2.16 Provisions, contingent liabilities and contingent assets
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.
2.17 Share based compensation
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.
2.18 Earnings per share
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 JUDGMENT IN APPLYING ACCOUNTING POLICIES
Estimation Uncertainity
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.
Revenue
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.
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
Leases
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.
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.
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 arm's length transaction at the reporting date.
Impairment
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.
Current 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.
Deferred tax
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.
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.
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.
NOTE 2 - New and amended standards
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.
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.
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.
(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 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.
(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, 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.
(ii) Commitments
(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 )
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.
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.
NOTE 34 - EXPENDITURE ON CORPORATE SOCIAL RESPONSIBILITY
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)
NOTE 35 - RISK MANAGEMENT OBJECTIVES AND POLICIES
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.
Foreign currency sensitivity
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.
Interest rate sensitivity
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.
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 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.
NOTE 37 - RECLASSIFICATION
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.
NOTE 38 - EXCEPTIONAL ITEMS
31 March 2025
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.
31 March 2024
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
NOTE 40 - SEGMENT REPORTING
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.
NOTE 41 - 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 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.
NOTE 42 - AUTHORISATION OF FINANCIAL STATEMENTS
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
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