounts that has been surrendered or disclosed as income during the year in the tax assessments under the Income Tax Act,1961 (such as, search or survey or any other relevant provisions of the Income Tax Act, 1961).
e) The Company is not declared wilful defaulter by and bank or financials institution or lender during the year.
f) The Company does not have any charges or satisfaction which is yet to be registered with ROC beyond the statutory period.
g) The title deeds of all the immovable properties, (other than immovable properties where the Company is the lessee and the lease agreements are duly executed in favour of the Company) disclosed in the financial statements included in property, plant and equipment and capital work-in progress are held in the name of the Company as at the balance sheet date.
h) The Company does not have any transactions with companies which are struck off under section 248 of the Companies Act, 2013 or section 560 of the Companies Act, 1956.
i) The Company has not received any fund from any person(s) or entity(ies), including foreign entities (funding party) with the understanding (whether recorded in writing or otherwise) that the Company shall:
i) directly or indirectly lend or invest in other persons or entities identified in any manner whatsoever by or on behalf of the funding party (ultimate beneficiaries) or
ii) provide any guarantee, security or the like on behalf of the ultimate beneficiaries.
Note 44 - Authorisation of Financial Statements
The financial statements for the year ended 31 March 2022 were approved by the Board of Directors on 27 May 2022.
Mar 31, 2021
At the year end, the intangibles being product developments/brands with indefinite or indeterminable lives were tested for impairment based on conditions at that date. In performing the impairment testing management considers various factors such as the size of the target market, competition, future possible price/volume erosion.
The recoverable amount of each assets/CGU was determined based on value-in-use calculations, covering a detailed five-year forecast, followed by an extrapolation of expected cash flows for the remaining useful lives using growth rates determined by management. The present value of the expected cash flows of each assets/ CGU is determined by applying a suitable discount rate.
Long term growth rates
The long term growth rates reflect the long-term average growth rates for the product lines and industry. The growth rate is in line with the overall long-term average growth rates because this sector is expected to continue to grow at above average rates in the foreseeable future. The terminal growth rate is 2% (2020- 2%).
Cash flow assumptions
Management''s key assumptions include stable profit margins, based on past experience in this market.The Management believes that this is the best available input for forecasting.
Apart from the considerations in determining the value-in-use of the CGU, management is not currently aware of any other probable changes that would necessitate changes in its key estimates. The estimates of recoverable amount are particularly sensitive to the discount rate. However, change in the discount rate up to 1% would have no impact on the impairment testing.
Discount rates
The discount rates reflect appropriate adjustments relating to market risk and specific risk factors of each asset/CGU. The present value of the expected cash flows of each asset is determined by applying a discount rate in the range of 10% to 14.50%.
Pursuant to the Taxation Law (Amendment) Ordinance 2019 (''Ordinance'') Issued by Ministry of Law and Justice (Legislative Department) on 20 September 2019 which is effective 1 April 2019, Indian companies have the option to pay corporate Income tax rate at 22% plus applicable surcharge and cess subject to certain conditions. The Ordinance has been subsequently been enacted as Taxation Laws (Amendment) Act, 2019. The Company made an assessment of the impact and decided to continue with the existing tax structure until utilisation of accumulated minimum alternative tax (MAT) credit and other exemptions. The Company has also re-measured its deferred tax liability following the clarification issued by Technical Implementation Group of Ind AS implementation Committee by applying the lower tax rate in measurement of deferred taxes only to extent that the deferred tax liabilities are expected to be reversed in the period during which it expects to be subject to lower tax rate.
In assessing the reliability of deferred tax assets, management considers whether it is more likely than not that some portion or all of the deferred tax assets will be realised. The ultimate realisation of deferred tax assets is dependent upon the generation of future taxable income during the periods in which the temporary differences become deductible. The amount of the deferred tax assets considered realisable, however, could be reduced in the near term if estimates of future taxable income including taxable temporary differences in the future periods are reduced.
Refer note 14(i)for hypothecation of stocks of raw materials, packing materials, finished goods and work-in-process.
Inventory write downs are accounted, considering the nature of inventory , ageing of inventory as well as provisioning policy of the Company. The Company recorded inventory write down of '' 786.88 (2020 - '' 1,020.52). This is included as part of cost of materials consumed and changes in inventories of finished goods, work-in-process and stock -in- trade in the statement of profit and loss, as the case may be.
The Company presently has only one class of ordinary shares. For all matters submitted to vote in the shareholders meeting, every holder of ordinary shares, as reflected in the records of the Company on the date of the shareholders'' meeting, has one vote in respect of each share held. All shares are equally eligible to receive dividends and the repayment of capital in the event of liquidation of the Company.
The Company has an authorised share capital of 2,370,000,000 equity shares of '' 1 each.
Indian statutes mandate that dividends be declared out of distributable profits in accordance with the regulations. Should the Company declare and pay dividends, such dividends are required to be paid in INR to each holder of equity shares in proportion to the number of shares held. Dividends are taxable in the hands of the shareholders and tax is deducted by the Company at applicable rates.
The Company had declared dividend payout of '' 2.50/- per share (2020 - '' 2.50/- per share)
Securities premium reserve -The amount received by the Company over and above the face value of shares issued is shown under this head. It is available for utilisation as per the provisions of the Companies Act, 2013.
Capital redemption reserve-TThe capital redemption reserve had been created as perthe requirement of earlier provisions of Companies Act, 1956. Such reserve is not currently available for distribution to the shareholders. The reserve can be utilised in accordance with the provisions of section 69 of the Companies Act, 2013.
General reserve - The Company has transferred a portion of the net profit of the Company before declaring dividend to general reserve pursuant to the earlier provisions of Companies Act, 1956. Mandatory transfer to general reserve is not required under the Companies Act, 2013.
Retained earnings - Accumulated earnings include all current and prior period profits as disclosed in the statement of profit and loss.
Stock compensation reserve - Stock compensation reserve consists of employee compensation cost allocated over the vesting period of options granted to employees. Such cost is recognised in statement of profit and loss and is credited to the reserve. Upon exercise of options, such reserves are reclassified to equity share capital at the nominal capital value and excess through securities premium as the case may be.
(III) As at 31 March 2021, Pursuant to Employee Stock Options Scheme 2016, 404,247 options were outstanding, which upon exercise are convertible into equivalent number of equity shares.
(IV) Right, Preference and restriction on shares
The Company presently has only one class of ordinary equity shares. For all matters submitted to vote in the shareholders meeting, every holder of ordinary equity shares, as reflected in the records of the Company on the date of the shareholders'' meeting, has one vote in respect of each share held. All shares are equally eligible to receive dividends and the repayment of capital in the event of liquidation of the Company.
(V) In the period of five years immediately preceeding 31 March 2021, the Company has not allotted any shares as fully paid up pursuant to contracts without payment being received in cash. Further, the Company has neither issued bonus shares nor bought back any shares during the aforementioned period.
(VI) Employee Stock Option Scheme 2016 (ESOS)
The Company has formulated an Employee Stock Option Scheme 2016 (''ESOS'') namely ESOS 2016 under which it has made grants on various dates from time to time. Each grant has a vesting period which varies from 1 - 6 years from the date of grant depending on the terms of the grant. The grants are made at the market price of the equity shares of the Company on either the date of the grant or the closing price of the date prior to the day of the grant or the price decided by the Nomination & Remuneration Committee of the Board. Pursuant to ESOS 2016, 404,247 options were outstanding as at 31 March 2021, which upon exercise are convertible into equivalent number of equity shares. Employee stock compensation charged during the year is '' 18.53 (2020 '' 30.84).
The Company had issued Bonds on 28 June 2016. The Bonds become convertible at the option of the holders'' of the Bonds (the "Bondholdersâ) after 1 December 2017 and upto the close of business on 18 June 2022 into equity shares. Each Bond will be convertible at the option of the holder thereof into fully paid equity shares at the initial conversion price determined
on 30 November 2017.
On 30 November 2017, the Company set the initial conversion price (i.e. the price at which the ordinary shares of the Company will be issued upon conversion of Bonds subject to any further adjustments according to conditions) at '' 861.84 as determined in accordance with condition 6.1.3 of the Trust deed. As of 31 March 2021, none of the Bondholders have opted for the conversion option.
On 30 November 2017, the Company confirmed the fixed exchange rate as INR 64.5238 in accordance with the condition 6.1.1 (b) of the Trust Deed dated 28 June 2016 which provides thatthe fixed exchange rate shall be the FX rate (INR per U.S. $ 1) based on Bloomberg''s "BFIX" USD/INR spot mid-price rate 12.00 (Hongkong time) on 30 November 2017.
Unless previously converted, redeemed or purchased and cancelled, the Bonds will be redeemed on 28 June 2022 (Maturity Date) at 126.42% of their principal amount, together with accrued interest (if any), calculated upto but excluding the Maturity Date. The Company may, at its own discretion, redeem the Bonds in whole, but not in part, subject to satisfaction of certain conditions.
The FCC Bonds were partially bought back in October 2018. In addition to that, the Company approved for tender and consent solicitation for amendment of FCC Bonds in February, 2021 (see note below on Tender Offer and Consent Solicitation).
As per the original Trust Deed, each Bondholder has the right to require the Company to redeem in whole or in part, such Bondholder''s Bonds, on 28 July 2021 (Put Option Date), at a price equal to 121.78% of its outstanding principal amount of Bonds, together with interest (if any) accrued but unpaid on 28 July 2021. This is amended in April, 2021(see note below on Tender Offer and Consent Solicitation).
In March, 2021, the Company announced a launch of a tender offer of the FCC Bonds. The Hong Kong and Shanghai Banking Corporation Limited was appointed as the Dealer Manager on behalf of the Company to launch a tender offer, an aggregate principal amount of up to U.S. $ 38.5 million at a purchase price of 120.30% of the principal amount of the FCC Bonds (Tender Offer) and also invited the holders of the FCC Bonds to approve the amendment of the optional put notice period from not later than 30 days nor more than 60 days prior to the Put Option Date to a minimum of 150 days prior to the Put Option Date by passing an Extraordinary Resolution (Consent Solicitation).
Tender Offer: In April, 2021, an aggregate principal amount of U.S. $ 36.75 million (representing 147 FCC Bonds in number of U.S. $ 250,000 denomination for each FCC Bond) were validly tendered pursuant to the Offer. These tendered FCCBs represented 32.38% of the outstanding FCC Bonds. On the closing/settlement date, the Company paid an aggregate purchase price of U.S. $ 44,210,250 plus accrued but unpaid interest. Following settlement, the tendered FCC Bonds were cancelled and U.S. $ 76.75 million in aggregate principal amount of FCC Bonds remained outstanding. The Company undertook this tender to utilize the loan financing to manage the Company''s debt maturity profile by reducing near-term repayable outstanding indebtedness and to reduce interest costs. The Company utilised proceeds from unsecured External Commercial Borrowing facilities from Fifth Third Bank and International Finance Corporation to refinance these Bonds (see note below on Fifth Third Bank and IFC).
Consent Solicitation: An Extraordinary Resolution was duly passed at the Bondholders Meeting held on 12 April 2021, with 99.78 per cent. of votes cast in favour of the amendment to the optional put notice period. The Company also executed the Supplemental Trust Deed to make the amendment effective from 12 April 2021.
The Company issued Notes on 1 August 2016. Maturity of the Notes was on 2 August 2021. The interest on Notes was payable semi-annually in arrears on 1 February and 1 August each year.
The Notes were redeemable at any time on or after 2 August 201 9, all or part of the Notes by paying the redemption price, subject to fulfilment of certain conditions. The Company tied up a Syndicated loan (See note below on Syndicated Loan) to refinance the Notes. The Company redeemed aggregate principal amount of U.S. $ 190,000,000 Notes in December, 2020 and the balance U.S. $ 10,000,000 in January, 2021. The Company paid a redemption premium of 1.125% and accrued and unpaid interest and additional amounts, if any as applicable under Optional redemption.
The Company has obtained Loan Registration Number (LRN) from RBI to raise an ECB Facility to the extent of U.S. $ 100 million. In October 2018, the ECB Facility for U.S. $ 90,825,000 was raised and the proceeds were utilized for the purpose of repurchasing the FCC Bonds. The ECB Facility was raised from MUFG Bank, Singapore with a maturity of 5 years. The interest rate forthe first 3 years is 4.956% p.a and the interestforthe subsequent 2 years is 5.25% p.a.
The Company has obtained LRN from RBI to raise an ECB Facility to the extent of U.S. $ 200 million. During the period November 2020 to January 2021, the ECB Facility for U.S. $ 200 million was raised and the proceeds were utilized for the purpose of refinancing of the 4.5% Senior Notes. The ECB Facility was raised from 9 Foreign banks with a maturity of 3.5 years. The interest margin is 3.15% p.a. over U.S. $ LIBOR. The Company refinanced its Sr. notes well before the scheduled maturity.
The Company has obtained LRN from RBI to raise an ECB Facility to the extent of U.S. $ 28 million. The ECB Facility for U.S. $ 28 million was executed in March, 2021 and the Company availed the entire amount in April, 2021 and the proceeds were utilized for the purpose of refinancing of the FCC Bonds. The ECB Facility was raised from Fifth Third Bank, National Association with a maturity of 3.5 years. The interest margin is 3.15% p.a. over U.S. $ LIBOR.
The Company has obtained LRN from RBI to raise an ECB Facility to the extent of U.S. $ 40 million. The ECB Facility for U.S. $ 40 million was executed in February, 2021 and the Company availed USD 16,574,250 in April, 2021 and the proceeds were utilized for the purpose of refinancing the FCC Bonds. Balance amount may be used by the Company to finance capital expenditure. The ECB Facility was raised from International Finance Corporation with a maturity of 5.7 years. The interest margin is 3.08% p.a. over U.S. $ LIBOR.
Secured loans includes working capital facilities, secured by hypothecation of stocks of raw materials, packing materials, finished goods, work-in-process, receivables and equitable mortgage on fixed assets at certain locations.
Unsecured loans includes working capital facilities and other short term credit facilities
The Company has borrowed secured/unsecured loans at interest rates ranging between 0.85% - 8.95% p.a.
The Company has not defaulted on repayment of secured /unsecured loans and interest during the year.
Disclosure of payable to vendors as defined under the "Micro, Small and Medium Enterprises Development Act, 2006" is based on the information available with the Company regarding the status of registration of such vendors under the said Act, as per the intimation received from them on request made by the Company. There are no overdue principle amounts/ interest payable amounts for delayed payments to such vendors at the Balance sheet date. There are no delays in payment made to such suppliers during the year or for any earlier years and accordingly there is no interest paid or outstanding interest in this regard in respect of payment made during the year or on balance brought forward from previous year, except disclosed above.
In accordance with the applicable laws, the Company provides for gratuity, a defined benefit retirement plan ("the Gratuity Planâ) covering eligible employees. The Gratuity Plan provides for a lump sum payment to vested employees on retirement, death, incapacitation or termination of employment of amounts that are based on salary and tenure of employment. Liabilities with regard to the gratuity plan are determined by actuarial valuation.
c) Provident fund and others (defined contribution plan)
Apart from being covered under the gratuity plan described earlier, employees participate in a provident fund plan; a defined contribution plan. The Company makes annual contributions based on a specified percentage of salary of each covered employee to a government recognised provident fund. The Company does not have any further obligation to the provident fund plan beyond making such contributions. Upon retirement or separation an employee becomes entitled for this lump sum benefit, which is paid directly to the concerned employee by the fund. The Company contributed approximately '' 413.43 (2020 - '' 393.08) towards the provident fund plan during the year ended 31 March 2021.
The Company''s pending litigations comprise of proceedings pending with various direct tax, indirect tax and other authorities.
The Company has reviewed all its pending litigations and proceedings and has adequately provided for where provisions are
required and disclosed as contingent liabilities where applicable, in its financial statements. The Company does not expect
the outcome of these proceedingsto have a materiallyadverse effecton itsfinancial statements.
(a) In January 2014, the National Pharmaceutical Pricing Authority (NPPA) issued a demand notice of '' 12.24 Crs as overcharging liability of product "Doxovent 400 mg tab" for the period February 2010 to May 2013. The notice also envisaged a payment of '' 3.33 Crs towards interest @15% p.a. on the overcharged amount up to 31 January, 2014. The Company had filed a petition under Article 32 with the Hon''ble Supreme Court of India (Hon''ble Court), challenging the issue of the above mentioned demand notice on various grounds. This petition was tagged along with other petitions filed by other pharmaceutical companies, pending before Hon''ble Court relating to the inclusion criteria of certain drugs including "Theophylline" in the schedule of the DPCO, 1995. The Hon''ble Court passed an ad-interim order stating that no coercive steps be taken against the Company towards the said demand. Whilst the matter was pending before the Hon''ble Supreme Court, in Oct 2015, NPPA issued a fresh demand notice of '' 12.24 Crs as overcharging liability and '' 6.39 Crs as interest thereon calculated upto 30 September, 2015 to which the Company has responded stating that the matter was sub-judice. On 20 July, 2016 Hon''ble Supreme Court heard the Company''s petition and ordered the petition to be transferred back to Hon''ble Delhi High Court to be heard on merits subject to deposit of 50% of the overcharged claimed amount. The Company has deposited '' 6.12 Crs (50% of the overcharged claimed amount). The pleadings have been completed and matter is pending to be listed in the Hon''ble Delhi High Court for hearing.
(b) On March 10, 2016 Ministry of Health and Family Welfare (MoH) issued notifications prohibiting manufacture for sale, sale and distribution for human use of several Fixed Dose Combination ("FDCâ) with immediate effect. Several products of the Company were also covered in the notified prohibited "FDC''s". The Company had filed five writ petitions in Hon''ble Delhi High Court challenging the notifications issued. The Hon''ble Delhi High Court has granted interim relief to the Company
by staying the notifications banning the FDC''s. The matter was clubbed with petition of other companies before the Supreme Court of India (Hon''ble Court). The Hon''ble Court directed the Drug Technical Advisory Board (DTAB) subcommittee to examine the ban of drugs. DTAB appointed an expert committee under the chair of Dr. Nilima Kshirsagar to examine the list of banned FDC. Company made due written and oral representations before the Committee in relation to its affected products. The committee has submitted its report to the Ministry of Health. Meanwhile taking the proactive approach the Company has revised the composition of the affected FDC''s for its domestic market. Based on the Nilima Kshirsagar Committee Report, MoH on 7 September, 201 8 issued series of notification which has prohibited the manufacture for sale, sale or distribution for human use of 328 FDCs with immediate effect. It has also restricted the manufacture, sale or distribution of certain of Company''s FDCs subject to certain conditions. The Company filed writ petitions in the Delhi High Court against the 7 notification/s in respect of its affected FDCs which were still circulating in the market and obtained an ad interim stay, on the notifications allowing the Company to liquidate its affected FDCs. Since then the Company on 27 March, 2019, withdrew its Writs except for one product meant for exports and for which the Company continues to enjoy an ad-interim protection.
(c) In October 2019 National Pharmaceutical Pricing Authority (NPPA) issued a Show Cause Notice alleging that the Company had violated DPCO 2013 by self-invoking Para 32 in respect of its product Remolifozin Etabonate Metformin by not seeking approval for exemption from the Government. Although the Company has responded to the Show cause notice, on 2 January, 2020, NPPA issued a letter seeking production of documents /records under Para 29. The Company challenged the decision of NPPA by filing a writ petition before Hon''ble Delhi High Court. In January 2020, Hon''ble Delhi High Court was pleased to note NPPA''s submission that without prejudice to their rights of the parties, NPPA will grant a hearing to the Company, to decide on the Company''s entitlement under paragraph 32 of the DPCO, 2013 and disposed of the petition, with a noting that in view of the personal hearing, the impugned orders will not be given effect to. Although NPPA granted the Company personal hearing, it issued a price order notification in March 2020 notifying the price of Remolifozin Etabonate Metformin Hydrocloride without deciding the entitlement under paragraph 32 of the DPCO, 2013. The Company thereafter challenged various orders passed by the NPPA by filing a fresh writ petition. After hearing both Parties, Hon''ble Delhi High Court was pleased to grant the no coercive action in favour of the Company based on the Impugned Orders dated 3 March, 2020 and 20 March, 2020. The matter is sub-judice.
(d) On a complaint by a stockiest with the Competition Commission of India ("CCI") in July 2015 against pharma co.''s (including the Company and its C&F agent) and the Trade associations, alleging refusal to supply medicines to it in spite of having all valid licenses and documents, CCI ordered the Director General ("DGâ) to investigate and submit a report. CCI clubbed this matter with other matters on a similar complaint against other pharmaceutical co.''s and local Trade associations. On submission of DG''s report CCI has recently issued notices to the Company and some of its employees to submit their objections to the said Report. Despite having contested DG''s claim, CCI in its order has found the Company and concerned employees guilty as having contravened provision 3(1) of the Competition Act, 2002 and has levied penalty under the Act. The Company and the concerned employees have appealed the said Order at National Company Law Tribunal ("NCLAT").
(e) In response to FDA action on Zantac and its generic equivalent (ranitidine) in late 2019 and early 2020, in various jurisdictions against brand-name and generic manufacturers, distributors, and retailers of Zantac and ranitidine which were consolidated in a Multidistrict Litigation (MDL) in the Southern District of Florida. Glenmark Pharmaceuticals Ltd. (GPL) and Glenmark Pharmaceuticals Inc., USA (GPI) are named in the in the MDL. In addition to the MDL, GPI has also been named in lawsuits filed in New Mexico state court by the AG''s office of New Mexico, in Maryland state court by the Mayor and City Counsel of Baltimore, and in California state court by private plaintiffs. Plaintiffs in all of the lawsuits allege that ranitidine potentially contains a probable human carcinogen, N-Nitrosodimethylamine (NDMA), that they have developed or will develop cancer as a result of their ingestion of ranitidine, and/or that they were otherwise injured. GPL and GPI asserted a number of defenses and filed renewed motions to dismiss the claims against it in the MDL. GPL and GPI has filed motions to dismiss in New Mexico, Maryland and California state court. GPL and GPI will continue to defend vigorously.
(f) From time to time the Company and its certain subsidiaries are involved in various intellectual property claims and legal proceedings, which are considered normal to its business. Some of this litigation has been resolved through settlement agreements with the plaintiffs.
i. A multiple punitive class and individual action were filed in 2018 by purchasers of branded Zetia and generic Zetia (ezetimibe) against Glenmark Pharmaceuticals Ltd and Glenmark Pharmaceuticals Inc., before the United States District Court for the Eastern District of Virginia seeking relief under the US antitrust laws. The Plaintiffs allege that Glenmark Pharmaceuticals Ltd, Glenmark Pharmaceuticals Inc. and Merck & Co Inc. ("Merckâ) violated the federal and state antitrust laws by entering into a so-called reverse payment patent settlement agreement in Hatch-Waxman patent litigation in May 2010 related to Merck''s branded Zetia product. The lawsuits allege that the patent settlement agreement delayed the entry of generic which caused purchasers to pay higher prices. On December 11,2020 further allegations were filed in state court in California. These cases seek various forms of reliefs including monetary reliefs, including damages. Glenmark Pharmaceuticals Ltd and Glenmark Pharmaceuticals Inc. believes that its patent settlement agreement is lawful and served to increase competition and is defending the same vigorously.
ii. A multiple putative class and individual actions were filed in July 2020 by purchasers of branded Bystolic (nebivolol) against Glenmark Pharmaceuticals Ltd.,Glenmark Pharmaceuticals Inc. and Glenmark Pharmaceuticals S.A. (n/k/a Ichnos Sciences S.A.) (collectively, "Glenmark") in the United States District Court for the Southern District of New York. The Plaintiffs allege that Glenmark and Forest Laboratories, Inc. ("Forestâ) violated federal and state antitrust laws by entering into a so-called reverse-payment patent settlement agreement in Hatch-Waxman patent litigation in December 2012 related to Forest''s Bystolic product. The lawsuits allege that the patent settlement agreement and mPEGS-1 collaboration agreement delayed the entry of generic which caused purchasers to pay higher prices. Glenmark believes that its patent settlement agreement and mPEGS-1 collaboration agreement are lawful and is defending vigorously.
(ii) Commitments
(a) Estimated amount of contracts remaining to be executed on capital account, net of advances, not provided for as at 31 March 2021 aggregate ''1,052.80(2020-? 1,317.88)
Companyas lessee
The Company''s leased assets primarily consist of leases for office premises and godowns. Leases of office premises and godowns generally have lease term between 2 to 12 years. The Company has applied low value exemption for leased laptops, lease lines, furniture and equipment and accordingly are excluded from Ind AS 116. The leases includes non cancellable periods and renewable option at the discretion of lessee which has been taken into consideration for determination of lease term.
There are several lease agreements with extension and termination options, management exercises significant judgement in determining whether these extension and termination options are reasonably certain to be exercised. Since it is reasonable certain to exercise extension option and not to exercise termination option, the Company has opted to include such extended term and ignore termination option in determination of lease term.
Investment in subsidiaries are carried at cost.
Trade receivables comprise amounts receivable from the sale of goods and services.
The management considers that the carrying amount of trade and other receivables approximates their fair value.
Bank balances and cash comprise cash and short-term deposits held by the Company. The carrying amount of these assets approximates their fair value.
Trade and other payables principally comprise amounts outstanding for trade purchases and on-going costs. The management considers that the carrying amount of trade payables approximates to their fair value.
The Bonds are interest bearing instruments with an embedded derivative instrument of conversion option. The instrument''s value
predominately consist of liability measured at amortised cost; the embedded derivative is measured at FVTPL .
Level 2 : All FVTPL and FVOCI financial assets and liabilities are classified under level 2 of fair value hierarchy except quoted investments amounting to '' 0.66 which are classified as level 1 inputs.
Level 3 : All amortised costfinancial assets and liabilities are classified under level 3 of fair value hierarchy.
The information regarding projects undertaken and expenses incurred on CSR activities during the year ended 31 March 2021 is as follows :
i Gross amount required to be spent by the Company during the year as per provisions of section 135 of the Companies Act, 2013 -'' 305.17 (2020 -'' 388.75)
The Company is exposed to a variety of financial risks which results from the Company''s operating and investing activities. The Companyfocuses on actively securing its shortto medium term cash flows by minimising the exposure to financial markets.
The Company does not actively engage in the trading of financial assets for speculative purposes nor does it write options.
Financial assets that potentially subject the Company to concentrations of credit risk consist principally of cash equivalents,
accounts receivables, other receivables, investment securities and deposits. By their nature, all such financial instruments involve risk including the credit risk of non-performance by counter parties.
The Company''s cash equivalents and deposits are invested with banks.
The Company''s trade and other receivables are actively monitored to review credit worthiness of the customers to whom credit
terms are granted and also avoid significant concentrations of credit risks.
The Company''s interest-rate risk arises from long-term borrowings. Borrowings obtained at variable rates expose the Company to cash flow interest-rate risk. Borrowings issued atfixed rates expose the Companyto fair value interest-rate risk.
Foreign Currencysensitivity
The foreign currency sensitivity analysis has been performed in relation to US Dollar (USD), Euro (EUR) and Russian ruble(RUB).
US Dollar conversion rate was INR 74.74 at the beginning of the year and scaled to a high of INR 76.30 and to low of INR 72.29. The closing rate is INR 73.23. Considering the volatility in direction of strengthening dollar upto 10% , the sensitivity analysis has been disclosed at 10% movements on strengthening and weakening effect for presenting comparable movement due to currency
The Company''s policy is to minimise interest rate cash flow risk exposures on long-term borrowings. The Company has taken several long term and shortterm borrowings on fixed rate of interest. Since, there is no interest rate risk associated with such fixed rate loans; an interest rate sensitivity analysis has not been performed.
The bank deposits are placed on fixed rate of interest of approximately 2.75% to 3.60%. As the interest rate does not vary unless such deposits are withdrawn and renewed, sensitivity analysis is not performed.
The Company has outstanding borrowings of USD 200 million (2020 - Nil) which are linked to LIBOR/Benchmark prime lending rate (BPLR). Increases by 25 basis points then such increase shall have the following impact on:
Trade receivables are usually due within 60-180 days. Generally and by practice most customers enjoy a credit period of upto 1 80 days and are not interest bearing, which is the normal industry practice. All trade receivables are subject to credit risk exposure. However, the Company does not identify specific concentrations of credit risk with regard to trade and other receivables, as the amounts recognised represent a large number of receivables from various customers.
Trade receivables are typically unsecured and are derived from revenue earned from customers. Credit risk has always been managed by each business segment through credit approvals, establishing credit limits and continuously monitoring the credit worthiness of customers to which the company grants credit terms in the normal course of business. In accordance with Ind AS 109, the Company uses expected credit loss model to assess the impairment loss or gain. The Company uses a provision matrix to compute the expected credit loss allowance for trade receivables. The provision matrix takes into account available external and internal credit risk factors such as default risk of industry, credit default swap quotes, credit ratings from international credit rating agencies and historical experience for customers.
The Company continuously monitors defaults of customers and other counterparties, identified either individually or by the Company, and incorporates this information into its credit risk controls. The Company''s policy is to deal only with creditworthy counterparties.
The Company''s management considers that all the above financial assets that are not impaired for each of the reporting dates and are of good credit quality, including those that are past due. None of the Company''s financial assets are secured by collateral or other credit enhancements.
In respect of trade and other receivables, the Company''s credit risk exposure towards any single counterparty or any group of
counterparties having similar characteristics is considered to be negligible. The credit risk for liquid funds and other short-term financial assets is considered negligible, since the counterparties are reputable banks with high quality external credit ratings.
The Company manages its liquidity needs by carefully monitoring scheduled debt servicing payments for long-term financial liabilities as well as cash-outflows due in day-to-day business. Liquidity needs are monitored in various time bands, on a day-today and week-to-week basis, as well as on the basis of a rolling 30-day projection. Long-term liquidity needs for a 180-day and a 360-day lookout period are identified monthly.
The Company maintains cash and marketable securities to meet its liquidity requirements for up to 30-day periods. Funding in regards to long-term liquidity needs is additionally secured by an adequate amount of committed credit facilities and the ability to sell long-term financial assets.
The Company objectives when managing capital are to safeguard their ability to continue as a going concern so that they can continue to provide returns for shareholders and benefits for other stakeholders, and maintain an optimal structure to reduce the cost of capital. In order to maintain or adjust the Capital structure, the Company may adjust the amounts of dividends paid to shareholders, return capital to shareholders, issue new shares or sell new assets to reduce debt.
The Company continues to closely monitor the impact of the COVID-19 pandemic on all aspects of its business, including how it has impacted and how it will impact its customers, employees, vendors and business partners. The management has exercised due care, in concluding on significant accounting judgements and estimates, inter-alia, recoverability of receivables, assessment for impairment of goodwill, investments, intangible assets, inventory, based on the information available to date, both internal and external, while preparing the financial statements for the year ended 31 March 2021.
As the outbreak continues to evolve, the Company will continue to closely monitor any material changes to future economic conditions.
However, as the Company operates in the industry that is considered essential, the operations were continuing during lockdown by ensuring appropriate measures.
Certain prior year amounts have been reclassified for consistency with the current year presentation. As a result, certain line items have been amended in the financial statements. These reclassifications had no effect on the reported results of operations. Comparative figures have been adjusted to conform to the current year''s presentation.
During the year ended 31 March 2021, the exceptional items consists of net gain of '' 738.92 on account of gain from transfer of intimate hygiene brand Vwash and reimbursement of onetime costs.
During the year ended 31 March 2020, the exceptional item primarily consists of net gain of '' 185.54 arising from the sale of Gynecology business to Integrace Private Limited by way of a slump sale.
The date of implementation of the Code on Wages 2019 and the Code on Social Security, 2020 is yet to be notified by the Government. The Company will assess the impact of these Codes and give effect in the financials when the Rules/Schemes thereunder are notified.
In accordance with Ind AS 108 "Operating Segments", segment information has been given in the consolidated Ind AS financial statements, and therefore, no separate disclosure on segment information is given in these financial statements.
The financial statements forthe year ended 31 March 2021 were approved by the Board of Directors on 28 May 2021.
Mar 31, 2018
NOTE 1 - BACKGROUND INFORMATION AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES 1. COMPANY INFORMATION
Glenmark Pharmaceuticals Limited (the âCompanyâ) is a public limited company incorporated in Mumbai, India. The registered office of the Company is at B/2, Mahalaxmi Chambers, 22 Bhulabhai Desai Road, Mumbai - 400026, India.
The Company is primarily engaged in the business of development, manufacture and marketing of pharmaceutical products, both formulation and active pharmaceutical ingredients. The Companyâs research and development facilities are located at Mahape, Sinnar, Turbhe and Taloja in India and manufacturing facilities are located at Nasik, Colvale, Baddi, Nalagarh, Ankleshwar, Mohol, Kurkumbh, Sikkim, Indore, Dahej and Aurangabad.
The Companyâs shares are listed on BSE Limited (âBSEâ) and the National Stock Exchange of India (âNSEâ).
2. CRITICAL ACCOUNTING ESTIMATES AND SIGNIFICANT JUDGEMENT IN APPLYING ACCOUNTING POLICIES
When preparing these financial statements, management undertakes a number of judgmentsâ, estimates and assumptions about the recognition and measurement of assets, liabilities, income and expenses.
In the process of applying the Companyâs accounting policies, the following judgements have been made apart from those involving estimates, which have the most significant effect on the amounts recognised in the financial statements. Judgements are based on the information available at the date of balance sheet.
Leases
The Company has evaluated each lease agreement for its classification between finance lease and operating lease. The Company has reached its decisions on the basis of the principles laid down in Ind AS 17 âLeasesâ for the said classification. The Company has also used Appendix C to Ind AS 17 for determining whether an arrangement is, or contains, a lease is based on the substance of the arrangement and based on the assessment whether:
a) fulfillment of the arrangement is dependent on the use of a specific asset or assets (the asset); and
b) the arrangement conveys a right to use the asset.
Deferred tax
The assessment of the probability of future taxable profit in which deferred tax assets can be utilised is based on the Companyâs latest approved budget forecast, which is adjusted for significant non-taxable profit and expenses and specific limits to the use of any unused tax loss or credit. If a positive forecast of taxable profit indicates the probable use of a deferred tax asset, especially when it can be utilised without a time limit, that deferred tax asset is usually recognised in full. The recognition of deferred tax assets that are subject to certain legal or economic limits or uncertainties is assessed individually by management based on the specific facts and circumstances.
Research and developments costs
Management monitors progress of internal research and development projects by using a project management system. Significant judgement is required in distinguishing research from the development phase. Development costs are recognised as an asset when all the criteria are met, whereas research costs are expensed as incurred.
Management also monitors whether the recognition requirements for development costs continue to be met. This is necessary due to inherent uncertainty in the economic success of any product development.
2.1 Estimation Uncertainty
The preparation of these financial statements is in conformity with Ind AS and requires the application of judgment by management in selecting appropriate assumptions for calculating financial estimates, which inherently contain some degree of uncertainty. Management estimates are based on historical experience and various other assumptions that are believed to be reasonable in the circumstances, the results of which form the basis for making judgments about the reported carrying values of assets and liabilities and the reported amounts of revenues and expenses that may not be readily apparent from other sources. Actual results may differ from these estimates under different assumptions or conditions.
Estimates of life of various tangible and intangible assets, and assumptions used in the determination of employee-related obligations and fair valuation of financial and equity instrument, impairment of tangible and intangible assets represent certain of the significant judgements and estimates made by management.
Useful lives of various assets
Management reviews the useful lives of depreciable assets at each reporting date, based on the expected utility of the assets to the Company. The useful life are specified in note 2.5 and 2.7
Post-employment benefits
The cost of post-employment benefits is determined using actuarial valuations.
The actuarial valuation involves making assumptions about discount rates, expected rate of return on assets, future salary increases and mortality rates. Due to the long term nature of these plans such estimates are subject to significant uncertainty.
Fair value of financial instruments
Management uses valuation techniques in measuring the fair value of financial instruments where active market quotes are not available. In applying the valuation techniques, management makes maximum use of market inputs and uses estimates and assumptions that are, as far as possible, consistent with observable data that market participants would use in pricing the instrument. Where applicable data is not observable, management uses its best estimate about the assumptions that market participants would make. These estimates may vary from the actual prices that would be achieved in an armâs length transaction at the reporting date.
Impairment
An impairment loss is recognised for the amount by which an assetâs or cash-generating unitâs carrying amount exceeds its recoverable amount. To determine the recoverable amount, management estimates expected future cash flows from each asset or cash-generating unit and determines a suitable interest rate in order to calculate the present value of those cash flows. In the process of measuring expected future cash flows, management makes assumptions about future operating results. These assumptions relate to future events and circumstances. The actual results may vary, and may cause significant adjustments to the Companyâs assets.
In most cases, determining the applicable discount rate involves estimating the appropriate adjustment to market risk and the appropriate adjustment to asset-specific risk factors.
Current and deferred income taxes
Significant judgments are involved in determining the provision for income taxes including judgment on whether tax positions are probable of being sustained in tax assessments. A tax assessment can involve complex issues, which can only be resolved over extended time periods. The recognition of taxes that are subject to certain legal or economic limits or uncertainties is assessed individually by management based on the specific facts and circumstances.
Expected credit loss
The Company applies expected credit losses (ECL) model for measurement and recognition of loss allowance on the following:
i Trade receivables.
ii Financial assets measured at amortised cost other than trade receivables.â
In case of trade receivables, the Company follows a simplified approach wherein an amount equal to lifetime ECL is measured and recognised as loss allowance. In case of other assets (listed as ii above), the Company determines if there has been a significant increase in credit risk of the financial asset since initial recognition. If the credit risk of such assets has not increased significantly, an amount equal to twelve month ECL is measured and recognised as loss allowance. However, if credit risk has increased significantly, an amount equal to lifetime ECL is measured and recognised as loss allowance.
The financial statements have been prepared using the measurement basis specified by Ind AS for each type of asset, liability, income and expense. The measurement bases are more fully described in the accounting policies.
The estimates and underlying assumptions are reviewed on an on-going basis. Revisions to accounting estimates are recognised in the period in which the estimate is revised if the revision affects only that period or in the period of the revision and future periods if the revision affects both current and future periods.
3 Standards issued but not yet effective: Appendix B to Ind AS 21, Foreign currency transactions and advance consideration :
On 28 March 2018, Ministry of Corporate Affairs (âMCAâ) has notified the Companies (Indian Accounting Standards) Amendment Rules, 2018 containing Appendix B to Ind AS 21, Foreign currency transactions and advance consideration which clarifies the date of transaction for the purpose of determining the exchange rate to use on initial recognition of the related assets, expense or income, when an entity has received or paid advance consideration in a foreign currency
The amendment will come into force from 1 April 2018. The Company is evaluating the requirement of the amendment and impact on the financial statements. The effect on adoption of Ind AS 21 is expected to be insignificant.
Ind AS 115 Revenue from contracts with customers :
In March 2018, the MCA notified the Companies (Indian Accounting Standards) Amended Rules, 2018 (âamended rulesâ). As per the amended rules, Ind AS 115 âRevenue from contracts with customersâ supercedes Ind AS 18, âRevenueâ and is applicable for all accounting periods on or after 1 April 2018.
Ind AS 115 introduces a new framework of 5 steps model for the analysis of revenue transactions. The model specifies that revenue should be recognised when (or as) an entity transfers control of goods or services to a customer at the amount to which the entity expects to be entitled. Further, the new standard requires enhanced disclosures about the nature, amount, timing and uncertainty or revenue and cash flows arising from the entityâs contracts with customers. The new revenue standard is applicable to the Company from 1 April 2018.
The standard permits 2 possible methods of transition :
- Retrospective approach
Under this approach the standard will be applied retrospectively to each prior reporting period presented in accordance with Ind AS 8 âAccounting policies, changes in accounting estimates and errorsâ
- Retrospectively with cumulative effect of initially applying the standard recognised at the date of initial application (cumulative catch-up approach)
The Company is evaluating the requirements of the amendment and the impact on the financial statements. The effect on adoption of the Ind AS 115 is expected to be insignificant.
Amendments to Ind AS 12 Recognition of Deferred Tax Assets for Unrealised Losses :
The amendments clarify that an entity needs to consider whether tax law restricts the sources of taxable profits against which it may make deductions on the reversal of that deductible temporary difference. Furthermore, the amendments provide guidance on how an entity should determine future taxable profits and explain the circumstances in which taxable profit may include the recovery of some assets for more than their carrying amount.
Entities are required to apply the amendments retrospectively. However, on initial application of the amendments, the changes in the opening equity of the earliest comparative period may be recognised in opening retained earnings (or in another component of equity, as appropriate), without allocating the change between opening retained earnings and other components of equity. Entities applying this relief must disclose that fact. These amendments are effective for annual periods beginning on or after 1 April 2018. The Company will adopt the new standard on the required effective date. The Company is evaluating the requirement of the amendment and impact on the financial statements. The effect on adoption of the these amendment is expected to be insignificant.
At the year end, the intangible with indefinite or interminable lives were tested for impairment based on conditions at that date. In performing the impairment testing management considers various factors such as the size of the target market, competition, future possible price/volume erosion.
Discount Rates and Long Term Growth Rates
The discount rates reflect appropriate adjustments relating to market risk and specific risk factors of each asset. The present value of the expected cash flows of each asset is determined by applying a discount rate of 7.80%. and terminal growth rate of 2%.
In assessing the reliability of deferred tax assets, management considers whether it is more likely than not that some portion or all of the deferred tax assets will be realised. The ultimate realisation of deferred tax assets is dependent upon the generation of future taxable income during the periods in which the temporary differences become deductible. The amount of the deferred tax assets considered realisable, however, could be reduced in the near term if estimates of future taxable income in the future periods are reduced.
Refer note 14(i) for hypothecation of stocks of raw materials, packing materials, finished goods and work-in-process.
The Company recorded inventory write down (net) of Rs.628.72 ( 2017 - Rs.930.50). This is included as part of cost of materials consumed and changes in inventories of finished goods, work-in-progress and stock -in- trade in the statement of profit and loss.
The trade receivables have been recorded at their respective carrying amounts and are not considered to be materially different from their fair values as these are expected to realise within a short period from the date of balance sheet. All of the Companyâs trade receivables have been reviewed for indications of impairment. Certain trade receivables were found to be impaired and an allowance for credit losses of Rs.41.50 (2017 - Rs.1,558.21) has been recorded. The above amounts includes Rs.28,807.62 (net of provision) pertaining to related parties (refer note 27). The movement in the expected credit losses is as follows:
Note 1 - Dividend accounts represent balances maintained in specific bank accounts for payment of dividends. The use of these funds is restricted and can only be used to pay dividends. The corresponding liability for payment of dividends is included under other current financial liability in note 14(iii).
Note 1 - Security deposits represent trade deposits given in the normal course of business realisable within twelve months from the reporting date.
a) Ordinary shares
The Company presently has only one class of ordinary shares. For all matters submitted to vote in the shareholders meeting, every holder of ordinary shares, as reflected in the records of the Company on the date of the shareholdersâ meeting, has one vote in respect of each share held. All shares are equally eligible to receive dividends and the repayment of capital in the event of liquidation of the Company.
The Company has an authorised share capital of 2,370,000,000 equity shares of Rs.1 each.
b) Dividends
Indian statutes mandate that dividends be declared out of distributable profits in accordance with the regulations. Should the Company declare and pay dividends, such dividends are required to be paid in INR to each holder of equity shares in proportion to the number of shares held. Dividend tax is borne by the Company.
The Company had declared dividend payout of Rs.2/- per share (2017 - Rs.2/- per share)
c) Reserves
Securities premium reserve - The amount received by the Company over and above the face value of shares issued is shown under this head.
Capital redemption reserve - The capital redemption reserve had been created as per the requirement of earlier provision of Companies Act 1956. Such reserve is not currently available for distribution to the shareholders.
General reserve - The Company has transferred a portion of the net profit of the Company before declaring dividend to general reserve pursuant to the earlier provisions of Companies Act 1956. Mandatory transfer to general reserve is not required under the Companies Act 2013.
Retained earnings - Accumulated earnings include all current and prior period profits as disclosed in the statement of profit and loss.
Stock compensation reserve - stock compensation reserve consists of employee compensation cost allocated over the vesting period of options granted to employees. Such cost is recognised in statement of profit and loss and is credited to the reserve. Upon exercise of options, such reserves are reclassified to equity share capital and security premium.
(III) As at 31 March 2018, pursuant to Employee Stock Option Scheme 2003, no options were outstanding. Pursuant to Employee Stock Options Scheme 2016, 569,686 options were outstanding, which upon exercise are convertible into equivalent number of equity shares.
(IV) Right, Preference and restriction on shares
The Company presently has only one class of ordinary equity shares. For all matters submitted to vote in the shareholders meeting, every holder of ordinary equity shares, as reflected in the records of the Company on the date of the shareholdersâ meeting, has one vote in respect of each share held. All shares are equally eligible to receive dividends and the repayment of capital in the event of liquidation of the Company.
(V) In the period of five years immediately preceeding 31 March 2018, the Company has not allotted any shares as fully paid up pursuant to contracts without payment being received in cash. Further, the Company has neither issued bonus shares nor bought back any shares during the aforementioned period.
(VI) Employee Stock Option Scheme, 2003 and 2016 (ESOS)
The Company has formulated an Employee Stock Option Scheme 2003 and Employee Stock Option Scheme 2016 (âESOSâ) namely ESOS 2003 and ESOS 2016 respectively under which it has made grants on various dates from time to time. Each grant has a vesting period which varies from 1 - 6 years from the date of grant depending on the terms of the grant. The grants are made at the market price of the equity shares of the Company on either the date of the grant or the closing price of the date prior to the day of the grant or the price decided by the Nomination & Remuneration Committee of the Board. Pursuant to ESOS 2003, 47,000 options were cancelled during the year and as at 31 March 2018, no options were outstanding. Pursuant to ESOS 2016, 569,686 options were outstanding, which upon exercise are convertible into equivalent number of equity shares.Employee stock compensation charged during the year is Rs.90.64.
All of the above options outstanding as of 31 March 2018 are unvested.
All share based employee payments would be settled in equity. The Company has no legal or constructive obligation to repurchase or settle the options.
The fair value of options granted are determined using the Black-Scholes valuation model. Significant inputs into the calculation are:
*AII figures have been accordingly adjusted for
- Split of face value from Rs.10 to Rs.2in October 2003.
- 1:1 bonus issue in April 2005 and split of face value from Rs.2 to Rs.1 in September 2007.
The underlying expected volatility was determined by reference to historical data, adjusted for unusual share price movements. No special features inherent to the options granted were incorporated into the measurement of fair value.
In the year 2016, the Company had issued U.S. $ 200,000,000, 2.00% Resettable Onward Starting Equity-linked Securities (Bonds) and U.S.$ 200,000,000, 4.5% Senior Notes (Notes), the brief description of the same is provided herein below:
U.S. $ 200,000,000, 2.00 % Resettable Onward Starting Equity-linked Securities (Bonds):
The Company had issued Bonds on 28 June 2016. The Bonds becomes convertible at the option of the holdersâ of the Bonds (the âBondholdersâ) after 1 December 2017 and upto the close of business on 18 June 2022 into equity shares. Each Bond will be convertible at the option of the holder thereof into fully paid equity shares at the initial conversion price determined on 30 November 2017.
On 30 November 2017 the Company set the initial conversion price (i.e. the price at which the ordinary shares of the Company will be issued upon conversion of Bonds, subject to any further adjustments according to conditions) at Rs.861.84 as determined in accordance with condition 6.1.3 of the Trust deed.
As of 31 March 2018, none of the Bondholders have opted for the conversion option.
On 30 November 2017 the Company confirmed the fixed exchange rate as INR 64.5238 in accordance with the condition 6.1.1 (b) of the Trust Deed dated 28 June 2016 which provides that the fixed exchange rate shall be the FX rate (INR per US$ 1) based on Bloombergâs âBFIXâ USD/INR spot mid price rate 12.00 (Hongkong time) on 30 November 2017.
Unless previously converted, redeemed or purchased and cancelled, the Bonds will be redeemed on 28 June 2022 (Maturity date) at 126.42% of their principal amount, together with accrued interest (if any), calculated upto but excluding the Maturity Date. The Company may, at its own discretion, redeem the Bonds in whole, but not in part, subject to satisfaction of certain conditions.
Each Bondholder has the right to require the Company to redeem in whole or in part, such Bondholderâs Bonds, on 28 July 2021, at a price equal to 121.78% of its outstanding principal amount of Bonds, together with interest (if any) accrued but unpaid on 28 July 2021.
The Bonds are listed on the Singapore stock exchange.
U.S. $ 200,000,000, 4.5% Senior Notes (Notes) :
The Company issued Notes on 1 August 2016. The Notes will mature on 2 August 2021.
The interest on Notes will be payable semi-annually in arrears on 1 February and 1 August each year. The final interest payment and the payment of principal will occur on 2 August 2021.
The Notes are redeemable at any time on or after 2 August 2019, all or part of the Notes by paying the redemption price, subject to fulfilment of certain conditions. The Company, at its discretion, may redeem all or a portion of the Notes at a redemption price equal to 100% of the principal amount, plus the applicable redemption premium, and accrued and unpaid interest and additional amounts, if any
The Notes are listed on the Singapore stock exchange.
Working capital facilities are secured by hypothecation of stocks of raw materials, packing materials, finished goods, work-in-process, receivables and equitable mortgage on fixed assets at certain locations.
The Company has not defaulted on repayment of loan and interest during the year.
The Company has taken working capital facility / term loans from banks at interest rates ranging between 0.40% to 9.70 % p.a.
Note (i) Based on the information available with the Company, no creditors have been identified as âsupplierâ within the meaning of âMicro, Small and Medium Enterprises Development (MSMED) Act, 2006â. Accordingly, no disclosure under the MSMED Act has been given.
NOTE 4 - EMPLOYEE POST - RETIREMENT BENEFITS
The following are the employee benefit plans applicable to the employees of the Company.
a) Gratuity (defined benefit plan)
In accordance with the applicable laws, the Company provides for gratuity, a defined benefit retirement plan (âthe Gratuity Planâ) covering eligible employees. The Gratuity Plan provides for a lump sum payment to vested employees on retirement, death, incapacitation or termination of employment of amounts that are based on salary and tenure of employment. Liabilities with regard to the gratuity plan are determined by actuarial valuation.
A feature all plans have in common is that the discount rate has a significant impact on the present value of obligations. The other assumptions have varying impacts on the different plans in different geographic regions. In the breakup presented below, the varying impact of changes in the key assumptions is shown as below.
b) Compensated leave of absence plan (other long term benefit plan)
The Company permits encashment of leave accumulated by their employees on retirement and separation. The liability for encashment of privilege leave is determined and provided on the basis of actuarial valuation performed by an independent actuary at the date of the balance sheet .
A feature all plans have in common is that the discount rate has a significant impact on the present value of obligations. The other assumptions have varying impacts on the different plans in different geographic regions. In the breakup presented below, the varying impact of changes in the key assumptions is shown below.
c) Provident fund and others (defined contribution plan)
Apart from being covered under the gratuity plan described earlier, employees participate in a provident fund plan; a defined contribution plan. The Company makes annual contributions based on a specified percentage of salary of each covered employee to a government recognised provident fund. The Company does not have any further obligation to the provident fund plan beyond making such contributions. Upon retirement or separation an employee becomes entitled for this lump sum benefit, which is paid directly to the concerned employee by the fund. The Company contributed approximately Rs.429.25 (2017 - Rs.270.94) towards the provident fund plan during the year ended 31 March 2018.
Note 5 RELATED PARTY DISCLOSURES
a) Parties where direct/indirect control exists
i) Subsidiary companies
Glenmark Pharmaceuticals (Europe) R&D Ltd., U.K.
Glenmark Pharmaceuticals Europe Ltd., U.K.
Glenmark Pharmaceuticals S.R.O., Czech Republic Glenmark Pharmaceuticals SK, s.r.o., Slovak Republic Glenmark Pharmaceuticals S. A., Switzerland Glenmark Holding S. A., Switzerland Glenmark Pharmaceuticals S.R.L., Romania Glenmark Pharmaceuticals SP z.o.o., Poland Glenmark Pharmaceuticals Inc., USA Glenmark Therapeutics Inc., USA Glenmark Farmaceutica Ltda., Brazil Glenmark Generics SA., Argentina Glenmark Pharmaceuticals Mexico, S.A. DE C.V, Mexico Glenmark Pharmaceuticals Peru SAC., Peru Glenmark Pharmaceuticals Colombia SAS, Colombia Glenmark Uruguay S.A., Uruguay
Glenmark Pharmaceuticals Venezuela., C.A , Venezuela
Glenmark Dominicana, SRL, Dominican Republic
Glenmark Pharmaceuticals Egypt S.A.E., Egypt
Glenmark Pharmaceuticals FZE., United Arab Emirates
Glenmark Impex L.L.C., Russia
Glenmark Philippines Inc., Philippines
Glenmark Pharmaceuticals (Nigeria) Ltd., Nigeria
Glenmark Pharmaceuticals Malaysia Sdn Bhd., Malaysia
Glenmark Pharmaceuticals (Australia) Pty Ltd., Australia
Glenmark South Africa (Pty) Ltd., South Africa
Glenmark Pharmaceuticals South Africa (Pty) Ltd., South Africa
Glenmark Pharmaceuticals B.V., Netherlands
Glenmark Arzneimittel Gmbh., Germany
Glenmark Pharmaceuticals Canada Inc., Canada
Glenmark Pharmaceuticals Kenya Ltd, Kenya
Glenmark Therapeutics AG, Switzerland
Viso Farmaceutica S.L.U., Spain Glenmark Specialty S A, Switzerland
Glenmark Pharmaceuticals Distribution S.R.O, Czech Republic Glenmark Pharmaceuticals (Thailand) Co. Ltd., Thailand Glenmark Pharmaceuticals Nordic AB, Sweden Glenmark Ukraine LLC, Ukraine Glenmark-Pharmaceuticals Ecuador S.A., Ecuador Glenmark Pharmaceuticals Singapore Pte. Ltd., Singapore
ii) Enterprise over which key managerial personnel excercise significant influence
Glenmark Foundation Glenmark Aquatic Foundation Trilegal
b) Related party relationships where transactions have taken place during the year Subsidiary Companies/Enterprise over which key managerial personnel excercise significant influence
Glenmark Farmaceutica Ltda., Brazil
Glenmark Philippines Inc., Philippines
Glenmark Pharmaceuticals (Nigeria) Ltd., Nigeria
Glenmark Pharmaceuticals S.A., Switzerland
Glenmark Pharmaceuticals Malaysia Sdn.Bhd.,Malaysia
Glenmark Impex L.L.C., Russia
Glenmark Holding S.A., Switzerland
Glenmark Pharmaceuticals Peru SAC., Peru
Glenmark Pharmaceuticals Venezuela., C.A , Venezuela
Glenmark Pharmaceuticals FZE., United Arab Emirates
Glenmark Pharmaceuticals Egypt S.A.E., Egypt
Glenmark Generics SA., Argentina
Glenmark Pharmaceuticals (Europe) R&D Ltd., U.K.
Glenmark Pharmaceuticals Europe Ltd., U.K.
Glenmark Pharmaceuticals Inc., USA Glenmark Pharmaceuticals s.r.o., Czech Republic Glenmark Therapeutics Inc., USA
Glenmark Pharmaceuticals (Thailand) Co. Ltd., Thailand Glenmark Dominicana SA., Dominican Republic Glenmark Pharmaceuticals SP z.o.o., Poland
Glenmark Pharmaceuticals South Africa (Pty) Ltd., South Africa
Glenmark South Africa (Pty) Ltd., South Africa
Glenmark Pharmaceuticals Kenya Ltd, Kenya
Glenmark Pharmaceuticals Colombia SAS, Colombia
Glenmark Pharmaceuticals Mexico, S.A. DE C.V., Mexico
Glenmark Specialty S A, Switzerland
Glenmark Pharmaceuticals Canada Inc., Canada
Glenmark Pharmaceuticals S.R.L., Romania
Glenmark Therapeutics AG, Switzerland
Glenmark Uruguay S.A., Uruguay
Glenmark Pharmaceuticals Distribution S.R.O, Czech Republic
Glenmark Ukraine LLC, Ukraine
Glenmark-Pharmaceuticals Ecuador S.A., Ecuador
Glenmark Pharmaceuticals (Australia) Pty Ltd., Australia
Glenmark Pharmaceuticals B.V, Netherlands
Viso Farmaceutica S.L.U., Spain
Glenmark Foundation
Glenmark Aquatic Foundation
Trilegal
c) Key Management Personnel
Mr. Glenn Saldanha (Chairman & Managing Director)
Mrs. Cherylann Pinto (Executive Director)
Mr V. S. Mani (President & Global Chief Financial Officer with effect from 16 November 2017)
Mr. Rajesh Desai (Executive Director upto close of working hours on 31 March 2017 and with effect from April 1, 2017 as Non-executive Director)
Mr. Murali Neelakantan (Executive Director from 11 May 2017 to 29 May 2018)
Mr. P.Ganesh (President & Chief Financial Officer upto close of working hours on 15 November 2017)
Mr. Harish Kuber (Company Secretary & Compliance Officer with effect from 2 February 2017)
Mr. Sanjay Kumar Chowdhary (Company Secretary & Compliance Officer upto 31 October 2016)
Mrs. B. E. Saldanha (Non-executive Director)
Mr. D. R. Mehta (Non-executive Director)
Mr. Bernard Munos (Non-executive Director)
Mr. J. F. Ribeiro (Non-executive Director)
Dr. Brian W. Tempest (Non-executive Director)
Mr. Sridhar Gorthi (Non-executive Director)
Mr. Milind Sarwate (Non-executive Director)
Note 6- Research and Development Expenses
During the year, the Companyâs expenses on research and development is Rs.4,536.81 (2017 - Rs.4,623.41).
Note 7 - Earnings Per Share (EPS)
The basic earnings per share for the year ended 31 March 2018 has been calculated using the net profits attributable to equity shareholders.
Note 8 - Commitments and Contingencies
Out of the above an amount of Rs.89.05 are at various courts under litigation.
(a) In January 2014, the National Pharmaceutical Pricing Authority (NPPA) issued a demand notice of Rs.122.30 as overcharging liability of product âDoxovent 400 mg tabâ for the period February 2010 to May 2013. The notice also envisaged a payment of Rs.33.30 towards interest @15% p.a. on the overcharged amount up to 31 January 2014. The Company has filed a petition under Article 32 with the Honâble Supreme Court of India (Honâble Court), challenging the issue of the above mentioned demand notice on various grounds. This petition has been tagged along with other petitions filed by other pharmaceutical companies as well, pending before Honâble Court relating to the inclusion criteria of certain drugs including âTheophyllineâ in the schedule of the DPCO, 1995. The matters are sub-judice before the Honâble Court.
The Honâble Court passed an ad-interim order stating that no coercive steps be taken against the Company towards the said demand.
The Honâble Court has constituted a Special bench to hear the petition (along with other petitions filed in this regard) and the matter is expected to be listed in due course.
The Company based on legal advice, has an arguable case on merits as well as with regard to mitigation of the demand. Honâble Court heard Glenmarkâs petition and ordered the petition to be transferred back to Honâble Delhi High Court to be heard on merits subject to deposit of 50% of the overcharged claimed amount. Glenmark has deposited Rs.61.15 (50% of the overcharged claimed amount). The matter is pending to be listed in Honâble Delhi High Court for hearing.
(b) On 10 March 2016 Ministry of Health and Family Welfare issued notifications prohibiting manufacture for sale, sale and distribution for human use of several Fixed Dose Combination (âFDCâ) with immediate effect.
Several products of the Company are also covered in the notified prohibited âFDCâsâ. The Company has filed five writ petitions in Honâble Delhi High Court challenging the notifications issued. The Honâble Delhi High Court has granted interim relief to the Company by staying the notifications banning the FDCâs. The Company based on legal advise, has an arguable case on merits though the liability in this case cannot be computed. In an adverse scenario, the Company would be restricted from manufacturing, selling and marketing the impacted FDCâs.
The matter was clubbed with other petition of other companies before the Supreme Court of India (Honâble Court). The Honâble Court directed the Drug Technical Advisory Board (DTAB) as subcommittee to examine the ban of drugs. DTAB appointed an expert committee under the chair of Dr. Nilima Kshirsagar to examine the list of banned FDC. The committee has submitted its report to the Ministry of Health. Further communication is awaited from the Ministry of Health and Family Welfare.
The Company has revised the composition of the FDCâs and market the revised products.
(ii) Commitments
(a) Estimated amount of contracts remaining to be executed on capital account, net of advances, not provided for as at 31 March 2018 aggregate Rs.1,053.51 (2017 - Rs.727.02)
(b) Estimated amount of contracts remaining to be executed on other than capital account, net of advances, not provided for as at 31 March 2018 aggregate Rs.5,611.47 (2017 - Rs.5,236.30)
Note 9 - Leases
The Company has taken on lease/leave and license godowns/residential & office premises at various locations.
i) The Companyâs significant leasing arrangements are in respect of the above godowns & premises (including furniture and fittings therein, as applicable). The aggregate lease rentals payable are charged to the statement of profit and loss as rent, is presented in Note 25.
ii) The leasing arrangements which are cancellable between 11 months to 5 years are usually renewable by mutual consent on mutually agreeable terms. Under these arrangements, generally refundable interest free deposits have been given towards deposit and unadjusted advance rent is recoverable from the lessor.
iii) The Company has entered into operating lease agreements for the rental of its office premises for a period of 3 to 5 years.
iv) Future obligations on non-cancellable operating lease
The management considers that the carrying amount of trade and other receivables approximates their fair value.
Bank balances and cash comprise cash and short-term deposits held by the Company. The carrying amount of these assets approximates their fair value.
Trade and other payables principally comprise amounts outstanding for trade purchases and on-going costs. The management considers that the carrying amount of trade payables approximates to their fair value.
The Bonds are interest bearing instrument with an embedded derivative instrument of conversion option, accordingly, the instrument has been classified as amortised cost, since the value of embeded derivative is zero.
Fair value hierarchy :
Level 2 : All FVTPL financial assets and liabilities are classified under level 2 of fair value hierarchy except certain investments amounting to Rs.1.02 which are classified as level 1 inputs.
Level 3 : All amortised cost financial assets and liabilities are classified under level 3 of fair value hierarchy.
NOTE 10- NOTE ON EXPENDITURE ON CORPORATE SOCIAL RESPONSIBILITY
Following is the information regarding projects undertaken and expenses incurred on CSR activities during the year ended 31 March 2018:
i Gross amount required to be spent by the Company during the year - Rs.384.79 (2017 - Rs.232.23)
ii Amount spent during the year on: (by way of contribution to the trusts and projects undertaken)
Note 11- Risk Management Objectives and Policies
The Company is exposed to a variety of financial risks which results from the Companyâs operating and investing activities. The Company focuses on actively securing its short to medium term cash flows by minimising the exposure to financial markets.
The Company does not actively engage in the trading of financial assets for speculative purposes nor does it write options.
Financial assets that potentially subject the Company to concentrations of credit risk consist principally of cash equivalents, accounts receivables, other receivables, investment securities and deposits. By their nature, all such financial instruments involve risk including the credit risk of non-performance by counter parties.
The Companyâs cash equivalents and deposits are invested with banks.
The Companyâs trade and other receivables are actively monitored to review credit worthiness of the customers to whom credit terms are granted and also avoid significant concentrations of credit risks.
The Companyâs interest-rate risk arises from long-term borrowings. Borrowings obtained at variable rates expose the Company to cash flow interest-rate risk. Borrowings issued at fixed rates expose the Company to fair value interest-rate risk.
Foreign Currency sensitivity
The foreign currency sensitivity analysis has been performed in relation to US Dollar (USD), Euro (EUR) and Russian ruble(RUB).
US Dollar conversion rate was Rs.64.65 at the beginning of the year and scaled to a high of Rs.65.74 and to low of Rs.63.07. The closing rate is Rs.64.82. Considering the volatility in direction of strengthening dollar upto 10% , the sensitivity analysis has been disclosed at 10% movements on strengthening and weakening effect for presenting comparable movement due to currency fluctuations.
Foreign currency denominated financial assets and liabilities, translated into USD at the closing rate, are as follows.
EUR conversion rate was Rs.68.85 at the beginning of the year and scaled to a high of Rs.80.51 and to low of Rs.67.95. The closing rate is Rs.79.87. Considering the volatility in direction of strengthening EUR upto 10% , the sensitivity analysis has been disclosed at 10% movements on strengthening and weakening effect for presenting comparable movement due to currency fluctuations.
RUB conversion rate was Rs.1.15 at the beginning of the year and scaled to a high of Rs.1.16 and to low of Rs.1.05. The closing rate is Rs.1.13. Considering the volatility in direction of strengthening RUB upto 10% , the sensitivity analysis has been disclosed at 10% movements on strengthening and weakening effect for presenting comparable movement due to currency fluctuations.
Interest rate sensitivity
The Companyâs policy is to minimise interest rate cash flow risk exposures on long-term borrowings. The Company has taken several short term borrowings on fixed rate of interest. Since, there is no interest rate risk associated with such fixed rate loans; an interest rate sensitivity analysis has not been performed.
The Company has outstanding borrowings of USD Nil (2017 - USD 9 million). In case of LIBOR/Benchmark prime lending rate (BPLR) increases by 25 basis points then such increase shall have the following impact on:
The bank deposits are placed on fixed rate of interest of approximately 4% to 7.45%. As the interest rate does not vary unless such deposits are withdrawn and renewed, sensitivity analysis is not performed.
Credit risk analysis
The Companyâs exposure to credit risk is limited to the carrying amount of financial assets recognised at the date of the balance sheet, as summarised below:
Trade receivables are usually due within 60-180 days. Generally and by practice most customers enjoy a credit period of approximately 180 days and are not interest bearing, which is the normal industry practice. All trade receivables are subject to credit risk exposure. However, the Company does not identify specific concentrations of credit risk with regard to trade and other receivables, as the amounts recognised represent a large number of receivables from various customers.
Trade receivables are typically unsecured and are derived from revenue earned from customers. Credit risk has always been managed by each business segment through credit approvals, establishing credit limits and continuously monitoring the credit worthiness of customers to which the Company grants credit terms in the normal course of business. On account of adoption of Ind AS 109, the Company uses expected credit loss model to assess the impairment loss or gain. The Company uses a provision matrix to compute the expected credit loss allowance for trade receivables. The provision matrix takes into account available external and internal credit risk factors such as default risk of industry, credit default swap quotes, credit ratings from international credit rating agencies and historical experience for customers.
The Company continuously monitors defaults of customers and other counterparties, identified either individually or by the Company, and incorporates this information into its credit risk controls. The Companyâs policy is to deal only with creditworthy counterparties.
The Companyâs management considers that all the above financial assets that are not impaired for each of the reporting dates and are of good credit quality, including those that are past due. None of the Companyâs financial assets are secured by collateral or other credit enhancements.
In respect of trade and other receivables, the Companyâs credit risk exposure towards any single counterparty or any group of counterparties having similar characteristics is considered to be negligible. The credit risk for liquid funds and other short-term financial assets is considered negligible, since the counterparties are reputable banks with high quality external credit ratings.
Liquidity risk analysis
The Company manages its liquidity needs by carefully monitoring scheduled debt servicing payments for longterm financial liabilities as well as cash-outflows due in day-to-day business. Liquidity needs are monitored in various time bands, on a day-to-day and week-to-week basis, as well as on the basis of a rolling 30-day projection. Long-term liquidity needs for a 180-day and a 360-day lookout period are identified monthly.
The Company maintains cash and marketable securities to meet its liquidity requirements for up to 30-day periods. Funding in regards to long-term liquidity needs is additionally secured by an adequate amount of committed credit facilities and the ability to sell long-term financial assets.
Note 12- Capital Management Policies and Procedures
The Company objectives when managing capital are to safeguard their ability to continue as a going concern so that they can continue to provide returns for shareholders and benefits for other stakeholders, and maintain an optimal structure to reduce the cost of capital. In order to maintain or adjust the Capital structure, the Company may adjust the amounts of dividends paid to shareholders, return capital to shareholders, issue new shares or sell new assets to reduce debt.
Net Debt = total borrowings less cash and cash equivalent. Total âequityâ as shown in the balance sheet.
(ii) Dividends not recognised at the end of the reporting period.
In addition to the above dividends, since year end the Board of Directors have recommended the payment of a final dividend of Rs.2 (2017 - Rs.2) per fully paid up equity share. This proposed dividend is subject to the approval of shareholders in the ensuing annual general meeting.
Note 13
The Government of India introduced the Goods and Service Tax (GST) with effect from 1 July 2017 which subsumes excise duty and various other indirect taxes. As required under Ind AS 18, revenue for the year ended 31 March 2018 is reported net of GST. The revenue for year ended 31 March 2018 includes excise duty up to 30 June 2017. Accordingly, income from operations for the year ended 31 March 2018 and 31 March 2017 are not comparable.
Note 14
Certain prior year amounts have been reclassified for consistency with the current year presentation. As a result, certain line items have been amended in the financial statements. These reclassifications had no effect on the reported results of operations. Comparative figures have been adjusted to conform to the current yearâs presentation.
Note 15 - Exceptional Items
Exceptional items for year ended 31 March 2017 represents impairment loss relating to Investment, Share application money and Trade receivables from the Companyâs subsidiary Glenmark Pharmaceuticals Venezuela., C.A in Venezuela . The Company has not received approvals from the Venezuelan government to repatriate any amounts during the year ended 31 March 2017 and considering the uncertainty around repatriation, the Company believes it is appropriate to impair such investments, share application money and trade receivables pertaining to the said subsidiary.
Note 16 - Authorisation of Financial Statements
The financial statements for the year ended 31 March 2018 were approved by the Board of Directors on 29 May 2018.
Mar 31, 2017
NOTE 1 - BACKGROUND INFORMATION AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES
1 COMPANY INFORMATION
Glenmark Pharmaceuticals Limited (the âCompanyâ) is a public limited company incorporated in Mumbai, India. The registered office of the Company is at B/2, Mahalaxmi Chambers, 22 Bhulabhai Desai Road, Mumbai - 400026, India.
The Company is primarily engaged in the business of development, manufacture and marketing of pharmaceutical products. The Company also markets active pharmaceutical ingredients. The Companies research and development facilities are located at Mahape, Sinnar, Turbhe and Taloja in India and manufacturing facilities are located at Nasik, Colvale, Baddi, Nalagarh, Ankleshwar, Mohol, Kurkumbh, Sikkim, Indore, Dahej and Aurangabad.
The Companyâs shares are listed on the BSE Limited (âBSEâ) and the National Stock Exchange of India (âNSEâ).
2. BASIS OF PREPA RATION AND MEASUREMENT
2.1 The financial statements of the Company have been prepared in accordance with Indian Accounting Standards (Ind AS) notified under the Companies (Indian Accounting Standards) Rules, 2015. For all periods up to and including the year ended 31 March 2016, the Company prepared its financial statements in accordance with accounting standards notified under the section 133 of the Companies Act 2013, read together with paragraph 7 of the Companies (Accounts) Rules, 2014 (Indian GAAP) which is considered as âPrevious GAAPâ.
The financial statements for the year ended 31 March 2017 are the first Ind AS Financial statements of the Company. As per the principles of Ind AS 101, the transition date to Ind AS is 1 April 2015 and hence the comparatives for the previous year ended 31 March 2016 and balances as on 1 April 2015 have been restated as per the principles of Ind AS, wherever deemed necessary. Refer note 40 for understanding the transition from previous GAAP to Ind AS and its effect on the Companyâs financial position and financial performance.
The significant accounting policies that are used in the preparation of these financial statements are summarised below. These accounting policies are consistently used throughout the periods presented in the financial statements.
3. CRITICAL ACCOUNTING ESTIMATES AND SIGNIFICANT JUDGEMENT IN APPLYING ACCOUNTING POLICIES
When preparing the financial statements, management undertakes a number of judgmentsâ, estimates and assumptions about the recognition and measurement of assets, liabilities, income and expenses.
In the process of applying the Companyâs accounting policies, the following judgments have been made apart from those involving estimations, which have the most significant effect on the amounts recognised in the financial information. Judgements are based on the information available at the date of balance sheet.
Leases
The Company has evaluated each lease agreement for its classification between finance lease and operating lease. The Company has reached its decisions on the basis of the principles laid down in Ind AS 17 âLeasesâ for the said classification. The Company has also used Appendix C to Ind AS 17 for determining whether an arrangement is, or contains, a lease is based on the substance of the arrangement and based on the assessment whether:
a) fulfilment of the arrangement is dependent on the use of a specific asset or assets (the asset); and
b) the arrangement conveys a right to use the asset.
Deferred Tax
The assessment of the probability of future taxable profit in which deferred tax assets can be utilized is based on the Companyâs latest approved budget forecast, which is adjusted for significant non-taxable profit and expenses and specific limits to the use of any unused tax loss or credit. If a positive forecast of taxable profit indicates the probable use of a deferred tax asset, especially when it can be utilized without a time limit, that deferred tax asset is usually recognised in full.
The recognition of deferred tax assets that are subject to certain legal or economic limits or uncertainties is assessed individually by management based on the specific facts and circumstances.
Research and developments costs
Management monitors progress of internal research and development projects by using a project management system. Significant judgement is required in distinguishing research from the development phase. Development costs are recognised as an asset when all the criteria are met, whereas research costs are expensed as incurred.
Management also monitors whether the recognition requirements for development costs continue to be met. This is necessary due to inherent uncertainty in the economic success of any product development.
4.1 Estimation Uncertainty
The preparation of these financial statements is in conformity with Ind AS and requires the application of judgment by management in selecting appropriate assumptions for calculating financial estimates, which inherently contain some degree of uncertainty. Management estimates are based on historical experience and various other assumptions that are believed to be reasonable in the circumstances, the results of which form the basis for making judgments about the reported carrying values of assets and liabilities and the reported amounts of revenues and expenses that may not be readily apparent from other sources. Actual results may differ from these estimates under different assumptions or conditions.
Estimates of life of various tangible and intangible assets, and assumptions used in the determination of employee-related obligations and fair valuation of financial and equity instrument, impairment of tangible and intangible assets represent certain of the significant judgements and estimates made by management.
Useful lives of various assets
Management reviews the useful lives of depreciable assets at each reporting date, based on the expected utility of the assets to the Company. The useful lives are specified in 2.5 and 2.7.
Post-employment benefits
The cost of post-employment benefits is determined using actuarial valuations. The actuarial valuation involves making assumptions about discount rates, expected rate of return on assets, future salary increases and mortality rates. Due to the long term nature of these plans such estimates are subject to significant uncertainty. The assumptions used are disclosed in note 27.
Fair value of financial instruments
Management uses valuation techniques in measuring the fair value of financial instruments where active market quotes are not available. Details of the assumptions used are given in the notes regarding financial instruments (note 34). In applying the valuation techniques, management makes maximum use of market inputs and uses estimates and assumptions that are, as far as possible, consistent with observable data that market participants would use in pricing the instrument. Where applicable data is not observable, management uses itâs best estimate about the assumptions that market participants would make. These estimates may vary from the actual prices that would be achieved in an armâs length transaction at the reporting date.
Impairment
An impairment loss is recognised for the amount by which an assetâs or cash-generating unitâs carrying amount exceeds its recoverable amount.
To determine the recoverable amount, management estimates expected future cash flows from each asset or cash-generating unit and determines a suitable interest rate in order to calculate the present value of those cash flows. In the process of measuring expected future cash flows, management makes assumptions about future operating results. These assumptions relate to future events and circumstances. The actual results may vary, and may cause significant adjustments to the Companyâs assets.
In most cases, determining the applicable discount rate involves estimating the appropriate adjustment to market risk and the appropriate adjustment to asset-specific risk factors.
The financial statements have been prepared using the measurement basis specified by Ind AS for each type of asset, liability, income and expense. The measurement bases are more fully described in the accounting policies.
The estimates and underlying assumptions are reviewed on an on-going basis. Revisions to accounting estimates are recognised in the period in which the estimate is revised if the revision affects only that period or in the period of the revision and future periods if the revision affects both current and future periods.
5 FIRST TIME ADOPTION OF IND AS
First Ind AS Financial statements
These are the Companyâs first financial statements prepared in accordance with Ind AS applicable as at 31 March 2017.
The accounting policies set out in note 1 have been applied in preparing the financial statements for the year ended 31 March 2017, the comparative information presented in these financial statements for the year ended 31 March 2016 and in the preparation of an opening Ind AS balance sheet as at 1 April 2015 (the date of transition). In preparing its opening Ind AS balance sheet, the Company has adjusted the amounts reported previously in financial statements prepared in accordance with the accounting standards notified under Companies (Accounting Standards) Rules, 2006 (as amended) and other relevant provisions of the Act (previous GAAP or Indian GAAP).
An explanation of how the transition from previous GAAP to Ind AS has affected the Companyâs financial position, financial performance and cash flows is as follows:
5.1 Optional exemptions availed 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 and intangible assets at their previous GAAP carrying value.
Arrangement containing a lease
The Company has elected to use facts and circumstances existing at the date of transition to determine whether an arrangement contains a lease. No such assessment was done under Previous GAAP.
5.2 Mandatory exceptions applied Estimates
An entityâs 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 1 April 2015 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.
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 entityâs 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.
5.3 Investments in subsidiaries
The Company has elected to measure investment in subsidiaries at cost and consider the previous GAAP carrying value as at the date of transition as deemed cost.
6 Standards issued but not yet effective:
In March 2017, the Ministry of Corporate Affairs issued the Companies (Indian Accounting Standards) (Amendments) Rules, 2017, notifying amendments to Ind AS 7, âStatement of cash flowsâ and Ind AS 102, âShare-based payment.â The amendments are applicable to the Company from 1 April 2017.
Amendment to Ind AS 7:
The amendment to Ind AS 7 requires the entities to provide disclosures that enable users of financial statements to evaluate changes in liabilities arising from financing activities, including both changes arising from cash flows and non-cash changes, suggesting inclusion of a reconciliation between the opening and closing balances in the balance sheet for liabilities arising from financing activities, to meet the disclosure requirement. The effect on the financial statements is being evaluated by the Company.
In assessing the reliability of deferred income tax assets, management considers whether it is more likely than not that some portion or all of the deferred income tax assets will be realised. The ultimate realisation of deferred income tax assets is dependent upon the generation of future taxable income during the periods in which the temporary differences become deductible. The amount of the deferred income tax assets considered realisable, however, could be reduced in the near term if estimates of future taxable income during the carry forward periods are reduced.
NOTE 7 - CURRENT FINANCIAL ASSETS
(i) TRADE RECEIVABLES
The trade receivables have been recorded at their respective carrying amounts and are not considered to be materially different from their fair values as these are expected to realise within a short period from the date of balance sheet. All of the Companyâs trade receivables have been reviewed for indications of impairment. Certain trade receivables were found to be impaired and an allowance for credit losses of Rs.1,558.21 (2016 - Rs.110.00) (Refer note 36) has been recorded. The movement in the expected credit losses is as follows:
(ii) CASH AND CASH EQUIVALENTS
Cash and cash equivalents comprise the following:
(iii) OTHER CURRENT FINANCIAL ASSETS
Note 1 - Security deposit represent trade deposit given in the normal course of business realisable within twelve months from the reporting date.
Note 2 - Dividend accounts represent balances maintained in specific bank accounts for payment of dividends. The use of these funds is restricted and can only be used to pay dividends. The corresponding liability for payment of dividends is included in other current financial liability.
NOTE 8 - EQUITY AND RESERVES
a) Ordinary shares
The Company presently has only one class of ordinary shares. For all matters submitted to vote in the shareholders meeting, every holder of ordinary shares, as reflected in the records of the Company on the date of the shareholdersâ meeting, has one vote in respect of each share held. All shares are equally eligible to receive dividends and the repayment of capital in the event of liquidation of the Company.
The Company has an authorised share capital of 2,370,000,000 equity shares of Rs.1 each.
b) Dividends
Indian statutes mandate that dividends be declared out of distributable profits in accordance with the regulations. Should the Company declare and pay dividends, such dividends are required to be paid in INR to each holder of equity shares in proportion to the number of shares held. Dividend tax is borne by the Company.
The Company had declared dividend payout of Rs.2/- per share (2016 - Rs.2/- per share)
c) Reserves
Securities premium reserve - The amount received by the Company over and above the face value of shares issued is shown under this head.
Capital redemption reserve - The Capital redemption reserve had been created as per the requirement of earlier provision of Companies Act 1956. Such reserve is not currently available for distribution to the shareholders.
General reserve - The Company has transferred a portion of the net profit of the Company before declaring dividend to general reserve pursuant to the earlier provisions of Companies Act 1956. Mandatory transfer to general reserve is not required under the Companies Act 2013.
Retained earnings - Accumulated earnings include all current and prior period profits as disclosed in the statement of profit and loss.
Stock compensation reserve - Stock compensation reserve consists of employee compensation cost allocated over the vesting period of options granted to employees. Such cost is recognised in statement of profit and loss and is credited to the reserve. Upon exercise of options, such reserves are reclassified to equity share capital and security premium.
(IV) As at 31 March 2017, pursuant to Employee Stock Option Scheme 2003, 47,000 options were outstanding, which upon exercise are convertible into equivalent number of equity shares . Pursuant to Employee Stock Options Scheme 2016, 619,757 options were outstanding, which upon exercise are convertible into equivalent number of equity shares.
(V) Right, Preference and restriction on shares
The Company presently has only one class of ordinary equity shares. For all matters submitted to vote in the shareholders meeting, every holder of ordinary equity shares, as reflected in the records of the Company on the date of the shareholdersâ meeting, has one vote in respect of each share held. All shares are equally eligible to receive dividends and the repayment of capital in the event of liquidation of the Company.
(VI) In the period of five years immediately preceding 31 March 2017, the Company has not allotted any shares as fully paid up pursuant to contracts without payment being received in cash. Further, the Company has neither issued bonus shares nor bought back any shares during the aforementioned period.
(VII) Employee Stock Option Scheme, 2003 and 2016 (ESOS)
The Company has formulated an Employee Stock Option Scheme 2003 and Employee Stock Option Scheme 2016 (âESOSâ) namely ESOS 2003 and ESOS 2016 under which it has made grants on various dates from time to time. Each grant has a vesting period which varies from 1 - 2 years and up to 4 - 6 years from the date of grant depending on the terms of the grant. The grants are made at the market price of the equity shares of the Company on either the date of the grant or the closing price of the date prior to the day of the grant or the price decided by the Nomination & Remuneration Committee of the Board. As at 31 March 2017, pursuant to ESOS 2003, 47,000 options were outstanding, which upon exercise are convertible into equivalent number of equity shares . Pursuant to ESOS 2016, 619,757 options were outstanding, which upon exercise are convertible into equivalent number of equity shares.
All share based employee payments would be settled in equity. The Company has no legal or constructive obligation to repurchase or settle the options.
The fair value of options granted are determined using the Black-Scholes valuation model. Significant inputs into the calculation are:
*All figures have been accordingly adjusted for
- Split of face value from Rs.10 to Rs.2 in October 2003
- 1:1 bonus issue in April 2005 and split of face value from Rs.2 to Rs.1 in September 2007.
The underlying expected volatility was determined by reference to historical data, adjusted for unusual share price movements. No special features inherent to the options granted were incorporated into the measurement of fair value.
NOTE 9 - NON-CURRENT FINANCIAL LIABILITIES
(i) BORROWINGS
Long term borrowings comprise of :
During the year , the Company issued U.S. $ 200,000,000 2.00% Resettable Onward Starting Equity-linked Securities (Bonds) and U.S.$ 200,000,000 4.5% Senior Notes (Notes), the brief description of the same is provided herein below:
U.S. $ 200,000,000, 2.00% Resettable Onward Starting Equity-linked Securities (Bonds):
The Company issued Bonds on 28 June 2016. The Bonds will be convertible at the option of the holdersâ of the Bonds (the âBondholdersâ) at any time on or after 1 December 2017 and upto the close of business on 18 June 2022 into equity shares. Each Bond will be convertible at the option of the holder thereof into fully paid equity share at an initial conversion price to be determined on 30 November 2017.
Unless previously converted, redeemed or purchased and cancelled, the Bonds will be redeemed on 28 June 2022 (Maturity Date) at 126.42% of their principal amount, together with accrued interest (if any), calculated upto but excluding the Maturity Date. The Company may, at its own discretion, redeem the Bonds in whole, but not in part, subject to satisfaction of certain conditions.
Each Bondholder has the right to require the Company to redeem in whole or in part, such Bondholderâs Bonds, on 28 July 2021, at a price equal to 121.78% of its outstanding principal amount of Bonds, together with interest (if any) accrued but unpaid on 28 July 2021.
The Bonds are listed on the Singapore Stock Exchange.
U.S. $ 200,000,000, 4.5% Senior Notes (Notes) :
The Company issued Notes on 1 August 2016. The Notes will mature on 2 August 2021.
The interest on Notes will be payable semi-annually in arrears on 1 February and 1 August each year. The final interest payment and the payment of principal will occur on 2 August 2021.
The Notes are Redeemable at any time on or after 2 August 2019, all or part of the Notes by paying the redemption price, subject to fulfilment of certain conditions. The Company, at its discretion, may redeem all or a portion of the Notes at a redemption price equal to 100% of the principal amount, plus the applicable redemption premium, and accrued and unpaid interest and additional amounts, if any
The Notes are listed on the Singapore Stock Exchange.
NOTE 10 - CURRENT FINANCIAL LIABILITIES
(i) BORROWINGS
Working Capital Facilities are secured by hypothecation of stocks of raw materials, packing materials, finished goods, work-in-process, receivables and equitable mortgage on fixed assets at certain locations.
The Company has not defaulted on repayment of loan and interest during the year.
The Company has taken working capital facility / term loans from banks at interest rates ranging between 0.60 % to 9.70 % p.a.
(ii) TRADE PAYABLES
Note (i) Based on the information available with the Company, no creditors have been identified as âsupplierâ within the meaning of âMicro, Small and Medium Enterprises Development (MSMED) Act, 2006â. Accordingly, no disclosure under the MSMED Act has been given.
NOTE 11 - OTHER CURRENT LIABILITIES
Other liabilities include advance from customers and other such adjustable balances
Income received in advance represents advance received from customer for future supply of materials. The Company has recognised an income of Rs.Nil (2016 - Rs.430.43) in current year.
NOTE 12 - EMPLOYEE POST- RETIREMENT BENEFITS
The following are the employee benefit plans applicable to the employees of the Company.
a) Gratuity (defined benefit plan)
In accordance with the applicable laws, the Company provides for gratuity, a defined benefit retirement plan (âthe Gratuity Planâ) covering eligible employees. The Gratuity Plan provides for a lump sum payment to vested employees on retirement, death, incapacitation or termination of employment of amounts that are based on salary and tenure of employment. Liabilities with regard to the Gratuity Plan are determined by actuarial valuation.
A feature all plans have in common is that the discount rate has a significant impact on the present value of obligations. The other assumptions have varying impacts on the different plans in different geographic regions. In the breakup presented below, the varying impact of changes in the key assumptions is shown as below.
b) Compensated leave of absence plan (other long term benefit plan)
The Company permits encashment of leave accumulated by their employees on retirement and separation. The liability for encashment of privilege leave is determined and provided on the basis of actuarial valuation performed by an independent actuary at the date of the balance sheet.
The Company recognised total retirement benefit costs related to all retirement plans as follows:
c) Provident fund and others (defined contribution plan)
Apart from being covered under the gratuity plan described earlier, employees participate in a provident fund plan; a defined contribution plan. The Company makes annual contributions based on a specified percentage of salary of each covered employee to a government recognised provident fund. The Company does not have any further obligation to the provident fund plan beyond making such contributions. Upon retirement or separation an employee becomes entitled for this lump sum benefit, which is paid directly to the concerned employee by the fund. The Company contributed approximately Rs.259.29 (2016 - Rs.215.64) to the provident fund plan during the year ended 31 March 2017.
NOTE 13 - RELATED PA RTY DISCLOSURES
a) Parties where direct/indirect control exists
i) Subsidiary companies
Glenmark Pharmaceuticals (Europe) R&D Ltd., U.K.
(formerly known as Glenmark Pharmaceuticals Europe Ltd., U.K.)
Glenmark Pharmaceuticals Europe Ltd., U.K. (formerly known as Glenmark Generics (Europe) Ltd., U.K.)
Glenmark Pharmaceuticals S.R.O., Czech Republic
Glenmark Pharmaceuticals SK, s.r.o., Slovak Republic
Glenmark Pharmaceuticals S. A., Switzerland
Glenmark Holding S. A., Switzerland
Glenmark Pharmaceuticals S.R.L., Romania
Glenmark Pharmaceuticals SP z.o.o., Poland (Formerly known as Glenmark Distributors SP z.o.o.)
Glenmark Pharmaceuticals SP z.o.o., Poland
(Merged into Glenmark Distributors SP z.o.o. with effect from 2 November 2016)
Glenmark Pharmaceuticals Inc., USA (Formerly known as Glenmark Generics Inc., USA)
Glenmark Therapeutics Inc., USA
Glenmark Farmaceutica Ltda., Brazil
Glenmark Generics SA., Argentina
Glenmark Pharmaceuticals Mexico, S.A. DE C.V., Mexico
Glenmark Pharmaceuticals Peru SAC., Peru
Glenmark Pharmaceuticals Colombia SAS, Colombia
(Formerly known as Glenmark Pharmaceuticals Colombia Ltda., Colombia)
Glenmark Uruguay S.A., Uruguay
Glenmark Pharmaceuticals Venezuela., C.A , Venezuela
Glenmark Dominicana, SRL, Dominican Republic
Glenmark Pharmaceuticals Egypt S.A.E., Egypt
Glenmark Pharmaceuticals FZE., United Arab Emirates
Glenmark Impex L.L.C., Russia
Glenmark Philippines Inc., Philippines
Glenmark Pharmaceuticals (Nigeria) Ltd., Nigeria
Glenmark Pharmaceuticals Malaysia Sdn Bhd., Malaysia
Glenmark Pharmaceuticals (Australia) Pty Ltd., Australia
Glenmark South Africa (Pty) Ltd., South Africa
Glenmark Pharmaceuticals South Africa (Pty) Ltd., South Africa
Glenmark Pharmaceuticals B.V., Netherlands (formerly known as Glenmark Generics B.V., Netherlands) Glenmark Arzneimittel Gmbh., Germany
Glenmark Pharmaceuticals Canada Inc., Canada (formerly Known as Glenmark Generics Canada Inc., Canada)
Glenmark Pharmaceuticals Kenya Ltd, Kenya
Glenmark Therapeutics AG, Switzerland
Viso Farmaceutica S.L.U., Spain
Glenmark Specialty S A, Switzerland
Glenmark Pharmaceuticals Distribution S.R.O, Czech Republic Glenmark Pharmaceuticals (Thailand) Co. Ltd., Thailand (w.e.f. 1 April 2015)
Glenmark Pharmaceuticals Nordic AB, Sweden Glenmark Ukraine LLC, Ukraine Glenmark-Pharmaceuticals Ecuador S. A., Ecuador
ii) Enterprise over which key managerial personnel excercise significant influence Glenmark Foundation
Glenmark Aquatic Foundation Trilegal
b) Related party relationships where transactions have taken place during the year
Subsidiary Companies / Enterprise over which key managerial personnel exercise significant influence
Glenmark Farmaceutica Ltda., Brazil Glenmark Philippines Inc., Philippines Glenmark Pharmaceuticals (Nigeria) Ltd., Nigeria Glenmark Pharmaceuticals S.A., Switzerland Glenmark Pharmaceuticals Malaysia Sdn.Bhd.,Malaysia Glenmark Impex L.L.C., Russia Glenmark Holding S.A., Switzerland Glenmark Pharmaceuticals Peru SAC., Peru Glenmark Pharmaceuticals Venezuela., C.A , Venezuela Glenmark Pharmaceuticals FZE., United Arab Emirates Glenmark Pharmaceuticals Egypt S.A.E., Egypt Glenmark Generics SA., Argentina Glenmark Pharmaceuticals (Europe) R&D Ltd., U.K. (formerly known as Glenmark Pharmaceuticals Europe Ltd., U.K.)
Glenmark Pharmaceuticals Europe Ltd., U.K. (formerly known as Glenmark Generics (Europe) Ltd., U.K.) Glenmark Pharmaceuticals Inc., USA (Formerly known as Glenmark Generics Inc., USA)
Glenmark Pharmaceuticals s.r.o., Czech Republic Glenmark Therapeutics Inc., USA Glenmark Pharmaceuticals (Thailand) Co. Ltd., Thailand Glenmark Dominicana SA., Dominican Republic
Glenmark Pharmaceuticals SP z.o.o., Poland (Merged into Glenmark Distributors SP z.o.o.)
Glenmark Pharmaceuticals SP z.o.o., Poland (Formerly known as Glenmark Distributors SP z.o.o.)
Glenmark Pharmaceuticals South Africa (Pty) Ltd., South Africa
Glenmark South Africa (Pty) Ltd., South Africa
Glenmark Pharmaceuticals Kenya Ltd, Kenya
Glenmark Pharmaceuticals Colombia SAS, Colombia
(Formerly known as Glenmark Pharmaceuticals Colombia Ltda., Colombia)
Glenmark Pharmaceuticals Mexico, S.A. DE C.V., Mexico Glenmark Specialty S A, Switzerland
Glenmark Pharmaceuticals Canada Inc., canada (formerly Known as Glenmark Generics Canada Inc., Canada) Glenmark Pharmaceuticals S.R.L., Romania Glenmark Therapeutics AG, Switzerland Glenmark Uruguay S.A., Uruguay
Glenmark Pharmaceuticals distribution S.R.O, Czech Republic Glenmark Foundation Glenmark Aquatic Foundation
c) Key Management Personnel
Mr. Glenn Saldanha (Chairman & Managing Director)
Mrs. Cherylann Pinto (Executive Director)
Mr. Rajesh Desai (Executive Director)
Mr. P Ganesh (President & Global Chief Financial Officer with effect from 12 May 2016)
Mr. Harish Kuber (Company Secretary & Compliance Officer with effect from 2 February 2017)
Mr. Sanjay Kumar Chowdhary (Company Secretary & Compliance Officer upto 31 October 2016)
Mrs. B. E. Saldanha (Non-executive Director)
Mr. D. R. Mehta (Non-executive Director)
Mr. Bernard Munos (Non-executive Director)
Mr. J. F. Ribeiro (Non-executive Director)
Dr. Brian W. Tempest (Non-executive Director)
Mr. Sridhar Gorthi (Non-executive Director)
Mr. Milind Sarwate (Non-executive Director)
NOTE 14- RESEARCH AND DEVELOPMENT EXPENSES
During the year, the Companyâs expenses on research and development is Rs.4,623.41 (2016 - Rs.4,349.70).
NOTE 15 - EARNINGS PER SHARE (EPS)
The basic earnings per share for the year ended 31 March 2017 has been calculated using the net profits attributable to equity shareholders.
NOTE 16 - COMMITMENTS AND CONTINGENCIES
(a) In January 2014, the National Pharmaceutical Pricing Authority (NPPA) issued a demand notice of Rs.122.30 as overcharging liability of product âDoxovent 400 mg tabâ for the period February 2010 to May 2013. The notice also envisaged a payment of Rs.33.30 towards interest @15% p.a. on the overcharged amount up to 31 January 2014. The Company has filed a petition under Article 32 with the Honâble Supreme Court of India (Honâble Court), challenging the issue of the above mentioned demand notice on various grounds. This petition has been tagged along with other petition/s filed by other pharmaceutical companies as well, pending before Supreme Court relating to the inclusion criteria of certain drugs including âTheophyllineâ in the schedule of the DPCO, 1995. The matters are sub-judice before the Supreme Court.
The Honâble Court passed an ad-interim order stating that no coercive steps be taken against the Company towards the said demand.
The Honâble Court has constituted a Special bench to hear the petition (along with other petitions filed in this regard) and the matter is expected to be listed in due course.
The company based on legal advice, has an arguable case on merits as well as with regard to mitigation of the demand.
(b) On 10 March 2016 Ministry of Health and Family Welfare issued notifications prohibiting manufacture for sale, sale and distribution for human use of several Fixed Dose Combination (âFDCâ) with immediate effect.
Several products of the Company are also covered in the notified prohibited âFDCâsâ. The Company has filed five writ petitions in Honâble Delhi High Court challenging the notifications issued. The Honâble Delhi High Court has granted interim relief to the Company by staying the notifications banning the FDCâs. The company based on legal advise, has an arguable case on merits though the liability in this case cannot be computed. In an adverse scenario, the Company would be restricted from manufacturing, selling and marketing the impacted FDCâs.
The company has revised the composition of the FDCâs and market the revised product. The matter is now clubbed with other petition with other companies before the supreme court.
(ii) Commitments
(a) Estimated amount of contracts remaining to be executed on capital account, net of advances, not provided for as at 31 March 2017 aggregate Rs.727.02 (31 March 2016 - Rs.710.42, 1 April 2015 - Rs.485.18)
(b) Estimated amount of contracts remaining to be executed on other than capital account, net of advances, not provided for as at 31 March 2017 aggregate Rs.5,236.30 (31 March 2016 - Rs.2,745.76, 1 April 2015 - Rs.2,260.74)
NOTE 17 - LEASES
The Company has taken on lease/leave and licence godowns/residential & office premises at various locations.
i) The Companyâs significant leasing arrangements are in respect of the above godowns & premises (including furniture and fittings therein, as applicable). The aggregate lease rentals payable are charged to the statement of profit and loss as Rent.
ii) The Leasing arrangements which are cancellable range between 11 months to 5 years. They are usually renewable by mutual consent on mutually agreeable terms. Under these arrangements, generally refundable interest free deposits have been given towards deposit and unadjusted advance rent is recoverable from the lessor.
iii) The Company has entered into operating lease agreements for the rental of its office premises for a period of 3 to 5 years.
iv) Future obligations on non-cancellable operating lease
NOTE 18- FAIR VALUE MEASUREMENTS
Financial instruments by category
Investment in Subsidiaries are carried at cost
Trade receivables comprise amounts receivable from the sale of goods and services.
The management consider that the carrying amount of trade and other receivables approximates their fair value.
Bank balances and cash comprise cash and short-term deposits held by the Company. The carrying amount of these assets approximates their fair value.
Trade and other payables principally comprise amounts outstanding for trade purchases and on-going costs. The management consider that the carrying amount of trade payables approximates to their fair value.
Fair value hierarchy :
Level 2 : All FVPL financial assets and liabilities are classified as level 2 inputs except certain investments amounting to Rs.1.35 which are classified as level 1 inputs.
Level 3 : All amortised cost financial assets and liabilities are classified as level 3 inputs.
NOTE 19 - NOTE ON EXPENDITURE ON CORPORATE SOCIAL RESPONSIBILITY
Following is the information regarding projects undertaken and expenses incurred on CSR activities during the year ended 31 March 2017:
i Gross amount required to be spent by the Company during the year - Rs.232.23 (2016 - Rs.141.07)
ii Amount spent during the year on: (by way of contribution to the trusts and projects undertaken)
NOTE 20- EXCEPTIONAL ITEMS
Exceptional items for year ended 31 March 2017 represents impairment loss relating to Investment, Share application money and Trade receivables from the Companyâs subsidiary Glenmark Pharmaceuticals Venezuela., C.A in Venezuela. The Company has not received approvals from the Venezuelan government to repatriate any amounts during the year ended 31 March 2017 and considering the uncertainty around repatriation, the Company believes it is appropriate to impair such investments, share application money and trade receivables pertaining to the said subsidiary.
NOTE 21 - RISK MANAGEMENT OBJECTIVES AND POLICIES
The Company is exposed to a variety of financial risks which results from the Companyâs operating and investing activities. The Company focuses on actively securing its short to medium term cash flows by minimising the exposure to financial markets.
The Company does not actively engage in the trading of financial assets for speculative purposes nor does it write options.
Financial assets that potentially subject the Company to concentrations of credit risk consist principally of cash equivalents, accounts receivables, other receivables, investment securities and deposits. By their nature, all such financial instruments involve risk including the credit risk of non-performance by counter parties.
The Companyâs cash equivalents and deposits are invested with banks.
The Companyâs trade and other receivables are actively monitored to review credit worthiness of the customers to whom credit terms are granted and also avoid significant concentrations of credit risks.
The Companyâs interest-rate risk arises from long-term borrowings. Borrowings obtained at variable rates expose the Company to cash flow interest-rate risk. Borrowings issued at fixed rates expose the Company to fair value interest-rate risk.
Foreign Currency sensitivity
The foreign currency sensitivity analysis has been performed in relation to US Dollar (USD), Euro (EUR) and Russian ruble (RUB).
US Dollar conversion rate was Rs.66.20 at the beginning of the year and scaled to a high of Rs.68.57 and to low of Rs.64.72. The closing rate is Rs.64.72. Considering the volatility in direction of strengthening dollar upto 10% , the sensitivity analysis has been disclosed at 10% movements on strengthening and weakening effect for presenting comparable movement due to currency fluctuations.
EUR conversion rate was Rs.75.37 at the beginning of the year and scaled to a high of Rs.76.60 and to low of Rs.69.13. The closing rate is Rs.69.13. Considering the volatility in direction of strengthening EUR upto 10% , the sensitivity analysis has been disclosed at 10% movements on strengthening and weakening effect for presenting comparable movement due to currency fluctuations.
RUB conversion rate was Rs.0.98 at the beginning of the year and scaled to a high of Rs.1.17 and to low of Rs.0.96. The closing rate is Rs.1.15. Considering the volatility in direction of strengthening RUB upto 10%, the sensitivity analysis has been disclosed at 10% movements on strengthening and weakening effect for presenting comparable movement due to currency fluctuations.
Interest rate sensitivity
The Companyâs policy is to minimise interest rate cash flow risk exposures on long-term borrowing. The Company has taken several short term borrowings on fixed rate of interest. Since, there is no interest rate cash outflow associated with such fixed rate loans; an interest rate sensitivity analysis has not been performed.
The bank deposits are placed on fixed rate of interest of approximately 4% to 6.35%. As the interest rate does not vary unless such deposits are withdrawn and renewed, sensitivity analysis is not performed.
Credit risk analysis
The Companyâs exposure to credit risk is limited to the carrying amount of financial assets recognised at the date of the balance sheet, as summarised below:
Trade receivables are usually due within 60-180 days. Generally and by practice most customers enjoy a credit period of approximately 180 days and are not interest bearing, which is the normal industry practice. All trade receivables are subject to credit risk exposure. However, the Company does not identify specific concentrations of credit risk with regard to trade and other receivables, as the amounts recognised represent a large number of receivables from various customers.
The Company continuously monitors defaults of customers and other counter parties, identified either individually or by the Company, and incorporates this information into its credit risk controls. The Companyâs policy is to deal only with creditworthy counter parties.
The Companyâs management considers that all the above financial assets that are not impaired for each of the reporting dates and are of good credit quality, including those that are past due. None of the Companyâs financial assets are secured by collateral or other credit enhancements.
In respect of trade and other receivables, the Companyâs credit risk exposure towards any single counter party or any group of counter parties having similar characteristics is considered to be negligible. The credit risk for liquid funds and other short-term financial assets is considered negligible, since the counter parties are reputable banks with high quality external credit ratings.
Liquidity risk analysis
The Company manages its liquidity needs by carefully monitoring scheduled debt servicing payments for long-term financial liabilities as well as cash-outflows due in day-to-day business. Liquidity needs are monitored in various time bands, on a day-to-day and week-to-week basis, as well as on the basis of a rolling 30-day projection. Long-term liquidity needs for a 180-day and a 360-day lookout period are identified monthly.
The Company maintains cash and marketable securities to meet its liquidity requirements for up to 30-day periods. Funding in regards to long-term liquidity needs is additionally secured by an adequate amount of committed credit facilities and the ability to sell long-term financial assets.
NOTE 21- CAPITAL MANAGEMENT POLICIES AND PROCEDURES
The Companyâs capital management objectives are:
- to ensure the Companyâs ability to continue as a going concern; and
- to provide an adequate return to shareholders by pricing products and services commensurately with the level of risk.
The Company monitors capital on the basis of the carrying amount of equity less cash and cash equivalents as presented on the face of the balance sheet. Capital for the reporting periods are summarised as follows:
The Companyâs goal in capital management is to maintain a capital-to-overall financing structure ratio as low as possible.
The Company sets the amount of capital in proportion to its overall financing structure, i.e. equity and financial liabilities. The Company manages the capital structure and makes adjustments to it in the light of changes in economic conditions and the risk characteristics of the underlying assets. In order to maintain or adjust the capital structure, the Company may adjust the amount of dividends paid to shareholders, return capital to shareholders, issue new shares, or sell assets to reduce debt.
Notes: 1 Intangible assets
As at the date of transition, Company has elected to consider the previous GAAP carrying value of all the items of intangible assets as deemed cost. So, there is no impact on equity as at the date of transition. There are few items of intangible assets which has been amortised in previous GAAP considering the useful life of five years. Under Ind AS, these assets has been considered as having infinite useful life and amortisation charges is nil on these assets after the date of transition. Instead, these assets has been tested for impairment on an annual basis. The adjustment on account of change in useful life have a positive impact of Rs.122.91 on equity reported under previous GAAP as at 31 March 2016.
2 Deferred tax
Deferred tax assets and liabilities under Indian GAAP were recorded only on timing differences. However, on transition to Ind AS, deferred tax assets and liabilities are recorded on temporary differences. On transition to Ind AS, the carrying values of assets and liabilities have undergone a change as a result of the adjustments indicated above, and accordingly, the deferred tax position has been recomputed after considering the new carrying amounts.
3 Proposed dividend
In preparation of the financial statements in accordance with Previous GAAP, the Company provided for proposed dividend and tax thereon to comply with the schedule III requirements of the Companies Act, 2013. On transition to Ind AS, proposed dividend is recognised based on the recognition principles of Ind AS 37- âProvisions, Contingent Liabilities and Contingent Assetsâ. Considering that the dividend has been proposed after the date of financial statements and becomes payable only after approval by the shareholders, there is no present obligation to pay this dividend as at the date of statement of balance sheet. Accordingly, the liability for proposed dividend and tax thereon has been reversed.
4 Remeasurement benefits
Under previous GAAP, remeasurement benefits on defined benefit obligation has been recognised in the statement of profit and loss. Ind AS 19 - Employee benefits required these remeasurement benefits to be recognised in other comprehensive income instead of statement of profit and loss.
5 Presentation differences
In the preparation of these Ind AS financial statements, the Company has made several presentation differences between Previous GAAP and Ind AS. These differences have no impact on reported profit or total equity. Accordingly, some assets and liabilities have been reclassified into another line item under Ind AS at the date of transition. Further, in these financial statements, some line items are described differently (renamed) under Ind AS as compared to Previous GAAP, although the assets and liabilities included in these line items are unaffected.
NOTE 22 - AUTHORISATION OF FINANCIAL STATEMENTS
The financial statements for the year ended 31 March 2017 were approved by the Board of Directors on 11 May 2017.
Mar 31, 2015
1. As at 31 March 2015, 164,800 options were outstanding under
Employee Stock Option Scheme 2003. On exercise of the options so
granted under Employee Stock Option Scheme 2003, the paid-up equity
share capital of the Company will increase by equivalent number of
shares.
2. Right, preference and restriction on shares
The Company presently has only one class of ordinary equity shares. For
all matters submitted to vote in the shareholders meeting, every holder
of ordinary equity shares, as reflected in the records of the Company
on the date of the shareholders' meeting, has one vote in respect of
each share held. All shares are equally eligible to receive dividends
and the repayment of capital in the event of liquidation of the
Company.
3. In the period of five years immediately preceeding 31 March 2015,
the Company has not allotted any shares as fully paid up pursuant to
contracts without payment being received in cash. Further, the Company
has neither issued bonus shares nor bought back any shares during the
aforementioned period.
4. Employee Stock Option Scheme, 2003 (ESOS)
The Company has formulated an Employee Stock Option Scheme ('ESOS')
scheme namely ESOS 2003 under which it has made grants on various dates
from time to time. Each grant has a vesting period which varies from 1
- 2 years and up to 4 - 6 years from the date of grant depending on the
terms of the grant. The grants are made at the market price of the
equity shares of the Company on either the date or the closing price of
the date prior to day of the grant.
(i) Income received in advance represents advance received from
customers for future supply of materials. The Company has recognised an
income of Rs. 344.95 (2014 - Rs. 213.45) in current year and will
recognise the balance amount in the coming periods. Refer note no. 7
for amount recognisable in one year.
(ii) Glenmark Pharmaceuticals Inc., USA (Formerly known as Glenmark
Generics Inc., USA) (subsidiary of the Company) has settled dispute
resolution with attorney general of the State of Texas (USA) on 7 April
2015. Under the settlement agreement, Glenmark will pay the State of
Texas a total of USD13.75 million (including USD 2.5 million for
attorneys' fees and costs) for the State's general revenue fund and USD
11.25 million to the federal government. Total liability is USD 25
million (Rs. 1,562.37). Payment will be made in 16 equal payments of
USD1.5625 million each quarter for the next 16 quarters commencement
from1 April 2015. Amount due in the next 12 months is USD 6.25 million
(Rs. 390.59) which is recognised as current liability. As per the
agreement between the Company and Glenmark Pharmaceuticals Inc.,
Company will reimburse such expenses to the Glenmark Pharmaceuticals
Inc.
Legal expense incurred by the subsidiary amounting to USD 2.00 million
(Rs. 125.00) is recognised as payable to subsidiaries in trade
payables.
31 March 2015 31 March 2014
5. CONTINGENT LIABILITIES AND
COMMITMENTS NOT PROVIDED FOR
(i) Contingent Liabilities
(a) Claims against the company not
acknowledged as debts
Labour dispute 9.75 0.07
Disputed taxes and duties 223.92 123.96
(b) Guarantees
Bank guarantees 73.82 60.18
Letter of comfort on behalf of
subsidiaries
Glenmark Distributors SP z.o.o., 218.73 721.08
Poland
Glenmark Generics Ltd., India - 1,500.00
Glenmark Holding S. A., 34,684.73 25,237.80
Switzerland
Glenmark Impex L.L.C., Russia 2,608.59 2,297.07
Glenmark Farmaceutica Ltda., Brazil 1,374.89 1,111.67
Glenmark Pharmaceuticals S.R.L., 68.27 562.94
Romania
Glenmark Pharmaceuticals S.R.O., 249.98 480.72
Czech Republic
Glenmark Pharmaceuticals SK, s.r.o., - 135.20
Slovak Republic
Glenmark Generics Finance S. A., 12,925.98 -
Switzerland
(c) Others
Open letters of credit 827.87 223.22
Indemnity bonds for Customs 2,775.23 393.71
6. In January 2014, the National Pharma Pricing Authority (NPPA)
issued a demand notice of Rs. 150 towards overpricing of product
"Doxovent 400 mg tab". The Company has filed a petition under Article
32 with the Hon'ble Supreme Court of India (Hon'ble Court), challenging
the issue of the above mentioned demand notice on various grounds. This
petition has been tagged alongwith another petition filed by another
pharmaceutical company, pending before supreme court relating to the
inclusion criteria of certain drugs including "Theophylline" in the
schedule of the DPCO, 1995, both matters are sub-judice before the
Hon'ble Court.
The Hon'ble Court passed an ad-interim order staying any coercive steps
against the Company.
The Hon'ble Court has constituted a special bench to hear the petition
(along with other petitions filed in this regard) and the matter is
expected to be listed in due course.
The company based on legal advise, does not forsee any liability
devolving in this regard.
7. Merck Sharp & Dohme Pharmaceuticals Private Limited ('Merck'), the
Indian affiliate of Merck & Co. Inc., USA had filed a suit for
infringement and was seeking permanent injunction in the Hon'ble High
Court at Delhi to restrain the Company from manufacturing and sale of
generic versions of Merck's product Januvia (Sitagliptin Phosphate
Monohydrate). The petition was dismissed by the single bench of the
Hon'ble High Court at Delhi and Merck had filed an appeal before the
divisional bench of the Hon'ble High Court at Delhi. On 20 March 2015,
the High Court of Delhi injuncted the Company from making and marketing
the product Zita and Zita-Met.
The Hon'ble Supreme Court of India on Special Leave Petition filed by
the Company directed the trial to be expedited and completed by 30 June
2015 and daily hearing before Single Judge, Delhi High Court from 6
July 2015.
The Supreme Court permitted the Company to continue selling the
existing stock while restrained from further manufacturing of the said
products.
8. Commitments
(a) Estimated amount of contracts remaining to be executed on capital
account, net of advances, not provided for as at 31 March 2015
aggregate Rs. 485.18 (2014 - Rs. 590.05).
(b) Estimated amount of contracts remaining to be executed on other
than capital commitment, net of advances, not provided for as at 31
March 2015 aggregate Rs. 2,260.74 (2014 - Rs. 203.94).
9. SEGMENT INFORMATION
Business segments
The Company is primarily engaged in a single segment business of
pharmaceuticals and is managed as one entity, for its various
activities and manufacturing and marketing of pharmaceuticals is
governed by a similar set of risks and returns.
10. RELATED PARTY DISCLOSURES
In accordance with the requirements of Accounting Standard - 18
"Related Party Disclosures", the names of the related parties where
control exists and/or with whom transactions have taken place during
the year and description of relationships, as identified and certified
by the management are as follows:
11. Parties where direct/indirect control exists
i) Subsidiary companies
Glenmark Pharmaceuticals (Europe) R&D Ltd., U.K. (formerly known as
Glenmark Pharmaceuticals Europe Ltd., U.K.)
Glenmark Pharmaceuticals Europe Ltd., U.K. (formerly known as Glenmark
Generics (Europe) Ltd., U.K.)
Glenmark Pharmaceuticals S.R.O., Czech Republic Glenmark
Pharmaceuticals SK, s.r.o., Slovak Republic
Glenmark Pharmaceuticals S. A., Switzerland
Glenmark Holding S. A., Switzerland
Glenmark Generics Finance S. A., Switzerland
Glenmark Pharmaceuticals S.R.L., Romania
Glenmark Distributors SP z.o.o., Poland
Glenmark Pharmaceuticals SP z. o.o., Poland
Glenmark Pharmaceuticals Inc., USA (formerly known as Glenmark Generics
Inc., USA)
Glenmark Therapeutics Inc., USA
Glenmark Farmaceutica Ltda., Brazil
Glenmark Generics SA., Argentina
Glenmark Pharmaceuticals Mexico, S.A. DE C.V., Mexico
Glenmark Pharmaceuticals Peru SAC., Peru
Glenmark Pharmaceuticals Colombia SAS, Colombia (formerly known as
Glenmark Pharmaceuticals Colombia Ltda., Colombia)
Glenmark Uruguay S.A., Uruguay
Glenmark Pharmaceuticals Venezuela., C.A , Venezuela
Glenmark Dominicana, SRL, Dominican Republic
Glenmark Pharmaceuticals Egypt S.A.E., Egypt
Glenmark Pharmaceuticals FZE., United Arab Emirates
Glenmark Impex L.L.C., Russia
Glenmark Philippines Inc., Philippines
Glenmark Pharmaceuticals (Nigeria) Ltd., Nigeria
Glenmark Pharmaceuticals Malaysia Sdn Bhd., Malaysia
Glenmark Pharmaceuticals (Australia) Pty Ltd., Australia
Glenmark South Africa (Pty) Ltd., South Africa
Glenmark Pharmaceuticals South Africa (Pty) Ltd., South Africa
Glenmark Pharmaceuticals B.V., Netherlands (formerly known as Glenmark
Generics B.V., Netherlands)
Glenmark Arzneimittel Gmbh., Germany
Glenmark Pharmaceuticals Canada Inc., Canada (formerly Known as
Glenmark Generics Canada, Inc., Canada)
Glenmark Pharmaceuticals Kenya Ltd., Kenya Glenmark Therapeutics AG,
Switzerland
ii) Investment in Joint Venture
Glenmark Pharmaceuticals (Thailand) Co. Ltd., Thailand
iii) Enterprise over which key managerial personnel excercise
significant influence Glenmark Foundation Glenmark Aquatic Foundation
b) Related party relationships where transactions have taken place
during the year
Subsidiary Companies/Joint Venture/Enterprise over which key managerial
personnel excercise significant influence
Glenmark Farmaceutica Ltda., Brazil
Glenmark Philippines Inc., Philippines
Glenmark Pharmaceuticals (Nigeria) Ltd., Nigeria
Glenmark Pharmaceuticals S.A., Switzerland
Glenmark Pharmaceuticals Malaysia Sdn. Bhd., Malaysia
Glenmark Impex L.L.C., Russia
Glenmark Holding S.A., Switzerland
Glenmark Pharmaceuticals Peru SAC., Peru
Glenmark Pharmaceuticals Venezuela., C.A, Venezuela
Glenmark Pharmaceuticals FZE., United Arab Emirates
Glenmark Pharmaceuticals Egypt S.A.E., Egypt
Glenmark Generics SA., Argentina
Glenmark Pharmaceuticals (Europe) R&D Ltd., U.K. (formerly known as
Glenmark Pharmaceuticals Europe Ltd., U.K.)
Glenmark Pharmaceuticals Europe Ltd., U.K. (formerly known as Glenmark
Generics (Europe) Ltd., U.K.)
Glenmark Pharmaceuticals Inc., USA (Formerly known as Glenmark Generics
Inc., USA)
Glenmark Pharmaceuticals s.r.o., Czech Republic
Glenmark Therapeutics Inc., USA
Glenmark Pharmaceuticals (Thailand) Co. Ltd., Thailand
Glenmark Dominicana SA., Dominican Republic
Glenmark Pharmaceuticals SP z.o.o., Poland
Glenmark Distributor SP z.o.o., Poland
Glenmark Pharmaceuticals SK, s.r.o., Slovak Republic
Glenmark Pharmaceuticals S.R.L., Romania
Glenmark Pharmaceuticals South Africa (Pty) Ltd., South Africa
Glenmark Pharmaceuticals Kenya Ltd., Kenya
Glenmark Pharmaceuticals Colombia SAS, Colombia (Formerly known as
Glenmark Pharmaceuticals Colombia Ltda.,
Colombia)
Glenmark Pharmaceuticals Mexico, S.A. DE C.V., Mexico
Glenmark Pharmaceuticals (Australia) Pty Ltd., Australia
Glenmark Generics Finance S.A., Switzerland
Glenmark Foundation
Glenmark Aquatic Foundation
c) Key Management Personnel
Mr. Glenn Saldanha (Chairman & Managing Director)
Mrs. Cherylann Pinto (Executive Director)
Mr. Rajesh Desai (Executive Director)
Mr. Sanjay Kumar Chowdhary (Company Secretary & Compliance Officer)
32. OUTSTANDING DUES TO MICRO, SMALL AND MEDIUM SCALE ENTERPRISES
Based on the information available with the Company, no creditors have
been identified as "supplier" within the meaning of "Micro, Small and
Medium Enterprises Development (MSMED) Act, 2006". Accordingly, no
disclosure under the MSMED Act are required to be given.
12. LEASES
The Company has taken on lease/leave and licence godowns/residential &
office premises at various locations in the country.
i) The Company's significant leasing arrangements are in respect of the
above godowns & premises (including furniture and fittings therein, as
applicable). The aggregate lease rentals payable are charged to
Statement of Profit and Loss as Rent.
ii) The Leasing arrangements which are cancellable range between 11
months to 5 years. They are usually renewable by mutual consent on
mutually agreeable terms. Under these arrangements, generally
refundable interest free deposits have been given. An amount of Rs.
105.42 (2014 - Rs. 100.43) towards deposit and unadjusted advance rent
is recoverable from the lessors.
13. TAXATION
Provision for current taxation for the Company of Rs. 2,801.69
represents Minimum alternate tax pursuant to the provisions of Section
115JB of the Income Tax Act, 1961 of India.
The Finance Act, 2005 inserted sub-section (1A) to section 115JAA to
grant tax credit in respect of MAT paid under Section 115JB of the Act
with effect from Assessment Year 2006-07 and carry forward the credit
for a period of 10 years. In accordance with the Guidance Note issued
on "Accounting for credit available in respect of Minimum Alternative
Tax (MAT) under the Income Tax Act 1961" by the Institute of the
Chartered Accountants of India, the Company has recognised MAT Credit
which is expected to be set-off against the tax liability, other than
MAT in future years. Accordingly, an amount of Rs.526.92 for the
current year has been recognised as MAT Credit Entitlement.
14. RESEARCH AND DEVELOPMENT EXPENDITURE
During the year, the Company expensed Rs. 2,773.14 (2014 - Rs.
1,213.55) towards research and development costs.
15. SUBSEQUENT EVENTS
The Company in its meeting of Preferential Issue Committee of the Board
of Directors held on May 19, 2015, has allotted 10,800,000 Equity
Shares of the face value of Rs. 1/- each at a price of Rs. 875 per
equity share to Aranda Investments (Mauritius) Pte. Ltd., on
preferential basis in terms of Chapter VII of SEBI (ICDR) Regulations
and the applicable sections of the Companies Act, 2013.
16. In terms of proviso to Clause 3(i) of Part A of Schedule II to the
Companies Act, 2013 (the Act), the Company has based on a technical
evaluation decided to adopt useful life for various fixed assets, which
are in certain cases, different from those prescribed in Schedule II to
the Act. The useful life of an asset is not ordinarily different from
the useful life specified in Part C and the residual value of an asset
is not more than five per cent of the original cost of the asset. The
impact of Such change will decrease profit byRs. 69.13 for FY 2014-15.
17. PRIOR YEAR COMPARATIVES
The current year figures are not comparable with that of the
corresponding previous year due to Merger of Glenmark Generics Ltd. and
Glenmark Access Ltd. with the Company during the year. (Refer Note 1A)
Prior year's figures have been regrouped or reclassified wherever
necessary to confirm to current year's classification.
Mar 31, 2014
1. CONTINGENT LIABILITIES AND COMMITMENTS NOT PROVIDED FOR
31 March 2014 31 March 2013
(i) Contingent Liabilties
(a) Claims against the Company not acknowledged as debts
- Labour dispute 0.07 0.06
- Disputed taxes and duties 123.96 105.78
(b) Guarantees
Bank guarantees 60.18 41.39
Letter of comfort on behalf of
subsidiaries, to the extent of limits 32,046.48 24,286.73
(c) Others
Open letters of credit 223.22 18.64
Indemnity bonds 393.71 374.57
(d) In January 2014, the National Pharma Pricing Authority (NPPA)
issued a demand notice ofRs. 150 towards overpricing of product "Doxovent
400 mg tab". The Company has filed a petition under Article 32 with the
Hon''ble Supreme Court of India (Hon''ble Court), challenging the issue
of the above mentioned demand notice on various grounds, primarily,
that inclusion of "Theophylline" in the schedules of DPCO, 1995 is
sub-judice before the Hon''ble Court.
The Hon''ble Court passed an ad-interim order staying any coercive steps
against the Company and directed the matter be tagged along with the
petition on the inclusion of "Theophylline" in the Schedule of DPCO,
1995. The Hon''ble Court has constituted a special bench to hear the
petition (along with other petitions filed in this regard) and the
matter is expected to be listed in due course.
(ii) Commitments
(a) Estimated amount of contracts remaining to be executed on capital
account, net of advances, not provided for as at 31 March 2014
aggregate X 590.05 (2013 - X 264.03).
(b) Estimated amount of contracts remaining to be executed on other
than capital commitment, net of advances, not provided for as at 31
March 2014 aggregate X 203.94 (2013 - X 209.26).
2. EARNINGS PER SHARE
Basic earnings per share is calculated by dividing the net profit for
the year attributable to equity shareholders by the weighted average
number of equity shares outstanding during the year.
For the purpose of calculating diluted earnings per share, the weighted
average number of shares outstanding are adjusted for the effects of
all dilutive potential equity shares from the exercise of options on
unissued share capital.
3. SEGMENT INFORMATION
Business segments
The Company is primarily engaged in a single segment business of
formulations and is managed as one entity, for its various activities
and manufacturing and marketing of pharmaceuticals is governed by a
similar set of risks and returns.
Geographical segments
In the view of the management, the Indian and export markets represent
geographical segments.
Revenue by market - The following is the distribution of the Company''s
sale (of products and services) by geographical markets (gross of
excise duty and sales tax):
4. RELATED PARTY DISCLOSURES
In accordance with the requirements of Accounting Standard - 18
"Related Party Disclosures", the names of the related parties where
control exists and/or with whom transactions have taken place during
the year and description of relationships, as identified and certified
by the management are as follows:
a) Parties where direct/indirect control exists
i) Subsidiary companies
Clenmark Pharmaceuticals (Europe) R&D Ltd., U.K. (formerly known as
Clenmark Pharmaceuticals Europe Ltd., U.K.)
Clenmark Pharmaceuticals Europe Ltd., U.K. (formerly known as Clenmark
Generics (Europe) Ltd., U.K.)
Clenmark Pharmaceuticals S.R.O., Czech Republic
Clenmark Pharmaceuticals SK, s.r.o., Slovak Republic
Clenmark Pharmaceuticals S. A., Switzerland
Clenmark Holding S. A., Switzerland
Clenmark Generics Finance S. A., Switzerland
Clenmark Pharmaceuticals S.R.L., Romania
Clenmark Pharmaceuticals Eood., Bulgaria
Clenmark Distributors SP z.o.o., Poland
Clenmark Pharmaceuticals SP z.o.o., Poland
Clenmark Generics Inc., USA
Clenmark Therapeutics Inc., USA
Glenmark Farmaceutica Ltda., Brazil
Clenmark Generics SA., Argentina
Clenmark Pharmaceuticals Mexico, S.A. DE C.V., Mexico
Glenmark Pharmaceuticals Peru SAC, Peru
Clenmark Pharmaceuticals Colombia SAS, Colombia (formerly known as
Clenmark Pharmaceuticals Colombia Ltda., Colombia)
Clenmark Uruguay S.A., Uruguay
Glenmark Pharmaceuticals Venezuela C.A., Venezuela
Clenmark Dominicana, SRL, Dominican Republic
Clenmark Pharmaceuticals Egypt S.A.E., Egypt
Glenmark Pharmaceuticals FZE., United Arab Emirates
Clenmark Impex L.L.C., Russia
Clenmark Philippines Inc., Philippines
Glenmark Pharmaceuticals (Nigeria) Ltd., Nigeria
Clenmark Pharmaceuticals Malaysia Sdn Bhd., Malaysia
Glenmark Pharmaceuticals (Australia) Pty Ltd., Australia
Clenmark South Africa (Pty) Ltd., South Africa
Glenmark Pharmaceuticals South Africa (Pty) Ltd., South Africa
Clenmark Access Ltd (formerly known as Glenmark Exports Ltd.)., India
Clenmark Generics Ltd., India
Clenmark Pharmaceuticals B.V., Netherlands (formerly known as Glenmark
Generics B.V.), Netherlands
Glenmark Arzneimittel Gmbh., Germany
Glenmark Generics Canada, Inc., Canada
Clenmark Pharmaceuticals Kenya Ltd., Kenya
Glenmark Therapeutics AC, Switzerland ii) Investment in Joint Venture
Glenmark Pharmaceuticals (Thailand) Co. Ltd., Thailand iii) Enterprise
over which key managerial personnel exercise significant influence
Clenmark Foundation, India
b) Related party relationships where transactions have taken place
during the year Subsidiary Companies/Joint Venture
Glenmark Farmaceutica Ltda., Brazil
Glenmark Philippines Inc., Philippines
Glenmark Pharmaceuticals (Nigeria) Ltd., Nigeria
Glenmark Pharmaceuticals S.A., Switzerland
Glenmark Pharmaceuticals Malaysia Sdn. Bhd., Malaysia
Glenmark Impex L.L.C., Russia
Glenmark Holding S.A., Switzerland
Glenmark Generics Ltd., India
Glenmark Pharmaceuticals Peru SAC., Peru
Glenmark Pharmaceuticals Venezuela C.A., Venezuela
Glenmark Pharmaceuticals FZE., United Arab Emirates
Glenmark Pharmaceuticals Egypt S.A.E., Egypt
Glenmark Generics S.A., Argentina
Glenmark Pharmaceuticals (Europe) R&D Ltd., U.K. (formerly known as
Glenmark Pharmaceuticals Europe Ltd., U.K.)
Glenmark Pharmaceuticals Europe Ltd., U.K. (formerly known as Glenmark
Generics (Europe) Ltd., U.K.)
Glenmark Generics Inc., USA
Glenmark Pharmaceuticals s.r.o., Czech Republic
Glenmark Therapeutics Inc., USA
Glenmark Pharmaceuticals (Thailand) Co. Ltd., Thailand
Glenmark Dominicana SRL., Dominican Republic
Glenmark Pharmaceuticals SP z.o.o., Poland
Glenmark Distributors SP z.o.o., Poland
Glenmark Pharmaceuticals SK, s.r.o., Slovak Republic
Glenmark Pharmaceuticals S.R.L., Romania
Glenmark Pharmaceuticals South Africa (Pty) Ltd., South Africa
Glenmark Pharmaceuticals Kenya Ltd., Kenya
Glenmark Pharmaceuticals Colombia SAS, Colombia (formerly known as
Glenmark Pharmaceuticals Colombia Ltda., Colombia)
Glenmark Pharmaceuticals Mexico, S.A. DE C.V., Mexico
Glenmark Pharmaceuticals (Australia) Pty Ltd., Australia
Glenmark Therapeutics AG., Switzerland
Glenmark Access Ltd (formerly known as Glenmark Exports Ltd.)., India
Enterprise over which key managerial personnel exercise significant
influence
Glenmark Foundation, India
c) Key Management Personnel
Mrs. B.E. Saldanha (Non-Executive Director)
Mr. Glenn Saldanha (Chairman & Managing Director)
Mrs. Cherylann Pinto (Executive Director)
Mr. Rajesh Desai (Executive Director)
5. OUTSTANDING DUES TO MICRO, SMALL AND MEDIUM SCALE BUSINESS
ENTERPRISES
Based on the information available with the Company, no creditors have
been identified as "supplier" within the meaning of "Micro, Small and
Medium Enterprises Development (MSMED) Act, 2006". Accordingly, no
disclosure under the MSMED Act are required to be given.
6. LEASES
The Company has taken on lease/leave and licence godowns/residential &
office premises at various locations in the country.
i) The Company''s significant leasing arrangements are in respect of the
above godowns & premises (including furniture and fittings therein, as
applicable). The aggregate lease rentals payable are charged to
Statement of Profit and Loss as rent.
ii) The Leasing arrangements which are cancellable range between 11
months to 5 years. They are usually renewable by mutual consent on
mutually agreeable terms. Under these arrangements, generally
refundable interest free deposits have been given. An amount of Rs.
100.43 (2013 - Rs. 98.62) towards deposit and unadjusted advance rent is
recoverable from the lessors.
The Company has entered into operating lease agreements for the rental
of its office premises for a period of 3 to 5 years.
7. TAXATION
Provision for current taxation for the Company of Rs. 1,080.21 represents
Minimum Alternate Tax pursuant to the provisions of Section 115JB of
the Income Tax Act, 1961 of India.
The Finance Act, 2005 inserted sub section (1A) to Section 115JAA to
grant tax credit in respect of MAT paid under Section 115JB of the Act
with effect from Assessment Year 2006-07 and carryforward the credit
for a period of 10 years. In accordance with the Guidance Note issued
on "Accounting for credit available in respect of Minimum Alternative
Tax (MAT) under the Income Tax Act, 1961" by the Institute of the
Chartered Accountants of India, the Company has recognised MAT Credit
which is expected to be set-off against the tax liability, other than
MAT in future years. Accordingly, an amount of Rs. 477.56 for the current
year has been recognised as MAT Credit Entitlement in note 11.
8. EMPLOYEE BENEFITS
The disclosures as required as per the revised AS 15 are as under:
1. Brief description of the Plans
The Company has various schemes for long-term benefits such as
Provident Fund, Superannuation, Gratuity and Compensated absences. In
case of funded schemes, the funds are recognised by the Income tax
authorities and administered through appropriate authorities. The
Company''s defined contribution plans are Superannuation and Employees''
Provident Fund and Pension Scheme (under the provisions of the
Employees'' Provident Funds and Miscellaneous Provisions Act, 1952)
since the Company has no further obligation beyond making the
contributions. The Company''s defined benefit plans include Gratuity
benefit.
9. RESEARCH AND DEVELOPMENT EXPENDITURE
During the year, the Company expensed Rs. 1,213.55 (2013 - Rs. 929.44) as
research and development costs.
10. Disclosure of Assets and Liabilities as on 31 March 2014 and Income
and Expenses for the year ended 31 March 2014 related to the interest
of the Company in the joint venture Clenmark Pharmaceuticals (Thailand)
Co. Ltd, Thailand. These extracts have been drawn up from the audited
financial statements of the joint venture, without giving effect to the
elimination of transactions between the Company and the joint venture.
11. OTHER EVENTS
(i) The Board of Directors of Clenmark Pharmaceuticals Limited ("GPL"),
in their meeting held on 31 January 2014, have approved a proposal to
merge its subsidiaries i.e. Clenmark Generics Limited ("CCL") and
Clenmark Access Limited ("GAL"), with GPL.
The merger will be effected through a court approved Scheme of
Amalgamation under Sections 391 to 394 and other applicable provisions
of Companies Act, 1956 ("Scheme"). As on date, 99.33% of the share
capital of CGLis being held by GPL (including 1.19% being held by GAL,
a wholly owned subsidiary of GPL). As per the Scheme, the remaining
shareholders holding 0.67% (1,016,741 equity shares) of the share
capital of GCL will be issued shares of GPL at a swap ratio which has
been determined as 4 shares of GPL of Rs. 1 each for every 5 shares of Rs.
10 each held by shareholders of GCL. The Company has initiated
necessary legal process to conclude the merger. The accounting effect
of the merger shall be given only upon receipt of all regulatory
approvals and necessary submissions to relevant authorities.
(ii) Merck Sharp & Dohme Pharmaceuticals Private Limited (''Merck''), the
Indian affiliate of Merck & Co. Inc., USA had filed a suit for
infringment and was seeking permanent injunction in the Hon''ble High
Court at Delhi to restrain Clenmark from manufacturing and sale of
generic versions of Merck''s product Januvia (Sitagliptin Phosphate
Monohydrate). The petition was dismissed by the single bench of the
Hon''ble High Court at Delhi and Merck has now filed an appeal before
the divisional bench of the Hon''ble High Court at Delhi, which is
pending orders. Based on legal advice, the management is of the opinion
that no liability is likely to devolve on the Company.
12. PRIOR YEAR COMPARATIVES
Prior year''s figures have been regrouped or reclassified wherever
necessary to confirm to current year''s classification.
Mar 31, 2013
1. Earnings per share
Basic earnings per share is calculated by dividing the net profit for
the year attributable to equity shareholders by the weighted average
number of equity shares outstanding during the year.
For the purpose of calculating diluted earnings per share, the weighted
average number of shares outstanding are adjusted for the effects of
all dilutive potential equity shares from the exercise of options on
unissued share capital.
The calculations of earnings per share (basic and diluted) are based on
the earnings and number of shares as computed below.
2. Segment Information Business segments
The Company is primarily engaged in a single segment business of
formulations and is managed as one entity, for its various activities
and manufacturing and marketing of pharmaceuticals is governed by a
similar set of risks and returns.
3. Related Party Disclosures
In accordance with the requirements ofAccounting Standard -18
"Related Party Disclosures", the names of the related parties where
control exists and/or with whom transactions have taken place during
the year and description of relationships, as identified and certified
by the management are as follows:
a) Parties where direct/indirect control exists
i) Subsidiary companies
Glenmark Pharmaceuticals Europe Ltd., U.K.
Glenmark Generics (Europe) Ltd., U.K.
Glenmark Pharmaceuticals S.R.O., Czech Republic
Glenmark Pharmaceuticals SK, s.r.o., Slovak Republic
Glenmark Pharmaceuticals S. A., Switzerland
Glenmark Holding S. A., Switzerland
Glenmark Generics Holding S.A., Switzerland (merged with Glenmark
Generics Finance SAw.e.f. 1 April 2012.)
Glenmark Generics Finance S. A., Switzerland
Glenmark Pharmaceuticals S.R.L., Romania
Glenmark Pharmaceuticals Eood., Bulgaria
Glenmark Distributors SP z.o.o., Poland
Glenmark Pharmaceuticals SP z.o.o., Poland
Glenmark Generics Inc., USA
Glenmark Therapeutics Inc., USA
Glenmark Farmaceutica Ltda., Brazil
Glenmark Generics S.A., Argentina
Glenmark Pharmaceuticals Mexico, S.A. DE C.V., Mexico
Glenmark Pharmaceuticals Peru SAC., Peru
Glenmark Pharmaceuticals Colombia Ltda., Colombia
Glenmark Uruguay S.A., Uruguay
Glenmark Pharmaceuticals Venezuela., C.A, Venezuela
Glenmark Dominicana, SRL, Dominican Republic
Glenmark Pharmaceuticals Egypt S.A.E., Egypt
Glenmark Pharmaceuticals FZE., U.A.E.
Glenmark Impex L.L.C., Russia
Glenmark Philippines Inc., Philippines
Glenmark Pharmaceuticals (Nigeria) Ltd., Nigeria
Glenmark Pharmaceuticals Malaysia Sdn Bhd., Malaysia
Glenmark Pharmaceuticals (Australia) Pty Ltd., Australia
Glenmark South Africa (Pty) Ltd., South Africa
Glenmark Pharmaceuticals South Africa (Pty) Ltd., South Africa
Glenmark Access Ltd. (formerly known as Glenmark Exports Ltd.)
Glenmark Generics Ltd., India
Glenmark Generics B.V., Netherlands
Glenmark Arzneimittel Gmbh., Germany
Glenmark Generics Canada, Inc.
Glenmark Pharmaceuticals Kenya Ltd.; Kenya
Glenmark Therapeutics AG; Switzerland
ii) Investment in Joint Venture
Glenmark Pharmaceuticals (Thailand) Co. Ltd., Thailand
iii) Enterprise over which key managerial personnel exercise
significant influence Glenmark Foundation, India
b) Related party relationships where transactions have taken place
during the year Subsidiary Companies/Joint Venture
Glenmark Farmaceutica Ltda., Brazil
Glenmark Philippines Inc., Philippines
Glenmark Pharmaceuticals (Nigeria) Ltd., Nigeria
Glenmark Pharmaceuticals S.A., Switzerland
Glenmark Pharmaceuticals Malaysia Sdn. Bhd., Malaysia
Glenmark Impex L.L.C., Russia
Glenmark Holding S.A., Switzerland
Glenmark Generics Ltd., India
Glenmark Pharmaceuticals Peru SAC., Peru
Glenmark Pharmaceuticals Venezuela., C.A, Venezuela
Glenmark Pharmaceuticals FZE., U.A.E.
Glenmark Pharmaceuticals Egypt S.A.E., Egypt
Glenmark Generics SA., Argentina
Glenmark Generics (Europe) Ltd., U.K.
Glenmark Pharmaceuticals Europe Ltd., U.K.
Glenmark Generics Inc., USA
Glenmark Pharmaceuticals s.r.o., Czech Republic
GlenmarkTherapeutics Inc., USA
Glenmark Pharmaceuticals (Thailand) Co. Ltd., Thailand
Glenmark Dominicana SA., Dominican Republic
Glenmark Distributor SP z.o.o., Poland
Glenmark Pharmaceuticals S.R.L., Romania
Glenmark Pharmaceuticals South Africa (Pty) Ltd., South Africa
Glenmark Pharmaceuticals Kenya Ltd; Kenya
Glenmark Pharmaceuticals Colombia Ltda., Colombia
Glenmark Pharmaceuticals Mexico, S.A. DE C.V., Mexico
Glenmark Pharmaceuticals (Australia) Pty Ltd., Australia
Glenmark Therapeutics AG; Switzerland
Glenmark Uruguay S.A., Uruguay
Enterprise over which key managerial personnel exercise significant
influence
Glenmark Foundation, India
c) Key management personnel
Mr. Gracias Saldanha (Upto 20 July 2012)
Mrs. B. E. Saldanha
Mr. Glenn Saldanha
Mrs. Cherylann Pinto
Mr. R. V. Desai (Appointed w.e.f 9 November 2011)
Mr. A. S. Mohanty (Upto 10 May 2011)
4. Outstanding Dues to Micro, Small and Medium Scale Business
Enterprises
The Company has not received any information from the "suppliers"
regarding their status under the Micro, Small and Medium Enterprises
Development Act, 2006 and hence disclosures, if any, relating to the
amounts as at year-end together with interest paid/payable as required
under the said Act have not been given.
5. Leases
The Company has taken on lease/ leave and licence godowns/ residential
& office premises at various locations in the country.
i) The Company''s significant leasing arrangements are in respect of
the above godowns & premises (including furniture and fittings therein,
as applicable). The aggregate lease rentals payable are charged to
Statement of Profit and Loss as Rent.
ii) The Leasing arrangements which are cancellable range between 11
months to 5 years. They are usually renewable by mutual consent on
mutually agreeable terms. Under these arrangements, generally
refundable interest free deposits have been given. An amount ofRs.
98.62 (2012 -Rs. 99.32) towards deposit and unadjusted advance rent is
recoverable from the lessor.
6. Taxation
Provision for current taxation for the Company of Rs. 656.97 represents
Minimum Alternate Tax pursuant to the provisions of Section 115JB of
the Income Tax Act, 1961 of India. The Finance Act, 2005 inserted
sub-section (1A) to Section 115JAA to grant tax credit in respect of
MAT paid under Section 115JB of the Act with effect from Assessment
Year 2006-07 and carry forward the credit for a period of 10 years. In
accordance with the Guidance Note issued on "Accounting for credit
available in respect of Minimum Alternative Tax (MAT) under the Income
Tax Act, 1961" by the Institute of the Chartered Accountants of
India, the Company has recognised MAT Credit which is expected to be
set-off against the tax liability, other than MAT in future years.
Accordingly, an amount of Rs. 656.97 for the current year and has been
recognised as MAT Credit Entitlement in Note 13.
7. Employee Benefits
The disclosures as required as per the revised AS 15 are as under:
1. BriefdescriptionofthePlans
The Company has various schemes for long-term benefits such as
Provident Fund, Superannuation, Gratuity and Compensated absences. In
case of funded schemes, the funds are recognised by the Income tax
authorities and administered through appropriate authorities. The
Company''s defined contribution plans are Superannuation and
Employees'' Provident Fund and Pension Scheme (under the provisions of
the Employees'' Provident Funds and Miscellaneous Provisions Act,
1952) since the Company has no further obligation beyond making the
contributions. The Company''s defined benefit plans include Gratuity
benefit.
8. Research and development expenditure
During the year, the Company expensed Rs. 929.44 (2012 -Rs. 759.57) as
research and development costs.
9. Extracts of Assets and Liabilities as on 31 March 2013 and Income
and Expenses for the year ended 31 March 2013 related to the interest
of the Company (without elimination of the effect of transactions
between the Company and Glenmark Pharmaceuticals (Thailand) Co. Ltd.,
Thailand) have been extracted from the audited financial statements:
10. Other Events
Merck Sharp & Dohme Pharmaceuticals Private Limited (''Merck''), the
Indian affiliate of Merck & Co. Inc., USA had filed a decree for
permanent injunction in the Hon''ble High Court at Delhi to restrain
Glenmark Pharmaceuticals Limited from manufacture and sale of generic
versions of Merck''s product Januvia (Sitagliptin Phosphate) alleging
patent right infringement. The petition was dismissed by the single
bench of the Hon''ble High Court at Delhi and Merck has now filed an
appeal before the divisional bench of the Hon''ble High Court at
Delhi, which is pending hearing. Based on a legal advice, the
management is confident that no liability is likely to devolve on the
Company.
11. Prior Year Comparatives
Prior year''s figures have been regrouped or reclassified wherever
necessary to confirm to current year''s classification.
Mar 31, 2012
31 March
2012 31 March
2011
1. Contingent Liabilities and Commitments
not provided for
(i) Contingent Liabilties
(a) Claims against the Company not
acknowledge as debts
- Labour Dispute 0.09 0.15
- Disputed Taxes and Duties 154.47 27.37
(b) Guarantees
Bank guarantees 19.63 20.28
Letter of comfort on behalf of subsidiaries,
to the extent of limits 15,925.54 5,687.13
Corporate Guarantee (Refer Note) - 1,206.36
(c) Others
Open letters of credit 460.38 6.39
Indemnity Bond 287.73 260.25
Call money payable to Glenmark
Pharmaceuticals (Thailand) Co. Ltd. - 1.23
(16,415 shares @ 50 THB per Equity Share)
Note:
The Company's subsidiary, Glenmark Generics Inc., U.S.A (GGI) (formerly
known as Glenmark Pharmaceuticals Inc., U.S.A.) (GPI) on 02 June 2006
has entered into an Agreement with Paul Royalty Fund Holdings II (PRF)
pursuant to which, PRF will pay up to USD 27 millions to GGI for the
development and commercialisation of certain products for the US
market. Further, the Company has entered into a Master Services,
License, Manufacturing and Supply Agreement with GGI to develop and
manufacture the aforesaid products, and also issued a financial
guarantee in favour of PRF for an amount not exceeding USD 27 millions
for the benefits under the said agreement. During the year, Glenmark
Generics Inc., U.S.A (GGI) has paid Paul Royalty Fund Holdings II (PRF)
an amount of Rs 1,316.80 (USD 28.8 millions) pursuant to its contractual
obligation and the same has been charged to the statement of profit and
loss.
(ii) Commitments
(a) Estimated amount of contracts remaining to be executed on capital
account, net of advances, not provided for as at 31 March 2012
aggregate Rs 736.42 (2011 - Rs 233.78)
(b) Estimated amount of contracts remaining to be executed on other
than capital commitment, net of advances, not provided for as at 31
March 2012 aggregate Rs 615.06 (2011 - Rs 184.39)
2. Earnings Per Share
Basic earnings per share is calculated by dividing the net profit for
the year attributable to equity shareholders by the weighted average
number of equity shares outstanding during the year.
For the purpose of calculating diluted earnings per share, the weighted
average number of shares outstanding are adjusted for the effects of
all dilutive potential equity shares from the exercise of options on
unissued share capital. The calculations of earnings per share (basic
and diluted) are based on the earnings and number of shares as computed
below.
3. Segment Information Business segments
The Company is primarily engaged in a single segment business of
formulations and is managed as one entity, for its various activities
and manufacturing and marketing of pharmaceuticals is governed by a
similar set of risks and returns.
Geographical segments
In the view of the management, the Indian and export markets represent
geographical segments.
Revenue by market - The following is the distribution of the Company's
sale by geographical market:
4. Related Party Disclosures
In accordance with the requirements of Accounting Standard - 18
"Related Party Disclosures", the names of the related parties where
control exists and/or with whom transactions have taken place during
the year and description of relationships, as identified and certified
by the management are as follows:
a) Parties where direct/indirect control exists
i) Subsidiary companies
Glenmark Pharmaceuticals Europe Ltd., U.K.
Glenmark Generics (Europe) Ltd., U.K.
Glenmark Pharmaceuticals S.R.O., Czech Republic
Glenmark Pharmaceuticals SK, s.r.o., Slovak Republic
Glenmark Pharmaceuticals S. A., Switzerland
Glenmark Holding S. A., Switzerland
Glenmark Generics Holding S. A., Switzerland
Glenmark Generics Finance S. A., Switzerland
Glenmark Pharmaceuticals S.R.L., Romania
Glenmark Pharmaceuticals Eood., Bulgaria
Glenmark Distributors SP z.o.o., Poland
Glenmark Pharmaceuticals SP z.o.o., Poland
Glenmark Generics Inc., USA
Glenmark Therapeutics Inc., USA
Glenmark Farmaceutica Ltda., Brazil
Glenmark Generics SA., Argentina
Glenmark Pharmaceuticals Mexico, S.A. DE C.V., Mexico
Glenmark Pharmaceuticals Peru SAC., Peru
Glenmark Pharmaceuticals Colombia Ltda., Colombia
Glenmark Uruguay S.A., Uruguay
Glenmark Pharmaceuticals Venezuela., C.A., Venezuela
Glenmark Dominicana, SRL, Dominican Republic
Glenmark Pharmaceuticals Egypt S.A.E., Egypt
Glenmark Pharmaceuticals FZE., United Arab Emirates
Glenmark Impex L.L.C., Russia
Glenmark Philippines Inc., Philippines
Glenmark Pharmaceuticals (Nigeria) Ltd., Nigeria
Glenmark Pharmaceuticals Malaysia Sdn Bhd., Malaysia
Glenmark Pharmaceuticals (Australia) Pty Ltd., Australia
Glenmark South Africa (Pty) Ltd., South Africa
Glenmark Pharmaceuticals South Africa (Pty) Ltd., South Africa
Glenmark Access Ltd (formerly known as Glenmark Exports Ltd.)
Glenmark Generics Ltd., India
Glenmark Generics B.V., Netherlands
Glenmark Arzneimittel Gmbh., Germany
Glenmark Generics Canada, Inc.
ii) Investment in Joint Venture
Glenmark Pharmaceuticals (Thailand) Co. Ltd., Thailand
iii) Enterprise over which key managerial personnel exercise
significant influence
Glenmark Foundation, India
b) Related party relationships where transactions have taken place
during the year
Subsidiary Companies / Joint Venture
Glenmark Farmaceutica Ltda., Brazil
Glenmark Philippines Inc., Philippines
Glenmark Pharmaceuticals (Nigeria) Ltd., Nigeria
Glenmark Pharmaceuticals S.A., Switzerland
Glenmark Pharmaceuticals Malaysia Sdn.Bhd., Malaysia
Glenmark Impex L.L.C., Russia
Glenmark Holding S.A., Switzerland
Glenmark Generics Ltd., India
Glenmark Pharmaceuticals Peru SAC., Peru
Glenmark Pharmaceuticals Venezuela., C.A., Venezuela
Glenmark Pharmaceuticals FZE., United Arab Emirates
Glenmark Pharmaceuticals Egypt S.A.E., Egypt
Glenmark Generics SA., Argentina
Glenmark Generics (Europe) Ltd., U.K.
Glenmark Pharmaceuticals Europe Ltd., U.K.
Glenmark Generics Inc., USA
Glenmark Pharmaceuticals s.r.o., Czech Republic
Glenmark Therapeutics Inc., USA
Glenmark Pharmaceuticals (Thailand) Co. Ltd., Thailand
Glenmark Dominicana SA., Dominican Republic
Glenmark Distributor SP z.o.o., Poland
Glenmark Pharmaceuticals SK, s.r.o., Slovak Republic
Glenmark Pharmaceuticals S.R.L., Romania
Enterprise over which key managerial personnel exercise significant
influence
Glenmark Foundation, India
c) Key management personnel
Mr. Gracias Saldanha
Mrs. B. E. Saldanha
Mr. Glenn Saldanha
Mrs. Cherylann Pinto
Mr. R. V. Desai (Appointed w.e.f. 09 November 2011)
Mr. A. S. Mohanty (Upto 10 May 2011)
5. Leases
The Company has taken on lease/leave and licence godowns/residential
and office premises at various locations in the country.
i) The Company's significant leasing arrangements are in respect of the
above godowns and premises (including furniture and fittings therein,
as applicable). The aggregate lease rentals payable are charged to
Statement of Profit and Loss as Rent.
ii) The Leasing arrangements which are cancellable range between 11
months to 5 years. They are usually renewable by mutual consent on
mutually agreeable terms. Under these arrangements, generally
refundable interest free deposits have been given. An amount of Rs 99.32
(2011 - Rs 83.35) towards deposit and unadjusted advance rent is
recoverable from the lessor.
The Company has entered into operating lease agreements for the rental
of its office premises for a period of 3 to 5 years.
6. Taxation
Provision for current taxation for the Company of Rs 554.00 represents
Minimum Alternate Tax pursuant to the provisions of Section 115JB of
the Income Tax Act, 1961 of India. The Finance Act, 2005 inserted
sub-section (1A) to section 115JAA to grant tax credit in respect of
MAT paid under Section 115JB of the Act with effect from Assessment
Year 2006-07 and carry forward the credit for a period of 10 years. In
accordance with the Guidance Note issued on "Accounting for credit
available in respect of Minimum Alternative Tax (MAT) under the Income
Tax Act 1961" by the Institute of the Chartered Accountants of India,
the Company has recognised MAT Credit which is expected to be set-off
against the tax liability, other than MAT in future years. Accordingly,
an amount of Rs 374.73 for the current year has been recognised as MAT
Credit Entitlement in Note 13.
7. Employee Benefits
The disclosures as required as per the revised AS 15 are as under:
1. Brief description of the Plans
The Company has various schemes for long-term benefits such as
Provident Fund, Superannuation, Gratuity and Compensated absences. In
case of funded schemes, the funds are recognised by the Income tax
authorities and administered through appropriate authorities. The
Company's defined contribution plans are Superannuation and Employees'
Provident Fund and Pension Scheme (under the provisions of the
Employees' Provident Funds and Miscellaneous Provisions Act, 1952)
since the Company has no further obligation beyond making the
contributions. The Company's defined benefit plans include Gratuity and
Compensated absences.
8. Prior Year Comparatives
During the year ended 31 March 2012 the revised schedule VI notified
under the Companies Act,1956, has become applicable to the Company. The
company has reclassified previous year figures to confirm to this
year's classification. The adoption of revised schedule VI does not
impact recognition and measurement principles followed for preparation
of financial statements. However, it significantly impacts presentation
and disclosure made in the financial statements.
9. Extracts of Assets and Liabilities as on 31 March 2012 and Income
and Expenses for the year ended 31 March 2012 related to the interest
of the Company (without elimination of the effect of transactions
between the Company and Glenmark Pharmaceuticals (Thailand) Co. Ltd.,
Thailand) have been extracted from the audited financial statements:
Mar 31, 2011
1. As per the transitional provision given in the notification issued
by Ministry of Corporate Affairs dated 31 March 2009, the Company had
opted to adjust the exchange difference on long-term foreign currency
monetary items. The notification was in effect till 31 March 2011.
In the current year, the Company has amortised the entire balance of
exchange differences accumulated in the ÃForeign currency monetary item
translation difference account (ÃFCMITDA) and taken effect of such
differences to the profit and loss account. Further, in accordance with
the provisions of the notification, the exchange differences arising on
restatement of long term loans utilised on acquiring capital assets
were adjusted to the cost of such assets. The depreciation on such
assets has been charged to the Profit and Loss Account.
Accordingly, exchange differences of Rs 289.56 (2010 - Rs 26.37) have
been transferred to Profit and Loss Account and Rs 0.56 (2010 - Rs 10.55)
have been adjusted to cost of capital assets.
2. CONTINGENT LIABILITIES AND CAPITAL COMMITMENT NOT PROVIDED FOR
31 March 2011 31 March 2010
(a) Bank guarantees 20.28 20.77
Disputed income tax/excise
duty/sales tax 27.37 26.77
Claims against the Company not
acknowledged as debts (Refer Note i) 0.15 0.39
Open letters of credit 6.39 5.27
Indemnity bond 260.25 345.37
Call money payable to Glenmark
Pharmaceuticals (Thailand ) Co. Ltd.
(16,415 shares @ THB 50 per ordinary
share) 1.23 1.15
Corporate guarantee (Refer Note ii) 5,687.13 8,283.01
Corporate guarantee (Refer Note iii) 1,206.36 1,218.78
iii) The Companys subsidiary, Glenmark Generics Inc., U.S.A (GGI)
(formerly known as Glenmark Pharmaceuticals Inc., U.S.A. (GPI) on 2
June 2006 has entered into an Agreement with Paul Royalty Fund Holdings
II (PRF) pursuant to which, PRF will pay upto USD 27 million to GGI for
the development and commercialisation of certain products for the US
market. Further, the Company has entered into a Master Services,
License, Manufacturing and Supply Agreement with GGI to develop and
manufacture the aforesaid products, and also issued a financial
guarantee in favour of PRF for an amount not exceeding USD 27 million
for the benefits under the said agreement.
(b) Estimated amount of contracts remaining to be executed on capital
account, net of advances, not provided for as at 31 March 2011
aggregate Rs 233.78 (2010 Ã Rs 137.15).
3. EARNINGS PER SHARE
Basic earnings per share is calculated by dividing the net profit for
the year attributable to equity shareholders by the weighted average
number of equity shares outstanding during the year.
For the purpose of calculating diluted earnings per share, the weighted
average number of shares outstanding are adjusted for the effects of
all dilutive potential equity shares from the exercise of options on
unissued share capital and on conversion of FCC Bonds.
The calculations of earnings per share (basic and diluted) are based on
the earnings and number of shares as computed below.
3. SEGMENT INFORMATION
Business segments
The Company is primarily engaged in a single segment business of
formulations and is managed as one entity, for its various activities
and manufacturing and marketing of pharmaceutical is governed by a
similar set of risks and returns.
Geographical segments
In the view of the management, the Indian and export markets represent
geographical segments.
Sales by market à The following is the distribution of the Companys
sale by geographical market:
4. RELATED PARTY DISCLOSURES
In accordance with the requirements of Accounting Standard - 18
"Related Party Disclosures", the names of the related parties where
control exists and/or with whom transactions have taken place during
the year and description of relationships, as identified and certified
by the management are as follows:
5. OUTSTANDING DUES TO MICRO, SMALL AND MEDIUM SCALE BUSINESS
ENTERPRISES
The Company has not received any information from the "suppliers"
regarding their status under the Micro, Small and Medium Enterprises
Development Act, 2006 and hence disclosures, if any, relating to the
amounts as at year end together with interest paid/payable as required
under the said Act have not been given.
6. LEASES
The Company has taken on lease/leave and licence godowns/residential
and office premises at various locations in the country.
i) The Companys significant leasing arrangements are in respect of the
above godowns and premises (including furniture and fittings therein,
as applicable). The aggregate lease rentals payable are charged to
Profit and Loss Account as Rent.
ii) The Leasing arrangements which are cancellable range between 11
months to 5 years. They are usually renewable by mutual consent on
mutually agreeable terms. Under these arrangements, generally
refundable interest free deposits have been given. An amount of Rs 83.35
(2010 - Rs 83.91) towards deposit and unadjusted advance rent is
recoverable from the lessor.
7. TAXATION
Provision for current taxation for the Company of Rs 674.15 represents
Minimum Alternate Tax pursuant to the provisions of Section 115JB of
the Income Tax Act, 1961 of India.
The Finance Act, 2005 inserted sub section (1A) to Section 115JAA to
grant tax credit in respect of MAT paid under Section 115JB of the Act
with effect from Assessment Year 2006-07 and carry forward the credit
for a period of 10 years. In accordance with the Guidance Note issued
on "Accounting for credit available in respect of Minimum Alternative
Tax (MAT) under the Income Tax Act 1961" by the Institute of the
Chartered Accountants of India, the Company has recognised MAT Credit
which is expected to be set-off against the tax liability, other than
MAT in future years. Accordingly, an amount of Rs 286.15 for the current
year and has been recognised as MAT Credit Entitlement in Schedule 12 -
Loans and Advances.
8. EMPLOYEE BENEFITS
The disclosures as required as per the revised AS 15 are as under:
1. Brief description of the Plans
The Company has various schemes for long-term benefits such as
Provident Fund, Superannuation, Gratuity and Leave Encashment. In case
of funded schemes, the funds are recognised by the Income tax
authorities and administered through appropriate authorities. The
Companys defined contribution plans are Superannuation and Employees
Provident Fund and Pension Scheme (under the provisions of the
Employees Provident Funds and Miscellaneous Provisions Act, 1952)
since the Company has no further obligation beyond making the
contributions. The Companys defined benefit plans include Gratuity and
Leave Encashment.
9. FOREIGN CURRENCY CONVERTIBLE BOND ISSUED
A) The Company had issued 30,000 Zero Coupon Foreign Currency
Convertible Bonds of USD 1,000 each, Rs 1,331.70 at issue (value
including foreign exchange translation as at 31 March 2010 is Rs
1,354.20) on the following terms:
(i) Convertible at the option of the bondholder at any time on or after
11 November 2007 but prior to the close of business on 29 November 2010
at a fixed exchange rate of Rs 44.94 per 1 USD and the conversion price
of Rs 582.60 per share of Rs 1 each.
(ii) Redeemable in whole but not in part at the option of the Company
on or after 10 January 2010 if closing price of the share for each of
the 25 consecutive trading days immediately prior to the date upon
which notice of such redemption is given was at least 130% of the
applicable Early Redemption Amount divided by the Conversion Ratio.
(iii) Redeemable on maturity date on 11 January 2011 at 139.729% of its
principal amount if not redeemed or converted earlier. The redemption
premium of 39.729% payable on maturity of the bond if there is no
conversion of the bond to be debited to Securities Premium Account
evenly over the period of 5 years from the date of issue of bonds.
During the year, 30,000 FCC Bonds of USD 1,000 each aggregating to USD
30 Million were redeemed on 11 January 2011 on maturity. As of 31 March
2011, Nil FCC Bonds (2010 - 30,000) of USD 1,000 are outstanding.
B) The Company had issued 20,000 Zero Coupon Foreign Currency
Convertible Bonds of USD 1,000 each (Rs 873.20 at issue) on the
following terms:
(i) Convertible at the option of the bondholder at any time on or after
28 March 2005 but prior to the close of business on 2 January 2010 at a
fixed exchange rate of Rs 43.66 per 1 USD and price of Rs 215.60 (Post
adjustment for bonus and split) per share of Rs 1 each.
(ii) Redeemable in whole but not in part at the option of the Company
on or after 15 February 2008 if closing price of the share for each of
the 25 consecutive trading days immediately prior to the date upon
which notice of such redemption is given was at least 130% of the
applicable Early Redemption Amount divided by the Conversion Ratio.
(iii) Redeemable on maturity date on 16 February 2010 at 133.74% of its
principal amount if not redeemed or converted earlier. The redemption
premium of 33.74% payable on maturity of the Bond if there is no
conversion of the Bond to be debited to Securities Premium Account
evenly over the period of 5 years from the date of issue of Bonds.
During the year ended 31 March 2010, 1000 FCC Bonds of USD 1,000 each
aggregating to USD 1 Million were redeemed on 16 February 2010 on
maturity. As of 31 March 2011, Nil FCC Bonds (2010 - Nil) of USD 1,000
each are outstanding.
C) The Company had issued 50,000 Zero Coupon Foreign Currency
Convertible Bonds of USD 1,000 each (Rs 2,183.00 at issue) on the
following terms:
(i) Convertible at the option of the bondholder at any time on or after
15 November 2006 but prior to the close of business on 2 January 2010
at a fixed exchange rate of Rs 43.66 per 1 USD and the price of Rs 253.11
(post adjustment for split) per share of Rs 1 each.
(ii) Redeemable in whole but not in part at the option of the Company
on or after 15 February 2009 if closing price of the share for each of
the 25 consecutive trading days immediately prior to the date upon
which notice of such redemption is given was at least 130% of the
applicable Early Redemption Amount divided by the Conversion Ratio.
(iii) Redeemable on maturity date on 16 February 2010 at 134.07% of its
principal amount if not redeemed or converted earlier. The Redemption
Premium of 34.07% payable on maturity of the Bond if there is no
conversion of the Bond to be debited to Securities Premium Account
evenly over the period of 5 years from the date of issue of Bonds.
During the year ended 31 March 2010, 5000 FCC Bonds of USD 1000 each
aggregating to USD 5 Million were redeemed on 16 February 2010 on
maturity. As of 31 March 2011, Nil FCC Bonds (2010 - Nil) of USD 1,000
each are outstanding.
10. Extracts of Assets and Liabilities as on 31 March 2011 and Income
and Expenses for the year ended 31 March 2011 related to the interest
of the Company (without elimination of the effect of transactions
between the Company and Glenmark Pharmaceuticals (Thailand) Co. Ltd.,
Thailand) have been extracted from the audited accounts:
11. PRIOR YEAR COMPARATIVES
The financial statements of the Company for the immediately preceding
year were audited and reported by another firm of Chartered
Accountants.
Prior years figures have been regrouped or reclassified wherever
necessary to confirm to current years classification.
Mar 31, 2010
1. As per the transitional provision given in the notification issued
by Ministry of Corporate Af airs dated 31st March, 2009 the Company has
opted for the option of adjusting the exchange dif erence on long-term
foreign currency monetary items:
i) To the cost of the assets acquired out of this foreign currency
monetary item. During the year, Company has decapitalised exchange dif
erence amounting to Rs. 105.46 lakhs on restatement of long-term loans
used for acquiring the fixed assets.
ii) To the Foreign Currency Monetary Item Translation Dif erence
account. During the year, Company has transferred exchange gain of Rs.
2,563.18 lakhs on restatement of long-term loans. Accordingly,
Proportionate amount of Rs. 263.66 lakhs is amortised and Depreciation
charged of Rs. 17.04 lakhs for the year ended 31st March, 2010. Due to
the above profit for the year is lower by Rs. 1,988.50 lakhs (net of
tax).
2. CONTINGENT LIABILITIES NOT PROVIDED FOR
Rs. in (000s)
31st March, 2010 31st March, 2009
(a) Bank Guarantees 20,768 21,671
Disputed Income Tax/Excise
Duty/Sales Tax 26,765 27,285
Claims against the Company not
acknowledged as debts
(Refer Note i) 386 380
Open letters of credit 5,274 -
Sundry debtors factored with
recourse option (Refer Note ii) 3,500,000 2,800,000
Indemnity Bond 345,366 331,876
Call money payable to Glenmark
Pharmaceuticals (Thailand) Co. Ltd.
(16,415 shares @ 50 THB per
Ordinary Share) 1,149 -
Corporate Guarantee
(Refer Note iii) 8,283,012 7,974,112
Corporate Guarantee
(Refer Note iv) 1,218,780 1,376,460
iv) The Companys subsidiary, Glenmark Generics Inc., U.S.A. (GGI)
[formerly known as Glenmark Pharmaceuticals Inc., U.S.A. (GPI)] on 2nd
June, 2006 has entered into an Agreement with Paul Royalty Fund
Holdings II (PRF) pursuant to which, PRF will pay upto USD 27 million
to GGI for the development and commercialization of certain products
for the US market. Further, the Company has entered into a Master
Services, License, Manufacturing and Supply Agreement with GGI to
develop and manufacture the aforesaid products, and also issued a f
nancial guarantee in favour of PRF for an amount not exceeding USD 27
million for the Benefits under the said agreement. b) Estimated amount
of contracts remaining to be executed on capital account, net of
advances, not provided for as at 31st March, 2010 aggregate Rs. 137,151
(2009 Ã Rs. 120,170).
3. During the year, the Company subscribed to 71,510,000 equity shares
for a consideration of Rs. 7,151,000 (000) in its subsidiary Glenmark
Generics Limited for the balance Business sale consideration.
4. EARNINGS PER SHARE
Basic earnings per share is calculated by dividing the net profit for
the year attributable to equity shareholders by the weighted average
number of equity shares outstanding during the year.
For the purpose of calculating diluted earnings per share, the weighted
average number of shares outstanding are adjusted for the ef ects of
all dilutive potential equity shares from the exercise of options on
unissued share capital and on conversion of FCC Bonds.
5. SEGMENT INFORMATION Business segments
The Company is primarily engaged in a single segment business of
formulations and is managed as one entity, for its various activities
and manufacturing and marketing of pharmaceutical is governed by a
similar set of risks and returns.
6. RELATED PARTY DISCLOSURES
In accordance with the requirements of Accounting Standard - 18
"Related Party Disclosures", the names of the related parties where
control exists and/or with whom transactions have taken place during
the year and description of relationships, as identified and certified
by the management are as follows:
a) Parties where direct/indirect control exists i) Subsidiary Companies
Glenmark Pharmaceuticals Europe Ltd., U.K.
Glenmark Generics (Europe) Ltd., U.K. [formerly known as Glenmark
Pharmaceuticals (Europe) Ltd.] Glenmark Pharmaceuticals S.R.O.
(formerly known as Medicamenta A.S., Czech Republic) Glenmark
Pharmaceuticals SK, s.r.o., Slovak Republic (Formerly known as
Medicamenta SK SRO) Glenmark Pharmaceuticals S.A., Switzerland Glenmark
Holding S.A., Switzerland Glenmark Generics Holding S.A., Switzerland
Glenmark Generics Finance S. A., Switzerland Glenmark Pharmaceuticals
S.R.L., Romania Glenmark Pharmaceuticals Eood., Bulgaria Glenmark
Distributor SP z.o.o., Poland Glenmark Pharmaceuticals SP. z.o.o.,
Poland Glenmark Generics Inc., USA Glenmark Therapeutics Inc., USA
Glenmark Farmaceutica Ltda., Brazil Glenmark Generics S.A., Argentina
Glenmark Pharmaceuticals Mexico, S.A. DE C.V., Mexico Glenmark
Pharmaceuticals Peru SAC., Peru Glenmark Pharmaceuticals Colombia
Ltda., Colombia Glenmark Uruguay S.A. (formerly known as Badatur S.A.,
Uruguay) Glenmark Pharmaceuticals Venezuela., C.A., Venezuela
Glenmark Dominicana SRL, Dominican Republic (formerly known as Glenmark
Dominicana S.A.) Glenmark Pharmaceuticals Egypt S.A.E., Egypt Glenmark
Pharmaceuticals FZE., U.A.E. Glenmark Impex L.L.C., Russia Glenmark
Philippines Inc., Philippines Glenmark Pharmaceuticals (Nigeria) Ltd.,
Nigeria Glenmark Pharmaceuticals Malaysia Sdn Bhd., Malaysia Glenmark
Pharmaceuticals (Australia) Pty Ltd., Australia Glenmark South Africa
(Pty.) Ltd., South Africa Glenmark Pharmaceuticals South Africa (Pty.)
Ltd., South Africa Glenmark Exports Ltd., India Glenmark Generics Ltd.,
India ii) Investment in Joint Venture
Glenmark Pharmaceuticals (Thailand) Co. Ltd., Thailand
b) Related party relationships where transactions have taken place
during the year Subsidiary Companies
Glenmark Exports Ltd., India Glenmark Farmaceutica Ltda., Brazil
Glenmark Philippines Inc., Philippines Glenmark Pharmaceuticals
(Nigeria) Ltd., Nigeria Glenmark Pharmaceuticals S.A., Switzerland
Glenmark Pharmaceuticals Malaysia Sdn. Bhd., Malaysia Glenmark
Pharmaceuticals (Australia) Pty. Ltd., Australia Glenmark Impex L.L.C.,
Russia Glenmark Holding S.A., Switzerland Glenmark Generics Ltd., India
Glenmark Pharmaceuticals Venezuela., C.A., Venezuela Glenmark
Pharmaceuticals South Africa (Pty.) Ltd., South Africa Glenmark
Dominicana SRL, Dominican Republic c) Key management personnel Mr.
Gracias Saldanha Mrs. B.E. Saldanha Mr. Glenn Saldanha Mrs. Cheryl
Pinto Mr. A.S. Mohanty
7. OUTSTANDING DUES TO MICRO, SMALL AND MEDIUM SCALE BUSINESS ENTITIES
The Company has not received any information from the "suppliers"
regarding their status under the Micro, Small and Medium Enterprises
Development Act, 2006 & hence disclosures, if any, relating to the
amounts as at year end together with interest paid/ payable as required
under the said Act have not been given.
8. LEASES
The Company has taken on lease/leave and licence godowns/residential &
office premises at various locations in the country.
i) The Companys significant leasing arrangements are in respect of the
above godowns & premises (including furniture and fittings therein, as
applicable). The aggregate lease rentals payable are charged to Profit
and Loss Account as Rent.
ii) The Leasing arrangements which are cancellable range between 11
months and 5 years. They are usually renewable by mutual consent on
mutually agreeable terms. Under these arrangements, generally
refundable interest free deposits have been given.
An amount of Rs. 83,911 (000) [2009 - Rs. 78,559 (000)] towards
deposit and unadjusted advance rent is recoverable from the lessor.
9. TAXATION
Provision for current taxation for the Company of Rs. 211,500 (000)
represents Minimum Alternate Tax pursuant to the provisions of Section
115JB of the Income Tax Act, 1961 of India.
The Finance Act, 2005 inserted sub-section (1A) to Section 115JAA to
grant tax credit in respect of MAT paid under Section 115JB of the Act
with effect from Assessment Year 2006-07 and carry forward the credit
for a period of 10 years. In accordance with the Guidance Note issued
on "Accounting For Credit Available in Respect of Minimum Alternative
Tax (MAT) under the Income Tax Act, 1961" by the Institute of the
Chartered Accountants of India, the Company has recognised MAT Credit
which is expected to be set-off against the tax liability, other than
MAT in future years. Accordingly, an amount of Rs. 232,304 (000) for
the current year is included as MAT Credit Entitlement in Schedule 12 -
Loans and Advances.
10. EMPLOYEE BENEFITS
The disclosures as required as per the revised AS 15 are as under:
1. Brief description of the Plans
The Company has various schemes for long-term benefits such as
Provident Fund, Superannuation, Gratuity and Leave Encashment. In case
of funded schemes, the funds are recognised by the Income tax
authorities and administered through appropriate authorities. The
Companys defined contribution plans are Superannuation and Employees
Provident Fund and Pension Scheme (under the provisions of the
Employees Provident Funds and Miscellaneous Provisions Act, 1952)
since the Company has no further obligation beyond making the
contributions. The Companys defined benefit plans include Gratuity and
Leave Encashment.
11. FOREIGN CURRENCY CONVERTIBLE BOND ISSUED
A) The Company had issued 30,000 Zero Coupon Foreign Currency
Convertible Bonds of USD 1,000 each (Rs. 1,331,700 at issue) (i)
Convertible at the option of the bondholder at any time on or after
11th November, 2007 but prior to the close of business on 29th
November, 2010 at a fixed exchange rate of Rs. 44.94 per 1 USD and the
conversion price of Rs. 582.60 per share of Re. 1 each.
(ii) Redeemable in whole but not in part at the option of the Company
on or after 10th January, 2010 if closing price of the share for each
of the 25 consecutive trading days immediately prior to the date upon
which notice of such redemption is given was at least 130% of the
applicable Early Redemption Amount divided by the Conversion Ratio.
(iii) Redeemable on maturity date on 11th January, 2011 at 139.729% of
its principal amount if not redeemed or converted earlier. The
redemption premium of 39.729% payable on maturity of the bond if there
is no conversion of the bond to be debited to Securities Premium
Account evenly over the period of 5 years from the date of issue of
bonds. As of 31st March, 2010, 30,000 FCC bonds (2009-30,000) of USD
1,000 each aggregating to USD 30 million are outstanding.
B) The Company had issued 20,000 Zero Coupon Foreign Currency
Convertible Bonds of USD 1,000 each (Rs. 873,200 at issue)
(i) Convertible at the option of the bondholder at any time on or after
28th March, 2005 but prior to the close of business on 2nd January,
2010 at a fixed exchange rate of Rs. 43.66 per 1 USD and price of Rs.
215.60 (Post adjustment for bonus and split) per share of Re. 1 each.
(ii) Redeemable in whole but not in part at the option of the Company
on or after 15th February, 2008 if closing price of the Share for each
of the 25 consecutive trading days immediately prior to the date upon
which notice of such redemption is given was at least 130% of the
applicable Early Redemption Amount divided by the Conversion Ratio.
(iii) Redeemable on maturity date on 16th February, 2010 at 133.74% of
its principal amount if not redeemed or converted earlier. The
redemption premium of 33.74%payable on maturity of the Bond if there is
no conversion of the Bond to be debited to Securities Premium Account
evenly over the period of 5 years from the date of issue of Bonds.
During the year, 1,000 FCC Bonds of USD 1,000 each aggregating to USD 1
Million were redeemed on 16th February, 2010 on maturity. As of 31st
March, 2010, NIL FCC Bonds (2009 -1,000) of USD 1,000 each are
outstanding.
C) The Company had issued 50,000 Zero Coupon Foreign Currency
Convertible Bonds of USD 1,000 each (Rs. 2,183,000 at issue) (i)
Convertible at the option of the bondholder at any time on or after
15th November, 2006 but prior to the close of business on 2nd January,
2010 at a fixed exchange rate of Rs. 43.66 per 1 USD and the price of
Rs. 253.11 (post adjustment for split) per share of Re. 1 each.
(ii) Redeemable in whole but not in part at the option of the Company
on or after 15th February, 2009 if closing price of the share for each
of the 25 consecutive trading days immediately prior to the date upon
which notice of such redemption is given was at least 130% of the
applicable Early Redemption Amount divided by the Conversion Ratio.
(iii) Redeemable on maturity date on 16th February, 2010 at 134.07% of
its principal amount if not redeemed or converted earlier. The
Redemption Premium of 34.07% payable on maturity of the Bond if there
is no conversion of the Bond to be debited to Securities Premium
Account evenly over the period of 5 years from the date of issue of
Bonds. During the year, 5,000 FCC Bonds of USD 1,000 each aggregating
to USD 5 Million were redeemed on 16th February, 2010 on maturity. As
of 31st March, 2010, NIL FCC Bonds (2009 - 5,000) of USD 1,000 each are
outstanding.
12. PRIOR YEAR COMPARATIVES
Prior years figures have been regrouped or reclassified wherever
necessary to confirm to current years classification.
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