103-2003 Sadhana Nitro Chem Limited PT: Scrip Code: 506642 Mumbai - 400051, India

( Re
103-2003 SADHANA NITRO CHEM LIMITED PT

Date: September 04, 2023
To To
BSE Limited National Stock Exchange of India Limited
is Floor, P.J. Towers, Exchange plaza, C-1, Block G,
Dalal Street. Mumbai - 400001 Bandra Kurla Complex, Bandra (E),
Scrip Code: 506642 Mumbai - 400051, India
Symbol: SADHNANIO
Subject: Notice of 50 Annual General Meeting and Annual Report for FY 2022-23
Dear Sir/Madam,
We wish to inform you that 50% Annual General Meeting ("AGM") of Sadhana Nitro Chem
Limited (“the Company”) will be held on Tuesday, September 26, 2023, at 02:00 P.M. Indian
Standard Time (IST’)) through Video Conferencing (“VC"}/ Other Audio-Visual Means
(“OAVM"), to transact the business set as out in the Notice of the AGM.
In view of the Ministry of Corporate Affairs (“MCA”) & Securities and Exchange Board of
India (“SEBI") vide their Regulations, circulars and Notifications, has permitted the
convening the AGM through VC/OAVM, without the physical presence of the Members ata
common venue. and has also granted the relaxation in respect of sending physical copies of
the annual report to shareholders.
Pursuant to relevant provision of Companies Act, 2013 read with rules made thereunder
and applicable provisions of SEBI Listing Regulations, the Company is providing facility to
its Members to attend the AGM through VC/ OVAM and to exercise their right to vote in
respect of the business to be transacted at the AGM by electronic means (remote e-voting /
e-voting at the AGM), The details related to Book closure, Cut off for E-voting,
commencement and end dates of E-voting are enclosed as:
Events Date
Cut-off date for determining the-eligibility | Tuesday, September 19, 2023
for casting the votes through e-voting
Record date for taking record of the | Tuesday, September 19, 2023
Members of the Company for the purpose of
payment of dividend
Commencement of e-voting period Friday, September 22, 2023, 09:00 A.M.
End of e-voting period Monday, September 25, 2023..05:00 P.M.
Book Closure date for the purpose of AGM | From Wednesday, September 20, 2023
& Declaration of Final Dividend for the | To Tuesday, September 26, 2023
Financial Year 2022-23 (Both days inclusive}
in
Corporate Office Factory Address Registered Office
10,Bruce Street, 1st Floor, 47, MIDC, Roha - 402116, Hira Baug, 1st Floor,
8/12,Homi Mody Street, Fort, Dist. Raigad (M.S.) Kasturba Chowk (C.P. Tank),
Mumbai ~ 400001 Dhatav, Maharashtra Mumbai ~ 400 004. INDIA
sadhananitro@sncl.com | www.sncl.com | CIN ; L24110MH1973PLCO016698 | Tel.: +912268663300

SADHANA NITRO CHEM LIMITED
The detailed procedure for attending the AGM through VC / OVAM and exercising the right
to vote in respect of the business to be transacted at the AGM by electronic means (remote
e-voting / e-votirig at the AGM) are provided in the Notice of AGM.
The Notice of AGM along with Annual Report for Financial Year 2022-23 is also available on
Further, pursuant to Regulations 30 and 34 of the SEBI Listing Regulations, please find
enclosed copy of the Notice of the AGM and the Annual Report of the Company for the
Financial Year 2022-23 including the Audited Financial Statements for the financial year
ended March 31, 2023 which is being sent only through electronic mode to the Members of
the Company whose email addresses are registered with the Company /Company's Registrar
and Share Transfer Agent/ Depository Participants).
Kindly take the same on your records.
For SADHANA NITRO CHEM LIMITED

Digitally signed by
NITIN NITIN
RAMESHCH RAMESHCHANDRA
JANI
ANDRA JANI Date: 2023.09.04
23:32:32 +05'30'
Nitin Rameshchandra Jani

Company Secretary & Compliance Officer
Membership No.: A4757
Corporate Office Factory Address Registered Office

10,Bruce Street, 1st Floor, 47, MIDC, Roha - 402116, Hira Baug, 1st Floor,
8/12,Homi Mody Street, Fort, Dist. Raigad (M.S.) Kasturba Chowk (C.P. Tank),
Mumbai - 400001 Dhatav, Maharashtra Mumbai - 400 004, INDIA
sadhananitro@sncl.com | www.sncl.com | CIN ; L24110MH1973PLC016698 | Tel.: +912268663300

GOLDEN JUBILEE YEAR
1973 - 2023
Us
50” Annual Report 2022-2023
SADHANA NITRO CHEM LIMITED ua
SR.NO | CONTENTS PAGE NO.
1 CORPORATE DETAILS 2
2 NOTICE TO THE MEMBER 3-15
3 BOARD REPORT WITH ANNEXURE AND MANAGEMENT DISCUSSION & ANALYSIS 16 - 105
4 CORPORATE GOVERNANCE REPORT 30-59
5 BUSINESS RESPONSIBILITY & SUSTAINABILITY REPORT 63-95
6(A) FIVE YEARS HIGHLIGHTS 106
6(B) EQUITY SHARE CAPITAL BUILT UP 107
7 STANDALONE FINANCIAL STATEMENT
independent Audior's Report 108-118
Balance Sheet 119
Statement of Profit & Loss 120
Cash Flow Slatement 121
Notes forming part of the Standalone Financial Statements 122 - 164
8 CONSOLIDATED FINANCIAL STATEMENT
independent Auditor's Report 165-171
Balance Sheet 172
Statement of Profit & Loss 173
Cash Flow Statement 174
Notes forming part of the Consolidated Financial Statements 175-216
5 ANNUAL REPORT OF THE SUBSIDIARY COMPANY - ANUCHEM 8.V.B.A. 217 - 222

iS
CORPORATE DETAILS
BOARD OF DIRECTORS Shri. Asit D. Javeri Executive Chairman

Shri. Priyam S.Jhaveri independent Director
Shri. Pradeep N. Desai Independent Director
Shri. Abhishek A. Javeri Managing Director
Smt. Seema A. Javeri Executive Director-Administration
Shri. Amit M. Mehta independent Director
Smt. Ayesha S. Patel independent Director
KEY MANAGERIAL PERSONNEL Shri. Nitin R. Jani Company Secretary

Shri. Rakesh R. Kothari Chief Financial Officer
BANKERS CIT! BANK, Mumbai

(CIC! BANK LTD., Mumbai
HDFC BANK LTD., Murnbai
BANK OF MAHARASHTRA, Mumbai
STATE BANK OF INDIA, Murnbai
AUDITORS Jayesh Dadia & Associates LLP

Chartered Accountants
422, Arun Chambers,
Tardeo, Mumbai-400034.
REGISTERED OFFICE Hirabaug, 1° Floor,

Kasturba Chowk (C.P- Tank), Mumbai-400 004.
Phone: 022-23865629
E-mail : sadhananitro@sncl.com
Website : www.snci.com
L24440MH1973PLC016698
FACTORY 47, M1.D_C. industrial Area, Roha,

Dist Raigad, Maharashtra- 402 116-
REGISTRAR AND LINK INTIME INDIA PRIVATE LIMITED

TRANSFER AGENT (RTA) (Formerly known as Intime Spectrum Registry Limited)
C101, 247 Park, LBS Marg,
Vikhroh West, Mumbai400 0383.
Phones = 022-49186060
L-mail mt
helpdesk@linkintime.co.in
[SADHANA NITRO CHEM LIMITED \, Wi
NOTICE OF THE 50™ ANNUAL GENERAL MEETING
NOTICE IS HEREBY GIVEN THAT THE 50™' ANNUAL GENERAL MEETING ("AGM") OF THE MEMBERS OF SADHANA
NITRO CHEM LIMITED (“THE COMPANY") WILL BE HELD ON TUESDAY. 26'" SEPTEMBER, 2023 AT 2:00 PM (IST)
THROUGH VIDEO CONFERENCING (*VC/OAVM") TO TRANSACT THE FOLLOWING BUSINESS;
ORDINARY BUSINESS:
1. Adoption of Financial Statement
To receive, consider and adopt the Audited Financial Statements {including Consolidated Financial Statement) of the
con for the Financial Year ended March 31, 2023 and the Reports of the Board of Directors and the Auditor's
2. Declaration of Dividend
To declare a dividend on Equity Shares for the financial year ended 31st March, 2023,
3. Appointment of Mrs. Seema A. Javeri (DIN:01768936) as a director who is liable to retires by rotation and
being eligible, offers herself for re-appointment.
To consider and if thought fit, to pass, the following Resolution as an Ordinary Resolution:
"RESOLVED THAT pursuant to the provisions of Section 152 and other applicable provisions of the Companies Aci,
2013, Mrs. Seema A. Javeri (DIN:01768936), who retires by rotation, be and hereby re-appointed as a director liable
to retire by rotation.”
SPECIAL BUSINESS:
4. Ratification of remuneration of Cost Auditors
To consider and if thought fit, to pass, the following Resolution as an Ordinary Resolution:
“RESOLVED THAT pursuant to the provisions of Section 148 and all other applicable provisions of the Companies
Act, 2013 ( hereinafter called as “the Act’) read with Companies (Aucit and Auditors) Rules 2014 as amended from
time to time, the payment of the remuneration of Rs.1,25,000/- (Rupees One lakh Twenty-Five Thousand only) plus
reimbursement of out of pocket expenses at actual plus applicable taxes payable to M’s Vinay Mulay & Co_, Cost
Accountants (Reg No: M/8791), who were anpointed as “Cost Auditors” by Board of Directors of the Company on the
recommendation of Audit Committee, to conduct the audit of Cost Records maintained by the Company for Financial
Year ending March 31, 2024, be and is hereby ratified and approved.
RESOLVED FURTHER THAT Mr. Asit D. Javeri, Executive Chairman and/or Mr. Abhishek A, Javeri, Managing
Director and/or Mr. Nitin R, Jani, Company Secretary be and are hereby severally authorized to do all acts and take all
such steps as may be necessary, proper or expedient to give effect to this resolution.”
Registered Office: By the order of Board of Directors

Hira Baug, 1° Floor Nitin R, Jani
Kasturba Chowk, (C.P, Tank), Company Secretary
Mumbai - 400004 Membership No: A4757
CIN: L247710MH1973PLC076698
E-mail: sadhananitro@snecl.com
Date: 07th August, 2023
SADHANA
NITRO CHEM LIMITED
NOTES:
1, Pursuant to the General Circular No.14/2020 dated April 8 2020, and General Circular No, 17/2020 dated April
13,2020 , General Cirgular No.22/2020 dated June 15,2020, General Circular No, 33/2020 dated September 28
2020, General Circular No.39/2020 dated December 31,2020, Ganeral Circular No.10/2021 dated June 23,2021,
General Circular No.20/2021 dated December 8, 2021, General Circular No.03/2022 dated May 05,2022, General
Circular No 17/2022 dated 28.12.2022 and all other applicable circulars prescribing the procedures and manner
of conducting the Annual General Meeting through VC/OAVM along with Circular number SEB! HO/ CFD/ CMD14/
CIR! P/ 2020/79 and SEBVHO/CFD/CMD2/CIR/P/ 2024/17 issued by the Securities and Exchange Board of India
(SEB!) (hereinafter collectively referred to as “the Circulars").Hence, in compliance with the Circulars, the AGM of the
Company is.being held through VC,
The AGM shall be deemed to be held at the Registered Office of the Company at Hira Baug, 1° Floor, Kasturba Chowk
(C. P. Tank), Mumbai, Maharashtra, 400004
Amember entitled to atlend and vote at the AGM is entitled lo appoint a proxy to attend and vote on his / her behalf and
the proxy need not be a member of the Company, Since the AGM is being held in accordance with the Circulars
through VC, the facility for appointment of proxies by the members will not be available.
Participation of members through VC will be reckoned for the purpose of quorum for the AGM as per section 103 of tha
Companies Act, 2013 ("the Act’).
Members of the Company under the category of Institutional Investors are encouraged to attend and vote at the AGM
through VC. Corporate members intending to authorize their representatives to participate and vote at the meeting are
requested to send a certified copy of the Board resolution / authorization letter to the Company or upload on the VC
portal/e-voting portal,
An Explanatory Statement pursuant to section 102 of the Act, 2013 relating to the special business to be transacted at
the AGM is annexed hereto.
NSDL will be providing facility for voting through remote e-Voting, for participation in the 50" AGM through VC/OAVM
facility and e-Voting during the 50" AGM
Members may note that the VC/OAVM facility, allows participation of at least 1,000 Members on a first come-first-
served basis.
The Company has fixed Tuesday, 19th September, 2023 as the “Record date" for determining entitlement of Members
to final dividend for the financial year ended March 31°, 2023, if approved at the AGM.
10. ifthe dividend, as recommended by the Board of Directors, is approved at the AGM, payment of such dividend, subject
to deduction of taxat source (*TDS"), will be made on or before Wednesday, 25" October, 2023 as under:
i) Toalt beneficial Owners in respect of shares held in electronic form as per the data as may be made available by
National Securities Depository Limited ("NSDL") and Central Depository Services (India) Limited ("CDSL"} (both
collectively referred to as "Depositories”) as of the close of business hours on Tuesday, 19" September. 2023;
ii} Toail Members in respect of shares held in physical form after giving effect to valid transmission and transposition
requests lodged with the Company on or before the close of business hours on Tuesday, 19” September, 2023.
11, Pursuant to the amendments in the income Tax Act, 1961 ("the IT Act’), dividend income is taxable in the hands of the
shareholders from tst April 2020 andthe Company is required to deduct tax at source (*TOS") from dividend paid to
the Members at prescribed rates in the Income Tax Act, 1961 (the IT Act’). In general, to enable compliance with TDS
requirements. Members are requested to complete and/or update their Residential Status. PAN, Category as per the
IT Act with their Depository Participants or in case shares are held in physical form, with the Company by sending
email to the Company's email address at sadhananitro@sncl.com. For the detailed process, please visit website of
the Company www.sncl.com.
12. Members who need assistance before or during the AGM, can contact NSDL on evoting@nsdl.co.in / 1800-222-990
or contact Mr, Amit Vishal, Senior Manager - NSDL at amitv@nsdl. co.in /022-24994360 or Mr. Tejas Chaturvedi,
Assistant Manager- NSDL at tejasc@insdi.co.in /022-24994553,
WAY
SADHANA
NITRO CHEM LIMITED
13. The Company has appointed Link Intime India Private Limited, (RTA), C101, 247 Park, LBS Marg Vikhroli West,
Mumbai 400083 as Registrars and Share Transfer Agents for Physical Shares. The said RTA is also the Depository
interface
of the Company with both NSDL and CDSL. Information of RTAis as follows:
Telephone No. 022- 49186000,

E-mail address: mi. helpdesk @linkintime.ca,in
Fax Na. 022-49186060.
However, keeping in view lhe convenience of Shareholders, documents relating to shares will Continue lo be received
by the Company al its Registered Office.
Telephone No.022-23865629
Email: sadhananitro@snel.com
14. The SEBI has mandated the submission of Permanent Account Number (PAN) by every participant in securities
market. Members holding shares in electronic form are, therefore, requested to submit their PAN to their Depository
Participants with whom they are maintaining their demat accounts. Members holding shares in physical form can
submit their PAN to the Company/RTA,
15. The Register of Directors and Key Managerial Personnel and their shareholding, maintained under Section170 of the
Act, and the Register of Contracts or Arrangements in which the diractors are interested, maintained under Section1 89
of the Act, will be available electronically for inspection by the members during the AGM. All documents referred to in
the Notice will also be available for electronic inspection without any fee by the members from the date of circulation of
this Notice up to the date of AGM. Members seeking to inspect such documents can send an email to
sadhananitro@sncl.com:
16. Members are requested to notify immediately change of address, if any, to their Depository Participants (DPs) in
respect of their electronic share accounts and Link Intime India Private limited (RTA), or to the Company at its
Registered Office in respect of their physical shares.
17. Members desiring any information are requested to write to the Company 10 days in advance
18. In compliance with the Circulars, the Annual Report 2022-23, the Notice of the 50"AGM, and instructions for e-voting
are being sent only through electronic mode to those members whose email addresses are registered with the
Company / depository participant(s). Members who have not registered their a-mail addresses so far are requested to
register their e-mail address with RTA/Depositories for receiving all communication including Annual reports, Notices,
Circulars, etc. fromthe Company electronically.
Physical | Kindly submit Form ISR-1 to update PAN, Postal Address with PIN, Email Address& Mobile Number
Holding including demat and bank account details. Form |SR-1 is available on the website of the Company,
You are requested to forward the duly filled-in documents along with the related proofs as mentioned in
the respective forms to the following address:
Link Intime India Pvt: Ltd.
(Unit: Sadhana Nitro Chem Limited)
Link Intime India Pvt. Ltd, C 101,247 Park, L.B.S. Marg, Vikhroli (West), Mumbai,
Maharashtra, 400083
Ph: 022 - 49186270

Email: rnt helpdesk @linkintime.co.in
Demat Contact respective Depository Participant(s)

Holding
SADHANA
NITRO CHEM LIMITED
19, Fursuant to the provisions of Regulation 36 of Securities and Exchange Board of India (Listing Obligations and
Disclosure Requirements) Regulations, 2015 ("SEBI (LODR) Regulations”) and Secretarial Standards issued by the
Institute of Company Secretaries of India, a bref note on the background and the functional expertise of the Directors of
the Company seeking re-appointment along with the details of other Directorships, memberships, chaitmanships of
Board Committees, shareholding and relationships amongst directors inter-se is set out in the Bnef Resume appended
to the Notice.
20. Any person who acquires shares of the Company and becomes a Member of the Company after sending of the Notice
and holding shares as of the cut-off date, may obtain the login ID and password by sending a request at
evoting@nsdi.co.in. However, if he / she is already registered with NSDL for remote e-voting then he / she can use his/
her existing user 1D. and password for casting the vote.
21, The facility for voting during the AGM will also be made available. Members present in the AGM through VC and who
have not cast their vote on the resolutions through remote e-voting and are otherwise not barred from doing so, shall be
eligible to. vote through the e-voting system during the AGM.
22, Aperson, whose name is recorded in the register of members or in the register of beneficial owners maintained by the
depositories as on the cut-off date only shall be entitled to avail the facility of remote e-voting as well as voting at the
AGM facilitated by NSDL.
23. in compliance with Section 108 of the Act, read with the corrasponding rules, and Regulation 44 of tha SEB! (Listing
Obligations and Disclosure Requirements) Reguiations, 2015 ("the Listing Regulations’), the Company has provideda
facility to its Members to exercise thelr votes electronically through the electronic voting ("e-voting") facility provided by
the National Securities Depository Limited (NSDL). Members who have cast their votes by remote e-voting prior to the
AGM may darticipate in the AGM but shall not be entitled to cast their votes again, The manner of voting remotely by
members holding shares in demateralized made, physical mode and for members who have not registered their email
addresses is provided in the instructions for e-voting section which forms part of this Notice, The Board has spnointed
Mr, Saurabh Agarwal, Partner or failing him Ms. Deepti Kulkami, Partner of M/s. MMJB & Associate LLP, Practicing
Company Secretaries, as the Scrutinizer to scrutinize the e-voting in a fair and transparent manner
24. The Chairman shall, althe AGM, at the end of discussion on the resolutions on which voting is to be held, allow vating
with the assistance of scrutinizer for all those members who are participating in the AGM through Video Conferencing
but have not cast their votes by availing the remote e-voting facility.
25. The Scrutinizer shall after the canclusion of voting at the general meeting, will first count the votes cast at the meeting
and thereafter unblock the votes cast through remote e-voting in the presence of at least two witnesses not in the
employment of the Company and shall make, not later than three days of the conclusion of the AGM, a consolidated
scrutinizer report of the total votes cast in favour or against, if any, to the Chairman or a person authorized by him in
writing, who shall countersign the same and declare the result of the voting forthwith.
26. The Result declared along with the report of the scrutinizer shall be placed on the website of the Company and on the
website of NSDL and the results shall simultaneously be communicated to the Stock Exchanges (BSE& NSE),
Mumbai,
27. Since the AGM will be held through VC in accordance with the Circulars, the route map, proxy form and attendance slip
are not attached to this Notice.
26. Electronic Dispatch of Annual Report and Process for Registration of e-mail Id for obtaining the Annual Report:
Pursuant to Sections 101 and 136 of the Act read with the relevant Rules made thereunder and Regutation 36 of the
SEBi Listing Regulations, companies can send Annual Reports and other communications through electronic mode to
those Members who have registered their e-mail addresses either with the Company or with the Depository
Participant(s). In accordance with the Circulars issued by MCA and SEBI and owing to the difficulties involved in
dispatching of physical copies of the financial statements (including Report of Board of Directors, Auditor's report or
other documents required to be attached therewith) due to COVID-19 pandemic situation such statements including
the Notice of the 50" AGM are being sent through electronic mode to Members whose e-mail address ts registered with
the Company or the Depository Participant(s).. Members may note that the Notice of the Meeting and the Annual Report
2022-23 is available on the Company's website wvav.sncl.com, website of the Stock exchanges i.e. BSE Le.
viww.bseindia.com and NSE i.e. www.nseindia.com. The AGM Notice is also disseminated on the website of Agency
\.6. atwww.evoting .nsdi.com.
\E/
SADHANA
NITRO CHEM LIMITED
23, Instructions for Members for participating in the AGM through VC/OAVM
Member will be provided with a facility to attend the AGM through VC/QAVM through the NSDL e-Voting system.
Members may access the same at www.evoling.nsdl.com under member's login by using the remote e-voting
credentials. The link for VC/OAVM will be available in Members login where the EVEN of Company will be displayed.
The Members can start joining in 30 (thirty) minutes before the scheduled time of AGM and it will be kept open fori5
(fifteen) minutes after the start of AGM.
The facility of participation at the AGM through VC / OAVM will be made available to at least 1000 Members on first
come first served basis.
User Guidelines/Compatibility
for viewing of AGM:
¥ Allyouneed is acomputer with an Intermet connection (high speed service such as DSL or cable works best} and
speakers Compatible Browser list: Google Chrome 50 | Microsoft Edge | Internet Explorer 10 & above | Firefox |
Safari | Opera
¥ Video Buffering/Video Stuck but not audible: Check on the Internet Connection, Check whether you have
sufficient bandwidth for viewing the Same, to check whether if you have sufficient bandvwadth for viewing the
same, click on the system check tab or visit speed test.net Minimum Internet Speed should be 10 MBPS with the
Upload and Download Ratio of 1:1.
¥ Allow third party cookies.
v You may also use a headset instead of speakers.
¥ Please refresh your browser (for laptop / desktop kindly press CTRL+F5)
30. Procedure to raise questions / seek clarifications with respect to Agenda of AGM:
As the AGM Is being conducted through VC / OAVM, for the smooth conduct of proceedings of the AGM, Members are
encouraged to express their views / send their queries in advance mentioning their name, Demat account number /
folio number, email id, mobile number to sadhananitro@sncl.com Questions / queries received by the Company till
5:00 p.m, IST on Tuesday, 19" September, 2023 shail only be considered and responded curing the AGM,
Members who would like to express their views or ask questions during the AGM may register themselves as a speaker
by sending an email to sadhananitro@snci.comany time before 5:00 p.m. IST on Tuesday, 19” September, 2023
mentioning their name, Demat account number/folio number, email id, mob#e number Those Members who have
registered themselves as a speaker will only be allowed to express their views/ask questions during the meeting.
The Company reserves the night to restrict the number of questions and number of speakers, as appropriate for smooth
canduct af the AGM, depending on availability of time.
Voting through electronic means
In compliance with the provisions of Section 108 of the Act, read with Rule 20 of the Companies (Management and
Administration} Rules, 2014, as amended from time to time, Regulation 44 of the SEBI Listing Regulations and in terms
of SEB! Circular no. SEBI/HO/CFD/CMD/CIR/P/2020/242 dated December 9, 2020 in relation to “e-voting Facility
Provided by Listed Entities’, the Members. are provided with the facility to cast their vote electronically, through the
e-voting services provided by NSDL, on all the resolutions set forth in this Natice.
In compliance with provisions of Section 108 of the Act read with Rule 20 of the Companies (Management and
Administration) Rules, 2014, as amended by the Companies (Management and Administration) Amendment Rules,
2016 and Regulation 44 of the SEBI (LODR) Regulations, the Company is pleased to provide its members, as on the
cut-off date, the facility to exercise their right ta vate by electronic means on any or all of the businesses specified in the
Notice, at the AGM by electronic means and the business may be transacted through e-Voting Services provided by
National Securities Depository Limited (NSDL).
IL, The facility for voting shall be made available atthe AGM and the members attending the meeting through VC who have
not cast their vote by remote e-voting shall be able to exercise their right at the meeting.
\Y
SADHANA
NITRO CHEM LIMITED
The remote €-voting period commences on Saturday, 23° September, 2023 at 9:00 A.M. and ends on Monday, 25°
September, 2023 at 5:00 P.M. During this period members of the Company, holding shares either in physical form or in
dematenalized form, as on the cut-off date may cast their vote by remote e-voting, The remote E-voting madule shall be
disabled by NSDL for voting thereafter, Once the vote on a resolution fs cast by the member, the member shall not be
allowed to change it subsequently.
General Instructions for accessing and participating in the AGM through VC/OAVM. Facility and voting
through electronic means including remote e-voting:
In view of the massive outbreak of the COVID-18 pandemic, social distancing is a norm to be followed and pursuant to
the Circular No, 14/2020 dated April 08, 2020, Circular No.17/2020 dated April 13, 2020 issued by the Ministry of
Corporate Affairs followed by Circular No. 20/2020 dated May 05, 2020 and Circular No, 02/2021 dated January 13,
2021 and all other relevant circulars issued from time to time, physical attendance of the Members to the AGM venue is
not required and generat meeting be held through video conferencing (VC) or other audio visual means (OAVM)
Hence, Members can attend and participate in the ensuingAGM through VC/OAVM.
Pursuant to the Circular No. 14/2020 dated April 98, 2020, issued by the Ministry of CorporateAffairs, the facility to
appoint proxy to attend and cast vote for the members is not available for this AGM. However, the Body Corporates are
entitled to appoint authorized representatives to attend the AGM through VC/OAVM and participate thereat and cast
their votes through e-voting.
The Members can join the AGM in the VC/OAVM mode 15 minutes before and after the scheduled time of the
commencement of the Meeting by following the procedure mentioned in the Notice_The facility of participation at the
AGM through VC/OAVM will be made available for 1000 members on first come first served basis. This will not include
large Shareholders (Shareholders holding 2% or more shareholding), Promoters, Institutional Investors, Directors,
Key Managerial Personnel, the Chairpersons of the Audit Committee, Nomination and Remuneration Committee and
Stakeholders Relstionshio Committee, Auditors etc. who are allowed fo attend theAGM without restriction on account
of first come first served basis,
The attendance of the Members attending the AGM through VC/OAVM will be counted for the purpose of reckoning the
quorum under Section 103 of the Companies Act, 2013,
Pursuant to the provisions of Section 708 of the Companies Act, 2013 read with Rule 20 of the Companies
(Management and Administration) Rules; 2074 (as amended) and Regulation 44 of SEB! (Listing Obligations. &
Disclosure Requirements) Regulations 2015 (as amended), and the Circulars issued by the Ministry of Corporate
Affairs dated Apnl 08, 2020, April13, 2020 and May 05, 2020 and General Circular No 11/2022 dated 28.12.2022 the
Company is providing facility of remote e-Voting to its Members in respect of the business to be transacted atthe AGM.
For this purnose, the Company has entered into an agreement with National Securities Depository Limited (NSDL) for
facilitating voting through electronic means,as the authorized agency, The facility of casting votes by a member using
remote e-Voting system as well as venue voting on the date of the AGM will be provided by NSDL.
In line with the Ministry of Corporate Affairs (MCA) Circular No. 17/2020 dated April 13, 2020. the Notice calling the AGM
has been uploaded on the website of the Company al www.sncl.com. The Notice can also be accessed from the
websites of the Stock Exchanges Le. BSE Limited and National Stock Exchange of India Limited at www. bseindia.com
and ywww.nseindia.cam and the AGM Notice ts also available on the website of NSDL {agency for providing the Remote
8-Voting facility} i.e. wav.evoting.nsdl.com.
AGM has been convened through VC/OAVM in compliance with applicable provisions of the Companies Act, 2013
read with MCA Circular No. 14/2020 dated April 8 2020, and General Circular No. 17/2020 dated April 13 2020, General
Circular No.22/2020 dated June 15, 2020,General Circular No.33/2020 dated September 28, 2020, General Circular
No. 39/2020 dated December 31, 2020, General Circular No, 10/2021 dated June 23, 2021 and General Circular No.
20/2021 dated December 8, 2021, General circular No. 03/2022 dated May 05, 2022, General Circular No 11/2022
dated 28, 12.2022 and all other applicable circulars,
THE INSTRUCTIONS FOR MEMBERS FOR REMOTE E-VOTING AND JOINING GENERAL MEETING ARE AS
UNDER:-
a) The remote @-voting period begins on Saturday, 23” September, 2023 at 9:00 A.M. and ands on Monday, 25"
September, 2023 at 5:00 P.M. The remote e-voting module shail be disabled by NSDL for voting thereafter,
d) The Members, whose names appear in the Register of Members/ Beneficial Owners as on the record date (cut-off
date) i.e. Tuesday, 19" September, 2023 may cast their vote electronically.
\8/
How do | vote electronically using NSDL e-Voting system ?
The way to vote electronically on NSDL e-Voting system consists of “Two Steps” which are mentioned below:
Step 1; Access to NSDL e-Voting system
A) Login method for e-Voting and joining virtual meeting for Individual shareholders holding securities in demat
mode
in terms of SEBI circular dated December 9, 2020 on e-Voting facility provided by Listed Companies, Individual
shareholders holding securities in demat mode are allowed to vote through their demat account maintained with
Depositories and Depository Participants. Shareholders are advised to update their mobile number and email id in
their demat accounts in order to access e-Vating facility,
Login method for Individual shareholders holding securities iIndemat mode Is given below:
Type of shareholders Login Method

Individual Shareholders 1, Existing IDeAS user can visit the e-Services. website of NSDL Viz
holding securities in demat htips://eservices.nsdl.com either on & Personal Computer or on a mobile. On the e-
mode with NSDL, Services home page click on the “Beneficial Owner” icon under “Login” which is
available under IDeAS' section , this.wvill prompt you to enter your existing User ID
and Password. After successful authentication, you will be able to see e-Voting
services under Value added services, Click on “Access to e-Voting” under &-Voling
services and you will be able to see e-Voling page. Click on company name or e-
Voting service provider i.e. NSDL and you will be re-directed to e-Voting website of
NSDL for casting your vote during the remote e-Voting period or joining virtual
meeting & voting during the meeting.
2. Ifyou are not registered for ID@AS e-Services. option lo register is available at
https://eservicés.nsdi.com. Select “Register Online for IDeAS Portal” or click al
hitps://eservicas.nsal.com/SecureWeb/IdeasDiractRea jsp
3. Visit the e-Voting website of NSDL. Open web browser by typing the following
URL: hitps:/Avww.evating.nsdl.com/ either ona Personal Computer or on a mobile.
Once the home page of e-Voting systam is launched, click on the icon “Login” which Is
available under ‘Shareholder/Member’ section. A new screen will open. You will have
to enter your User ID (i.e. your sixteen digit demat account number hold with NSDL),
Password/OTP and a Verification Code as shown on the screen. After successful
authentication, you will be redirected to NSDL Depository site wherein you can see e-
Voting page. Click on company name or e-Voting service provider i.e. NSDL and
you will be redirected to. e-Voting website of NSDL for casting your vote during the
remote e-Voting period or joining virtual meeting & voting during the meeting
4. Shareholders/Members can also download NSDL Mobile App “NSDL Speede"
facility by scanning the OR code mentioned below for seamless voting experience.
MIDE Maddie Aggy ie mrerpliiccle es
EApestore Pe Googie Pay

es & }!
Individual Shareholders 4. Users who have opted for CDSL Easi / Easiest facility, can login through their
holding securities in demat existing user id and password. Option will be made available to reach e-Voting page
mode with CDSL without any further authentication, The users to fogin Easi /Easiest are requested to
visit COSL website www.cdslindia.com and click on login icon & New System Myeasi
Tab and then user your existing myeasi username & password,
2. After successful login the Easi / Easiest user will be able to see the e-Voting
option for eligible companies where the ¢-Voting is in progress as per the information
provided by company. On clicking the e-Voting option, the user will be able to see e-
Voting page of the e-Voting service provider for casting your vote during the remote e-
Voting period or joining virtual meeting & voting during the meeting. Additionally, there
is alsa links provided to access the system of all e-Voting Service Providers, so that
the user can visit the e-Voting service providers’ website directly,
Yep
[SADHANA NITRO CHEM LIMITED \\ CU
3. If the user is not registered for Easi/Easiest. option to register is available at
CDSL website www,cdslindia.com and click on login & New System Myeasi Tab and
then click on registration option
4. Alternatively, the user can directly access e-Voting page by providing Demat
Account Number-and PAN No. from a e-Voting link available on www.cdslindia.com
home page. The system will authenticate the user by sending OTP on registered
Mobile & Email as recorded in the Demat Account. After successful authentication,
user will be able to see the e-Voting option where the evoting is in progress and also
able to directly access the system of all e-Voting Service Providers.
Individual Shareholders You can also login using the login credentials of your demat account through your
(holding securities in demat Depository Participant registered with NSDL/CDSL for e-Voting facility, upon logging
mode) login through their in, you will be able to see s-Voting option. Click on e-Voting option, you will be
depository participants radirected to NSDL/CDSL Depository site after successful authentication, wherein
you can see e-Voting feature, Click on company name or e-Voling service provider
Le. NSDL and you will be redirected to e-Voting website of NSDL for casting your vate
curing the remote e-Voting period or joining virtual meeting & voting during the
meeting.
Important note: Members who are unable to retrieve User ID/ Password are advised to use Forget User ID and Forget
Password option available at above mentioned website.
Helpdesk for Individual Shareholders holding securities in demat mode for any technical issues related to login
through Depository i.e. NSDL and CDSL.
Login type Helpdesk details
individual Shareholders Members facing any technical issue in login can contact NSDL helpdesk by sending 2
holding securities in demat request at evoting@nsdi.co.in or call at 022 - 4886 7000 and 022 - 2499 7000
mode with NSDL
Individual Shareholders Members facing any technical issue in lagin can contact CDSL helpdesk by sendinga
holding securities in demat request at helpdesk evoting@ecdslindia.com or contact attoll free no. 1800 22 55 33
mode with COSL
B) Lone Method for e-Voting and joining virtual meeting for shareholders other than Individual shareholders
holding securities in demat mode and shareholders holding securities in physical mode.
How to Log-in to NSDL e-Voting website 7

1. Visit the e-Voeting website of NSDL. He web browser by typing the following URL:
hitps:/Avww.evoting.nsdLcorm / either on a Personal Computer or on a mobile.
2. Once the home page of e-Voting system is launched, click on the icon “Login” which is available under
"Shareholder/Member' section,
3. Anew Screen will open. You will have to enter your User ID, your Password/OTP and a Verification Code as
shown on the screen.
Altematively, if you are registered for NSDL eservices i.e. IDEAS, you can log-in at https-//eservices.nsdli.conv
wilh your existing IDEAS login. Once you log-in to NSDL eservices afler using your log-in credentials, click on e-
Voting and you can proneadts Step 21.6. Cast your vote electronically.
4. Your User ID details are given below :
Manner of holding shares i.e. Demat (NSDL or CDSL) or Your User IDis:
Physical)
a) For Members who hold shares in demat account with | 8 Character DP ID followed by& Digit Client ID
NSDL.
For example if your DP ID is IN300°** and Client ID is
12****** then your userIDis IN300°**12***""*.
0/7
b) For Members who hold shares in demal account with | 16 Digit Beneficiary ID
CDSL.,
*" then
For example if your Beneficiary ID is 12°"*****"****
your user ID is GPronnanvrenncee
c) For Members holding shares in Physical Form. | EVEN Number followed by Folio Number registered with
the company
For example if folio number ts 001*** and EVEN is 101456

then user ID is 101456001***
5. Password detalls for shareholders other than Individual shareholders are given betow:
a) lf youare already registered for e-Voting, then you can use your existing password to login and cast your vote,
b) If you are using NSDL ¢-Voting system for the first time, you will need to retrieve the ‘initial password’ which was
communicated to you. Once you retneve your ‘initial password’, you need to enter the ‘initial password’ and the
system will force you to change your password.
¢) Howtoretneve your'initial password'?
(i) If your emall ID is registered In your demat account or with the company, your "initial password’ is
communicated to you on your email ID. Traca the email sent to you from NSDL from your mailbox. Open the
email and open the attachment Le. a .pdf file. Open the .pdf file. The password to open the .pdf file is your 8
digit client ID for NSDL account, last 8 digits of client ID for CDSL account or follo number for shares held in
physical form: The .pdf file contains your 'User!D' and your ‘initial password’.
{ii} If your email ID is not registered, please follow steps mentioned below in process for those shareholders
whose email ids are not registered.
6. Ifyou are unable to retrieve or have not received the “ Initial password” or have forgotten your password:
a) Click on “Forgot User Detaiis/Password?’ (If you are holding shares in your demal account with NSDL or
CDSL) option available on www-evoting.nsdl.com.
b) “Physical User Reset Password?” (If you are holding shares in physical moda) option available on
www. evating.nsdi.com
c} If you are still unable to get the password by aforesaid two options, you can send a request at evoting@nsdl.co.in
mentioning your demat account number/folio number, your PAN, your name and your registered address etc.
d) Members canalso use the OTP (One Time Password) based login for casting the votes on the e-Voting system of
NSDL.
7, Afterentering your password, tick on Agree to “Terms and Conditions” by selecting on the check box,
8. Now, you will have to click on “Login” button.
9, Afteryouclick onthe "Login" button, Home page of e-Voting will open.
Step 2; Castyour vote electronically and join General Meeting on NSDL e-Voting system.
How to cast your vote electronically on NSDL e-Voting system?
1, Aflersuccessful login at Step 1, you will be able to see all the companies "EVEN" in which you are holding shares and
whose vating cycle.
2. Select“EVEN" of company for which you wish to cast your vote during the remote e-Voting period
3. Now you are ready for e-Voting as the Voting page opens.
Xi
4, Cast your vote by selecting appropriate options i.e, assent or dissent, verify/modify the number of shares for which
you wish to cast your vote and click on “Submit” and also “Confirm when prompted,
5. Upon confirmation, the message “Vote cast successfully” will be displayed,
6. Youcanalso take the printout of the votes cast by you by clicking an the print option on the confirmation page.
7. Once you confirm your vote on the resolution, you will not be allowed to modify your vote,
General Guidolines for shareholders

1, Institutional shareholders (i.e, other than individuals, HUF, NRI etc} are required to send scanned copy (PDF/JPG
Format) of the relevant Board Resolution! Authority letter etc. with attested specimen signature of the duly authorized
signatory(ies) who are authorized to vote, to the Scrutinizer by e-mail scrutinisers@mmijc.in with a copy marked to
evoling@nsdl.co.in. Institutional shareholders (i.e: other than individuals, HUF, NRI etc.) can also upload their Board
Resolution / Power of Attorney / Authority Letter ete. by clicking on “Upload Board Resolution / Authority Letter"
displayed under “e-Voting” tab in their login.
2. Itis strongly recommended not to share your password with any other person and take utmost care lo keep your
password confidential. Login to the e-voting website will be disabled upon five unsuccessful attempts to kay in the
correct password. In such an event, you will need to go through the "Forgot User Detaits/Password?’ or ‘Physical User
Reset Password?” option available on www.evoting.nsdl.com to reset the password.
3, In case of any queries, you may refer the Frequently Asked Questions (FAQs) for Shareholders and e-voting user
manual for Shareholders available at the download section of wayw.evoting.nsdl.com or call on : 022 - 4886 7000 and
022-2499 7000 of senda request to Mr, Tejas Chaturvedi at evoting@nsdl.co.in
Process for those shareholders whose email ids are not registered with the depositories for procuring user id and
password and registration ofe mail ids for e-voting for the resolutions set out in this notice:
1. Incase shares are held in physical mode please provide Folio No., Name of shareholder, scanned copy of the share
certificate (front and back), PAN (self-atlested scanned copy of PAN card), AADHAR ({self-attested scanned copy of
Aadhar Card} by email to sadnananitro@snci.com.
2, Incase shares are held in demat mode, please provide DPID-CLID (16-digit DPID + CLID or 16-digit beneficiary ID),
Name, client master or copy of Consolidated Account statement, PAN (self-attested scanned copy of PAN card),
AADHAR (self-attested scanned copy of Aadhar Card) to sadhananitro@snci.com. If you are an Individual shareholder
holding securities in demat mode, you are requested to refer to the login method explained at step 1 (A) Le, Login
method for e-Voting for Individual shareholders holding securities in demat mode,
3. Alternatively, shareholder/members may send a request to evoting@nsdl.co.in for procuring user id and password for
e-vating by providing above mentioned documents
4. In terms of SEBI circular dated Dacamber 9, 2020 on e-Voting facility provided by Listed Companies, Individual
shareholders holding securities in demat mode are allowed to vote through their demat account maintained with
Depositories and Depository Participants. Shareholders are required to update their mobile number and email ID
correctly in their demat account in order to access e-Voting facility,
THE INSTRUCTIONS FOR MEMBERS FOR E-VOTING ON THE DAY OF THE AGMARE AS UNDER:.-
1. The procedure for e-Voting on the day of the AGM is same as the instructions mentioned above for remote e-voting
2, Only those Members/ shareholders, who will be present in the AGM through VC/OAVM facility and have not casted
their vote on the Resolutions through remote e-Voting and are otherwise not barred from doing so, shail be eligible to
vote through e-Voting system inthe AGM,
3. Members who have voted through Ramote e-Voting will be eligible to attend the AGM, However, they will not be eligible
to vote at the AGM.
4. The details of the person who may be contacted for any grievances connected with the facility for e-Voting on the day of
the AGM shall be the same person mentioned for Remote e-voting.
X12)
[SADHANA NITRO CHEM LIMITED \, i CU
INSTRUCTIONS FOR MEMBERS FOR ATTENDING THE AGM THROUGH VC/OAVM ARE AS UNDER:
1. Member will be provided with a facility to attend the AGM through VC/OAVM through the NSDL e-Voting system,
Members may access by foliowing the steps mentioned above for Access to NSDL e-Voting system. After successful
login, you can see link of “VC/OAVM link” placed under “Join General meeting” menu against company name, You
are requested to click on VC/GAVM link placed under Join General Meeting menu, The link for VC/OAVM will be
available in Sharebolder/Mamber lagin where the EVEN of Company will be displayed. Please note thal {he members
who do not have the User 1D and Password for e-Voting or have forgotten the User ID and Password may retrieve the
same by following the remote @-Voting instructions mentioned in the notice to avoid fast minute rush.
2. Members are encouraged to join the Meating through Laptops for better experience.
3. Further Members will be required to allow Camera and use Intemet with a goad speed to avoid any disturbance during
the meeting
4. Please note that Participants Connecting from Mobile Devices or Tablets or through Laptop connecting via Mobile
Hotspot may experience Audio/Video loss due to Fluctuation in their respective network, It is therefore recommended
to use Stable Wi-Fi or LAN Connection to mitigate any kind of aforesaid glitches.
5. Shareholders who would like to express their views/have questions may send their questions in advance mentioning
their name demat account number/foliao number, email id, mobile number at sadhananitra@sncl.com. The same will be
replied by the company suitably.
6. Shareholders who would like to express their views/ask questions during the meeting may register themselves as a
speaker may send their request mentioning their name, demat account number/folio number, email id, mobile number
at sadhananitro@sncl.com latest by Tuesday, 19” September, 2023 by 05:00 P.M. IST.
EXPLANATORY STATEMENT UNDER SECTION 102 OF THE ACT

item No. 4:
The Board, on the recommendation of the Audit Committee, has approved the appointment and payment of remuneration of
Rs.1,25,000/- per annum (Rupees One Lakh and Twenty-Five Thousand only) plus applicable taxes and out of pocket
expenses to M/s Vinay Mulay & Co., Cost Accountants (Reg No: M/8791) as the Cost Auditors to conduct the audit of the
cost records of the Company for the financial year ending March 31, 2024,
In. accordance with the provisions of Section 148 of the Act read with the Companies (Audit and Auditors) Rules, 2014, the
remuneration payable to the Cost Auditors has to be ratified by the shareholders of the Company. Accordingly, consent of
the members is sought for passing an Ordinary Resolution as set out at tem No. 4 of the Notice for ratification of the
remuneration payable to the Cost Auditors forthe financial year ending March 31, 2024.
None of the Directors / Key Managerial Personnel of the Company / their relatives is in any way, concemed or interested,
financially or athenwise, in the resolution set out at Item No. 4 of the Notice.
The Board racommends the Ordinary Resolution as set out at ltam No, 4 of the Notice for approval by the shareholders.
In accordance with provisions of Regulation 36 of SEBI (Listing Obligation and Disclosure Requirements)
Regulations, 2015 following are the brief details pertaining to proposed Cost Auditors, M/s Vinay Mulay & Co., of
the company:
[Exon nr cr ure or]
Sr.No. | Particulars Dotails
1 Name of the firm Mis. Vinay Mulay & Ca.
2. Brief Profile or Credentials of the firm Mr. Vinay Mulay: CEO: Age 63Years having
Qualification of M.Com.,. FCMA, CMA (USA),
PGOMS, CSCP, (APICA, USA) and having
Experience of More than 43 Years in Cost Audit,
Internal Audit, Forensic Audit, Inventory
Management and Valuation, Project Management,
Strategic Planning, Indirect taxalion, Project
Report for Financial Institutions and Banks in
diverse Industries, working with MNCs etc:
3. Terms and Conditions of Anpointment As ner Appointment Letter
4, Proposed Fees to be payable subject to the | Rs. 1,25,000/- per annum (Rupees One Lakh
ratification of Members iInAGh Twenty Five Thousand only)
: Date of Registration 29" August, 2011
6. Address 178 Laxminagar Maratha CHS Ltd Near RTO,
Opposite Teacher's Colony, Andhen Mumbai-
400053
ts PAN No. AADPM3648M
Registration No. M8791

Contact details Tel: 26324918! Mobile - 9819864978
10, Email Address mulayvb@hotmail,com

11. Whether any regulatory action has been faced | No
Particulars of the Directors seeking appointment / re-appointment at the ensuing Annual General Meeting
pursuant to Regulation 36{3) of SEBI (Listing Obligation and Disclosure Requirements) Regulations, 2015 and
‘secretarial standards on General Meeting
Name Mrs, Seema. A. Javerl

DIN 01768926
Date of Birth’ Age 05/10/1958
65 years
PAN ACXPJS722F
Nationality Indian
Date of First Appointment 13/02/2014
Brief resume & Expertise in Specific Skill, experience and knowledge inter alia.in the fielc of administration.
Qualifications B.Sc.
Directorship held in other entities * Life Style Networks limited
* Mirosa Marine Private Limited (Formerly. known as DHPL Marine Private Limited)
+ Manekchand Panachand Trading Investment Co Pvt Limited
Names of listed entities from which the | NIL
Director has resigned in the past
three years
Xu
[SADHANA NITRO CHEM LIMITED \\ Ci
Membership / Chairmanship of 1- Chairmanship in Internal Comaiaint Committee
Committees
The skills and capabilites required for NA
the Independent Director rote and the
manner in which the proposed person
meets such requirements
Number of shares heid in the 3,84,867 Equily Shares
Company
Disclosure of relationship Mr. Asit D. Javeri- (Husband)
Mr, Abhishek A, Javen- (Son)
Terms and Conditions of As per agreement
Appointment/reappointment
Remuneration proposed As per the resolution passed in the AGM held on 22 September, 2022
Remuneration last drawn As mentioned in the Board Report
Number of Board meetings attended | 5
during the year
Registered Office: By the order of Board of Directors

Hira Baug, 1° Floor Nitin R. Jani
Kasturba Chowk, (C.P, Tank), Company Secretary
Mumbai - 400004 Membership No: A4757
CIN: L24110MH1973PLC016698
E-mail: sadhananitro@sncl.com
Date: 07" August. 2023
Ee
SADHANA NITRO CHEM LIMITED Cd
BOARD'S REPORT
To
The Members of
SADHANANITRO CHEM LIMITED
The Board of Directors of your company are having pleasure in presenting the 50” report of the Board of Directors on the
Standalone & Consolidated Business performance and Operations of the Company for the Financial Year ended 37" March,
2023.
1. FINANCIAL RESULTS AND HIGHLIGHTS OF PERFORMANCE

(Rs. In Lakhs)
STANDALONE CONSOLIDATED
PCICUL ARS 2022-23 | 2021-22 2022-23 2021-22
Revenue from operations (Net) & Other Income 44,757 12,565 14,572 13.668
Total Expense 14.051 11,718 13,949 12,777
Profit before Taxation 706 847 564 891
Tax Expense (247) (268) (247) (269)
Profit/after tax 459 579 316 622
Other Comprehensive Income 34 16 34 16
Total Comprehensive Income 493 $95 351 638
2. REVIEW OF OPERATIONS/ STATE OF AFFAIRS OF THE COMPANY/KEY HIGHLIGHTS:
Your company’s total revenue for the financial year ended on March 31, 2023, was Rs. 14,757 Lakhs, demonstrating a
substantial growth of approximately 17.45% compared to Rs, 12,565 Lakhs from the previous years. Despite the
global disruptions in the previous financial year, which resulted in an inflationary trend worldwide, the Indian economy
is on the rise, largely due to the strong push towards “Make in India." Amid these challenging circumstances, your
company has managed to post commendable results for the financial year 2022-23.
The EBIDTA from requiar operations for FY 2022-23 was Rs. 2440.26 Lakhs. marking an increase from the previous
year’s EBIDTAof Rs. 1,875Lakhs by about 30, 14 %.
Despite a significant increase in turnover and rigorous cost control at every level, your company witnessed a decrease
in Profit After Tax (PAT) to Rs. 459 Lakhs from regular operations. This was primarily due to a substantial surge in the
cost of raw materials, driven by the geopolitical situation in Ukraine. Even with this significant rise in raw material
costs, your company managed to register a profit, demonstrating resilience and effective management under
challenging circumstances.
Moreover, Spidigo Net Private Limited, a wholly owned subsidiary of your company, was merged Into your company In
pursuantwith the order passed by the Hon'ble NCLT, Mumbai Bench w.e.f, February 08, 2023.
The company maintains a satisfactory order book position, and there have been no alterations in the nature of the
company's business.
3. 5O0YEARSIN RETROSPECT:
Your company proudly entered its Golden Jubilee Year in 2022-23,
Late Shri Dhankumar T, Javen, the founding Chairman, established Sadhana Nitro Chem Limited as a public limited
company on July 21, 1973, with its shares subsequently listed on the Bombay Stock Exchange, Your company
launched the first Nitrobenzene (a Heavy Organic Chemical) Plant within the private sector, beginning operations in
1975, Over the years, we expanded our operations through diversification into the production of various downstream
Dye-Intermediate derivatives, increasing capacity, initiating new plants, and leveraging foreign technical collaboration
for high-value derivative production.
\16/
Bee NITRO CHEM LIMITED a
Our forward integration was strategically designed for technical synergy, operating economies, and cost benefits. In
December 1984, your company underwent a management restructuring that led to the appointment of Shri Asit D,
Javeri as Managing Director in January 1985, Under his leadership, the company expenenced a shift in business
policies, focusing on quality standards, competitive efficiency, and significant export initiatives. Itis heartening to note
that your company's products are internationally recognized for their quality, and are trusted by multinational
corporations in advanced countnes.are trusted by multinational corporations in advanced countries.
Your Company has worked tirelessly to reduce waste, enhance operating efficiency, and maintain cest control at all
levels, offering a competitive edge in both domestic and intemational markets. A fair.and firm policy adopted by the
management has fostered a cooperative relationship with our employees at all levels: Through persuasion and
Participation, we have established productivity-linked settlements with the Union for over three decades.
Your company has taken financial decisions based on a cautious and conservative approach, emphasizing profit
reinvestment and reduced dependence on borrowing, enabling us to navigate vanous trails and turbulences.
In F¥ 2017-18, Shri Abhishek A. Javeri was appointed as Managing Director, while Shri Asit D. Javeri assumed the
role of Executive Chairman, Under their leadership, your company has achieved and reported its best financial results
to date.
We invite you to assess the company’s performance using the following indicators:
Adjusted to FV 1 Per Share
2022-23 2017-18 2012-13 2007-08
1, | Cash Earnings Per Share (CEPS) (Rs.) 0.69 3.53 8.45 0.08
2. | Eamings Per Share (EPS) (Rs.) 0.23 3.36 (0.19) (1.64)
3.| Net Worth Per Share (NWPS) (Rs.) 17.30 4.96 0.71 4.24
4.) Debt Equity Ratio (D/E) Ratio 0.58 1.44 65.67 3.96
During the last five-decade company's equity share of face value Rs. 10/- each was sub-divided over the period and
presently the equity shares are of the face value Re. 1/- each.
The shareholders of the company were rewarded with following three Right issues to broaden the capital base of the
Company.
Sr. No, Financial Year of Allotment Nature of allotment

1975-76 Rights issue (Ratio of 1:4) at par.
2. 1993-94 Rights issue (Ratio of 7:10) at a premium of Rs. 40/- (40090)
3. 2008-09 Rights issue (Ratio of 7:2) at par.
The shareholders of the company were also rewarded with following Five Bonus issues.
Sr. No. Financial Year of Allotment Nature of allotment

1. 1987-88 Bonus in the (Ratio of 2:5)
2. 1995-96 Bonus in the (Ratio of 1:2)
3 2001-02 Bonus in the {Ratio of 2:5)
4, 2079-20 Bonus in the (Ratio of 1:2)
5, 2020-21 Bonus jn the (Ratio of 2:5)
6, 2023-24 Bonus in the (Ratio of 2:9)
As on date, the total share capital stands at Rs. 24,70,58 452/- of which approximately 64.65% has been contributed
by Bonus issues.
In F¥ 2021-22, your company issued 65,20,606 Equity Share Warrants, each convertible into one equity share of face
value Re. 1/- each, ata premium of Rs, 152.36/- per share,
TF
Ee NITRO CHEM LIMITED -
Your company successfully registered under the PL| Scheme for manufacturing Para Amino Phenol (PAP) in FY
2021-22 and established a PAP batch manufacturing plant, After stabilizing the quality standards, it was converted
into a continuous PAP manufacturing process to achieve cost benefits and economies of scale,
In terms of company rankings at BSE Limited, your company ranked 873 in FY 2018-19, 982 in FY 2019-20, 651 in FY
2021-22, and 696 in FY 2022-23 among the Top 1000 Companies.
We're delighted to inform you that your company's equity shares are also listed on the National Stock Exchange
{NSE} during FY 2023-24.
Your company has been also achieved ISO 9001:2015 quality management system, SO 14001:2015 Environment
management system, ISO 45001:2018 Occupational health and safety management system certificates,
SHARE CAPITAL
a) Share Warrant:
Company has issued 65,20,606 equity share warrants at a price of Rs. 153.36 per equity share warrant
aggregating to Rs_ 1,00,00,00,137/-.0n preferential basis convertible into one equity share against each warrant
face value Re. 1/- ata premium of Rs. #52.36/- per equity share. During the year company has issued and allotted
65,20,606 equity shares upon conversion of the equity share warrants.
b) Listingon NSE:
We are delighted to announce that as of May Sth, 2023, your company's equity shares have been listed on the
National Stock Exchange of India (NSE). This significant milestone will provide enhanced trading opportunities
and improve liquidity for our valued shareholders.
c) Bonus Shares
Your director considering the reserves and surplus as on 31st March 2023 recommended issue of bonus shares
which has been approved by shareholders on 25" June, 2023 by way of postal ballot in the ratio of 2 (two) bonus
shares for every 9({nine) existing equity shares held on the record date by capitalisation of reserves.
DIVIDEND:
Your Directors are pleased to. propose a 15% dividend (subject ta tax on the expanded capital) on equity shares for the
financial year 2022-23, This proposal is subject to the aporoval of shareholders at the upcoming 50th Annual General
Meeting.
Members registered as Beneficial Owners at the close of business hours of the Record Date will qualify for the dividend
receipt. Upon approval by the Members, the dividend will be distributed within 30 days following the Annual General
Meeting.
EXPANSIONS:
We are excited to share that your company has successfully established a Para-Amino Phenol (PAP) piant. After
stabilizing the production process and ensuring high-quality standards, we have transitioned from batch
manufacturing to a continuous process for PAP production. We are now on the path to expand the plant's capacity to its
full potential of 36,000 TPA of PAP.
In 2018, our company initiated production of CDB2 with an initial capacity of 125 TPA. Subsequent expansion allowed
us to debottleneck this capacity to. 250 TPA the following year. We further elevated this capacity to 550 TPA in 2021.
Today, we are proud to announce that we have increased our ODB2 capacity to a substantial 2,400 TPA, solidifying our
position as one of the world’s leading ODB2 manufacturers.
EXPORTS:
As your company has grown more competitive globally, we have successfully established stable export relationships
across various continents, including Europe, Japan, and North America. This global exposure |s a testament to our
X87
company's robust quality and competitive pricing.
Further more, we have noticed a developing trend among developed nations initiating a China +1 sourcing policy. This
policy represents a strategy to diversify supply chains and reduce dependency
on a single source, namely China. This
development presents an exciting opportunity for your company to broaden our market base further and build new
relationships in these developed nations.
One of the pivotal aspects that differentiate us and positions us favorably is our vertical integration strategy. This
approach offers us batter control over our supply chain, ensures the consistent quality of our products. and allows for
more competitive pricing. Coupled with the diversified sourcing policy, our integrated operations model makes us an
increasingly attractive supplier choice.
In the evolving global trade scenario, your company is well-positioned to leverage these shifts and expand its footprint,
The diversification in sourcing coupled with our unique value proposition through vertical integration sets us apart as
we strive to be the supplier of choice,
While our local market is growing steadily Company's turnover is still focused on the export market. This year's exports
being total of Rs: 7968.63 Lakhs compared totast year’s Rs. 7511.30 Lakhs registering an Increase of about 6.09%.
Exports constituted about 55.08% of the overall revenue from operation including other income. Company's Exports
are well diversified in terms of product range as well as tha Countries of Export.
8. OUTLOOK:
Your company rests on robust long-term fundamentals, allowing us to leverage our distinct product oortfolio and
competitive edge to establish a diverse and enduring sales pipeline with sustainable cash flows for the years ahead,
We aim to strategically employ these cash flows to broaden our oroduct lines, branch out into derivatives of our existing
products, and ensure a dependable, tong-term revenue stream.
To holster our autonomy and resilience, we are also focusing on further backward integration, which will aid in reduce
extemal dependencies. As global markels continue to reopen and recover, we anticipate a favorable surge in demand,
In essance, we're steering towards a future where our unique offerings, strategic diversification, and sustainable
growth align to kee us atthe forefront of our industry, ready to seize new opportunities as they emerge:
9, DEPOSITS:
The Company has not accepted or renewed any amount falling within the purview of provisions of Section 73 of the
Companies Act 2013, (The Act) and other applicable rules thereunder during the year under review, Hence, the
requirement for furnishing of details is not applicable.
10. PARTICULARS OF LOANS, GUARANTEES OR INVESTMENTS;
Pursuant to the provisions of Section 186 of the Actread with the Companies (Meetings of Board and Its Powers) Rules,
2014 and other applicable rules. Loans, guarantees and investments has been furnished in the Notes No.4 & 5 to
Audited financial statement.
11. UNPAID DIVIDEND & IEPF:
The Company is not required to transfer any amount to the Investor Education & Protection Fund (IEPF).and does not
have unclaimed dividend which remains to be transferred to Unpaid Dividend Account during the year under review.
12, TRANSFER TO RESERVES:
The Board of Directors have not appropriated and transferred any amount to any Reserve and the Board has decided
to retain the entire amount in profit and Loss account.
13. CONSOLIDATED FINANCIAL STATEMENTS:

Ee NITRO CHEM LIMITED
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As on 31° March, 2023 the Company has one wholly owned Foreign Subsidiary viz, Anuchem B.V.B.A, Belgium
Financial Statement of the said subsidiary is considered for the purpose of preparing Consolidated Financial
statements,
The Consolidated Financial Statements of the Company prepared in accordance with relevant Accounting Standards
(AS) viz. AS 21, AS-23 and AS-27 issued by the Institute of Chartered Accountants of India and form part of this Annual
Report.
14. REPORT ON PERFORMANCE OF SUBSIDIARIES, ASSOCIATES AND JOINT VENTURE COMPANIES:
Anuchem B.V.B.A continue to. be engaged In their respective nature of business. The performance and financial
position/salient features of the subsidiary for the year ended 31" March, 2023 js given in FormAQC-| which is annexed
hereto and marked as Annexure-l.
Spidigo Net Private Limited merged with the Company vide NCLT order dated 8th February, 2023,
15. RELATED PARTY TRANSACTIONS:

a) Theparticulars of contracts or arrangements with related parties:
Your Company has historically adopted the practice of undertaking related party transactions only in the ordinary
and normal course of business and at arm's length as part of its philosophy of adhering to highest ethical
standards, transparency and accountability. In line with the provisions of the Companies Act, 2013 and the Listing
Regulations, the Board has approved a policy on related party transactions. An abridged policy on related party
transactions has been placed on the Company's website at hitos;//www.sncl.com/policies,
Related Party Transactions are also placed on a quarterly basis before the Audit Committee and Board of
Directors for approval, Prior omnibus approval of the Audit Committee is obtained for the transactions which are of
a foreseeable and repetitive nature.
Further, the Company has not entered into any material transactions / cantracts /arrangements referred to in
Section 188(1) of (The Act) with related party(ies) as defined under Section 2(76) of (The Act) during the financial
year under review.
b) Disclosure
of Related Party Transaction with Person or Entity belonging to Promoter & Promoter Group:
The Company has not made any transaction{s) with Manekchand Panachand Trading Investment Co Private
Limited, (Being Holding Company) an Entity belonging to Promoter or Promoter Group that holds 10% or more
shareholding of the Company.
c) Notgivenloantoany subsidiary.
16. INSURANCE:
The assets of your Company are adequately insured. Your Company has also taken out suitable cover for Public
Liability.
17. INTERNAL CONTROL SYSTEMS AND THEIRADEQUACY;:
The Company has an adequate Internal Control System commensurate with the size and nature of its business. The
preparation designing and documentation of Policy on Internal Financial Control ere in place and imolemented which is
reviewed penodically and modified suitably to ensure controls.
The internal audit is carted out by a separate firm of Chartered Accountants, The penodical audit reports, including
significant audit observations and corrective actions there-on, are presented to the Chairman of the Audit Committers.
18. MATTERS RELATED TO DIRECTORS:
a) Declarations by Independent Directors:
All Independent Directors have given their declarations that they meet the criteria of independence as taid down
under the Act and pursuant to the Companies (Appointment and Qualification of Directors) Rules, 2014, the
TF
Independent Directors are registered with MCA independent Director's Databank,
Board Evaluation:
Ina Separate meeting of Independent Directors, performance af non-independent directors, performance of the
Board as a whole and performance of the Chairman was evaluated, taking inte account the views of executive
director,
The same was discussed in the Board meeting held subsequently to the meeting of the independent directors. at
which the performance of the Board, its Committees and individual directors was also discussed. Performance
evaluation of independent directors was done by the entire Board, excluding the independent director being
evaluated.
Remuneration Policy:
The Board of Directors has on recommendation of the Nomination & Remuneration Committee framed policy for
selection and appointment of Directors. Senior Management and their remuneration which is stated in the
Corporate Governance Report.
The Nomination and Remuneration Policy of company is being placed on website of company and same can be
assessed athttps://www.sncl.com/policies.
Number
of Board Meetings:
The Meetings of the Board and its Committees are held at regular intervals to discuss, deliberate and decide on
vanous business dolicies, strategies, governance, financial matters and other businesses.
The Board met 5 times during the financial year ended 31"March, 2022 in accordance with the provisions of the
Act, the details of which are given in the Corporate Governance Report.
The gap between two Board Meetings did notexceed 120 days as per Section 173 of the Act.
Board of Directors and Key Managerial Persons:
i) Appointment/Re-appointment
Based on the recommendation of Nomination and Remuneration Committee (NRC) the Board at its meeting held
on 2“ May, 2022 approved the appointment of Shri. Rakesh R. Kothari as the Chief Financial Officer ("CFO") of the
company with effect from 2° May 2022. Pursuant to his appointment as CFO of the company, ShriAbhishek A.
Javeri ceases to be “CFO" with effect from 2” May, 2022.
The members of the company at the Annual General Meeting held an 22” September 2022 had approved the re-
appointment of Mr. Amit Mahendra Mehta as an Independent Director of the company for a second term of five
consecutive years commencing from April 30,2023 till April 29, 2028,
ii) Retirement by Rotation:
Inaccordance with the provisions of the Act, none of the Independent Directors :s liable to retire by rotation, As per
the provisions of Section 152 of the Companies Act 2013, Mrs. Seema A. Javeri, retires by rotation at the ensuing
Annual General Meeting and being eligible, offers herself for re-appointment.
The Board recommends her re-appointment and the agenda seeking the approval of Members is included in the
Notice convening the 50” Annual General Meeting. The necessary resolution recommending her re-appointment
forms part of the AGM Notice.
iii) Appointment criteria and qualifications and their remuneration:
The Nomination & Remuneration Committee (“NRC”) identifies and ascertain the integrity, qualifications,
expertise and experience of the person for appointment as Director, Key Managerial Personnel ("KMP") or Senior
Management Personnel ("SMP") at Senior Management level and recommend the same to the Board for
appointment.
iv) Separate Meating of Independent Directors:
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In terms of requirements of Schedule !V of the Act, the Independent Directors of the Company met separately on
14th February, 2023, inter alia to review the performance of Non-independent Directors (including the Chairman),
the entire Board and the quality, quantity and timeliness of the flow of information between the Management and
the Board,
. LOANS FROM DIRECTORS
During the financial year under review, the Company has borrowed the following amount(s) from Directors and the
respective director has given a declaration in writing to the Company to the effect that the amountis not being given out
of funds acquired by him by borrowing or accepting loans or deposits from others. Accordingly, the following amount(s)
is ‘are excluded from the definition of Deposit as per Rule 2{1)(c)(viil) of the Companies (Acceptance of Deposits)
Rules, 2014; -
(Rs. in Lakhs}
Name of Director giving loan Amount borrowed during 2022-23
Shai. Asit D. Javeri 398.00
Shri. Abhishek A. Javert 233.00
Smt. Seama A. Javeri 95.00
. REMUNERATION
/ COMMISSION DRAWN FROM HOLDING/ SUBSIDIARY COMPANY:
During the financial year under review, the directors of the Company has not received remuneration / commission from
the holding / subsidiary Company.
. COMMITTEES OF BOARD OF DIRECTORS OF THE COMPANY:
The Company has duly constituted the following mandatory Committees in terms of the provisions of the Act & Listing
Regulations read with rules framed thereunder viz.
Audit Committee;
Nomination and Remuneration Committee;
Stakeholders’ Relationship Committee;
Corporate Sacial Responsibility Committee;and
Risk Management Committee
et
Internal Compliant Committee
The Composition of all above Committees, number of Meetings held dunng the year under review, bref terms of
reference and other details have been provided in the Carporate Governance Report which forms part of this Annual
Report. All the recommendations made by the Committees were accepted by the Board.
Following are the Committees of Board of Directors of the Company, Details of the composition, terms of reference and
number of meetings held for respective committees are given in the Report on Corporate Govemance, which forms
part of the Annual Report. The same is annexed hereto and marked as Annexure-l.
. NOMINATION AND REMUNERATION COMMITTEE:
The Nomination and Remuneration Committees was constituted pursuant to the provision of section 178 of the Act. The
Committee has in accordance with the provisions of sub-section (3) of Section 178 of the Act formulated and uploaded
on https:/www.snel.com/policy, the policy setting out the criteria for determining qualifications, positive attributes.
independence of a Director and policy relating to remuneration for Directors, Key Managerial Personnel and other
employees.
. CORPORATE SOCIAL RESPONSIBILITY COMMITTEE:

Corporate Social Responsibility Committee was constituted pursuant to the provisions of Section 135 of the Act. The
composition of the committee is as follows:
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Mr, Asit Dhankumar Javen, Chairman,

Mr, Priyam Shaniilal Jnaveri, Member
Mrs, Ayesha S. Patel, Member
Mr, AbhishekA. Javeri, Member (appointed w.e.f. 14" February, 2023)
The Annual Report on CSR Activities; as-stipulated under the Act and the SEBI (Listing Obligation & Disclosure
Requirements) Regulations, 2015 (“LODR") forms an integral part of this Report and the Company has initiated
activities in accordance with the said Policy, the detaits of which have been prescribed in Annexure-lll,
The CSR policy is available on the website of the Company atthe link https:/Awww.snel.com/policies.
. BUSINESS RESPONSIBILITY & SUSTAINABILITY REPORT
Regulation 34(2) of the SEBI Listing Regulations, inter alia, provides that the Annual Report of the top 1000 listed
entities based on market capitalization, should mandatorily include a Business Responsibility & Sustainability Raport
("BRSR’) from financial year 2022-23 onwards. The same is annexed hereto and marked as Annexure-IV, describing
the initiatives taken by the Company from an environmental, sociai and governance perspective.
The BRSR for the financial year 2022-2023 has also been hosted on the Company's website.
. INTERNAL COMPLAINT COMMITTEE FOR PREVENTION AND PROHIBITION OF SEXUAL HARASSMENT OF

WOMEN AT WORKPLACE;
The Internal Complaint Committee ("ICC") was constituted as per provision of the Act for prevention and prohibition of
Sexual Harassment of woman at workplace which consists of following members:
Sr.| Name Designation Date of appointment / Cessation
a) | Mrs. Seema Asit Javeri Chairperson/Presiding Officer 28" March, 2019

b} | Mrs Philomena Fernandes Member resigned W.e.f 74" November, 2022
©) | Mrs. Jyotsna Tushar Parab Member resigned W.e.f 14” November, 2622
d) | Mrs. Mamta Jatin Shah Member 28° March, 2039
e} | Ms, S. M, Rao External Member appointed W.e.f 14" November, 2022
1) | Ms. Smita Singh Member appointed W.e.f 14” November, 2022
g) | Mr. V, Ramakrishnan Member appointed W.e,f 14" November, 2022
hh) | Mr Vv, N. Bedekar Member appointed W.e.f 14" November, 2022
i) | Mr R. M. Gandhi Member appointed W.e.f 14” November, 2022
The Company has zero tolerance towards sexual harassment at the workplace and has adopted a Policy on
Prevention, Prohibition and Redressal of Sexual Harassment at Workplace in line with the provisions of the Sexual
Harassmentof Women at Workplace (Prevention, Prohibition and Redressal) Act, 2013 and the Rules thereunder.
During the year under review no compiaints were received by the Committee.
. VIGIL MECHANISM / WHISTLE BLOWER AND RISK MANAGEMENT POLICY:
Pursuant to the provisions of Section 177 (9) of the Act read with Rule 7 of the Companies (Meetings of Board and its
Powers) Rules, 2014, and Regulation 22 of SEBI (LODR) Regulations 2015 the Campany already has in place “Vigil
Mechanism Policy” (Whistle Blower Policy) for Directors and employees of the Company to provide a mechanism
which ensures adequate safequards to employees and Directors from any financial stalaments and reports, ete.
The employees of the Company have the right/option to report their concern/grievance to the Chairman of the Audit
Committee. The Company is committed to adhere to the highest standards of ethical. moral and legal conduct of
business operations. The Company also adopted Risk Assessment Procedure. The details of the same are mentioned
in the Corporate Govemance Report.
, AUDITORS & REPORTS:
8) Statutory Auditors of the Company and their observations, if any on accounts for the year ended 31"
March, 2023;
At the 46° Annual General Meeting held on September 25, 2019, the Members approved appointment of M/s.
<a
Ee NITRO CHEM LIMITED a
Jayesh Dadia & Associates LLP, Chartered Accountants (Firm registration No: 121142W /W100122) to hold office
from the conclusion of the 46° Annual General Meeting until the conclusion of the 57” Annual General Meeting to
be held for the financial year 2024,
The Statutory Auditor's report does not contain any qualifications, reservations, adverse remarks or disclaimers.
Internal Auditors of the Company:
The Beard of Directors in their meating held on 24th May, 2023 re-appointed M/s:Chandrashekhar lyer & Co.
Chartered Accountant as the Internal Auditor of the Company for the financial year 2023-24.
Cost Auditors of the Company:
The Board of Directors of the Company has.on the recommendation of the Audit Committee, anproved the
appointment of Mis Vinay Mulay & Co., Cost Accountants (Reg No: M/8791) as the cost auditors of the Company
for the year ending March 31, 2024 subject to approval of members in the ensuring Annual! General Mesting i.e
50° AGM of the Company.
Further, as specified by the Central Government under sub-section (1) of section 148 of the Act the required
accounts and records are made and maintained by the Company.
Secretarial Auditors of the Company:
The Board on the recommendation of the Audit Committee appointed Mis. MMJB & Associates LLP, Company
Secretaries in Practice, Mumbai, as Secretarial Auditor to conduct Secretarial Audit of the Company for the
Financial Year 2022-23 and their report is annexed hereto and marked as Annexure - V. Observations made by
Secretarial Auditor as per said report along with explanation made by Boardis given below:
Sr. No. Particular of Observation Explanation by Board

The Company had entered into material Related party! The Company has obtained shareholders’ approval to
transaction for which approval of Shareholder taken post] ratify the material related party transaction by way of
audit period Le. on 25.06.2023, Consequently, details | postal ballot dated June 25, 2023.
captured in Corporate Govemance Reports for respective
Quarters
was erroneous.
The Company has not appointed its Independent Director} The Company is in process of identifying independent
@s a director on the board of its unlisted material subsidiary | Director to appoint the same as director
an the board of its
unlisted matenal subsidiary.
The Campany had made delay in submitting the outcome of} The delays have occurred due to unavoidable
Board Meatings- circumstances and the Company will strive to avoid such
delays in future.
The Company has Gelayed in dissemination of| The delays have accurred due to unavoidable
documentsiinformation on the website in few instances. | circumstances and the Company will strive to avoid such
Consequently weblinks in annual report are also} delaysin future.
erroneous.
The Structured digital database was non-functional for part| The delays have occurred due to unavoidable
of the period under Audit because of which entries made | circumstances and the Company vall strive to avoid such
therein ware in delay. delaysin future. The Company shall ensure that the same
is updated in a timely manner.
The Company has uodates details of designated persons | The Company did not update the SDD for one Designated
with the designated depository in delay. Person inadvertently. The Company shall ensure that
changes in the Designated Persons are updated on the
same day.
The Company has not filed Form MSME-| half year ended| The Company inadvertently missed to file the Form
31.03.2022 and 30.09.2022, MSME-I,
The Company has not filed Form CSR-2 for year ended| The Company inadvertently missed to file the Form
31.03,2021 and 31.03.2022. CSR-2.
Tne Company has failed to transfer Rs, 2,18,18,736| The Comeany could not soend the required funds, the
towards Corporate Social Responsibility for FY 2021-2022 | Company will ensure that the said amount will be
to a fund specified in Schedule VII of the Act since said | transferred to the funds as mandated by law and the
amount was not spent by the company as its CSR] Company willstrive to avoid such failure in the future.
Obligation for that year.
Ee NITRO CHEM LIMITED Ca
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The Board has also appointed M/s. MMJB & Associates LLP. Company Secretanes in Practice, Mumbai as
Secretarial Auditor to conduct Secretarial Audit of the Company for Financial Year 2023-24.
e) Reporting of frauds by statutory auditors:
There were no incidences of reporting of frauds by Statutory Auditors of the Company under Section 143 (12) of
the Act read with Companies (Accounts) Rules, 2014,
f} Code for prevention of Insider Trading:
As per SEBI (Prohibition of insider Trading Regulations),2015, your Company has adopted an amended Code of
Conduct to regulate, monitor and report trading by Designated Persons and their immediate Relatives under the
SEBI (Prohibition of Insider Trading) Regulations, 2015
This Code of Conduct also includes code of practices and procedures for fair disclosure of unpublished price
sensitive information and has been made available on the Company's website.
. CORPORATE GOVERNANCE AND MANAGEMENT DISCUSSION AND ANALYSIS REPORT:
Pursuant to Regulations 17 to 27 and Schedule V of SEBI (Listing Obligations and Disclosure Requirements)
Regulations, 2015 the corporate governance report tagether with Auditor report on the compliance on the same is
annexed hereto and marked as Annexure-Il and the Management Discussion and Analysis report is annexed hereto
and marked as Annexure -VI.
CONSERVATION OF ENERGY, TECHNOLOGY ABSORPTION AND FOREIGN EXCHANGE EARNINGS AND

OUTGO:
The information on conservation of energy, technology absorption and foreign exchange earnings and outgo stipulated
under Section 134(3)(m) of the Act, read with Rule & of The Companies (Accounts) Rules,2014, is annexed hereto and
marked as Annexure-Vil.
. ANNUAL RETURN:
Pursuant to the provisions of Section 92(3) and 134 (3) (a) of the Act, 2073, the Annual Returm for the financial year
ended 31° March 2023 will be uploaded on the website of the Company at https www.-snel.com/annual-return.
3, SECRETARIAL STANDARDS OF ICSI

Your Company is incompliance with the Secretarial Standards on Meetings of the Board of Directors ("SS - 1") and
General Meetings (“SS-2") issued by The Institute of Company Secretaries of India ("ICSI") and as approved by the
Government of india.
32. INDUSTRIAL RELATIONS

The Company has been able to create a favorable work environment that motivates performance; custamer focus and
innovation in your company’s strategies are based, inter alia, on process of continuous leaming and improvement.
The Company continues to focus on extensive training and developmental activities and efficiency and quality
improvement initiatives.
The productivity linked long term wage settlement with the workmen is under negotiation,
33, PARTICULARS OF EMPLOYEES AND REMUNERATION:

The information required under Section 197(12) of the Act read with Rule 5 of the Companies (Appointment and
Remuneration of Managerial Personnel) Rules, 2014 and other applicable Rules, is attached as Annexure-Vill.
Statement containing particulars of top 10 employees and the employees drawing remuneration in excess of limits
prescribed under Section 197 (12) of the Act read with Rule 5(2) and (3) of the Companies (Appointment and
Remuneration of Managerial Personnel) Rules, 2074 and other applicable Rules Is provided in the Annexure forming
partof this report.
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34, SIGNIFICANT OR MATERIAL ORDERS PASSED AGAINST THE COMPANY
Pursuant to the requirement of Section 134(3)(q) of the Act, 2013 read with Rule 8(5)(vii) of the Companies (Accounts)
Rules, 2014, it is confirmed that during FY 2021-22 there were no significant or material orders passed by the
Regulators or Courts of Tribunals impacting the going concem status and your Company's operations in future.
MATERIAL CHANGES AND COMMITMENTS AFFECTING FINANCIAL POSITION BETWEEN THE END OF THE
FINANCIAL YEAR AND DATE OF THE REPORT:
There have been no other material changes and commitments affecting the financial position of your Company since
the close of Financial Year |.e. 31° March, 2023 and the date of this Report except those mentioned in this report.
LEGAL AND REGULATORY
The Company ensures the compliance with laws and regulations prefevent and applicable are essential part of the
business operations. We at Sadhana are committed to comply laws and regulations in diverse areas as product safety,
product claims, trademarks, copyright, patents, competition, employee health and safety, the environment, corporate
governance, listing and disclosure, employment and taxes.
Frequent changes in legal and regulatory regime and introduction of newer regulations with multiple authorities
regulating same areas lead to complexity in compliance. We closely monitor and review our practicas to ensure thatwe
remain complaint with relevant laws and legal obligations.
37. SYSTEM AND INFORMATION
Your Company's operations are increasingly dependent on Information Technology (IT) systems and the
management of information, Increasing digital interactions with customers, suppliers and consumers place even
greater emphasis on the need for secure and refiable IT systems and infrastructure, and careful management of the
information that is in our possession,
The cyber-atlack threat of un-autharised access and misuse of sensitive information ar disruption to operations
continues to increase: To reduce the impact of external cyber-attacks impacting our business, we have firewalls and
threat monitoring systems in place, complete with immesiate response capabilities to mitigate identified threats. Our
employees at Sadhana are trained to understand these requirements and ensure the effective implement.
GENERAL DISCLOSURES
Your Directors state that no disclosure or reporting is reauired in respect of the following items as there were no
transactions on these items during the year under review:
|, The Company has not issued any shares with differential rights and hence no information as per provisions of
Section 43(a}(ii) of the Act read with Rule 4(4) of the Companies (Share Capital and Debenture) Rules, 2014 is
furnished,
ll. The Company has not Issued any Sweat equity shares during the year under review and hence no information as
per provisions of Section 54(1)(d)
of the Act read with Rule (13) of the Companies (Share Capital and Debenture)
Rules, 2014 is furnished.
Ill, The Company has not issued any equity shares under Employees Stock Option Scheme during the year under
review and hence no information as per provisions of Section 62{1)(b) of the Act read with Rule 12(9) of the
Companies (Shere Capital and Debenture) Rules, 2014 is fumished.
IV, Ouring the year under review, there were no instances of non-exercising
of voting rights in respect of shares
purchased directly by employees under a scheme pursuant to Section 67(3) of the Act read with Rule 16(4) of
Companies (Share Capital and Debentures) Rules, 2014.
39. DIRECTORS’ RESPONSIBILITY STATEMENT:
Pursuant to the requirament of Section 734(5) of the Companies Act, 2043 the Board of Directors of your Company, to
the best of their knowledge and ability, confirm that:
{a) Inthe preparation of the Annual Accounts, the applicable accounting standards have been followed and there are
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Bee NITRO CHEM LIMITED
Cd
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no material departures;
(b) The Director have selected such accounting policies and applied them consistently and made judgments and
estimates that are reasonable and prudent so as to give a true and fair view of the state of affairs of your Company
at the end of the Financial Year and of the profit of your Company for that period.
(c) The Director have taken proper and sufficient care for the maintenance of adequate accounting records in
accordance with the provisions of (The Act) for safeguarding the assets of your Company and for preventing and
detecting fraud and other irregularities;
(d) The Director have prepared the Annual Accounts on a. going concem basis;
(e} The Director have Jaid down internal financial! controls to be followed by your Company and that such internal
financiat controls are sdequate and are operating effectively;
(f) The Director have devised proper systems to ensure compliance with the provisions of all applicable taws and that
such systems were adequate and operating effectively,
. SAFEHARBOUR:
Statements in the Board's Report including Annexures there. to describing tha Company's objectives, expectations or
forecasts may be forward-looking within the meaning of applicable securities laws and regulations. Actual results may
differ materially from those expressed in the statement. Important factors that could infiuence the Company's
operations include global and domestic demand and supply, input costs, availability, changes in government
regulations, tax laws, Global geo-political situation, economic developments within and outside the country and other
factors such as litigation. and industrial retations.
. ACKNOWLEGDEMENT:
The Board of Directors extends its deepest gratitude to all employees across various fevels of our organization whose
hard work, dedication, and unwavering commitment have been the pillars of our success, and for thal, we are
profoundly thankful,
We would also tike to express our sincere appreciation for the enduring cooperation and support we have received from
our shareholders, investors, bankers, financial institutions. customers, and business partners. Their trust and
encouragement have been invaluable in our journey.
Our heartfelt thanks also go out to ail regulatory authonties and other stakeholders who have consistently provided
guidance and support, contributing to our ongoing growth. and success, We look forward to strengthening these
relationships as we continue to navigate the path to progress together.
For and On Behalf of the Board of Directors
ASIT D. JAVERI
EXECUTIVE CHAIRMAN
DIN: 00268114
Place: Mumbai
Date: 7” August, 2023
ANNEXURE -1
AOC-1
(Pursuant to first proviso to sub-section (3) of section 129 read with rule 5 of Companies (Accounts) Rules, 2014)
Statement containing salient features of the financial statement of subsidiaries! associate companies/ joint
ventures
Part"A": Subsidiaries
{information in respect of each subsidiary! Associate Companies’ Joint Venture Companies to be presented with amounts
inRs)
Sr. No Particulars Name of Subsidiary
4) Name of the subsidiary / Joint Venture / Associates Anuchem 8.V.B,A4., Belgium

Companies
2) Date on which the subsidiary company was 01/04/4998

associated or acquired
3) Reporting oeriod for the subsidiary concemed, if January to December 2022

different from the holding company’s reporting
period
4) Reporting currency and Exchange rate a5 on the Euro

last date of the relevant Financial Year in the case 1Euro=INR 89.67
of foreign subsidiaries. Date: 31.03.2023
5) Paid up Share capital Rs,7,71,550
6) Reserves and Surplus Rs:63,15,338
7) Total Assets Rs» 21,89,74,540
8) Total Liabilities Rs. 21,89,74,540
9) Investments
10) Turnover Rs; 20,94,15,583
11) Profit before taxation Rs. 45,93,824

12) Provision for taxation / Def. Tax -
13) Profit after taxation Rs.45,93,824

14) Proposed Dividend Rs. 420,047
15) % of shareholding 100 %
(*) The above figures are taken as per the audited financials of the subsidiary for the year ended 31” December, 2022 and
converted as per the exchange rate as on 31° March, 2023 (Except for Paid up share capital which is converted at the
historical rate on the date of acquisition)
Names of Subsidiaries which are yet to commence operations: N.A,
Names of Subsidiaries which have bean liquidated or merged or sold during the year: Spidigo net Private Limited has been
merged with the company pursuant to the Scheme of Merger (by Absorption) sanctioned by the Honorable National
Company Law Tribunal, Mumbai & Ahmedabad Bench vide their orders dated 8th February, 2023 & 24th November, 2021
respectively,
Vey
Bei
NITRO CHEM LIMITED or
Part"B": Associates and Joint Ventures
(Statement pursuant to Section 129 (3) of the Companies Act, 2013 related to Associate Companies and Joint Ventures)
Particulars Name 1
1. Name of Associates/Joint Ventures NOT APPLICABLE
2, Date on which the Associate or Joint Venture was associated or acquired
3. Latest audited Balance Sheet Date
4 . Shares of Associate/Joint Ventures hetd by the company on the year end
{in numbers}
|, Number
ii, Amount of Investment in
Associates! Joint Venture
lit. Extentiof Holding %
§. Dascription of how there is significant Influence
6. Reason why the associate/joint venture is not consolidated
7, Net worth attributable fo Shareholding as per latest audited Balance Sheet
8. Profit / Loss for the year
i. Considered in Consolidation
il, Not Considered in Consolidation
Names of associates /joint ventures which are yet to commence operations; N.A,
Names of associates /joint ventures which have been liquidated or sold during the year: NLA.
For Jayesh Dadia & Associates LLP

FRN: 121142W / W100122
Jayesh Dadia
Partner
Membership No, 033973
UDIN: 2303397BGVRCN3857
Place: Mumbai
Dated: 7th August, 2023
ANNEXURE -1I TO DIRECTORS REPORT 2022-2023
REPORT ON CORPORATE GOVERNANCE

1. COMPANY'S PHILOSOPHY ON CODE OF GOVERNANCE:
The essence of Corporate Governance is about maintaining the right balance between economic, social, individual and
community goals. At Sadhana Nitro Chem Limited (“Sadhana/Company”") good corporate governanoe is a way of life
and the way we do our business, encompassing every day's activities and is enshrined as a part-of our way of working.
Company believes that transparent accounting policies, appropriate disclosures norms, best-in-class Board practices and
consistently high standards of corporate conduct towards its stakeholders are essential for sustained corporate growth.
Corporate Governance is about commitment to values and ethical business conduct. The Report on the Corporate
Governance is to fulfill this commitment. An organization is able to attract investors and enhance the trust and confidence of
all stakehokters by following the best governance practices.
Our Govemance philosophy is based on the following: -

Managementis the trustee of the Shareholders capital and not the owner.
* Provide an enabling environment to harmonize the goals of maximizing stakeholder value and maintaining a customer
centric focus,
Have a simple and transparent corporate structure driven solely by business needs.
Communicate extemally, in a truthful manner, about how the Company is running intemally,
Make clear distinction between personal convenience and corporate resources.
Be transparent and maintain high degree of disclosure laveis in all facets of its operations.
Satisfy the spirit of the law anc notjust the letter of the law,
The Company's philosophy on Corporate Governance is thus concerned with the ethics, values and morals of the Company
and its directors, who are expected to act in the best interests of the Company and remain accountable to shareholders and
other beneficiaries for their action.
In virtue of the best corporate govemance practices company has gained a good reputation as an employer, business
partner and a member of the community, The Board of the company and the Management team remain committed to this
culture of integrity and transparency in the conduct of the business.
2. BOARD OF DIRECTORS:
The Board of Directors as on March 31, 2023 comprised of seven (7) Directors. The Three (3) Directors of the Board is an
Executive Director. Four (4) Directors are Non-Executive and Independent Directors (57.14%).
The composition of the Board is in conformity with Regulation 17 of SEBI (LODR) Regulations, 2015.
The Company's Board Comprises of Individuals with considerable experience and expertise across @ range of discipline
including Business Management and Business Strategy.
The Board Members are fully aware of their roles and responsibilities in discharge of the key functions for the Company and
under various legisiations, The Board Members strive to meet the expectation of operational transparency without
compromising the need to maintain confidentiality of information,
The Composition of the Board and Directorship held in other Companies as on 31” March, 2023:
Sr. | Name of Category No. of outside | No. of other outside Committee
No. | the Director(s) of Directorship Directorship | positions held (*)
Chairman Member
1. Mr. Asit D. Javeri Promoter - Executive Chainnan 5 0 1
2. Mr. Abhishek, A. Javen | Promoter group - Managing Director 3 0 0
2 Smt Seema A. Javeri Promoter group - Executive Director 3 0 o
4. Mr, Pradeep, N, Desai Independent - Non-Executive 5 1 2
5. Mr. Priyam, S. Jhaveri Independent - Non-Executive 7 2 3
6. Mr. Amit Mehta Independent - Non-Executive 9 1 1
7 Mrs. Ayesha Patel independent - Non-Executive 2 0 0
(*) In other Limited Companies (including Private Limited Campanies) / Foreign companies. Only membership of audit
committee and Stakehoider's Relationship Commiltee are considered.
Yo)
The terms and conditions of appointment of the Independent Directors and the details of familiarization programme to them
are available on the website of the Company httos://www.snel.com/policy
3, BRIEF PROFILE OF DIRECTORS OF THE COMPANY:
a) Shri Asit D. Javeri (DIN: 00268114):
Shri Asit D, Javeri (DIN: 00268114) aged 67 years, is a Science graduate from Mumbai Universily, He is S/o (Late) Shri
Dhankumart T. Javeri, founder Chairman of the Company.
He joined Company in December 1984 as a Director of the company and in January 1985, he was appointed as the
Managing Director. Prior to joining the Company, he had experience of 10 years of operational expertise for the
operation of chemical company. He has been associated with the company for more than 37 years.
At present Shn Asit D. Javeri is Executive Chairman of the Comnany. He is also promoter of the company and holds
1,16,91,771 (5.78 %) Equity Shares of the company as on 31" March, 2023.
ipan itle mem ipofSh it. Javeri-
Sr, No | Name of the Company Listed! Category of | Membership in Committee

Unlisted | Directorship
Company)
4, | Phthaflo Colors & Chemicals Unlisted | Director Audit Committee - Member
(India) Limited. {Non - Executive)
2. | Manekchand Panachand Trading Unlisted | Director Nil
investment Company Private Limited.
3. | Lifestyle Networks Limited. Unlisted | Director Nil
4, | Sadhana Nitro Chem Limited Listed Executive + Corporate Social Responsibility Committee
Director {Chairman & Member)
* Finance and Admin Commuttee (Member)
+ Risk Management Committee (Chairman &
Member)
5. | *Mirosa Marine Private Limited Unlisteé | Director NIL
6. | “Sunshine Care and Wellness Unlisted | Director NIL
Foundation
(*) The name of the Gompany has been changed from DHPL Marine Private Limited to Mirosa Marine Private Limited with effect from
September 02, 2022.
("} Appointed as a Director with effect from November 18, 2022.
b) Shri Abhishek
A. Javeri (DIN: 00273030):
Shri Abhishek A. Javeri (DIN; 00273030) aged 40 years. He Is son of Mr. Asit D. Javeri, Chairman & Executive Director of
the Company ang Smt. Seema A. Javeri, Executive Director - Administration, of the Company. He is BA in Economics
from North Western University, USA. He joined the company as.a Director from 24” January, 2007.
At present Shri Abhishek A, Javeri is Managing Director of the Company. He is also. a member of promoter group of the
Company and holding 59,02, 764 (2.92%) Equity Shares of the company as on 31" March, 2023,
Sr. No| Name of the Company Listed / Category of Membership in Committee

Company
1. | Spidigo Net Private Limited (Merged Unlisted Director Nil
with SNCL vide NCLT letier dated
February 8, 2023)
2. | Manekch and Panachand Trading Unlisted Director Nil
Investment Company Private Limited
3._| Life Style Networks Limited Unlisted Director Nil
4, | Sadhana Nitra Chem Limited Listed Managing Director * Finance and Admin committee -
Chairman
Be NITRO CHEM LIMITED a

Company
+ Risk Management Committee -
Member
+ “Corporate Social Responsibility)
Cornmittee - Member
5. | Fun Gateway Arena Private Limited Unlisted Director Nil
{*) Appointed ss a Member with effect from February 14, 2023.
c) Smt. Seema
A. Javeri (DIN: 01768936):
Smt. Seema A. Javeri (DIN; 01768936) aged 64 years. She is a B.Sc. She has an experience of 13 years in
Administration. She joined the company as a Director from 13” February, 2014.
At present Smt. Seema A. Javeri is Executive Director - Administration of the Company. She is also a member of the
promoter group of the Company and holding 3,84,867 (0.19 %) Equity Shares of the company as on 31" March, 2023,

Company
1. | Spidigo Net Private Limited (Merged Unlisted Director Nil
vith SNCL vide NCLT letter dated
February 8 2023)
2 Manekch and Panachanc Tracing Uniistes Director Nil
Investment Company Private Limited
3, | Life Style Networks Limited Unlisted Director Nil
4 Sadhana Nitro Chem Limited Listed Whoie-time Director intemal Complaint Committee -
Chairperson
5. | Mirosa Marine Private Limited Unlisted Director Nil
qd) Shri, Priyam S. Jhaveri (DIN: 00045038):

Shri. Priyam S, Jhaveri (DIN; 00045038) aged 68 years. He is a Commerce graduate and having rich experience in
Chemical Industry. He is associated with Nanavati Group of Companies and joined Company as a Director from 11"
March, 1996.
At present Shri, Priyam S. Jhaveri is Non-Executive Independent Director of the Company. He is holding 2,100
(0.0010%) Equity Shares of the company as on 31" March, 2023.
Directorship and committee membership

of Shri. Priyam S. Jnaveri:
Sr, No! Name of the Company Listed / Category of Membership in Committee

Unlisted Directorship
Company
1, PHTHALO Colours and Chemicals Untisted Chairman & Nit
(india) Limited Managing Director
2: PHTHALO Pigments Private Limited | Unlisted Director Nil
3. Sanega Trades & Investments Uniisted Director Nit
Private Limited
4. Nanavati Sons Private Limited Unlisted Director Nil
5. Nanavati Speciality Chemicals Unlisted Director Nil
Private Limited
6. Sadhana Nitro Chem Limited Listed Non-Executive - + Stakeholders Relationship
Independent Director Committee - (Chairman &
Member)
ES NITRO CHEM LIMITED a

Company
* Nomination & Remuneration
Committee - (Chairman &
Member)
+ Audil Committee - (Chairman
& Mamber)
+ Corporate Social Responsibility
Committes - (Member)
« Risk Management Committee -
(Member)
7. Excel Indusines Limited Listed Non-Executive - Audit Committee - (Member)
independent Director
8. Pridor Enterprises Private Limited Unlisted Director Nil
e) ShriPradeep N. Desai (DIN: 01602942):
Shn Pradeep N. Desai (DIN; 01602942) aged 61 years. He is Chemical Engineer. He joined the company as e director
from 12” February, 2013.
At present Shri Pradeep N. Desat is Non-Executive Independent Director of the Campany. He is holding 4,200
(0.0021 %) Equity Sharesof the company as o1v31" March, 2023.
Directorship.and committee membership of Shri Pradeep N. Desai;

Company
iF Tanishka Micro Encapsulation Untsted Director + Stakeholders Relationship
Private Limited Committee - (Chairman &
Member)
* Nomination & Remuneration
Committee.- (Member)
+ Audit Committee - (Chairman
& Member)
2. Aayan Nanotech Private Limited Unlisted Director Nil
3, | Life Style Networks Limited Unlisted Director Nit
4, | Sadhana Nitro Chem Limited Listed Non-Executive - + Audit Committee - (Member)
Independent Director | * Nomination & Remuneration
Committee - (Member)
* Stakeholder's Relationship
Committee - (Mamber}
5. | Nano additive Tachnology Unlisted Director Nil
f) Shri Amit M. Mehta (DIN: 00073907):
Shri Amit M. Mehta (DIN: 00073907) aged 69 years is a B. Sc in Chemistry. He has vast experience of in Chemical
Business. In the Annual General Meeting ("AGM") of the Company held on 22“ September, 2022, members of the
Company approved the appointment of Shri Amit M. Mehta as an Independent Director to hold the office for a term upto
next consecutive five years commencing from 30th April, 2023.
At present Shri Amit M, Mehta is Non-Executive Independent Director of the Company, He is holding 8,60,511 (0.425 %)
Equity Shares of the company as on 31" March, 2023.
comes
tt t—“‘C;:SC*CSC
Company
1. Finorga (india) Private Limited Unlisted Director Nil
2. 5. Amit Speciality Chemicals Untisted Director Nil
Private Limited
3. Perfo Chem (India) Private Limited Unlisted Director Nil
4. | Topnotch Reaity Private Limited Unlisted Director Nil
5.. | Pinami Realty Private Limited Unlisted Director Nil
6. Value E-Healthcare Limited Unlisted Director Nil
7: Insight Heatth Scan Private Limited Unlisted Director Nil
8. | Giobai-Local Lifestyle Services Unlisted Diractor Nil
Private limited
Y. Fyra Insights Private Limited Unlisted Additional Nil
Ditector
10. | Sadhana Nitro Chem Limited Listed Non - Executive - Nil
Independent Director
11. | Diamines Chemicals Limited Listed Whole time « Stakeholders Relationship
Director Committee - (Chairman &
Member)
12, | KLJ Organics Diamines Limited Untisted Director Nil
13, | DACL. Fine Chem Limited Unlisted Director Nil
g) Smt. Ayesha Sunil Patel (DIN: 02074115):
Smt. Ayesha Sunil Patel (DIN; 02074115) aged 64 years is B. Com, M.S. University, Baroda, Professional Management
Education Programme, IM, Anmedabad,
Atpresent Smt Ayesha Sunil Patel is Non-Executive Woman Independent Director of the Company.
Directorship
and committee membership.of Smt. Ayesha Sunil Patel;
Sr. No} Name of the Company Listed / Category of Membership in Committee

Untisted Directorship
Company
1, Sampatti Education and Welfare Unlisted Diractor Nil
Foundation
2. Sadhana Nitro Chem Limited Listed Non - Executive - + Stakeholders Relationship
Independent Director Committee - (Member)
+ Nomination & Remuneration
Cammittee (Member) ~
+ Audit Committee- (Member
4. ATTENDANCE
RECORD OF THE DIRECTORS:
During the Financial Year 2022-23:
(a) Five Meetings of Board of Directors were held on May 2, 2022, May 24, 2022, August 12, 2022, November 14,
2022 and February 14, 2023.
(b) LastAnnual General Meeting (AGM) of the Company was held on 22” September, 2022.
The Attendance of Directors atthe Board Meetings anc iast AGM were as under;-
ea
Eee
NITRO CHEM LIMITED Cd za
Attendance of Dates on which the Meetings were held AGM
Danctats May 2, 2022 | May 24, 2022 | August 12, 2022| November 14, | February 14, | September 22.
2022 2023 2022
Mr_Asit D. P P P Pp P Pp
Javeri
Mr. Abhishek A. P P P. P P
Javeri
Smt. Seama A. P FE P P P P
Javeri
Mr. Priyam
Meee S. P P P P P P
Mr. Pradeep N, P P P P P P
Desai
Mr. Amit M P A P A A P
Mehta
Mrs Ayesha A P P P A A
Sunil Patel
'P denotes Present
andA denotes Absent,
DISCLOSURE OF RELATIONSHIP BETWEEN DIRECTORS INTER-SE:
Name of Director Inter - se Relationship

Mr. Asit D Javeri Father of Mr. Abhishek A Javeri and Husband of Mrs. Seema A Javeri
Mr. Abhishek A Javeri Son of Mr. Asit D Javeri and Mrs. Seema A Javeri
Mrs. Seema A Javeri Wife of Mr. Mr. Asit D Javeri and Mother of Mr. Abhishek A Javeri
Mr. Priyam S. Jhaveri No Relation
Mr, Pradeep N. Desai No Relation
Mr, Amit M Mehta No Relation
Mrs. Ayesha Sunil Patel No Relation
Note:
The Board meets once in quarter wherein they review quarterly performance and financial results. The Board
meetings are generally scheduled well in advance and the notica of each meeting és given in writing to each Director.
All the items on the agenda are accompanied by a nole giving comprehensive information on the related subject. The
agenda and relevant notes are sent in advance separately to each of directors and only in exceptional cases the same
is tabled at the meeting. The Board Is also free to recommend the inclusion of any method for discussion in
consultation with the Chairman. The information as specified in Part A of Schedule of SEBI (Listing Obligations and
Disclosure Requirements) Regulations, 2015 ("Listing Regulations”) is regularly made available to the Board.
. TRAINING
NON-EXECUTIVE
OF MEMBERS OF THE BOARD:
All new non-executive Directors appointed on the Board of the Company are introduced to the culture through
induction sessions. The Executive Directors and senior management provide an overview of the operations and
familiarize the new Non-executive Directors on matters the morals and principles of the Company,
They are introduced to the organization structures and various procedures. The Directors are also briefed pertaining
to the group structure and subsidiaries. The Company has a detailed familiarization programme for Independent
Directors to familiarize them with the Company, their roles, rights, responsibilities in the Company, nature of the
industry in which the Company operates, business mode! of the Company etc. The details of such programme is
available on the website of the Company at https2vwwww.snecl.com/policies,
Ee NITRO CHEM LIMITED Cd
Name of Director Director Category Number of Shares/convertible
instruments held
Mr, Amit M. Mehta Non-Executive, Independent 8,60,511 Equity Shares

Mr, Priyam S. Jnaveri Non-Executive, Indepandent 2,100 Equity Shares
Mr. Pradeep N. Desai Non-Executive, Independent 4,200 Equity Shares
Mrs. Ayesha Sunil Patel Non-Executive, Independent NIL
CONFIRMATION PERTAINING TO INDEPENDENT DIRECTORS OF THE COMPANY:
In the opinion of the Board of Directors of the Company, Mr. Amit M. Mehta, Mr. Pnyam S. Jhaven, Mr, Pradeep N
Desai and Mrs. Ayesha Sunil Patel are Non-Executive Independent Directors and are independent of the
management and comply with criteria of Independent Director as mentioned in SEB! (LODR) Regulations, 2015 and
Companies Act, 2013.
LIST
SKILLS/EXPERTISE/COMPETENCIES
OF REQUIRED TO FUNCTION THE BUSINESS EFFECTIVELY:
The corporate structure can work more efficiently when skill, expertise and hardwork goes hand in hand, multiple
businesses fail because translating passion into a successful business model |s a difficult task, Developing a small
business into a successful enterpnise demands more than passion. Unfortunately, facts speak forthemselves.
Over half of new businesses fall mainly because the entrepreneur is unable to transtate their passion into practical
business skills, Success demands more than hard work, resilience, and expertise in one's own field. To succeed, you
need to understand and to become proficient in a set of fundamental business skills. Following are the essential skills
that you are required to run the business of the Company:
Financial Management Skill:
Being able to effectively manage your finances is critical. We need to be able to forecast your cash flow and sales, as
well as, monitor of profit and loss. Having sound financial management skills will help you to run your business
profitably and protect your financial investment.
Marketing, Sales and Customer Service Skill:
itis important to be able to promote our products or services effectively. Providing good customer service and having
a marketing strategy in piace will help you to generate sales.
Communication and Negotiation Skill:
Communication and negotiation with our suppliers, potential investors, customers and employees is very important
to have, Having effective written and verbal communication skills will help to build good working relationships, Every
communication should reflect the image we are trying to project,
Management Skill:
These means offering other people opportunities to do work, even if we think it will benefit our awn clout or resume to
do it yourself. Delegation is an important part of time and resourca management. If we take everything on yourself,
chances are your work in key areas will suffer, Someone that excels in business will be able to manage their own
workload by appropriately directing the appropriate colleagues and subordinates for the besttasks
Strategic Planning Skill:

Strategic planning is a very important business activity. Strategic planning is a process of defining your company’s
strategy or direction and making decisions on allocations of resources of capital and people. The key is to know how
to project your company's future performance, within a three-to-five-year framework or more, supported by your weil-
defined business plan,
In terms of requirement of Listing Regulations, the Board has identified the following skills /expertise/competencies of
the Directors are given below =
Skills And Shri. Asit | Shri, Abhishek | Smt. Seema) Shri, Amit | Shri Priyam} ShriPradeep | Smt, Ayesha
Its Description Dhankumar| Asit Javer| Asit Javerl | Mahondra | Shantilal Nanasaheb | Sunil Patel
Javeri- Mehta Javeri Dasal
Leadership experience of Yes Yes Yes Yes Yes Yes Yes
tunning large enterprise
Experience of crafting Yes Yes Yes Yes Yes Yes Yes
Business Strategies
Understanding of Consumer | Yes Yes Yes Yes Yes Yes Yes
and Customer Insights
in diverse environments
and conditions
Finance and Accounting Yes Yes Yes Yes Yes Yes Yes
Experience
Experience in oversecing large| Yes Yes Yes Yes Yes Yes Yes
and complex Supply Chain
Understanding use of Digital! | Yes Yes Yes Yes Yas Yes Yes
Information Technology —
Experience of large companies | Yes Yes Yes Yes Yes Yes Yes
& understanding of the
changing regulatory landscape
Communication and Yes Yes. Yes Yes: Yes Yes Yes
Negotiation Skill
10. BOARD COMMITTEE:
The Company has constituted Board Committees for enabling smooth decision-making process in the Company. As on
31° March, 2023, the Company had Six statutory board committees and One non-statutory board committe:
NST
@ AUDITCOMMITTEE
(AC);
a) Preamble:
As required under section 177 of the Companies Act, 2013 and Regulation 18 of the SEBI (LODR) Regulations, 2015
read with part C of schedule || thereto, the Board has constituted Audit Committee which comprises of the following
Directors:
Name of Director Nature of Membership and Director Category/Designation

Date of Appointment
Mr, Priyam S. Jhaveri Chainman (From 29/04/2008) Non-Executive, Independent

Mr, Pradeep N. Desai Member (From 79/1/2018) Non-Execulive, Independent
Mrs, Ayesha Patel Member (From 03/06/2021) Non-Executive, Independent
Terms of reference of the Audit Committee:
The Audit Committee shall have the authority to investigate into any matter that may be prescribed under Company Law
for the time being in force and within its terms of reference. Role of the Audit Committee! Terms of Audit Committee,
inter-alia, includes the following:
a) Oversight of the Company’‘s financial reporting process and the disclosure of its financial information to ensure that
the financial statement is correct, sufficientand credible.
Recommending to the Board the appointment, re-appointment and, if required, the replacement or removal of the
statutory auditors and the fixation of audit fees.
Approval of payment to statutory auditors for any other services rendered by the statutory auditors.
Reviewing with management the annual financial statements before submission to the Board, for approval with
particular reference to:
i, Matters required being included in the Director's Responsibility Statement,

li, Changes, ifany, in accounting policies and practices and reasons for the same.
ii, Major accounting entries involving estimates based on exercise of judgment by management
lv. Significant adjustments made in the financial statements arising out of audit findings:
v. Compliance with Listing and other legal requirements relating to financial statements.
vi. Disclosure of any related party transactions.
vil. Qualifications in draft audit report.
Reviewing with the management, the quarterly financial statements before submission to the Board for approval
Reviewing the management performance of statutory and internal auditors, adequacy of the internal control
systems,
Reviewing the adequacy of internal audit function, if any, including the structure of the internal audit department,
staffing and seniority of the official heading the department, reporting structure coverage and frequency of internal
audit,
Discussions with intemal auditors about any significant findings and follow up thereon.
Reviewing the findings of any internal investigations by the internal auditors into matters where there is suspected
fraud or irregularity or a failure of internal contro! systems of a material nature and reporting the matter to the
Board.
Discussions with statutory auditors before the audit commences, about the nature and scope of audit as well as
post-audit discussion to. ascertain any ares of concem
Ta look into the reasons for substantial defaults in the payment to the depositors, debenture holders, shareholders
(in case of non-payment of declared dividends) and creditors.
es
h) Reviewing the ulilization of loans and/or advances from/investment by the holding company in the subsidiary
exceeding rupees 100 crore or 10% of the asset size of the subsidiary, whichever is lower including existing
loans/advances/investments existing as on the date of coming into force of this provision.
i) Consider and comment on rationale, cost-benefits and impact of schemes involving merger, demerger,
amalgamation etc., on the listed entity and its shareholders.
j) Carrying out any other function as is mentioned in the terms of reference of the Audit Committee,
k) Tolook into the reasons for substantial defaults in the payment to the depositors, debenture holders, shareholders
(in case of non-payment of declared dividends) and creditors.
}) Reviewing the utilization of loans and/or advances from/invesiment by the holding company In the subsidiary
exceeding rupees 100 crore or 10% of the asset size of the subsidiary, whichever |s lower including existing
loans/advances/investments existing as on the date of coming into force of this provision.
m) Consider and comment on rationale, cost-benefits and impact of schemes involving merger, demerger.
amalgamation etc,, on the listed entity.and its shareholders.
n) Carrying outany other function as is mentioned in the terms of reference of the Audit Committee.
0) TheAudit Committee shall mandatorily review the following information,
i. Management discussion and analysis of financial condition and results of operations;

ii, Statement of significant related party transactions (as defined by the audit committee), submitted by
Management,
ii, Management letters/letters of internal control weaknesses issued by the statutory auditors;
iv, Intemal audit reports relating to intemal control weakness; and
v. The appointment, removal and terms of remuneration of the Chief intemal auditor shall be subject to review by
the Audit Committee.
vi, Supervise the implementation of Company's Code of Conduct to regulate, monitor and report trading by
designated persons. The Committee is also responsible for reviewing and verifying the internal controt
systems in the Company for the purpose of monitoring insider trading in accordance with SEBI (Prohibition of
insider Trading) Regulations, 2015, Accordingly, the committee is entrusted with the responsibility of
reviewing instances of non-compliances with the Insider Trading Regulation, if any.
vii, The Committee scrulinizes the inter-corporate loans and investments granted/accepted by the Company
including loans and investment to subsidiary companies which are material in accordance with the provision of
faw and valuation of undertakings or assets of the Company. The committee reviews with the management,
the statement of uses/application of funds raised by the Company through an issue and monitor the utilization
ofthe proceeds, ifany.
Mr. Jayesh Dadia - Partner of the firm named Jayesh Dadia & Associates LLP, the Statutory Auditor of the Company and
Mr. Chandrashekar lyer - Chandrashekhar lyer & Co., Partner of the firm - Intemal Auditor have been permanent
invitees to the Audit Committee Meetings besides Executive Chairman, Managing Director and Chief Financial Officer
asthe Invitees, The Company Secretary attended most of the meeting of the Audit Committee as invitee as well
During the year, the Audit Committee, in its meetings, discussed among other things, the following :
* Reviewed with management, quarterly, half yearly and annual financial statements before submission to the
Board.
+ Discussed with the management ane the internal and statutory auditors findings in the intemal auditreports.
+ Deliberated on the applicability, compliance and impact of various Accounting Standards and quidefines issued by
the institute
of Chartered Accountants of India from time to time.
+ Reviewed the Company's Financial and Risk Management Policies and Audit Reports covering operational,
financial and other business risk areas.
The Chairman of the Audit Committee has briefed the Board of Directors about the Audit Committees observations on
various issues discussed at its meetings. Minutes of the Audit Committee Meetings are also circulated to all the Board
Members along with agenda of the subsequent meeting,
We
The Financial decisions of the Company are taken by the Mr. Asit D Javeri, Executive Chairman along with Mr, Abhishek
AJaven, Managing Director and Mr, Rakesh R, Kothan, Chief Financial Officer at the Meeting of Board of Directors,
c) Attendance record of the Members:
The attendance record of each member of the Audit Committee at the Meeting held on May 2, 2022, May 24, 2022,
August 72, 2022, November 14, 2022 and February 14, 2023 are as follows:
Attendance of Dates on which the Audit Committee Meetings were held

May 2, 2022 May 24, 2022 August 12,2022 | November 14, February 14,
2022 2023
Mr. Priyam S. Jnaveri P P P P P
Mr. Pradeep N. Desai P F P P P
Mrs Ayesha Sunil A P P P A

Patel
The previous Annual General Meeting was heli on 22nd September, 2022. Priyam Shantilal Jnaveri, Chairman of the
Audit Committee has attended the Annual General Meeting of the Company.
RISK MANAGEMENT COMMITTEE (RMC):
Preamble;
The Board takes.responsibility for the total process of risk management in the organisation, Results of the risk
assessments and residual risks are presented to the Senior Management and the Audit Committee members. The
Management is accountable for the integration of risk management practices into the day to day activities. The scope of
the Audit Committee includes review of the Company's financial and risk management policies. The Audit Committee
reviews the Audit Reports covering operational, financial and other business risk areas
Further the company has also established Risk Management Committee (RMC) as per SEB! (Listing Obligations and
Disclosure Requirement) Regulations, 2075 (amended), as on 2" May, 2022, The composition of the Committee as on
31"March 2023 stands as follows:
Name of Director Nature of Membership Director Category / Designation

and Date of Appointment
Mr. Asit D. Javerl Chairman (From 02/05/2022) Executive Chairman
Mr. Abhishek A. Javeri Member (From 02/05/2022) Managing Director
Mr. Priyam S. Jhaveri Member (From 02/05/2022) Non-Executive, Independent
Mr. Rakesh R. Kothari Member (From 02/05/2022) Chief Financial Officer
Me. Nitin Jani Member (From 02/05/2022) Company Secretary
Terms of reference of the Risk Management Committee
@) Formulating a detailed risk management policy which shall Include
i, A ffamework for Identification of internal and external risks specifically faced by the listed entity, including
financial, operational, sectoral, sustainability (particularly. ESG retated risks). information, cyber security risks
or any other risk as may be determined by the Committee.
ii. Measures for risk mitigation including systems and processes for internal control of identified risks.
ii. Business continuity plan
b) Ensuring that appropriate methodology, processes and systems are in place to monitor and evaluate nsks
associated with the business of the Company;
¢) Monitoring and overseeing the implementation of the risk management policy including evaluating adequacy of
risk management systems;
aes
Eee
NITRO CHEM LIMITED a
d) Penodically reviewing the risk management policy, at least once in two years, including by considering the
changing industry dynamics and evolving complexity;
e) Reviewing the Company's risk governance structure, risk assessment and risk management practices and
guidelines, policies and procedures for risk assessment and risk management including the risk management
pian,
Monitor the Company's risk appetite and strategy relating to key risks. including credit risk, liquidity and funding
risk, market risk, cyber security nsk, forex risk, commodity risk, product risk and reputational risk, as well as the
guidelines, policies and processes for monitoring and mitigating such risks.
9) Ensuring compliance with requiatory requirements and best practices with respect to risk management.
h) Oversee Company's process and policies for determining risk tolerance and review management's measurement
and comparison of overall risk tolerance to established levels.
Review compliance with risk policies, monitor breaches / trigger trips of risk tolerance limits and direct action,
)) Review and analyze risk exposure related to specific issues, concentrations and limit excesses, and provide
oversight of risk across organization.
k) Regularly reporting to the Board about the nature and content of its discussions, recommendations and actions to
be taken;
Co-ordinate its activities with the other Committees in instances where there is any overlap with activities of such
other committee, as per the framework laid down by the Board.
m) The appointment, removal and terms of remuneration of the Chief Risk Officer (if any) shall be subject to review by
the Risk Management Committee.
n) Carry out any other function as is referred by the Board fram time to time or enforced by any statutory notification’
amendmentor modification as may be applicable.
c) Attendance record of the Members:
The attendance record of each member of the Risk Management Committee at the Meeting held on August #2, 2022.
November 14, 2022 and February 14, 2023 are as follows:
Attendance of Dates on which Risk Management Committee Meetings were held

August 12, 2022 November 14, 2622 February 14, 2023
Mr. Asit D. Javeri P P P

Mr. Abhishek A. Javerl P P P
Mr, Priyam S. Jhaver P P P
Mr, Rakesh R. Kathari P P P
Mr, Nitin R. Jani P P P
STAKEHOLDERS RELATIONSHIP COMMITTEE (SRC):
a) Preamble:
The primary objective of Stakeholders Retationship Committee is to consider and resolve the grievances of
stakeholders including complaints relating to nonreceipt of annual repon, transfer or transmission of securities,
nonreceipt of dividend/interest, issuance of share certificates etc. As°on 31st March, 2023, the Company's
Stakeholders Relationshio Committee comprised of three Non-Executive Independent Directors, The Company
Secretary of the Company acts as the Secretary to the Stakeholders Relationship Committee. The Stakeholder
Relationship Committee comprises of the following Directors:-
41/7

Mr, Priyam S. Jhaveri Chairman (from 29-04-2008} Non-Executive - Independent

Mr, Pradeep N. Desai Member (from 19-01-2018) Non-Executive - Independent
Mrs. Ayesha’S. Patel Member (from 03-06-2021) Non-Executive - Independent
The Committee specifically discharges duties of servicing and protecting the various aspects of interest of
shareholders, debenture holders and other security holders,
Terms of Reference:
i. Review the existing Investors Redressal System and suggest measures forimprovement
ii. Review the report of Registrars and Share Transfer Agents about investor's grievances and follow up for the
necessary action taken for redressal thereof,
ili. Investigating complaints relating to allotment of shares, approval of transfer or transmission of shares, debentures
orany other securities,
iv. Issue of duplicate certificates and new certificates on split/consolidation/renewal,
v. Suggestimprovement in investor's relations.
vi. Consider and take on record the Certificate from Practicing Company Secretary certifying that the aggregate
number of equity shares held in depositories and in physical form tally with the total number of shares issued, listed
and admitted share capital.
vii, Review various measures and initiatives taken by the Company for reducing the quantum of unclaimed dividends,
and ensure timely receipt of dividend, warrants, and statutory notices by the shareholders.
Attendance record of the Members:
The attendance record of each member of the Stakeholder Ralationship Committee at the Meetings held on 24” May,
2022 and 14" February, 2023 is as follows:
Attendance of Dates on which Stakeholder Relationship Committee Meetings were held

Directors May 24, 2022 February 14, 2023
Mr. Priyam S. Jhaveri Pp P
Mr. Pradeep N. Desai P P
Mrs. Ayesha S. Patel P A
Ail share transfer and correspondence thereon are handled by the Company's Registrars and Share Transfer Agents
viz. Link Intime India Private Limited situated at C-101,247 Park, L.B.S. Marg, Vikhroli (West), Mumbai 400-83.
Name and Designation of Compliance Officer:
Mr. Nitin R. Jani, Company Secretary, has been appointed as the Compliance Officer, as required under Regulation 6 of
the Securities and Exchange Board of India (Listing Obligations and Disclosure Requirements) Regulations, 2075
(‘Listing Regulations’). He has been entrusted the task of overseeing the Share Transfer work done by the Registrars
and Share Transfer Agents and altending to grievances of the Shareholders and Investors intimated to the Company
directly or through SEBI and Stock Exchanges. All complaints/ grievances have been duly intimated to exchange under
Reguiation 13 of the Securities and Exchange Board of India (Listing Obligations and Disclosure Requirements)
Regulations, 2015 which is as follows:
Sr. No Particulars No. of Complaints

a Opening as on April 1, 2022 0
b Complaints received during the year 6
c. Complaints resolved during the year 5
d Closing as on March 31, 2023 1
Ee NITRO CHEM LIMITED s—
NOMINATION
REMUNERATION
& COMMITTEE (NRC):
a) Preamble;
The Nomination and Remuneration Committee has laid down the criteria for determining qualifications, positive
attributes and independence of a person proposed to be appointed as a Director and recommend to the Board a policy,
relating to the remuneration for the Directors, key managerial personne! and other employees.
This policy ensures that-

i. The level and composition of remuneration is reasonable and sufficient to attract, retain and motivate directors of
the quality required to run the company successfully;
il. Relationship of remuneration to performance is clear and meets appropriate performance benchmarks; and
ii. Remuneration to Directors, kay managerial personne! and senior management involves a balance between fixed
and incentive pay reflecting short and long-term performance objectives appropriate to the working of the
company and its goals.
The Nomination and Remuneration Committee lays Gown the criteria for performance evaluation of Independent
Directors and other Directors, Board of Directors and Committees of the Board of Directors pursuant to the provisions of
the Companies Act; 2013.
The evaluation framework for assessing the performance of Directors comprises of the folowing key areas:
i. Attendance of Board Meetings and Board Committee Meetings.

ii, Quality of contribution ta Board deliberations.
ili. Strategic perspectives or inputs regarding future growth of Company and its performance:
lv. Providing perspectives and feedback going beyond information provided by the management,
v. Cammitmentto shareholder and other stakeholder interests.
vi. The evaluation involves Self-Evaluation by the Board Member and subsequently assessment by the Board of
Directors. Amember of the Board will not participate in the discussion of his/ her evaluation.
The Nomination and remuneration policy of the Company is directed towards rewarding performance based on review
of achievemenis on a penodic basis and is inconsonance with the existing industry practice.
The Nomination & Remuneration Committee consists of the following Directors

Mr. Priyam 8. Jhaveri Chairman (From 29/04/2008) Non-Executive, Independent
Mr. Pradeep N-. Desai Member (From19/t/2018) Non-Executive, Independent
Mrs. Ayesha S., Patel Member (From 03/06/2021) Non-Executive, Independent
b) Terms of reference of the Nomination and Remuneration Committee:
Pursuant to section 178 of the Companies Act, 2013 and Regulation 19 of Listing Regulations read with Part D of
Schedule || thereto the Company has constituted tha Nomination & Remuneration Committee ("NRC’).
The NRC Is having a authority to Investigate Into any matter that may be prescribed under Company Law for the time
being in force and shail also comply with the terms of reference as specified herein as under:
1. The Nomination & Remuneration Committee shall have meetings periodically as it may deenvfit.
2. The Nomination & Remuneration Committee shall invite such of the executives to be present at the meetings of the
Committee required by it
3, The Nomination & Remuneration Committee shall have the following powers and functions;
8) Torecommend to the Board, the terms and conditions of appointment of and remuneration payable lo key
Management personnel.
b}) = Teseek information from any employee.
¢) ‘Toobtain outside legal or other professional advice.
Gd) To formutate criteria for determining qualifications; positive attributes and independence of a director and
Ny
recommend to the Board of Directors a policy relating to remuneration of the Directors, Key Managenal
Personnel and other employees,
2} To formulate criteria for evaluation of performance of Independent Directors and the Board of Directors,
f} Torecommend Board any appointment or change in remuneration or removal of Directors, Key Managernal
Personnel and persons in Senior Management,
9) Todetermine whether to extend or continue the term of appointment of Independent Director on the basis of
the repart of performance evaluation of independent Directors.
h) To review and recommend the structure, size and composition including skills, knowledge, experience and
diversity of Board,
i) To identify the skills ‘expertise /competencies required for the Board.
The attendance record of each member of the Nomination & Remuneration Committee at the Meeting held on 2” May,
2022, 24" May, 2022, and 14" February, 2023 are as follows :
Attendance of Dates on which Risk Management Committee Meetings were held

Directors May 2, 2022 May 24, 2022 February 14, 2023
Mr. Priyam S: Jhaveri P P. P
Mr. Pradeep N. Desai P P P
Mrs. Ayesha S. Patel A P A
CORPORATE SOCIAL RESPONSIBILITY COMMITTEE (CSR):
Preamble:
Pursuant to the provisions of section 135 of the Companies Act, 2013 the Company has constituted a Corporate Social
Responsibility Committee ("CSR Committee”) for the purpose of formulating and recommending a Corporate Social
Responsibility Policy to the Board and indicating activities to be undertaken by the Company as per Schedule Vill of the
Companies Act, 2013, the pivotal function of the committee is recommending the budget and monitonng the activities.
The composition of the Committee is as under:

Mr, Asit D. Javeri Chairman (from 19/10/2018) Executive Chairman
Mr, Priyam S. Jhaveri Member (from 19/10/2018) Non-Executive, Independent
Mrs. Ayesha S. Patel Member (from 03/06/2021) Non-Executive, Independent
Mr. Abhishek A. Javeri Member (From 14/02/2023) Managing Director
Terms of reference of the Corporate Social Responsibility Committee:
i. Formulate and recommend to the Board of Directors, the CSR Policy which shall indicate the activities to be
undertaken by the Company as specified in Schedule Vill of the Act and the applicable Rules;
ii. Formulate/amend/alter the annual action plan in pursuance of the CSR policy of the Company every financial year;
il, Determine the CSR projects to be undertaken by the Company and determine the mode of execution i.e, either
itself or through any implementing agancy or any in collaboration with any other company;
iv. Formulate the CSR budget based on the CSR activities planned for the year;
v. Ensure unspent funds, ifany, are transferred to specified accounts/funds within the time stipulated inlaw;
vi. Ensure that any profit incurred from CSR activities are not teated as business profits and are either ploughed back
in the same project or transferred to specified account/funds;
vii, Create an effective due diligence anc monitoring mechanism for implementation of the approved CSR activities;
viii. Any other activity as may be required for executing CSR obligation in the Company or as may be required by law.
The attendance record of each member of the Corporate Social Responsibility Committee at the Meeting held on 14"
November, 2022 and 14" February, 2023 are as {allows
Wy
Attendance of Dates on which Corporate Social Responsibility Committee Meetings were

held November 14, 2022 February 14, 2023
Mr, Asit 0. Javeri P P
Mr, Priyam S. Jnaveri P P
Mrs, Ayesha S. Patel P A
Mr. Abhishek A. Javeri NA P
INTERNAL COMPLAINT COMMITTEE (ICC):

Preamble:
The Company has Zero tolerance for sexual harassment and has always believed in providing a safe and harassment-
free workplace for every individual working in the Company. The Company has complied with the applicable provisions
of the aforesaid Act, and the rules framed thereunder, including constitution of the Intemal Complaint Committee
("ICC"), [CC is committed for redressal of sexual harassment complaints (made by the victims) and for ensuring time
bound treatment of such complaints. Initially, and till furiner notice, the Complaints Committee will comprise of the
following Seven members including an external member.
The. composition of the Committee is as under:
Name of Director Nature of Membership Director Category/Designation

Mrs, Seema Asit Javeri Chairman and Presiding Officer (from 28/03/2019) | Executive Director-Administration
Ms. S. M. Rao External Member (from 14/11/2022) NA
Ms. Smita Singh Member (from 74/41/2022) Compliance Officer
Mrs. Mamta Jatin Shah Member (From 28/03/2019) Manager (HR & Administration)
Mr. V. Ramakrishnan Member (from 14/11/2022) DGM-Adminisiration
Mr. VN. Bedekar Member (from 74/41/2022) Manager (Personnel & Administration)
Mr. R. M. Gandhi Member (from 14/11/2022) DGM-Accounis
Terms of reference of the Internal Compliant Committee:
The Complaints Committee is responsible for;

i. Investigating every formal written complaint of sexual harassment
i Taking appropriate remedial measures to respond to any substantiated allegations of sexual harassment
ili. Creating and ensuring the awareness of various forms of harassments.
iv, Discouraging and preventing employment-related sexual harassment
v. To ensure the prompt and thorough investigation of a sexual harassment complaint, the complainant should
provide as much of the following information as possible:
+ Thename, department and position of the person or persons allegedly causing the harassment,
+ Adesoriotion of the incident(s), including the date(s), location(s) and the presence of any witnesses
* The effect of the incident(s) on the compiainant's ability to perform his or her job, or on other terms or conditions of
his or her employment.
* The names of other individuals who might have been subjectto the same or similar harassment.
+ Steps the complainant has taken to try to stop the harassment, if any and action taken forthe same.
+ — Any other information the complainant believes to be relevant to the harassment complaint,
The attendance record of each member of the Internal Compliant Committee at the Meeting held on 7" December,
2022 are as follows:
Bert ibe eRe Aaes ie) a
Attendance of Dates on which Intemal Compliant Committee Meetings were held

7" December, 2022
Mrs. Seema Asit Javerl
Ul Ui) uVy,uUivisst
Ms.S. M, Rao
Ms, Smita Singh
Mrs. Mamta Jatin Shah
Mr, V. Ramakrishnan
Mr, VN. Bedekar
Mr, RM. Gandhi
iT N FINAN ADMIN FAC):
a) Preamble;
The Board constituted the “Finance and Admin Committee” in pursuance of the provisions of Section 179 of the
Companies Act, 2073 on November 09, 2020 for the purpose of Financial Management and administration,
The committee vested with the following roles and responsibilities -

To borrows monies up Rs, 160,28,82,083 as nerthe Shareholders approval,
To invest the funds of the company;
To grant loans or give guarantee or provide security in respect of loans
Treasury management and organizational procedures
To prepare budgets
Insurance
Financial Management
Administration
The Finance & admin Committee consists of the following Directors.

Mr. Asit Dhankumar Javeri Member (From 09/11/2020) Executive Director & Chairman
Mr. Abhishek Asit Javeri Chairman (From 09/17/2020) Managing Director
Mr, Rakesh Kothari Member (From 24/05/2022) Chief Financial Officer
Mr, Nitin Jani Marnber (From 09/11/2020) Company Secretary
REMUNERATION OF DIRECTORS:
Preamble:
The Company pays remuneration by way of salary, alowances and perquisites, performance allowance etc. to the
Chairman, Managing Director, Chief Financial Officer and Company Secretary on recommendation of the Nomination
& Remuneration Committee as approved by the Board of Directors and shareholders of the Company subject to
approval of the Central Government if necessary.
Details of remuneration of the Directors during Financial Year 2022-23:

Ee NITRO CHEM LIMITED or
Name of Fixed Salary Bonus / Sitting Comm-| Total

the Director performance Fees ission
linked
incentives
Base Salary Benefits Total fixed
salary
Mr. Asit DL 8400000 8400000 716800000 - _ ~ 16800000
Javeri (")
Mr, Abhishek 8400000 8400000 16800000 ~_ _ ~ 16800000
A. faver (")
Sm. Seema 8400000 8400000 76800000 - - - 16800000
A. Saver (")
Mr, PriyamS. | — - - - 422000 | — 122000
Jhaveri
Mr. Amit M. - - - ~ 20000 - 20000
Mehta
Mr Pradeen N] — ~ - - 410000. | - 110000
Desai
Mrs. Ayesha S| — - - - 60000 - 60000
Patel
Total 25200000 25200000 50400000 ~ 312000 | - 50712000
(*) They are not eligible Tor sitting fees:
b) Service Contracts:
In accordance with the applicable provisions of the Companies Act, 2013 our sharehokiers approve the salary, benefits
of Executive Directors, We enter into service contracts with each of our Executive Directors containing the terms and
conditions of employment including salary, performance bonus and other benefits including perks to be received by the
Executive Directors:
ct) Notice Period:
The terms of our employment arrangements with Shri. Asit D. Javeri , Shri. Abhishek Asit Javeri and Smt. Seama Asit
Javeri Provided or upto six (6) months’ notice period or any shorter period as may be mutually agreed between both the
parties.
d) Severance/ Compensation fees:
The Nomination and Remuneration Committee is entrusted with the role of reviewing the compensation of Directors.
e) Criteria for making payment to Non - Executive Directors:
* Sitting Fee:
Each Non-Executive Director ("NEDs*) is paid per meeting atfended a sitting fee of Rs. 10,000/- for attending
Board Meeting and Rs. 6,000/- for attending Committee Meeting.
* Commission:
Under the Companies Act, 2013, Section 797 allows a company to pay remuneration to its NEDs aithar by way ofa
monthly payment or at a-specified percentage of the net profits of the company or partly by one way and partly by
the other. Further, the section also states that where the company has managing director oy whole-time director or
manager, then a maximum of 1% of its net profits can be paid as remuneration to its Non-Executive Director, In
case there is no managing director or whole-time director or manager, then a maximum of 3% of net profit can be
paid. Thus, the basis of payment to the Non-Executive Director is the net profit of the Company,
Currently the Company is not paying Commission to its Non-Executive Director,
aT?
Ee NITRO CHEM LIMITED or
* Reimbursement of actual expenses incurred:

Non-Executive Director may also be paid / reimbursed such sums either as fixed allowance and/or actual as fair
compensation for travel, boarding and lodging and incidental and /or actua! out of pocket expenses incurred by
such member for attending Board/Committee Meetings or for Company's work,
Paymentand other consideration to independent directors:

An independent director shall not be entitled to any stock option and may receive remuneration only by way of
fees and reimbursement of expenses for participation in meetings of the Board ar committee thereof and profit
related cammission up to a cerlain percentage of net profits in such proportion, as may be permissible under the
applicable aw.
12. SENIOR MANAGEMENT TEAM OF THE COMPANY:
The Senior Management Team comprises of the following personnel:
Sr.No.| Name of the Senior Management Designation Change during the FY 2022-23,
Personnel as on 31" March, 2023 if any
1 Ramakrishnan Nair DGM - (Administration) No Change
2 Mamita J Shah HR & Admin Manager No Change
3 Vilas B Pawar Manager Accounts & Taxation No Change
4 Bharat M Shelar Manager. Accounts No Change
5 Achutha R Prabhu Manager- Accounts & Finance No Change
6 Vadilal J Modi OGM - (Sates) No Change
7 __| Sitaram A Salian DGM- Exports No Change
& Jyatsna T Parab Manager-import No Change
9 Moreshwar M Bhate DGM Projects No Change
10 (| Pankaj M Lanjewar Manager (IT) No Changs
44 | Ranjit K Pradhan Dy. General Manager (Q & C) No Change
12 Ravikant M Gandhi DGM-Accounts No Change
13° «| GK Kutly DGM-Production No Change
14 «| Vidhyadhar N Bedekar Manager (P&A) No Change
415 | K Premkumar Assi Manager (S&FD} No Change
16. | Smita S Singh Compliance Officer Appointed we.f 18° August, 2022
17 | Shirish D- Mokal Production Manager No Change
18 «| Ratnakar R Nemede Production Manager No Change
19 | Nitin P Barkate Production Manager No Change
20 | Pranavy S Shah CEO (SBU) General Manager
21 | Rushabh Doshi Manager Operational and Customer | No Change
Support
Ee
SADHANA NITRO CHEM LIMITED Ca
13. GENERAL
BODY MEETING:
A. Details of the last three Annual General Meetings:
AGM For Venue Date Time No:of Special

Financial Resolution
Year Ended Passed
2019-20 al 16, Bruce Streeal, ts Floor, 25.09.2020 93.00 p.m Nil
8/12,Sir Homi Modi-Street, Fort,
Mumbai-400001 / Through
Video Conferencing( VC} Other
Audio-Visual Means (OAVM)
2020-21 al 10, Bruce Street, 151 Floor, 28.09.2021 93,00 p.m 5

8/12,Sir Homi Modi Street, Fort.
Mumbai - 400001 / Through
Video Canferencing(¥C) Other
2021-22 at.10, Bruce Street, tst Floor, 22.09.2022 04.00 p.m. 1

8/12, Sir Homi Modi Street, Fort,
Mumbai-400001 } Throwah
Video Conferencing (VC) Other
+ “To-approve the re-appointment of Mr. Amit Mahendra Mehta (DIN: 00073907) as an Indenendent Director of the
Company fora second term of five consecutive years,
Extra-Ordinary General Meetings:
During the year, No Extra-Ordinary General Meeting was held.
Details of Postal Ballot conducted during last financial year:
During the year, no resolution was passed thraugh Postal Baliot.
MEANS OF COMMUNICATION:
The quartarly, half yearly and annual results for Sadhana Nitro Chem Limited and the consolidated financial results for
its Subsidiary Company are published in English in Financial Express and in Marathi in Mumbai Lakshadeep and are
displayed on Company’s website at https://wyav.sncl.com/newspaper-advertisments.
The Quarterly Results, Shareholding Pattern and all other corporate communication to the Stack Exchange are
promptly filed on BSE Listing Cantre and NEAPS portal of NSE, for dissaminatian on its websites.
E
e
Ca
15. GENERAL SHAREHOLDER INFORMATION:
Date, time and venue of Annual General 26" September, 2023 at 2,00 P.M. to be conducted through yvadeo
Meeting conferencing and other audio visual means. [Deemed venue of the
Meeting; Registered Office of the Company i.e. Hira Baug, 1° Floor,
Kasturba Chowk (C_P. Tank), Mumbai-400004,]
Financial Year ist Apri, 2022 to 3tst March. 2023 [FY: 2022-23}
Dividend payment date Dividend of Rs. 0.15 per equity share (15%) for the financial year 2022-
23 has been recommended by the Board of Directors to Members
subject fo applicable taxes and their approval. (f approved by the
Members, payment will be made in accordance with the statutory
requirements. For members who are. unable to receive the dividend

directly in their bank accounts, the Company shall dispatch the dividend
wartanvDD to them.
Listing of equity shares at stock exchanges + Bombay Stock Exchange
Address-Phitoze Jesjeebhoy Towers. Dalal Street. Mumbai- 400001.
+ National Stock Exchange w.e.f. May 05, 2023
Address-Exchange Plaza, C-1, Block G, Bandra Kurla Complex,
Bandra (E), Mumbai-400051, India.
Annual Listing Fees The listing fees has been paid till 31st March, 2023.
Stock code/symbol + Bombay Stock Exchange - 506642
+ National Stock Exchange- SADHNANIQ.
ISIN for Equity Shares INE8SéCoil4o
Registrar to an issue and share transfer agents Link In-time India Private Limited (LHPL)
Address: C-101,. 247 Park. L.B.S. Marg, Vikhroti (West), Mumbai
400083.
Telephone No. :.022-49786006
E-mail address ; rnthelpdesk@linkintime.ca.in
Fax No. : 022-49186060.
Plant locations Sadhana Nitro Chem Limited, 47, MIDC Industrial Area, Roha, Dist.
Raigad, Maharashtra - 402 416,
Telephone : Dhatay-02194-263801-2-3
Fax 1 (91).02194-263522
.| Depositoties National Securities Depository Limited
Trade World, ‘A’ Wing, 4th& Sth Floor, Kamala Mills Compound, Lower
Parel, Mumbai-400013.
Central Depository Services (India) Limited
Marathon Futurex, A-Wing. 25th floor, NM Joshi Marg, Lower Parel,
Mumbai 460013.
.| Outstanding ADRs/GDRs Warrants or any Not Applicable
convertible instruments, conversion date and
likely impact on equity
.| Securities are suspended from trading the Not Applicable
director's report shall explain the reason
a) Financial Calendar:
For the year ended March 31, 2023, results were announced on
First quarter August 12; 2022

Half year November 14, 2022
Third quarter February 14,2023
Annual May 24, 2023
Ee
NITRO CHEM LIMITED a
Results for financial year 2023-24 (Tentative) :
dune 30,2023 August 07, 2023

September 30, 2023 2nd week of November 2023
December 31, 2023 2nd week of February 2024
March 31, 2024 4th week of May 2024
Annual General Meeting September, 2024
b) PERFORMANCE IN COMPARISON TO BROAD-BASED INDICES (SUCH AS BSE SENSEX/ CRSIL INDEX):
Sadhana v. BSE Sensex

190 70,000
3 — go ——~7— 9 5 5 + 60000
w 120 - ~ 50,000 =
© 10, - 4go0 = 8
5 49 - 3900 «A
: < | | sno
20 4 » 10,000
0. 0
gl al? ga gal sl? al? ya
1g gal oP i 1 >
—t— Sadhana on BSE —#> BSE Sensex
c) High/Low of Market Price of Company's Shares traded on the Bombay Stock Exchange (BSE) Up-to 31"
March, 2023: :
Company: SADHANANITROCHEM LTD. 506642
Period : Apr 2022 to March 2023
Month High Low Close No. of Total

Shares: Turnover
Apr 22 140.00 4742.00 125.10 15,86,172 19,92,24 862
May 22 137,50 107.65 117.85. 26,11,491 31,90,31.390
Jun 22 153.00 111.10 135,05 27,30,182 35,87 39,773
Jul 22 138.90 117.50 121.50 12,35,156 15.68,89,861
Aug 22 150.80 117.20 150.75 23,680,774 32,1639, 177
Sep 22 174.45 132.50 134.70 26,42,059 42,19.94, 107
Oct 22 145.80 126.00 130.05 9,00,743 12,03,72,622
Nov 22 151.80 424.00 125.20 13,56/355 18.27.77 .015
Dec 22 136.00 402.90 114.85 12,009,108 14.67.43,743
Jan 23 125.85 108.10 120.45 12,21,085 14,25,54,125
Feb 23 127.00 102.00 115.15 17,59, 797 20,24.62,711
Mar 23 146.40 144.15 114,50 17,746,050 22,29;56,281
* Spread Hel, High-Low , C-O : Ciose-Open
(Source : BSE website)
d) Dividend Distribution Policy

In. pursuance of Regulation 43A of the Listing Regulations, the top 1000 listed entities as per market capitalization,
calculated as on 31st March of every financial year, are required to formulate a dividend distribution poticy. Our
Company was ranked among top 1000 fisted entities as per market capitalization, accordingly, the Board of
Directors had adopted the Dividend Distribution Policy to lay down principles to be considered while declaring and
payment of dividend. The policy of the Company is uploaded on the website of the Company on following web link
iitps:/Awww.snel.com/policies. The details regarding deciaration of dividend for FY 2022-23 is provided in detail in
the Director's Report of the Company,
e) Share Transfer System:

All the transfers received are processed by Registrar and Transfer Agents. Share transfers are registered and
retumed within maximum of 21 days from the date of lodgment if documents are complete in all respects, In case the
shares are transferred through demat mode. the procedure ts adopted as stated in DepositoriesAct, 1996,
f) Dematerialisation of Shares:
The Company has established connectivity with both the depositories viz. National Securities Depository Limited
(NSDL) and Central Depository Services (India) Limited (CDSL) through the Registrar & Share Transfer Agent, Link
Intime India Private Limited, This has facilitated the shareholders to hold and trade their shares in ‘electronic form’,
Dematerialized Position as on 31 March, 2023:
Particulars Number of Equity Shares % of Total Issued Capital

Issued Capital 195618129 100
Listed Capital 195618129 100
Held in Demateriatised form in NSDL 1757496719 89.83
Held in Demateriatised farm in COSL 17133383 8.76
Physical 2768027 1.42
Note: During the Quarter ended 31st March, 2023, the 65,20,606.Share Warrants were Converted into Equity Shares
and the same was applied for fisting on BSE limited. However, the listing approval for 65,20,606 Eauity Shares was
received on 12” April, 2023 and the Company were in process to do Corporate Action of the 65,20,606 Equity Shares.
g) Disclosure in Respect of Equity Shares Transferred To the ‘Sadhana Nitro Chem Limited'’-Unclaimed
Suspense Accountis as Under
Particular No. of shareholders No. of equity shares
Opening Balance Aggregate number of shareholders | _ Nil Nil

and the outstanding shares in the
unclaimed susoense account lying
as on April 01", 2022.
Less Number of shareholders who Nil Ni!

approached the Company for
transfer of shares and shares
transferred from suspense account
during the year.
Less Number of shareholders whose Nil Nil

shares got transferred from
suspense account to IEPF during
the year
Closing Balance Aggregate number of shareholders | _ Nil Nil

and outstanding shares lying in the
suspense account as on
$7" March, 2023.
Sew ie iene a Ea lagi)
ee
h) Distribution of shareholding as on 31° MARCH, 2023;
By Size
Distribution Of Shareholding (Shares) Report Type ; ALL (NSDL+COSL+Physical)

Sr.No| Shareholding Number of % of Total Shares % of Total
of Shares Shareholders Shareholders Share Capital
1 1 te 500 19193 75.8947 2066824 1.0566
2 501 to 1000 1936 7.66555 1473832 0.7534
3 1001 to 2000 1611 6.3704 2346038 1.1993
4 2001 to 3000 851 3.3651 2135476 1.0917
5 3001 to 4000 280 4.1072 980833 0.5044
6 4001 to 5000 310 1.2258 1385875 0.7058
7 5001 to 10600 463 1.8208 3335284 1.705
8 10001 to 99999999999 645 2.5605 181893967 92.9842
TOTAL : 25289 100 195618129 100
By Category
Sr.No | Category Total Securities Percent

1 Body Corporate - Ltd Liability Partnership 23102 0.0118
2 Clearing Members 8555 0.0044
3 Corporate Bodies (Promoter Co) 125172831 63.9884
4 Directors 18897140 9.6602
5 Hindu Undivided Family 1023362 0.5231
6 Mutual Funds 11760 0,006
7 Nationalised Banks 11508 0.0059
8 Non-Nationalised Banks 1533 0.0008
9 Non-Resident (Non Repatriable) 201710 0.1231
10 Non-Resident Indians 833322 0.426
11 Other Bodies Corporate 3266655 1.6699
12 Public 43972849 22.4789
13 Relatives Of Director 2193277 1.1212
14 Trusts 525 0.0003
TOTAL: 195618129 100
Pursuant to Regulation 3({1)(e}i) of Securities and Exchange Board of India (Substantial Acquisition of Shares &
Takeovers) Regulations, 2011 and subsequent amendments thereto, Promoter Group and Persons acting in concert
consists of Manekchand Panachand Trading Investment Company Private Limited and Mr. Asit D, Javeri & his family.
i) UNCLAIMED DIVIDEND:
The Company Is not required to transfer dividends which have remained unpaid / unclaimed for a period of 7 years to
the Investor Education and Protection Fund (IEPF) established by the Government. No unpaid/ unclaimed dividend
remains to be transferred to IEPF during the period under review...
SUBSIDIARIES:
The Company does not have any material non-listed Indian subsidiary whose tumover or net worth {i.e. paid-up
capital and free reserves) exceeds 10% of the consolidated turnover or net worth respectively, of the listed holding
company and its subsidiaries in the immediately preceding accounting year.
SY
k) OTHER DISCLOSURES;
+ Materially Significant related party transactions: The particulars of transactions between the Company and its
related parties as per the Accounting Standard -18 are set out at Note 37 in Notes to Accounts in the Annual Report.
These transactions are not likely to have any conflict with Company's interest, The Company also has the policy on
Materiality of Related Party Transaction. The details of such policy are available on the website of the Company at
https:vaww.sncl.com/policies.
* Management Disclosures: The Senior Management Personal have been making disclosures to the Board relating
to all material, financial and commercial transactions, where {hey have personal interest that may have a potential
conflict with the interest of the Company al large. Based on the disclosures received, none of the Senior
Management Personnel has entered into any such transactions during the year.
+ Strictures and Penalties; There were no penalties, strictures imposed on the Company by Stock Exchange or
SEB! orany statutory authonty on any matter relating to the capital markets during the last three years.
+ Risk Management Framework: The Board of Directors has adopted the Risk Assessment Procedure. The
procedure provides an approach by the top Management to identity potential events that may affect the Company, fo
manage the risk within its risk appetite and to provide reasonable assurance regarding the achievement of
objectives of the Company. The Senior Management priorities the risk and finalize the action plan for mitigation of
the key risks.
+ Whistle Blower Policy; The Company has a vigil mechanism and whistle blower policy under which it takes
cognizance of complaints made and suggestions given by the employees and others. Even anonymous complaints
are jooked into and whenever necessary, suitable corrective steps are taken, No employee of the Company has
been denied access to the Audit Committee the policy has been put up on the company’s website at
https:/waww.sncl.com/paticies
* Details of utilization of funds raised through preferential allotment or qualified institutions placement:
During the year 2022-23, the Company has raised Rs. 75,00,00,119 (75% of the total consideration) through
preferential allotment as specified under Regulation 32 (7A). Out of the total funds. raised through preferential
allotment Rs. 19,00,00,000/- is unutilized during the year. However, the same is utilized during the first quarter of
Financial Year 2023-24,
As on the report date, the total funds raised through preferential allotment is utilized towards expansion in the
company including para-amino phenol (PAP) business (capex. And opex.) and for the general corporate purpose of
the company.
+ Disqualification / Debar of Directors of the Company:
A certificate provided by M/s. MMJB & Associates LLP, Practicing Company Secretary was placed before the
Board of Directors of the Company in its meeting held on 7” August, 2023, On the basis of certificate provided by
M/s, Makarand M Joshi & Co. Practicing Company Secretary the Board of Directors of the Company take a
cognizance that none of the directors on the board of the company have been debarred or disqualified fram being
appointed or continuing as directars of companies by the Board / Ministry of Corporate Affairs or any such statutory
authority. Certificate provided by M/s. Makarand M Joshi & Co, Practicing Company Secretary is annexed hereto
and marked as Exhibit—8 to this report.
* Acceptance of recommendation of Committee:
During the year 2022-23, all the suggestions / recommendations of all the committees of the Board, have been
accepted by the Board of Directors.
* Maintenance of the Chairman's Office: The Company has an Executive Chairman and the office provided to him
for performing his executive duties ts also utilized by him for discharging his duties as Chairman, No separate office
is maintained for the Non- Executive Chairman of the Audit Committee but Secretarial and other assistance ts
provided to him whenever needed, in performance of his duties.
+ List ofall credit ratings obtained by the entity along with any revisions thereto during the relevant financial
year:
The Company has not taken any credit rating during the year underreview.
XaiF
+ Total fees paid to Statutory Auditors of the Company:
Mis. Jayesh Dadia & Associates LLP, Chartered Accountants {ICAI Firm Registration No. 121142W /WV/100122) the
Company's Statutory Auditor, is responsible for performing an independent audit of the Financial Statements and
expressing an opinion on the conformity of those financial statements with accounting principles generally accepted
in India.
As required under Regulation 34 read with Part C of the Schedule V of the Listing Requlations, the total fees paid by
the Company to the statutory auditor Rs, 19,68, 396/-,
* Hedging of risk:
The Company deals in foreign exchange in ordinary course of business and has adequate nsk management
mechanism. These are reviewed by the risk management and audit committee of the Company.
* Compliance with Mandatory and Non-Mandatory Reauirements:
The Company had complied with all the mandatory requirements of SEBI (LODR) Requiations, 2015 to the extent
applicable
The status of campliance in respect of non-mandatory requirement the Securities and Exchange Board of India
(Listing Obligations and Disciosure Requirements) Regulations, 2015 \s as follows:
i. Shareholders’ Rights: Un-audited quarterly financial results are sent to the stock exchanges and published in
the newspapers as per the SEBI (Listing Obligations Disclosure Requirements) Regulations, 2015 and also
uploaded on Company website: https://wwew.snci.com
ii. Modified opinion(s) in audit report: There are no oualifications in the Auditor's Report on the financial
statements to the Shareholders of the Company
iii. Reporting of intemal auditor: The Internal Auditor directly reports to the Audit Committee.
There are no non-compliances of any requirements of Corporate Governance Report in sub-paras (2) to (10)
mentioned in schedule V of the SEB! (LODR)} Requiations, 2015.
The Company had complied with Corporate Govemance Requirements specified in Requiation 17 to 27 to the extent
applicable and clauses (b) to (i) of sub-regulation {2} of Requlation 46 of SEB! (LODR) Requiations, 2015.
+ Disclosure under the Sexual Harassmentof Women at Workplace Prevention, Prohibition & Redressal) Act,
2013;
Your Company has zero tolerance for sexual harassment at its workplace and has adopted a policy on prevention,
prohibition and redressal of sexual harassment at the workplace in line with the provisions of the Sexual
Harassment of Women at Workplace (Prevention, Prohibition and Redressal) Act, 2013 and the rules made there
under for prevention and redressal of complaints of sexual harassment at workplace. The Company also has an
Internal Committee comprising of three male and four female members. Dunng the year under review;
* Number of complaints fited during the financial year: NIL

* Number of complaints disposed of during the financial year: NIL
* Number of complaints pending as on end of the financial year: NIL
+ CODE OF CONDUCT AND CERTIFICATE ON COMPLIANCE THEREOF:
Certificate signed by the chief financial officer stating that the members of Board and Senior Management personnel
have affirmed compliance with the code of conduct of Board of Directors and senior management is annexed hereto
and marked as Exhibit -C to this report,
+ CEO/CFOCERTIFICATION:
The certificate is placed before the Board by the Managing Director and CFO of the Company. This certificate is
being given to the Board pursuant to Regulation 17 (8) of the SEB! (Listing Obligations and Disclosure
Requirements) Regulations, 2015 read with Schedule !! Par B of the said regulations.
YS
Be NITRO CHEM LIMITED or
The aforesaid certificate duly signed by the Managing Director & CFO in respect of the financiat period ended 31”
March, 2023 has been placed before the Board in the meeting held on May 24, 2023 is annexed hereto and marked
as Exhibit
- D to this report.
+ SECRETARIAL AUDIT FOR RECONCILIATION OF CAPITAL:

As stipulated by SEB! a qualified Practicing Company Secretary carries out Secretarial Audit to reconcile the total
admitted capital with Natlonal Securities Depository Limited (NSDL) and Central Depository Services (India)
Limited (CDSL) and the total issued and listed capital. This audit is carried out periodically and thereon is submitted
to the Listed Stock Exchanges. The audit confirms that the total Listed and Pald-up Capital is in agraement with the
aggregate of the total number of shares in dematerialised form (held with NSDL and CDSL) and total number of
shares in physical form
+ ADDRESS FOR CORRESPONDENCE;
Sadhana Nitro Chem Limited Link Intime India Pvt. Ltd (RTA)
Regd. Office; Hira Baug, 1st Floor, C101, 247 Park, L,B.S. Marg,
Kasturba Chowk (C.P Tank), Mumbai - 400 004. Vikhroli West, Mumbai - 400 083
Tel : 022-23865629 Telephone No, 022-4918 6000
Fax : (91) 022-238872 Fax: (91) 022-49186060

E-mail :sadhananitrogasncl.com E-mail < rt.helpdesk@linkintime.co.in
Website : vavw.sncl.com Website: https:/linkintime.co, in/contact-us.html

SADHANA NITRO CHEM LIMITED or
EXHIBIT -A
AUDITORS’ CERTIFICATE ON COMPLIANCE WITH THE CONDITIONS OF CORPORATE GOVERANCE UNDER SEB!
LISTING REGULATIONS
To
The Members,
Mis. Sadhana Nitro Chem Limited
We have examined the compliance of conditions of Corporate Governance by Sadhana Nitro Chem Limited {"the
Company’), for the year ended 31" March, 2023, as stipulated in the applicable provisions of the Securities and Exchange
Board of India (Listing Obligations and Disclosure Requirements) Regulations, 2015 ("Listing Regulations’).
The compliance of conditions of Corporate Governance is the responsibility of the management. Our examination was
limited to review of the procedures and implementation thereof, adopted by the Company for ensuring compliance of the
conditions-of Corporate Governance. It is neither an audit nor an expression of opinion on the financial statements of the
Company.
{nour opinion and to the bast of our information and according to the explanations given to us, we certify that the Company
has complied with the conditions of Corporate Governance as Stipulated in the abovernentioned Listing Regulations.
We further state that such compliance is neitheran assurance as to the future viability of the Company nor the efficiency or
effectiveness with which the management has conducted the affairs of the Company.

Firm's Registration No. 121142W/W100122
Jayesh Dadia
Partner
Membership No. 033973
Place of Signature: Mumbai

Date: 7" August, 2023
UDIN: 23033973BGVRCO3541
EXHIBIT -B
CERTIFICATE OF NON-DISQUALIFICATION OF DIRECTORS

(Pursuantto to Regulation 34(3) and Schedule V Para C Clause(10)(!) of SEB! (Listing Obligations and Disclosure
Requirements) Regulations, 2015)
To,
The Members
We have examined the relevant disclosures provided by the Directors (as enlisted in Table A) of SADHANA NITRO CHEM
LIMITED having CIN: L24710MH1973PLC016698 and having registered office at Hira Baug, Ist Floor Kasturba Chowk
(C.P. Tank) Mumbai - 400 004, Maharashtra, India (hereinafter referred to as "THE COMPANY’) for the purpose of issuing
this Certificate, in accordance with Regulation 34(3) read with Schedule V Para C clause 10(i) of the Securities and
Exchange Board of India (Listing Obligations and Disclosure Requirements) Regulations, 2015.
In our opinion and to the best of our information, based on (ij) documents available on the website of the Ministry of Corporate
Affairs (MCA) as on 24” July 2023 and stock exchanges as on 24" July 2023 (ii) Verification of Directors Identification
Number (DIN) status on the website of the MCA, and (ill) disclosures provided by the Directors (as enlisted in Table A) to the
Company. we hereby certify that none of the Directors on the Board of the Company (as enlisted in Table A) have been
debarred or disqualified from being appointed or continuing as directors of the companies by the Securities and Exchange
Board of india, MCAor any such other statutory authority as on 31" March, 2023.
Table A
Sr. No.) Name of the Directors Director Identification Number | Date of appointment in Company
1. | Mr. Priyam Shantilal Jhaven 00045038 11/03/1996
2. | Mr. Amit Mahendra Mehta 00073907 30/04/2018
3. | Mr Asit Dnankumar Javeri 00268114 01/09/2015
4. | Mr. Abhishek Asit Javeri 00273030 30/08/2018
5. | Mr. Pradeep Nanasaheb Desai 01602942 12/02/2013
6. | Ms. Seema Asit Javeri 01768936 13/02/2014
7. | Ms. Ayesha Sunil Patel 02074115 07/42/2020
Generai Disclaimer: Our Analysis for this certificate does not covers the verification of criteria pertaining to appointment as
Independent Director under Section 149 and criteria pertaining to appointment as Managing Director under Section 196 and
Schedule V ofthe Companies Act, 2013,
For MMJB & Associate LLP

Practicing Company Secretaries
Saurabh Agarwal
Partner
FCS No. 9290
CP No. 20907
UDIN: F009290E000757950
Place: Mumbai
Date: 7” August 2023
SADHANA NITRO CHEM LIMITED Ca
EXHIBIT -C
CODE OF CONDUCT AND CERTIFICATE ON COMPLIANCE THERE OF
This is to confirm that Company has adopted the Code of Conduct for Directors and Senior Management of the Company
and is available on the website of the Company.
| hereby confirm that the Company has obtained affirmation from all the Members of the Board and the Senior Management
Personnel that they have complied with the Cade of Conduct for the Financial Year 2022-23.
This certificate is being given pursuant to Part D of Schedule V of the SEBI (Listing Obligations and Disclosure
Requirements) Regulations, 2015
For SADHANA NITRO CHEM LIMITED
Abhishek A. Javeri
Managing Director
DIN: 00273030
Piace: Mumbai
Date: 24” May, 2023
EXHIBIT -D
CEO/CFO CERTIFICATE UNDER PURSUANT TO REGULATION 17(8) OF THE SEBI (LISTING OBLIGATIONS AND
DISCLOSURE REQUIREMENTS) REGULATIONS, 2015
To
The Board of Directors,
Sadhana Nitro Chem Limited
A. UWe have reviewed the financial statements and the cash flow statement of Sadhana Nitro Chem Limited for the year
ended 31° March,2023 and to the best of our knowledge and belief:
|, These statements do not contain any materially untrue statement or omit any material fact or contain statements that
mightbe misleading;
il. These statements together present a true and fair view of the company’s affairs and are in compliance with existing
accounting standards, applicable laws and regulations.
There are, to the best of my knowledge and belief, no transactions entered into by the company during the year which
are fraudulent, illegal or viotative of the company’s code of conduct.
We accept responsibility for establishing and maintaining internal controls for financial reporting and that we have
evaluated the effectiveness of intemal control systems of the company pertaining to financial reporting and have
disclosed to the auditors and the Audit Committee, deficiencies in the design or operation of such intemal controls, if
any, of which we are aware and the steps we have taken or propose to fake to rectifying these deficiencies.
\/We have indicated to the Auditors and the Audit Committee:
!. Significant changes in internal control over financial reporting during the year;
ll Significant changes in accounting policies made during the year and that the same have been disclosed in the notes
to the financial statements; and
li. Instances of significant fraud of which we have become aware and the involvement therein, if any, of the
management or an employee having a significant role in the company's internal control system over financial
reporting.
For SADHANANITRO CHEM LIMITED
Mr. Rakesh R. Kothari

Chief Financial Officer
Place: Mumbai
Date: 24" May, 2023
Sew ie iene a Ea lagi)
ee
ANNEXURE -IIl
CORPORATE SOCIAL RESPONSIBILITY
1. Brief outline on CSR Policy of the Company.

This CSR policy comprises the Company's philosophy and acknowledging its responsibility as a corporate citizen and
lays down the guidelines and mechanism for undertaking socially useful programmes for welfare & sustainable
development of the community at large. The CSR Policy focuses on enhancing the stakeholder's value, generating
economic value of the nation and working towards well-being of the society through addressing critical social,
environmental and economic needs of the marginalized / underprivileged sections of the society.
The Company is engaged in manufacture of chemical intermediates, heavy organic chemicals and performance
chemicals, The Campany is exposed to health, safely, security and environmental risks, given the diversity and
camplexity of the industry in which the Company operates. The Company is not only aware about its social
responsibilities but aiso actively taking efforts for fulfilling the aspirations of the society even before the issue of CSR
become the global concern and the part of regulatory enactments.
2. Composition of CSR Committee:
Si. | Name of Director Designation / Number of meetings | Number of meetings of

No, Nature of Directorship of CSR Committee | CSR Committee
held during the year | attended during the year
1 | Mr Asit Dhankumar Javeri Executive Director Chairperson Two Two
2 | Mr. Priyam Shantilal Jhaveri Non-Executive Director - Indesendent. Member | Tyo Two
3 | Mrs. Ayesha S Patel Non-Executive Director - indesendent, Member | Tro One
4 | Mr. Abhishek Asit Javeri Managing Director Two One
3. The Board of Directors of the Company has approved CSR Policy based on the recommendation of the CSR Committee,
The CSR Policy of the Company is available on the Company's web-site and can be accessed in the link provided herein
below:
zh ‘ i
Total profit for fast 3 years (in Rs.) 51,45,41,922

a) Average net profit jast 3 years (in Rs.) 17,16,13,974
b) Two percent of average net profit of the company as per section 435(5) 34,30,279
¢} Surplus ansing out of the CSR projects or programmes or activities of NIL
the previous financial years, if any
d) Amount available for set off in succeeding financial years. NIL
Total CSR obligation for the financial year (b}+(c)-(d) 34,30,279
a, Average net profit ofthe company

as per section 135(5}. “17,15,13,974}-
For FY 2021-22 (in Rs.) For FY 2020-21 (in Rs.) For FY 2019-20 (in Rs.)
8,07,68,537 11,66,32,493 31,71,40,892
b, Amountspentin administrative Overheads - YES
Amount Unspent (in Rs.)
Recek oc t Total Amount transferred to Unspent | Amount transferred to any fund specified under
Financial Year | CSR Account as per subsection (6) Schedule Vil as per second proviso to sub-section (5)
(in Rs.). of section 135. of section 135.
Amount Date of transfer | Name of the Fund | Amount Date of transfer
34.30.2793 0 0 0 0 0
coms
t—“‘“(‘(‘(‘(<‘(‘(‘(‘;‘;i«C
c. Excessamountforset-off, ifany:
SI. No Particulars Amount (In Rs.)

(i) Two percent of average net profit of the company as:per sub-section (5) 34;30,279
of section 135
{ii} Total amount spent for the Financial Year 34,56.438
(iii) Excess amountspent for the Financial Year [(ii}-{i)} 26,159
(iv) Surplus arising out of the CSR projects or programmes or activities of the NIL
previous Financial Years, ifany
(v) Amount available for set off in susceeding Financial Years [(ili)-(iv)] NIL
4. Details of Unspent Corporate Socia! Responsibility amount for the preceding three Financial Years:
4 2 3 4 5 6 7 8
Si. No.| Preceding | Amount Balance Amount Amount transferred to a Amount Deficiency
Financial | transferred|Amountin | Spentin | fund as specified under remaining |ifany
Year. to Unspent | Unspent the Schedule Vi as per second | to be spent
CSR CSR Financial | proviso to subsection (5) of | in
Account (Account Year section 135, if any succeeding
under under (in Rs.) Financial
sbsection | subsection Amount Date of Yeas
(6) of sec. | (6) of (in Rs.) Transfer (in Rs.)
135 (in Rs.) section 135
(in Rs.)
1 FY 2024-22] - - - - - 1,04,82,054 | -
2 FY 2020-21) - - - - - 1,13,36,682) -
5, Whether any capital assets have been created or acquired through Conporate Social Responsibility amount spent in
the Financial Year:
O Yas @No
lf Yes, enter the number of Capital assets created’ acquired
Fumish the details relating to such asset(s) so created or acauired through Corporate Social Responsibility amount
Spentin the Financial Year:
Sl. | Short Pin code of | Date of Amountof | Details

of entity/ Authority! beneficiary of the
No.) particulars of | the creation CSR registered owner
the property property or amount
or asset(s) asset(s) spent
{including
compiete
address and
location of
the property]
1 2 3 4 5 8
CSR Name Registered
Registration address
Number, if
applicable
{All the fields should be captured as appearing in the revenue record, flat no, house no, Municipal Office/Municipal
Corporation / Gram panchayat are to be specified and also the area of the immovable property as well as boundanes)
\SL/
Be ibe ieiel BA ae te) Ci
6: Specify the reason(s), if the company has failed to spend two per cent of the average net profit. as: per subsection
(5) of section 135.
Sdi- Sai- Sd/-

(Chief Executive Officer or (Chairman CSR Committee) [Person specified under clause {d)
Managing Director or Director} of subsection (1) of section 380)
(Wherever applicable)
ABHISHEK A. JAVERI ASIT D. JAVERI

ANNEXURE -IV
BUSINESS RESPONSIBILITY AND SUSTAINABILITY REPORT (BRSR)
SECTION A- GENERAL DISCLOSURES
|. Details of the listed entity
Corporate Identity Number (CIN) of the fisted entity- L24110MHIS79PLCO16698

1-2, Name of the sted entity- SADHANA NITRO CHEM LIMITED
1:3, Year of incorporation- 1973
Registered office address- HIRASAUG, Ist FLOOR KASTURBA CHOWK
{C.P. TANK) MUMBAI MH 400004
Corporate address - 10, Bruce Street, ist Floor, 8/42, Sir Horm Modi
Street, Fort, Mumbai 400001
1-6, E-mail - sadhenanitra@saci.com
\-7, Telephone - 022 68663300
1-8, Wabsite - hilos:wawesnch-com
9, Financial year for which reporting is being done - April 01, 2022 to March 31, 2023
1-10. Name of the Stock Exchange(s) where shares are Bombay Stock Exchange Ltd,
listed -
1-41. Paid-up Capital - Rs. 20,21,38,738/-
12; Name and contact details (teleohone, email address)
of the person who may be contacted in case of any
queries on the BRSR report - Rakesh Kothan, +31 9820117717 rakesh@snal.com
Nitin Jani +91 9820076446 jani@snel. com
13, Reporting boundary - Are the disclosures under this report made
on a standatona basis (i.e. only for the entity) or ona
consolidated basis (i.e. for the entity and all the entities which
form a part of its consolidated financial statements, taken together}; Standalone basis
i. Products/services
I-14, Details of business activities (accounting for 90% of the turnover):
he
A caeipti of Main
i Description of Business Activity
%
ao “ye
of Ti of
1 | Manufacturing Chomical and chernical oroduct, pharmaceutical, medicinal chemical and 95%
botanical products
ll-15, Products/Services sold by the entity (accounting for 90% of the entity's Turnover):
Sr, No, Product/Service NIC Code % of total Turnover contributed
1 Nitrobenzese 24119 4.20

2 Meta Amino Phenol 24116 58.14
3 Para Amino Phenol 24116 459
a SND - 27 (ODBZ) 24299 28.62
Remarks: 95.45%
il. Operations
lll-16. Number of locations where plants and/or operations/offices of the entity are situated:
Location Number of Plants Number of Offices Total

National 1 3 4
International 0 0 0
Remarks : One plantat Roha. One Head of fice at Fort. and one R&D at Thane
Vey
I-17. Markets served by the entity:
a, Number of locations
Location Number
National (No. of States} 8
International (No. of Countries) 7
Remarks ;
1. Export - USA, Belgium, Canada, China, Uae, Egypt, Germany, alia, Japan, Korea, Netherland, Peru, South Korea, Spain,
Switzerland, Turkey, United Kingdom, Poland, Brazit.
2. Dorhestit - Punjab, Delhi, Maharashtra, Gujarat, Telongana, Tamil Nadu, Himachal Pradesh, Kamataka
b, What is the contribution of exports as a percentage of the total turnover of the entity ?
Export - 55.08%
Domestic - 44.92%
c. Abrief on types of customers

+ Dye Intermediates: Companies that produce and sell dye intermediates. These companies are typically engaged
in the production of chemical compounds used to make dyes for the textile, leather, cosmetic and other industries.
* Pharmaceuticals manufacturers: Pharmaceutical companies use chemicals and intermediates to produce
vanous drugs and medicines. These companies require high-quality chemicals and intermediales to ensure the
safety and efficacy of their products.
* Herbicide and Pesticides: Companies that produce herbicides and pesticides, These companies require
chemicals and intermediates that are effective in controlling pests and other applications.
* Chemical Manufacture: Companies that produce chemicals and intermediates for use in various industnies, such
as textiles, plastics, rubber, aerospace, colourformers, electronic chemicals and cosmetics, etc. These
companies require a variely of chemicais and intermediates to produce their products, and they are often looking
for high-quality, cost-effective solutions.
IV. Employees
1V-18, Details as at the end of Financial Year:
a, Employees and workers {including differently abled):

No | Particulars Total Male
No %
Permanent 162 92.57%

Other than Permanent 8 100.00%
Total +E 92.90%
Permanent 100.00%
0
3 Total Workers (F + G. 39 100.00%
IV-18. Details as at the end of Financial Year:
b. Differently abled Employees and workers:

No | Particulars Total
Dif
Permanent
Other than Permanent (E
Total abled
SADHANA NITRO CHEM LIMITED Or
IV-19, Participation/inclusion/Representation of women
Total (A) No. and percentage of Females

No (B) % (BIA)
Board of Directors 7 2 28.57%
Key Management Personnel 3 0 0.00%
!V-20. Turnover rate for permanent employees and workers. (Disclose trends for the past 3 years)
(Turnover rate in (Turnover rate in (Turnover rate in the year prior to

current FY) previous FY} the previous FY)
Male | Female Total Male Female Total Male Female Total
Permanent Emoloyees 9.78 0 9.78 10,34 9 10.34 4.95 0 4.95

Permanent Workers §.00 0 5.00 11.63 0 11.63 8.33 0 8.33
Vv. Holding, Subsidiary and Associate Companies (including joint ventures)
V-21. (a} Names of holding/ subsidiary /associate companies/ joint ventures.
8, | Name of the holding / subsidiary / Indicate whether %o of shares | Does the entity indicated at
No, | associate companies / holding/Subsidiary/ held by listed | column A, participate in the
joint ventures (A) Associate/Joint Venture | entity Business Responsibility initiatives
of the listed entity ? (Yes/No)
1 MANEKCHAND PANACHAND Holding Oo NO
TRADING INVESTMENT CO PVT LTD
2 ANUCHEM BV BA Subsidiary 100 NO
Vi. CSR Details
VI-22. (i) Whether CSRis applicable as per section 135 of Companies Act, 2013: (Yes/No) - Yes
VI-22. (ii) Turnover({inRs.}-Rs. 147,56,70,773/-
V1-22. (ill) Net worth (in Rs.)- Rs. 2,28,54.82.664/-
Vil. Transparency and Disclosures Compliances
Vil-23. Complaints/Grievances on any of the principles (Principles 1 to 9) under the National Guidelines on
Responsible Business Conduct:
Stakeholder group : Grievance Redressal FY 2022-2023 FY 2021-2022
from whom complaint) (If
is received
Mechanism in Place {YesiNo) [iy bor of | Numbor of
Yes, then provide web-link complaints | complaints
Remarks |Number| ofNumber]
of
Remarks
for grievance redress policy) filed during | pending com- |com-
the year resolution at plaints | plain
close of the filed pending
yoar during |resolu-
the year) tion at
close of
the year
Communities No No No - No No -
investors (other than No No No . No No
shareholders}
Sharehoisers https://scores.gov.in/adminiCh 5 4 Pending due 5 0 Nil
k_login, htm! to legal &
regulatory
constraint
Employees and Yes, a mechanism ss in place 1 1 The 0 0 Nil
workers to interact with the employees complaint is
and workers ongoing in
https//drive google, comfile/G? Court
TIROOMc7_535wZStu2quod
GGVi4aTAc? view? pli=!
[zaonAnA wT cn rED Was
Stakeholder group Grievance Redressal FY 2022-2023 FY 2021-2022
from whom complalit Mechanism in Place (Yeo) Number of | Number of Remarks |Number| Number! Remarks
is received {if Yes, then provide web-link complaints | complaints” of of
for grievance redress policy) filed during | pending came leas
the year resolution at plaints | plaints
close of the filed pending
year during |resolu-
the year| tion at
close of
the year
Customers Yos, & mechanism ss in olace & 4 Case 3 0 Nil
to interact with the customers Pending in
https://drive.googte.comfileyd/ Court
MIRDOMcT_S3iwZ5k2quok,
GGVfi4oTAct Wiew?pli=1
Value Chain pariners Yes, a mechanism és in place 0 o Nil 2 0 Nil
to interact with the value
chain Partness
hitps://drive.google.camifile/d/
HROOMCT_S25wZSai2qudA
GGVfi4oTAc? view? pll=i
Cher (pease specify)
Vil-24. Overview of the entity’s material responsible business conduct issues. Please Indicate material
responsible business conduct and sustainability issues pertaining to environmental and social matters
that present a risk or an opportunity to your business, rationale for identifying the same, approach to
adapt or mitigate the risk along-with its financial implications, as per the following format.
S, | Material lndicate whether Rationale for In case of risk, approach to | Financial implications of the risk or
No,| issue risk or opportunity] identifying the adapt or mitigate opportunity (Indicate positive or
identified (RIO) risk / opportunity negative Implications)
1 Hazardous | risk nisk, because it Disposing according to the Nagative
wasteWater entails additional Maharashtra Pollution Control
waste cost for safe Board consent coriitions
disposal,
2 | Other risk Risk, because it SNCL have a ef fivent Nagative
(please entails additonal treatment plant where the ef
Specity) cost for affluent fhuent water is eated and
treatment discharged to common ETP
of Rohia Division
CET
09n823
| SADHANA NITRO CHEM LIMITED \, Cd
ae
SECTION B - MANAGEMENT AND PROCESS DISCLOSURES
This section is aimed at helping businesses demonstrate the structures, policies and processes put in place towards
adopting the NGRBC Principles and Core Elements.
The National Guidelines on Responsible Business Conduct (NGRBC) released by the Ministry of Corporate Affairs has
updated and adopted nine areas of Business Responsibility. These are brief as under:
P1 Businesses should conduct and govem themselves with integrity and in a manner that is ethical, transparent and
accountable
P2 Businesses should provide goods and services in a manner that fs sustainable and safa
P3 Businesses should respect and promote the well-being of all employees, including those in their value chains
P4 Businesses should respect the interests of and be responsive to all its stakeholders
P5 Businesses should respect and promote human rights
P6 Businesses should respect and make efforts to protect and restore the environment
P7 Businesses, when engaging In influencing public and regulatory policy, shauld do so In a manner that is responsible
and transparent
P8& Businesses should promote inclusive growth and equitable development
Pg Businesses should engage with and provide value to their consumers in a responsible manner
Policy and management processes
Disclosure Questions P41 P2 P3 Pa P5 P6 P7 Ps PS
lia. Whether your entity's policy/policies cover each Yes

principle and its core elements of the NGRBCs.
(Yes/No)
1.b, Has the policy been approved by. the Board? Yes
(Yes/No)
1.c. Web Link of the Policies, if available https://wavww.sncl_com/policies
2. Whether the entity has translated the poficy into Yes
procedures. (‘Yes / No)
3. Do the enlisted policies extend to your value chain Yes
partners? (Yes/No)
4. Name of the national and international codes / ISO 9001:2015 Quality Management System, ISO 45001:2018
certifications/labels/ standards (e.g. Forest Occupational Health& Safety (OHS) and ISO 14001:2015 Environmental
Stewardship Council, Fairtrade, Rainforest Management System (EMS)
Alliance, Trustes) standards (e.g. SA 8000,
OHSAS, ISO, BIS) adepted by your entity and
mapped to each principle
5. Specific commitments, goals and targets set by the Yes
entity with defined timelines. if any.
6, Performance of the entity against the specific Performance of each of the principles is reviewed pesodically
by various
commitments, goals and targets along-with Committees led by the Management and Board of Directors
reasons in case the same are not met
[SADHANA NITRO CHEM LIMITED \. Wi
Governance, leadership and oversight
7, Statement by director responsible for the business SNCL is commitied to integrating environmental, social and governance
responsibility report, highlighting ESG related (ESG) principles of product stewardship by enhancing health, safety and
challenges, targets and acievements {listed entity environmental impacts of products and services across their lifecycius. The
has flexibility regarding the placement of this environmental impacts cover Climaie, Resources (Energy & Water), Waste
disclosure) Management and Nature & Biodiversity, The Company is commitled to
conducting beneficial and fair business practices to the Isbour, human capital
and to the employees. It provides employees and business associates with
working conditions that are clean, safe, healthy and fair. It strives to be
neighbour of choice in the communities tn which It operates and contributes to
their equitable and inclusive development To deliver these commitments, the
Company hss separate CSR Policy, Business & Human Rights Policy, Equal
Opportunity Policy, Whistleblower Policy etc
Details of the highest authority responsible for Chairman and Managing Director under the quidance of the board of directors
implementation and oversight of the Business ard its commiltee is responsible for implenventalion and oversight of the
Responsibility policy (ies). business responsibility policies.
Does the entity have a specified Committee of the Yes, lhe Managing Director of lhe company provides valuabte direction and
Board! Director responsible for decision making on quidance to the management to ensure that safety and sustainability
sustainability related issues 7 (Yes / No), If yes, implications ate duly adGressed in all new strategic initiatives, budgets audit
provide detaas actions and improvement plans.
10. Details of Review of NGRBCs by the Company : Indicate whether review was undertaken by Director/
Committee of the Board/ Any other Committee
Subject for Review Indicate whether review was undertaken by Frequency (Annually! Half yearly! Quarterly/
Director/ Committee of the Board/ Any other Any other — please specify)
Committee
Pt |p2 |p3 [Pa |PS |P6 |P7 |Ps | Po Pt |P2 |P3 |P4 |Ps |P6 |P7 | Ps | Po
Performance against above Asa practice, business responsibility, policies
of the Asa praclice, business responsibility, policies of
policies and follow up action company are reviewed annually or on a need basis the company are reviewed annually or on a need
by board including the managing Girector and the basis by board Including the managing director
chairman. During this assessment, the ef feacy of and the chairman, During this assessment, the
the policies is reviewed and necessary changes to efficacy of the poticies is reviewed and necessary
policies and procedures are implemented changes to policies and procedures are
implemented.
Compliance with statutory The company is in compliance with the existing The company is in compliance with the existing
requirements of relevance to reguistions as applicable and statutory compliance regulations as applicable and statutory
the orinciples, and, certificate ca applicable laws is provided by the comoliance certificate on applicable laws is
rectification of any non- managing Director and Chairman, chief financial of provided by the managing Director and
comoliarcesde details. ficer and board of directors Chairman, chief financial of ficer ang board of
directors
11. Has the entity carried out independent assessment/ evaluation of the working of its policies by an external
agency? (Yes/No). If yes, provide name of the agency.
Pi |p2 | Ps |P4 |ps |ps |P7 |Pa |P9

N
12. Ifanswer to question (1) above Is No |.e. not all Principles are covered by a policy, reasons to be stated:
Questions PL | P2 PI
| PA PO | P7 {PE
a
The entity does not consider the principles material toits business (Yes/No)
$F) SF
‘The entity is not al a stage where itis ina position to formulate and implament the policies
S/S]
on specified principles (Yes/No)

The éntity does not have the financial or/human and technical resources available for the
task (Yes/No)
Its planned to be done in the next financial year (Yes/No)
Any other reason (please specify)
SADHANA NITRO CHEM LIMITED oe
SECTION C : PRINCIPLE WISE PERFORMANCE DISCLOSURE
PRINCIPLE 1 Businesses should conduct and govern themselves with integrity, and in a manner that is Ethical,
Transparent and Accountable.
Essential Indicators
El-1. Percentage covered by training and awareness programmes on any of the Principles during the financial
year:
Segment Total number | Topics/principles covered under the training and Percentage of persons
of training and| its impact in respective category
awareness covered by the awareness
programs held programmes
Board of 1 During the year, the board of directors of the company (including 100%
directors its committees) has invested time on various updates,
compromising mallers relating to an array of ssues pertaining to
the business regulations, economy and environmental, social and
governance bara metres, SNCL strives to enable responsible
business conduct dunng ds operations and interactons with the
stakeholders.
Key Managerial 2 1, Anti-bribery & Anti-corruption Poficy, 2, Prevention of Sexual 100%
Personnel Harassment, SNCL strives to enable responsible business
conduct during its operations and interactions with the
stakeholders.
Employews other | 2 1. Anti-bribery & Anti-corruption Policy, 2. Prevention of Sexual 60%
than BoD and Harassment. SNCL strives to enable responsible business
KMPs conduct during Its operations and interactions with the
stakeholders.
Workers 1 1. Health & Safety training & mock dritis, 2, SNCLis In orocess to | 100%
conduct several other programme im coming years. SNCL strives
to enable workers Io have awareness of best safety practices
while working in the factory premises,
El-2. Details of fines / penalties /punishment/ award/ compounding fees/ settlement amount paid in proceedings
(by the entity or by directors / KMPs) with regulators/ law enforcement agencies/ judicial institutions, in the
financial year, in the following format (Note: the entity shall make disclosures on the basis of materiality as
specified in Regulation 30 of SEBI (Listing Obligations and Disclosure Obligations) Regulations, 2015 and
as disclosed on the entity's website)
Monetary
Category NGRBC Name of the regulatory! Amount Brief of the Has an appeal been
Principle enforcement agencies/ {In INR) Case preferred? (Yes/No)
judicial institutions
Panalty / Fine NA NA NA NA NA
Settlement NA NA NA NA NA
Compounding NA NA NA NA NA
fee
Non-Monetary
Category NGRBC Name of the regulatory/enforcement agencies/ Brief of the Has an appeal been
Principle judicial institutions Case preferred? (Yes/No)
imprisonment NA NA NA NA
Punishment NA NA NA NA
Remarks: None
[SAONANA MRO Gen LMTED ad
El-3. Of the instances disclosed in Question 2 above, details of the Appeal/ Revision preferred in cases where
monetary or non-monetary action has been appealed,
S.No. Case Details Name of the regulatory! enforcement agencles/ judicial institutions
1 NA NA
El-4. Does the entity have an anti-corruption or anti-bribery policy ? If yes, provide details in brief and if available,
provide a web link to the policy.
- ANTI-BRIBERY AND ANTI-CORRUPTION POLICY

itis our policy to conduct all of our business in an honest and ethical manner. We take a zero-tolerance approach to
bnbery and corruption and are committed to acting professionally, fairly and with integrity in all our retationships and
business dealings wherever we operate and to implementing and enforcing systems to counter bribery. We will
uphold all laws relevant to countering bribery and corruption. We remain bound by the applicable Indian and
intemational laws in respect of our conduct both at home and abroad
E1-5. Number of Directors/KMPs/employees/workers against whom disciplinary action was taken by any law
enforcement agency for the charges of bribery/ corruption:
Category (Current Financial Year) (Previous Financial Year)
Directors 0 0
KMPs 0 0
Employees 0 0
Workers 0 0
El-6, Details of complaints with regard to conflict of interest;
Category Number | Remarks | Number Remarks

(CY) (cy) {CY} (CY)
Number of complaints received in relation to ssues of Conflict of 0 NA a NA
Interest of the Directors
Number of complaints received in relation to sues of Conflict of 0 NA 9 NA
Interest of the KMPs
El-7. Provide details of any corrective action taken or underway on issues related to fines / penalties / action taken
by regulators! law enforcement agencies/ judicial institutions, on cases of corruption and conflicts of
interest.
- NA
Leadership Indicators
LI-1, Awareness programmes conducted for value chain partners on any of the Principles during the financial
year:
S. | Total number of Topics / principles % age of value chain partners covered (by value of
No.| awareness covered under the business done with such partners) under the
programmes held training awareness programmes
1 9 NA NA
LI-2. Does the entity have processes in place to avoid! manage conflict of interests involving membors of the
Board? (Yes/No) If Yes, provide details of the same.
Managing conflicts of interest is defined as applying measures that either prevent or mitigate the risks that the conflict
of interest creates for the Company and its Stakeholders. When a Director, Officer, Employee, or any other Interested
Person is faced with an actual, potential, or perceived conflict of interest, they must promptly inform the Company, to
obtain a written decision on how to proceed. The purpose of this declaration is to take an ethical decision by clarifying
the situation, thus ensuring the continuity of business in accordance with the Company's interests.
Vv
SADHANA NITRO CHEM LIMITED Cad
PRINCIPLE 2 Businesses should provide goods and services in a manner thatis sustainable and safe
El-1. Percentage of R&D and capital expenditure (capex) investments in specific technologies to improve the
environmental and social impacts of product and processes to total R&D and capex investments made by
the entity, respectively.
Category Current Financial Year Previous Financial Year Details of improvements in environmental
and social impacts
R&D 9 0 -
Capex 0.15% 6.07% Reduction in water pollution
El-2.3. Does the entity have procedures in place for sustainable sourcing ?(Yes/No)- Yes
El-2.b. If yes, what percentage of inputs were sourced sustainably 7
- 28.13%
- Note: The Company plans fo assess and audit suppliers for sustainable sourcing, 28.13% comprises government
vendors (IOCL, BPCL) from whom we procure raw materials, as well as suppliers holding relevant SA 8000 of ISO
certifications.
El-3. Describe the processes in place to safely reclaim your products for reusing, recycling and disposing at the
end of life, for (a) Plastics (including packaging) (b) E-waste (c) Hazardous waste and (d) other waste,
- (a) Plastics (including packaging) - Damaged material comes to the godown and reused wherever possible and then
disposed off through authorised contractors. Plastic bags are re-use 4-5 times for internal packing and storage and
then disposed through authorised contractors.
El-4. Whether Extended Producer Responsibility (EPR) is applicable to the entity's activities (Yes / No). If yes,
whether the waste collection plan is in line with the Extended Producer Responsibility (EPR) plan submitted
to Pollution Control Boards? If not, provide steps taken to address the same.
- NA
LI-1. Has the entity conducted Life Cycle Perspective / Assessments (LCA) for any of its products (for
manufacturing industry) or for its services (for service industry) ? If yes, provide details in the following
format?
Ss. | NIC Name of | % of total Boundary for which | Whether conducted by | Results communicated in public
No.| Code | Product/ | Turnover the Life Cycle independent external domain (Yes/No)If yes, provide
Service contributed | Perspective/ agency (Yes/No) the web-link.
Assessmont was
conducted
1 0 0 LN 0 0 6
LI-2. If there are any significant social or environmental concerns and/or risks arising from production or
disposal of your products / services, as identified in the Life Cycle Perspective / Assessments (LCA) or
through any other means, briefly describe the same along-with action taken to mitigate the same.
S. | Name of Product/ Description of the risk / Action Taken

No, | Service concern
1 | Nitrobenzene Generation of effluent SNCL have instatied Effluent Treatment Plant (ETP) and-aiso send the effluent
for treatment to the common ETP as per MPCB norms.
2 | Metaniie Acid Generation of effluent SNCL have installed Effvent Treatment Plant (ETPyand also send the effluent for
and solid waste treatment to the common ETP as per MPCB norms. Also solid waste is sent to
authonsed cementfertilizer factories.
3. | Meta-Aminophemot | Generation of effluent SNCL have installed Efivent Treatment Plant (ETP) and atso send the effluent for
and solid waste treatment ta the common ETP as per MPCB norms, Also solid waste is sent to
authorised cement/fertilizer factories,
4 | ODB2 (Colour Generation of effluent SNCL have instatled Effluent Treatment Plant (ETP) and also send the effluent
former) for treatment to the common ETP as per MPCB norms
I
[zaonAnA wT cn rED Was
LI-3, Percentage of recycled or reused input material to total material (by value) used in production (for
manufacturing industry) or providing services (for service industry).
Indicate input material Recycled or re-used input material to total material

FY 2022-2023 FY 2027-2022
HOPE bags 94:36% {4.75706 MT reused from 5.04097 MT) | 97.23% (9.89735 MT reused from 10,26197)
Effluent water 20.4% 21.4%
Li-4. Ofthe products and packaging reclaimed at end of life of products, amount (in metric tons) reused, recycled,
and safely disposed, as per the following format:
FY 2022-2023 FY 2021-2022
Re-Used | Recycled | Safely Disposed | Re-Used Recycled Safely Disposed
Plastics (including packaging) | 475 MT | NA 0 475 MT NA 0
E-waste o 0 0 0 9 0
Hazardous wasie NA NA 1939.665 MT NA NA 1939.665 MT
Other waste NA NA NA NA NA NA
LI-5. Reclaimed products and their packaging materials (as percentage of products sold) for each product
category.
Indicate product category Reclaimed products and their packaging materials as % of total products
z°
sold in respective category

1 | Finished Good Negligible 0.04 %
[ SADHANA NITRO
NITRO CHEM
CHEM LIMITED
LIMITED \ Cd
PRINCIPLES Businesses should respect and promote the well-being of all employees, including those in their
value chains
El-1.a. Details of measures for the well-being of employees (Permanent Employees).
Category % of employees covered by

Total] Health Insurance| Accident Maternity Paternity Day Care
(A) insurance benefits benefits facilities
Number! % Number % Number] % Number % Number %
{B) (Bi A) | {C) (CIA) | (D) (D/A) |} (E) (EVA) (F) {Fi A)
Permanent Emptoyees
Male 162 | 162 100,.00%] 162 100.00% | 0 6.00% 0 0.00% 0 0.00%
Female 13 13 100.00%] 13 100.00% 13 #00.00%) 0 0.00% 0 0.00%
Totat 175 | 175 100.00%] 175 106.00% 13 749% 0 0.00% 0 0.00%
Other than permanent Employees
Male a 9 9.00% | 8 109.00% | 0 0.00% 9 0.00% 0 0.00%
Female [0 0 0.0% 0 0.0% 0 0.0% 0 0.0% 0 0.0%
Totat a 0 0.00% | 8 160.06% | 0 7.43% 0 0.00% 0 0.00%
El-1.b. Details of measures for the well-being of workers. (Permanent Workers).
Category % of employees covered by

Total] Health insurance | Accident Maternity Paternity Day Care
(A) insurance benefits benefits facilities
Number | % Number % Number] % Number % Number %
{B) (BIA) | {C) (CHA) | (0) {Di A) (E) (EVA) (F) (Fs A)
Permanent Workers
Male 39 | 39 700.00%| 39 160,.00% | 0 0.00% 0 0.00% 0 0.00%
Female |0 0 0.0% 0 0.0% 6 0.0% 0 0.0% a 0.0%
Totat 39 3g 100,00%} 39 100,00% | 0 0.00% 0 0.00% oO 0.00%
Other than permanent Employees
Male 0 9 0.0% 0 0.0% 0 0.06% 9 0.00%. 0 0.00%
Female [0 o 0.0% 0 0.0% 9 0.0% 9 0.0% 0 0.0%
Total 0 9 0.0% 0 0.0% 0 7.49% 0 0.00% 0 0.00%.
El-2. Details of retirement benefits, for Current FY and Previous Financial Year.
Benefits | No. of employees | No. of workers Deducted and | No. of employees| No. of workers | Deducted and
covered as 3% of| covered as a deposited with | covered as a % of| covered as a % | deposited with the
total employees. | % of total workers.| the authority total employeos. | of total workers.) authority
(cy) {cY) (YININ.A.). (CY) | (PY) (PY) (YININ.A.). (PY)
PF 100% 100% Y 100% 100% Y
Gratuity 100%. 700% v: 400% 100% Y
ES! 0% 0% NA 0% 0% N&
Others - ° ° s ° ° «
please
specify
El-3. Are the premises / offices of the entity accessible to differently abled employees and workers, as per the
requirements of the Rights of Persons with Disabilities Act, 20167? If not, whether any steps are being taken
by the entity in this regard,
Most of ourlocations are accessible for differently-abled employees.
[SAoHANA NTR co LMTED Cad
El-4. Does the entity have an equal opportunity policy as per the Rights of Persons with Disabilities Act, 20167 If
so, provide a web-link to the policy,
+ Sadhana Nitro Chem Limited (also referred to as “SNCL" or "the Company") recognizes the value of a diverse
workforce and are committed to providing equal opportunities in employment thereby creating an inclusive
workplace and work culture in which all employees are treated with respect and dignity.
* The Company is committed to aliminating all forms. of unlawful discrimination (which includes direct
discrimination, indirect discrimination and denial of reasonable accommodation), bullying and harassment of
people with disabilities and transgender persons,
* ALtSNCL, we continuously Strive lo ensure that all our facilities, technologies, information and pnvileges are
accessible to people with disabilities and transgender persons.
* The Company encourages differently abled candidates and transgender persons to apply for any job opportunity
arising within (he organization,
* Through this policy the Company shall proactively work towards equal opportunity in all aspects of employment
of Persons with Disabilities and Transgender Persons including the hiring / selection process, promotions,
transfers, provision of training opportunities, compensation, employee benefits,
* To avoid unlawful discrimination by adhering to the Equality Act 2010 which protects characteristics of age,
disability, gender reassignment, marriage and civil partnership, pregnancy and maternity, race {including colour,
nationality and ethnic or national origin), religion or belief, sex (gender) and sexual orientation,
* This includes pay and benefits. terms and conditions of employment, dealing with qrevances and discipline,
dismissal, redundancy, leave for parents, requests for flexible working ano selection for employment, promotion,
training or other developmental opportunities
* There are Some relevantterms of the Rights of Persons with Disabilities Act, 2016 and The Transgender Persons
(Protection of Rights) Act, 2079 are Discrimination, Person with benchmark disability, Person with disability,
Reasonable accommodation, Special Employment Exchange, Specified Disability and Transgender Person,
* Rights and Entitlements in Equal Opportunity Policy of the Company aims at ensuring thatnone of the employees
with disability ts discriminated against on the grounds of their disability, untess itis shown that the impugned act or
omission is a proportionate means of achieving a legitimate aim.
* The Company shall not discriminate with respect to any aspect of the employment relationship including the
hiring / selaction process, promotions, transfers, provision of training opportunities, compensation, employee
benefits, termination or retirement policies and disciplinary practices.
* Further, with regard to Transgender persons, the Company shail maintain confidentiality of the gender identity of
the employees except where the Company or its representatives is required to disclose such information to
government officials or in order to cater to or provide support to such Employees.
* The Company shall, as far as oossible, endeavour to provide such facilities and amenities to Persons with
Disabilities and Transgender Persons to enable them to effectrvely discharge their duties in the Company. The
Company shall consider the specific and special needs of Person with Disabilities and Transgender Persons
employed by it and ensure that its facilities (including physical / digilal infrastructure, information and
communication technology, safety and secunty and transportation system, if any, provided by the Company) are
easily accessible,
* The Company will endeavour to provide course materials meant for induction and training in'accessible formats
on request, The request for reasonable accommodation, such as assistive aids, accessible training venue,
accessible materials, interpreter, scribe, etc. shall be placed al least one week prior to the scheduled date of
commencement of induction / training.
El-5. Return to work and Retention rates of permanent employees and workers that took parental leave.
Permanent employees Permanent workers

Gender Return to work rate Retention rate Return to work rate Retention rate
Male NA NA NA NA
Fernale NA NA NA NA
Total NA NA NA NA
WY
-
El-6. Is there a mechanism available to receive and redress grievances for the following categories of employees
and worker 7 If yes, give details of the mechanism in brief.
Category Yes/No (If Yes, then give details of the mechanism in brief)
Permanent YES, through Personnel & Adminastration (P&A) deoartment and Union, The permanent workers can submit their
Workers gnevances to the tabor union, detailing the issue and any supporting evidence. The union negotiates with the
employer to resolve the grievance, and Hf necessary, may engage in mediation wilh a neutral third party,
Other than NO
Permanent
Workers
Permanent YES, through KR and Admin department, they are sssess the problem, investigate if necessary, and work towards
Employees finding a resolution
Other than NO
Permanent
Employees
El-7. Membership of employees and worker in association(s) or Unions recognised by the listed entity:
Category FY 2022-2023 FY 2021-2022

Total No, of employees / % Total No. of employees / Ns
employees | workers In respective | (B/A) employees! | workers in respective (DC)
workers in category, who are workers in category. who are
respective part of association(s) respective part of association(s)
category (A) or Union(B} category (C) or Union(D)
Total 176 0 0.00% 161 0 0.00%
Permanent
Employees
- Male 162 0 0.00% 138 0 0.00%
- Female 13 0 0.00% 13 0 0.00%
Total 39 39 100.00% 41 41 100.00%
Permanent
Workers
- Male 39 39 100% 41 41 100%
- Female 0 0 0 a 0 0
El-8, Details of training given

to employees and workers:
Category FY 2022-2023 FY 2021-2022

Total | On Health and On Skill Total | On Health and On Skill
(A) safety measures upgradation (D) safety measures upgradation
No. (B) | %(B/A) | No. (C) |% (C/A) No. (E) | %(E/D) | No.(F) | %(F/D)
Employees
Male 170 53 31.18% 40 23.53% 143 42 29.37% 36 25.17%
Female 13 13 109,00% 6 61.54% 13 13 106.00% 9 89.23%
Total 183 66 36.07% 48 26.23% 156 55 35.26% 45 28.85%
Workers
Maile 39 39 100.0% 38 100.00% | 41 44 100.00% 4i 100,00%
Femaie 0. 0 0.0% 0 0,0% Qo 9 0.0% 0 0.0%
Total 39 39 100.0% 39 100.00% | 41 41 100.00% at 100.005:
El-9. Details of performance and career development reviews of employees and workers
Category FY 2022-2023 FY 2021-2022

[SAONANA MRO Gen LMTED ad
El-10.a. Whether an occupational health and safety management system has been implemented by the entity?
(Yes/No). If yes, the coverage such system ?
- The safety and health management system covers activities across all manufacturing locations, offices, research,
laboratones and supply chain partners and ensunng the protection of environment and health and safety of its
emplayees, contractors, visitors and relevant stakeholders.
El-10. b. What are the processes used to identify work-related hazards and assess risks on a routine and non-
routine basis by the entity ?
- For all activities including routine or non-routine {permit / project activities) hazards are identified by a trained cross-
functional team and risk assessment and management is done through Hazard Identification and Risk Assessment
(HIRAY Job Safety Analysis (JSA) Standard Operating Procedure (SOP) which |s referred before starting any
activity. The Company has procedures for process safety and functional safety including Layers of Protection
Analysis (LOPA) and Safety integrity Level (SIL). Identified hazards and associated risks are addressed through
operational control procedures using hierarchy of control approach. Techniques like Process Hazard Analysis on a
day-to-day basis unsafe conditions and hazards are also identified by employees and reported. It is also extended to
contractors working on sites to ensure their concerns are captured. Storing and handling of toxic chemicals like
ammonia, benzene, flammable materials like fuel, etc. are identified as the major process hazards at the site for
which the Company has carried out Quantitative Risk Assessment; HAZOP study and engineering review by
external / internal experts as appropriate.
El-10. c. Whether you have processes for workers to report the work-related hazards and to remove themselves
from such risks, (Y/N)
- Yes, we encourage our workers to Report near miss incidents and have escalation matrix in place. All sites have
specific procedures for reporting of work-related hazards, injuries, unsafe conditions and unsafe acts.
El-10.d. Do the employees/worker of the entity have access to non-occupational medical and healthcare
services ? (Yes! No)
- Yes, allemployees are covered under health insurance scheme.
El-11, Details of safety related incidents, in the following format:
Safety Incident/ Number Category FY 2022-2023 FY 2021-2022

Lost Time Injury Frequency Rate (LTIFR) (per one million-person hours Employees 0 0
worked) Workers- 0 o
Total recordable work-related injuries Employees 0 0
Workers 0 0
No, of fatalities Employees 0 0
Workers 0 0
High consequence work-related injury or i-health (exctuding fatalities) Employees 0 0
Workers 0 0
El-12. Describe the measures taken by the entity to ensure a safe and healthy work place.
- Sadhana Nitro Chem Ltd., ensures a safe and healthy workplace through robust safety protocols, regular training,
risk assessments, well-maintained infrastructure, health initiatives, incident reporting and investigation, and
regulatory compliance. We priaritize employee well-being and maintain a culture of safety throughout the
organization.
El-73, Number of complaints on the following made by employees and workers
FY 2022-2023 FY 2021-2022
Filed during Pending resolution | Remarks Filed during | Pending resolution | Remarks
the year at the end of year the year at the end of year
Working 0 0 0 0 ° 0
Conditions
Health & Safety| 0 0 0 0 0 0
|SADNANA
NITRO CHEM LIMITED \. Cd mt
El-14, Assessments for the year;
Category % of your plants and of tices that were assessed (by entity or statutory authorities or third parties)
Health and safety practices} 100%
Working Conditions 9
Remarks:
ISO 9001:2015 auality management system,
ISO 14007:2015 Envirnoment management system,
(SO 45001-2018 Occupational health and safety management system
El-15. Provide details of any corrective action taken or underway to address safety-related incidents (if any) and
on significant risks / concerns arising from assessments of health & safety practices and working
conditions.
All incidents are investigated by a special team to determine root cause analysis and corrective/preventive actions
are identified. The incident ts further discussed and reviewed in the safety committee meeting The Company also
shares best practices across sites for prevention of injuries / incidents and ensures safety improvements as well as
takes several steps to prevent accidents at workplace such as:
* Implementation of contro! measures to reduce the risk of workplace accidents
* Periodically review the Policies and Procedures
+ Performing regular inspections
+ Implementation of consequence management system
* Holdregular trainings
+ Jobroles and responsibilities including those on Safety are documented forall employees
* Providing suitable PPEs
* Behavioural-based safety observation round,
+ AssetManagement
Li-1, Does the entity extend any life insurance or any compensatory package in the event of death of (A)
Employees (Y/N) (B) Workers (Y/N).
YES, SNCL extend any life insurance or any compensatory package in the event of death
LI-2. Provide the measures undertaken by the entity to ensure that statutory dues have been deducted and
deposited by the value chain partners.
SNCL monitors remittance of statutory dues by the value chain partners as part of processing their bills on a regular
basis.
LI-3, Provide the number of employees / workers having suf fered high consequence work-related injury / ill-
health/fatalities (as reported in Q11 of Essential Indicators above), who have been are rehabilitated and
placed in suitable employment or whose family members have been placed in suitable employment:
Total no. of af fected No, of employees/workers that are rehabilitated and placed in suitable
employees! workers employment or whose family members have been placed in suitable
employment
FY 2022-2023 FY 2022-2023 FY 2022-2023 FY 2021-2022
Employees | None None None None
Workers None None None None
Li, Does the entity provide transition assistance programs to facilitate continued employability and the
management of career endings resulting from retirement or termination of employment ? (Yes/No)
Subject to requirements, SNCL provides opportunities for engagement on specific projects/assignments accross
the organisation.
SADHANA NITRO CHEM LIMITED Wu
LI-5. Details on assessment of value chain partners:
Category % of value chain partners (by value of business done with such partners} thal were assessed
Health and safety Health and safety practicesPresentty we don't have such practice, we may adapt to the policies.
practices
Working Conditions Working CooditonsPresently we don't have such practice, we may adapt to the policies.
LI-6, Provide details of any corrective actions taken or underway to address significant risks / concerns arising
from assessments of health and safety practices and working conditions of value chain partners.
- Presently we don't have such oractice,
[SADHANA
NITRO CHEM LIMITED \\ Cd
PRINCIPLE 4; Businesses should respect the interests of and be responsive to all its stakeholders
El-1. Describe the processes for identifying key stakeholder groups of the entity.
- Intermal and External group of Stakeholders have been identified. Presently, the given stakeholders group have the
immediate impact on the operations and working of the Company. This includes Employees, Sharebolders.
Customers, Communities, Suppliers, Creditors, Competitors, Media and GovernmentAgencies,
El-2. List stakeholder groups identified as key for your entity and the frequency of engagement with each
stakeholder group.
§, | Stakeholder | Whether identified as | Channels of communication | Frequency of | Purpose and scope of engagement
No.| Group Vulnerable & (Email, SMS, Newspaper, engagement [including key topics and concerns
Marginalized Group | Pamphlets, Advertisement, | (Annually/ raised during such engagement
(Yes/No) Community Meetings, Half yearly/
Notice Board, Website), Quarterly /
Other others -
please specify)
1 |Shareholders | No Annual General Meeting, Ongoing Share Price apprectation, Divdends,
Stock Exchange Intimations, Profitability and Financial Stability,
Annual Report, Email, growth prospects
Company Website's
2 |Emptoyees No communication, town hail Ongoing innovation, Operational ef fciencies,
briefing, goal setting and improvement drea, Long-term
performance appraisal strategy plans, training and
meetingsreview, email, awareness, responsible marketing.
websites, quarterly brand communication, health, safety
publication and engagement iniiatives
2 | Customers No Website, Ongeing Product quality and availability,
Distributor/retailerdirect responsiveness to needs, aftersales
customer'visits, customer service, responsible
plant visit, helpdesk. Quidelines/manufacturing, life cycle
information on packaging, assessment
customer survey
4 |Supphers No Communication and Ongoing Quality, timely delivery and
Partnership meets, MOU and payments, ESG consideration
framework agreement, (sustainability, safety checks,
Professional Networks, compliances, ethical behaviour), ISO
Produet workshopyon sile and OHSAS standards,
presentation, Satisfaction coflaboration and digitafisation
Surveys. opportunities
5 | Creditors No Commmuracation ard Ongoing Meeting Capital Requirements,
Partnership meets, Plant Visit, Repayment Plans, Debt
Contract Management, Restructuring, Debt Forgiveness,
Professional Networks, Collateral and Security, Financial
Satisfaction Surveys. Projechons and Reporting, Legal
Considerations.
6 |Govemment No Advocacy meetings with local | Ongaing Strong ESG practices (climate
/ state { national government change roadmap, frameworks for
and ministries, conferences, sustainability and beyond
membership in focal compliance and RC, changes in
enterprise partnership and regulatory frameworks, skill and
industry bodies. capacity building, employment,
environmental measures), policy
advocacy, timely contribetion to
exchequer! local infrastructure,
proactive engagement.
7 |Communities | No Meets (of community / local Ongoing waste management, integrated
authonty and town counce / water management, clesn water,
committee | bocation head), climate change impacts, community
community visits and projects, development, self-sustainability,
volunteerism livelihood support, disaster relief,
support of the United Nebons
Sustainable Developemem Goals
(UN SDGs) building capacity of
future leaders,
[SADHANA NITRO CHEM LIMITED \\ Ci
LI-1. Provide the processes for consultation between stakeholders and the Board on economic, environmental,
and social topics or if consultation is delegated, how is feedback from such consultations provided to the
Board,
- The Company management regularly interacts with key stakeholders ie. investors, customers, suppliers,
employees, etc. and has constantly prioritized the engagement with stakeholders as demonstrated by its corporate
philosophy in conducting business with morality and responsibility towards society as @ good citizen, implementing
the code of conduct as a basis of work for all employees, employing the goad corporate governance as a principle of
management and exercising the sustainable developmentof SNCL.
LI-2. Whether stakeholder consultation is used to support the identification and management of environmental,
and social topics (Yes / No). If so, provide details of instances as to how the inputs received from
stakeholders on these topics were incorporated into policies and activities of the entity,
- Yes, through materiality study, the Company engages with its stakehoiders in terms of identifying and prioritizing the
issues pertaining to economic, environmental and social topics. The inputs received from stakeholders on these
topics are valuable for shaping policies, strategies, and activities. Here are a few instances of how stakeholder inputs
have been incorporated into the policies and activities of entities:
1, Stakeholder feedback on environmental concerns, such as pollution, resource depletion, or climate change.
2. Stakeholder input on social issues like labour practices, employee well-being, or supply chain ethics.
3. Concerns raised by stakeholders regarding human rights violations a¢ labour rights.
4, Stakeholder feedback on diversity, inclusion, and equality can drive initiatives to promote a diverse and inclusive
workforce, equitable hiring practices, or amployee training programs. etc.
LI-3. Provide details of instances of engagement with, and actions taken to, address the concerns of vulnerable/
marginalized stakeholder groups,
- The Company follows an integrated development approach which specifically targets the disadvantaged, vulnerable
and marginalised stakeholders. It has been the Company's constant endeavour to focus on inclusive and
collaborative growth. The Company's leadership drives the AA agenda, tools whereby additional efforts are made to
facrult, hire and promote qualified women, minorities and individuals with disabilities across the organisation with
passion and commitment. The Company's integrated development interventions are based on the framework of
SDGs (The Sustainable Development Goals) and has the following elaments: building economic capital, ensuring
environmental integrity, enablers for social, economic and environmental development and building social capital: All
social initiatives under these elements are conducted around the Campany’s areas of operations. This approach
aims to improve the quality of life, especially in their neighbourhoods. As per the need assessment, the Scheduled
Caste (SC) / Scheduled Tribes (ST) community in the Company's neighbourhood regions aspires for better
education, health care, agnculture/animal husbandry better livelinoad skilis and employment,
[SADHANA NITRO cheM LiMrTED \ Wi
PRINCIPLES: Businesses should respect and promote human rights
El-1. Employees and workers who have been provided training on human rights Issues and policy(ies) of the
entity, in the following format:
FY 2022-2023 FY 2021-2022
Total (A) | No. of employees/workers | %(B/A} | Total (C)| No. of % (D/C)
covered (B) covered
Permanent 1 4 151
183 92.89% 156
Permanent 39 100.00% 41
than 0 0,0% Q
Total Workers 39 39 100.00% 41
El-2. Details of minimum wages paid to employees, in the following format:
Category FY 2022-2023 FY 2021-2022

(A) | Equal to Minimum | More than Minimum Equal to Minimum | More than Minimum
No. (B) ]% (B/A) | No.(C) |% (C/A) No.(E) | %(E/D)| No.(F) | %(F/D)
Other than Permanent! 5

Male 8
Male 39 0.00% 39
0 .
Other than Permanent! 0 0.0% 0 0.0%
Female 0 0.0% 0 0.0%

El-3. Details of remuneration/salary/wages, in the following format:
Male Female
Number] Median remuneration/salary wages | Number | Median remunerstion/salary/wages
of respective category of respective category
Board of Directors (BoD) 2 16800000 1 16800000
Key Managerial Personnel 2 8725928 0 0
i aa other than BoD and 158 342377 12 450252
Workers 39 382599 0 0
El-4. Do you have a focal point (individual/ Committee) responsible for addressing human rights impacts or
issues caused or contributed to by the business ? (Yes/No)
- YES
El-5. Describe the internal mechanisms in place to redress grievances related to human rights issues,
- We solve the issue by discussing with the concerned employees through Admin/HR department.
\8L/
El-6. Number of Complaints on the following made by employees and workers;
FY 2022-2023 FY 2022-2023
Filed during | Pending resolution| Remarks | Filed during| Pending resolution] Remarks
the year at the end of year the year at the ond of year
Sexual Harassment NIL NIL NIL Nit
Discrimination at workplace NIL NIL NiL NIL
Child Labour NIL NIL NIL NIL
Forced Labour/Involuntary Labour NIL NIL NIL NIL
Wages NIL NIL NIL NIL
Other human rights related issues NIL Ni NIL NIL
El-7. Mechanisms to prevent adverse consequences to the complainant in discrimination and harassment cases.
- We have in place the necessary Mechanisms to prevent adverse consequences to the complainant in discrimination
and harassment cases. As part of the Whistleblower Policy and POSH Policy, the Company has @ section that
mentioned the protection of the identity of the complainant. All such matters are dealt with strict confidence. Also, as
part of its Cade of Conduct, the Company does not tolerate any form of retaliation against anyone reporting
legitimate concerns. Anyone involved in targeting such a person will be subject to disciplinary action.
EI-8. Do human rights requirements form part of your business agreements and contracts ?(Yes/No)- YES
EI-9. Assessments
for the year:
Category % of your plants and of fices that were assessed (by entity or statutory authorities or third parties)
Child labour 100%- Assessed by Third Party
Forced/involuntary labour 100%- Assessed by Third Party
Sexual harassment 100%- Assessed by Third Party
Discrimination at workplace | 100%- Assessed by Third Party
Wages 100°%4- Assessed by Entity & Statutory Authority
Others - please specify 0
El-10. Provide details of any corrective actions taken or underway to address significant risks / concerns arising
from the assessments at Question 9 above.
- There was no corrective action required in the FY 2022-23 in view of the above compliances for which monitoring and
assessment will be continued.
LI-1, Details of a business process being modified / introduced as a result of addressing human rights
gtievances/complaints.
- We have a human rights grievances/complaints policy which will take care of all human rights violations’
grievances/complaints
etc.
LI-2. Details of the scope and coverage of any Human rights due-diligence conducted, - YES
LI-3. Is the premise/office of the entity accessible to differently abled visitors, as per the requirements of the
Rights of Persons with Disabilities Act, 2016 ? - No
LI-4. Details on assessment of value chain partners:

Category % of value chain partners (by value of business done with such partners) that were assessed
Sexual Harassment 9
Discrimination al workolace 9
Child Labour 9
Forced Labour/lnvoluntary Labour} 6
Wages
Others - please specify
09
LI-5. Provide details of any corrective actions taken or underway to address significant risks/concerns arising from the
assessments at Question 4 above.
- There were na non-conformists observed during the audit, hence the question of corrective action taken Goes not arise
Pe,
a
PRINCIPLE 6: Businesses should respect and make efforts to protect and restore the environment
El-1. Details of total energy consumption (in Joules or multiples) and energy intensity.
Parameter FY 2022-2023 FY 2021-2022

Tots! electricity consumption (A) 12772.01 13689.22
Total fuel consumption (B) 71193.61 78686.81
Energy consumption through other sources (C) 0 9
Total energy consumption (A+B+C} 83965.62 92376.03
Energy intansity per rupee of turnover (Total energy consumption! turmover in rupees) 569.03 GJ / Crore | 735.24 GJ! Crore
Energy intensity (optional) - the relevant metric may be selected by the entity 29.96 21.38
El-1. Indicate if any independent assessment! evaluation/assurance has been carried out by an external agency 7
(Y/N) If yes, name of the external agency.
- Yes, energy audit assurance Is conducted externally by Unay Electricats and Bhargavi Energy Consultancy and
Services
El-2. Does the entity have any sites / facilities identified as designated consumers (DCs) under the Performance,
Achieve and Trade (PAT) Scheme of the Government of India? (Y/N) If yes, disclose whether targets set
under the PAT scheme have been achieved. In case targets have not been achieved, provide the remedial
action taken, if any.
The company is not identified as designated consumers (DCs) under the Performance, Achieve and Trade (PAT)
Scheme of the Government of India.
El-3. Provide details of the following disclosures related to water, in the following format: Water withdrawal by
source {in kilolitres)
Parameter FY 2022-2023 FY 2021-2022

Water withdrawal by source (in kilo litres) 0 0
(i) Surface water 0 0
(ll) Groundwater 97174 106615
(iit) Third party water 0 0
(iv) Seawater / desalinated water 0 0
(¥v) Others Total volume of water withdrawal (in kilalitres) () + lb + lil * iv v) 97174 100615
Total volume of water cConsurplion (in kilohires) 34010.90 36215,25
Water intensity per rupee of turnover (Water consumed / tumover} 230.4866 KL/ Crore | 280.2869 KL / Crore
Water intensity (optional) - the relevant metric may be selected by the entity, KL/ MT of | 12.13 6.15
per TON of production
El-3. Indicate if any independent assessment evaluation/assurance has been carried out by an external agency?
(Y/N) If yes, name of the external agency
- Yes, energy audit assurance is conducted externally by Unay Eleciricals and Bhargavi Energy Consultancy anc
Services
El-4, Has the entity implemented a mechanism for Zero Liquid Discharge? If yes, provide details of its coverage
and implementation.
- Yes, partly high COD/TDS acidic/alkaline effluents are treated separately and evaporated to the extent slurry,
whereby there is no discharge.
El-5, Please provide details of air emissions (other than GHG emissions) by the entity, in the following format:
Parameter Please specify unit Current Financial Year Previous Financial Year
Nox - - -
Sox So» - MT 35.46 32.10
Particulate matter (PM) TPM - mg/Nma 58 46
Persistent organic pollutants (POP) = - =
Volatile organic compounds (VOC) = - -
Hazardous alr pollutants (HAP) - - -
Others - please specify Acid Mixture - mg/Nm3 1S 5
EI-5. Indicate if any independent assessment/evaluation/assurance has been carried out by an external agency?
- Yes, assured by Equip Chemotech Consultants.
El-6. Provide details of greenhouse gas emissions (Scope 1 and Scope 2 emissions) & its intensity, in the
following format:
Parameter Unit FY 2022-2023 FY 2021-2022
Total Scope 1 emissions (8reak-up of the GHG into CO2, CH4, | (CO2e 5647.38 6241,78
N20. HFCs. PFCs, SFG, NF3, if available)
Total Scope 2 emissions (Break-up of the GHG into CO2, CH4, | tCO2e 2873.7 3080.07
N20, HFCs, PFCs, SF6, NF3, if available}
Total Scope 7 ang Scope 2 emissions per rupee of turnover (CO2e / rupee of turnover | 57.7465 tCO2e! | 74.1949 1CO2e/
Crore Crore
Total Scope 1 and Scope 2 emissson mtensily (optional) — the tCO2e / MT of per TON of | 3.04 2.16
felevamt metric may be selected by the entity production
El-6. Indicate if any independent assessment/ evaluation/assurance has been carried out by an external agency?
- No, any independent assessment evaluation/assurance has not been carried outby an external agency.
El-7. Does the entity have any project related to reducing Green House Gas emission? If Yes, then provide details.
- Sadhana Nitro Chem Ltd. take several steps to reduce greenhouse gas (GHG) emissions along with sulfur dioxide
(S02), nitrogen oxides (NOx), and ammonia (NH3) with the following ;
1, Implement emission reduction technology like scrubbers to reduce SO2, NOx, and ammonia emissions.
2. Decrease in Steam consumption by recycling steam condensate.
3. Optimisation of steam pressure for ejectors
4, Utilisation of condensate as pre heating in washing.
5. Optimisation of hot water washing time of product cake. Sachana Nitro Chem Ltd. improve energy efficiency by
implementing energy management systems, upgrading equipment, and improving process design.
El-8. Provide details related to waste management by the entity, in the following format:
Parameter FY 2022-2023 FY 2021-2022

Waste
Plastic waste 0.4266218
E 0
Bio-mnedical waste 0
Construction and demolition waste 0
wasie 0
Radioactive waste 0
Other Hazardous waste, Please if 420.87
Other Non-hazardous waste generated (H). Please specify, f any. (Break-up by 0
\
Total (A+B+C+D+E+F+Gr+ 1421.0966218 2330.3039405
For each category of waste generated, total waste recovered through recycling, re-using or other recovery operations (in metric
tonnes}
of waste - Plastic
Re-used
Other
Total
of waste - E-Waste
Re-used
of waste - Bio-medical waste
Re-used
Other
of waste - Construction and demolition waste
Re-used
Other
of waste - Radioactive waste
Re-used
of waste - Other Hazardous waste
Re-used
iil} Other
Total
[SADHANA NITRO
NITRO CHEM
CHEM LIMITED
LIMITED \
of waste - Other Non-Hazardous waste
Re-used
Other
Total
For each of waste
of waste - Plastic
waste -
(ii) Landfilling
Total
of waste - Bio-medical Waste

Incineraton
waste -
Incinerathon
of waste -
Incineration
Other
of waste - Radioactive
Incineration
Other
Total
Remarks; Other Havardous waste CY - Lime Studge ~ 955.17 MT and Sodium Sulphate - 465.5 PY - Lime Sludge - 1697 69 MT and Sedium
Sulphate - 632.03 MT
SADHANA NITRO CHEM LIMITED Cad
El-8. Indicate if any independent assessment evaluation/assurance has been carried out by an external agency?
(Y/N) if yes, name of the external agency.
As authorised by MPCB the Hazardous waste generated by SNCL such as Lime Sludge and Sodium Sulfate is been
sentio Cement factory which they use as their raw material,
. Briefly describe the waste management practices adopted in your establishments. Describe the strategy
adopted by your company to reduce usage of hazardous and toxic chemicals in your products and
processes and the practices adopted to manage such wastes.
SNCL optimizes the manufacturing processes to reduce the use of hazardous chemicals such as redesigning
processes to minimize the use of harmful substances. reducing process waste, and improving process ef ficlency.
SNCL adopts waste minimization practices to reduce the amount of hazardous waste generated by implementing
fe
new treatment methods and using altemative disposal methods.
SNCL comply with all relevant regulations governing the use and disposal of hazardous substances that includes
w
strict protocols for handling, storage, and disposal of hazardous waste.
As authorised by MPCB the Hazardous waste generated by SNCL such as Lime Sludge and Sodium Sulfate is been
>
sent to Cement factory which they use.as their raw material.
El-10. If the entity has operations/of fices in/around ecologically sensitive areas (such as national parks, wildlife
sanctuaries, biosphere reserves, wetlands, biodiversity hotspots, forests, coastal regulation zones etc.)
where environmental approvals / clearances are required, please specify details in the following format:
Location of operations/of fices | Type of operations | Whether the conditions of environmental approval / clearance
are being complied with ? (Y/N) If no, the reasons thereof and
corrective action taken, if any.
Not applicable, as SNCL Factory Not applicable Not applicable
comes under the chemical zone
declared by MIDC
Remarks: SNCL Factory comes under the chemical zone declared by MIDC
El-11. Details of environmental impact assessments of projects undertaken by the entity based on applicable laws.
in the current financial year;
Ss. Name and brief details | EIA Date | Whether conducted by | Results communicated in Relevant
No. | of project Notification independent external public domain (Yes / No) Web link
No. agency (Yes | No}
4 NA NA NA NA NA NA
El-12. Is the entity compliant with the applicable environmental !aw/ regulations/ guidelines in India; such as the
Water (Prevention and Control of Pollution) Act, Air (Prevention and Control of Pollution) Act, Environment
protection act and rules thereunder (Y/N). If not, provide details of all such non-compliances, in the
following format:
S. | Specify the law/reguiation/ | Provide details | Any fines / penaities / action taken Corrective action taken,
No. | guidelines which was of the non- by regulatory agencies such as if any
not complied with compliance pollution control boards or by courts
1 Not applicable, SNCL Not aoplicable Nol apphicable Not applicable
complies with all MPCB
norms.
Remarks: Yés, we comply MPCB norms.

LI-1, Provide break-up of the total energy consumed (in Joules or multiples) from renewable sources, in the
following format;
Parameter FY 2022-2023 FY 2021-2022
Total
other sources
Total consumed from renewable sources
From non-renewable sources
Total
Total fusl
other sources
Total consumed from Non-Renewable sources 83965.62 $2376.03
LI-4, Indicate if any independent assessment/ evaluation/assurance has been carried out by an external agency?
- Yes, assured by Equipment Chemotech Consultancy
LI-2. Provide the following details related to water discharged: Water discharge by destination and level of
treatment (in kilolitres)
Parameter FY 2022-2023 FY 2021-2022

Water and level of treatment
To Surface water
~ No treatmentWith treatment
- level of trastment
To Groundwater
- No treatmentWith treatment
- level of treatment
(ul) To Seawater
~ No treatment With tesatment
~ please specify level of treatment
to
- No treatment
With treatment - please level of treatment
° and treatments
- ard treatments
Others
-No
With treatment - please level of treatment
Total water
Remarks: 65% of water qty - refer Annual report page no. 65
LI-2, Indicate if any independent assessment/ evaluation/assurance has been carried out by an external agency ?
- Yes, Independent assessment evaluation/assuranoe has been carried out by Equip Chemotech Consultant
ee
a
LI-3. Water withdrawal, consumption and discharge in areas of water stress (in kilolitres): (i) Name of the area
- NotApplicable
LI-3. Water withdrawal, consumption and discharge In areas of water stress (in kilolitres): (ii) Nature of
operations
- _ NotApplicable
LI-3. Water withdrawal, consumption and discharge in areas of water stress (in kilolitres): Water withdrawal, and
consumption in the following format:
Parameter | FY 2022-2023 | FY 2021-2022

Water withdrawal by source (in kilolitres)
{i) Surface water 0 0
(ii) Groundwater 6 0
(iil) Third party water 0 0
(iv) Seawater / desalinated water 0 0
(vy) Others 6 0
Total volume of water withdrawal (in kilolitres) (i+ tht ili * lve y) 0 0
Total volume of walter consumption (in kilolitres) 0 0
Water intensity per rupee of tumover (Water consumed | tumover) 0.0000 KL/ Crore | 0.0000 KL/ Crore
Water intensily (optional) - the relevant metric may be selected by the entity, KL / MT of per 0.00 0.00
TON of production
Water discharge by destination and level of treatment (in kilolitres)
{i) To Surface water
- No treatment 0 0
With treatment - please specify level of treatment cra PY:0 0 9
(i) To Groundwater
- No treatment 0 0
Wh treatment - please specify fevel of treatment cy:0 PY:O 0 0
{ill) To Seawater
~ No treatment 0 0
With treatment - please specty level of treatment cY.0 PY‘O 6 0
(tv) Seat to third-parties

«No treatment G 0
With treatment - please specify level of treatment cY.0 PY:0 G 0
{v) Others
- No treatment 0 0
With treatment - please specify level of treatment CcY:0 PY:O 0 0
Total water discharged {in kilotitres) |0 jo
Remarks: Not Applicable
LI-3. Indicate if any independent assessment/ evaluation/assurance has been carried out by an external agency 7
- NotApplicable
LI-4, Please provide details of total Scope 3 omissions & its intensity, in the following format:
Parameter Unit FY 2022-2023 | FY 2021-2022

Tots! Scope 3 emissions (Break-up of the GHG into CO2, CH4, N20. HFCs. - -
PFCs, SF6, NFS, If available)
Total Scope 3 emissions per cupee of tumover - / nupee of turnover | NaN -/ Crore | NaN -/ Crore
Total Scope 3 emission intensity (optional) ~ the relevant matric may be -/ MT of per TON of} Nan NaN
selected by the entity production
Remarks: At the moment, we are not measuring Scope 3 emissions. However, we are currently working on developing processes to
Start tracking our Scope 3 emissions,
LI-4. Indicate if any independent assessment evaluation/assurance has been carried out by an external agency?
(Y/N) If yes, name of the external agency
: Not Applicable at the present as we are not calculating the scope 3 emissions,
LI-5. With respect to the ecologically sensitive areas reported at Question 10 of Essential Indicators above,
provide details of significant direct & indirect impact of the entity on biodiversity in such areas along-with
prevention and remediation activities.
- NotApplicable, as SNCL Factory comes under the chemical zone declared by MIDC
LI-6. ff the entity has undertaken any specific initiatives or used innovative technology or solutions to improve
resource efficiency, or reduce impact due to emissions / effluent discharge / waste generated, please
provide details of the same as wellas outcome of such initiatives, as per the following format:
Sr. | Initiative undertaken | Details of the Initiative (Web-link, if any, may be Outcome of the initiative
No. provided alongwith summary)
1 | Controlled emissions installations of Scrubbers for less emissions of NOx S02 and SO3 SPM fins are within the norms
and Sox
2 | Effient discharge Effluent treatment plant Acidic/Alkaline effluent are neutralized to clean
water and remove any toxic and non-toxic
materials or chemicals from itso that that water
can be reused or released in the environment
which will do less harm to the environment
3 | Minimizing waste Reduction at Source! recycle’ rause Reduction inthe H.W. Load
generation
L-7. Does the entity have a business continuity and disaster management plan? Give details in 100 words/ web link.
- Yes, emergency preparedness pian and on-site emergency plan is in place, SNCL has completed for SO 14001:2015 and ISO
45007-2678 The plan outlines strategies and procedures to mitigate the impact of potential disruptions, such as natural disasters.
equipment falluces. or supply chain interruptions. !t includes measures to ensure employee safety, protect cribcal infrastructure,
maintain essential operations, and restore narmal¢y as swiftly as possible, The pian is regularly reviewed, updated, and tested,
ensuring SNCL's ability to respond effectively to unforeseen events and minimize potential disruptions
to its operations.
11-86. Disclose any significant adverse impact to the environment, arising from the value chain of the entity. What mitigation or
adaptation measures have been taken by the entity in this regard.
- There is no significant impact to the environment arising from the value chain of the company,
L-9. Percentage of value chain partners {by value of business done with such partners) that were assessed for environmental
impacts,
- SNCL may look into developing a value chain partner assessments in the near future
| SADHANA NITRO CHEM LIMITED \\ Ca
PRINCIPLE7: Businesses, when engaging in influencing public and regulatory policy, should do so in a manner
thatis responsible and transparent
El-1.a. Number of affiliations with trade and industry chambers/ associations.
= Three
1, Bombay Chamber of Commerce and Industry

Indian Chemical Council
3. Federation of indian Export Organizations (FIEO}
El-1.b. List the top 10 trade and industry chambers! associations (determined based on the total members of such
body) the entity is a member off affiliated to.
Sr. Name of the trade and industry Reach of trade and industry chambers/associations
No chambers/associations (State/National}
1 Bombay Chamber of Commerce and Industry State
2 Indian Chemical Council State
3 Federation of Indian Export Organizations (FIEO) National
El-2, Provide details of corrective action taken or underway on any issues related to anti-competitive conduct by the entity,
based on adverse orders from regulatory authorities.
Sr.No Name of authority Brief of the case Corrective action taken

{ NA NA NA
LI-1, Details of public policy positions advocated by the entity:
3.Noj Public policy Method resorted Whether information Frequency of Review by Board Web Link,
advocated for such available in public (Annually! Half yearly! Quarterly! if available
advocacy domain? (Yes/No) Others - please specify)
1 NA NA NA NA NA
| SADANA NITRO CHEM LIMITED \. Wi
PRINCIPLE 8: Businesses should promote inclusive growth and equitable development
El-1. Details of Social impact Assessments (SIA) of projects undertaken by the entity based on applicable laws, in
the current financial year.
Ss. Name and SIA Date of Whether conducted by | Results communicated Relevant
No,| brief details | Notification | notification | independent external in public domain Web link
of project ji agency (Yes / No) {Yes / No)
4 NA NA WA NA NA NA
El-2. Provide information on project(s) for which ongoing Rehabilitation and Resettlement (R&R) is being
undertaken by your entity, in the following format:
S. | Name of Project State District No, of Project “fe of PAFS Amounts paid to PAFs
No.| for which R&R Affected Families covered by in the FY (In INR)
is ongoing (PAFs} R&R
1 NA NA NA NA NA NA
El-3. Describe the mechanisms to receive and redress grievances of the community.
- There are some mechanisms to receive and redress grievances of the community:
1, Grevance Redressal Officer: The Company has Designate a specific employee or a grievance redressal officer
who is responsible for handling community grievances. This person have the necessary authority and training to
address complaints effectively.
2. Dedicated Email Address of Phone Line: The Company has created an email address or phone line for
community members to submit their gnevances, This provides a direct and easily accessible channe! for
communication.
3, Community Liaison: The Company has appointed a community liaison officer who can act as a bridge between
the company and the community. This person can attend community events, engage with local leaders, and be
available for in-person meetings with community members, Community Grievance Mechanism Process:
A. Receive & acknowledge: Grievances can be written or verbal and can be expressed In local languages.
They can by lodged by email, phone, through our community relations and development staff working
locally, and other locally dedicated channels, as well as at corporate level. The grievances can be
expressed anonymously, a5 well as on behalf of another individual. The channel is also open for our local
suppliers. Local community grievance mechanisms are regularly communicated to local communities.
Each grievance is acknowledged once received, and the complainantis informed of the next steps:
B, Assess & assign: The gnevance manager and the respective departments investigate the grievance and
respond to the complainant informing them aboul the proposed resolulion. In some cases more
information may be reauested from the complainant to ensure a thorough investigation.
C. Investigate & raspand: The grievance manager and the respective departments investigate the grievance
and respond to the complainant informing them about the proposed resolution. In some cases more
information may be requested from the complainant to ensure a thorough investigation.
D Clase out: After Investigation the remedies may be proposed, If the solution is refused, the complainant
can appeal, in which case the grievance will be re-evaluated by altemate investigators. Once the
complainant accepts the solution, the gnevance is considered resolved,
E; Lessons learned: A key step in the process is regular review and extraction of lessons leamed from the
grievances received, Grievance trends are regularly discussed with senior management at operated
sites, They inform the adaptation of operations to prevent future repetition of the same community
concems, or improvements fo the grievance management process itself,
El-4. Percentage of input material (inputs to total inputs by value) sourced from suppliers:
Category Current Financial Year Previous Financial Year

Directly sourced from MSMEs/ small producers 95% 95%
Sourced directly from within the district and 0 0
neighbouring districts
SADHANA NITRO CHEM LIMITED or
LI-i. Provide details of actions taken to mitigate any negative social impacts identified in the Social Impact
Assessments (Reference; Question 1 of Essential Indicators above);
S.No. Details of negative social impact identified Corrective action taken
1 NA NA
LI-2. Provide the following information on CSR projects undertaken by your entity in designated aspirational
districts as identified by government bodies:
S.No. State Aspirational District Amount spent (In INR)

1 NA NA NA
LI-3.a. Do you have a preferential procurement policy where you give preference to purchase from suppliers
comprising marginalized ‘vulnerable groups ? (Yes/No)
- No, we do not have a preferential procurement policy where we give preference to purchase from suppliers
comprising marginalized/vulnerable groups,
LI-3.b. From which marginalized /vulnerable groups do you procure ?

- NA
LI-3.c. What percentage of total procurement (by value) does it constitute ?

- Nil
LI-4. Detalls.of the benefits derived and shared from the intellectual properties owned or acquired by your entity
(in the current financial year), based on traditional knowledge:
S. | Intellectual Property based on Owned! Acquired Benefit shared Basis of calculating

No. | traditional knowledge {Yes/No} (Yes / No) benefit share
1 NA NA NA NA
LI-5. Details of corrective actions taken or underway, based on any adverse order in intellectual property related
disputes wherein usage of traditional knowledge is involved.
S.No. Name of authority Briof of the Caso Corrective action taken

4 NA NA NA
Li-4. Details of beneficiaries of CSR Projects
Ss. CSR Project No. of persons benefitted % of beneficiaries from

No, from CSR Projects vulnerable and marginalized
groups
1 Funding towards the operations Nature af the CSR project is Nature of the CSR project is as
of Sheth Hirachand Gumanji as such that the data cannot such that the date cannot be
Dharamshala. be compiled compiled
a
PRINCIPLES: Businesses should engage with and provide value to their consumers in a responsible manner
El-1. Describe the mechanisms in place to receive and respond to consumer complaints and feedback.
- CUSTOMER'S COMPLAINT As soon as receipt of Customer Complaint, prepare report IN FORMAT (OF LS/8.2-4)
and forwarded the same to Quality Control Dept., Production Dept. and IMS CO-ORDINATOR.
El-2. Turnover of products and/services as a percentage of turnover from all products/service that carry
information about:
Category AS a percentage to total turnover
Environmental and sacial parameters relevant to the product 106%

Safe and responsible usage 100%
Recycling and/or sate disposal 100%
El-3. Number of consumer complaints in respect of the following:
FY 2022-2023 FY 2021-2022
Recelved during | Pending resolution| Remarks | Recelved during | Pending resolution | Remarks
the year at end of year the year at end of year
Data privacy Not Applicable Not Applicable - Not Applicable Not Applicable -
Advertising Not Applicable Not Applicable - Not Applicable Not Applicable -
Cyber-securty Not Applicable Not Applicable - Not Applicable Not Applicable -
Detivery of essential Not Applicable Not Applicable - Not Applicable Not Applicable -
services
Restrictive Trade Not Applicable Not Apolicable - Not Applicable Not Applicable -
Practices
Unfair Trade Not Applicable Not Applicable - Not Applicable Not Applicable -
Practices
Other =
El-4. Details ofinstances of product recalls on account of safety issues:
Category Number Reasons for recall
Voluntary recalls a Not Appicabie

Forced recalls a Not Applicable
El-S. Does the entity have a framework/ policy on cyber security and risks related to data privacy? (Yes/No) If
available, provide a web-link of the policy.
- Yes, The company recognizes information as a critical business asset. SNCL's ability to operate competitively in
global markets and meet all its stakeholders’ evolving requirements depending on the ability to ensure that
confidentiality, integrity & availability of its information is protected through pertinent security controls and proactive
measures. The Information Security Policy (“the Policy") provides an integrated set of protection measures that
must be uniformly applied across SNCL to ensure a secured operating environment for its business operations.
Customer Information, organizational information, supporting IT systems, processes and people that are
generating, storing ang retrieving information are important assets of SNCL, The availability, integrity and
confidentiality of information are essential in building and maintaining competitive edge, cash flow, profitability, legal
compliance and respected company image. The Policy addresses the information security requirements of;
1, Confidentiality: Protecting sensitive information from disclosure to unauthorised individuals or systems:
2. Integrity: Safeguarding the accuracy, completeness and timeliness of information;
3, Availability: Ensuring that information and vital services are accessible to authorised users when required. This
policy applies to all employees, contractors, partners, Interns/Trainees working in SNCL. Third party service
providers providing services or wherein data is held outside SNCL premises, shall also comply with this policy.
\H/
Ca
a
The objective of the Policy is to provide SNCL, an approach to managing information risks and directives for the
protection of information assets to all units and those contracted to provide services, Information security
governance consists of leadership, organisational structures and processes that protect information and
mitigation of growing information security threats Critical outcomes of information security governance include:
* Aliznmicutof information secunty with business strategy lo support organisational objectives
+ Management and mitigation of risks and reduction of potential impacts on information resources to an acceptable level
* Management of performance of information security by measuring, monitoring and reporting information security
governince metrics lo ensure that organisational objectives areachieved
* Qntimisation of information security investments in suoport of Organisational Objectives. [tis imnortunt to consider the
organisational necessity and benefits of information security governance. They include increased predictability and the
reduction of uncertainty in business operations, a level of assurance that critical decisions are not based on faulty
information, cnabling efficient and effective risk manigement, protection from the increasing potential for legal liability,
Process improvement, reduced losses from-scourity-related events and prevention of catastrophic consequences and
improved reputation in the market and among customers
El-6. Provide details of any corrective actions taken or underway on issues relating to advertising, and delivery
of essential services; cyber security and data privacy of customers; re-occurrence of instances of product
recalls; penalty / action taken by regulatory authorities on safety of products / services.
- NotApplicable
LI-1, Channels/ platforms where information on products and services of the entity can be accessed (provide
web link, if available).
- The information on products of our Company can be accessed on https://www.snel.com/
LI-2, Steps taken to inform and educate consumers about safe and responsible usage of products and/or
services.
- Material Safety Data Sheet (MSDS) for each productis sent with every shipment and to every consumer.
LI-3. Mechanisms in place to inform consumers of any risk of disruption/discontinuation of essential services.
- The company informs the consumers through phone calls and emails
LI-4. Does the entity display product information on the product over and above what is mandated as per local
laws? (Yes/No/Not Applicable) If yes, provide details in brief. Did your entity carry out any survey with
regard to consumer satisfaction relating to the major products / services of the entity, significant locations
of operation of the entity or the entity as a whole? (Yes/No)
- The. company provides the necessary details required which is mandated as per local laws. Company does not
display product information on the product over and above. Yes, the company carry out survey with regard to
consumer satisfaction relating to the products and significant locations of operation.
LI-5. Provide the following information relating to data breaches: a, Number of instances of data breaches along-
with impact
- Nil
LI-6. Provide the following information relating to data breaches: b. Percentage of data breaches involving
personally identifiable information of customers
a NotApplicable
[Sxouawa aTRo Gxen unTED) Ca
ANNEXURE -V
FORM NO. MR.3
SECRETARIAL AUDIT REPORT
For the Financial Year Ended March 31, 2023
[Pursuant to section 204(1) of the Companies Act, 2013 and rule No: 9 of the Companies (Appointment and
Remuneration of Managerial Personnel) Rules, 2014]
To,
The Members,
Hira Baug, 1° Floor Kasturba Chowk,
C.P, Tank, Mumbai 400004
We have conducted the Secretarial Audit of the compliance of applicable statutory provisions and the adherence to good
corporate practices by Sadhana Nitro Chem Limited (hereinafter called ‘the Company’). Secretarial Audit was conducted
in a manner that provided us a reasonable basis for evaluating the corporate conducts! statutory compliances and
expressing our opinion thereon.
Auditor's Responsibility:
Our responsibility is to express an opinion on the compliance of the applicable laws and maintenance of records based on
audit We have conducted the audit in accordance with the applicable Auditing Standards Issued by The Institute of
Company Secretaries of India. The Auditing Standards requires that the Auditor shall comply with statutory and regulatory
requirements.and plan and perform the audit to obtain reasonable assurance about compliance with applicable laws and
maintenance of records.
Based on our verification of the Company's books, papers, minute books, forms and retums filed and other records
maintained by the Company and also the information provided by the Company, its officers, agents and authorized
representatives during the conduct of Secretarial Audit, we hereby report that in our opinion, the Company has during the
audit period covering from April 01, 2022 te March 31, 2023 (hereinafter called the ‘Audit Period’) complied with the statutory
provisions listed hereunder and also thatthe Company has proper Board processes and compliance mechanism in place to
the extent and in the manner reporting made hereinafter,
We have examined the books, papers, minute books, forms and returns filed and other records maintained by the Company
for the financial year ended on March 31, 2023 according to the provision of:
(i) The Companies Act, 2013 (‘the Act') and the rules made there under;
(ii) The Securities Contracts (Regulation)

Act, 1956 (‘SCRA’) and the rules made there under;
(iii) The DepositoriesAct, 1996 and the Regulations and Byelaws framed there under;
(iv) Foreign Exchange Management Act, 1999 and the rules and regulations made thereunder to the extent of Foreign
Direct and Overseas Direct Investments (External Commercial Borrowing is not applicable to the Company
during the Audit Period);
(v} The following Regulations and Guidelines prescribed under the Secunties and Exchange Board of India Act, 1992
(SEB Act’): -
(a) The Securities and Exchange Board of India (Substantial Acquisition of Shares and Takeovers) Regulations, 2011;
(b) The Securities and Exchange Board of India (Prohibition of Insider Trading) Regulations, 2015; (‘PIT
Regulations’);
(c) The Securities and Exchange Board of India (Issue of Capital and Disclosure Requirements) Regulations, 2018;
(d) The Securities and Exchange Board of India (Share Based Employee Benefits and Sweat Equity) Regulations,
2021; (Not Applicable to the Company during the Audit Period)
(e) The Securities and Exchange Board of India (Issue and Listing of Non-Convertible Securities) Regulations, 2021;
(NotApplicable to the Company during the Audit Period)
\S/
SADHANA
NITRO CHEM LIMITED
(f) The Securities and Exchange Board of India (Registrars to an !ssue and Share Transfer Agents) Regulations,
1993 regarding the CompaniesAct and dealing with client;
(g) The Securities and Exchange Board of India (Delisting of Equity Shares) Regulations, 2021; (Not Applicable to
the Company during the Audit Period) and
(h) The Securities and Exchange Board of india (Buy-back of Securities) Regulations, 2018. ('Buy-back Regulations’)
(Not Applicable to the Company during the Audit Period)
(i} The Securities and Exchange Board of India (Depositones and Participants) Regulations 2018 and
(j} Asidentified, there is no law specifically applicable to the Company.
We have also examined compliance with the applicable clauses of the following:
(i) Secretarial Standards issued by The Institute of Company Secretaries of India.
(ii) The Securities and Exchange Board of India (Listing Obligations and Disclosure Requirements) Regulations,
2015 and amendments made thereunder. (‘Listing Regulations’)
During the period under review the Company has complied with the provisions of the Act. Rules, Regulations, Guidelines
and Standards etc mentioned above except following:
Under Listing Regulations

° The Company had entered into maternal Related party transaction for which approval of Shareholder taken post
audit period i.e. on 25.06.2023, Consequently, details captured in Corparate Govemance Reports for respective
quarters was erroneous,
. The Company has not appointed its Independent Director as a director on the board of its unlisted material
subsidiary.
. The Company had made delay in submitting the outcome of Board Meetings.
+ The Company has delayed in dissemination of documents/information on the website in few instances:
Consequently web-links in annual report are also erroneous.
Under PIT Regulations

. The Structured digital database was non-functional for part of the period under Audit because of which entries
made therein were in delay.
* The Company has updated details of designated persons with tha designated depositary in delay.
UndertheAct
+ The Company has not flied Form MSME-I half year ended 31.03.2022 and 30.09.2022.
* — The Company has not filed Form CSR-2 for year ended 31.03.2021 and 31,03,2022.
. The Company has failed to transfer Rs. 2,18,18,736 towards Corporate Sacial Responsibility for FY 2021-2022 to
a nd spss in Schedule VII of the Act since said amount was not spent by the company as its CSR Obligation
r that year.
We further report that the Board of Directors of the Company is duly constituted with proper balance of Executive Directors,
Non-Executive Directors, and Independent Directors. The changes in the composition of the Board of Directors that took
place during the audit pariod were carried out in compliance with the provisions of the Act and Listing Regulations.
Adequate notice is given to all directors to schedule the Board Meetings, agenda and detailed notes on agenda were sent at
least seven days in advance (except few meetings were convened at a shorter notice for which necessary approvals
obtained as per applicable provisions), and a system exists for seeking and obtaining further information and clarifications
on the agenda items before the meeting and for meaningful participation at the meeting.
All decisions at Board Meetings and Committee Meetings are carried out unanimously as recorded in the minutes of the
meetings of the Board of Directors or Committee of the Board, as the case may be.
STS
Cd
We further report that there are systems and processes in the Company to monitor and ensure compliance with applicable
laws, fules, requiations, arid guidelines. The adequacy and efficacy of the same shall be read in the context
of remarks made
in this report
We further report that during the audit pericd the Carnpany has:
1) declared final dividend of Rs. 0.15 per equity shares of face value of Rs. 7+ each for the financial year ended March 31,
2022.
2) allotted 65,20,606 Equity shares of Rs, 1/- aach at price of Rs, 153.36 per share pursuant to conversion of share
warrant into equity shares.
3) reciassified Mis. Manekchand Panachand Trading Invesiment Company Private Limited from Promoter Group
category to Promoter category,
4} made an application to listits existing Equity Shares on the main board of National Stock Exchange of India (NSE),
For MMJB & Associates LLP

Company Secretaries
Bhavisha Jewani
Designated Partner
FCS: 8503
CP: 9346
Date: 07" August, 2023 PR No: 2826/2022
Place: Mumbai UDIN: FO08503E000758692
This report is to be read with our letter of even date which is annexed as AnnexureA and forms an integral part of this report,
Cad
a
‘Annexure A’
Ta,
The Members,
Hira Baug, 1° Floor Kasturba Chowk,
C.F Tank, Mumbai 400004
Our reportof even date is to be read along with this letter.
1. Maintenance of secretarial record is the responsibility of the management of the company. Our responsibility is to
express an opinion on these secretanal records based on our auait.
2. We have followed the audit practices and orocesses as were appropriate to obtain reasonable assurance about the
correctness of the contents of the Secretarial records. The venfication was done on test basis to ensure that correct
facts are reflected In secretarial records. We believe that the processes and practices, we followed provide a
reasonable basis for our opinion,
3. Wetave not verified the correctness and appropriateness of financial records and Books of Accounts of the company.
4. Wherever required, we have obtained the Management representation about the compliance of laws, rules and
regulations and happening of events ete.
5. The compliance of the provisions of Corporate and other apglicable laws, rules, regulations, standards \|s the
responsibility of management. Our examination was limited to the verification of procedures on test basis.
6. The Secretanal Audit report is. neither an assurance. as.to the future viability of the company nor of the efficacy or
effectiveness with which the management has conducted the affairs of the company.
For MMJB & Associates LLP

Company Secretaries
Bhavisha Jewani
Designated Partner
FCS: 8503
CP; 9346
Date: 07" August, 2023 PR No: 2626/2022
Place: Mumbai UDIN: FOO8503E000758692
SADHANA
NITRO CHEM LIMITED
ANNEXURE - VI
Management Discussion and Analysis Report
Industry Structure and Development
Your companyis engaged in manufacture of chemical intermediates, heavy organic chemicals and performance chemicais
India emerged as ane of the major source for chemical intermediates,
Opportunities & Threats
Across the globe, we are witnessing a shift towards the ‘China +1' strategy. Many developed nations are diversifying their
material sourcing, often looking beyond China and showing a growing interest in India.
Products of the Company are in good demand, a testament to the increasing preference for Indian manufacturing.
Historically, China led the supply chain, but now, India is rapidly becoming the first choice for many industries.
In tight of this shift and the current challenges in the Chinese economy, especially within their export sector, there have been
notable, and at times irrational, pricing fluctuations {rom Chinese suppliers in the past six months, We are addressing these
challenges with our vertically integrated manufacturing approach and advanced process technology, ensuring to stay ahead
ofthe curve.
In conclusion, there is a palpable momentum towards sourcing products from the Indian market: Rest assured, we are
strategically positioned to seize these opportunities and amplify our growth.
Your company is in the industry since last 50 years. It has a very high degree of operating synergy, economies of scale and
high-quality standards. The products of your company have diverse uses and applications in several industries ranging fram
paper, pharmaceutical, agro chemicals, thermal dyes, light stabilizer, aerospace. dyes and hair dyes etc. Your company has
good clientele base, which is well diversified over the World,
Besides, the domestic market has shown growth,
Operational Performance
The Company's growth considering the past few years’ performance has been satisfactory, The Company is striving further
increasing profits. The total revenue from the operations for the year ended March 31, 2023 increased by Rs.2510.95 Lakhs
as againstin a previous financial year registering a Increase of 20.80%.
Market and Outlook

Your company has healthy order book position. Despite continued slowdown in the Global economies, the demand of your
company's end products have increased globally and are expected to do so significantly over the coming years.
A better product mix, operational efficiency and stringent control on the cost have contributed towards. increasing
productivity, production and operating margins. These factors witnessed during the year are expected to continue going
forward :
The Company continued to focus on cost control at every level to improve the operational efficiency which along with the
increased operating level and upward revision of product prices is expected to maintain growth trend, Continuous efforts are
being made for efficient energy and raw material consumption. The rate of flow of orders is encouraging, Production facilities
are realigned and will be expanded to meet the demand. Your company, barring unforeseen circumstances, expects to
further improve the tumover and performance.
Risks and Concerns
Since raw matenais form an important component of your company's value chain, foreign exchange, cost and availability of
some.of the key raw materials like benzene, nitric acid, caustic potash, Sulphur based chemicals, iron powder are an area of
concern,
Internal Control System and Their Adequacy

The Company has an adequate Intemat Control System commensurate with the size and nature of its business. The
preparation designing and documentation of Policy on Internal Financial Control has been finalized and implemented which
will be reviewed periodically and madified suitably to ensure controls. The internal audit functions are carried out by a
separate firm of Chartered Accountants. The quarterly audit reports, including significant audit observations and corrective
actions thereon, are presented to the Chairman of the Audit Committee-
Nw
SADHANA
NITRO CHEM LIMITED
Discussion on Financial Performance with Respect to Operational Performance.

The Company's revenue from operations has increased to Rs, 14,585 Lakhs as compared to the previous year of Rs.
12,074.21 Lakhs registering the increase of 20.80%, Operating profit margin has also been increased from 13.14% of the
tumover as against the 10.45% of turnover of previous year.
Human Resources
Human Resource programs and initiatives in SNCL are aligned to meet the business needs. Your company believes In
investing in people to develop and expand their capability. The Company has been able to create a favorable work
environment that motivates performance, customer focus and innovation SNCL's strategies are based, inter alia, on
processes of continuous leaming and improvement.
Cautionary Statement
Statements in the Management Discussion & Analysis Report describing the Company's expectations, opinion, and
predictions may please be considered as “forward looking statements” only, Actual results could differ from those expressed
or implied. Important factors that could influence the Company's operations include global and domestic demand and
supply, input costs, availability, changes in government regulations, tax laws, economic developments within the country
and other factors such as litigation and industrial relations.
Key Financial Ratios
Sr, Particulars of Ratio 31.03.2023 | 31.03.2022 | Explanation for change in Ratios
No
1, Debtors Tumover 2.43 2.46 | Due to increase in debtor
2. Inventory Turnover 0.89 1.06 | Due to increase in Inventory
3. Interest Coverage Ratio 3.35 5.27 | Increase in Borrowing dus to expansion and
Increase in Interest rate
A. Current Ratio 1.59 1,26 | Increase in Current ratio is on acoount of increase in
sales & Production in the last quarter of the current
financial year which resulted in higher values of
Inventory & trade receivables at the year end,
Debt Equity Ratio 0.58 0.64 | Due to increase in Net Worth
6. Operating Profit Margin (%)} 13.14% 10.45% | Due to increase in turnover
Net Profit Margin (%) 3.14% 4.80% | Company is in expansion phase resulting an
increase in finance cost & depreciation charge
during the year in spite of increase In EBIDTA vis a
vis last year.
Details pertaining to Net-worth of the Company
Particulars 31.03.2023 34.03.2022 Explanation for change in Net-worth

(In Rs.) {In Rs.)
Net-worth 2,28,54 82,663 1,64 26,117,958 Infusion of issue price of Equity share warrant at
premium and current years profit.

Asit D Javeri
Executive Chairman
DIN: 00268114
Address: Ratnagar Palace, 37 Chowpatty Seaface,
Mumbai-400 007.
Place: Mumbai
[saonAA NTH Cen UNE Quad
ANNEXURE-VII
INFORMATION REQUIRED UNDER SECTION 134(3)(m) OF COMPANIES ACT, 2013 AND RULE 8(3) OF
COMPANIES ACCOUNTS RULES, 2014.
1. CONSERVATION OF ENERGY
Steps taken for further conversation of Energy:
The Company has taken several measures (a conserve and optimize the use of eneray such as (a) Recycling of Water
(b) Use of Briquettes in place of Furnace oil (c) Water harvesting.
impact of tha above measures:
The measures stated above would further improve conservation of energy, reduction in water and air pollution, reduction in
cost of production etc.
FORM-A; FORM OF DISCLOSURE OF PARTICULARS WITH RESPECT TO CONSERVATION
Particulars 31,03,2023 31,03,2022

1. | Electricity
a} | Purchased Unit in kwh 3547780 3802560
Total amount (Rs.} 37807487 34571792
Rate/Unit (Rs,) 10.66 9.09
b) | Own generation
Through Diese! Generator Units in (kwh) TTa4s 29376
Unit per liter of diesel oil (kwh)
Liter of Diesel
Total amount (Rs.) 881981 748383
Cosi/Units (Rs) 11.39 25.48
2. | Furnace Oil
Quantity (KL) 1775.900 1962.820
Total Cost (Rs.) 82097158 82509754
Average Rate ( /MT) 4622848 42036.33
3. | Water
Quantity (M3) 97174 100615
Total Cost (Rs.) 3482241 3492215
Average Rate (Rs/M3) 35.84 34.71
2, TECHNOLOGY ABSORPTION
FORM-B : FORM OF DISCLOSURE OF PARTICULARS WITH RESPECT TO ABSORPTION OF TECHNOLOGY

RESEARCH AND DEVELOPMENT
A. Specific areas in which R & D carried out by the Company,
The R & Defforts of the Company are directed towards process development, energy conservation, Pollution control,
efficiency improvement and quality up-gradation.
B. Benefits derived as a result of the above R & D,

R&D efforts have resulted in development of process for several chemical intermediaies, the commercial production
of which are commenced, besides improving quality and operating efficiency of existing products.
WD
C. Future Plan of Action.

To continue R&D in the relevant are as to achieve its benefits.
D. Expenditure on R&D
Particulars 31.03.2023 31.03.2022
(c) Total R&D expenditure-as a % of total tumover
TECHNOLOGY ABSORPTION, ADAPTATION AND INNOVATION

A. Efforts, in brief, made towards technology absorption, adaptation and innovation. The Company has commenced
production of some items of chemical intermediates, the pracess for which has been developed inR&D.
B. Benefits derived as a result of the above efforts e.g. product improvement, cost reduction, product development.
import substitution, etc. There is improvement in quality.and yield of the product anc has widened product range for
marketing.
C.. Incase of imported technology (imported during the last 5 years reckoned from the beginning of the financial year). No
imoorted technology during last 5 years.
FOREIGN EXCHANGE EARNINGS AND OUT GO

an
Activities relating to exports, initiative Laken to increase exports, development of new export markets for products and
>
services and export plans. The Company is exporting about 55.07% of its chemical intermediate production. The total
exports during the year were Rs. 7967 Lakhs (PY Rs. 7511 Lakhs) The Company |s putting all its efforts.to tap new export
markets and widen its clientele base.
B. Total Foreign Exchange used and eamed. {InRs.}

Particulars 31.03.2023 31.03.2022
Used:
119 11
b) Other 7170659 1766780
Earned:
4
For and On Behalf of the Board_of Directors

Asit D Javeri
Executive Chairman
DIN: 00268114
Address: Ratnagar Palace, 37 Chowpatty Seaface,
Mumbai-400 007
Place: Mumbai
Date: :07" August, 2023
comm
ANNEXURE - VIII
Disclosure. under Section 197(12) of the Companies Act, 2013 read with Rule 5 of Companies (Appointment &
Remuneration) Rules, 2014
A. The particulars of employees, who were in receiplof remuneration not less than Rs. 60 facs for the financial year ended
an 31" March, 2023 are given below:
Name of the Asit D. Javeri | Abhishek Seema Nitin R. Jani Rakesh R.

Employee A, Javeri A. Javeri Kothari
Designation of Executive Managing Executive Company Chief Finance

Employee Chairman Director Director Secretary Officer (CFO)
{Administration
Remuneration received 16800000/- 16800000/- 16800000/- 11711000/- 5740856/-
Nature of employment Contractual Contractual Contractual Contractual Contractual
Date of Commencement 22-01-1985 24-01-2007" 13-02-2014 11-12-1984 27-04-2022

of Employment {As Company
Secretary)
Qualification of the B.Sc. (Hon) | Graduate in B.Sc, B.Com., B:Com.,

Employee Economics A.C:A,,A-C.S. | MBA
from North
Western
University, USA
Experience of the Employee | 39 years 16 years 17 years 40 years 22 years
Age of the Employee 68 years 40 years 66 years 66 years 45 years
Last Employment BEC Chemical | Life Style Manekchand | Bec Chemical | Citi Bank NA
Pvt. Ltd, Networks Panachand Pvt. Ltd,
Pvt. Ltd. Trading Inv,
Co. P. Ltd,
Related to Mrs. Seema A,| Mr. Asit D. Mr, Asit D, None None
Javeri & Javeri and Javeri and
Mr. Abhishek Mrs. Seema Mr. Abhishek
A. Javeri A. Javeri A. Javeri
“appointed as Non Executive Director and further reappointed as Executive Director & CFO on 01-04-2016 and
predesignated as Managing Director & CFO w.e.f. 24/07/2018
Mr. Asit D. Javeniis related to Mrs. Seema A. Javeri & Mr, Abhishek A. Javeri, Director of the Company
8. Disclosure under Section 197 (12) of the Companies Act, 2013read with Rule 5 of Companies (Appointment &
Remuneration) Rules, 2014,
| The percentage increase in remuneration of the Executive Chairman, Executive Director (Admin), Managing Director
& Chief Finance Officer and Company Secretary during the financial year 2022-23, the ratio of remuneration of each
diractor to the median remuneration of the employees of the Company for the financial year and the comparison of
remuneration of each Key Managerial personnel (KMP) against the performance of the Company is as under:
comm
Sr.No, | Name Designation Remuneration | % increase Ratio of Comparison
for F.Y. 2022-23 | in the remuneration | of the
{in Rs} remuneration | of Directorto | remuneration
for financial | median against the
year 2022-23 | remuneration | performance
of employees | of the company
1 Asit O. Javeri “Executive Chairman 16800000 0% 45.44 30.10%
2. Seema A. Javeri Wholetime Director 16800000 0% 45.44 Increase In
3 Abhishek 4. Javed Managing Director 16800000 0% 45.44 EBIDTA
4. Nitin R. Jani Company Secretary 42747000 26.20% 31.68 of Company
5. Rakesh R, Kothan CFO 5740856 0% 14.48
The median remuneration of employees during the financial year was Rs.369690/-
There were 224 parmanent employees on the rolls of the Company as on 31"Marceh, 2023.
In the financiat year there was an increase of 5.65% in the median remuneration,
IV, Average increase made in the salaries of emoloyees other than the managerial personnel in the financial year 2022-23
was 11.39% and average in the managerial remuneration w.r.t the managenal personne! for the financial year 2022-23
was 13.04%,
V. — Itis hereby affirmed that the remuneration is paid as per the remuneration policy of the company.
VI. Listoftop 10 employees in terms of remuneration drawn
Sr. | Name of Designation Remu- | Date of Age of| Last employment held Qualification
No, | the neration| commencement! emplo-| by such employee
Employee ofemployment | yee
1, | Pranav'S. Shah CEC (SBU) 4455000 | 01.07.2048 56 Elnfo chips Lid. B.E.M.S.{(Cam)
2. | Bankim! Rana SrSoftware Engineer | 2200000 | 01,01 2018 44 Strix Wireless Systems PLtd, | 8.E, (Comp, Engg.)
3, | Rushabh Doshi Manager Ons & 1700000 | 01.11,1993 7 Amtech Electronics (I) Lid. | 8.E (E&C)
Customer Support
4. | Pankaj Lanjewar Manager (IT) 1662163 | 01.07.2078 39 Life Style Networks Lid, 8.Com.
§. | V. Ramakrishnan | DGM (Admn) 1583252 | 22.06,1987 70 RDC Muscut $.S.L,C
6. | VJ MODI DGM {sales) 1583252 | 04.04.2018 75 {* Employment B.Com.
7. | RM Gandhi DGM (Accounts) 1518325 | 14.08.1977 65 1° Employrnent 8.Com.
8 | GK Kutty DGM (Prodn) 1540613 | 21.03.1979 70 1st Employment BSc (Chem)
9{a}| A.R Prabhu Manager {ASF} 1405030 | 08.11.1993 64 Metro Vidyut BA.
(b)| Vilas B, Pawar Manager (Account) | 1405030 | 66.08.2009 62 Everest Developers 8.Com.
(c}| Bharat M. Shelar | Manager {Accounts} | 1405030 | 75.05.2008 46 Schandon Fashion Pyt Ltd. | B.Com.
10. | R.K Pradhan DGM (04 C) 1129206 | 08.10.1993 60 Unique Chem B.Sc.
None of the Employee is relatives of Directors or Manager or KMP. All Employees are Permanent,

AsitD Javeri
Executive Chairman
DIN: 00268114
Place: Mumbai
[SADHANA NITRO CHEM LIMITED \\ Wi
FIVE YEAR HIGHLIGHTS (Rs. In Lakh)
RESOURCES 2022-23 | 2021-22 | 2020-21 | 2019-20 | 2018-19

Capital 2,021,39| 1,956.18 1,397.27 931.51 931.51
Reserve 20,833.44 | 14,469.94 | 117,933.80 | 71,356.20} $544.87
Net Worth 22,854.83 | 16,426.12 | 13,331.07 | 12,287.71 | 10,476.32
State Govt. Sales Tax Incentives - - - - -
Olher Borrowings 13,185.82} 10,557.59 6,029.03 | 4,554.21 716.42
TOTAL 36,040.65) 26,983.71 | 24,360.10 | 16,844.92 | 17,192.74
UTILISATION OF RESOURCES
Fixed Assets 26,558.17 | 22,024.88 | 17,305.14) 17,233.75 | 14,432.11
Less:Depreciation 9,335.32] 847973 8,026,23 | 8,167.92| 7.578.83
Net Fixed Assets 17,222.85 | 13,545.16 9,278.91] 9,065.83} 6,853.28
Investments 584.28 677.05 646,70 558.89 527.98
Net Current Assets 18,233.62) 12,767.51 | 11,434.49) 7,217.20 | 3,811.51
TOTAL 36,040.65 | 26,983.71 | 24,360.10 | 16,841.92 | 14,192.74
Revenue from operations:-
Sales of Producls / Services 14,458.13 | 17,903.82 8,839.77 | 11,711.58} 25,976.52
Other operative revenue 127,04 170.39 167.53 323.41 739.63
Olher income 171,54 490.53 421.83 231,59 124.13
TOTAL REVENUE 14,756.71 | 12,564.73 9429.13 | 12.266.58| 26.840.28
EXPENDITURE:-
Cost of Materials consumed/ Purchase of Stock in Trade 7.87682) 8,353.29 5,342.17] 3,883.50] $260.41
Changes in inventories of finished
goods, work in progress and stock
in trade (577.53) | (1,910.56) | (1,955.79) 49.78 | (2.123.46}
Employee Benefit cost 4,719.82] 1,673.54 1,651.86 | 1,529.28 3,027 76
Financial cost 974.06 454.79 340.97 280.61 1,187.00
Depreciation 760.50 573,89 575.01 625.53 2477
Other expenses 3,297,32| 2,632.86 2,279.56 | 2/880.34 | 4,565.03
TOTAL EXPENDITURE 14,051.01} 14,717.81 8,133.78 | 9,149.04 | 16,210.51
Profit ‘loss before Tax & Exceptional Items 705,70 846.92 1,295.35 | 3,417.54 | 10,629.77
Add : Profit on Sale of Assets / Investment / Exceptional Items - - - - -
Less : Tax Expenses 247,27 267,79 273.47 767,89 | 3,098.75
Profit (Loss) After Tax 458.43 579.13 1,021.88 | 2,349.65] 7.831.02
]
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EQUITY SHARE CAPITAL BUILT-UP - BY WAY OF PUBLIC ISSUE,RIGHTS ISSUE, be |
™
SWEAT EQUITY, SHARE WARRANTS & BONUSES \~|
|e Se.
Ateiment Ty asec |e ese conceit | Tams [meena oe ; "of Bonus to
i 1 | Subscription to Memorandum at par 2U07N8TS | 1973-74 6.700 6,700 0 6,700 6,700 0%

2 | Public [sue at par SINBM4974 | 1973-74 92,43.300 32,43.300 ? 32,43,300 32,509,000 0%
3 | Rights Issue mi Ratio of 1:4 at par SINGM9TE | 1975-76 8,12:500 8,12,500 0 8,12,500 4.062.500 O%
4 |} Bonus in the Ratio of 2:5 24031968 | 1987-08 16,25,001 ? 16,25.000 16,25,000 56,87.500 28.57%
5 | Right ssue in Rabo of 7:10 at premium * O7/101993 | 1993-94 4052.75) 40,52 75) 9 40,52,750 97,40 250 16.68%
6. | Bonus in the Ratio of 1:2 OU11996 | 1995-96 43,70,420 0 48,79,120 48,70,120 1,46,10.370 44.46%
7 {Bonus in the Ratio of 2:5 SOt2/2002 | 2001-02 §0,44.140 0 53,44 140 58.44.140 2,04,54. 510 60.33%
8 | Rights issue In Ratio of 7:2 2410/2008 | 2008-09 | 7,45,53,790 7,15,53. 790 % 718,53,799 &.20,08.300 13.41%
9 | Sweat Equity to M.D at par 12N32018 | 2047-48 11,43,190 11,43,190 0 11,43,199 9,31,51 490 13.25%
19 | Bonus in the Ratio of 4:2 18092020 | 2049-20 | 4.65,75,745 0) 4,65,75.745 465,765,745 13;87 27.235 42.16%
11 | Bonus in the Ratio of 25 220772021 | 2020-21 | 5,58,90.894 Oo) §,58,90.394 6,58,90,494 19,56,18.128 58.69%
12 | Conversion of Share Warrants irito equity shares al premium ** 04032023 :| 2022-23 | 65)20.608 £5,20,608 iN 6,520,906 20,21, 38,735 30.55%
13 | Bonus in the Ratio of 2:9 OROT/2023 | 2023-24 | 4.49,19.717 0] 44949717 449, 19.717 24,70,58 452 64.65%
TOTAL 247 058 452 8,73,32,836 | 15,07,25.616 | 24,70,58.452
COMPONENT PERCENTAGE % 35.35% 64.65% 100.00%
1, Each Equity Share was of FV of Rs.10 per share upto 04.02.2012 which was subdived into FY of Rs-S’- per share and each on 05.02.2019 and further @ was
subdivide into FY of Re.1/- pershare eact on 17,.03,2020
2 (*) at premium of Rs,40/- of FV of Rs.10/- each
3. (**) The company has issued 65,20,606 Equity Share Warrants ata price of Rs. 153.36 {incheding a premium of Rs. 152.36) per-equily share warrant
INDEPENDENT AUDITORS’ REPORT

To the Members of Sadhana Nitro Chem Limited
Report on the Standalone Financial Statements
Opinion
We have audited the standalone financial statements of M/s. Sadhana Nitro Chem Limited (“the Company”), which
comprise the balance sheet as at 31° March 2023, and the statement of Profit and Loss (Including Other Comprehensive
Income), Statement of changes in Equity and Statement of Cash flows for the year then ended, and notes to the financial
statements, including a summary of significant accounting policies and other explanatory information (hereinafter referred to
as “the standalone financial statements’),
In our opinion and to the best of our information and according to the explanations given to us, the aforesaid standalone
financial statements give the information required by the Act in the manner so required and give a true and fair view in
conformity with the accounting principles generally accepted in India, of the state of affairs of the Company as at 31" March,
2023, its profil, changes in equily and its cash flows for the year ended on that date-
Basis for Opinion
We conducted our audit in accordance with the Standards on Auditing (SAs) specified under section 143(10) of the
Companies Act, 2013. Our responsibilities under those Standards are further descnbed in the Auditor's Responsibilities for
the Audit of the Financial Statements section of our report, We are independent of the Company in accordance with the Code
of Ethics issued by the Institute of Chartered Accountants of India together with the ethical requirements that are relevant to
our audit of the financial statements under the provisions of the Companies Act, 2013 and the Rules thereunder, and we
have fulfilled our other ethical responsibilities in accordance with these requirements and the Code of Ethics. We believe that
the audit evidence we have obtained is sufficient and appropriate to provide a basis for our opinion.
Key Audit Matters
Koy audit matters are those matters that, in our professional judgment, were of most significance in our audit of the financial
statements of the current period. These matters were addressed in the context of our audit of the financial statements as a
whole, and in forming our opinion thereon, and we do not provide a separate opinion on these matters.
The Key Audit Matter | How the matter was addressed in our audit
Determination of initial recognition of cost of property, plant & equipment on compliance with Ind-As 16,
“Property, Plant & Equipment” & capitalisation of Borrowing Cost in compliance with provisions of Ind-As 23,
“Borrowing Cost”.
As described in note no, 3 (iv) to the standalone financial Our audit procedures on determining the cost of the
statements. the Company has successfully started its plant property, plant & equipment on initial recognition and
for the manufacture & production of Para Amino Phenol capitalisation of borrowing costs in accordance with Ind-As
(PAP) and accordingly capitalized the cost of the plant & 16 & Ind-As 23 respectively included:
factory building on the same being ready for use for - Reviewing the purchase orders, invoices and other
commercial production, documents related to the procurement of various items
Further as mentioned in Note No. 35 to the standalone of plant & machinery & factory building purchased /
financial statements the company has capitalized and constructed by the Company.
amount of Rs: 799.31 Lakhs as part cost of qualifying - Determining the costs that were directly attributable to
assets during the financial year ended 31" March, 2023, bringing the assets to the location and condition
Ind-As 16, 'Property, Plant & Equipment’, requires that the necessary for them to be ready for use in the manner
cost of and item of property, plant & equipment should intended by the management such as transport,
comprise of: insurance, installation, site preparation, cost of
- Its purchase price, including non-refundable taxes & employee benefits, professional fees, ate.
duties and any costs directly attributable to bringing the - Determining the cost of raw matenal consumed for
asset to the locatian and. condition necessary of it to be testing the functioning of the plant during the batch
capable of operating in the intended manner, process phase till the same was ready for the
- Directly attributable costs may include. cost of employee commercial production under continuous production
benefits, site preparation, installation & assembly, costs with the desired level of quality & output.
of tasting whether the asset is functioning property, after - Assessing the classification of the various items of plant,
deducting net proceeds from sailing any items produced, machinery. & buildings as qualifying assets in
professional fees, etc. accordance with Ind-As 23.
NBS
Ind-As 23, ‘Borrowing Costs’ requires that borrowing costs | - Tested the accuracy of the capitalization of borrowing
such as interest and other costs that an entity incurs in costs by verifying the foan sanction letters & the
connection with borrowing of funds for acquisition, utilization of the funds in determining the correct end
construction or production of a qualifying asset shall form use.
part of cost ofthe asset, - Tested & reviewed the process of allocation of Borrowing
costs to various qualifying assets.
Information Other than the Standalone Financial Statements and Auditor's Report Thereon
The Company's management and Board of Directors are responsible for the other information. The other information
comprises the information included in the Company's annual report, but does not include the standalone financial
statements and our auditors’ report thereon,
Our opinion on the standalone financial statements does not cover the other information and we do not express any form of
assurance conclusion thereon,
In connection with our audit of the standalone financial statements, our responsibility is to read the other information and, in
doing So, consider whether the other information is matenally inconsistent with the standalone financial statements or our
knowledge obtained in the audit or otherwise appears to be materially misstated. If based on the work we have performed,
we conclude that there is a material misstatement of this.other information, we are required to report that fact. We have
nothing to reportin this regard.
Responsibilities of Management and Those Charged with Governance for the Standalone Financial Statements
The Company's Board of Directors is responsible for the matters stated in section 134(5) of the Companies Act, 2013 ("the
Act") with respect to the preparation of these standalone financial statements that give a true and fair view of the financial
position, financial performance, changes in equity and cash flows of the Company in accordance with the accounting
principles generally accepted in India, including the accounting Standards specified under section 133 of the Act. This
responsibility also includes maintenance of adequate accounting records in accordance with the provisions of the Act for
safequarding of the assets of the Company and for preventing and detecting frauds and other irregularities; selection and
application of appropriate accounting policies; making judgments and estimates that are reasonable and prudent; and
design, implementation and maintenance of adequate internal financial controls, that were operating effectively for
ensuring the accuracy and completeness of the accounting records, relevant to the preparation and presentation of the
financial statements that give a true and fair view and are free from material misstatement, whether due to fraud or error.
In preparing the financial statements, managementis responsible for assessing the Company's ability te continue as a going
concem, disclosing, as applicable, matters related to going concem and using the going concem basis of accounting unless
management either intends to liquidate the Company or io cease operations, or has no realistic altemative but to doso.
The Board of Directors is also responsible for overseeing the Company’s financial reporting process,
Auditor's Responsibilities for the Audit of the Standalone Financial Statements
Our objectives are to obtain reasonable assurance about whether the financial statements as a whole are free from
material misstatement, whether due to fraud or error, and to issue an auditor's report that includes our opinion. Reasonable
assurance is a high level of assurance, but is not a guarantee that an audit conducted in accordance with SAs will always
detect a materiai misstatement when it exists. Misstatements can arise from fraud or error. and are considered material if,
individually or in the aggregate, they could reasonably be expected to influence the economic decisions of users taken on
the basis of these financial statements.
As part of an audit in accordance with SAs, we exercise professional judgment and maintain professional skepticism
throughout the audit, We also;
* — identify and assess the risks of maternal misstatement of the financial statements, whether due to fraud or error, design
and perform audit procedures responsive to those risks, and obtain audit evidence that is sufficient and appropriate to
provide a basis for our opinion. The risk of not detecting a material misstatement resulting from fraud is higher than for
one resulting from error, as fraud may involve collusion, forgery, intentional omissions, misrepresentations, or the
overnde of internal control.
* Obtain an understanding of internal control relevant to the audit in order to design audit procedures that are
appropriate in the circumstances. Under section 143(3}(i) If the Companies Act, 2013, we are also responsible for
NG,
expressing our opinion on whether the company has adequate internal financial controls system in place and the
operating effectiveness of such controls,
* Evaluate the appropriateness of accounting policies used and the reasonableness of accounting estimates and
related disclosures made by management,
+ Conclude on the appropriateness of management's use of the going concern basis of accounting and. based on the
audit evidence obtained, whethera material uncertainty exists related to events or conditions that may cast significant
doubt on the Company's ability to continue as a going concem. If we conclude that a material uncertainty exists, we
are required to draw attention in our auditor's report to the related disclosures in the financial statements or, if such
disclosures are inadequate, to modify our opinion. Our conclusions are based on the audit evidence obtained up to
the date of our auditor's report, However, future events or conditions may cause the Company to cease to continue as
@ going concern,
* Evaluate the overall presentation, structure and content of the financial statements, including the disclosures, and
whether the financial statements represent the underlying transactions and events in a manner that achieves fair
presentation
Materiality is the magnitude of misstatements in the standalone financial statements that, individually or in aggregate,
makes it probable that the economic decisions of a reasonable Knovdiedgeabie user of the standalone financial statements
may be influenced. We consider quantitative materiality & qualitative factors in (i) planning the scope of our audit and in
evaluating the results of our work; and (ii) to evaluate the effect of any identified misstatements in the standalone financial
statements
We communicate with those charged with governance regarding, among other matters, the planned scope and timing of
the audit and significant audit findings, including any significant deficiencies in intemal contro! that we identify during our
audit.
We also provide those charged with govemance with 3 statement that we have complied with relevant ethical requirements
regarding independence, and to communicate with them all relationships and other matters that may reasonably be thought
to bear on our independence, and where applicable, related safequards.
From the matters communicated with those charged with governance, we determine those matters that were of most
significance in the audit of the standatone financial statements of the current period and are therefore the key audit matters.
We describe these matters in our auditors report unless law or regulation precludes public disclosure about the matter or
when, in extremely rare circumstances, we determine that a matter should not be communicated in our report because the
adverse. consequences of doing so would reasonably be expected to outweigh the public interest benefits of such
communication,
Report on Other Legal and Regulatory Requirements
1. Assrequired by the Companies (Auditor's Repart) Order, 2020 (“the Order’) issued by the Central Government of India
in terms of Section 143(11) of the Act, we give in “Annexure A" a statement on the matters specified in paragraphs 3
and 4 of the Order, to the extentapplicable
2. Asrequired by Saction 143{3} of the Act, we report, that:
a. We have sought and obtained all the information and explanations which to the best of our knowledge and belief
were necessary for the purposes of our audit;
b. In our opinion, proper books of account as required by law have been kept by the Company in'so far as it appears
from our examination of those books;
c. The Balance Sheet, the Statement of Profit and Loss including Other Comprehensive Income, the Cash Flow
Statement and Statement of Changes in Equity dealt with by this Report are in agreement with the relevant books
ofaccount.
d_ In our opinion, the aforesaid standalone financial statements comply with the Indian Accounting. Standards
prescribed under section 133 of the Act read with relevant rules issued thereunder.
e. Onthe basis of the written representations received from the directors as on 31” March, 2023 and taken on record
by the Board of Directors, none of the directors is disqualified as on 31" March, 2023 from being appointed as a
director in terms of Section 164{2) of the Act;
o/s
f. With respect to the adequacy of the intemal financial controls over financial reporting of the Company and the
operating effectiveness of such controls, refer to our separate Report in "Annexure B"
g. Withrespect to the matter to be included in the Auditor's Report under section 197(16) of the Act:
In our opinion and to the best of our information and according to the explanations given to us, the remuneration
paid by the Cornpany to its directors during the year Is in accordance with the provisions of Section 197 read with
Schedule V of the Act. The ramuneration paid to any director is notin excess of the limits laid down under Sectian
197 read with Schedule V of the Act.
h. With respect to the other matters to be included in the Auditors Report in accordance with Rule 11 of the
Companies (Audit and Auditors) Rules, 2014, as amended, in our opinion and to the best of our information and
according to the explanations given to us:
{i) |The Company has disclosed the impact of pending litigations on its financial position in its standalone
financial statements, Refer note 31 to the standalone financial statements,
{i} The Company did not have any long-term contracts including derivative contracts for which there were any
material foreseeable losses.
(lil) There has not bean any occasion in case of the Company during the year under report to transfer any sums
to the Investor Education and Protection Fund. Thus, the question of delay in transferring such sums does
notarise.
{iv) (a) The Management has represented that, to the best of it's knowledge and belief, as disclosed in the note
no. 45 to the standalone financial statements, no funds have been advanced or loaned or invested (either
from borrowed funds or securities premium or any other sources or kind of funds) by the Company to or in
any other person(s) or entity(ies), including foreign entities ("Intermediaries"), with the understanding,
whether recorded in writing or otherwise, that the Intermediary shall, directly or indirectly lend or investin
other persons or entities identified in any manner whatsoever by or on behalf of the Company (“Ultimate
Beneficiaries”) or provide any quarantee, security or the like on behalf of the Ultimate Beneficiaries
(b) The Management has represented, that, to the best of it's Knowledge and belief, as disciosed in the
note no. 45 to the standalone financial statements, no funds have been racelved by the Company from any
person(s) or entity(ies), including foreign entities (“Funding Parties"), with the understanding, whether
recorded in writing or otherwise, that the Company shail, directly or indirectly, fend or investin other persons
or entities identified in any manner whatsoever by or on behalf of the Funding Party ("Ultimate
Beneficiaries”) or provide any quarantee, security or the like on behalf of the Ultimate Beneficiaries.
(c) Based on the audit procedures that have been considered reasonable and appropriate in the
circumstances, nothing has come to our notice that has caused us to believe that the representations under
sub clause (i) and (ii) of Rule 11(e), as provided under (a) & (b) above, contain any material misstatement,
(v) As stated in note no. 50 to the standalone financial statements,
(a) The final dividend proposed in the previous year, declared & paid by the Company during the year is in
accordance with Section 123 of the Act, as applicable-
(6) The Board of Directors of the Company have proposed final dividend for the year which is subject to the
approval of the members at the ensuing Annual General Meeting. The amount of dividend proposed is in
accordance with Section 123 of the Act, as applicable.

Jayesh Dadia
Partner
Pjace of Signature: Mumbai

Date: 24" May, 2023
UDIN: 23033973BGVRBT2619
Mt
ANNEXURE “A” TO THE AUDITOR'S REPORT
The Annexure referred to in the Independent Auditors’ Report to the members of the Company on the Standalone IND-AS
financial statements for the year ended 37° March, 2023
In our opinion and to the best our information and according to the explanations provided to us by the Company and based
on our examination of the books of account in the normal course of audit, we state that:
(i) Inrespectofthe Company's Property, Piant& Equipment and Intangible Assets:

{a} (A) The Company is maintaining proper records showing full particulars, including quantitative details and
situation of Property, Piant & Equipmentand relevant details of nght—of-use-assets,
(B} The Company has maintained proper records showing full particulars of intangible assets.
(b) Property, plant and equipment have been physically verified by the Management during the year based on a
phased program of verifying all property, plant and equipment over three years, which In our opinion is
reasonable having regard te the size of the company and the nature of its assets. The discrepancies. if any,
noticed on such verification were nat material and have been properly dealt with in the books of account.
(c) Based on our examination of the copies of registered sale deed / transfer deed provided to us, we report that,
the title in respect of the immovable properties (other than properties where thea company is the lessee and the
lease agreements are duly executed in favor of the lessee). disclosed in the financial statements & included
under Property, Plant & Equipment, are neid in the name of the Company as at the balance sheet date. In case
of mortgaged immovable properties, the onginal title deeds are not available with the Company since the same
are mortgaged with banks/ financial institutions. However, confirmations for holding of title deeds, from the
banks/ financial institutions were not made available fo us.
{d). The Company has not revalued any of its the Property, Plant & Equipment and intangible assets during the
year.
{e) Noproceedings have been initiated during the year or are pending against the Company as al 31st March, 2023
for holding any benami property under the Prohibition of Benami Property Transactions
Act, 1988 (as amended
in 2016} and the rules made there under.
(ii) {a} Asexplained to us. the inventories have been physically verified during the year by the management, except for
stock in transit. The intervals at which the inventories are physically verified are, in our opinion, reasonabie in
relation to the size of the Company and the nature of its business. The Company is maintaining proper records
of inventory and no materia! discrepancies were noticed on physical verification,
{b) As explained to us, the Company has been sanctioned working capital limits in excess of Rs. 5 crore, in
aggregate, from banks on the basis of security of current assets. Based on our examination and as mentioned
in note no. 52 to these standalone financial statements, there are deviations in the quarterly retums or
statements of stocks filed by the Company with the banks of financial institutions vis-a-vis the books of
accounts for the year.
{iil) The Company has made investments in and granted loans or advances in the nature of loans, secured or unsecured,
to companies, firms, Limited Liability Partnerships or any other parties during the year, in respect of which:
{a} The Company has provided loans or advances in the nature of loans during the year details of which are given
Particulars Amount
(Rs. In Lakhs)
Aggregate amount provided during the year
- Subsidiaries* -
- Others 100.00
Balance outstanding as at balance sheet date
- Subsidiaries* -
- Others -
“As per the Companies Act, 2013
7
{b) In cur opinion, the rate of interest and other terms and conditions on which the loans have been granted were
not, prima facie, prejudicial to the interest of the Company.
{c) According to the information & explanation given to us and based on our examination of the records of the
Company, the foan granted during the year by the Company has been received back in full along with Interest
thereon. Therefore. in our opinion repayment of principal & payment of interest.on the loan granted during the
year is regular.
{d) Since the entire joan granted has been repaid along with the interest due thereon, there is no amount overdue
for period of more than ninety days.
{e) According to the information and explanations given to us and on the basis of our examination of the records of
the Company. there is no loan or advance in the nature of joan granted falling due during the year, which has
been renewed or extended or fresh loans granted to settle the overdue of existing loans given to same partles.
{f) | The company has granted loans to without specifying any penod of repayment details in respect of which are as
follows:
(Amountin Rs. Lakhs)
Particulars Related Parties Others Total

Aggregate amount of loans granted 100.00 - 400.00
during the year for which period of
repayment is not specified
Percentage of loans/advances in nature 100% - 100%
of loans lo the tolalioans
(iv), The Company has complied with the provisions af section 185 and 186 of the Companies Act, 2013 in respect of loans
given. The Campany has not provided any quarantees / security or made any investments during the year,
(v) The Company has not accepied any deposits or amounts deemed to be deposits during the year, Therefore reporting
under clause 3(v) of the Order is not applicable.
(vi) We have broadly reviewed the books of accounts maintained by the Company pursuant to the rules prescribed by the
Central Goverment for maintenance of cost records under Section 148(1) of the Companies Act, 2013 in respect of
its manufactured goods and are of the opinion that prima facie, the prescnbed accounts and records have been made
and maintained. However, we have not carried out a detailed examination of the records with a view to determine
whether these are accurate or complete.
(vil) Inréspect of statutory dues;
{a) Inour opinion, the Company is generally regular in depositing undisputed statutory dues including Goods &
Service Tax, Provident Fund, Employees’ State Insurance, Income Tax, Sales-lax, Service tax, duly of
Customs, duty of Excise, Value Added Tax, Cess and any other statutory dues applicable to it with the
appropriate authorities. As explained to us, there were no undisputed statutory dues as mentioned above in
arrears as at 31° March, 2023 for a period of more than 6 months from the date they became payable except the
following:
Name of Statue Nature of Dues Period to which the amount | Amount involved (tin Lacs)
Employees Provident Fund | Interest on delayed F.Y ended March 2073 to 21.33
and Miscellaneous payment June 2018
Provisions Act, 1952
Employees Provident Fund | Provident Fund FY. ended March 2018 to 0.78
and Miscellaneous September 2018
Provisions Act, 1962(*)
Income Tax Act, 1961 Tax Deducted at Source | FY. 2017-18 2.08
Income Tax Act, 1961 (*) Tax Deducted at Source | FY. 2017-18 & F.Y. 2018-19 4.49
The Gujarat State Tax on Profession Tax - FY. 2017-18 0.17
Professions, Traders
Callings and Employments > April, 2019 O-ts
Act, 1976
Wy
Name of Statue Nature of Dues Period to which the amount | Amount involved (%in Lacs)
The Gujarat State Tax on Profession Tax F.Y. ended March 2017 to 4.61
Professions, Traders Maroh 2020
Callings and Employments
Act, 1976 (")
Employee's State ESIC April't9 0.045
Insurance
Finance Act, 1994 (*} Service Tax From Apr't7 to Jun'17 11.40
Goods & service Tax Act, Goods & Service Tax From Dec't7 to Sep'18 28.87
(") These liabilities have been transferred from the wholly owned subsidiary, Spidiqo Net Private Limited, on its merger with
the Company.
{b) According to the information and explanations given to us, details of disputed statutory dues which have not
been deposited or partially deposited are as follows:
Name of Nature Gross Amount | Period to which | Forum where

the Statute of Dues Amount Paid the amount dispute is
disputed | (% in Lacs) relates (F.Y.) pending
(? in Lacs)
Income Tax Act, 1961 Income Tax 0.55 |- 2013-14 CIT (Appeals)
Employees Provident Fund Damages & Interest 58.77 |- FY. ended Employees
and Miscellaneous Provisions | of Provident Fund March, 2013 to =| Provident Fund
Act, 1952 Dues June, 2078 Appellate
Tribunal
Employees Provident Fund Damages & Interest 8.53 |3.81 01.02.2018 to Central
and Misceilaneous Provisions | of Provident Fund 28.02.2019 Government
Act, 7952 Dues Industrial
Tribunal Cum
Labour Cour
Employees Provident Funds Damages & Interest 16.98 |6.50 01/04/2016 to Assistant/Regi
and Miscellaneous Provisions 34/05/2019 onal Provident
Act,1952 (*) Fund Commi-
ssioner (RO
Ahmedabad) /
Central
Government
Industrial
Tribunal
(*) This disputed due has been transferred from the wholly owned subsidiary, Spidigo Net Private Limited, on its merger with
the Company.
(vill) There were no transactions relating to previously unrecorded income that have been surrendered or disclosed as
income during the year in the tax assessments under the Income Tax Act, 1961.
{ix) (a) The company has not defaulted in repayment of loans or borrowings or on the payment of interest thereon to
banks or financial institutions.
(b) The Company has not been declared 4 willful defaulter by any bank or financial institution or government or any
government authority,
(c) In our opinion and according to the information and explanations given to us by the management, term loans
were applied for the purpose for which the loans were obtained \
(a) On an overall examination of the financial statements of the Company, funds raised on short-term basis have,
prima facie, not baen used during the year for long term purposes by the Company.
\4/
{e) Onan overall examination of the standalone financial statements of the Company, we report that the Company
has not taken any funds from any entity or person on account of or to meet the obligations of its subsidiaries,
associates or joint vantures as defined under the Act.
{f) According to the information and explanations given to us and procedures performed by us, we report that the
Company has not raised loans. during the year on the pledge of securities held in its subsidiaries, joint ventures or
associate companies {as defined under the Act). Hence reporting under clause 3{ix}(f}of the Orderis not applicable.
{x) {a} The Company has not raised any moneys by way of initial. public offer or further public offer including debt
instruments during the year. Hence reporting under clause 3(x}(a) of the Order |s not applicable.
{b) During the year, the Company has raised funds by making preferential allotment of share warrants which were
converted into equity shares. All the relevant provisions of the Companies Act, 2013 and the rules made thereunder
have been duly complied with. Further the amounts:so raised, to the extent they have been utilized, have been used
forthe purposes for which they were raised.
{xi) (a) | Ouring the course of our examination of the books and records of the Company, carried out in accordance with
generally accepted auditing practices in India and to the best of our Knowledge and belief and according to the
information and expianations given to us, we have neither come across any material fraud by the Company or on the
Company by its officers ar employees naticed or reported during the year nor have we been informed of such case by
the management.
{b) _Noreport under sub-section (12) of section 143 of the Companies Act, 2013, has been filed in Form ADT-4 as
prescribed under rule 13 of Companies (Audit & Auditors) Rules, 2014 with the central government, during the year
and upto the date of this report.
{c) As represented to us by the management, there are no whistle blower complaints received by the Company
during the year.
{xil) The Company is nota Nidhi Company and hence reporting under clause (xii) of the Order is nol applicable.
{xill) In our opinion, the Company is in compliance with the provisions of section 177 and 188 of the Companies Act, 2013
with respect to applicable transactions with related parties and the details of related party transactions have been
disclosed in the standalone financial statements as required by the applicable accounting standards.
(xiv}(a) In our opinion, the Company has an adequate internal auditsystem commensurate with the size and the nature
ofits business.
{b) We have considered the intemal audit reports for the year under audit issued to the Company during the year
and till date, in determining the nature, timing and extent of our audit procedures.
{xv) According to the information & explanations given to us and based on our examination of the racords of the Company,
the Company has not entered into any non-cash transactions with directors or persons connected to its directors and
hence the provisions of section 192 of the Companies Act, 2013 are not applicable to the Company.
{xvi} (a) & (b) In our opinion, the Company is not required to be registered under section 45-1(A) of the Reserve Bank of
India Act, 1934, Hence reporting under clause 3{xvi}ia) & (b) of the Order is notapplicable.
{c) & (d) The Company is not a Core Investment Company (CIC) as defined in the regulations made by the Reserve
Bank of India. Accordingly, clause 3(xvij©& (d) of the Orderis not applicable.
(xvii) The Company has not incurred cash losses dunng the financial year covered by our audit and the immediately
preceding financial year.
{xvili) There has been no resignation of the Statutory auditors of the Company during the year. Accordingly clause 3(xviii) of
the Orderis notapplicable.
(xix) According to the information and explanations given to us and on the basis-of the financial ratios, ageing and
expected dates of realization of financial assets and payment of financial liabilities, other information accompanying
the financial statements, our knowledge of the Board of Directors and management plans and based on our
WD
examination of the evidence supporting the assumptions, nothing has come-to our attention, which causes us to
believe that any maierial uncertainty exists as on the date of the audit report that the company is nat capable of
meeting its liabilities existing at the date of balance sheet as and when they fall due within a period of one year from
the balance sheet date. We, however, state that this is not an assurance as to lhe future viability of the company. We
further state that our reporting is based on the facts up ta the date of the audit report and we neither give any
guarantee nor any assurance that all liabilities falling due within a period of one year from the balance sheet date, will
get discharged by the company as and when they fall due.
(xx) (a} In our opinion, the Company has not transferred the unspent amount, in respect of other than ongoing projects, to
@ fund specified In Schedule Vl to the Act within the prescribed time limits, Details of the unspent amount are as
follows:
{Amountin Rs. In Lacs}
Relevant Financial year =| Amount identified for spending on | Unspent Amount

Corporate Social Responsibility Amount transferred
activities “other than to Fund
on going projects” specified in
Schedule Vil
2020-21 115.50 113.37 NIL
2021-22 104.82 104.82 NIL
{b) inour opinion and according to the information and explanations given to us, there is no unspent amountunder
sub-section (5) of section 135 of the Companies Act, 2013 pursuant to any ongoing projects. Accordingly, clauses
3{xx}(b) of the Order are not applicable.

Jayesh Badia
Partner

Date: 24” May, 2023
UDIN; 23033973BGVRBT2619
we
ANNEXURE “B”" TO THE INDEPENDENT AUDITOR'S REPORT
Report on the Internal Financial Controls under Clause (i) of Sub-section 3 of Section 143 of the Companies Act,
2013 ("the Act”) referred to in paragraph 2 (f) on Report on Other Legal and Regulatory Requirements of our
report,
Opinion
We have audited the internal financial controls over financial reporting with reference to the standalone financial
statements of Sadhana Nitro Chem Limited ("the Company”) as of 31° March, 2023 in conjunction with our audit of the
standalone financial statements of the Company for the year ended on that date
In our opinion the Company has in all matenal respects, an adequate. intemal financial controls system over financial
reporting and such internal financial controls over financial reporting were operating effectively as at 31° March 2023, based
on the internal control over financial reporting cntena established by the Company considering the essential components of
intemal control stated in the Guidance Note on Audit of Internal Financial Controls Over Financial Reporting issued by the
Institute of Chartered Accountants of India.
Management's Responsibility for Internal Financial Controls
The Company's management is responsible for establishing and maintaining internal financial controls based on the
intemal control over financial reporting criteria established by the Company considering the essential components. of
internal control stated in the Guidance Note on Audit of Intemal Financial Controls over Financial Reporting issued by the
Institute of Chartered Accountants of India (ICAI'). These responsibilities include the design, implementation and
maintenance of adequate internal financia! controls that were operating effectively for ensuring the orderly and efficient
conduct of its business, including adherence to company’s policies, the safeguarding of its assets, the prevention and
detection of frauds and errors, the accuracy and completeness of the accounting records, and the timely preparation of
reliable financial information, as required under the Companies Act, 2073.
Auditors’ Responsibility
Our responsibility is to express an opinion on the Company's internal financial controts over financial reporting based on our
audit. We conducted our audit in accordance with the Guidance Note on Audit of intemal Financial Controls over Financial
Reporting (the “Guidance Note") and the Standards on Auditing, issued by ICAt and deemed to be prescribed under section
143(10) of the Companies Act, 2013, to the extent applicable to an audit of interna! financial controls, Those Standards and
the Guidance Note require that we comply with ethical requirements and pian and perform the audit to obtain reasonable
assurance about whether adequate internal financial controts over financial reporting was established and maintained and
if such controls operated effectively in all material respects,
Our audit involves performing procedures to obtain audit evidence about the adequacy of the internal financial controls
system over financial reporting and their operating effectiveness. Our audit of intemal financial controls over financial
reporting included obtaining an understanding of internal financial controls over financial reporting, assessing the risk thata
material weakness exists, and testing and evaluating the design and operating effectiveness of internal contro! based on the
assessed risk. The procedures selected dapend on the auditor's judgment, including the assessment of the risks of material
misstatement of the financial statements. whether due to fraud or error.
We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our audit opinion on
the Company's internal financial controts system over financial reporting.
Meaning of Internal Financial Controls over Financial Reporting
A company’s intemal financial control over financial reporting is a process designed to provide reasonable assurance
regarding the reliability of financial reporting and the preparation of financial statements for external purposes in
accordance with generally accepted accounting principles. A company’s internat financial control over financial reporting
includes those policies and procedures that (1) pertain to the maintenance of records that, in reasonable detail, accurately
and fairly reflect the transactions and dispositions of the assets of the company; (2) provide reasonable assurance that
transactions are recorded as necessary to permit preparation of financial statements in accordance with generally accapted
accounting principles. and that receipts and expenditures of the company are being made only in accordance with
authorizations of management and directors of the company, and (3) provide reasonable assurance regarding prevention
or timely detection of unauthorized acquisition, use, or disposition of the company’s assets that could have a material effect
on the financial statements
UT
Inherent Limitations of Internal Financial Controls over Financial Reporting
Because of the inherent limitations of internal financial controls over financial reporting, including the possibility of collusion
or improper management override of controls, matenal misstatements due to error or fraud may occur and not be detected.
Also, projections of any evaluation of the internal financial controls over financial reporting to future periods are subject to
the risk that tha internal financial control over financial reporting may become inadequate because of changes in canditions,
or that the degree of compliance with the policies or procedures may deteriorate.

Jayesh Dadia
Partner

Date: 24" May, 2023
UDIN: 23033973BGVRBT2619
; Sadhana Nitro Chem Limited
=: Standalone Balance Sheet an at 31st March, 2023 (Amount in Ra. Lakha))
Particulars Note As at March 34, 2023 As at March 31, 2022
A ASSETS
t Non-current assets
{a} Property, Plant and Equigment 3 T4,372.76 6,895.19
b) Capital wore ine progress 3 2449.54 6,644.31
oc) Intangible Assets under devetooments 3 400.55 Wsar
d@} Financial Assets
i) Inwastments 4 772 773
{) Loans 6 - 977.36
(i) Other financial assets 6 233.54 283.33
(#} Other non Gurent assets 8 2,731.68 2.31951
Total Non-current assets 20,246.09 16,913.70
" Current aasets
(a) Inventaries 9 10,447 55 9.42092
(0) Francis! Assets
() lreestmeants 4 S78. 56 66332
i) Trade receivables 40 6,005.68 4,001.55
ti) Cash ard cash equivalents N 109.23 GIB.g7
(iv) Bank Balances other than {ill) above 12 764.10 185.40
{¥} Loans & Advances § 93138 M193
(@) Other financiat assets 6 401,96 246,57
) Income Tax Assat 4493.96 3,997 43
0) Other current assets 3 1972.22 1,597.10
Total Current Assets 26,602.54 ZAG57 47
TOTAL 46.848.73 37,970.57
8 EQUITY
AND UABILITIES
' Equity
{a} Equily Share cepaal 13 2024.34 1,956.15
(b}) Other Equity "4 20,833.44 14.468.04
Total Equity 22,054.83 16,426.92
Liabilities
" Non-current Rabilities
(a) Prancial Liabilities
(i) Borrowings 45 5,877.40 3,459.90
fia} Loase Lindaties 16 247 96 682.53
(b}. Provisions V7 AT4.43 265.15
(t) Deffored Tax Linbilition 7 627 77 372.76
Total Non current liabilities 7.227 56 4,780.34
ln | Current kabitities
(a) Financial Liabilities
() Borrowings: 15 7,208.42 7087.89
(la) Lease Liabilities 16 A485 392.71
(i) Trade gayabtes 14 i
{a) Due to micro & amall enterprises 208.53 270.03
(b) Due to other than micro & small enterprises 3,208.38 4,170.96
Hil) Other Tinariciet faites 18 1,782.44 584.45
) Provisions v7 74.65 374.82
€) Income Tex Liabilities 4,024.53 3,930.03
d) Other current liabditios 20 513.60 64271
Totai Current liabilities 16,766.35, 16,764.12
TOTAL 46,845.73 37,970.57
The scoompanying nates are an integral partof the Stardatong financats statement (refer Notes 1-86)
As per our report of even date attache:
For Jayesh Oadia & Associates LLP For and on behalf of the Board of Directors
Chartered Accouritants
Firm Registration Number -121142W/W100122
Asit D Javeri Priyam S Jhavesi
Executve Chakmst Director
Jayesh Oadia Abhishek A Javert Nitin R Jani

Partner Managing Oirectar Company Secretary
tMamibershin Nurnber ;: 033973
Set. Seema A Javeri Rakesh Kothari

Executes Director Chiet Financial
Pigcas Mombar Adnynistration Odicer
Date > 24th May, 2023

Standalone Statement of Profit and loss for the year ended 31st March 2023.
{Amount in Rs, Lakhs)
As at As at
Particulars Note March 31, 2023 Match 31, 2022
() | INCOME
Revenue from operations 21 14.585 16 42,074.21
Other Income 22 171.54 490.53
Total Income 14,756.71 12,564.73
(i) | EXPENSES
Cast of raw materials & packing materials consumed 23 7.87682 8,353.29
Changes in Inventories of finisied goods and work-in-progress 23 (577.53) (7,970,56)
Employee benefits expense 24 1,719.82 613.54
Finance costs 25 974.06 454.79
Depreciation and amortization Expenses 3 760.50 573.89
Other expenses 25 3.297.32 2,632.86
Total expenses 14,051.01 11,747.84
(Ill) | Profit before exceptional items and tax 705.70 846.92
Exceptional Items . =
(IV)| | Profit Before Tax 705.70 846.92
(V) | Tax expense:
Current tax $9.82 192.36
Prior period short | (excess) provision af tax (8.93) -
Deferred tax 158.39 7543
Total Tax Expense 247.27 267,79
(Vi)| Profit for the year 458.43 ST9.13

(VI¥ Other Comprehensive Income/(Expense) (net off tax}
(i) Items that will not be re-classified subsequently to profit or joss - -
Re-measurement on defined beneft plans 9.40 (2.31)
Change in Fair value of Current Investments. through other
Comprehensive income 12,72 16.22
Realised gains on Investments classified as FVOC! 12.25 -
(Vill) Total Other Comprehensive Income 34.36 15.92
(X)| Total Comprehensive Income 492.79 595,05
(X} | VI. Eamings per equity share (Rs) 28
(1) Basic EPS [Face Value Rs 1 Per Shore
(PY.Rs 1 PerShare)) 0:23 0.30
(2) Diluted EPS [Face Value Rs 1 Per Share
(PY Rs-1 Per Share)] 0.23 0.30
The scoompanying notes are-an integral part of the Standalone financials statement (refer Notes 1-55)
AS oer our report of even dale attached
For Jayesh Dadia & Associates LLP For and on behalf of the Board of Directors
Firm Registration Number :121142W/W100122
Asit D Javeri Priyam S Jhavori
Exeoutive Chairman Director
Jayesh Dadia Abhishek A Javerl Nitin R Jani

Partner Managing Director Company Secreta
Membership Number ; 143181 gah) Y 3
Smt. Seema A Javeri Rakesh Kothari
Place; Mumbai Executive Director Chief Financeal
Date > 24th May, 2023 Administration Officer
NAY,

Standalone Statement of Cash Flows for the year ended 31st March 2023.
(Amount in Rs. Lakhs)
Pec Seer | “ase

A. Cash flow from operating activities
Profit before tax 705.70 846.92
Adjustments for:
Depreciation and amorisation expenses 760.50 573.89
Interest on Lease Liability 96.37 70.36
Interest expenses on borrowings 692.27 384.42
interest Income (74.74) (147.69)

Unrealised Foreign Exchange {GainyLoss 76.95 (25.07)
(Gain) / Loss on Fait Valuation of Fonward Contracts 60.30 {32:20}
Sundry batance Written back (23.30) (227.42)
Provision for Goubtful Debts! Bad Debts 12.80 031
Dricdend Received from Subsidiary Company (4.58) -
Notional Imerest & Rent on Deposits (0,85) (0.03)
(Gam) / Loss on Fair Valuation of Lease Liability (54.41) (7.04)
Sundry Batsnoes Written off 36.52 0.31
1,578.13 596.13
Operating profit / (loas) before working capital changes 2,283.83 1,443.06
Changes in working capitat:
Inventories (1,026.63) (3.477.768)
Trade receivables {4,345;72) 1,995.26
Loans & Advances 10.55 (8.52)
Other Current Assets & financal assets (7.52) (751.95)
Trade Payables (134.03) 908.61
Other Liabwities (28:19) 322.62
Provisions (74.04) 5.94
(5,575.59) (1,005.81)
Cash generated from operations (3,291, 76) 437.25
a. Direct Taxes (Paid) (506.34) (800.26)
Net cash flow from / (used In) operating activities (A) (3,798.09) (363.01)
B. Cash flow from / (used in) investing activities
Purchase Of Property . plant and equipment (4,247.99) (3,824.69)
Advance given for Capital Expenditure (612.17) (282.42)
Redemption/(investment} in margin deposits (Net) (572.01) (166.04)
Repayment received for foans given 061 149.70
(Acquisition)/Sale Proceeds of Invesiment(Net} 116.35 -
Loan given to wholly owned subsidiary - (7.55)
Dividend received 458 -
Interest received 8.13 136 34

Standalone Statement of Cash Flows for the year ended 31st March 2023.
Pec Sco | Waa

Net cash flow from / (used in} Investing activities (B) (5,273.49) (3,994.66)
(5,273.49) (3,994 66)
C. Cash flow from / (used In) financing activities
Borrowings Net af Repayment 2,517.50 653:75
Short Term Borrowings - Net of Repayment (1,432.75) 2,733.18
Interest Paid (881.39) (328°05)
Money received against share warrant 7,800.00 2,500.00
Divigend paid (283.43)
Expenses paid for fund raising (350.00) -
Payment towards jease liabilities (493.92} (409.23)
7,466.02 4,654.65
Net cash flow from / (used in) financing activities 7,166.02 4,554.65
Net increase / (decrease) in Cash and cash equivalents (A+B+C) (1,905.57) 196.97
Cash and cash equivalents at the beginning of the year 544.71 343.74
Cash and cash equivalents at the end of the year (1,360.86) 544,74
Cash and Cash equivalent as per above compneses of the following

Cash and cash equivalent as ser Note 11
- cash
in hand 1.46 1.61
Batances with Banks (on current accounts} 108.07 617.36
709.23 618.97
Bank overdraft / cash credit (Note 15) (1,470.09) (74 26}
Balance as per siatement of cash flows (1,360,868) 544.71
Figures in brackets represent outflows
Notes ;
1. ine ee flow statement has been prepared under the indirect method at setout in Indian Accounting Standard (Ind AS 7) statement
of
cash flows:
2. Additon to property, plant and equipment include movements
of capital work progress during the year.
As per our report

of even date attached
Firm Registration Number: 121742W/W100122
Asit D Javeri Priyam S Jhaveri
Execulive Chairman Director
Jayesh Dadia Abhishek A Javeri Nitin R Jani

Partner Managing Director Company Setretary
Membership Number ; 033973
Smt Seema A Javeri Rakesh Kothari
Place : Mumbai Executive Director Chief Financial
Date = 24th May, 2023 Administration Officer
A} Equity Share Capital
[Anwont in Ais: Lakhs}
g
art Ses
Bday alMra ice
sae
nse
tae, Sead
Ty eT TER — TSTASE18
ty charge on pooferosal bass 405 20.000 Ne of agury
sg |
Standalone Statement
of Changes in Equity for the year ended 31st March, 2023 :
Batenoe
ai Neroh, 2320 2021.38
8) Change in Other Equity
Equity Capital | 6
{Amount in Rs. Lakhs
2
Paiticut Share General ; pital | Transition | Securities Retained Ot .
:
i3
Capstal roserve brsm . "| reserve | reserve | Promium earnings Cephy | Fumequny
Subscribed
Balance as at April 1, 2021 1,307.27 1,333.90 $83.01 0s4 884.49 - 9122.05 11,933.90 13.339¢.07
Profit for the year - : - - - - $79.43 579.13 578.13
Diher Camprebenshe Moome for the year, nel of income tax . . . 15,92 15.92 15.92
Total comprenensive income $25.05 $25.05 595.05
Issue of Bonus shares 568,91 - (568.91) - - - : {558.91} -
Money Reokiwed Against Share Warrant - - . - - - 2500.00 2500.00
Balance as at March 31, 2022 1956.14 ISH a410 094 Bb4.49 O7tT 14,469.94 16,426:12
Change in Other Equity {Amount in Rs. Lakhs
a} Equity
Share cactal bjOther Equity
Equity Share Capital ; a : .

Parsculars Capital | reserve
Subserined
S&T Redemption
Reserve
| reserve
CoPHal || Transtion | Secuntes | Retainee
fesetve . | Premium eamnings
| OerEquty | Total Eauity
Balance as at April 4, 2022 1,956.18 13335. 24.40 os4 e448 : ort 14,469.94 16,426.12
Profit for Ihe year - - - - - - 468.43 456.43 450.43
Other Camprehensive Moome for the year, net of incoene tax #6 34.36 34.6
Total comprenensive income 492,79 402.78 492.74
Less: Fund Raving Expanse - (350.09) {350.00} (380,00)
Less: Loss of Spitigo Net Private Limited absorbed on margar| (920.66) {920,66} (920,66)
Legs: Otdideed Paid (293.43) {293.43} (293,43)
Proceads from issue of Equity Shares 6521 - $934.8) 9,034.80 10,000.00
Less: Money received against share warrants in the
Orevaous year, converted into Equity ‘ (2,500,00} (2,500.00)
Balance as at 31 st March 2023 2.02139 1333.35 34.10 0.94 884.49 | $.934,.80 8,645.81 20,833.44 22.854.83
The accompanying Notes are an integral parl of te Standalony financials statement (refer Notes 1-55}
As per our raport of even date attached
hartered Accountants
Firm Registration Number: 127142W/W100422
Asit D Javeri Priya S Jhaver!
Executive Chainmman Director
paver Dadia sibtiisivek A event kin R vat Sor
jembership Number - 033973
er in
es aes
ecrelar
e
Smt. Seoma A Javeri Rakesh Kothari
Perce : Mumbal Execulive Director Chief Finance
Date : 24th May, 2025 Adgenbistration Otficer
SADHANA
NITRO CHEM LIMITED

Notes forming part of the Standalone financial statements for the year ended 31st March, 2023
1. CORPORATE INFORMATION
The Company was incorporated on July 21, 1973. The Company is engaged in Manufacturing of chemical
intermediates, heavy organic chemicals and performance chemicals and wireless network equipment and services,
As on 318t March, 2023 Manekchand Panachand Trading Investment Company Pyt Ltd, holding company owned
61.92 % of the company's equity share capital. The Company's registered office is located at Mumbal, Maharashtra
Indiaand manufacturing facility is located at Roha, Raigad District, Maharashtra, India, The company's equity shares
are listed on the Bombay Stock Exchange (BSE). Subsequent to end of the financial year ended 31st March, 2023,
company's equity shares nave also been listed on the National stock Exchange (NSE).
SIGNIFICANT ACCOUNTING POLICIES:

Statement of Compliance
The standalone financial statements have been prepared in accordance with Indian Accounting Standards{Ind AS) as
per the Companies(indian Accounting Standards) Rules, 2015 notifies under Section 133 of Companies Act,2013(the
“Act") and other relevant provisions of the Act. These standalone financial statements have been prepared for the
Company as a going concern on the basis of relevant Ind AS that are effective at the Company’s annual report date,
March 31, 2023. These standalone financial statements were authorized for issuance by the Company's Board of
Directors on May 24, 2023.
2.2 Basis of preparation and presentation

These financial statements have been prepared on the historical cost basis, except for certain financial instruments
which are measured at fair values at the end of each reporting period, as explained in the accounting policies below.
Historical costis generally based on the fair value of the consideration given in exchange for goods and services. Fair
value is the price which that would be received or paid to transfer a liability in an orderly transaction between market
participants atthe measurement date
2.3 Use of estimate

The preparation of these financial statements in conformity with the recagnition and measurement principles of Ind
AS requires the management of the Company to make estimates and assumptions that affect the reparted balances
of assets and liabilities, disclosures relating to contingent abilities as at the date of the financial statements and the
reported amounts of incorne and expense for the periods presented.
Estimates and underlying assumptions are reviewed on an ongoing basis. Revisions to accounting estimates are
recognised in the penod in which the estimates are revised and future periods are affected, The management
believes that the estimates used in preparation of the financial statements are prudent and reasonable. Future
results could differ due to these estimates and differences between actual results and estimates are recognized in the
penods in which the results are known/materialize
Key source of estimation of uncertainty at the date of the financial statements, which may cause a material adjustment
to the carrying amounts of assets and liabilities within the next financial year, isin respect of Fair valuation of financial
instruments , useful lives of property, plant and equipment, valuation of deferred tax Assets &liabilities and provisions
and contingentilabilities:
Useful lives of property, plant

and equipment
The Company reviews the useful life of property, plant and equipment at the end of each reporting period. This
reassessment may result in change in depreciation expense in future periods.
Valuation of deferred tax assets & Liabilities

The Company reviews the carrying amount of deferred tax assets & Liabilitiesat the end of each reporting penod. The
policy for the same has been explained under Note 2.10.
Provisions and contingent liabilities

Provisions are recognized when the Company has a present legal or constructive obligation as a resull of past events,
it is probable that an outflow of resources will be required to settle the obligation; and the amount can be reliably
estimated,
Provisions are measured at the present value of the expenditures expected to be required to settle the obligation
using a pre-tax rate that reflects current market assessments of the time value of money (if the impact of discounting is
significant) and the risks specific to the obligation. The increase in the provision due to unwinding of discount over
passage of time ts recognized as finance cost. Provisions are reviewed at the each reporting date and adjusted to
WD
refiect the current best estimate. If it is no longer probable that an outflow of economic resources will be required to
settle the obligation, the provision is reversed,
A provision for onerous contracts is recognized when the expected benefits to be derived by the company from a
contract are lower than the unavoidable cost of meeting its obligations under the contract. The provision is measured
at the present value of the expected net cost of continuing with the contract. Before a provision is established, the
company recognizes any impairment logs on the assets associated with that contract.
A disclosure for a contingentiiability is made where there is a possible obligation that anses from past events and the
existence of which will be confirmed only by the occurrence or non occurrence of one or more uncertain future evenis
not wholly within the control of the company or a present obligation that arises from the past events where it is either
not probable that an outflow of resources will be required to settle the obligation or a reliable estimate of the amount
cannot be made. Cantingent liabilities are not recognised in the financial statements. A contingent asset is neither
recognised nor disclosed in the financial statements
Fair value measurements and valuation processes

Some of the company's assets and liabilities are measured at fair value for financial reporting purposes, The company
has obtained independent fair valuation for financial instruments wherever necessary to determine the appropriate
valuation techniques and Inputs for fair value measurements. In some cases the fair value of financial instruments is
done intemally by the management of the Company using market-observable inputs.
In estimating the fair value of an asset or a liability, the company uses market-observable data to the extent it is
available. Where Level 1 inputs are not available, the company engages third party qualified valuers to perform the
valuation. The qualified extemal valuers establish the appropriate valuation techniques and inpuis to the model. The
external valuers report to the management of the Company their findings for every reporting period to explain the
cause of fluctuations in the fair value of the assets and liabilities.
Information about the valuation techniques and inputs used in determining the fair value of various assets and
liabilities are disclosed in notes no 39.
2.4 Revenue Recognition

i. Sale of goods
Revenue is recognised upon transfer of contro! of promised goods to customers in an amount that reflects the
consideration which the Company expects to receive in exchange for those goods.
Revenue from sale of goods is recognised at the point in time when control is transferred to the customer which is
usually on dispatch/ delivery of goods based on contract with customers.
Revenue is measured on the transaction price, which is the consideration, adjusted for volume discounts, price
concessions, incentives and retums, if any, as specified in the contracts with customers Revenue excludes taxes
collected from customers on behalf of the government. Accruals for discount) incentive and retums are
estimated(using the most likely method) based on accumulated experience and underlying schemes and
arrangements with customers. Due to the short nature of credit period given to customers, there is no financing
componentin the contract.
The Company has adopted Ind AS 115 Revenue from Contract with Customers, with effect from April 1.2018. Ind AS
115 establishes principles for reporting information about the nature, amount, timing and uncertainity of revenue and
cash flows arising from the contracts with its customers and replaces Ind AS 18 Revenue and Ind AS 11 Construction
Contracts,
ii, Other Income

a, Dividend income from investments is recognised when the shareholder's nght to receive payment has been
established which is when the shareholders approve the dividend. (provided that it is probable that the economic
benefits will flow to the company and the amount of income can be measured reliably).
b, Interest income from a financial asset is recognised when itis probable that the economic benefits will flow to the
Company and the amount of income can be measured reliably. Interest income is accrued on a time basis, by
reference to the principal outstanding and at the effective interest rate applicable, which is the rate that exactly
discounts estimated future cash receipts through the expected life of the financial asset to that asset's net carrying
amount on initial recognition.
2.5 Leases
Acontractis, or contains, a lease if the contract conveys the right to control the use of an identified asset for a period of
time inexchange for consideration,
Company as a lessee
The Company recognizes right-ot-use asset representing its right to use the underlying asset for the lease term at the
lease commencement date, The cost of the right of-use asset measured al inception shall comprise of the amount of
the initial measurement of the tease liability adjusted for any lease payments made at or before the commencement
date jess any lease incentives received, plus any initial direct costs incurred and an estimate of costs to be incurred by
the lessee in dismantling and removing the underlying asset or restoring the underlying asset or site on which it is
located. The right-of-use assets is subsequently measured at cost less any accumulated depreciation, accumulated
impairment losses, if any and adjusted for any re-measurement of the lease liability. The right-of-use assets are
depreciated using the straight-line method from the commencement date over the shorter of lease term or useful life
of right-of-use asset. The estimated useful lives of nght-of-use assets are determined on the same basis as those of
property, plant and equipment. Right of-use assets are tested for impairment whenever there is any indication that
their carrying amounts may not be recoverable. Impairment loss, if any, is recognized in the statement of profit and
loss.
The Company measures the lease liability at the present value of the lease payments that are not paid at the
commencement date of the lease. The lease payments are discounted using the interest rate implicit in the tease, if
that rate can be readily determined. If that rate cannot be readily determined, the company uses incremental
borrowing rate. The lease payments shall include fixed payments, variable lease payments, residual value
guarantees, exercise price of a purchase option where the company is reasonably certain to exercise that option and
payments of penalties for terminating the lease, if the ease term reflects the lessee exercising an option to terminate
the lease. The lease liability is subsequently re-measured by increasing the carrying amount to reflect interest on the
lease liability, reducing the carrying amount to reflect the lease payments made and re-measuring the carrying
amount io refiect any reassessment or lease modifications orto reflect revised in-substance fixed lease payments,
The Company recognizes the amount of the re-measurement of lease liability dwe to modification as an adjustment to
the night-of-use asset and statement of profit and lass depending upon the nature of modification, Where the carrying
amount of the right-of-use asset is reduced to zero and there is a further reduction in the measurement of the lease
liability, the Company recognizes any remaining amount of the re-measurement in statementof profil and loss.
The Company has elected not to apply the requirements of Ind AS 116 Leases fo short term leases of all assets that
have a lease term of 12 months or less and leases for which the underlying asset is of low value, The lease payments
associated with these leases are recognized as an expense on a straight-line basis over the lease term,
2.6 Foreign Currency Transactions & Translations

The functional currency of the Company is Indian rupee.
Transactions in foreign currency are recorded at the exchnage rate prevailing on the date of transaction, Foreign
currency denominated monetary assets and liabilities are translated at the exchange rate prevailing on the balance
sheet date,
Exchange rate differences resulting from foreign currency transactions settled during the period including year-
endtransalation of assets & liabilities are recognised in the statement of profit and loss.
Non-monetary assets which are measured in terms of historical cost denominated in a foreign currency, are reported
using the exchange rate at the date of initial transation.
Changesin fair value of forward contracts designated as fair value hedge are recognised in the statement
of profit and
lass.
2.7 Borrowing Costs

Borrowing costs directly attributable to the acquisition, construction or production of qualifying assets are added to the
cost of those assets, until such time as the assets are substantially ready for their intended use, Interest income
eamed on the temporary investment of specific borrowings pending their expenditure on qualifying assets is
deducted from the borrowing costs eligible for capitalisation. Capitalization of borrowing cost is suspended and
charges to the statement of Profit and Loss during extended periods whenactive development activity an the
qualifying assats is interrupted. All other borrowing costs are recognised in profit or loss in the period in which they are
inourred,
2.8 Government grants

{i) Government grants in respect to manufacturing units located in developing regions :
The Company is entitled to vanous incentives from government authorities in respect of manufacturing units located
in developing regions, The Company accounts for its entitlements on accrual basis on approval of the initial claim by
the relevant authorities and there is reasonable assurance that the grants will be received.
N2b/
{ii) Government grants in respect of additional Capital Expenditures :

Government grants whose primary condition is that the Company should purchase, construct or otherwise acquire
capital-assets is accounted for as deferred income, The grant is recognised as income over the life of a depreciable
asset by accounting deferred income in the Statement of Profit and Loss on a systematic and rational basis over the
useful life of the asset.
(ili) Export Incentives
Export incentives under vanous schemes are accounted for in the year of export.
2.9 Employee benefits

{1) Defined Contribution Pian:
Payments to defined contribution retirement benefit schemes viz, Company's Provident Fund Scheme and
Superannuation Fund are recognised as an expense when the employees have rendered the service entitling them to
the contribution,
(2) Defined Benefit Plan:

For defined benefit retirement benefit plans, the cost of providing benefits is determined using the projected unit credit
method, with actuarial valuations being carried out al the end of each annual reporting periad. Remeasurement,
compnsing actuarial gains and losses, the effect of the changes to the asset ceiling (if applicable) and the retum on
plan assets (excluding interest), is reflected immediately in the statement of financial position with a charge or credit
recognised in other comprehensive income in the period in which they occur.
Remeasurement recognised in other comprehensive income is reflected immediately in retained eamings and will
hot be reclassified to profit or loss, Past service cost is recognised in profit or loss in the period of a plan amendment.
Net interest is calculated by applying the discount rate at the beginning of the period to the net defined benefit liability
orasset. Defined benefit costs are categorised as follows:
* service cost {including current service cost, past service cost, as weil as gains and losses on curtailments and
settlements);
* net interest expense or income: and
*remeasurement,
{i) Gratuity:
The Company has an obligation towards gratuity, a defined benefit retirement plan covering eligible employees. The
plan provides for a lump sum payment to vested employees at retirement, death while in employment or on
termination of employment of an amount equivalent to 15/26 days salary payable for each completed year of service.
Vesting occurs upon completion of five years of service. The Company accounts for the fiability for gratuity benefits
payable in future based on an independent actuarial valuation. The Company has taken a Group Gratuity cum Life
Assurance Scheme with Life Insurance Corporation for future payment of gratuity to the eligible employees.
{ii) Compensated Absences;
The Company provides for the encashment of compensated absences with pay subject to certain rules, The
employees are entitled to accumulate compensated absences subject to certain limits, for future encashment.
Accumulated leave, which is expected to be utilised within the next twelve months, is treated as short-term employee
benefit and the accumulated leave expected to be carried forward beyond twelve month is treated as long-term
employee benefit which are provided based on the number of days of un utilised compensated absence on the basis
of an independent actuanal valuation,
2.10 Taxation
Income tax expense comprises current tax expense and the net change in the deferred tax asset or liability during the
year. Current and deferred tax are recognised in profit or loss, except when they relate to items that are recognised in
other comprehensive income or directly in equity, in which case, the current and deferred tax are also recognised in
other comprehensive Income or directly in equity, respectively. Income tax expense represents the sum of the tax
currently payable and deferred tax.
Currentincome tax
The tax currently payable is based on taxable profit for the year, Taxable profit differs from ‘profit before tax’ as
reported in the statement of profit or loss and other comprehensive income/statement of profit or loss because of
items of income or expense that are taxable or deductible in other years and items that are never taxable or
deductible.
The Company's current tax is calculated using tax rates that have been enacted or substantively enacted by the end
of the reporting period,
27/7
Deferred income taxes

Deferred income tax is recognised using the balance sheet approach, Deferred tax assets and liabilities are
recognised for deductible and taxable temporary differences arising between the tax base of assets and liabilities and
thelr carrying amount, except when the deferred income tax arises from the initial recognition of goodwill or an asset
of liability in a transaction that is nota business combination and affects neither accounting nor taxable profit or lass at
the time of the transaction,
Deferred tax asset are recognised to the extent that it is probable that taxable profit will be avaliable against which the
deductible temporary differences and the carry forward of unused tax credits and unused tax losses can be utilised.
The carrying amountof deferred income tax assets is reviewed at each reporting date and reduced to the extent thatit
is no longer probable that sufficient taxable profit will be available to allow all or part of the deferred income tax asset to
be utilised,
Deferred tax assets and liabilities are measured using substantively enacted tax rates expected to apply to taxable
income in the years in which the temporary differences are expected to be received or settled, Deferred tax assets
and liabilities are offset when they retate to income taxes levied by the same taxation authority and the relevant entity
intends to settle its current tax assets and liabilities on a net basis,
2.11 Property, Plant and Equipment

Property, plant and equipment held for use in production or supply of goods or services or for administrative purposes
are stated at cost less accumulated depreciation/amortization less accumulated impairment, if any. The cost of
property, plant & equipment comprises its purchase price net of any trade discounts and rebates, any import duties
and other taxes (other than those subsequently recoverable from the tax authorities), any directly attributable
expenditure on making the asset ready for its intended use, and interest on borrowings attributable to acquisition of
qualifying fixed assets up to the date the assetis ready forits intended use.
Capital work-in-progress for production, supply of administrative purposes is carried at cost Jess accumulated
impairment toss, if any, until construction and installation are complete and the asset is ready for its intended use.
Depreciation is recognized (other than on capital work-in-progress) on a straight line basis over the estimated useful
lives of assets in respect of property plant & equipment & computers acquired after 1st April 2006. Property plant &
equipment including non factory building furniture fixulures & vehicles acquired prior to 1stApnl 2006 are depreciated
under WOV Method at the rates prescribed under Schedule tl-of Companies Act, 2013. Depreciation on assets
acquired! purchased, sold/discarded during the year is provided on a pro-rata basis from the date of each addition till
the date of sale/retirament. :
The economic useful lives of assets is assessed based on a technical evaluation, taking into account the nature of
assets, the estimated usage of assets, the operating conditions of the assets, past history of replacement, anticipated
technological changes, maintenance history, etc, The estimated useful life is reviewed at the end of each reporting
period, with effect of any change in estimate being accounted for on a prospective basis
Where the cost of part of the asset is significant to the total cost of the assets and the useful life of that part is different
fram the useful of the remaining asset, useful life of that significant part is determined separately, Depreciation of such
significant part, if any, is based on the useful life of that part,
Freehold land ts not depreciated.
An item of property, plant and equipment is deracognized upon disposal or when no future economic benefits are
expected to arise from the continued use of the asset. Any gain or loss arising on the disposat or retirement of an item
of property, plant and equipment, cetermined as the difference between the sales proceeds and the carrying amount
of the asset, is recognized inthe Statement of Profit or Loss.
Right of use assets are depreciated over the lease period without considering any residual or salvage value.
2.12 Intangible Assets

Intangible assets with finite useful lives that are acquired separately are carried at cost less accumulated
amortization. Amortization is recognized on a straight line basis over their estimated useful lives of 5 years, which
reffects the pattern in which the asset's economic benefits are consumed, The estimated useful life, the amortization
method and the amortization period are reviewed at the end of each reporting period, with effect of any change in
estimate being accounted for on a prospective basis.
An intangible asset ts derecognized.on disposal or when no future economic benefits are expected from use or
disposal. Gains or losses arising from de-recognition of. an intangible asset, measured as the difference between the
Ny
net disposal proceeds and the carrying amount of the asset, and are recognised in the profit or loss when the asset is
Gerecognised
2.13 Impairment of tangible and intangible assets other than goodwill:

Atthe end of each reporting period, the Company reviews the carrying amounts of its tangible and intangible assets to
determine whether there is any indication that those assets have suffered an impairment loss. If any such indication
exists, the recoverable amount of the asset is estimated in order to determine the extent of the impairment loss (if
any). When it is not possible to estimate the racoverabie amount of an individual asset, the Company estimates the
recoverable amount of the cash generating unit to. which the asset belongs,
Recoverable amount is the higher of fair value Jess costs of disposal and value in use. In assessing value in use, the
estimated future cash flows are discounted to their present value using a pre-tax discount rate that reflects current
market assessments of the time value of money and the risks specific to the asset for which the estimates of future
cash flows have not been adjusted.
If the recoverable amount of an asset (or cash-generating unit) is estimated to be less than its carrying amount, the
carrying amount of the asset (or cash-generating unit) is reduced to its recoverable amount. An impairment loss is
recognized immediately in profit and loss,
When an impairment loss subsequently reverses, the carrying ammount of the asset (or a cash-generating unit) Is
increased to the revised estimate of Its recoverable amount, but so that the increased carrying amount does not
exceed the carrying amount that would have been determined had no impairment loss been recognized for the asset
(orcash-generating unit) in prior years. Areversal of an impairment loss is recognized immediately in profitand loss.
2.14 Inventories
Inventories of raw materials, stock-in-trade, stores & spares .Fuel, packing material , work in progress , stock in trade
and finished goods are. valued at the lower of cost and net realizable value after providing for obsolescence and other
losses, where considered necessary. Stock of scrap and spent acid is valued at net realizable value, Cost comprieses
all cost of purchase, cost of conversion and other costs incurred in bringing the inventories to their present location
and condition , Stores and spares are valued on weighted average cost basis and all others are valued on a FIFO
basis.
2.15 Financial instruments

Financial assets and liabilities are recognised when the Company becomes a party to the contractual provisions of
the instrument. Financial assets and liabilities are initially measured at fair value, Transaction costs that are directly
attributable to the acquisition or issue of financial assets and financial fiabilities (other than financial assets and
financial liabilities at fair value through profit or loss} are added to or deducted from the fair value measured on initial
recognition of financial asset or financial liability.
Cash and cash equivatents

The Company considers all highly fiquid financial instruments, which are readily convertible into known amounts of
cash that are subject to an insignificant risk of change in value and having original maturities of three months or less
from the date of purchase, to be cash equivalents. -Cash and cash equivalents consist of balances with banks which
are unrestricted for withdrawal and usage,
Financial assets at amortised cost
Financial assets are subsequently measured at amortisad cost if these financial assets are held within a business
whose objective is to hold these assets in order to collect contractual cash fiows and the contractual terms of the
financial asset give rise on specified dates to cash flows that are solely payments of principal and interest on the
principal amount outstanding.
Financial assets at fair value through other comprehensive income

Financial assets are measured at fair value through other comprehensive income if these financial assets are held
within a business whose objective is achieved by both collecting contractual cash flows and selling financial assets
and the contractual terms of the financial asset give rise on specified dates to cash flows that are solely payments of
principal and interest on the principal amount outstanding.
Financial assets at fair value through profit or loss

Financial assets are measured at fair value through profit or loss unless it is measured at amortisad cost or at fair
value through other comprehensive income on initial recognition. The transaction costs directly attributable to the
acquisition of financial assets and liabilities at fair value through profit or loss are immediately recognised in profit or
loss.
Nav
Investment in subsidiaries
Investment in subsidianies are measured at cost as per Ind AS 27 - Separate Financial Statements.
Financial liabilities
Financial liabilities are measured at amortised cost using the effective interest method,
Financial guarantee contracts;
A Financial quarantee contract is a contract thal requires the issuer to make specified payments to reimburse the
holder for a loss it incurs because a specified debtor fails to make payments when due in accordance with the terms of
adebtinstruments.
Financial guarantee contracts issued by a holding company are initially measured at their fair values and, if not
designated as at FVTPL, are subsequently measured at the higher of:
+ The amountofioss allowance determined in accordance with impairment requirements of INDAS 109; and
* The amount initially recognised less, when appropriate, the cumulative. amount of income recognised in
accordance with the principles
of INDAS 18.
Equity instruments
An equity instrument is a contract that evidences residual interest in the assets of the company after deducting all of its
liabilities. Equity instruments recagnised by the Company are recognised at the proceeds received net off direct issue
cost.
Reclassification of Financial Assets
The Company determines classification of financial assets and liabilities on initial recognition. After initial recognition,
no reclassification is made for financial assets which are equity instruments and financial liabilities. For financial
assets which are debt instruments, a reciassification is made only if there is a change in the business mode! for
managing those assets. Changes to the business model are expected to be Infrequent. The Company's senior
management determines change in the business. model as a result of external or internal changes which are
significant to the company’s operations. Such changes are evident to external parties. A change in the business
model occurs when a company either begins or ceases to perform an activity that is significant to its operations, If the
Company reciassifies financial assets, it applies the reclassification prospectively from the reclassification date
which ts the first day of the immediately next reporting period following the change in business model. The Company
does not restate any previously recognized gains, losses (including impairment gains and losses) or interest,
Offsetting of financial instruments

Financial assets and financial liabilities are offset and the net amount ts reported In the Balance Sheet if thera is
currently enforceabie legai right to offset the recognized amounts and there is an intention to settie on a net basis, to
realize the assets and settle the liabilities simultaneously,
2.16 Earnings Per Share (EPS)

The Company reports basic and diluted eamings per share in accordance with Ind AS 33 on Eamings per share.
Basic eamings per share is computed by dividing the net profit or loss for the period by the weighted average number
of equity shares outstanding during the period: Diluted eamings per share is computed by dividing the net profit or loss
for the period by the weighted average number of equity shares outstanding during the period as adjusted for the
effects of ali diluted potential equity shares except where the results are anti-dilutive
2.17 Current/Non-Current Classification

The Company presents assets and liabilities in the balance sheet based on current/non-current classification. An
assetis classified as current when it satisfies any of the following criteria:
- itis expected to be realized or intended to be sold or consumed in normal operating cycle
- Itisheld primarily for the purpose of trading
- itis expected to be realized within 12 months after the date of reporting period, or
- Cash and cash equivalent unless restricted from being exchanged or used to settle a liability for at least 12
months after reporting period,
Current assets include the current portion of non-current financial assets.
Allother assets are classified as non-current.
Aliability is current when it satisfies any of the following criteria;
- Itisexpected to be settled in normal operating cycle
- {tis held primarily for the purpose of trading
- Itisdue to be settled within 12 months after the reporting period, or
- There is no unconditional right to defer the settlement of the liability for-at least 12 months after the reporting
period Current liabilities include the current portion of fong term financial liabilities,
The Company classifies all other liabilities as non-current.
Deferred tax assets and liabilities are classified as non-current assets and liabilities.
The operating cycle ts the time between the acquisition of assets and their realization in cash and cash equivalents,
The Company has identified 12 months as its operating cycle,
NIB,
2.18 Share Capital

Ordinary Shares
Ordinary shares are classified as equity. Incremental costs, if any, directly atthbutable to the issue of ordinary shares
are recognized as a deduction from ather equity, net of any tax effects,
2.19 Fair Value Measurement

Fair value ts the price that would be received from the sale of an asset-or paid to transfer a liability in an ordarly
transaction between market participants at the measurement date. The fair value measurement is based on the
presumption that the transaction to sell an asset or transfer the lability takes place either:
- inthe principle market forthe asset orliability
~ intheabsence of principle market, in the most advantageous market for the asset or liability,
The principle or the most advantageous market must be accessible by the Company.
The fair value of an asset or a liability is measured using the assumptions that market participants would use when
pricing the asset or liability, assuming that markel participants act in their economic best interest.
The fair value measurement of a non-financial asset takes into-account a market participant's ability to generale
economic benefits by using the asset in its highest and best use or by selling it to. another market participant that would
use the assetin its highest and best use.
The. Company uses valuation techniques that are appropnate in the circumstances and for which sufficient data are
available to measure fair value, maximizing the use of relevant observable inputs and minimizing the use of
unobservabdie inputs.
All assets and liabilities for which fair value is measured or disclosed in the financial statements are categorized within
the fair value hierarchy, described as follows, based on the lowest level input that is significant to the fair value
measurement asa whole:
Levei1~ Quoted (Unadjusted) Market prices in active markets for incidental assets or liabilities
Level 2 - Valuation techniques for which the lowest lave! input that is significant fo the fair value measurement is
directly or indirectly observable
Level 3 - Valuation Techniques for which the lowest level input that is significant to the fair value measurement is
unobservable
For assets and liabilities that are recognized in the financial-statements on a recurring basis, the Company
determines whether transfers that have occurred between levels in the hierarchy by re-assessing categorization
(based on the lowest level input that is significant to the fair value measurement as a whole) at the end of each
reporting period.
Determination of Fair Value

1) Financial Assets - Debt instruments at amortized cost
After initial measurement the financial assets are subsequently measured at amortized cost using the Effective
Interest Rate (EIR) method, Amortized cost is calculated by taking into account any discount or premium on
acquisition and fees or cost that are an integral part of the EIR.
2) Financial Assets - Debt Instruments at Fair Value through Other Comprehensive income (FVTOCI)
Measured Initially as well as al each reporting date at fair value. Fair value movements are recognized in the
Other Comprehensive income (OC!}. On deracagnition of the asset, cumulative gain or loss praviously recognized in
OClis reciassified from the equity to P&L.
3) Debtinstruments & derivatives at Fair Value through Profit or Loss (FVTPL)
FVTPL is a residual category for debt instrumenis. Any debt instrument, which does not meet the critena for
categorization as at amortized cost oras FVTOCI, is classified as at FVTPL.
4) Equity Instruments at Fair Value through Other Comprehensive Income
On initial recognition, the Company can make an irrevocable election (on an instrument by instrument basis) to
present the subsequent changes in fair value in ither comprehensive income pertaining to investments in equity
instruments, These elected inbestments are initially measured at fair value plus transaction costs. Subsequently, they
are measured at fair value with gains / losses arising from changes in fair value recognized in other comprehensive
income. This cumulative gain or loss is not reclassified to profit or loss on disposal of the investments.
5) Financial Liabilities
Financial liabilities are classified, at initial recognition, as financial liabilities at fair value through profit & loss;
loans and borrowings. payables, or as derivatives designated as hedging instruments in an effective hedge, as
appropriate,
All financial liabilities are recognized initially at fair value and, in the case of loans and borrowings and payables, net of
directly attributable transaction costs. The Companies financial liabilities include trade and other payables, loans and
borrowings including bank overdrafts and derivative financial instruments.
NIST
Subsequent Measurement
Fair value through Profit & Loss

Financial liabilities at fair value through profit & loss include financial ltabilities held for trading and financial fiabilities
designated upon initial recagnition as at fair value through profit or loss. All changes in fair value of such liabilities are
recognised in statement of profitor loss.
Loans and Borrowings

After initial recognition, interest-bearing loans and borrowings are subsequently measured at amonized cost using
the EIR method. Gains and losses are recognized in profit or loss when the liabilities are derecognized as well as
through the EIR amortization process, The EIR amortization is Included as finance costs in the statement of profit and
loss,
2.20 Dividend
Dividend on share is recorded as liability on the date of approval by the shareholders and is shown as a reduction
from retained eamings under Other Equity.
2.21 Segment Reporting

The Company identifies primary segments based on the dominant source, nature of risks and returns and the internal
organisation and management structure. The operating segments are the segments for which separate financial
information is available and for which operating profit / loss amounts are evaluated regularly by the Chief Operating
Decision Maker (CODM)} in deciding how to allocate resources and in assessing performance.
‘The accounting policies adopted for segment reporting are in fine with the accounting policies of the Company.
Segment revenue, segment expenses, segment assets and segment liabilities have been identified to segments on
the basis of their relationship to the operating activities of the segment. Inter-segment revenue is accounted on the
basis of transactions which are primarily determined based on market / fair value factors. Revenue, expenses, assets
and liabilities which relate to the Company as a whole and are not allocable to segments on reasonable basis have
been included under “unallocated revenue / expenses / assets / liabilities”.
YNVHOVS
Note 3 ; Property Plant and Equipment & Intangible Assets (Amour in Rs, Lakhs)
CULIN
: Freehold | Factory | Nonfactory| Plant& | Fumitures Right Touse | Lease Capital work-| Intangible Under
peas Land | Buildings | Buldings | Equipment | & Fixtures | COMPuS | Vehicles | Sofware | acts | once | "| in-progress | Development
WSHS
Gross Carrying amount
Balance as at April 1, 2021 1,651.44 610.62 194.49 4416.52 31.98 72.05) 487.45 110.00 553.73 | 31.87) 8.16015) 2,097.62 170.65
GS.LIWI'
Additions - 423 - 768 - 3.93 3.53 - 189,78 - 255.43) 4,446.69 135.02
Disposais (Refer Foot Note iil} - . - . . - - - :
Revaluation due to change in lease
terns ‘ . . . . * * . * . * . .
Balance as at March 31, 2022 1,651.44 614.85 194.49 4493.47 31.99 75.98) 490.98 110.00 723.52 | 31.87 | 9,418.58) 6,544.31 305.87
Additions 2,589.39 30.17 4,748.93 1.24 2.48 . . 912.18 ~| 8284.40 841,07 94.88
Disposals - - - - - - - - - - - -
Amount captakzed fram opening CYP 4935.84
Addition on account of Merger
(Refar Note ill) - - - 442.01 17.89 26.50 - - - - 485.40 - -
Balance as at March 31, 2023 1,651.44 | 3,204.24 724.66 9,684.41 51,11 104.97) 490.98 110.00 | 1,635.70 | 34.87 | 17,169.38] 2,449.54 400,55
Accumutated Depreciation
Balance as at April 1, 2021 : 120.76 19.71 581.07 $69 33,32) 133.82 27.80 205.89.) W275] 1,149.51 - :
Depreciation for the Year) : 24.33 758 HI? 248 10.81 62.16 22.00 120.39 | 6.37 573.88 - -
Dispose’s - s . 5 - . x - - : - :
Balance as at March 31, 2022 : 145.09 27.2 898.84 WAT 50413} 195.98 $9.50) 326.28.) 1942] 4,723.39 : .
Additions (Depreciation for the Year) - 51,74 8.63 346.01 4.66 11.30 62.16 22.00 237.63.| 6.37 760.50 - -
Disposals - - . . - : : - - : : : <
Addition cn accountol Merger
(Refer Note ai) - - - 292.66 14.88 25.18 - - - - 332.72 - -
Balance as at March 3f, 2023 196.83 35.91 1337.54 30,74 86.61) 258.14 710 563.92.| 25.50] 2816.62 -
Not carrying amount
Balance as at March 31, 2022 1,651.44 469.76 167.21 3,894.63 20.82 25.85] 295,00 60:50 397.23 | 12.75 | 6695.19] 6544.31 5.87
Balance as at March 31, 2023 1,651.44 | 3,007.41 188.76 8,136.90 20,41 18.36) 232.84 38.50 | 1.07178 | 6.37 | 14,372.76] 2,449.54 400.58
Foot Note :
(1) Plant & Equipment includes Office Equipments
(li) ReferNote 15(aXb) & (c) for information on Property plant & equipment pledged as security by the campany.
(ii) Pursuant tothe Scheme of Merger (by abosrption) santioned by the Monorable National Company Tribunal, Mumbai & Ahmedabad bench vide their orders dated February, 2023 & 24th
November, 2021, Spidigo Net Private Limited, a wholly owbed subskilary of the Company, has been merged with the Company with effect from 1st April, 2020 (the appointed date). The
Company has accounted for the the merger ‘pooling of interast method’ under which assets, liabilities & reserves of Spidigo Net Private Limited have been recorded in the Company's
books al theirrespective Dock values ss at 01.04.2022 Accordingly, the sane have been added to the gross block & accumulated depreciation.
(lv) During the financial year ended 31st March, 2023, the Company has successfully started ils plant for the manufacture & prodution of Para Amino Phenol (PAP). The Company trad initially
Started the test production under the batch process methodaology but subsequnetly migrated to the continous process methodalogy for the commercial production on achieving the
desired quailty & output Sevels. Accordingly on the plant being ready for use for commercial prodction under continous process the same atong with the factory building has
beencapitalized.

Capital Work in Progress
The ageing of Capital Work in Progress for Projects
For the year Total <1 Year 1-2 Years 2-3 Years >3 Years
Ended 31.03.2022 6,544.31 4,446.69 634.97 4,307.21 155.44

Ended 31.03.2023 2,449.54 841,07 116.01 92.31 1,400.15
Ageing of Capital Work in Progress as at 31.03.2023
Particulars Total <1 Year 1-2 Years 2-3 Yoars >3 Years
Projects in Progress 1,608.97 841.07 116.01 92.15 569,73

Projacts temporarly suspended 840.57 - - 0.16 840.41
Total 2449.54 841.07 116.01 92.31 1,400.15
Particulars Total <1 Year 1-2 Years 2-3 Years > 3 Years
Projects in Progress 6492.58 4,446.69 §34 97 1,307.21 103,71

Projects temporary suspended $1.73 51.73
Total 6,544.31 4,446.69 634.97 1,307.21 155.44
Intangible Assets Under Development

The ageing of Intangible Assets Under Development
For the year Total <1 Year 1-2 Years 2-3 Years > 3 Years
Ended 31.03.2022 305.67 135.02 130.65 40.60 -

Endad 31.03.2023 400,55 94.88 135,02 130.65 40,00
Ageing of Intangible Assets Under Development as at 31.03.2023
Projects in Progress 400.55 94.88 135.02 120.65 40.00

Projects temporarly suspended - - - - -
Total 400.55 94,88 135.02 130.65 40,00
Particulars Total <1 Year 1-2 Yoars 2-3 Yoars > 3 Years
Projects in Progress 305.67 135.02 130.66 40.)

Total 305.67 135.02 130.65 40.00 -
Pr be ee a Beasts)

Notes forming part of the standalone financial statements for the year ended 31st March 2023
Note 4 ; Investments (Amount in Rs. Lakhs)

Sr. No Particular acs As at March 31, 2023 | As.at March 31, 2022
Non-current investments No. of shares Rs No, ofshares} Rs
Unquoted
(i) Investment in equity instruments of subsidiaries
(Fully paid up)
Unquoted
Subsidiaries {at cost)
Anuchem B.V.B.A- Belgium Euro 25 750 7.72 750 772
Spidige Net Pvt Itd (Refer Note No. 49) 10,000 0.01
Total (A) 750 7.72 10,750 7.73

(ll) | Other Investments {At fair value through other
comprehensive income)
Quoted
Anco Communication Ltd Rs 16 500 O72 500 0.72
Enarai Finance Lid Rs 10 3,900 0.78 3,200 0.78
indian Extractions Ltd Rs 10 18,000 6,08 18,000 5.08
Indo-teotech itd Rs.10 §,000 1.91 5,000 191
First object Technoliges Ltd Rs 10 7,000 081 2.000 0.61
Maxworth orchards Ltd Rs 10 1,300 0.13 1,300 0.13
Ojas Technochem Products Lid 5,000 131 5,000 1.51
35,700 10,75 35,700 10.75

Less: Provision for dectine other than temporary, in value
of non current investments 40,75 10.75
Total (B) - a
Total (A+B) - 750 7.72 - 7.73
Footnotes =
(i) Aggregate cost of quoted investments 10.75 10.75
(it) Aggregate market value of quoted investments , .
(iil) Aggregate value of unquoted invastrents Ti72 773
(iv) Aggregate amount of impairment in value of investments 10.75 10.75
Current Investments (Amount in Rs. Lakhs)
Face
Sr. No Particular March 3%, 2023 March 31, 2022
Value
No, of Units Rs No, of Units Rs
Investments measured at fair value through other
comprehensive income
(i In Mutual Funds
Quoted
HDFC Long Duration Fund - Growth 1,298,142 | 312.18 1,298,442 298.22
(Formerly known as L&T Low Duration Fund)
HDFC Low Duration Fund - Growth §,38,657 | 264.38 662,552 310.17
Aditya Bitla Sun Life Law Duration Fund - 10,248 54.99
Total -| 576.56 - 663.32
()) Aggregate cost of quoted investments 453.25 552.57

(ii) Aggregate market value of quoted investments 576.56 663.32
As mentioned in footnote fo note no. 15, all the above investments in mutua? funds have been pledged with the lenders against the
working capital facilities extended by them to the Company,

Note 5: Loans (Amount in Rs. Lakhs)

Sr No Particular As at March 31,2023 | As at March 31, 2022
Non Current Loans

(Unsecured Considered Good, unless otherwise stated}
(iy Loan to Subsidiary Company - 977 38
Total - 977.38
As at March 31, 2023 As at March 31, 2022

Percentage to the Porcentage to the
total Loans and total Loans and
Sr No Particular Amount Advaiices inthe Amount Advances inthe
nature of loans nature of loans
Loans to related parties comprise toans to the following
Wholly Owned subsidiaries
iy Spidigo Net Private Limited - O% Or? 38 77%
Maximum amount outstanding during the year - 0% 977.38 77%
Sr No Particular As at March 31, 2023 | As at March 31, 2022
Current Loans
(Unsecured Considered Good, unless otherwise stated)
(i) Loan to staff 26.08 36.83
(Secured, Considered Good)
tii} Inter Corporate Deposits 305.30 305.30
Total 331.38 341,93
Note 6; Other financial assets (Amount in Rs. Lakhs)
Sr. No Particular As at March 31, 2023 | As at March 31, 2022
Non Current Financial Assets

(Unsecured, Considered Goods}
Security Depasits with Public Badies and others 283,84 263,33
Total 283.84 263.33
Current Financial Assets

(Considered Goods)
{i) Interest Accrued on Inter Corporate Deposits 59.86 11.63
(ii) Interest Accrued on Bank Deposits 23.08 4,70
(til) Other receivable 30.29 63.32
(iv) Advance to Vendors 288,73 166.92
Total 401.96 246.57


Note 7: Deferred tax Liabilities/(Asset) (Net) (Amount in Rs, Lakhs)

Sr. No Particular March 31, 2023 March 31, 2022
Deferred Tax Liability

0] depreciation on fixed assets 562.85 469.89
(i) | Fair Valuation 14.87 75.55
Gross Deferred Tax Liability 677.72 545.44
Deferred Tax Asset

i) Employee Senefit obtigations (146,72) (168,79)
(i) | Other disallowadle expenses (3.23) (3.96)
Gross Deferred Tax Asset (149.96) (172.69)
Net Deferred Tax Liability/(Asset) 527.77 372.75
Movement in Deferred taxes during the year
For the yoar ended March 31, 2023 Opening Balance Recognised in Recognised in Closing Balance
profit or loss ocl
Deflered Tax Liabilily
Plant Property Equipment 469.89 92.96 = 562.85
Fair Valuation 75,55 36,16 3,16 144.87
Gross Deffered Tax Liability (1) 545.44 129.12 3.16 677,72
Deffered Tax Asset

Employee Benefit obligations (168,79) 17,79 4.28 (146.72)
Other Disallowable Expenses (3.90) 0.67 - (3.23)
Gross Deffered Tax Asset (2) (172.69) 18.46 4.28 (149.96)
Net Deferred Tax Liability/(Asset) (1-2) 372.75 147.58 7.44 $27.77
Note 8; Other Assets (Amount in Rs. Lakhs)
Non Current Other Assets

i Capital advance 2,731.68 2,149.51
Total 2,731.68 2,119.51
Current Other Assets

(i) Balance with Statutory/Revenue Authorities 1,413.34 1,543.24
(i) Prepaki Expenses 58.87 47.95
Total 1,472.22 1,591,149
Note 9: Inventories (At lower of cost and net realisable value) (Amount in Rs. Lakhs)
Valued & certified by the Management

) Raw materials(Include Packing Materials) 2,083.35 1,596.76
(ii) | Work-in-progress 2,661.22 2,073.79
(ili) | Fimahed Goods 4,925.75 4,935.66
{iv) | Goods in Transit (Raw Material) 23,66 70.74
(v) | Stores & Spares 730.96 70.37
{vip | Others (Fuel, scrap, etc.) 22.61 13,59
Total 10,447.55 9,420.92
Footnotes:
(Irefar Note no. 15(d) for information on Inventories mortgaged as security for borrowings
wy

Note 10: Trade receivables (Amount in Rs. Lakhs)
Sr.No Particular March 31, 2023 March 31, 2022
Unsecured, Undisputed
(i) Considered goad 7,986.77 3,980.95
(ii) | Considered Impaired 37.48 28.80
8,024.25 4,009.75
Leas : Allowance for doubtful Gebts (17-57) (8.20)
Total §,006.68 4,901.55
Amount receivable from related parties Included above

Closing Balances as at year end 3,526.89 1,799.15
Maximum bakances outstanding dung the year 3,655.34 1,980.89
Ageing of Trade Receivables (Outstanding for following periods from

due date of payment)
Undisputed Trade Receivables
+ Considered Good
Less than 6 months 6,942.98 2,399.00
5 months to 1 year 890.47 643,74
1 to. 2. years 7.65 784.07
2 lo 3 years 1.92 19.05
More than 3 years 143.75. 135.09
+ Credit impaired
Less than 6 months 2 =
6 months to t year . “
1 to 2 years .
2 to 2 years ss =
More than 3 years 37.48 23.80
Total 8,024.25 4,009.75
Footnotes:
1) Trade receivables are dues In respect of goods sold in the normal course of business.
2) The normal credit pariod allowed by the company ranges from 60 to 90 days.
3) Refer Note no 15{c) forinformation on Trade Receivables mortgaged as secunty for borrowings -
4) Refer note nao 27(i) for Credit Risk
Note 11; Cash and Cash Equivalents (Amount in Rs. Lakhs)

i Cash in hand 1.46 1.61
(i) | Balance witht bank
—- in current account 108,07 617,36
Total 109.23 618.97
Note 12; Other Bank Balances {Amount in Rs. Lakhs)
Sr.No Particular As at March 31, 2023 As at March 31, 2022
Cail end short term deposit accounts

(i) Deposits (under lien) with original Maturity <12 Months 752.04 179.03
[Refer nots below}
(i) Balance with banks for unclaimed dividends 17.06 6,37
Total 763,70 185,40


Footnotes:
(i) Deposit with carrying amount of Rs 13.00 Lakhs (31st March 22 - Rs 13.00 Lakhs) are subject to first charge against hank
guarantees.
(ii) Deposit with carrying amount of Rs. 50,00 Lakhs (31st March 22 - Rs 50,00 Lakhs) has been given as a security deposit to the
Ministry of Pharamaceuticals, Chemicals & Fertilizers towards the PLI Scheme
(ii) Deposit with carrying amount of Rs. 110.79 Lakhs has been given as a security deposit to North Arc Capital Private Limited
agaitst the borrawing of Rs. 10 crores from them
(iv) Deposit with carrying amount of Rs. 238.24 Lakhs has been given as a security deposit to Vivriti Capital Pvt Ltd against the
borrowing of Rs. 20 Crores from them
(v) Deposit with carrying amount of Rs: 328.82/- has been given as a security Depopsit against HDFC towards overdraft & Term
Loan credit facilities availed from them
Note 13: Equity Share Capital (Amount in Rs. Lakhs)

Sr. No Particular Amarch 31, 2023 March 34, 2022
Authorised Capital:*
36,00,00,000 Equity Shares of Rs,1/- each 3,000.00 3,000.00
(March 31, 2022: 30,00,00,000 Equity Shares of Rs /- each
Total 3,000.00 3,000.00

Issued Subscribed & Paid up:
20,21,38,735 Equity Shares of Rs.1/- each fully paid 2,021.39 1,956.18
(Refer note no (ili) below)
(March 31, 2022 19,56, 18.129 Equity Shares of Rs 1/- each)
(Refer note no {)) below)
Total 2,021.39 1,956.18
Footnotes;
(i) During the year ended 31s! March, 2022, the Company has issued and allotted 5,58.90,894/- equity shares of Re. 1/- each to
eligible shareholders of equity shares on the book closure date (i.e. 21st July, 2021) as fully paid up bonus equity shares by
Capitalizing reserves.
(ii) During the year ended 3131 March, 2021, the Company has issued and allotted 4,65,75,745 equity shares of Re. 1/- each to
eligible shareholders of equity shares on the book closure date (|.e, 18th September, 2020) as fully paid up bonus equity shares
by capitalizing reserves.
(ili) The Company has converted 65,20,606 share warrants into an equivalent no. of equity shares of Re. 1 each ata premium of
Rs. 152,36 /- per equity share on preferential basis during the year ended 31,03,2023, These shares are under lock-in for a
penod of one year from the date of issue and consequently restricted for transfer.
(a) Reconciliation of the number of shares and amount outstanding at the beginning and at the end of the reporting year
Particulars Equity Share Equity Share
No. of Shares Amount No. of Shares Amount
Equity
No of shares outstanding at Uve beginning of the year 49,56,168,429 1,956.18 | 13,97,27,235 1,397.27
Add: Additional Equity shares issued against share warrant
during the year on a preferential basis 65.20.606 65.21 - -
Add = Bonus Issue im the ratio of 5:2 - - 5,58.90.894 558.91
Less; Shares forfeited’/Bought back during the year - - - -
No. of shares outstanding at the end of the year 20,21,38,735 2,021.39 | 19,56,18,129 1,956.18
(b) Terms/Rights attached to Equity shares:

The company has only one class of equity shares having at par value of © 1/-(P.Y. 7 1/-)per share, Each holder of equity
share is entitled to one vote per share, The company declares and pays dividend in Indian Rupees. The dividend proposed
by the Board of Director is subject to the approval of the share holders in the ensuing annual general meeting. In the event of
liquidation of the company, the holder of equity shares will be entitled to receive remaining assets of the company after
distribution of all preferential amounts, The distrubution will be in proportion to number of shares held by share holder.
NS,

(c) Shareholders holding more than 5% shares in the Company :

Particulars
Equity Share Equity Share
Equity Shares of Rs. t/- each (PY. Rs. t/-) fully paid No.of Shares 4 of Holding No.of Shares % of Holding
Manekchand Panachand Trading investment Co, Pvt Lid 42,51,72,831 61.92% | 12,51,72,831 63.99%.
Asit Javen 1,16,91,771 5.78% 1,16,91,771 5.98%
As per records of thea Company, including Its register of shareholders / members and other deciatations received from
shareholders regarding beneficial interest, the above shareholding represents both legal and benefical ownership of shares.
(d) Equity Shares in the entity held by holding company:
Rarbeutars No.of Shares | %oftHolding | NootShares | 34 of Holding

Manexchand Panachand Trading Investment Co. Pyt Ltd 12,51,72,831 61.92% 12,51,72,831 63.99%
{e) Details of changes in shareholding of promoters
As at March 31, 2023 As at March 34, 2022 Decrease

No.of Shares | % of Holding} No.of Shares | '% of Holding ng
Promotors’ Holding {including Promoter Group)
Manechand Panachand Trading Investment Co: Pvt Lid} 12.51,72:831 61.92% |12.51,72.831 63.99% -2.06%
Asil A Javeri 4A6.91,771 5.78% | 1.46.91.771 5.98% 0.20%
Abhishek A Javer §9.02.764 2.92% 59.02.7684 3.02% -0.10%
Seema A Javer 38.45,867 1.90% 38,45,857 1.97% “0.06%
As per records of the company, including its register of members, the above shareholding represents both legal and
beneficial ownership of shares,
The decrease in percentage sharehiding of the promoter group is due to the allotment of new equity shares.on preferential
basis by the Company.
Note 14; Other Equity (Amount In Rs, Lakhs)

Sr.No | Particulars March 31, 2023 March 34, 2022
Reserves
and Surplus
{i} Capital Reserve
Opening and Closing balance (CR) 0.94 04
Additions: . ‘
Closing balanoe 0.94 0.94
{ii Capital Redemption Reserve
Oouring belariosa {CRR) 34.10 593.01
Less) Utlized for issued at Bonus shares : (853.91)
34.10 34.10
(i) Securities Premium Account
Opening balance . 93,77
Add. Received dunng the -year-on issue of equity shares an preferentall hasis 9,934.80 .
Less: Utlized for issued of Bonus shares : ($3.77)
Closing balsnca 9,934.50 :
Pr be ee a Beasts)

Note 14; Other Equity (Amount in Rs, Lakhs)

Sr.No | Particulars March 31, 2023 March 31, 2022
{lv} Retained Eamings
Opening balance {Retained Earnings) a7. 9422.05
Prof for the year $58.43 579.16
Other Camprehensine incame for the year, net-of income tax 4S 15.92
Total Comprehensive income 492.79 595.08
Less: Loss of Spidigo Net Private Limited adsorbed on merar (Rafer Nols No. 49) (920.66) -
Less: Davidend Paid (293,43) .
Less, Fund Raising Expense (359.00) .
Closing Batanoe 8,645.81 PREIS
{v) Transition Revaluation Reserve
Opening balance 884.49 884.49
Add Addinons
Closing balance $84.49 884.49
{vi} General Reserve
Opaning balance tI. 1333.30
Add: adgitions : ‘
Closing Balance 4,333.0 4,333.30
{vil} Money received against Share Warrant
Opaning balance 2,500.00 -
Add: Received during the year 2,500.00
Less; Adjusted against coversiun into equity shares (2,506.00) :
Closing Balance : 2,500.00
Total 20,833.44 14,469.94
Capital Reserve is utilised in accordance with the provistons of the Act
Capital Redemption ReserveCapilal redemption reserve represents reserve created on redemption of preference
shares. itis non distributable reserve. During the year ended March 31, 2022 the company has utilised Rs. 558.97 Lakh
from the reserve towards issue of fully paid up bonus shares.
Securities
Premium ReserveSecurities Premium Reserve is used to record the premium on issue of shares.
Retained EarningsThe amount that can be distributed by the company as dividend to its equity shareholders,
Transition Revaluation ReserveTransition Reserve represents reserve created on transition from Accounting Standards
tolndAS.
General Reserve
General reserve ts used from time ta time to transfer profits from retained earnings for appropriation purpese,
wy

Note 15 ; Borrowings {Amount in Rs. Lakhs)
SrNo Particular As at March 31, 2023 | As at March 31, 2022
Non Current Borrowings

(a) | Secured Borrowings:
(i) Teem loan - Bank (Refer Note 15(a) below) 2,246.99 656.44
(ii) | Term Loan - Other Financial Institutions (Refer Note 15 (a) below) 5,797.00 3,631,71
$043.92 4,288.15
Less: Current Maturity of Long term borrowings disclosed under the
head Short Term Borrowings 2,066.54 828.25
Balance 5,977.40 3,459.90

Total 5,977.40 3,459.90
Current Borrowings
(8) | Secured Borrowings
(i) | Working Capital Loan from Banks denominated in Foreign Currency
[Refer Note (b} below) 1,397.69 3,644.24
Indian Currency - Overdratt & Cash Credil [Refer footnote (¢} below] 1,470.09 74,26
indian Currency - Export Credit [Refer footnote (c) below] 1,565.48 1,154.71
{b) | Unsecured Borrowings

i From Financial Institutions : 148.84
(ii) | Inter Corporate Deposit [Refer footnote (d) below] 331,08 569.07
(ili) | Loan From Director 377,58 678.31
{c) | Current Maturity of Long term borrowings disclosed under the head
Short Term Barrewings 2,065.54 828.25
Total 7,208.42 7097.68
Footnotes:
(a) Term oan from banks & other financial institutions are secured by charge created on plant & machinery, motor vehicles and
factory land and building and residential property situated at Roha Raigad. Refer Note (e) below for terms of repayment, rate of
interest etc. Further, these foans are secured by a lien on amounts invested in fixed deposits as mentioned in Note No. 12 to
these financial statements. Further. these loans are also secured by the personal guarantees of Mr. Asil Javeri & Abhishek
Javeri, Chairman and Managing Director, and Corporate quarantee of Manekchand Panachand Trading Investment Co Pvt
Ltd, holding company of the Company.
(b) The company has foreign currency working capital facilities from a Bank at interast rate of 7.05% p.a. These facilities are
secured by exclusive charge on present and future stocks and book debts, exclusive charge on entire plant and machinery ,
charge by way of pledge on debt mutual funds of Rs 576.56 lakhs, Further secured by personal quarantee of Chairman and
Managing Director and Corporate Guarantee of Holding Company.
(c) Further, the Company has working capital facilities in Indian currency from a banks carrying interest rate ranging between
6,60% to 12.30 % p.a, These facilities are repayable on demand, secured by way of first pan passu charge on the present and
future current assets_of the company, second pari passu charge on entire movable and immovable fixed assets of the
company, present and future at plotno 47, MIDC, Roha Industrial Area, Raigad District - 402116, investments in Mutual Funds
and further secured by personal guararites of Chairman and Managing Director of the company and Corporate guarantee of
Manekchand Panachand Trading Investment Co Pyt Lid, holding company of the Company.
(d) Inter Corporate Deposits are carrying interest rate in the range of 10-15% and repayable on of before March 31, 2024.
7

(e) Terms of repayment (amount th Fea: Lakes)
March 34, 2023 March 31, 2022

No of Amount No of Amount
Particulars rateot | Maturity
Yeerot | instatiments
Left
| Outstanding
as at
| ingtaments
Left
| Outstanding
as at
March 31, 2023 March 31, 2022
Term Loan - Banks : ‘
Bank Name
HDFC Bank 8.50% 2023-24 2 0.82 14 5.48
HDFC Bank 850% 2023-24 2 0.82 14 0.48
HDF Bank 8.25% 2022-23 9 - 2 23.44
HDFC Bank 8.25%) 2022-23 0G - 2 22.03
ICICI Bank 9.25% 2025-26 24 433.33 36 600.00
HDFC Bank 8.60% 2030-31 195: 1,144.33 -
HDFC Bank 8.60% 2024-25 16 283,62 -
HDFC Bank 8.85% 2028-29 37 387,00 -
Total 2,246.91 Total 656.44
Less > Current maturity of long term
borrowings 223,54 . 200.14
Balance 2,023.37 456.30
Term Loan - Others
Financial institution
Here Fincorp Lid 12.75% 2022-23 - 6 428
Hero Fincorp itd 12.75% 2022-23 6 4.22
Hero Fincorp Ltd 12.75% 2022-23 . 3 4.33
Kotek Mahindra Prime Lid 915% 2023-24 W 10,95 23 21.90
Kotax Mahindra Prime Lid 9.15% 2023-24 i 10.95 23 21.0
Aditya Birla Finance Ltd. 10.50% 2030-31 : 107 1,242.70
Sajaj Finance Ltd. 9.75% 2026-27 # 1,212.07 49 1,500.00
North Are Canital Ltd. 14.00% 2024-25 - 24 475.32
Aditya Birla Fince. Ltd-ECLG 10,50% 2028-29 . 72 387.00
Aditya Birla Finance Limited 13,60% 2033-34 129 1,938.70 -
North Ate Capital Ltd. 15.20% 2025-26 28 874.33 -
Viveiti Capital Pvt Ltd-Tranche 1) 13.75% 2025-26 x 833.32 -
Viveti Capital Pvt Ltd-Tranche 3) 14.25% 2025-26 8B 916,68 -
Total 5,797.00 Total 3,631.71
Less -Current matunty of long term
borrowings 1,842.97 - 628.11
Balance 3,954.03 3,003.60
Total Balance 5,977.40 3,459.90
WD

Note 16; Lease Liabilities (Amount in Rs, Lakhs)

A Non Current 247.96 682.53

B Current 441.85 302.71
Total 689.60 1,075.25
Effective from April 1, 2019, the company adopted Ind AS 116 "Lease", applied to all lease contracts existing on April 1, 2019
using the modified retrospective approach and has taken the cumulative adjustment to retained earnings, on date of initial
application, Due to transition, the nature of expenses in respect of certain leases under erstwhile standard has changed
from "Lease Rental’ to Depreciation & Amortization expenses and Finance cost’ for the Right to use sssets and on Lease
Liability respectively.
Due to the accounting treatment as per this Standard, the current year profit has been Increased by Rs, 159.92
Lakh(Previous Year profit increased by Rs. 218.48 Lakh)
This increase in profit is primarily due to depreciation on assets taken on lease from Siemens Financial Services Private
Limited not being charged to the Statement of Profit & loss for the full year since the same were not ready for use only during
the quarter ended March 31, 2023.
During the year ended March 31, 2022 the company has received waivers in lease rentals due to lockdown imposed by state
Governmentsowing to the spread of the Covid-19 pandemic. Accordingly the Company has revalued It lease obligations in
accordance with the provisions of Ind As 116. This revaluation resulted in a net reduction in the value of lease tabilities as at
01.04.2021
The company has recognized a net gain of Rs, 7.04 Lakh on the aforesaid revaluations during the year.
(Rs. Lakhs)
Particular As at March 31, 2023 | As at March 31, 2022
Lease obligations paid dunng the year 493.92 409.23

Lease obligations payable later than 1 year but not later than 5 years 492.90 492.90
Lease obligations payable later than 5 year 239.47 746.65
Note 17: Provisions (p nt in Rs. Lakhs}

Non Current
Employee Benefit Obligations
(i) Compensated absences 192,20 90,72
{ii) Gratuity (Refer Note No. 29) 282,23 174,43
Total 474,43 265,15
Current
{i) Compensated absences 37.62 232.26
(ii) Gratuity (Refer Note No. 23) 36.99 142.66
Total 74.61 374.92
Movement in provisions Gratuity
Opening balance 3t7,10 331,93
Add/Less -Provision recognised /(reversed} during the year 2.12 (14.84)
Closing balance 319,21 317,10
Note 18: Trade Payables

{Amount in Rs. Lakhs)
{i) Micro and Smal? Enterprises 206.53 270.03

(i) | Others 3,108.38 3,170,98
Total 3,314.92 3,441.01

(a) | Ageing of Trade Payables

(Outstanding for folowing periods from due date of payment}
} Micro ansd Small Enterprises (Undisputed)
Less than 1 year 206.53 267.597
1-2 year - 2.06
2-3 year -
More than 3 years = :
li) Other than Micro & Small Enterprises
(a} Undisputed
Less than 1 year 2,616.32 2,712.43
1-2 year 162.28 156.99
2-3 year 42.68 45.83
More than 3 years (61.23) 61.56
(b) Disputed
Less than 1 year -
1-2 year - -
2-3 year - 174.17
More than 3 years 174.17 -
Total 3,140.75 3441.01
(b) Disclosure required under Clause 22 of Micro , Small and Medium Enterprises Development (MSMED') Act , 2006
Particular As at March 31, 2023 As at March 31, 2022
the principal amount and the interest due thereon (io be shown seperately)
~ Principal amount due to Micro and small enterprises 206,53 270.03
> Interest due on above: $55 6.93
the amount of interest pasd by the buyer under MSMED Act.2006 along
with the amounts of the payment made to the supplier beyond the
appointed day during each accounting year
the amount of interest dus and payable for the period (where the principal
has been paid but interest under the MSMED Act 2006 is not paid 3:46
The amount of interest accrued and remaining unpaid at the end of
accounting year 6.93
The amount of further interest due and payable even in the succeeding
year, until such date when the interest dues'as above are actually paid to
the small enterprises for the purpose of disallowances as a deductible
expenditure under section 23, 8.55 6.93
{¢) The Company has initiated the process of idetification of suppliers registered under the Micro, Small & Medium
Enterprises Development Act, 2006, dy obtaining confirmations from ail suppliers: Information has been collated anty to
the extent of information received as at the balance sheet date.
(a) All trade payables are ‘current’. The Company's exposure to currency and liquidity risks related to trade payabtes is
disclosed in note no 27 (ii)
Note 19: Other financial liabilities {Amount in Rs. Lakhs)
Current
(a Inturest accrued but not dus on borrowings 180,18 63.30
(0) | Unclaimed Dlvidened 11,34 6.66
{ii) | Creditors for Capital Expenditure 783.93 647.69
(iv) | Advance From Customer 95:94 113,63
{v) | Other payables 711,09 46.82
Total 1,182.44 884,15

Note 20: Other Liabilities (Amount in Rs. Lakhs)

Current
{) Statutory Dues. 228.74 318.37
{il) | Employee Dues 290,86 924,34
Total 519.60 642.71
Note 21; Revenue from operation

(Amount in Rs, Lakhs)
Sale of Product
(i) (a) Chemical Intermediates 14,378.81 11,826.40
(b) Wireless Netwrok Equipment 79.32 77 42
(il) Sale Of Service . =,
(iii) | Other Operating Revenue
(a) Sate of scrap & other $41 38.63
(b) Export Benefit 117.63 131.75
Total 14585.16 12,074.21
Note 21.1: Detail of revenue from contract with customer recognised by the company net off indirect tax in the
statement of profit and loss.
Product wise Detail of Revenue
(Amount in Rs. Lakhs}
{a) | Sale of product

Product Type
MAP 8.411,87 3,978.44
SND 27 (ODB2) 4,125.63 5,116.55
Olher 1,920.63 2,808.83
Total 14,458.13 11,903.82
Note 22: Other Income

{Amount in Rs. Lakhs}
(i) Interest income on

Bank deposits 25.05 5.10
Loan lo others 49.69 136,60
Notional Interest on Deposits 3.11 0.85
(ii) | Dividend mcome from Subsidiaries 4.58 -
(tli) | Foreign Exchange Gain 8.45 35.25
(iv) | Gain On Forward Contracts - 36.82
{vy} Mark To Market Gsin of Forward Contracts - 32.20
(vi) | Miscellaneous Income 2.96 9.56
(vil) | Fair Value Lease Liabilittes 54,41 7.04
(vit) | Sundry liabilities written back 23.0 227,42
Total 171,54 490.53
wy

Note 23: Cost of materials and packing materials consumed (Amount in Rs. Lakhs)
Cost of materials and packing materials consumed

Inventory at the beginning of the year 1,596.76 173.62
Add: Purchases 8,363.41 3,776.42
Total 9,960.17 9,950.05
Less: Inventory al the end of the year (2,083.35) (1,596.76)
Cost of materials consumed 7 S8T682 8,353.29
Total 7,876.82 8,353.29
Particulars of Raw material & packaging materials Consumed (Amount in Rs. Lakhs)
(i) Benzne 1006.36 1,268.12

{il} | Nitric Acid 690.37 669.06
(iii) | Cast iron powder AST 77 631.15
(iv) | Olewm 65% 132.95 236.99
(v) | Packaging Material 29.57 32.59
(iW) | MM.D.PA 1316.78 1,695.35
(vii) | Caustic Soda 528.88 658.47
(viii) | Caustic Potash Lye 1000.42 717,73
(ix) | Other 2673.72 2,423.82
Total 7,876.82 8,353.29
Note 23 : Change in inventories of finished goods and work in- progress (Amount in Rs. Lakhs)
(i) Oponing Stock
Work in progress 2073.79 1,424.69
Finished goods 4935.66 3,674.20
Scrap 3.50 3.50
Total (I) 7012.94 5,102.39
(i) | Closing Stock
Work in progress 2661.22 2,073.79
Finished goods 4925.75 4,935.66
Scrap 3.50 3.50
Total (il} 7,590.47 7,012.94
Changes in Inventories Decrease/(Increase)(i-ii) 577.53 1,910.56
Total 577.53 1,910.56
Note 24: Employee Benefit Expenses (Amount in Rs. Lakhs)

Employee Benefit Expenses

fi Salaries & bonus 1,661,909 1,480.52
(ii) | Contrution to provident fund, group gratuity, ESIC & other funds 98.90 8.52
(iii) | Gratuity (Refer Note No. 29) 43.38 22.24
{iv) | Leave Encastment expense (Refer Note No, 24.1) (84,68) 23,73
(v) | Staff welfare & Medical Expenses 0.53 0.53
Total 1,719.82 1,613.54
24.1 During the financial year ended 31st March, 2023, the management has changed the policy with regards to leave
encashment. As per the revised leave policy, there will be no jeave encashments post 1st Apni, 2022 and unavailed leave
couting to a maximum of 15 days in a year will be allowed to be carried forward subject to a maximum accumulation upto 45
days of leave. This change in policy has resulted in a significant dcrease in accumulated leave encashment liability which
has resulted in the reversal of provisions of earlier years during the year ended 3 ist March, 2023
\147/

Note 25: Finance Cost (Amount in Rs. Lakhs)

ih interest expense on borrowings 621.44 331.98
(ii) | Interest on lease fiability 96.37. 70.36
(il) | interest on delayed Payment of tax & statutory dues 185.43 31.21
(iv) | Bank Charges & Other finance cost 70.83 21.24
Total 974.06 454.79
Note 3: Depreciation & Amortization (Amount in Rs. Lakhs)

Sr No Particular March 31, 2023 March 31, 2022
(}) | Depreciation of tangible assets 738.50 546.39
(i) | Amortization of intangible assets 22.00 27.50
Total 760.50 573.89
Note 26: Other Expenses (Amount in Rs. Lakhs)

Sr No Particular March 31, 2023 March 31, 2022
a Power and fuel 1060.33 1,219.32

(ii) | Rent & Subletting Charges 13.83 10.95
(ii) | Rates & Taxes 24.92 69.45
{vy | Insurance 70.89 61.90
(v) | Printing & Stationery 7.346 $02
(vi) | Postage, Telegram & Telephone & Internet (Communication Expenses) 15.63 13,27
(vit) | Travelling & Conveyance Expenses 235.95 47.99
(vii) | Legal & Professional fees 163,14 97.93
(ix) | Directors Fees 3.42 4.76
(x) | Electricity charges 14,69 7.93
{xi) | Security Charges 57.68 41.54
(xi) | Stores & spares Consumed 215.91 7.85
(xi) i
Piant & Machinery 9.64 26.56
Building - -
Others (R&M) 7742 40.85
(xiv) | Other Manufacturing Expenses 92.26 114.98
ixv} | Effluent Expenses 197,20 147.85
(xvi) | Research & Development Expenses 14.20 9,07
ixvil}| Payment to auditors (Refer Note 26(a)below) 13,00 11,00
(xviii) Selling Expenses
Freight and Forwarding Expenses 222.40 227 85
Commission Charges 12:70 27.40
Local Freight & other expanses 256.05 275.60
(xix) | Bad debts & Provision for Dowbtful Debts 12:80 -
{xx} | Miscellenous Expenses 160.31 162\81
(xxl) | Foreign exchange fluctuation 139.01 -
(xxli)] Loss on fonward contracts 138.57 -
{xxiii} CSR Expenses 34.56 -
(xxiv) Sundry Balances Written off 36.82 0.31
(xxv)] Merger Expenses - 3:20
{xxvi} Notional Rent (Ind As) 2.26 0.81
Total 3,297.32 2,632.86
Footnoies;
(i) Payment to Auditors (Amount in Rs. Lakhs)
Sr, No Particular March 31, 2023 March 31, 2022
As Auditoe
ti} Statutory Audit Fee 16.00 10.00
(il) | Tax Audit Fee 1.00 1.00

Note No. 27: Financial Instruments and Risk Review
Capital Management
The key objective of the Company's capital management is to ensure that it maintains a stable capital-structure with the
focus on total equity to uphold the investor, creditor and customer confidence and to ensure future development of its
business. The Company is focused on keeping strong total equity base to ensure independence, security as well high
financial flexibility for potential future borrowings, if required without impacting the risk profile of the company. The
Company's goal ts to continue to be able to return excess liquidity to shareholders by continuing to distribute annual
dividends in future periods. The amount of future dividends of equity shares will be balanced with efforts to continue to
maintain an adequate liquidity status.
a ¥ (Amount in Rs. Lakhs)
Particular March 31, 2023 March 31, 2022
Total equity attributable to equity sharehokiers of tite company 22,854.83 16,426,12

As a percentage of total capital 63% 61%
Long term borrowings 5,977,460 3,459,990
Short term borrowings 7,208.42 7,097.69
Total borrowings 13,185.82 10,557,869
Total Capital (Equity and Borrowings) 36,040.65 26,983,71
Financial Risk Management Framework

The company has exposure to the following nsks arising from financial assets & liabilities ;
&) Credit risk
b) Liquidity risk
¢) Market risk
i) Credit Risk
Credit riskis the risk that the counterparty will not meet its obligation under a financial instrument or customer contract
leading to financial loss. The credit risk arises principally from its operating activities ( primarily tade receivables} and
fromits financing activities including deposits with banks and financial institutions and other financial instruments.
The customer credit is managed by the company’s established policy, procedures and controls refating to customer
credit management. The company has established a credit policy under which each new customer is analysed
individually for credit worthiness before the company’s: standard payment and delivery terms and conditions are
offered, The company's review includes extemal ratings where available and other publicaly available financial
information. Outstanding customers receivables are regularly monitored and any shipment to major customers are
generally covered by letter of credit or other forms of credit insurance.
The following table gives detailsin respect of percentage of revenues generated from top five customer:
(In %)
Revenue from top five customers 58.17% 51.65%
The company establishes an allowance for impairment that represents fixed estimate of expected losses In respect of trade
and other receivable. The maximum exposure to credit risk as at reporting date is primarily from trade receivable amounting
to Rs. 8,006.68 Lakh (P.Y. Rs. 4,001.55 Lakh). The movement in allowance for impairment in trade and other receivables
during the year was as follows :
Allowance for impairment March 31, 2023 March 31, 2022

impalrment loss recognised / (reversed) 9,37 ,
Closing balance 17.57 8.20
WH

Majority of the balance of trade receiavbles of the Company are from seven (PY. two} customers of which one is a-wholly
owned subsidiary of the Company.
The total outstanding from these customers as at year endis Rs.6618_.70 Lakh (PY. Rs. 2897.29 Lakh)
Credit risk on cash and cash equivalenetis limited as the Company generally transacts with banks and financial institutions
with high credit ratings assigned by International and domestic credit ratings agencies,
ii) Liquidity risk
Liquidity risk is the risk that the company will encounter difficulty in meeting the obligations associated with its financial
liabilities that are settled by delivering cash or another financial asset: The company's approach to managing liquidity is to
ensure as far as possible that will have sufficient liquidity to meet its liabilities when they are due under both normal and
stressed conditions without incurring unacceptable losses or risking damage to company’s reputation.
The Company believes that the working capital is sufficient to meet its current requirements. Accordingly. no liquidity risk ts
perceived. In addition , the company maintains the following line of credit
The company has foreign currrency working capital facilities from a Bank at interest rate of 7.05% p.a. These facilities are
charge by way of pledge on debt mutual funds of Rs 576.56 lakhs. Further secured by personal guarantee of Chairman and
Further, the Company has working capital facilities in Indian currency from a banks carrying interest rate ranging between
6.60% to 12,30 % p.a. These facilities are repayable on demand, secured by way of first pari passu charge on the present
and future current assets of the company. second pari passu charge on entire movable and immovable fixed assets of the
company, present and future at plot no 47, MIDC, Roha Industrial Area, Raigad District - 402116, investments in Mutual
Funds and further secured by personal guarantee of Chairman and Managing Director of the company and Corporate
guarantee of Manekchand Panachand Trading Investment Co Pvt Ltd, holding company of the Company,
The table below provides details regarding the undiscounted contractual maturities of significant financial
liabilities as of March 31, 2023 (Rs. Lakhs)
Particulars Less than 1 year 1 to 2 years 2-5 years 5-10 years Total
Long tenn borrowings 2,066.51 2,074.50 1,342.17 2,020,74 8,043.92

Short term borrowings 5,141.91 - - - 5,141.91
Trade payable 3,314.92 - - - 3,314.92
Other financial liabitties 1,182.44 - - - 1,182.44
Total 11,706.77 2,014.50 1,942.17 2,020,74 17,683.18
liabilities as of March 31, 2022
(Rs. Lakhs}
Particulars Less than 1 year 1 to 2 years 2-5 years 5-10 years Total
Long term borrowings 828.25 1,035.29 1,730.57 694.04 4,288.15

Short term borrowings 6269.44 - - - 6,269.44
Trade payable 3441.01 - - - 3,441.01
Other financial jiabitties 884.15 . - - 884,15
Total 11,422.85 1,035.29 1,730.57 694,04 14,882.75

iii) Market Risk

Market nsk is the risk that the fair value of future cash fiows of a financial instrument will fluctuate because of changes in
market prices, Such changes in the values of financial instruments may result from changes in the foreign currency
exchange rates, interest rates, credit, liquidity and other market changes. The Company's exposure to market risk is
primarily on account of foreign currency exchange rate risk,
Foreign Currency exchange rate risk
The Company. operates internationally and major portion of the business is transacted in several currencies and
consequently the company is exposed to foreign exchange risks through operating activities in foreign currency,
1) Details of foreign currency exposures as atthe yearend:
Amount in foreign currency Equivalent amount (Rs. Lakhs)

Cate Currency | arch 31,2023 | March 31,2022 | March31,2023 | March 31, 2022
Financial Assots
Trade Recewables EUR 1,475,550 255,200 $322.20 224,52
uso 3,749,952 4,015,595 3083,08 3,044.11
Advance to Vandors uso 337,759 2,639 277.69 200
Balance with bank in forwign ourrancy Uso 2831 426,497 2.33 323.29
Financial Liabilities
Trade Payables uSsD 144,759 587,927 116,65 415.37
Advance Received fram customer uso 131,026 134,287 107,73 101.80
Working Capital Borrowings EUR . - . -
uso 1,700,000 4,207,250 1,207.69 3.644 24
Net Asset / (liability) EUR 1,475,550 265,200 1,322.20 364.27

Net Assot | (liability) usd 2,097,757 (1,044,733) 1,741,15 (792.00)
2) Details of forward contracts outstanding at the year end used to hedge the outstanding foreign currency
SxXPoOsures.
Amount in foreign currency Equivalent amount (Rs. Lakhs)
Farias, Surroncy March 31, 2023 March 31,2022 | March 31, 2023 March 31, 2022
Forward contracts entered into uso 3,592,719 4,962,468 2,953.82 3,726.17
to hedge the receivable
&xposure
Forward contracts entered into EURO 493.809 200,000 442.49 169.32

to badge the faceivabie exposure
Forward contracts entered into to Uso W2,080 229.00
hedge the payable exposure
The Company enters into forward contracts to offset foreign currency nsks ansing from the amounts denominated in
currencies other than the Indian Rupee. The counter party in such forward contracts is a bank. These contracts are entered
to hedge the foreign currency risks on the firm commitments.
Note 28: Earnings Per Share

Basic Earning Per Share (Amount in Rs.Lakhs)
Sr. No Particulars March 37, 2023 March 31, 2022
a) Nat Profit for the year attributable to the equily shareholders 456,45 579.13
b} Opening number of equity shares outstanding 195,618,129 195,618,129
c) Closing Number of Equity shares outstanding 202,138,725 195,618,129
d) Effective weighted average no. of shares outstanding 196,136,205 195,618,129
during the year (Refer Note 23.1 below)
8} Basic eaming per share (€ 1/- per share) 0,23 0.30
(PY Rs. 1/-+/- per share)

Diluted Earning Per Share

(Amount in Rs,Lakhs)
a) Net Profit for the year attributable to the equily shareholders 458.43 579.13
b) Opening number of equity shares outstanding on diluted basis 195,618,129 195,618,129
ce) Closing Number of Equity shares outstanding on diluted basis 202,138,735 195,618,145
d) Effective weighted average no. of shares outstanding 196,136,205 195.618.1295
during the year (Refer Note 28.1 & 28,2 below)
e} Basic eaming per share (% 1/- per share) 0.23 0.30
(PY. Rs, 1/-/- per share)
28.1 Dunng the previous year ended 31st March 2022, the Company has issued and allotted 5,58,90,894equity shares of
Re. 1/-each to eligible equity shareholders on the book closure date (i-6. 21st July, 2021) as fully paid up bonus equity
shares by capitalizing reserves.
The earning per share figures for the previous year have been restated to give effect of the allotment
of the bonus shares, as required by IND-AS 33, ‘Earning Per Share’. Accordingly the opening &
closing no. of outstanding equity shares has been restated and consequently the EPS for the previous
year has also been restated
28.2 During the financial year ended 31st March, 2023, the. Company has converted 65,20,606 share warrants
into an equivalent no, of equity shares of Re. 1 /- each at a premium of Rs. 152.36/- per equity share on
preferential basis on receipt of the entire consideration for which the warrants were issued in the
previous financial year.
Note 29 : Employee benefits
(a) Defined Contribution Plan

The Company makes Provident Fund contributions to defined contribution plan administered by the Regional Provident
Fund Commissioner. Under this scheme, the Company is required to contribute a specified percentage of payroll cost to
fund the benefits. The Company has recognized Rs. 98,67,215/- towards Provident Fund and other fund contributions
(March 31, 2022: Rs, 80,18,443/-jin the Statement of Profit and Loss. The provident fund and ESIC contributions payable by
the Company are in accordance with rules framed by the Goverment fromtime to time,
(b) Defined Benefit Plans:
Gratuity
The employee's gratuity fund scheme managed by a trust is a defined benefit plan. The present value of the obligation is
determined based on actuarial valuation using the projected unit credit method, which recognises each period of service as
giving rise. to additional unit of employee benefit antittement and measures each unit seperately to Duild up the final
obligation. The obligation for leave encashmentis recognised in the same manner as gratuity.
The estimated rate of escalation in salary considered in actuarial vaiuation,take into account inflation.seniority promotion
and other relevant factor including supply and demand in the employment market. The above information ts certified by
actuary, The expected rate on plan assets is determined considering several applicable factor,mainly the composition of
pian assets: held assessed risk ,historical result of return on plan assets and the company’s policy for plan assets
management.
The Company has a defined benefit plan for every employee who has completed five year or more of service gets a gratuity
on departure at 15 days salary (last drawn salary) foreach completed year of service. The scheme is unfunded.
The Company has a defined unfunded obligation for leave encashment, Generally the leave encashment is paid to
employees as and when claimed.

Defined benefit plans 1 - as per actuarial valuation on 31st March, 2023 ( nt in Rs.Lakhs)
Un-funded Plan
March 31, 2023 March 31, 2022

Service Cost
Current Service Cost 10,18 944
Past service cost and (gains losses from settlements 0.00 0.00
Net interest expense 23.05 22.80
Components of defined benefit costs reconised In profit ar loss 33.24 32.24
Remeasurement on the net defined benefit liability
Return on plan assets (excluding amunt included In net interest expense) - -
Actuarial gains and loss arising form changes in financial assumptions (4.64) (5.30)
Actuarial gains and toss arising form experience adjustments (12.35) 8.58
Actuarial gains and loss arising from demographic adjustments (0,20)
Componenets of defined benefit costs recognised in other comprehensive Income (16.99) 3.08
Total 16.24 35.33
|, Net Asset/(Liability) recognised in the Balance Sheet as at 31st March
1. Present value of defined benefit obligation
as at 31st March 319.24 317.10
2. Fair value of plan assets as at 31st March - .
3. Surplus/{Deficit) 349.21 317.10
4, Current portion of the above
5. Non current portion of the above
Il. Change in the obligation during the year ended 31st March
1, Present value of defined benefit obligation at the beginning of the year 317.10 331.93
2. Addi(Less) on account of Scheme of Arrangement/Business Transfer - -
3. Expenses Recognised in Profit and Loss Account
- Current Service Cost 10.18 944
~ Past Service Cost - >
- Interest Expense (Income) 23.05 22.80
4. Recognised in Other Comprehensive Income
Remeasurement gains / (losses)
- Actuarial Gain (Loss) arising from
i. Demographic Assumptions 0.00 (0.20)
i. Financial Assumptions (4.64) (5.30)
i. Experience Adjustments (12.35) 8.58
iv) (Gain\Loss on Curtaiiments And Settlements 0,00 (10.00)
5. Benefit payments (14:13) (40.16)
6, Others (Specify)
7. Present value of defined benefit obtigation at the end of the year 349.21 317.10
lll. Change in fair value of assets during the year ended 31st March, 23
1, Fair value of plan assets al the beginning of the year - -
2. Addi{Less} on account of Scheme of ArrangementUBusiness Transfer - -
3. Expenses Recognised in Profit and Loss Account
- Expected retum on plan assets - -
« Interest Income : .
4. Recognised in Other Comprehensive Income - -
Remeasurement gains / (losses) - -
- Actual Return on plan assets in excess of the expected return - -
- Others (specify)
5. Contributions by employer (including benefit payments recoverable} - -
6. Benefit payments - -
7, Fair value of plan assets at the end of the year - -
Pr be ee a Beasts)

Particulars March 31, 2023 March 34, 2022
IV. The Major categories of plan assets

- List the plan-assets by category here
Insurance Fund - -
V. Actuarial assumptions
1. Discount rate 7.49% 727%
2. Expected rate of return on plan assets NA NA
3. Salary Increase Rate 4.00% 4.00%
4, Rate.of Employse Turnover 2.00% 2.00%
5. Mortality Rate Ounag Empioyment Indian Asewed Lives Indian Asswed Lives
Mortalty {2012-td\ureee | Mortalty (2005-00; yeesaxy
6. Mortality Rate After Employment NA NA.
VI. Othor Details

1. No of Active Members 206.00 191.00
Z, Per Month Salary For Active Members 65.19 57.81
3, Weighted Average Duration of the Projected Benefit Obligation $.00 6.00
4, Average Expected Future Service 16,00 15.00
§. Projected Benefit Obligation (PBO) 319.21 317.10
6, Prescribed Contribution For Next Year (12 Months) - -
Vil. Net Interest Cost

1. Interest Cost 23:91 23.05
Z, Interest Income - -
3, Net interest Cost (1-2) 23.91 23.05
Maturity Analysis of Projected Benefit Obligation: From the Employer

Projected Benefits Payable in Future Years From the Date of Reporting

1st Following Year 36.98 162.66
2nd Follawing Year 22.89 6.29
3rd Following Year 21.42 30.26
4th Following Year 39.34 13.46
Sth Following. Year 46 30 25.08
Sum of Year 6 To 10 137.76 88.30
Sum of Year 11 and Above 294.32 188.22
Sensitivity Analysis
Projected Benefit Obligation on Currant Assumptions 319,21 317,10

Della Effect of +1% Change in Rate of Discounting (19.58) (12.76)
Detta Effect of -195 Change in Rate.of Discounting 22,19 14.16
Della Effect of +1% Change in Rate of Salary Increase 17,62 13,59
Delta Effect of -196 Change in Rate of Salary Increase (18.77) (12:48)
Della Effect of +1% Change in Rate of Employee Turnover 7.46 4.22
Deita Effect of -1% Change in Rate of Employee Turmover (8.24) (5.20)

Note 30 : Corporate Social Responsibility
As required under Section 135 of the Companies Act, 2013, the Board of Directors of the Company in its meetings held on
19th October, 2018 has constituted a Corporate Social Responsibility Committee (CSR Committee),
The Board of Directors of the Company has approved the CSR policy based on the recommendation of the CSR Committee
andis in the processof identifying the activities for CSR spends.
Particular Rs. in Lakhs
(a) Amount remaining unspent from previous years to be spent by the company 218.19
{b) Gross amount required to be spent by the company during the year 34.30
(c} Amount spent during the year 2022-2023 34,56
({d) Balance amount remaining unspent at the end of the year relating to earlier years 218.19
Reasons for not spending the amount

The Company had undertaken a major expansion project which entailed a significant capital outlay over the past three
years. Accordingly, majority of the Company's limited resources were utilized during this period towards the completion of
the expansion project & towards the day to day operations of the Company.
However, the unprecedented Covid-19 pandemic, severly affected the markel conditions globally which pul tremendous
strain on the working capital requirements and resulted in a financial squeeze on the operating margins of the Company.
During the current financial year, the company has completed:a significant portion of its expansion. This coupled with an
improvement in the global market conditions will help reduce the strain on the finances of the Company in the subsequent
year which in turn will enable the Company to meets its past obligations with reagrds to Corporate Social Responsibility.
The Company has already spent the necessary amount towards Cormorate Social Responsibility expenditure for the
financial year ended 31st March, 2023 which was required to be spent in compliance with the provisions of Section 135 of
the Companies Act, 2023. The Company shall strongly endeavour to meet its past CSR spending obligations by transferring
the amount of Rs. 218.19 Lakhs to the funds prescribed under Schedule Vil of the Companies Act at the earliest possible.
Note 31 : Contingent liabilities and commitments (to the extent not provided for)
() Contingent abilities :
(a) Contingent Liabilities for (Net of amount paid against the demand) : - -
- Income Tax Act 1961 (FY. 2073-14) 0.55 0.55
- Employees Provident Fund and Miscellaneous Provisions Act 1952# 68.77 §8.77
- Employees Provident Fund and Miscellaneous Provisions Act 1952# 472 4.72
The Company is subject to legal proceedings and claims which have arisen in the ordinary Course of business from Direct tax laws{TOS},
Indirect tax laws and Other Laws. Future cash outflow, if any in respect of these matters are determinable only on receipt of judgements
‘decisions pending at various stages before the appellate authorities, The Management is of the opinion that the matters would be resolved in
favour of the Company. The Company Managernent does not reasonable expect that these legal action when ultimately concluded and
Getermined would have a material and adverse effect an the Company's result of operations or financial condition
(i) The erstwhile subisidiary, Spidiyo Net Private Limited, which merged with the Company during the current financial year (Refer Note
No, 49) had received Demand notice u/s 148 under Employees Provident Funds and Miscellaneous Provisions Act, 1952 from the
period 01/04/2016 te 31/05/2079 for Rs 16.98 Lakhs. Demand of Rs 16,98 Lakhs consist of followings:
Particulars (Rs. in Lakhs)
Amount of Damages. 11.28
Amount of interest §.70
Total 16,98
Against the said demand, the subsiary Company had paid Rs. 6.50 lakhs & preferred an appeal before the Central Govamment
industrial Tribunal & obtained a stay against recovery of the the balance amount
{ii} Commitments:
Estimated amount of contracts remaining to be executed on capital account and nat 476,92 813.33
provided for (Net of advance)

Note 32
A. Value of imports calculated on CIF basis
Raw Material, Stores and Components 869.70 590,97

Capital goods - 13.20
Total 869.70 604,17
B. Expenditure in foreign currency
Other matters - Foreign travel, Corporate allocations etc 32.28 6.64

Services Availed 42.65 11.03
Total 74.93 17.67
C. Earnings in Foreign Currency :
Export Revenue (FOB Value) 7,510.83 7,075.95
Total 7,510.83 7,075.95
* Includes revenue from related parties amounting to Rs. 18,75,01,374/- (8. Rs. 875,60, 255/-)
Note 33
Transfer Pricing
The Company has ‘intemational transactions with associated enterprises’ which are subject to Transfer Pricing requlations
in India, These requiations, inter alia, require the maintenance of prescribed documents and information for the basis of
establishing arm's length price including furnishing a report from: an Accountant within ihe due date of filing the retum of
income,
For the fiscal year ended March 31, 2023, the Company has taken necessary steps including conducting a study as
required oy the regulations and the Accountant's report in this regard is awaited, In the opinion of the management, the
transactions are carried out at arm's length and no adjustments is expected to arise thereon,
Note 34
Segment Reporting
In-accordance with Ind AS 168, "Operating Segments", the Company has presented segment information on the basis of
consolidated financial statements which form pan
of this report.
Note 35
Borrowing Cost
Ouring the year, the Company has capitalized Rs. 799.31 Lakh (PY. Rs. 395.58 Lakh ) as part of cost of qualifying
CWIP as borrowing costs.

Note 36: Significant estimates and assumptions
Estimates and Assumptions

The preparation of the Company's financial statements requires management to make estimates and assumptions thal
affect the reported amounts of revenues, expenses, assets and liabilities, and the accompanying disclosures, and the
disclosure of contingent liabilities. Uncenainty about these assumptions and estimates could result in outcomes that require
a material adjustment to the carrying amount of assets or liabilities affected in future periods.
The key assumptions conceming the future and other key sources of estimation uncertainty at the reporting date, that have
2 significant risk of causing a material adjustment to the carrying amounts of assets and liabilities within the next financial
year, are described below. The Company based its assumptions and estimates on parameters available when the financial
statements were prepared, Existing circumstances and assumptions about future developments, however, may change
due lo market changes or circumstances arising that are beyond the control of lhe Company, Such changes will be reflected
in the assumptions when they occur.
Impairment of non-financial assets

Impairment exists when the carrying value_of an asset or Cash Generating Unit (CGU) exceeds its recoverable amount,
which is the higher of its fair value less costs of disposal and its value in use. The fair value less costs of disposal calculation
is based on available data from binding sales transactions, conducted at arm's length, for similar assets or observable
market prices less incremental costs for disposing of the asset. The value in use calculation is based on a DCF model, The
cash flows are derived from the budget for the next five years and do not include restructuring activities that the Company is
not yet committed to or significant future investments that will enhance the asset's performance of the CGU being tested,
The recoverable amounts sensitive to the discount rate used for the DCF mode! as well as the expected future cash-inflows
and the growth rate used for extrapolation purposes.
Defined Benefit Plans (Gratuity Benefits)

The cost of the defined benefit gratuity plan and other post-employment benefits and the present value of the gratuity
obligation are determined using actuarial valuations. An actuarial valuation involves making various assumptions that may
Glifer from actual developments in the future. These include the determination of the discount rate, future salary increases
and mortality rates. Due to the complexities involved in the valuation and its long term nature, a defined benefit obligation is
highly sensitive to changes in these assumptions. All assumptions are reviewed at each reporting date
The parameter most subject to change is the discount rate. In determining the appropriate discount rate for plans operated
in India, the management considers the interest rates of government bonds in currencies consistent with the currencies of
the post-employment benefit obligation,
The mortality rate is based on publicaly available mortality tables for the specific countries. Those mortality tables tend to
change only at interval in response to demographic changes. Future salary increases and gratuity increases are based on
expected future inflation rates.
Details about gratuity obligations are given in Note 29.
Fair value measurement of financial instruments

When the fair values of financial assets and financial liabilities recorded in the balance sheet cannot be measured based. on
quoted prices in active markets, the fair value is measured using valuation techniques including the DCF model, The inputs
to these models are taken from observable markets where possibte, but where this is not feasible, a degree of judgementis
required in establishing fair values, Judgements include considerations of inputs such as liquidity risk, credit risk and
volatility. Changes in assumptions about these factors could affect the reported fair value target and the discount factor.
The Company has valued its financial instruments through profit & loss which involves significant judgements and estimates
such as cash flows for the period for which the instrument is valid, EBITDA of investee company, fair value of share price of
the investee company-on meeting certain requirements as per the agreement, etc. The determination of the fair value is
based on expected discounted cash flows. The key assumptions take into consideration the probability of meeting each
performance target and the discount factor.
NEY,

Note 37: Related Party Transaction
I) List of related parties
(A) Holding Company Manekchand Panachand Trading Investment Co: Private Limited
(B) Subsidiary Companies (i) Anuchem B-V.B.A4, Belgium
(c) Key Management Personnel & Board of Directors
\) Shri. Asit D, Javeri Executive Chairman

ii) Shri. Anhishek A Javeri Managing Director
iti) Smt. Seema A Javeri Executive Director (Administration)
iv) Shri. Priyam S Jhaveri independent Director
¥) Shri. Pradeep N Desai Independent Director
vi) Shri. Amit. M Mehta independent Director
vii) Smt. Ayesha S Patel Independet Director
viii) Shri. Nitia R Jani Company Secretary
ix) Shri. Rakesh Kothari Chief Financial Officer (Appointed on 02.05.2622)
(0) Associate Concerns / Companies under control / Significant influence of Key Managerail Personnerl or the
members of the Board of Directors
i) Lifestyle Networks Limited

ii) Mirosa Marine Private Limited (Formerly known as DHPL Marine Private Limited)
iii} Pthalo Color & Chemicals (India) Limited
iv) Nanavali Speciality Chemicals Privale Limited
y) Nanavati Sons Private Limited
vi) Phihalo Pigments Private Limited
vii) Aayan Nanotech Private Limited
vill) Tanishka Microencapsulation Private Limited
ix) Trivo Enterpnse LLP
x) Finogra (India ) Private Limited
xi) S.Amit Speciality Chemicals Private Limited
xil) Perto Chem (India) Private Limited
xiii) S Amit & Co
iv} Chem Amit
y) Hi End Property Developers LLP
xvi) Reaxa Chamistry Solutions LLP

ll) Discloure in respect of material related party transactions during the year.
(A) | Remuneration paid | payable

i} Shri Asit D Javen 168.00 168.00
ii} Shri, Abhishek A Javer 168.00 168.00
iii) Smt. Seema A Javen 168.00 168.00
\v) Shr Nitin R Jani 124.27 92,80
¥) Shri. Rakesh Kotha 57.21 -
(B) | Interest Paid

\} Manekettand Panachand Trading Investment Co. Pvt Ltd, 649 47 67
ii} Shri. AsitD Javen 77.14 59.53
lil) Shri. AbhishekA Javeri 771 6.00
iv) Smt. Seema A Javeri 28.09 19.65
¥) Nanaval Sons Pvt Ltd 147 .
(C) | Revenue from sale of goods

i} Anuchem B.V.B.4. Belgium 1,983.43 919.24
li} Aayan Nanotech Private Limited 1,764.00 266.47
ili) Lifestyle Networks Lid 0.56 1,16
(BD) | Purchase Of goods Capital goods

i} Aayan Nanotech Private Limited 864.50 151.20
ii) Anuchem BYBA Belghum - 13.20
(E) | Interest received / receivable
|} Spidigo Net Pvt Lid (Refer Note No. 49) - 9245
ii} Nanavati Sens Pvt Ltd 6.53 -
(F) | Dividend Received

\) Anuchem B.V.8.A. Belghum 458
(G) | Director Sitting Fees

ij Shri. Arvind R Doshi - 1.52
li} Sho. Pryam S Shaver 1.22 1.24
iii) Shri. Pradeep N Desai 1,10 O70
iv) Shr. Amit M Menta 0.20 1.30
¥) Stnt. Ayesh Pate! 0.60 -
(H) | Loan / Advances given during the year

i} Spidigo Net Private Limited (Refer Note No. 49) - 21.77
ii} Nanavali Sons Pvt Lid 100.00 .
() Loan / Advances repayment received during the year

i} Nanavati Sons Pvt Lid 106.00
(J) | Loan Repaid During the Year

i} Shri: Asit D Javen 600.23 75.00
ii) Nanavatli Sons Pvt. Lid. 160.00 “
iil) Manekchand Panachand Trading Investment Co. Pvt Ltd. 68.50 -
iv) Shri. Abhishek A Joven 226.00
¥) Smt. Seema A Javeri 204.00
(K) | Loans received during the year

\) Shri, Asit O Javen 398.00 496.75
ii) Shri. Abhishek A Javeri 233.00 -
iil) Smt. Seema A Javer 95.00 127.00
iv) Manekchand Panachand Trading Investment.Co. Pvi Ltd. 765.00 -
v) Nanavatt Sons Pvt, Ltd. 150.00
NEY,

(L) | Closing Balances - Debit/(Credit)

)) Shri. Asit D Javer -312.22 -b37.71
ii} Shri, Abhishek 4 Javer! 82.02 6376
ill) Smt. Seema A Javeri -261.54 -347.43
iv) Anuchem B.V.B.4, Belgium 2,583.15 1,686.78
v) Spidiga Net Private Limited (Refer Note No. 49) = 977.38
vi) Aayan Nanolech Private Limited 927.46 96.92
vil} Lifesty’e Networks Limited 1.28 28.57
viii) Manekchand Panachand Trading Investment Go. Pvt Lid 124.42 19.07
(M) The Hokling Company, Manekchand Panachand Trading investment Co, Pvt. Ltd, along wilh the Executive Chairman, Mr Asit D
Javer and the Managing Director, Mr Abhishek AJaven have given corporate & personal quarantess respectively towards loans
obtained by the Company amounting toRs. 11,346, 11 Lakhs (PY, Rs.9,987 Lakhs)
Note 38 : income Tax

Tax Expenses March 31, 2023 March 31, 2022
Recognised in the statement of profil & loss

Current tax 89.82 192.36
Deferred tax 168.39 75.43
248.24 267.79
Recognised in olyer comprehensive income
Current tax 3.78 -
Deferred tax 744 5.35
744 §.35
Tolal Taxes
Deferred tax 165.62 80.79
259.42 273.15
The income tax expense for ihe year can be reconciled to the accounting profit as foltows:
For the year anded For the yoar ended

March 31, 2023 March 34, 2022
(Loss) / Profit before tax 705.70 846.92

Statutory income tax rate 25.17% 25.17%
Tax expenses 177A 213.16
Effect of :
Expenses disallawed for tax purposes 73.59 61.64
Non-taxable income - -
Income taxed at different rate 2.20 -
Others ‘6.03 (1.82)
81.81 59.99
Total Tax Expenses 259.42 273.15


Note 39 : Fair Value Measurement

(a) Financial Instrument by category
Tax Expenses March 31, 2023 March 31, 2022
Measured at Amortised Cost

~ Trade Receivables 8,006.68 4,001.55
- Cash and Cash Equivalents 109.23 618.97
- Bank Balance other than Cash and Cash Equivalents 763.10 185.40
- Other Financial Assets 685.80 509.90
- Loans 331.38 1,319.31
Measured at Fair Value through Profit & Loss -
Measured at Fair Value through other comprohensive income
- Investment - Non-ourrent 7.72 7.73
« Investment - Current 576.56 663.32
- Trade Payables 3,314.92 3,441.01
- Other Financial Liabilities 1,182.44 $84.15
- Borrowings 13.185.82 10,557.59
~ Lease Liability 669.80 1,075.25
(b) Fair Value Hierarchy

The fair value hierarchy is based on inputs to valution techniqes that are used to measure fair value that are either
observable or unobservable and consist of the following three levels
Level 1 - Inputs are quoted prices (unadjusted) in active markets for identical assats or liabilities.
Level 2- Inputs are other than quoted prices included within level 1 that are observable for the asset or liability, either
directly (i.e. as prices) or indirectly (i.e. derived from prices)
Level 3 - Inputs are not based on observable market data (unobservable inputs), Fair value are determined in whole orin
part using a valuation model based on assumption that are neither supported hy prices from observable current market
transaction inthe same instrument nor are they based on available market data,
The Investments included in leval 3 of fair value heirachy have been valued using the cost approach to arrive at their fair
value. The cost of unquoted investments approximate the fair value because there is a wide range of possible fair value
measurements and the cost represents estimate of fair value within the range.
The Following table summarises fair value hierarchy of financial assets measured at fair value on recurring basis
As at March 31, 2023 Level 1 Level 2 Level 3
Measured at Fair Value through Profit & Loss

Measured at Fair Value through other comprehensive income
- Investment ~ Non-current . 772
- Investment - Currant 576.56 -

- lnvesiment - Non-current - 7.73
- Investment - Current 663.32 -
Note 40: Details of Benami Property held
No proceedings have been initiated or are pending against the Company for holding any benami property under the Benami
Transactions (Prohibition) Act, 1988 (45 of 1988) and rules made thereunder during the year,
\I61/

Note 41: Wilful Defaulter
The Company has not been declared wilful defaulter by any bank or financial institution or any other lender during the year.
Note 42: Relationship with Struck Off Companies
The Company does not have any transactions or balances with the companies struck off under Section 248 of the
Companies Act, 2013 of Section 560 of Companies Act, 1956 during the year and the previous year.
Note 43: Registration of Charges or satisfaction with Registrar of Companies (ROC)
During the year, there are no instances of any registration, modification or satisfaction of charges which are pending for
registration, modification or satisfaction with Registrar of Companies (ROC) beyond the statutory period.
Note 44: Compliance with number of layers of companies
The Company is in compliance with the relevant provisions of the Companies Act, 2013 with respect to 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,
Note 45: Utilisation of Borrowed Funds and Share Premium under Rule 11(e)
No funds (which are material either individually or in the aggregate) have been advanced or loaned or invested (either from
borrowed funds or share premium or any other sources or kind of funds) by the Company to or in any other person or entity,
including foreign entity (“Intermedianes’),
No funds (which are maternal either individually or in the aggregate) have been received by the Company from any person or
entity, including foreign entity ("Funding Parties”),
Note 46:
The Company does not have any transactions not recorded in books of accounts that has been surrendered or disclosed as
income during the year and previous year in the tax assessments under the Income TaxAct, 1961-
Note 47:
The Company has not traded or invested in any crypto currency or virtual currency during the year and previous year.
Note 48 :
There has been no fraud by the Company or on the Company during the year and previous year.
Note 49 ; Compliance with approved Scheme(s) of Arrangements
The Company had fled applications with the jurisdictianal National Company Law Tribunals (NCLT) for the scheme of
merger (by absorption) of its whollly owned subisidiary, Spidiqo Net Private Limited, during the financial year 2020-21. The
application for the subsidiairy company was filed before the Anmedabad bench of NCLT, within whose jurisdiction the
registered office of the subsidiary was located. Pursuant to the Scheme of Merger (by Absorption) sanctioned by the
Honorable National Company Law Tribunal, Mumbai & Anmedabad Bench vide their orders dated 8th February, 2023 &
24th November, 2021, Spidigo Net Private Limited (Spidigo) a wholly owned subsidiary of the Company, has been merged
with the Company with effect from 1st April, 2020 (the Appointed Date}, Accordingly, these standalone financial statements
forthe year ended 31st March, 2023 include the financial results of the operation of erstwhile Spidigo Net Private Limited.
The Company has accounted for this merger under ‘pooling of interest method’ under which all assets, liabilities & reserves
of Spidigo Net Private Limited have been recorded at their respective book values, The entire issued, subscribed & paid
share capital of Spidigo Net Private Limited held by the Company, and the investments in shares of Spidigo Net Pvt Limited
appearing, inter alia, in the books of the Company shall stand automatically cancelled, Ail inter-company balances are
cancelled,
The net effect of the above adjustments is a reduction in the Other Equity of the company by Rs. 920.66 lakhs.
NIG,

Note 50: Dividend

Dividends declared by the Company are based on the profits available for distribution. The Board of Directors have
proposed a final dividend of 15% i.e. Rs. 0.15 (Previous year Rs 0.15) per equity share amounting to Rs. 303.21
Lakhs for the year 2022-23 ( Previous year Rs. 293,43 Lakhs) after the balance sheet date, subject to the approval of
shareholders al the ensuing Annual General Meeting of the Company and therefore, the proposed final dividend has
nol been recognised as the liability as at the balance sheet date In line with Ind AS 10 on ‘Events after the reporting
period’.
Note 51: Rounding of Amounts
All amounts disclosed in the financial statements and notes have been rounded off to the nearest lakhs as per the
requirement of Schedule III, unless otherwise stated.
Note 52: Borrowings from banks for Credit Facility
There is no maternal or significant deviation in the quarterly returns or statements of current assets filed by the
Company with the banks or financial institutions vis-a-vis the books of accounts for the year, The deviations, if any,
have been intimated by the Company to the banks or financial institutions, wherever necessary.
Name of the Bank Citibank NA
Quarter Ended June 30,2022 | September 30, 2022] December 31, 2022] March 31, 2023
Particulars of Securities Provided First Panpassu charge on stock & book debts and pisnt & machinery and factory isnd
& building . Exctusive charge on debt mutual funds of 55 million
Amount as per Books of Accounts 9,320.54 9,590.47 10,354.17 9,622.73
(in Rs, Lakhs)
Amount as reported in the quarterly
return! statement (in Rs. Lakhs) 9,326.40 9,541 30 10,328.30 9,622.70
Amount of difference 3.14 49.17 25.87 0.03
Reason for material discrepancies Refer Note (iii) below
| | j
Name of the Bank ICICI Bank
Quarter Ended June 30,2022 | September 30, 2022] December 31, 2022] March 31, 2023
Particulars of Securities Provided First Paripassu charge on immovable & movable fixed asset and
current assets of the Company
Amount as per Books of Accounts 10,075.06 10,337 96 44,101.78 10,353.68

(in Rs. Lakhs)
Amount as reported in the quarterly
return/ statement (in Rs, Lakhs) 10,071.40 10.281.30 11,075.90 10,353.60
Amount of difference 3,66 56.66 25.68 0.08
Reason for material discrepancies Refer Note (ili) below
I | 1
{l) The stock statements submitted to ICICI bank includes stock of store spares which are not included in the stock
statement of Citibank due to the difference in the definition of Inventories as prescribed by the respective banks,
{ii} The above difference are due to the fact that the valuation of inventory of raw material, work in progress & finished goods
submitted to the banks where based on the previous quarter's costing figures as the same were due for submission to
banks within a fortnight of month closing, whereas in the books of accounts, at quarter closing, the valuation was done
using the respective quarter's costings
Note 53: Events Occuring after the balance sheet date

No adjusting or significant non-adjusting events have occurred between the reporting date and date of authorization
Note 54; Previous Year Figures
Previous year's figures have been regrouped, rearranged & reclassified where ever considered necessary.
NEY,

Note 55: Financial Ratios
Sr No Particulars Numerator} Denominator | 2022-23 | 2021-22 | Variance % Explanation for Variance

1 Current Ratio The inctease in the outent rato i5 on
=Curtant
Currant Assals./ } Curtent abil Liabilities x
25,603 16,7 6,765 159 ' 26 26.32% 4, | the
Account
last qict increase
oftheincurrent
sales & production
nancial yearin
which resulted in hgher values of ieventory
Grade recaivatles as at the yearend.
2 | Dabt-Equity Ratio
= Total Dedt/! Sharsholder’s Equity 13,186 22,855 0.58 0.64 AD24%
3 Dabt Service Coverage Ratio For expansion company hed taken term
= NPAT + Non-Cash Exp 4 Depe + Int. ( 1575 2a7r | abd | 085 | -25.60%,. | loans for which major repayment has
Dabt Service happened dunng the year hence the rate
has decreased
4 Return on Equity Ratio Company is in an expansion phase
= NPAT - Pref. Dividend / Avg. Sharehakier's 458 19,640 | 2.33% | 3.69% 40.0% | fesulting in an inruese in finance costs &
Equity Gepredstion charge during the current
financial which has consequently reduced
the profitability during the current year and
hance the reduction in the retum on equity
rato,
§ Invesitory Turnover Ratio
= Cost af Goods Sold / Avg &iventory 8,858 9,934 0.88 1.06 A5.90%
a Trade Payable Turnover Rath

= Crecit Purchese/ Avg. Trade Payable $363 3,378 2.48 3.27 28.37%
7 Trade Repaivaole Turnover Ratio

= Credit Sales | Avg. Recetvebis 14,885 6.004 243 246 “LOS
8 Net Capital Tumover Ratio

=Net Sales fAyg. Working Capital 14,585 7,065 2.06 2.67 22.77%
9 Nat Profit Ratlo Compeny is in an expansion phase
se= Net Profft/ Net Sales 453 14,585] 344% , | 4.30% , 344TH » | fsulting 4 an charge
depreciation Morease dufing
in finance
the costs
current&
financial which has consequently reduced
the profitability dunng the current year
oven though the EBIDTA of thy comperiy
has improved vis-a-vis Me isst year
10) | Return on Capital Emptoyed
= EBIT / Capital Employed 1,398 35,649 | 382% | -Soth 24,79%
14 | Return on Investment The Compery has received. dividend
= Income generated from investments
Average Investments
38 620 | 573% | °S74% | Saizaiy | asgone fom it ent cen ot ia
well as teddemed some of its
invasiments which has improved the retum
on Frewstnent falta duringthe year
Executive Chairman Director

Partner Managing Director Company Secretary
Membership Number : 033973
Executive Director- Chief Financial
Administration Officer
Place: Mumbai
Date : 24th May 2023
INDEPENDENT AUDITORS’ REPORT

To the Members of Sadhana Nitro Chem Limited
Report on the Consolidated Financial Statements
Opinion
We have audited the consolidated financial statements of Sadhana Nitro Chem Limited (hereinafter referred to as the
‘Company’ or 'Holding Company”) and its subsidiary (Holding Company and its subsidiary together referred to as “the
Group’), which compnse the consolidated balance sheet as at 31° March, 2023, and the consolidated statement of profit and
loss (including other comprehensive income), consolidated statement of changes in equity and consolidated statement of
cash flows for the year then ended, and notes to the consolidated financial statements, including a summary of significant
accounting policies and other explanatory information (hereinafter referred to as “the consolidated financial statements").
In our opinion and to the best of our information and according to the explanations given to us, and based on the
consideration of reports of other auditors on separate financial statements of such subsidiary as were audited by the other
auditors, the aforesaid consolidated financial statements give the information required by the Companies Act, 2043 (Act) in
the manner so required and give a true and fair view in conformity with the accounting principles generally accepted in India,
of the consolidated state of affairs of the Group as at 31" March, 2023, of its consolidated profit and other comprehensive
income, consolidated changes in equity and consolidated cash flows for the year then ended,
Basis for Opinion
We conducted our audit in accordance with the Standards on Auditing (SAs) specified under Section 143/10) of the Act, Our
responsibilities under those SAs are further described in the Auditor's Responsibilities for the Audit of the Consolidated
Financial Statements section of our report. We are independent of the Group in accordance with lhe Code of Ethics issued
by the Institute of Chartered Accountants of India, and we have fulfilled our other ethical responsibilities in accordance with
the provisions of the Act. We believe that the audit evidence we have obtained by us and the audit evidence obtained by
other auditors in thereon in terms. of their report referred to in other matters section below is sufficient and appropriate to
provide a basis for our opinion on the consolidated financial statements.
Key Audit Matters
Key audit matters: are those matters that, in our professional judgment, were of most significance in our audit of the
consolidated financial statements of the current period. These matters were addressed in the context of our audit of the
consolidated financial statements as a whole, and in forming our opinion thereon, and we do not provide a separate opinion
on these matters,
The Key Audit Matter | How the matter was addressed in our audit
Datermination of initial recognition of cost of property, plant & equipment on compliance with Ind-As 16, "Property, Plant &
Equipment’ & capitalization of Borrowing Cost in compliance with provisions of Ind-As 23, “Borrowing Cost".
As described.in note no. 3 (iii) to the consolidated financial Our audit procedures on determining the cost of the
statements, the Company has successfully started its plant property, plant & equipment on initial recognition and
for the manufacture & production of Para Amino Phenol capitalization of borrowing costs In accordance with Ind-As
(PAP) and accardinaly capitalized the cost of the plant & 16 & Ind-As 23 respectively included:
factory building on the same being ready for use for - Reviewing the purchase orders, invoices and other
commercial production. documents related to the procurement of various items
Further as mentioned in Note No. 31 to the consolidated of plant & machinery & factory building purchased /
financial statements the company has capitalized and constructed by the Company.
amount of Rs. 799.31 Lakhs as part cost of qualifying - Determining the costs that were directly attributable to
assets during the financial year ended 31" March, 2023. bringing the assets to the location and condition
Ind-As 16, 'Property, Plant & Equipment’, requires that the necessary for them to be ready for use in the manner
cost of and item of property, plant & equipment should intended by the management such as transport.
comprise of: insurance, installation, site preparation, cost of
- Its purchase price, including non-refundable taxes & employee benefits. professional fees, etc.
duties and any cosis directly attributable to bringing the - Determining the cost of raw material consumed for
asset to the location and condition necessary of it to be testing the functioning of the plant during the batch
capable of operating in the intended manner. process phase till the same was ready for the
- Directly attributable costs may include cost of employee commercial production under continuous: production
benefits, site preparation, installation & assembly, costs with the desired level of quality & output.
NS/
The Key Audit Matter How the matter was addressed In our audit
- Directly attributable costs may include cost of employee - Assessing the classification of the various items of plant,
benefits, site preparation, installation & assembly, costs machinery & buildings as qualifying assets in
of testing whether the assets functioning properly, after accordance with Ind-As 23.
deducting net proceeds from selling any items - Tested the accuracy of the capitalization of borrowing
produced, professional fees, etc. costs by verifying the loan sanction letters & the
Ind-As 23, 'Borrowing Costs’ requires that borrowing costs utilization of the fundsin determining the correct end use.
such as interest and other costs that an entity incurs in - Tested & reviewed the process of allocation of Borrowing
connection with borrowing of funds for acquisition, costs to various qualifying assets.
construction or production of a qualifying asset shall form
part of cost of the asset.
Information Other than the Consolidated Financial Statements and Auditor's Report Thereon
The Holding Company's management and Board of Directors are responsible for the other information, The other
information comprises the information included in the Management Discussion and Analysis, Board's Report including
Annexures to Board’s Report, Business Responsibility Report, Corporate Governance and Shareholders information, bul
does not include the consolidated financial statements and our auditors’ report therean.
Our opinion on the consolidated financial statements does not cover the other information and we do not express any form
of assurance conclusion thereon,
In connection with our audit of the consolidated financial statements, our responsibility is to read the other information and,
in doing so, consider whether the other information is materially inconsistent with the consolidated financial statements or
our knowledge obtained in the audit or otherwise appears to be materially misstated, If, based on the work we have
performed and based on the work done/ audit reports of other auditors, we conclude that there is a material misstatement of
this other information, we are required to report that fact. We have nothing to report in this regard.
Responsibilities of Management and Those Charged with Governance for the Consolidated Financial Statements
The Holding Company's management and Board of Directors are responsible for the preparation and presentation of these
consolidated financial statements in terms of the requirements of the Act that give a true and fair view of the consolidated
state of affairs, consolidated profit and other comprehensive income, consolidated statement of changes in equity and
consolidated cash flows of the in accordance with the accounting principles generally accepted in India, including the
Indian Accounting Standards (Ind AS) specified under Section 133 of the Act. The respective Board of Directors of the
companies included in the Group are responsible for maintenance of adequate accounting records in accordance with the
provisions of the Act for safeguarding the assets of each company and for preventing and detecting frauds and other
irregularities; the selection and application of appropriate accounting policies: making judgments and estimates that are
reasonable and prudent; and the design, implementation and maintenance of adequate intemal financial controls, that
were operating effectively for ensuring accuracy and completeness of the accounting records, relevant to the preparation
and presentation of the consolidated financial statements that give a true and fair view and are free from material
misstatement, whether due to fraud or error, which have been used for the purpose of preparation of the consolidated
financial statements by the Directors of the Holding Company, as aforesaid.
In preparing the consolidated financial statements, the respective management and Board of Directors of the companies
included in the Group are responsible for assessing the ability of each company to continue as a going concern, disclosing,
as applicable, matters related to going concern and using the going concem basis of accounting unless management either
intends to liquidate the Company orto cease operations, or has no realistic altemative butto do so,
The respective Board of Directors of the companies included in the Group is responsible for overseeing the financial
reporting process of each company.
Auditor's Responsibilities for the Audit of the Consolidated Financial Statements
Our objectives are to obtain reasonable assurance about whether the consolidated financial statements as a whole are
free from material misstatement, whether due to fraud or error, and to issue an auditor's report that includes our opinion,
Reasonable assurance is a high level of assurance, but is nota quarantee that an audit conducted in accordance with SAs
will always detect a material misstatement when il exists. Misstatements can anise from fraud or errar and are considered
material if, individually
or in the aggregate, they could reasonably be expected to influence the economic decisions of users
taken on the basis of these consolidated financial statemenis.
NUGe/
As part of an audit in accordance with SAs, we exercise professional judgment and maintain professional skepticism
throughout the audit, We also:
* — Identify and assess the risks of material misstatement of the consolidated financial statements, whether due to fraud or
error, design and perform audit procedures responsive to those risks, and ablain audit evidence that is sufficient and
appropriate to provide a basis for our opinion. The risk of not detecting a material misstatement resulting from fraud is
higher than fer one resulting from error, as fraud may involve collusion, forgery, intentional omissions,
misrepresentations, or the override of internal control.
* Obtain an understanding of internal control reievant to the audit in order to design audit procedures that are appropriate
in the circumstances, Under section 143{3}(F) of the Act, we are also responsible for expressing our opinion on whether
the Holding Company and such companies incorporated in India which are its subsidiary companies have adequate
internal financial controls with reference to financial statements in place and the operating effectiveness of such
controls,
* Evaluate the appropriateness of accounting policies used and the reasonableness of accounting estimates and related
disclosures made by management
+ Conclude on the appropriateness of managernent's use of the going concern basis of accounting in preparation of
consolidated financial statements and, based on the audit evidence obtained, whether a material uncertainty exists
related to avents or conditions that may cast significant doubt on the appropriateness of this assumption. If we
conclude that a material uncertainty exists, we are required to draw attention in our auditor's report to the related
disclosures in the consolidated financial statements or, if such disclosures are inadequate, to modify our opinion. Our
conclusions are based on the audit evidence obtained up to the date of our auditor's report. However, future events or
conditions may cause the Group (Company and its subsidiary) to cease to continue as. a going concern.
+ Evaluate the overall presentation, structure and content of the consolidated financial statements, including the
disclosures, and whether the consolidated financial statements represent the underlying transactions and events in a
manner that achieves fair presentation.
+ Oblain sufficient appropriate audit evidence regarding the financial information of such entities or business activities
within the Group to express an opinion on the consolidated financial statements. We are responsible for the direction,
supervision and performance of the audit of financial information of such entities included in the consolidated financial
statements of which we are the independent auditors. For the other entities included in the consolidated financial
statements, which have been audited by other auditors, such other auditors remain responsible for the direction,
supervision and performance of the audits carried out by them. We remain solely responsible for our audit opinion. Our
responsibilities in this regard are further described in para (a) of the section titled ‘Other Maiters' in this audit repor.
We believe that the audit evidence obtained by us along with the consideration of audit reports of the other auditors referred
to in sub-paragraph (a) of the Other Matters paragraph below, is sufficient and appropriate to provide a basis for our audit
opinion on the consolidated financial statements.
We communicate with those charged with governance of the Holding Gompany and such other entities included In the
consolidated financial statements of which we are the independent auditors regarding. among other matters, the planned
scope and timing of the audit and significant audit findings, including any significant deficiencies In intemal control that we
identify during our audit. We also provide those charged with governance with a statement that we have compiled with
reievant ethical requirements regarding independence, and to communicate with them ail relationships and other matters
that may reasonably be thought te bear on our independence, and where applicable, related safeguards.
From the matters communicated with those charged with governance, we determine those matters that were of most
significance in the audit of the consolidated financial statements of the current period and are therefore the key audit
matters,
We describe these matters in our auditors’ report unless law or regulation precludes public disclosure about the matter or
when, in extremely rare circumstances, we determine that a matter should not be communicated in our report because the
adverse consequences of doing so would reasonably be expected to outweigh the public interest benefits of such
communication.
Other Matters
We did not audit the financial statements of one wholly owned subsidiary, located outside India, included in these
consolidated financial statements of the Group. This subsidiary accounts for total assets of Rs. 1,919.24 Lakhs as at 31”
\167/
March, 2023, total revenue of Rs, 1,731.10 Lakhs and a net profit amounting to Rs. 271.15 Lakhs for the year ended on that
date. These financial statements have been audited for the calendar year ended 31° December, 2022 by other auditors
whose reports have been furnished to us by the Holding Company's management. Further the accounts of the subsidiary
have been drawn upto 31° March, 2023 and have been approved by the management and not subjected to audit.
Our opinion on the consolidated financial statements, in So far as it relates to the amounts and disclosures included in
respect of this subsidiary, and our report in terms of sub-section {3} of Section 143 of the Act, in so far as it relates to the
‘aforesaid subsidiary is based solely on the audit reports of other auditors and management accounts for the quarter ended
31° March, 2023.
This subsidiary is located outside India whose financial statements and other financial information have been prepared in
accordance with accounting principles generally accepted in their respective countries and which have been audited by
other auditors under generally accepted auditing standards applicable in their respective countries. The. Holding
Company's Management has converted the financial statements of such subsidiary located outside India from accounting
principles generally accepted in its respective country to accounting principles generally accepted in India. We have audited
these conversion adjustments made by the Holding Company’s Management.
Our opinion in so far as it relates to the balances and affairs of such subsidiary located outside India is based on the reports
of other auditors and the conversion adjustments prepared by the management of the Holding Company and audited by us.
Report on Other Legal and Regulatory Requirements
1. Asrequired by Section 143(3} of the Act, based on our auditand on the consideration of reports of the other auditors on
separate financial statements of such subsidiary as were audited by other auditors, as noted In the ‘Other Matters’
paragraph, we report, to the extent applicable, that:
a. We have sought and obtained all the information and explanations which to the best of our knowledge and belief
were necessary for the purposes of our audit of the aforesaid consolidated financial statements.
b. In our opinion, proper books of account as required by law relating to preparation of the aforesaid consolidated
financial statements have been kept so far as it appears from our examination of those books and the reports of
the other auditors.
c. The consolidated balance sheet, the consolidated statement of profit and loss (including other comprehensive
income), the consolidated statement of changes in equity and the consolidated statement of cash flows dealt
with by this Report are in agreement with the relevant books of account maintained for the purpose of
preparation of the consolidated financial statements,
d. In our opinion, the aforesaid consolidated financial statements comply with the Ind AS specified under Section
133 of the Act,
8. On the basis of the written representations received from the directors of the Holding Company as on 31" March,
2023 taken on record by the Board of Directors of the Holding Company, none of the directors of the Group
companies incorporated in India is disqualified ss-on 31" March, 2023 from being appointed ss a director in
terms of Section 164(2) of the Act.
t. With respect to the adequacy of internal financial Controls with reference to the Consolidated Financial
Statements which include a subsidiary company incorporated outside India (to whom reporting on internal
financial control ts not applicable), and the operating effectiveness of such controls, refer to our separate report
in “Annexure A".
9. With respect to the matter to be included in the Auditor's Report under section 197(16) of the Act:
In our opinion and to the best of our information and according to the explanations given to us, the remuneration
paid by the Holding Campany te its directors during the year is in accordance with the provisions of Section 197
read with Schedule V of the Act. The remuneration paid to any director is not in excess of the limits laid down
under Section 197 read with Schedule V of the Act.
h. With respect-to the other matters to be included In the Auditor's Report in accordance with Rule 11 of the
Companies (Audit and Auditor's) Rules, 2014, in our opinion and to the best of our information and according to
the explanations given to us and based on the consideration of the: reports of the other auditors on separate
financial statements of the subsidiary, as noted in the ‘Other Matters’ paragraph:
i. The consolidated financial statements disclose the impact of pending litigations as at 31” March, 2023 on
the consolidated financial position of the Group. Refer Note No. 30 to the consolidated financial
Statements.
The Group did not have any long term contracts including derivative contracts for which there were any
material foreseeable losses,
There has not been any occasion in case of the Group during the year under report to transfer any sums to
the Investor Education and Protection Fund. Therefore, the question of delay in transferring such sums
does notarise_
{a) The Management of the Holding Company has represented that, to the best of it's knowledge and
belief, as disclosed in the note no. 41 to the consolidated financial statements, no funds have been
advanced or loaned or invested (either from borrowed funds or securities premium or any other sources or
kind of funds) by the Holding Company to or in any other person(s) or entity(ies), including foreign entities
(‘Intermediaries”), with the understanding, whether recorded in writing or otherwise, that the Intermediary
shall, directly or indirectly lend or invest in other persons or entities identified in any manner whatsoever
(‘Ultimate Beneficiaries”) by or on behaif of the Holding Company or provide any guarantee, security or the
like on behalf of the Ultimate Beneficiaries.
(b) The Management of the Holding Company has represented, that, to the best of it's knowledge and
belief, as disclosed in the note no. 41 to the consolidated financial statements. no funds have been
received by the Holding Company from any person(s) or entity{ies), including foreign entities ("Funding
Parties”), with the understanding, whether recorded in writing or otherwise, that the Hoiding Company
shall, directly or indirectly, lend or invest in other persons or entities identified in any manner whatsoever
("Ultimate Beneficianes”) by or on behalf of the Funding Party or provide any guarantee, security or the like
on behalf of the Ultimate Beneficiaries.
{c) Based on the audit procedures that have been considered reasonable and appropnate in the
circumsiances, nothing has come to our notice that has caused us to believe that the representations under
sub clause (i) and (ii) of Rule 11(e), as provided under (a) & (b) above, contain any material misstatement.
{d) Asstated in Note no, 46 to the consolidated financial statements:
(a) The final dividend proposed in the previous year, declared & paid by the Holding Company during
the year is in accordance with Section 123 of the Act, as applicable,
(b) The Board of Directors of the Holding Company have proposed final dividend for the year which is
subject to the approval of the members at the ensuing Annual General Meeting, The amount of
dividend proposed isin accordance with Section 123.of the Act, as applicable

Firm's Registration No, 121142W/W100122
Jayesh Dadia
Partner
Membership No, 033973
Place of Signature: Mumbal

Date: 24" May, 2023
UDIN: 23033973BGVRBU5622
ANNEXURE “A” TO THE INDEPENDENT AUDITOR'S REPORT
Report on the Internal Financial Controls under Clause (i) of Sub-section 3 of Section 143 of the Companies Act,
2013 ("the Act") referred to in paragraph 1 (f) on Report on Other Legal and Regulatory Requirements of our report
Opinion
We have audited the intemal financial controls over financial reporting of Sadhana Nitro Chem Limited (hereinafter
referred to as the “Company” or “Holding Company") as at 31” March, 2023 in conjunction with our audit of the
consolidated financial statements of the Company for the year ended on that date.
In our opinion, to the best of our information and according to the explanations given to us, holding company has, in all
material respects, an adequate internal financial controls system over financial reporting and such internal financial
controls over financial reporting were operating effectively as at 31° March, 2023, based on the intemal control over
financial reporting critena established by the respective companies considering the essential components of internal
control stated in the Guidanoe Note on Audit of Intemal Financial Controls Over Financial Reporting issued by the Institute
of Chartered Accountants of India.
Management's Responsibility for Internal Financial Controls
The Board of Directors of the halding company is responsible for establishing and maintaining internal financial controts
based on the internal contro! over financial reporting criteria established by the respective companies considering the
essential components of intemal contro! stated in the Guidance Note on Audit of Internal Financial Controls Over Financial
Reporting issued by the Institute of Chartered Accountants of India. These responsibilities include the design,
implementation and maintenance of adequate internal financial controls that were operating effectively for ensuring the
orderly and efficient conduct of its business, including adherence to respective company’s policies, the safeguarding of its
assets, the prevention and detection of frauds and errors, the accuracy and completeness of the accounting records, and
the timely preparation of reliable financial information, as required under the Companies Act; 2013,
Auditor's Responsibility
Our responsibility is to express an opinion on the intemal financial controls over financial reporting of the holding company
based on our audit. We conducted our audit In accordance with the Guidance Note on Audit of Internal Financial Controls
Over Financial Reporting (the "Guidance Note”) issued by the Institute of Chartered Accountants of India and the Standards
on Auditing prescribed under Section 143(10) of the Companies Act, 2013, to the extent applicable to an audit of internal
financial controls. Those Standards and the Guidance Note require that we comply with ethical requirements and plan and
perform the audit to obtain reasonable assurance about whether adequate intemal financial controls over financial reporting
was established and maintained and if such controls operated effectively in all material respects
Our audit involves performing procedures to obtain audit evidence about the adequacy of the internal financial controls
system over financial reporting and their operating effectiveness. Our audit of intemal financial controls over financial
reporting included obtaining an understanding of internal financial controls over financial reporting, assessing the risk thata
material weakness exists, and testing and evaluating the design and operating effectiveness of internal contro! based on the
assessed risk. The procedures selected depend on the auditor's judgment, including the assessment of the risks of material
misstatement of the financial statements, whether due to fraud or error.
We believe that the audit evidence we have obtained is sufficient and appropnate to provide a basis for our audit opinion on
the internal financial controls system over financial reporting of the holding company.
Meaning of Internal Financial Controls over Financial Reporting
A company’s intemal financial control over financial reporting ts a process designed to provide reasonable assurance
regarding the reliability of financial reporting and the preparation of financial statements for external purposes in
accordance with generally accepted accounting principles. A company’s internat financial control over financial reporting
includes those policies and procedures that (1) pertain to the maintenance of records that, in reasonable detail, accurately
and fairly reflect the transactions and dispositions of the assets of the company; (2) provide reasonable assurance that
transactions are recorded as necessary to permit preparation of financial statements in accordance with generally accepted
accounting principles. and that receipts and expenditures of the company are being made only in accordance with
authorisations of management and directors of the company; and (3) provide reasonable assurance regarding prevention
or timely detection of unauthorised acquisition, use, or disposition of the company’s assets that could have a material effect
on the financial statements
WW
Limitations of Internal Financial Controls Over Financial Reporting
Because of the inherent limitations of internal financial controls over financial reporting, including the possibility of collusion
or improper management override of controls, matenal misstatements due to error or fraud may occur and not be detected.
Also, projections of any evaluation of the internal financial controls over financial reporting to future periods are subject to
the risk that tha internal financial control over financial reporting may become inadequate because of changes in conditions,
or that the degree of compliance with the policies or procedures may deteriorate.

Jayesh Dadia
Partner

Date: 24” May, 2023
UDIN; 23033973BGVRBU5622

Connolidated Balance Sheet aa at 3tst March, 2023 (Amount in Rs. Laks}
Particutars Note No. Ag at March 35, 2023 | As at March 31. 2022 |
A
' Non-current assets
(s} Goodwil an cansoldaton 3 . 636.23
(b} Propery, Plam and Equipment 3 TA 37276 6348.87
(c} Capital work-mnrogness 3 2449-54 6544.31
(qd) Intangible Assets under developments 3 400.55 305,67
(e) Financial Assets
(l) Investments 4 - -
(i) Other financial assets 6 283.84 261.63
(f) Ommernon current assets 8 273168 2,119.51
Total Non-current assets 26,238.38 16,726.21
u Current assets
(a)mventories Sg 11,585.95 10,063.65
(0) Firanciat Assala
(i) lvesbrerite 4 576.56 663.32
(i) Trade receivables 0 6556.09 4.065.465
(a) Cash and cash equivalents n 132.92 63H
(tv) Bank Balances other than (tl) above 12 763,10 186.40
(vy) Loans & Advances 6 337.48 342.06
(vi) Other nancial assets 6 483.54 323.77
(c) income Tax Asset 4493.98 3994.54
(d) Osher cument assets 8 1Az2a0 1.491,93
Total Current Assets 26,396.13 21,884.69
TOTAL 46,634.50 38,620,990
6 EQUITY ANO LIABILITIES
‘ Equay .
(np Equity Share capita! 13 2,021.39 3,966.18
(b) Other Equity 4 20,838.60 14,061.21
Total Equity 22,697.99 16,017.39
Lisbiltties
" Noo-curtem Rabilities
(6) Financiat Liabilities
th) Bortreings %s 5.97740 3,459.99
(la) Lease. Liabilnies 16 247 96 §82.53
(b) Provisions 17 474.43 265,15
(c) Detored Tax Liabilities v S27 77 361,946
Total Non current liabilities 7,227.56 4.763.653
ul Current llabiities
() Financial Ciabdilies
(i) Barrowings 15 7,208.42 7,097.69
tia) Lease Liabilities 16 447. aS 392.71
(i) Trade payables 18
(a} Due to-nicro & small eolesprises 206.53 270,03
(bh) Doe to other than micto & email estarprses 3,140.97 AASS.78
(i) Other financial liabilities 2 118244 9442
(b}Prowsions 17 TA84 374,92
(Cc) Incone Tax Latilities 4,024.53 3438:43
(0) Other current fiediimes 20 519.60 702.01
Total Current fobitities 16,795.96 17,833.98

TOTAL 45,634.50 38,620.90
The accompanying Soles-are an integral part of the Stanelotie fitanciats statanvant (fefere Notes 1-49)
Ags per-our report Of aven date ailached
For Jayesh Dadia & Associates LLP For and on behalf of tha Board of Directors
Chartored Accountants
Firm Registration Number :121142WiW100122
AsitD Javeri Priyarn S Jhavert
Jayesh Dadia Abhishek A Javori Nitin R Jani

Pastner Managing Director Campany Secretary
Membernlap Number - 033975
Smt, Seema A Javeri Rakesh Kothari

Execulive Drector Chief Prancial
Place > Mumbai Administration Officer
Dato ; 24% May, 2023

Staternent of Consotidated Profit and loss for the year ended 31st March 2023
Particufars Note No. As at March 31, 2023 As ot March 34, 2022
() | INCOME
Revenue from operations 21 14,333 47 13.AF2.45
Othar income vad q7h.22 496.21
Total Income 14,512.69 13,868.36
ab Expenses
Coat of raw materiats'& packing materials consumed 23 8078.14 9,286.34
Changes In inventories of finished goods and worker progress: 23 (1,072.99) (3.897.10)
Empkiyee benetits expense 24 4,719.82 1,615.4
Finance costs 25 g76.15 456,73
Deoreciation and ambtization Expenses 3 T5050 610.25
Other expenses a 3486.04 2,707.39|
Total expenses 13,947.59 12,777.16
(IW) | Prott tetore exceptional items and tax 565.10 891.20
Exceptionat tems * °
(WV) |) Preét Betore Tax 865.10 891,20
(¥) Tax expense:
Prine paniod eort / (excess) provision of tax (0.95) >
Deformed tax 154.38 74.4
Total Tox Expense 247.28 268.71
(VE) | Profit for the year 317.82 622.49

(Vi}) Other Cornpretensive income (Expense) (net off lax)
0) Nems thet will not De te-classiied subsequently to prom.or loss = -
Re-neacursment on defined benest plans B40 (2.51)
Change in Fair value of Current Inwestmants through other compretensiva
income 12.72 18.22
Ranised gains on Investments classified as FYOCI 12.25 .
(VM Total Other Compreheasive incomes 34.36 16.92
(IX) | Total Comprenensive Income 392 18 635.41
(%) Vill, Earnings par equity share (Rs} 28

(1) Basic EPS [Face Vaue Rs. 1 Por Share (P.¥ Rs. t Por Share}} 0.16 0.32
(2) Diluted EPS [Face Value Rs. 1 Per Share (PY Rs, 1 Pet Share) O16 0.92
The scoompanying notes ane an integral partof the Siandalone financials statement (refere Notas 1-49)
As.ger our report of evan daly aitached
Firm Registration Number 7121142W/W100122
Asit D Javeri Priyam S Jhaverl
Executive Chawman Director

Pariner Managing Director Company Secretary
Place - Mumbai Executive Director Chief Financial
Date: 24th May, 2023 Admenistration Officer
Ww

Consolidated Statement of Cash Flows for the year ended 31st March 2023
for the od ended for the period onded
Rartieulers Maren 3t 2023 March 31, 2022
4. Cash flow from operating activities
Profit before tax 665.10 891 20
Adjustments for:
Depreciation and amortisation expenses 760.50 610.25
Interest on Lease Liability 96.37 70.36
Interest expenses 694.32 386.37
interest Income (74.76) (157.06)
Unrealised Foreign Exchange (Gain Loss (17.81) (25.07)
(Gain) / Loss on Fair Valuation of Forward Contracts 60.30 (32.20
Sundry balance Whiten back (23.30) (227,42)
Surplus/ (Deficit) share in profit of subsidiary on audit of its accounts (0.04) (4.95)
for the previous year
Provision for Doubtful Debts/ Bad Debts 12.80 -
Notional Interest & Rent on Deposits (0.85) (0,03)
(Gain) / Loss on Fair Valuation of Lease Liability (54.41) (7.04)
Sundry Balances Written off 36.52 0.31
1,489.94 613.81
Operating profit / (loss) before working capital changes 2,055.04 1,505.04
Changes in working capital:
Inventories (1,522.10) (3,431.53)
Trade receivables (2,673.00) 969.34
Loans & Advances 10.68 (8.66)
Other Current Assets & financial assets {12.12} (749.83)
Trade Payables (1,044.79) 1,737.85
Other Liab#ities (15.21) 302.80
Provisions (74.04) 6.94
(5,330.57) (1,174.09)
Cash generated from operations (3,275.52) 330.92
4. Direct Taxes (Paid) (506.00) 801.11
Neat cash flow from / (used In} operating activities (A) (3,781.53) (470.19)
B. Cash flow from / (used in) investing activities
Purchase Of Property . plant and equipment (4,217.99) {3.824.69)
Advance given for Capital Expenditure (612.17) (282.42)
Redemption/(investment) in margin deposits (§72,01) (167.04)
Repayment received for foans given - 149.70
(Acquisition\Sale of Investment(Net) 115.38 -
Interest received 8.16 242.96
Net cash flow from / (used In) investing activities (B) (5,278.67) (3,881.48) |
C. Cash flow from / (used in) financing activities
Borrowings - Nel of Repayment 2,517.50 658.75
Short Term Borrowings -Net of Repayment {1,432.75} 2,133.18
Interest Paid (583.44) (329.99)
Money received against share warrant 7,500.00 2,500.00
Dividend paid including dividend distribution tax (293.43) .
Funds raising Expense (350.00) -
Payment towards fease labilities (493.96) (409.23)
Net cash flow from / (used in} financing activities (C} 7163.93 4,552.70
Nat increase / (decrease) in Cash and cash aquivelents (A+B+C} (1,896.27) 201.03
Cash and cash equivalents at the beginning of the year 559,10 353.08
Cash and cash equivalents at the end of the year (1,337.17) 559.10
NULY,

Consolidated Statement of Cash Flows for the year ended 31st March 2023
. fo: ri nded fort riod onded
Particulars ‘waren 31, 2023 tore 31, 2022
Cash and Cash equivalent as per above comprieses of the following
Cash and cash equivalent as per Note 11
- cash In hand 1.16 1.61
- Balances with Banks (on current accounts) 134.77 631.75
132.92 633.36
- Bank overdraft / cash credit (Note 15) (1,470,098) (74.26)
Balance as per statement of cash flows
4,337.17 559.10
Figures in brackets represent outflows
Notes |
1, The cash flow statement has been prepared under the indirect method as set out in Indian Accounting Standard (Ind
AS 7)statementof cash flows,
2. Additan to property, plant and equipment include movements-of capital work progress during the -year.
As per our report of even date attached

Place; Mumbal Executive Director Chief Financial
Date : 24th May, 2023 Administration Officer
YNVHOYVS
CULIN
Consolidated Statement of Changes in Equity for the year ended 31st March, 2023
W3SHS
A)
Equity Share Capital
GSLIWI
Amount in Rs.Lakhs
Batance As April 01, 2021 4,397.27
Issue of Bonus Shares { §,58,90,894 No of equity shares of Re 1 Each) 558.91
Balance at March 31, 2022 1,956.16

Issue of Equity shares on preferential basia (65,20,606 No of equity shares of Rs 1 Each) 65.21
Balance at March 31, 2023 2,021.39
B)
Change In Other Equity (Amount in Rs. Lakhs)
ails Ent Shae | General | Gehtal | Capital | Transition | Seosrtios. | Retained Other Total
{iil
Capital |
Sutwerbed eV edempt
Reserve | "esene reserve Premium earn
rains Eququity Equity
Balance as at April 1, 2021 1397.27 1,333.30 593.01 249 884.40 - 8,770.73 11,584.03 12,981.30
Profit for the year = = - = - - 622.49 62249 622.49
Other Comprehensive mcome for the year, - . - . . “ 16.92 15.92 16.92
net of income tax
Total comprehensive income 63841 636.41 63841
issue of Bonus shares 556.91 +] %$58.91) . - - - (858,91) -
Reduction i reversal of subskliny company
in accordance ‘with audited account
s.r 41-413-2022 - - - - - - (4.95) (4,95) (4.95)
Money Received Against Shure Warrant - . - - . “ - 250000 2500.00
Add!(Less) Foreign Cumancy Monetary iteam
translation d@ereqbe account - - - - - - (97,36) (87.36 (97.36
Batance a4 at March 31, 2022 1,956.18 | 1,333.30 34.10 2.49 BB4.49 . 9,306.62 14,061.21 16,017.39
YNVHOYVS
Consolidated Statement of Changes in Equity for the year ended 31st March, 2023
CULIN
Change In Other Equity {Amount in Rs, Lakhs)
a i ;
W3SHS
Soci bytes. Cam
Equity Share Capital 4 - ‘
Pertioulars ae ay | Ceneral | as Ciapited | Transition | Securitas} Retained | oy, Equity | Total Equity
GSLIWI
Subecrhed | ee? Resane reserve | reserve | Premum | eammgs
Balance as at Apri 1, 2022 195648 | 1,333.30 410 249 664.49 “| 9,308.82 14,061.21 16,017.39
Profit for the year - - - - - - 317.82 O17 82 317.82
Other Comprehensive moome for the year, nal of income tax 6 3436 WS
Total Comprehensive Moone 362,48 258 962,48
Less: Fund Raising Expanse (350.09) (356.00) (350,00)
Less: Gouwil'on Consolidation reversed an sccounl of merger-of
Subsiiiary (636-23) (536.23) (636.23)
Less: Dividend Pad (293.43) | (293.43) (288,43)
Proogads from sue of Equity Shares 65.26 - - - -| 9,964.80 - 9,934.80 16,000.00
Less; Money Received Against Share Viarrant in tye previous year,
converled into equity (2,500.00) (2,800.00)
Liiy.
Add\Less) Foreign Currancy Monetary iteam translation difference account 13.49 13.49. 13.49
Add: Divklend dectared by the Subsidiary 458 456 458
Balance a3 at 31 st March 2023 2,021.39 | 1,333.30 Mi0 | 249) 88449 | 995480) 8397.42] 20,596.60 22607.99
Chartered Accountants Asit D Javeri Priyam S Jhaveri
Firm Registration Number :121142W/W100122 Executive Chairman Director
Jayesh Dadia
Partner Abhishek A Javeri Nitin R Jani
Membership Number ; 033973 Managing Director Company Secretary
Mumbai Smt. Seema A Javeri Rakesh Kothari

Date: 24th May, 2023 Executive Director Chief Financial
Administation Omicer

Notes forming part of Consolidated financial statements for 31st March, 2023
1, CORPORATE INFORMATION
1.1 Nature of Operaitions
Sadhana Nitro Chem Limited (the Parant Company) was incorporated on July 21, 1973. The Group Is engaged in
Manufacturing of chemical intermediates; heavy organic chemicals and performance chemicals and wireless
network equipment and services. As on 31st March, 2023 Manekchand Panachand Trading Investment Company
Pyt Ltd, holding company owned 61.92.% of the parent company's equity share capital. The parent company’s
shares are listed on the Bombay Stock Exchange (BSE). The consolidated financial statements comprises financials
of the parent company and its subsidiaries (referred to collectively as "the Group")
1,2 Statement of Compliance
The consolidated financial statements have been prepared in accordance with Indian Accounting Standards (Ind AS)
as per the Companies (Indian Accounting Standards) Rules, 2015 notified under Section 133 of Companies Act,
2013(the.“Act") and other relevant provisions of the Act. These consolidated financial statements have been prepared
for the Group as a going concern on the basis of relevant Ind AS that are effective at the Company's annual report
date, March 31, 2023 These consolidated financial slatements were authorized for issuance by the Company's Board
of Directors on 24th May, 2023.
2. SIGNIFICANT ACCOUNTING POLICIES:

2.1 Basis of preparation and presentation ;
These financial statements have been prepared on the historical cost basis, except for certain financial instruments
which are measured at fair values at the end of each reporting period, as explained in the accounting policies below.
Historical cost is generally based on the fair value of the consideration given in exchange for goods and services. Fair
value is the price which that would be received or paid to transfer a liability in an orderly transaction between market
participants at the measurement date
2.2 Principles of Consolidation
2.2.1 Subsidiaries are entities controlled by the Parent Company, Control exists when the parent has power over the
entity, is exposed, or has fights, to variable retums from its involvement with the entity and has the ability to affect
these returns by using its power over the entity. Power is demonstrated through existing rights that give the ability to
direct relevant activities, those which significantly affect the entity's returns. The financial statements of the
subsidiaries are included in the consolidated Ind AS financial statements from the date on which control commences
until the date on which the control ceases
2.2.2 The consolidated Ind AS financial statements comprise of the financial statement of the Parent Company and its
subsidiaries referred herein in Para 2.2.9 below. The financial statements of the Parent Company and its subsidiaries
have been consolidated on a line by tine basis by adding together the book values of like items of assets, liabilities,
Incomes and expenses after eliminating intra-group balances, intra group transactions and unrealized profits
resulting there from and are presented to the extent possible, in the same manner as the Group's independent
financial statements
2.2.3 In case of foreign subsidiary, revenue items are converted at the average rates prevailing during the year. All assets
and fiabilities are converted al rates prevailing at the and of the year. Any exchange difference arising on consolidation
is recognized in the “Foreign Currency Translation Reserve".
2.2.4 The financial statements of the Parent Company and its subsidiaries have been consolidated using uniform
accounting policies for like transactions and other events in similar circumstances. When necessary, adjustments are
made to the financial statements of subsidiaries to bring their accounting policies into line with the Group's accounting
policies, The financial statements of the subsidiaries used in consolidation are drawn up to the same reporting date as
thatofthe Parent Companyi.e., year ended March 31, 2023
2.2.5 Non-controlling interests (NCI) in the net assets of consolidated subsidiaries is identified and presented in the
consolidated Balance Sheet separately within equity.
2.2.6 Non-controlling interests in the netassets of consolidated subsidiaries consists of:
{a} The amount of equity attributable to non-controlling Interests at the date on which investment in a subsidiary is
made; and
{b) The non-controlling interests’ share of movements in equity since the date parent subsidiary relationship came
into existence.
NIY,
—---
{c) The profit and other comprehensive income attributable to non-controlling interests.of subsidiaries are shown
separately in the Statement of Profit and Loss and Statement of Changes in Equity,
2.2.7 Loss of Control

When the Group losses control over a subsidiary, it derecognizes the assets and liabilities of the subsidiary, and any
related NCI and other components of equity. Any interest retained in the former subsidiary is measured at fair value at
the date the contrat is lost. Any resultig gain or loss is recongnized in the Statement of Profit & Loss
2.2.8 Goodwill
Goodwill comprises the portion of the purchase pnce for an acquisition that exceeds the Group's share in the
idendifiable assets, with deduction for liabilities, calculated on the date of acquisition. Goodwill is deemed to have an
indefinite useful life and is reported at the acquisition value with deduction for accumulated impairments. An
impairment test of goodwill is conducted once every year or more often if there is an indication of a decrease in vaiue,
The impairment loss on goodwill is reported in the Statement of Profit & Loss.
2.2.9 The subsidiary companies/entities considered in the consolidated financial statements are:
{a} Anuchem BYVBA, Belgium- Wholly Owned Subsidiary
2.3 Use of estimate

The preparation of these financial statements in conformity with the recognition and measurement principles of Ind
AS requires the management of the Company to make estimates and assumptions that affect the reported balances
of assets and liabilities, disclosures relating to contingent! liabilities as at the date of the financial statements and the
reported amounts of income and expense for the periods presented.
Estimates and underlying assumptions are reviewed on an ongoing basis, Revisions to accounting estimates are
recognised in the period in which the estimates are revised and future periods are affected, The management
believes that the estimates used in preparation of the financial statements are prudent and reasonable. Future
results could differ due to these estimates and differences between actual results and estimates are recognized in the
penods in which the results are known/materialize
Key source of estimation of uncertainty at the date of the financial statements. which may cause a material adjustment
to the carrying amounts of assets and liabilities within the next financial year, is in respect of Fair valuation of financial
insttuments , useful lives of property, plant and equipment, valuation of deferrad tax Assets &tiabilitias and provisions
and contingent liabilities.
Useful lives of property, plant and equipment

The Company reviews the useful life of property, plant and equipment at the end of each reporting period. This
reassessment may result in change in depreciation expense in future periods.
Valuation of deferred tax assets & Liabilities

The Company reviews the carrying amount of deferred tax assets & Liabilitiesat the end of each reporting penod, The
policy for the same has been explained under Note 2.10.
Provisions and contingent liabilities
Provisions are recognized when the Company has a present legal or constructive obligation as a result of past evants;
itis probable that an outflow of resources will be required to settle the obligation; and the amount can be reliably
estimated.
Provisions are measured at the present value of the expenditures expected to be required to settie the obligation
using a pre-tax rate that refiects current market assessments of the time value of money (if the impact of discounting is
significant) and the risks specific to the obligation. The increase in the provision due to unwinding of discount over
passage of time is recognized as finance cost. Provisions are reviewed at the each reporting date and adjusted to
refiect the current best estimate. If it is no longer probable that an outflow of economic resources will be required to
settle the obligation, the provision is reversed.
A provision for onerous contracts is recagnized when the expected benefits to-be derived by the company from a
contract are lower than the unavoidable cost of meeting its obligations under the contract. The provision is measured
at the present value of the expected net cost of continuing with the contract. Before a provision is established, the
company recognizes any impairment loss on the assels associated with that contract.
A disclosure for a contingent liability is made where there is a possible obligation that arises from past events and the
existence of which will be confirmed only by the occurrence or non occurrence of one-or more uncertain future events
not wholly within the control of the company or a present obligation that arises from the past events where it is either
NY
not probable that an outflow of resources will be required to settle the obligation or-a reliable estimate of the amount
cannot be made, Contingent liabilities are not recognised in the financial statements, A contingent asset és neither
recognised nor disclosed in the financial statements,
Fair value measurements and valuation processes

Some of the company’s assets and liabilities are measured at fair value for financial reporting purposes, The company
has obtained independent fair valuation for financial instruments wherever necessary to determine the appropriate
valuation techniques and inputs for fair value measurements. In some cases the fair value of financial instruments is
done intemally by the management of the Company using market-observable inputs.
In estimating the fair value of an asset or a liability, the company uses market-observable data to the extent it is
available, Where Level 1 inputs are not available, the company engages third party qualified valuers to perform the
valuation, The qualified extemal valuers establish the appropriate valuation techniques and inputs to the model. The
external valuers report to the management of the Company their findings for every reporting period to explain the
cause of fluctuations in the fair value of the assets and liabilities.
Revenue Recognition
Sale of goods
Revenue is recognised upon transfer of control of promised goods to customers in an amount thal reflects the
consideration which the Company expects to receive In exchange for those goods.
Revenue from sale of goods is recognised at the point in ime when control is transferred to the customer which is
usually on dispatch/ delivery of goods based on contract with customers.
Revenue §s measured on the transaction price, which is the consideration, adjusted for volume discounts, price
concessions, Incentives and retums, if any, as specified in the contracts with customers. Revenue excludes taxes
collected from customers on behalf of the government. Accruals for discount’ incentive and retums are
estimated(using the most likely method) based on accumulated experience and underlying schemes and
arrangements with customers, Que to the short nature of credit period given to customers, there is no financing
component in the contract,
The Company has adopted Ind AS 115 Revenue from Contract with Customers, with effect from April 1.2018, Ind AS
115 establishes principles for reporting information about the nature, amount, timing and uncertainity of revenue and
cash floves arising from the contracts wilh its customers and replaces Ind AS 18 Revenue and Ind AS 11 Construction
Contracts:
Other Income
Dividend income from investments is recognised when the shareholder's right to receive payment has been
established which Is when the shareholders approve the dividend. (provided that it is probable that the economic
benefits will flow to the company and the amount of income can be measured reliably).
Interest income from a financial asset is recognised when it is probable that the econamic benefits will flow to the
Company and the amount of income can be measured reliably, Interest income is accrued on a-time basis, by
reference to the principal outstanding and at the effective interest rate applicable, which is the rate that exactly
discounts estimated future cash receipts through the expected life of the financial asset to that asset's net carrying
amount on initial recognition,
2.5 Leases
Acontract is, or contains, a lease if the contract conveys the right to control the use of an identified asset for a period of
time in exchange for consideration.
Group as alessee
The Group recognizes right-of-use asset representing its right to use the underlying asset for the tease term at the
lease commencement date. The cost of the right of-use asset measured at inception shall comprise of the amount of
the initia! measurement of the lease liability adjusted for any lease payments made at or before the commencement
date less any lease incentives received, plus any initial direct costs incurred and an estimate of costs to be incurred by
the lessee in dismantling and removing the underlying asset or restoring the underlying asset or site on which it is
located. The right-of-use assets is subsequently measured at cost less any accumulated depreciation, accumulated
impairment losses, if any and adjusted for any re-measurement of the lease liability. The right-of-use assets are
depreciated using the straight-line methad from the commencement date over the shorter of lease term or useful life
of right-of-use asset. The estimated useful lives of right-of-use assels are determined on the same basis as those of
property, plant and equipment. Right of-use assets are tested for impairment whenever there is any indication that
thelr carrying amounts may not be recoverable. Impairment loss, if any, Is recognized in the statement of profit and
loss.
Nw
The Company measures the lease liability at the present value of the lease payments. that are not paid at the
commencement date of the lease. The lease payments are discounted using the interest rate implicit in the lease, if
that rate can be readily determined, If that rate cannot be readily determined, the company uses incremental
borrowing fate. The lease payments shall include fixed payments, variable lease payments, residual value
guarantees, exercise price of a purchase option where the company is reasonably certain to exercise thal option and
payments of penalties for terminating the lease, If the lease term reflects the lessee exercising an option to terminate
the lease. The lease liability is subsequently re-measured by increasing the carrying amount to reflect interest on the
lease tiability, reducing the carrying amount to reflect the lease payments made and re-measuring the carrying
amountto refiect any reassessment or lease modifications orto reflect revised in-substance fixed lease payments.
The Group recognizes the amount of the re-measurement of lease fiability due to modification as an adjustment to the
nght-of-use asset and statement of profit and loss depending upon the nature of modification. Where the carrying
amount of the right-of-use asset is reduced to zero and there is a further reduction in the measurement of the lease
liability, the Company recognizes any remaining amount of the re-measurement in statement of profit and loss
The Group has elected not to apply the requirements of Ind AS 116 Leases to short term leases of all assets that have
a lease term of 12 months or less and leases for which the underlying asset is of low value. The lease payments
associated with these leases are recognized as an expense on a straight-line basis over the lease farm,
2.6 Foreign Currency Transactions & Transtations
The functional currency of the Group is Indian rupee.
Transactions in foreign currency are recorded at the exchnage rate prevailing on the date of transaction. Foreign
currency denominated monetary assets and liabilities are translated at the exchange rate prevailing on the balance
sheet date.
Exchange rate differences resulting from foreign currency transactions settled during the period including year-
endtransalation of assets & liabilities are recognised in the statement of profit and loss.
Non-monetary assets which are measured in terms of historical cost denominated in a foreign currency, are reported
using the exchange rate at the date of initial transation.
Changes in fair value of forward contracts designated as fair value hedge are recognised in the statement of profit and
loss,
2.7 Borrowing Costs

Borrowing costs directly attributable to the acquisition, construction or production of qualifying assets are added to the
cost of those assets, until such time as the assets are substantially ready for their intended use. interest income
eamed on the temporary investment of specific borrowings pending their expenditure on qualifying assets is
deducted from the borrowing costs eligible for capitalisation, Capitalization of borrowing cost is suspended and
charges to the statement of Profit and Loss during extended periods when active development activity on the
qualifying assets is interrupted. All other borrowing costs are recognised in profit or loss in the period in which they are
incurred,
2.8 Government grants
(i) Government grants in respect to manufacturing units located in developing regions :
The Company is entitled to various incentives from government authorities in respect of manufacturing units located
in developing regions. The Company accounts for its entitlements on accrual basis on approval of the initial claim by
the relevant authorities and there ls reasonable assurance thal the grants will be received.
(ti) Government grants in respect of additional Capital Expenditures :
Government grants whose primary. condition is that the Company should purchase, construct or otherwise acquire
capital assets is accounted for as deferred income. The grant is recognised as income over the life of a depreciable
asset by accounting deferred income in the Statement of Profit and Loss on a systematic and rational basis over the
useful life of the asset,
(iil) Exportincentives
Exportincentives under various schemes are accounted for in the year of export.
2.9 Employee benefits
(1) Defined Contribution Plan:
Payments to defined contribution retirement benefit schemes viz, Company's Provicent Fund Scheme and
Superannuation Fund are recognised as an expense when the employees have rendered the service entitling them to
the contribution,
(2) Defined Benefit Plan:

For defined benefit retirement benefit plans, the cost of providing benefits is determined using the projected unit credit
method, with actuarial valuations being carried out at the end of each annual reporting period. Remeasurement,
comprising actuarial gains and losses, the effect of the changes to the asset ceiling (if applicable) and the retum on
ey
plan assets (excluding interest), is reflected immediately in the statement of financial position with a charge or credit
recognised in other comprehensive income in the period in which they occur.
Remeasurement recognised in other comprehensive income is reflected immediately in retained earings and will
not be reclassified to profit or loss, Past service cost is recognised in profit or loss in the period of a plan amendment.
Net interast is calculated by applying the discount rate al the beginning of the period to the net defined benefil liability
or asset. Defined benefit costs are categorised as follows:
* service cost (including current service cost, past service cost, as well as gains and losses on curailments and
settlements);
* netinterest expense or income; and
* remeasurement.
(i) Gratuity: The Company has an obligation towards gratuity, a defined benefit retirement plan covering eligible
employees, The plan provides for a!ump sum payment to vested employees at retirement, death while in employment
or on termination of employment of an amount equivalent to 15/26 days salary payable for each completed year of
service, Vesting occurs upon completion of five years of service. The Company accounts for the liability for gratuity
benefits payable in future based on an independent actuanal valuation. The Company has taken a Group Gratuity
cum Life Assurance Scheme with Life Insurance Corporation for future payment of gratuity to the eligible employees.
(ti) Compensated Absences: The Company provides for the ancashment of compensated absences with pay subject to
certain rules. The employees are entitled to accumulate compensated absences subject to certain limits, for future
encashment Accumulated leave, which is expected to be utilised within the next twelve months, is treated as short-
term employee benefit and the accumulated leave expected to be carried forward beyond twelve month Is treated as
long-term employee benefit which are provided based on the number of days of un utilised compensated absence on
the basis ofan independent actuarial valuation,
2.10 Taxation
Income tax expense comprises currenttax expense and the net change in the deferred tax asset or liability during the
year. Current and deferred tax are recognised in profit or loss, except when they relate to items that are recognised in
other comprehensive income or directly in equity, in which case, the current and deferred tax are also recognised in
other comprehensive income or directly in equity, respectively. Income tax expense represents the sum of the tax
currently payable and deferrad tax.
Currentincome tax
The tax currently payable is based on taxable profit for the year, Taxable profit differs from ‘profit before tax’ as
reported in the statement of profit or loss and other comprehensive income/statement of profit or loss because of
items of income or expense that are taxable or deductible in other years and items that are never taxable or
deductible.
The Company's current tax is calculated using tax rates that have been enacted or substantively enacted by the end
of the reporting period,
Advance taxes and provisions for current income taxes are presented in the balance sheet after off-setting advance
tax paid and income tax provision arising in the same tax jurisdiction and where the relevant tax paying units intends to
settle the asset and liability on a net basis
Taxes Paid include Minimum Alternate Tax (MAT) pald in accordance with the tax laws in India, which Is likely to give
future economic benefits in the form of availability of set off against future income tax liability. Accordingly, MAT is
recognised as advance tax asset in the balance sheet when the asset can be measured refiably and it is probable that
the future economic benefit associated with the asset will be realised.
Deferred income taxes

Deferred income tax is recognised using the balance sheet approach, Deferred income tax assets and liabilities are
recognised for deductible and taxable temporary differences ansing between the tax base of assets and liabilities and
their carrying amount, except when the deferred income tax arises from the initial recognition of goodwill or an asset
or liability ina transaction that is nota business combination and affects neither accaunting nor taxable profit or loss at
the time of the transaction.
Deferred income tax asset are recognised to the extent that it is probable that taxable profit will be available against
which the deductible temporary differences and the carry forward of unused tax credits and unused tax losses can be
utilised. The carrying amount of deferred income tax assets is reviewed at each reporting date and reduced to the
extent that it is no longer probable that sufficient taxable profit will be available to allow all or part of the deferred
income tax assetto be utilised.
NEES/,
Deferred tax assets and liabilities are measured using substantively enacted tax rates expected to apply to taxable
income in the years in which the temporary differences are expected to be received or settled.
Deferred tax assets and liabilities are offset when they relate to income taxes levied by the same taxation authority
and the relevant entity intends to settle its current tax assets and liabilities on a net basis.
2.11 Property, Piantand Equipment

Property, plant and equipment held for use in production or supply of goods or services or for administrative purposes
ara stated at cost less accumulated depreciation/amortization tess accumulated impairment, if any. The cost of fixed
assets comprises its purchase price net of any trade discounts and rebates, any import duties and other taxes (other
than those subsequently recoverable from the tax authorities), any directly attrinutable expenditure on making the
asset ready for its intended use. and interest on borrowings attributable to acquisition of qualifying fixed assets up to
the date the asset is ready for its intended use.
Capital work-in-progress for production, supply of administrative purposes is caried at cost less accumulated
impairmentioss, ifany, until construction and installation are complete and the asset is ready for ifs intended use.
Depreciation is recognized (other than on capital work-in-progress) on a straight line basis over the estimated useful
lives of assets in respect of property plant & equipment & computers acquired after 1st April 2006, Property plant &
equipment including non factory building furniture fixutures & vehicles acquired prior to 1stApril 2006 are depreciated
under WDYV Method at the rates prescribed under Schedule Il of Companies Act, 2013. Depreciation on assets
acquired! purchased, sold/discarded during the year is provided on a pro-rata basis from the date of each addition till
the date of sale/retirement
The-economic useful lives of assets is assessed based on a technical evaluation, taking into account the nature of
assets, the estimated usage of assets, the operating conditions of the assets, past history of replacement, anticipated
technolagical changes, maintenance history, etc. The estimated useful life is reviewed at the end of each reporting
period, with effect of any change in estimate being accounted for on a prospective basis.
Where the cost of part of the asset is significant to the total cost of the assets and the useful life of that partis different
from the useful of the remaining asset, useful life of that significant part is determined separately. Depreciation of such
significant part, ifany, is based on the useful life of that part,
Freehold tand is not depreciated.

An item of property, plant and equipment is derecognized upon disposal or when no future economic benefits are
expected to arise from the continued use of the asset. Any gain or loss arising on the disposal or retirement of an item
of property, plant. and equipment, determined as the difference between the sales proceeds and the carrying amount
of the asset, is recognizedin the Statement of Profit or Loss.
2.12 Intangible Assets

Intangible assets with finite useful lives that are acquired separately are carried at cost less accumulated
amortization. Amortization is recognized on-a straight line basis over their estimated useful lives of 5 years, which
refiects the pattern in which the asset's economic benefits are consumed. The estimated useful life, the amortization
method and the amortization period are reviewed at the end of each reporting period, with effect of any change in
estimate belng accounted for on a prospective basis.
An intangible asset ls deracognized on disposal or when no future economic benefits are expected from use or
disposal. Gains or losses arising from de-recognition of an intangible asset, measured as the difference between the
net disposal proceeds and the carrying amount of the asset, and are recognised in the profit or loss when the asset Is
derecognised.
2.13 Impairment of tangible and intangible assets other than goodwill;

Atthe end of each reporting penod, the Company reviews the carrying amounts of its tangible and intangible assets to
determine whether there is any indication that those assets have suffered an impairment loss. If any such indication
exists, the recoverable amount of the asset is estimated in order to determine the extent of the impairment lass (if
any), When itis not possible fo estimate the recoverable amount of an individual asset, the Company estimates the
recoverable amount ol the cash generating unil to which the asset belongs,
Recoverable amount is the higher of fair value lass costs of disposal and value in use. In assessing value in use, the
estimated future cash flows are discounted to their present value using a pre-tax discount rate that reflects current
market assessments of the time value of money and the risks specific to the asset for which the estimates of future
cash flows have not been adjusted,
NEBY,
lf the recoverable amount of an asset (or cash-generating unit) is estimated to be less than its carrying amount, the
carrying amount of the asset (or cash-generating unit) is reduced to its recoverable amount. An impairment loss is
recognized immediately in profit and loss.
When an impairment loss subsequently reverses, the carrying amount of the asset (or a cash-generating unit) is
increased to the revised estimate of its recoverable amount, but so that the increased carrying amount does not
exceed the carrying amount that would have been determined had no impairment loss bean recognized for the asset
(orcash-generating unit) in prior years. Areversal of an impairment loss is recognized immediately in profit and loss,
2,14 Inventories
Inventories of raw materials, stock-in-trade, stores & spares, Fuel, packing maternal, work in progress , stock in trade
and finished goods are vaiued at the lower of cost and net realizable value after providing for obsolescence and other
losses, where considered necessary. Stock of scrap and spent acid Is valued at net realizable value. Cost comprieses
all cost of purchase, cost of conversion and other costs incurred in bringing the inventories to their present location
and condition. Stores and spares are valued on weighted average cost basis and all others are valued on a FIFO
basis.
2.15 Financial instruments
Financial assets and fiabilities are recognised when the Company becomes a party to the contractual provisions of
the instrument. Financial assets and kabilities are initially measured at fair value. Transaction costs that are directly
attributable to the acquisition or issue of financial assets and financial liabilities (other than financial assets and
financial liabilities at fair value through profit or loss) are added to or deducted from the fair value measured on initial
recognition of financial asset orfinancial liability.
Cash and cash equivalents
The Company considers ail highly fiquid financial instruments, which are readily convertible into known amounts of
cash that are subject to an insignificant risk of change in value and having original maturities of three months or less
from the date of purchase, to be cash equivalents, Cash and cash equivalents consist of balances with banks which
are unrestricted for withdrawal and usage,
Financial assets at amortised cost
Financial assets are subsequently measured at amortised cost If these financial assets are held within a business
whose objective is to hold these assets in order to collect contractual cash flows and the contractual terms of the
financial asset give rise on specified dates to cash flows that are solely payments of principal and interest on the
principal amount outstanding.
Financial assets at fair value through other comprehensive income
Financial assets are measured at fair value through other comprehensive income if these financial assets are held
within a business whose objective is achieved by both collecting contractual cash flows and selling financial assets
and the contractual terms of the financial asset give rise on specified dates to cash flows that are solely payments of
principal and interest on the principal amount outstanding.
Financial assets at fair value through profit orloss

Financial assets are measured at fair value through profit or loss unless itis measured at amortised cost or at fair
yalue through other comprehensive income on initial recognitian, The transaction costs directly attributable to the
acquisition of financial assets and liabilities at fair value through profit or loss are immediately fecognised in profit or
lass.
Investment in subsidiaries
Investment in subsidiaries are measured at cost as per IndAS 27 - Separate Financial Statements.
Financial liabilities
Financial liabilities are measured at amortised cost using the effective interest method,
Financial guarantee contracts:
A Financial guarantee contract is a contract that requires the issuer to make specified payments to reimburse the
holder for a loss it incurs because a specified debtor fails to make payments when due in accordance with the terms of
a debt instruments.
Financial guarantee contracts issued by a holding company are initially measured at their fair values and, if pot
designated as at FVTPL, are subsequently measured at the higher of :
+ The amount of loss allowance determined in accordance with impairment requiraments of INDAS 109; and
* The amount initially recognised less, when appropriate, the cumulative amount of income recognised in accordance
with the principles of INDAS 18.
NY
Equity instruments
An equity instrumentis a contract that evidenoes residual interest in the assets of the company after deducting all ofits
liabilities. Equity instruments recognised by the Company are recognised at the proceeds received net off directissue
cost,
Reclassification of Financial Assets
The Company determines classification of financial assets and liabilities on initial recognition. After initial recognition,
no reciassification is made for financial assets which are equity instruments and financial liabilities. For financial
assets which are debt instruments, a reclassification is made only if there is a change in the business model for
managing those assets. Changes to the business mode! are expected to be infrequent. The Company's senior
management determines change in the business model as a result of external or internal changes which are
significant to the company’s operations. Such changes are evident to extemal parties. A change in the business
model occurs when a company either begins or ceases to perform an activity that is significant to its operations. If the
Company reclassifies financial assets, it applies the reclassification prospectively from the reclassification date which
is the first day of the immediately next reporting period following the change in business model. The Company does
notrestate any previously recognized gains, losses (including impairment gains and losses} or interest,
Offsetting of financial instruments
Financial assets and financial liabilities are offset and the net amount is reported in the Balance Sheet if thera Is
currantly enforceable legal right to offset the recognized amounts and there is an intantion to settle on a nat basis, to
realize the assets and seattle the liabilities simultaneously.
2.16 Earnings Per Share (EPS)

The Company reports basic and diluted eamings per share in accordance with Ind AS 33 on Earnings per share.
Basic earnings per share is computed by dividing the net profit or loss for the period by the weighted average number
of equity shares outstanding during the period. Diluted earings per share is computed by dividing the net profit or loss
for the period by the weighted average number of equity shares outstanding during the period as adjusted for the
effects of all diluted potential equity shares except where the results are anti-dilutive,
2.17 Cash flow statement
The Cash Flow Statement is prepared by the indirect method set out in Ind AS 7 on Cash Flow Statements and
presents cash flows by operating, investing and financing activities of the Company.
2.18 Current/Non-Current Classification
The Company presents assets and Habilities in the balance-sheet based on currenv/non-current classification. An
assetis classified as current when it satisfies any of the following critera:
-Itis expected to be realized or intended to be sold or consumed in normal operating cycle
«Itis held primanily for the purpose of trading
-ttis expected to be realized within 12 months after the date of reporting period, or
- Cash and cash equivaient unless restricted from being exchanged or used to settle a fiability for at least 12 months
after reporting period. Current assets include the current portion of non-current financial assets. All other assets are
classified as non-current, A liability is current when It satisfies any of the following criteria:
-ltis expected fo be settled in normal operating cycle
- tis held primarily for the purpose of trading
- tis due to be sattled within 12 months after the reporting period, or
- There is no unconditional right to defer the settlement of the tiability for at least 12 months after the reporting period
Current liabilities include the current portion of long term financial abilities.
The Company ciassifies all other liabilities as non-current.
Deferred tax assets and liabilities are classified as non-current assets and liabilities.
The operating cycle is the time between the acquisition of assets and their realization in cash and cash equivalents.
The Company has identified 12 months as its operating cycle:
2.19 Share Capital

Ordinary Shares
Ordinary shares are classified as equity. Incremental costs, if any, directly attnbutable to the issue of ordinary shares
are recognized as a deduction from other equity, net of any tax effects.
2.20 Fair Value Measurement
Fair value is the price that would be received from the sale of an asset or paid to transfer a liability in an orderly
transaction betwaen market participants at the measurement date. The fair value measurement is based on the
presumption that the transaction to sell an asset or transfer the liability takes place either:
- inthe principle market for the asset or liability
-inthe absence of principle market, in the most advantageous market for the asset or liability.
NEES,
The pnnciple or the most advantageous market must be accessible by the Company
The fair value of an asset or a liability is measured using the assumptions that market participants would use when
pricing the asset or liability, assuming that markel participants act in their economic best interest.
The fair value measurement of 4 non-financial asset takes into account a market participant's ability to generate
economic benefits by using the assetin its highest and best use or by selling itto another market participant thal would
use the asset inits highest and best use.
The Company uses valuation techniques that are appropriate in the circumstances and for which sufficient data are
avaliable to measure fair value, maximizing the use of relevant observable inputs and minimizing the use of
unobservable inputs.
All assets and liabilities for which fair value is measured or disclosed in the financial statements are categorized within
the fair value hierarchy, described as follows, based on the lowest level input that is significant to the fair value
measurement as a whole:
~ Level 1 -Quoted (Unadjusted) Market prices in active markets for incidental assets or liabilities
- Level 2— Valuation techniques for which the lowest level input that is significant to the fair value measurement is
directly or indirectly observable
- Level 3- Valuation Techniques for which the lowest level input that is significant to the fair value measurement is
unobservable
For assets and liabilities that are recognized in the financial statements on a recurring basis, the Company
determines whether transfers that have occurred between levels In the hierarchy by re-assessing categorization
(based on the lowest level input that Is significant to the fair value measurement as a whole) at the end of each
reporting period.
Determination of Fair Value

1) Financial Assets - Debt Instruments at amortized cost
Atter initial measurement the financial assets are subsequently measured at amortized cost using the Effective
Interest Rate (EIR) method. Amortized cost is calculated by taking into account any discount or premium on
acquisition and fees or cost that are an integral part of the EIR.
2) Financial Assets - Debt Instruments at Fair Value through Other Comprehensive Income (FVTOCI)
Measured initially as well as at each reporting date al fair value. Fair value movements are recognized in the Other
Comprehensive Income (OCI). On deracognition of the asset, cumulative gain or joss previously recognized in OCI is
reclassified from the equity to P&L.
3) Debtinstruments & derivatives at Fair Value through Profit or Loss (FVTPL)
FVTPL is a residual category for debt instruments. Any debt instrument, which does not meet the criteria for
categorization as at amortized cost oras FVTOC!, is classified as at FVTPL.
4) Equity Instruments at Fair Value through Other Comprehensive Income
On initial recognition, the Company can make an irrevocable election (on an instrument by instrument basis) to
present the subsequent changes in fair value in ither comprehensive income pertaining to investments in equity
instruments. These elected inbestments are initially measured at fair value plus transaction costs. Subsequently, they
are measured at fair value with gains / losses arising from changes in fair value recognized in other comprehensive
income. This cumulative gain of loss is not reclassified to profit or loss on disposal of the investments,
5) Financial Liabilities
Financial liabilities are classified, at initial recognition, as financial liabilities at fair value through profit & loss, loans
and borrowings, payables, or as derivatives designated as hedging instruments in an effective hedge, as appropriate
All financial liabilities are recognized initially at fair value and, in the case of loans and borrowings and payables, net of
directly attributable transaction costs, The Companies financial liabilities include trade and other payables, loans and
borrowings including bank overdrafts and derivative financial instruments.
Subsequent Measurement
Fair value through Profit & Loss
Financial liabilities at fair value through profit & loss include financial liabilities held for trading and financial liabilities
designated upon initial racognition as at fair value through profit or loss. All changes in fair value of such liabilities are
recognised in statement of profit orloss_
Loans and Borrowings
After initial recognition, interest-bearing loans and borrowings are subsequently measured at amortized cost using the
EIR method. Gains and losses are recognized in profit or ioss when the liabilities are derecognized as well as through
the EIR amortization process, The EIR amortization is included as finance costs in the statement of profit and loss.
NIOG/,
2.21 Dividend
Dividend on share is recorded as liability on the date of approval by the shareholders and is shown gross of Dividend
Distribution tax as a reduction from retained eamings under Other Equity.
2.22 Segment Reporting
The Group has two operaling/reportable segment based on geographical area, i.e, domestlic sales and export sales,
The operating segments is managed separately as each involves different requiations, marketing approaches and
other resources; These operating segments are monitored by the Group's chief operating decision maker and
Strategic decisions are made on the basis of segment operating results. All inter-seqment transfers are carried outal
arm's length prices based on prices charged to unrelated customers in standalone sales of identical goods or
services.
For management purposes, the Group uses the same measurement policies as those used in its financial
statements. In addition, corporate assets which are not directly attributable to the business activities of any operating
segment are not allocated toa segment
The Group identifies primary seaments based on the dominant source, nature of risks and returns and the internal
organisation and management structure, The operating seqments are the segments for which separate financial
information ts available and for which operating profit/ loss amounts are evaluated regularly by the Chief Operating
Decision Maker (CODM) in deciding how to allocate resources and in assessing performance.
The accounting policies adopted for segment reporting are in line with the accounting policies of the Group. Segment
revenue, segment expenses, segment assets and segment liabilities have been identified to segments on the basis of
their relationship to the operating activities of the seqment. Inter-segment revenue is accounted on the basis of
transactions which are primarily determined based on market / fair value factors. Revenue, expenses, assets and
liabilities which relate to the Group as a whole and are not allocable to segments an reasonable basis have been
included under “unallocated revenue/ expenses / assets / liabilities"
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Sadhana Nitro Chem Limited 3
Notes forming part of the Consolidated financial statements for the year ended 31st March, 2023 >
Note 3: Property Plant and Equipment & Intangible Assats (Amount in Rs,lakhs} |
Freehold | Factory | Non factory] Plant& | Fumitures . Right Touse | Lease Capital work-| fintangibée Under || ii
Particulars Land | Buildings| Buildings | Equipment | & Fixtures |C°PUENS| Vehicles | Software| cassis | Office | TO! | in-pengress | Development 4
=
Gross Carrying amount a
Balance
as at April 1, 2021 1,651.44 | 610.62 194.49 | 4,958.53 49.88 $8.56 | 487.45 710.00 553.73 [3087 | 6646.55 | 2,097.62 170.65 E:
Additions - 4.23 - 76.95 - 3.93 3.53 - 169.78 - 25843 | 4,446.69 135.02
Disposals (Refer Foot Note. ii) - - < ° é = g
Revaluation due to change in
lease terms - - - - . - . - : . . - -
Balance as at March 31, 2022 1,651.44 | 614.85 194.49 | 4,935.48 49.88 102.49 | 490.98 110.00 723.52 | 31.87 | 6,904.96 | 6,544.31 305.67
Additions ~ 12,589.39 30.17 | 4,748.93 tad 2.48 - - 912.18 ~ | 8,284.40 841,07 94.88
Disposals - : - - - - - - : - - - -
Amount capitalized from opening CWP - - : . - : - - - - ~ | 4936.84 -
Addition on account of Merger
(Refer Note ié) .
Balance as at March 31,2023 1,651.44 [3,204.24 | 224.66 | 9,684.41 54.11 104.97 | 490.98 110.00 | 1,635.70 [34.87 /17,189.38 | 2,449.54 400.55
Accumulated Depreciation
Balance as at April 1, 2021 >| 420.76 19.74 838.44 22.51 64.50 | 133.82 27.50 205.89 [1275 | 1,445.86 - -
Depreciation for the Year - 24.33 7.58 363.07 3.54 10.81 62.16 22.00 12039 | 637 610.25 . .
Balance as at March 31, 2022 + | 145.09 27.28 | 1,191.50 26.04 75.31 | 195.98 49.50 326.28 | 19.12 | 2,056.11 . .
peas (Depreciation for the Year) . 5174 8,63 356.01 4.66 11.50 62.16 22.00 23763 | 637 760.50 , ,
isposals > . - . : -
Addition on acoount of Merger
(Refer Note iil) - . . . . . . - : . . . .
Balance as at March 31, 2023 + | 196.83 35.91 | 1,547.51 30.71 86.61 | 258.14 71.50 563.92 | 25.50 | 2,816.62 - -
Net carrying arnount
Balance as at March 31, 2022 1,651.44 | 469.76 167.21 | 3,743.97 23.83 27.18 | 295.00 60,50 397.23 [12.75 | 6848.87 | 6,544.31 305.67
Balance as at March 31, 2023 1,651.44 | 3,007.41 183,76 | 8,136.90 20.41 18.36 | 232.84 38.50 | 4,074.78 | 637 /14.37276 | 2,449.54 400,55
Foot Note:
(i) Plant & Equipmentinctudes
Office Equipments
(i) Refer Note 15(a}(b) & (c) far information on Property plant & equipment pledged as security by the company.
(it) During the financial yaar ended 31st March, 2023, the Company has suocessfully stared its plant for the mariutacture & produtan of Para Arnino Phenol (PAP) The Company had inifally started the tast production
under the batch process metodaclogy bul subsequently migrated to the continuous process methodalogy for he commercial production on achiewng the desized quality & outpul levels, Accordingly on the plant
being ready for use for commercal praduction under continuous process the same along wilh the feciory bulding hes been capitalized.

Notes forming part of the Consolidated financial statements for the year ended 31st March, 2023
Capital Work in Progress

The ageing of Capital Work in Progress for Projects
For the year Total <1 Year 1-2 Years 2-3 Years >3 Years
Ended 31.03.2022 6,544.31 4,446.69 634.97 4,307.21 155.44

Ended 31.03.2023 2,449.54 841,07 116.01 92.31 1,400.15
Particulars Total <1 Year 1-2 Years 2-3 Yoars >3 Years
Projects in Progress 1,608.97 841.07 116.01 92.15 569,73

Projacts temporarly suspended 840.57 - - 0.16 840.41
Total 2449.54 841.07 116.01 92.31 1,400.15
Projects in Progress 6492.58 4,446.69 §34 97 1,307.21 103,71

Projects temporary suspended $1.73 51.73
Total 6,544.31 4,446.69 634.97 1,307.21 155.44
Intangible Assets Under Development

The ageing of Intangible Assets Under Development
For the year Total <1 Year 1-2 Years 2-3 Years > 3 Years
Ended 31.03.2022 305.67 135.02 130.65 40.60 -

Endad 31.03.2023 400,55 94.88 135,02 130.65 40,00
Projects in Progress 400.55 94.88 135.02 120.65 40.00

Total 400,55 94,88 135.02 130.65 40,00
Particulars Total <1 Year 1-2 Yoars 2-3 Yoars > 3 Years
Projects in Progress 305.67 135.02 130.66 40.)

Total 305.67 135.02 130.65 40.00 -

Note 3: Intangible Assets (Amount in Rs. Lakhs)
Sr. No. Particular As at March 31, 2023 | As.at March 31, 2022
Goodwill
(a} | On Consolidation of Spidigo Net Private Limited 636.23

(Refer Note (I) below}
Total - 636.23
Footenols
(i) Pursuant to the Scheme of Merger (by sbosrption) santioned by the Honorable National Company Tribunal, Mumbai &
Ahmedabad bench vide their orders dated February, 2023 & 24th November, 2021, Spidigo Net Private Limited, a wholly ovwebed
subsidiary ofthe Company, has been merged with the Company with effect fram tst April, 2020 (the appointed date). The Company
has accounted for the the merger ‘pooling of interest method" undar which assets, liabililles& reserves of Spidige Net Private Limited
have been recorded in the Company's books at their respective book values as at 01.04.2022. Accordingly the Goodwill that was
recognized in the consolidated financial statements on acquring shares of Spidigo Net Private Limied during the financial year
ended 31st March, 2019 has not been adjusted against the reserves of the Company on the merger becoming effective,
Note 4 ; Investments (Amount in Rs, Lakhs)
Sr. No. Particular As at March 31, 2023 | As at March 31, 2022
No, of shares Rs No, of shares Rs

Non-current investments
Unquoted
(i) Other Investments (At fair yalue through other comprehensive income)
Quoted
Anco Communication Ltd ‘500 0.72 500 0.72
Enarai Finance Ltd 3,900 O78 3,900 0.78
Ingian Extractions Ltd 18,000 508 18,000 5.08
Indo-biatech lid 6,000 1.91 5,000 1.91
First object Techaliges Ltd 2,000 Oat 2,000 0:81
Maxworth orchards Ltd 1,300 0.13 1,300 0.43
Ojas Technechem Products Lid 5,000 L3t 5,000 131
35,700 10.75 35,700 10.75
Less: Provision for decline other than temporary,
in value of non current investments - 10.75 - 10,75
Footnotes ;
(i) Aggregate cost of quoted invesiments - 10.75 - 10.75
(ii) Aggregate market value of quoted Investrnents - - - .
(iii) Aggregate value of unquoted investments - - - -
{iv) Aggregate amount of impairment in value of investments - 10.75 . 10.75
Note 4: Current Investments {Amount in Rs. Lakhs)

Sr, No, Particular As st March 34, 2023 | As at March 31, 2022
No. of Unit Rs No, of Unit Rs

Investments measured at fair value through other comprehensive income}
(i) in Mutual Fund
Quoted
HSBC Low Duration Fund-Growth 12,98,141 392.78 | 12.98.141 298.22
(Formerly known as L&T Low Duration Fund)
HDFC. Long Duration Growth 6,62,652 264,38 | 62,552 310.17
Aditya Bitla Sun Lite Low Duration Fund 10,248 4.93
Total - 576.56 ~ 663.32
(i) Aggregate. cost of quoted investments 552.57 - 552.57
Aggregate market value of quoted investments 576.56 663.32

Note 5: Loans
Sr: No, Particular As at March 31, 2023. | As at March 31, 2022
Non Current Loans
Curront Loans
(Unsecured Considered Good, unless otherwise stated}
(} Loan to staff 26.08 36.76
(Secured, Considered Good}
(i) | Inter Corporate Deposits 305.30 305.30
Total 331.38 342.06
Note 6: Other financial assets

Non Current Financial Assets

(Unsecured, Considered Goods)
Security Deposits with Public Bodies and others 283.84 281.63
Total 283,84 281.63
Current Financial Assets

(Considered Goods)
{i} Interest Accrued on Inter Corporate Deposits 59.86 11.63
(i) Interest Accrued on Bank Deposits 23.08 4.70
(iil) Other raceivable 30.29 63.32
(lv) Advance to Vendors 370.41 244.12
Total 483.64 323.77
Note 7; Deferred tax Liabilities/(Asset)

(Net)
Deferred Tax Liability

() | Depreciation on fixed assets 562.85 459.08
{ii) | Fair Vatuaton 114.87 25:17
Gross Deterred Tax Liability 677.72 484.25
Deferred
Tax Asset
()) Employee Benefit obligations (146.72) (168.79)
(lip Other disallowable expenses (3.23) 46.48
Gross Deferred Tax Asset (149.96) (122.31)
Net Deferred Tax Liability/(Asset) 527.77 361,94

Movement in Deffered Tax during the year (Amount in Rs. Lakhs)

For the year ended March 31, 2023 Opening Balance Recognised in Recognised in Closing Balance
profit or loss ocl
Deffered Tax Liability
Plant Property Equipment 459,08 103.77 - 562,85
Fair Valuation 25.17 83.58 6:43 114.87
Gross Deffered Tax Liability (1) 434.25 187.34 6.13 677.72

Deffered Tax Asset
Employee Benefit obligations (168.79) 17,79 4.28 (146,72)
Other Disallowable Expenses 46.48 (49.71) - (3.23)
Gross Deffered Tax Asset (2) (122.31) (31.93) 4.28 (149.96)
Net Deferred Tax Liability/(Asset) (1-2) 361.94 155.42 10.41 527.77
Note 8: Other Assets

Sr. No, Particular As at March 31,2023 | As at March 31, 2022
Non Current Other Assets

(hh Capital advance 2,731.68 2,119.51
Total 2,731.68 2,119.51
Current Other Assests
(i) Batance with Statutory/Revenus Authorties 1,413.73 1543.98
(ii) | Prepaid Expenses 58.87 47.95
Total 1,472.60 1,591.93
Note 9: inventories (At lower of cost and net realisable value) (Amount in Rs. Lakhs)
Sr. No, Particular As at March 31, 2023 | As at March 31, 2022
Valued & certified by the Management

(i) Raw materiats (Include Packing Materiats} 2,083.35 1,596.76
(ii) | Work-in-progress 2,661.22 2,073.79
(ii) | Finished Goods 6,064.15 5,578.59
(iv) | Goods in Transit (Raw Material} 23.66 70.74
(v) | Stores & Spares 730.96 730.37
(vi) | Others (Fuel, scrap, ete.) 22.61 13.59
Total 11585.95 10,063.85
Footnotes
{i} Refer Note no 15 for information on Inventories mortgaged as secunty for borrowings .

Note 10: Trade receivables (Amount in Rs. Lakhs)
Sr. No. Particular As at March 31,2023 | As at March 31, 2022
Unsecured, Undisputed
(i) Considered good 6,536.10 4,060.86
(ii) Considered doubtful 37.48 32.80
6,573.58 4,093.66
Less : Allowance for doubtful debts (17.57) (8.20)
Total 6,556.01 4,085.46
Ageing of Trade Receivables (Outstanding for following pesods from

due date of payment)
Undisputed Trade Recelvables
- Considered Good
Less than 6 months 5,494.99 1,739.60
6 months.to 1 year 318.90 2,153.17
1 lo 2 years 579.54 47.95
2 ted years 1.92 19.05
~ Considered doubtful
Less than 6 months
6 months to f year = =
1 to 2 years
2 to 3 years - =
Total 6,573.58 4,093.66
Footnotes:
1) Trade receivables ara dues in respect of goods sold in the normal course of business,
2) The normal credit period allowed by the company ranges from 60 to 90 days.
3) Refer Note no 15(c) for information on Trade Receivables mortgaged as security for borrowings
4) Refer note no 271i) for Credit Risk
Note 11: Cash and Cash Equivalents

{Amount in Rs. Lakhs}
Sr. No, Particular As at March 31, 2023 | As at March 31, 2022
(i) | Cash in hand 1.16 1,61

(ii) | Balance with bank {in current account) 431.77 631.75
Total 132.92 633.36
Note 12: Other Bank Balances

Sr. No. Particular As at March 31, 2023 | As st March 31, 2022
(ih Deposits (under hen) with original Maturity <12 Manths 752.04 180.03
[Refer note below]
{i} | Dividend Accounts 11.06 6.37

Total 763.10 186.40

Footnotes:
{i) Deposit with carrying amount of Rs 13.00/- Lakhs (31st March 22 - Rs 13.00/- Lakhs) are subject to first charge against bank
guarantees.
{ii) Deposit with carrying amount of Rs. $0.00/- Lakhs (37st March 22 - Rs 50.00/- Lakhs) has been given as a security deposit to
the Ministry of Pharamaceuticals, Chemicals & Fenitizers towards the PLI Scheme
{iii) Deposit with carrying amount of Rs. 170,79/- Lakhs has been given as a Security deposit to North Arc Capital Private Limited
against the borrowing of Rs_10 croras from them
{iv} Deposit with carrying amount of Rs, 238.24/- Lakhs has been given as a secunty deposit to Vivniti Capital Pvt Ltd against the
borrowing of Rs. 2000 Lakh from them
{v) Deposit with carrying amount of Rs. 328.83/- has been given as a security Deposit against HDFC towards overdraft & Term
Loan credit facilities availed from them
Note 13: Equity Share Capital (Amount in Rs. Lakhs)
Authorised Capital;"
30,00,00,000 Equity Shares of Rs.1/- each 3,000.00 3,000.00
(Marcts 34, 2022: 30.00,00,000 Equity Shares of Rs 1/- each)
(Refer note no (I) below)
3,000.00 3,000.00
Issued Subscribed & Paid up:
20,21,38.735 Equity Shares of Rs.1/- each fully paid 2,021.39 1,956.18
(Refer note ne (i) below) - .
{March 21, 2022 19,56,18,129 Equity Shares of Rs 1/- each)
(Refer note no {il} below)
Total 2,021,39 1,956.18
Footnotes:
(l} During the yaar ended 34st March, 2022, the Company has issued and allothed 5,58.90, 054 equity shares of Re. 1/ each to eligible sharehokiers of equity shares on the
book clogure date (2. 21st July, 2021 }as fully paid up bonus equity shares by capitalizing reserves.
(i) Duretg te year ended Stst March, 2021, the Company has issued and allotted4 .65,75,745 equity shares of Re, 1/- aach lo sigible shareholders of equity shares on the
book closure Gale {i.4, 181h Septamber, 2020) a8 (uly paid up bonus equity shares by capitalizing reserves,
(ii) The Company has converted 85,20,606 share warrants mio an equivalantno. of equity shares ofRe, | each ata premiumofRs. 152.96/- per equity share on preferential
basis duning the year endod 37.03,2023, These shares are under lock-in for a pened cf one year from the dale ofissue and consequently resiiciee for lransfer
(a) Reconciliation of the number of shares and amount outstanding at the beginning and at the end of the reporting year
As at March 31, 2023 As at March

31, 2022
Particulars Equity Share Equity Share
No.of Shares | AmountinRs. Lakhs | No.of Shares | Amountin
Rs. Lakhs
Equity
No of shares outstanding atthe beginning of the year 19,86,18,129 1,956,186 139,727,235 1,397.27
Add : Additional shares issued during the year
Add : Bonus tssue in the ratio of 5:2 (PY. 2:1) 65,20,606 65.24 65,890,894 558.91
No. of shares outstanding at the end of the year 20,21,38,735 2,021.39 195,618,129 1,956.18
(b) Terms/Rights attached to Equity shares:
The company has only one class of equity shares having al par value of 2 1/- (P.Y. t 1/-)per share. Each holder of equity
share is entitled to one vote per share, The company declares and pays dividend in Indian Rupees, The dividend proposed
by the Board of Director is subject to the approval of the share holders in the ensuing annual general meeting. In the event of
liquidation of the company, the holder of equity shares will be entitled to receive remaining assets of the company after
distribution of all preferential amounts. The distnbution will be in proportion to number of shares held by share holder.
(c) Shareholders holding more than 5% shares in the Company :
Particuls: As at March 31, 2023 As at March 31, 2022
wee Equity Share Equity Share
Equity Shares of Rs. f/- each (P-Y.Rs. 1/- } fully paid No.of Shares % of Holding No.of Shares % of Holding
Manekchand Panachand Trading Investment Co. Pvt Ltd 125,172,831 61.92% 125,172,834 63.99%
Asit Javeri 419,691,771 5.78% 11,691,771 5.98%
As per records of the Company, including its register of shareholders / members and other declarations received from sharehotders
regarding beneficial interest, the above shareholding represents both legal and benefical ownership of shares
NY,

(d) Equity Shares in the entity held by holding company:

Particulars
No.of Shares % of Holding No.of Shares % of Holding
Manekchand Panachand Trading investment Co, Pvt Ltd 125,172,834 61.92 125,172,331 63.99
{e) Details of changes in shareholding of promoters

As at March 31,2023 | As at March 31,2022 | increase / (Decrease)
Particulars
No.of Shares | %4 of Holding| No.of Shares | % of Holding| Of holding
Promoters’ Holding {including Promoter Group)
Msnechand Panachand Trading Investment Co Pvt Lid] 125,172,834 61.92% | 125,172,831 63.99% -2.07%
Asit A Javea 41,691,771 5.78% | 11,699,771 5.98% 020%
Abhishek A Javen 6,902,764 2.92% §,902,784 3.02% 0.40%
Seema A Jayeri $845,967 1,90% 384 867 0.20% 1.70%
AS per records of the company, including ts register of members, the above shareholding represents both legal and
beneficial ownership of shares, The decrease in percentage sharehiding of the promoter groupis due to the allotmentof new
equity shares on preferential basis by the Company
Note 14; Other Equity

Sr.No Particulars As at March 31, 2023 | As at March 31, 2022
Reserves and Surplus’
ti) Capkal Reserve
Opering and Closing balance (CR} 2.49 249
Additions: . :
{ij Capital Redamption Reserve
Opening belence (CRR) 34.10 592.01
Less: Utlized forissued of Bonus sheres - (588.94)
Closing baiance 34.10 34,10
(it) Sacunties Premium Account
Opening belence 9534.89
Less: Utlizad for issued af Bonus shares =
Closing balance 603435)
tiv} Retained Eamings
Opening balance {Retained Earnings) 8308.62 8.770,73
Prof for the year 317.82 622.49
Other Comprehensive income far the year, net af Income tax 34.35. 15.92 _|
Total camprehenshs income 352.18 638.41
Less; Goodwill on Consoliiation reversed on aocount of merger of subsidiary (636.23) -
Less: Dividend Paid (293.43) -
Less; Fund Raising Expense (359,00)
Adc Onidend declared by tha Subsidiery 458 -
4) Reduction in reserves of subsxliary company in accordance with Iho audited accourls
as at 92.06.2024 (4.95)
0) Surplus share in the profit of tie subsiciary on fnakzation of the audited accounts of the
subsidiary - -
Aid! (Less): Foreign Currency monetary item translation 13.49 {97.36)
Closing Batance 8.397.42 9,306.82
y) Transition Revaluation Reserve
Opening balance (TRR) 884.49 884.49
Add Additions
Closing baiance 384,49 384,49

Sr.No Particulars As at March

3t, 2022 | As at March 31, 2021
{vi} Ganeral Resane
Opening belanos 7333.4 1333.0
Add: additions = =
Cloning Batance 1333.30 4,333.30
{vill Money teceeved against Shara Vverrant
Opening balance 2,500.00
Add: Recelyed during the year : 3
Less: Adjusted against conversion into equity shares (2,500.00) 2.510.090
Closing Batanca : 2,500.00
Total 20,586.60 14,061.21
Capital Reserve;
Capital Reserve is utilised in accordance with the provisions of the Act.
Capital redemption reserve represents reserve created on redemption of preference shares. itis non distributable reserve,
During the year ended March 31, 2022 the company has utilised Rs. 558.91 Lakh from the reserve towards issue of fully
paid up bonus shares,
Securities Premium Reserve
Securities Premium Reserve is used to record the premium on issue of shares.
Retained Earnings
The amount that can be distributed by the company as dividend to its equity shareholders:
Transition Revaluation Reserve
Transition Reserve represents reserve created on transition from Accounting Standards to Ind AS:
General Reserve
General reserve is used from time to time to transfer profits from retained eamings for appropriation purpose,
Note 15 ; Borrowings (Amount in Rs. Lakhs)

Sr.No Particular As at March 31, 2023 | As at March 31, 2022
Non Current Borrowings

(a) | Secured Borrowings:
(i) Term loan - Bank (Refer Note 15fa) below) 2,246.91 656.44
(ii) | Term Loan - Others (Refer Note 15(b) below) 5,797.00 3,631,741
8,043.92 4,288.15
Less, Current Maturity of Long term borrowings disclosed under the 2,066.51 825,25
head Short Term Borrowings
Balance 5,977.40 3,459.90
Total 5,977.40 3,459.90
Current Borrowings
{a) | Secured Borrowings
{i) Working Gapal Loan from Banks denominated.-in
(Refer Note (i} and (ii))
Foreign Currency 1,397.69 3,644.24
Inctian Currency - Overdraft & Cash Credit 1,470,09 74,26
Indian Currency - Export Credil 1565.48 1,154.71
{b} | Unsecured Borrowings
{i) From Financial Institubons - 148.84
{ii) | Inter Corporate Deposit [Refer note (d) befow] 331,08 56:07
{iii}, | Loan From Director 377.58 678.31
(c) | Current Maturity of Long term borrowings Gisclosed under the head /
Short Term Borrowings 2066.51 828.25
Total 7,208.42 7,097.69
NESEY

C Footnotes;
2a Term loan from banks & other financial institutions are secured by charge created on plant & machinery, motor vehicles and
factory land and building and residential property situated al Roha Riaga . Refer Note {e) below for terms of repayment, rate of
interest etc. Further, these foans are secured by a lien on amounts invested in fixed deposits as mentioned in Note No. 12 to
these financial statements. Further, these loans are also secured by the personal guarantees of Mr. Asit Javen & Abhishek
Javeri, Chairman and Managing Director, and Carporate quarantee of Manekchand Panachand Trading Investment Co Pvt Lid,
holding company ofthe Company,
b The company has foreign currrency working capilal facilities from a Bank al interest rate of 7.05% p.a, These facililies are
secured by exclusive charge on prasent and future stocks and book debts, exclusive charge on antire plant and machinery ,
charge by way of pledge on debt mutual funds of Rs 576.56 lakhs. Further secured by personal guarantee of Chairman and
c Further, the Company has working capital facilities in Indian currency froma banks carrying interest rate ranging between 6.60%
to 12.30 % p.a. These facilities are repayable on demand, secured by way of first pari passu charge on the prasent and future
current assets of the company, second pari passu charge on entire movable and immovable fixed assets of the company,
present and future at plot no 47, MIDC, Roha Industrial Area, Raigad District - 402116, investments in Mutual Funds and further
secured by personal guarantee of Chairman and Managing Director of the company and Corporate guarantee of Manekchand
Panachand Trading Investment Co Pvt Ltd, holding company of the Company.
d Inter Corporate Deposits are carrying interest rate in the range of 10-15% and repayable on or before March 31, 2024,
e@ Terms of repayment
Term Loan - Banks
March 31, 2023 March 31, 2022

Year of No of Amount No of Amount
Particulars Rate of interest Installments | Outstanding Installments Outstanding
Maturity Left as at Left as at
March 34, 2023 March 31, 2022
Bank Name , E
HDFC Bank 8.50% 2023-24 2 0.82 14 5.48
HDFC Bank 8.50% 2023-24 2 0.82 14 5.48
HDFC Bank 8.25% 2022-23 0 - 12 23.44
HDFC Benk 8.25% 2022-23 0 - 12 22.03
ICICI Bank 9.25% 2025-26 24 433,33 % 600.00
HDFC Bank 3.60% 2030-31 15 1,141,33 -
HDFC Bank 8.50% 2024-25 16 283.62 -
HOFC Bank 8.85% 2028-29 37 387.00 :
Total 2,246.91 Total 656.44
Less > Current maturity
of long term borrowings 223,54 - 200.14
Balance 2,023.37 456,30
Term Loan - Others
Financial institution
Here Fincorp Ltd 12.75% 2022-23 - 6 4.28
Hero Fincom Ltd 12:75% 2022-23 - 6 4.22
Hero Fincom Ltd 12.75% 2022.23 - 9 4.39
Kotak Mahindra Prime Lid 9.15% 2023-28 11 10.95 23 21,90
Kolsk Mahindra Prime Lid 9.15% 2023-24 "1 10.95 23 21.90
Aditys Bina Finance. Lid. 10.50% 2030-31 6 . 107 1,242.70
Bajaj Finance Ltd, 9.75% 2026-27 38 1,212,07 49 1,500,00
North Arc Capital Ltd 14.00% 2024-25 0 : 24 475.32
Aditya Bite Finance Lid -ECLG 10.50% 2028-29 0 - 72 387,00
Aditya Bina Finance Lid 43.60% 2033-34 129 1936.70
North Arc Capital Ltd 15.20% 2025-26 26 874.33
Vivriti Capital Pvt Lid.-Trache 13.75% 2025-26 30 833.32
Vive Capital Put Ltd.-Trache 3 14.25% 2026-26 33 916.68
Total 5,797.00 Total 3,631,719
Less : Currant matufity
of long tenn borrowings 1,842.97 - 241.87
Balance 3,954.03 3,389.84
Total Balance 5,977.40 3,846.14
NIS7/

Note 16: Lease Liabilities :

A Non Current 247.96 662.53

B Current 441.85 302.71
Total 689.80 1,075.25
Effective from April 1, 2019, the company adopted Ind AS 116 "Lease", applied fo all Jsase contracts existing on April 1, 2019 using the
modified retrospective approach and has taken the curmulative adjustment to retained eamings, on date of initial application, Due to transition,
the nature of expenses in respect of cerlain leases under erstwhile standard has changed from ‘Lease Rentaf to Depreciation & Amortization
expenses and Finance cost forthe Right to wse assets and on Lease Liability respectively.
Due to the accounting treatment as per this Standard, the current year profit has been increased by Rs. 159.92 Lakhs(Previous Year profit
increased by Rs, 218.48 Lakhs)
This increase in profit is primarily due to depreciation on assets taken on lease from Siemens Financial Services Private Limited not be
charged to the Statement of Profil & joss since the same were not ready for use ss at the balance sheet date:
During the year ended March 31, 2022 the company has received waivers in lease rentals due to lockdown imposed by state
Governmentsowing to the spread of the Covid-19 pandemic. Accordingly ihe Company has revalued it lease obligations in accordance with
the provisions of ind As 116, This revaluation resulted in a net reduction in tne value of lease Rabilities as al 01 04,2021
The company has recognized a net gain of Rs. 7.04 Lakhs on the aforesaid revaluations during the year.
Details of Payments to be made towards Lease obligations (Rs. Lakhs)
Particular As at March 31, 2023 | As at March 31, 2022
Lease obligations paid during the year 493.96 493.96

Lease obligations payable later than 1 year but nat later than 5 years 492.90 487.23
Lease obligations payable later than 5 year 239.47 746.65
Note 17: Provisions

(Rs. Lakhs)
Non Current
(i) Compensated absences 492.20 90.72
Total 474.43 265.15
Current
(i) Compensated absences 37.62 232.26
Total 74.61 374.92
Movement in provisions Gratuity
Add/Less - Provision recognised /(reversed) during the year 2.12 (14.84)
Note 18: Trade Payables

(Rs. Lakhs)
(i) Micro and Small Enterprises 206,53 270.03
(li) Others 3,140.99 4,153.78
Total 3,347.52 4,423.80

(Rs, Lakhs)
(a) | Ageing of Trade Payables (Ouisiandiny for following periods from due
date of payment)
) Micro and Small Enterprises
Total oustanding dues of micro enterprise and small enterprises
Less than 1 year 206;53 267.97
1-2 year 2.06
2-3 year - -
More than 3 years - -
ii) Undisputed ;
Tots! outstanding dwes of creditors other than micro enterprise &
smal enterprises
Less than | year 2,631.68 3,624.59
1-2: year 179.53 156.99
2-3 year 42.68 116.46
More thar 3 years 142.93 at.56
ill) Disputed
Tolal outstanding dues of creditors other than micro enterprise &
smail enterprises
Less than 1 year z= .
1-2- year - Way
2-3 year 174.47 .
More than 3 years - -
Total 3,347.52 4,423.30
(b) Disclosure required under Clause 22 of Micro, Small and Medium Enterprises Development (‘’MSMED") Act, 2006
(Rs, Lakhs)
Particutar As at March 31, 2023 | As at March 31, 2022
3) the principal amount and the interest due thereon (to be shown seperately)
remaining unpaid to any supplier as at the end of accaunting year:
- Principal amount due {o Micro and small enterprises: 206.53 329.66
~ Interest-due cn above: 6.55 6,93.
b) the amount of interest.paid by the buyer under MSMED Act,2006 along - -
with the amounts of the payment made to the supper beyond the
appointment day during each accounting year
c) the amount of interest due and payable for the perlod(where the principal
has Seen paid but interest under the MSMED Act 2006 is nol paid 693 3.16
d) The smount of mterest accrued and remaining unpaid at the end of
accounting year, 6.56 633
e) The amount of further interest due and payable even in lhe succeeding
yearuntil such date when the interest dues as above are actually paid to
the small enterpises,for the purpose of disallowances as a deductible
expenditure under section 23
(c) The Company has initiated the process of identification of suppliers registered under the Micro, Small & Medium
Enterprises Development Act, 2006, by obtaining confirmations from-all suppliers. Information has been collated only to
the extent ofinformation received as at the balance sheet date
(d) All trade payables are ‘current'. The Company's exposure to currency and liquidity risks related to trade payables is
disclosed iri note no 26 (ii)

Note 19: Other financial liabilities (Rs. Lakhs)
Current
{i} Interest accrued bul not due on borrowings 160.18 69.30
(ly Unclaimed Dividend 11.34 11,42
(iii) | Creditors for Capital Expenditure 783.93 647.69
(lv) | Advance From Customer 95.91 113.69
(vi) | Other payables 171.03 62.32
Total 1,182.44 904.42
Note 20: Other Liabilities (Rs. Lakhs)
Current
(i) Statutory Dues 228.74 377.67
{ii} | Employee Dues 290.86 324.34
Total 519.60 702.01
Note 21: Revenue from operation

(Rs. Lakhs)
Sale of Product
( (a) Chemical Intermediates 14,127.11 12,924 34
(b) Wireless Network Equipment 79.32 7742
(li) | Other Operating Revenue
(a) Sale of scrap & sales other 941 38.63
(b) Export Benefit 117.63 131.75
Total 414,333.47 13,172.15
Note 21.1 ; Detail of revenue from contract with customer recognised by the company net off indirect tax in the
statement of profit and loss.
Product wise Detail of Revenue (Rs. Lakhs)

(a) | Sate of product

Product Type
MAP 8,146 36 5,089.62
SND 27 (OD82) 4,425.63 5,116.55
Other 1,943.65 2,834.23
Total 14,215.84 13,040.40

Note 22: Other Income (Rs. Lakhs)

(i) Interest income on

Bank deposils 25.05 6.1
Loan to others 49.71 151.94
Notional Interest 3 .
(i) | Foreign Exchange Gain 20.69 20.56
(iii) | Gain On Forward Contracts - 36.82
(lv) | Mark To Market Gain of Forward Cantracts - 32.20
(¥) | Misceflaneous Income 2.96 15.41
(vi) | Feir Vatue Lease Liabilities 54.41 7.04
(vii) | Sundry liabilities written back 23.30 227.12
Total 179.22 496.21
Note 23: Cost of materials and packaging material consumed

PRenadind (Rs. Lakhs)
Inventory at the beginning of the year 1,596.76 173.62

Add: Purchases 8,564.69 10,709.48
Total 10,161.46 10,883.10
Less: Inventory at the end of the year (2,083.35) {1,596.76}
Cost of materials consumed 8,078.11 9,286.34
Total 8,078.14 9,286.34
Particulars of Raw material & packaging materials Consumed (Rs. Lakhs)
(lh) Benzne 1,006.36 1,268.12

(ii) | Nitric Acid 690.37 689.06
(iii) | Cast iron powder 497.77 631.15
(iv) | Oleum 65% 132.95 236.99
(v) | Packaging Material 29.57 32.59
(vi) | M.M.0.P.A 1,316.78 1,695.35
(vii) | Caustic Soda 528.88 658.47
(vill) | Caustic Potash Ley 1,000.42 WALTZ
(ix) | Other 2,875.01 3356.88
Total 8,078.11 9,286.34
Note 23: Change in inventory of Finished Goods and Work in progress (Rs. Lakhs)
{i} | Opening Stock

Work in progress 2,073.79 1,424.69
Finished goods 5,578.59 4,330.58
Scrap 3.56 3H
Total (I) 7,655.88 5,758.78
{ii) | Closing Stock
Work in progress 2,661.22 2,073.79
Finished goods 6,064.15 5,578.59
Scrap 3.50 3.50
Total (ii) 8,728.87 7,655.88
Changes in Inventories Decrease/(increase)(i-il) (1,072.99) (1,897,170)
Total (1,072.99) (1,897.10)

Note 24: Employee Benefit Expenses (Rs. Lakhs)

(l} Salaries & bonus 1,661.90 1,480.52

(ii) | Contribution to provident fund, group gratuity, ESIC & olher funds 98.90 80.52
(iii) | Gratuity (Refer Note Na_ 29) 43.38 22.24
(iv) | Leave Encashment expense (84.88) 29.73
(v) | Staff welfare & Medical Expenses 0.53 0.53
Total 1,719.82 1,613.54
24.1 During the financial year ended 31st March, 2023, the management has changed Lhe policy wilh regards to leave
encashment. As per the revised leave policy, there will be no leave encashments post tst April, 2022 and unavailed
leave couting to a maximum of 15 days in a year will be allowed to be carried forward subject to a maximum
accumulation upto 45 days of leave, This change in policy has resulted in a significant dcrease in acoumulated leave
encashment liability which has resulted in the reversal of provisions of earlier years during the year ended 31st March,
2023
Note 25: Finance Cost

(Rs. Lakhs)
(i interest expense on term loans and other financial liabihties 621.44 147-76
(ii) | Interest on lease fability 86.37 70.36
(li) | interest on delayed Payment of tax 185.43 31.21
(iv) | Other borrowing cost 72.88 207 40
Total 976,11 456.73
Note 3: Depreciation & Amortization

P (Rs. Lakhs)
a) Depreciation of tangible assets 738.50 588.25

(ii) | Amortization of intangible assets 22.00 22.00
Total 760.50 610.25


Note 26: Other Expenses (Rs, Lakhs)

0) Power and fuel 1,060.33 1,219.32

iii) Rent & Subletting Charges 13.83 10.95
(il) Rates & Taxes 25.73 71.45
fiv) Insurance 70.88 61.90
tv) Printing & Stattonery 7.38 6.02
(wi Postage. Telegram & Telephane & Internet (Commurcatian Expenses) 15.63 13.27
(vl) | Travelling & Conveyance Expenses 249.64 53.04
{vai) | Lega! & Professional fees 163.11 97-23
(ix) Directors Fees 3:12 4.76
(x) Electricity charges. 14.69 7.93
(xi) | Security Charges 57.68 41.54
(xa) Stores & spares Consumed 275.91 7.85
(xm) | Repairs
& Maintenance
Plant & Machinery 0.64 26.56
Building ° °
Others (R&M) W712 40.85
(xiv) | Other Manufacturing Expenses $2.26 114.98
(xv) | Effluent Expenses 197.20 141.85
xvi) | Research & Duveloprent Expenses 11.20 9.07
(xvii) | Payment to auditors (Refer Note 26/8) below) 41.00 41,00
(xviii) i
Freight and Forwarding Expenses 130,57 294.98
Commission Charges 12.70 27.49
Local Frejght & other expenses 469.60 275,60
(xix) | Bad debts & Sundry Debit Balances written off 42.80 -
(xx} | Miscellenous Expenses 160,31 163.12
{xxi} | Foreign exchange fluctuation 192.11 -
(xxii) | Loss on forward contracts 136,57 -
(xxiii) | CSR Expenses 56 -
(xxiv) | Sundry Balance Written off 36.82 :
(xxv) | Merger Expenses - 3.20
(xxvij | National Rent (Ind As} 2.26 081
Total 3,486.04 2,707.39
Footnoies:
(i) Payment to Auditors (Rs. Lakhs)
As Auditor*
(i) Statutory Audit Fee 10.00 11.00
(li) | Tax Audit Fee 1.00 1.00
Note 27: Financial Instruments and Risk Review

Capital Management
The key objective of the Company's capital management is to ensure that it maintains a stabie capital structure with the
focus on total equity te uphold the investor, creditor and customer confidence and to. ensure future development of its
business. The Company is focused on keeping strong total equity base to ensure independence, security @s well high
financial flexibility for potential future borrowings. if required without impacting the risk profile of the company, The
Company's goal is to continue to be able to return excess liquidity to shareholders by continuing to distribute annual
dividends in future periods. The amount of future dividends of equity shares will be balanced with efforts {o continue to
maintain an adequate liquidity status.
WEBS

(Rs. Lakhs)
Total equity attributable to equily shareholders of the company 22,607.99 16,017 39

Long term barrowings 5,977.40 3,459.90
Short term borrowings 7,208.42 7,097.69
Total borrowings 13,786.62 10,557.59
As 8 percentage of total capital 37% 40%
Total Capital (Equity and Borrowings) 35,793.81 26,574.98
Financial Risk Management Framework

The company has exposure to the following risks arising from financial assets & liabilities:
a) Credit risk
b) Liquidity risk
Cc) Market risk
i) Credit Risk
Credit risk is the risk that the counterparty will not meet its obligation under a financial instrument or customer contract
feading to financial loss. The credit risk arises principally from its operating activities (primarily trade receivables) and
from its financing activities including deposits with banks and financial institutions and other financial instruments.
The customer credit is managed by the company’s established policy, procedures and controls relating to customer
credit management. The company has established a credit policy under which each new customer is analysed
individually for credit worthiness before the company's standard payment and delivery terms and conditions are
offered. The company's review includes external ratings where available and other publicaly available financial
information. Outstanding customers recelvables are regularly monitored and any shipment to major customers are
generally covered by letter of credit or other forms of credit insurance.
The following table gives details in respect of percentage of revenues generated from top five customer:
(In %)
Revenue fron top five customers 52.70% 52.68%
The company establishes an allowance for impamment that represents fixed estimate of expected losses in respect of trade
and other receivable, The maximum exposure to credit risk as at reporting date is primarily from trade receivable amounting
to Rs, 6556.01 Lakhs (P.Y. Rs. 4085.46 Lakhs). The movementin allowance for impairment in trade and other receivables
during the year was as follows ;
(Rs. Lakhs)
Allowance for impairment Maret 31, 2023 March 31, 2022
Opening balance $.20 8.20
Impairment loss recognised / reversed 3.37 am
Closing batsnce 47.57 8.20
Majority of the balance of trade receiavbles of the Company are from seven (P.Y. two) customers,
The total outstanding from these customers as at year end is Rs. 5805.22 Lakhs (PY. Rs. 2981.20 Lakhs)
Credit risk on cash and cash equivalenet is limited as the Company generally transacts with banks and financial institutions
with high credit ratings assigned by international and domestic credit ratings agencies.

fi) Liquidity risk

Liquidity risk is the risk that the company will encounter difficulty in meeting the obligations associated with its financial
liabilities that are settled by delivering cash or another financial asset. The company’s approach to managing liquidity is to
ensure as far as possible that will have sufficient liquidity to meet its liabilities when they are due under both norma! and
stressed conditions without incurnng unacceptable losses or risking damage to company's reputation,
The Company believes that the working capital is sufficient to meet its current requirements, Accordingly , no liquidity risk is
perceived. Inaddition, the company maintains the following line of credit,
The company has foreign currency working capital facilities from a Bank at interest rate of 7.05% p-a. These facilities are
charge by way of pledge on debt mutual funds of Rs 576.56 Lakhs.
Further secured by personal guarantee of Chairman and Managing Director and Corporate Guarantee of Holding
Company. Further, the Company has working capital facilities in Indian currency from a banks carrying interest rate ranging
between 6,60% to 12.30 % p.a. These facilities are repayable on demand, secured by way of first pan passu charge on the
present and future current assets of the company, second pari passu charge on entire movable and immovable fixed assets
of the company, present and future at plot no 47, MIDC, Roha Industrial Area, Raigad District - 402116, investments in
Mutual Funds and further secured by personal guarantee of Chairman and Managing Director of the company and
Corporate guarantee of Manekchand Panachand Trading Investment Co Pvt Ltd, holding company of the Company,
(Rs. Lakhs}
Particulars Less than 1 year| 1 to 2 years 2-5 years 5 - 10 years Total
Long term borrowings 2,066.51 2,014.50 1,942,17 2,020 74 8,043.92

Short tenn borrowings 5,141.91 - - - 5.141.914
Trade payable 3,347.52 - - 3,347.52
Other financial liabilities 1,182.44 - - - 1,182.44
Total 11,738,368 2,014.50 1,942.17 2,020.74 17,715.78
(Rs. Lakhs)
Particulars Less thant year| 1to2 years 2-S years 5-10 years Total
Long term borrowings 828.25 1,035.29 1,730,857 694.04 4288.15

Short term borrowings. 6,269.44 - - - 6269.44
Trade payabte 4,423.80 4422.86
Other financial lrabilibes 904.42 - - - 904 42
Total 8,705.59 1,035.29 1,730.57 694,04 15,885.81
iii) Market Risk

Markel risk is the risk that the fair value of future cash flows of a financial instrument will fluctuate because of changes in
market prices, Such changes in the values of financial instruments may result from changes in the foreign currency
exchange rales, interest rates, credit, liquidity and other market changes. The Company's exposure to market risk is
primarily on account of foreign currency exchange rate risk.
Foreign Currency exchange rate risk
The Company operates internationally and major portion of the business is transacted in several currencies and
consequently the company Is exposed to foreign exchange risks through operating activities in foreign currency,

1) Details of foreign currency exposures as al the year and :

Amount in foreign currency Equivatent amount (Rs.Lakhs)
Particulars Currency
March 31, 2023 March 31, 2022 March 31, 2023 March 31, 2022
Financial Assets
Trade Recewebles EUR 12,92.186 20.91, 830 1,157.88 1770.69
uso 21,88.372 20.86,677 1,796.75 1584.85
Advance to Vendors uso 3,37, 759 2,639 277.69 200
ELR 91,157 91,157 51.68 77
Balance with bank in forkign ourrency uso 283t 426,497 203 3239
EUR 26.444 4,064 23.69, 344
Trae Payalles usa 147,759 §,02;201 1656 380.70
EUR 36.386 56,133 32.60 45.383
Advances Reosived from custoner usa 1,349,026 434,208 107,73 101.80
EUR : 10.77 444 . 912.46
Wortdng Cantal Borrcwings uso 17,009,090 48.07, 250 1,397.69 3,644.24
EUR : . : :
Net Asset / (liability) EUR 44,09.764 24,86,752 4,263.26 1854.30
Net Asset! (liability) USD 36,386 11,31,577 32.68 957.99
2) Details of forward contracts outstanding at the year end used to hedge the outstanding foraign currency exposures
Amount in foreign currency Equivatent amount (Rs.Lakhs}
Particulars Currency ‘
March 31, 2023 March 31, 2022 March 31, 2023 March 31, 2022
Forward contracts entered into USD 35.92,719 49,682,465 2953.82 3726.17
to hedge the receivetle
exposure
Forward contracts entered intp EURG 493,809 2,00,000 442.49 169.32
to hedge the receivable exposure
Forward contracts entered into to USD - 302,080 - 229.00
hedge the payable exposure
The Company enters into forward contracts to offset foreign currency risks arising fram the amounts denominated in currencies
other than the Indian Rupee. The counter party in such forward contracts isa bank. These contracts are entered to hedge the foreign
currency risks on the firm commitments.
Note 28 : Earnings Per Share
Basic Earning Per Share {Rs.Lakhs)
Sr.No Particulars March 31, 2023 March 34, 2022
a) Net Profil for the year atinbutabdle to the equity sharebolders 317.82 622.49
b) Opening number of equity shares outstanding 1,956.18 1,956.18
c) Closing Number of Equity shares outstanding 2,021.39 1,956.18
a) Effective weighted average no. of shares outstanding 1,961.36 1,956.18
during the year (Refer Note 28.1 below)
e) Basic earning per share (* 1/- per share) (PY Rs. 1/-/- per share) 016 0:32
Diluted Earning Per Share (Rs.Lakhs)

3) Net Profit for the year-attnbutable to the equity sharenolders 317.82 622.49
b) Opening number of equily shares outstanding on dikuled basis 1,956.18 1,956.18
c) Closing Number of Equity shares outstanding on diluted basis 2.021.439 1,956.18
a) Effective weighted average no, of shares outstanding 1,967,396 1,956.18
during the year (Refer Note 28.1 & 28 2 below)
6) Basic eaming per share (¥ 7/- per share) (P. Y. Rs. 1/-/- per share) O16 0.32
REGS

28.1 The Company has issued and allotted 5,58,.90,894 equity shares of Re, 1/- each to eligible
equity shareholders on the book closure date (i.e. 21st July, 2021) as fully paid up bonus equity
shares by capitalizing reserves
The eaming per share figures for the previous year have been restated to give effect of the allotment
of tha bonus shares, as required by IND-AS 33, ‘Eaming Per Share’. Accordingly the opening &
closing no. of outstanding equity shares has been restated and consequently the EPS for the previous
year has also been restated,
28.2 During the financial year ended 31st March, 2023, the Company has converted 65,20,606 share warrants into an
equivalent no. of equity shares of Re. 1/- each ata premium of Rs. 152.36 /- per equily share on preferential basis on
receiptof the entire consideration for which the warrants were issued in the previous financial year.
Note 29 ; Employee benefits

(a) Defined Contribution Pian
The Holding Company makes Provident Fund contributions to defined contribution plan administered by the Regional
Provident Fund Commissioner. Under this scheme, the Company is required to contribute a specified percentage of payroll
cost to fund the benefits. The Holding Company has recognized Rs. 98.67 Lakh towards Provident Fund and other fund
contributions (March 31, 2022; Rs. 80.18 Lakhs) in the Statement of Profit and Loss, The provident fund and ESIC
contributions payable by the Holding Company are in accordance with rules framed by the Government from time to time,
(b) Defined Benefit Plans:
Gratuity
The employee's gratuity fund scheme managed bya trust is a defined benefit plan. The present vaiue of the obligation is
determined based on actuarial valuation using the projected unit credit method, which recognises each period of service as
giving rise to additional unit of employee benefit entitlement and measures each unit separately to build up the final
obligation. The obligation for leave encashmentis recognised in the same manner as gratuity.
The estimated rate of escalation in salary considered in actuarial valuation, take into account inflation, seniarity promotion
and other relevant factor including supply and demand in the employment market, The above information is certified by
actuary. The expected rate on plan assets is determined considering several applicable factor, mainly the composition of
plan assets held assessed risk historical result of return on plan assets and the company's policy for plan assets
management,
The Holding Company has a defined benefit plan for every employee who has completed five year or more of service gels.a
gratuity on departure al 15 days salary (last drawn saiary) for each completed year of service. The scheme is unfunded.
The Holding Company has a defined unfunded obligation for leave encashment. Generally the leave encashmentis paid to
employees as and when claimed.
Defined benefit plans -as per actuarial valuation on 31st March, 2023
(Rs.Lakhs)
Particulars Funded Plan Gratuity

March 31, 2023 March 34, 2022
Service Cost
Current Service Cost 10.18 944
Past service cost and (gains Vlosses from settiements. 0.00 0.00
Net interest expense 23.05 22.80
Components of defined benefit costs recognised In profit or loss 33.24 32.24
Remeasurement on the net defined benefit liability
Return on plan assets (excluding amount included im net interest expense) - 0.00
Actuarial gains and joss arising form changes in financial assumptions 464 -§.30
Actuarial gains and Joss ansing form experience adjustments ~12.35 8.58
Actuarial gains and toss arising from demographic adjustments . 0.20
Components of defined benefit costs recognised in other comprehensive income 16.99 3.08
Total 16.24 35.33
wy

(Rs.Lakhs)
Particulars Funded Pian Gratuity

March 31, 2023 March 31, 2022
|. Net Asseti/(Liability) recognised in the Balance Sheet as at 31st March
1, Present vaiue of defined benefit abligation 4s at 34st March 319.21 317,10
2. Fair yatue of plan assets as at 31st March 0.00 0.00
3. Surpius/(Deticit) 348.21 317.10
4. Current porticn of the above
5, Non current portion of the above
ll. Change in the obligation during the year ended 31st March
1. Present value of defined benefit obligation:al the beginning of the year H7410 351.93
2. Add/{Less) on account of Scheme of Arrangement/Business transfer 0.00 0.00
3. Expenses Recognised in Prafit and Loss Account
» Current Service Cost 10.15 9.44
- Past Servica Cost 0.00 0.00
~ Interest Expense (income) 25.05 22.80
4. Recognised in Other Comprehensive Income 0.00 0.00
Remeasurement gains | (losses)
- Actuarial Gain (Loss) arising from:
|, Demographic Assumptions 0.00 0.20
li, Financiat Assumptions 4,64 ~5.30
ii, Experience Adjustments. -42,.35 8.58
tv, (Gain) Loss on Curtaiments And Settlements 0.00 -10.00
5. Benefit payments -14.13 -40.16
6, Others (Specify)
7. Present value of defined benefit obligation at the end of the year 319.21 317.10
lil. Change tn fair value of assets during the year ended 31st March
1, Fair value of plan assels at the beginning of the. year - -
2, Addi(Lass) on account of Scheme of Arrangement/Business Transfer - -
3, Expenses Recognised in Profitand Loss Account - -
~ Expected retum on plan assets - -
- Interest Income ° .
4, Recognised in Other Comprehensive Income
Remeasurement gains / fosses)} = -
- Aclust Retum on plan assets in excess of lhe expected return - -
- Others (specify)
5. Contributions by employer (including benefit payments recoverable} - °
6. Benefit payments = =
7, Fair value of plan assets at the end of the year - -
IV, The Major categories of plan assets

- List the plan assets by category here
Insurance Fund ‘ :
V. Actuarial assumptions
1, Discount rate 74AS% 7.27%
2. Expected rate of return on plan assets NA NA
3. Salary Increase Rate 4.00% 4.00%
4, Rate of Employee Tumover 2.00% 2.00%
§. Mortality Rate Durning Empioyment Indian Assured Lives indian Assured Livas. Mar-
Mortably (2012-14) Ueban) | tally (2006-05) (Utinraty}
6. Mortality Rate After Employment NA NLA.

(Rs.Lakhs)
Particulars Funded Pian Gratuity
March 31, 2023 March 31, 2022
Vi. Other Details
1. No. of Active Members 206.00 191.00
2. Per Month Salary For Active Members 65.19 57.81
3. Weighted Average Duration of the Projected Benefit Obligation $.00 6.00
4. Average Expected Fulure Service 16.00 15.00
5. Projected Benefit Obligation (PBO) 319.21 317.10
6, Prescrited Contribution For Next Year (12 Months) : ;
VU. Net Interest Cost for Next Year

1. Interest Cost 23.91 23.05
2, Interast Income - .
3. Net Interest Cost (1-2} 23.91 23.05
Maturity Analysis of Projected Benefit Obligation; From the Employer
Projected Benefits Payable in Future Years From the Date of Reporting

151 Following Year 36.99 142.66
2nd Following Year 22.88 6.29
3rd: Following Year 21.42 30.26
Sum of Year 6 To 10 137.76 83.30
Sum of Year 11 and Above 294.32 188.22
Sensitivity Analysis
Projected Benefit Obligation on Currant Assumptions 319.21 347.10
Deha Effect of +1% Change in Rate of Discounting {19.58} (12,76)
Oetta Effect of -1% Change in Rate of Discounting 22.19 14.16
Dela Effect of +1% Change in Rate of Salary Increase 17.62 13.59
Detta Effect of -1 Change in Rate of Salary Increase (18:77) (12.48)
Delta Effect. of +1° Change in Rate of Employee Turnover 746 4,22
Delta Effect of -1% Change in Rate of Employee Tumover (8.24) (8.20)

Note 30: Contingent liabilities and commitments (to the extent not provided for)

(i) Contingent tabilities -
(8) Contingent Liabilities for (Net of Amount paid against the demand) =
Income Tax Act 1951 (FY 2013-14) 0.55 0,65
- Employees Provident Fund and Miscellaneous Prowsiuns Act 1952# 5877 58.77
Employees Provident Fund and Miscellaneous Provisions Act 1952# 472 4.72
# The Company is subject to legal proceedings and claims which have arisen in the ordinary course of business from Direct tax laws(TDS),
Indirect tax laws and Other Laws. Future cash outflow, if any in respect of these matters are determinable only on receipt of judgements/
decisions pending at various stages before the appellate authorities, The Management ts of the opinion tat the matters would be resolved
in favour of the Company, The Company Management does not reasonable expect that these legal action when ultimately concluded and
determined wauld havea matenal and adverse effect on the Company's result of operations or financial condition.
(ii) The erstwhile subsidiary, Spidigo Net Private Limited, which merged with the
Company during the current financial year (Refer Note No. 49) had received
Demand notice u/s 148 under Employees Provident Funds and Miscellaneous
Provisions Act, 1952 from the period 01/04/2016 to 31/05/2019 for Rs 16.98 Lakhs.
Demand of Rs 16.94 Lakhs consist of followings:
- Amount of Damages 11.28 -
- Amount of Interest 57 -
Total 16.98 -
Against the said demand. the subsidiary Company had paid Rs. 6.50 lakhs & preferred an appeal before the Central Government
industrial Tribunal & obtained a stay against recovery of the balance amount.
(iti) Commitments =
Estimated amount of contracts remaining lo be executed on capital account and nat 476.92 873.33
provided for (Net of advance)
Note 31: Borrowing Costs
During the year, the Company has capitalized Rs, 799.31 Lakhs (P_Y. Rs. 395.58 Lakhs) as part of cost of qualifying CWIP
as borrowing costs.
Note 32: Segment Information
32.1 Primary Segment

An operating Segment is a component of the entity that engages in business activities from which it may earn
reveriues and incur expenses, whose operating results are regularly reviewed by the entity's chief operating decision
maker to make decisions about resources to be allocated to the segment and assess its performance for which
discrete financial performance ts avallabie.
Information reported to the chief operating decision maker (CODM) for the purpose of resourse allocation and
assessment of segment performance focuses on the type of goods & services delivered or provided, The group is in
the business of manufacturing of chemical intermediates, heavy organic chemicals and performance chemicals and
manufacture of wireless network equipmentand services.
The accounting policies of the operating segments are the same as the accounting policies disclosed in Note No: 2 to
these consolidated financial statements. The revenues, total assets and net profit as per the Statement of Profit & Loss
represent the revenue, total assets & net profit of both the operating segmnets. However, since the revenue, profits &
total assets of one of these seqments (manufacture of wireless network equipment & services) is less that 10% of the
combined revenue, profits & assets of all the operating seaments. disclosures as required by Ind-As 108, ‘Operating
Segments’ are notalven,
32.2 Secondary Segment
The Group's secondary segments are the geographic distribution of activities, Revenue & receivables are specified by
location of customers while the other geographic information is specified by locations of assets / liabilities.
The Group has two geographical segments based upon location of its customers with and outside India.

(Rs.Lakhs)
Revenue
india 6,498.91 4,431.15
Outside India 7,716.93 6,609.25
Total 14,215.84 13,040.40
Assets (Trade Receivables)
India 3,660.27 697.53
Outside India 2,905.74 3,387.94
Total 6,556.01 4,085.46
Other than above, the following assets of the Anuchem BVBA, Belgium are held outside India (Rs.Lakhs)

a) Inventories 681.01 642.93
32.3 Reporting of Customers contributing more than 10% of revenue
Total number of customer contributing 10 % of revenue each 3 3

Total Revenue From Above Customers 5,134.42 5,777.41
Note 33: Significant estimates and assumptions

Estimates and Assumptions
The preparation of the Group's financial statements requires management to make estimates and assumptions that
affect the reported amounts of revenues, expenses, assets and liabilities, and the accompanying disclosures, and the
disclosure of contingent liabilities, Uncertainty about these assumptions and estimates could result in outcomes that
require a material adjustment to the carrying amount of assets or liabilities affected in future periods;
The key assumptions concerning the future and other key sources of estimation uncertainty at the reporting date, that
have a significant risk of causing a material adjustment to the carrying amounts of assets and Habilities within the next
financial year, are described below. The Group based its assumptions and estimates on parameters available when
the financial statements were prepared. Existing circumstances and assumptions about future developments,
however, may change due to market changes or circumstances arising that are beyond the control of the Group. Such
changes will be reflected in the assumptions when they occur.
Impairment of non-financial assets

Impairment exists when the carrying value of an asset or Cash Generating Unit (CGU) exceeds its recoverable
amount, which is the higher of its fair value less costs of disposal and its value in use. The fair value less costs of
disposal calculation is based on available data from binding sales transactions, conducted at arm's length, for similar
assets or observable market prices less incremental costs for disposing of the asset, The value in use calculation is
based on a DCF model, The cash flows are derived from the budget for the next five years and do not include
restructuring activites that the group Js not yel committed to or significant future investments that will anhance the
asset's performance of the CGU being tested. The recoverable amounts sensitive to the discount rate used for tha
DCF model as well as the expected future cash-infiows and the growth rate used for extrapolation purposes,
Defined Benefit Pians (Gratuity Benefits)

The cost of the defined benefit gratuity plan and other post-employment benefits and the present value of the gratuity
obligation are determined using sctuanal valuations. An actuarial valuation involves making various assumptions that
may differ from actual developments in the future. These include the determination of the discount rate, future salary
increases and mortality rates, Due to the complexities involved in the valuation and its long term nature, a defined
benefit obligation is highly sensitive to changes in these assumptions. All assumptions are reviewed at each reporting
date.
The parameter most subject to change is the discount rate. In determining the appropriate discount rate for plans
ay

operated in India, the management considers the interest rates of government bonds in currencies consistent with the
currencies of the post-employment benefit obligation.
The mortality rate is based on publicaly available mortality tables for the specific countries. Those mortality tables tend
to change only at interval in response to demographic changes. Future salary increases and gratuity increases are
based on expected future inflation rates.
Details about gratuity obligations are given in Note 29.

Fair value measurement of financial instruments
When the fair values of financial assets and financial liabilities recorded in the balance sheet cannot be measured
based on quoted prices in active markets, the fair value is measured using valuation techniques including the DCF
model, The inputs to these models are taken from observable markets where possible, but where this ts not feasible, a
degree of judgement is required in establishing fair values. Judgements include considerations of inputs such as
liquidity risk. credit risk and volatility. Changes In assumptions about these factors could affect the reported fair value
target and the discount factor.
The Group has valued its financial instruments through profit & toss which involves significant. judgements and
estimates such as cash flows for the period for which the instrumentis valid, EBITDA of investee company, fair value of
share price of the investee company on meeting certain requirements as per the agreement, etc, The determination of
the fair value is based on expected discounted cash flows. The key assumptions take into consideration the probability
of meeting each performance target and the discount factor,
Note 34; Related Party Transaction
I) List of related parties

(A) Holding Company Manekchand Panachand Trading Investment Co. Private Limited
(B) Key Management Personne! & Board of Directors
i) Shri. Asit D. Javeri Execulive Chairman
ii) Shri. Abhishek A Javen Managing Director
ii) Smt. Seema A Javeri Exeoutive Director (Administration)
iv) Shri. Arvind R Doshi Independent Director (Resigned w.e.f. 02.06.2021)
¥) Shri. Priyam S Jhaveri independent Director
vi) Shri: Pradeep N Desai Independent Director
vii) Sho, Amit M Mehta Independent Director
vill)Smt Ayesha S$ Patel Additional Independet Director
ix) Shri. Nitin R Jani Company Secretary
x) Shri. Rakesh Kothari Chief Financial Officer (Appointed on 02.05.2022)
(c) Associate Concerns / Companies under control / Significant influence of Key Managerial Personnel or
the members of the Board of Directors
1) Lifestyle Networks Limited
li) Mirosa Marine Private Limited (Formerly known as DHPL Marine Private Limited)
iii) Pthalo Color & Chemicals (India) Limited
iv) Nanavati Speciality Chemicals Private Limited
v) Nanavati Sons Private Limited
vi) Phthalo Pigments Private Limited
vil) Aayan Nanotech Private Limited
vill) Tanishka Microencapsulation Private Limited
ix) Trivo Enterprise LLP
x) Finogra {India ) Private Limited
xi) S.Amit Speciality Chemicals Private Limited
xil) Perfo Chem (India) Private Limited
xiii) S Amit & Co
xiv) Chem Amit
xv) Hi End Property Developers LLP
xvi) Reaxa Chemistry Solutions LLP

tt) Disclosures in respect of material related party transactions during the year.
(Rs, Lakhs)
(A) | Remuneration paid / payable

i} Shri. Asit D Javen 168.00 168.00
ii} Shri, Abhishek A Javert 168.00 168.00
iii) Smt. Seema A Javen 168.00 168.00
lv) Shri Nitin R Jani 124.27 92.60
¥) Shri Rakesh Kothari 57.21 -
(B) | Interest Paid
\} Manekchand Panachand Trading Investment Co, Pvt. Lid 6.49 47.67
ii} Shri. Asit D Javeri 77.14 59.53
lil} Shri, Abtushek A Javerti tH 6.00
tv) Smt. Seema A Javeri 28.09 19.56
¥) Smt Nanavati Sons Pvt Ltd 147 °
(C) | Revenue from sale of goods
i) Asyan Nanotech Private Limited 1,764.00 266.47
il} Lifestyle Networks Ltd 0.56 1.15
(D) | Purchase Of goods / Capital Goods
i) Aayan Nanotech Private Limited 864.50 161.20
(E) | Interest Received / Receivable
i) Nanaval Sons Pvt Ltd 0.53
(F) | Director Sitting Fees
i} Shn. Arvind R Deshi - 1.52
li} Shri. Priyam $ Shaveri 1.22 1.24
iii) Shri. Pradeep N Desai 1.40 0.70
iv) Shr. Amit M Mehta 0.20 1.30
v) Shri. Ayesha Patel 0.60 -
(G) | Loan / Advances given during the year
|) Nanavat Sons Pyt, Ltd. 100.00
(H) | Loan / Advances repayment received during the year
i) Nanavati Sons Pvt. Ltd 100.00 -
(h Loan Repaid During the Year
\) Shei. Asit BD Javen 600.23 76.00
ii) Nanavati Sons Pvt. Ltd. 150.00 -
lil) Manekenand Panachand Trading Investment Co, Pvt. Ltd, 65.50 -
iv) Shri. Abhishek AJaveri 226.00 -
¥) Smt. Seema A Javen 204.00 -
(J) | Loans received during the year
i} Shri. Asit D Javeri 396.00 496.76
li) Shri. Abhishek A Javen 233.00 -
iii) Smt Seema A Jayeri 95.00 127 00
iv) Manekchand Panachand Trading Investment Co. Pvt Ltd. 165.00 -
¥) Nanavali Sons Py, Lid. 150.00
(K) | Closing Balances - Debit/(Credit)
i} Shri Asit D Javen (312.22) (537.71)
ii) Shri. Abhishek A Javer (82.02) (63.78)
iii) Smt. Seema A Javeri (261.54) (347.43)
\v) Aayan Nanotech Private Limited 927.46 96.92
¥) Lifestyle Networks Limited 1.28 28.57
vi) Manekchand Panachand Trading Investment Co, Pvt. Ud (124.42) (19.07)
(L) | The Holding Company, Manekchand Panachand Trading Investment Co, Pyt. Ltd, along with the Executive Chairman, Mr. Asit D
Javeri and the Managing Director, Mr. Abhishek AJaven have given corporate & personal guarantees respectively towards loans
obtained by the Holding Company amounting to Rs. 14,346,11 Lakhs (P_Y. Rs. 9,987 Lakhs)
NEL

Note 35: Disclosures as required under Schedule Ill to the Companies Act, 2013 with respect to Consolidated
Financial Statements
Net Assets = Total asseis - Total paws Share in Other Sharein Total
Ladilties Shate in Profit or (Loss) Comprehensive Income Comprehensive Income
Name of Entity As% OF As %ol As {5 OF As% OF

Conscii di stad rat Amount in C idated Amountin | Consolidated Other} Amountin | Consoldated Total | Amountin
Assets Rs Lakh Profit(oss} RsLakh eee _ Rs.Lakh Crees she Rs.Lakh
Parent Company:
Sadhana Nitro Cham Ltd 101.09% 22,354 83 144. 24% 458.43 100% BB 139.9256 492.79
Foreign Subsidiary;
Aryonem BYBA OR2% 185.51 85.32% 271.16 O% 76.99%, 2rt.16
Sub Total 101.91% 23,040.33 229.56% 729.59 100.00% WB 216.92% 763.95
Total Bimination 1.81% 43234 29.56% ANT 0.00% 0.00 “16.92% 4177
Grand Total 400,00% 22,607 99 100.00% 317 82 100.00% 34.36 100.00% 352.18
Note 36 : Fair Value Measurement
(a) Financial Instrument by category (Rs.Lakhs)
Particulars Mareh 31, 2023" March 31, 2022
1 lat t
~ Trade Receivables 6,556.01 4,085 46
- Cash and Cash Equrvatents 132.92 633.36
~ Bank Balance other than Cash and Cash Equivatents 763,10 186.40
- Other Financial Assets 767.49 605.40
- Loans 331,38 342.06
~ Investment - Non-current - .
- Invesiment - Current 576.56 663.32
Messured at Amortised Cost
- Trade Payables 3,347.52 4,423.80
~ Other Financial Liabilittes 1,182.44 904.42
- Borrowings 13,485.82 10,557.59
~ Lease Liabilities 689.80 1,075.25
(b) Fair Value Hierarchy
The fair value hierarchy is based on inputs to valution techniqes that are used to measure fair value that are either
observable or unobservable and consist of the following three levels °
Level 1 - Inputs are quoted prices (unadjusted) in active markets for identical assets or liabilities
Level 2 - Inputs are other than quoted prices included within level 1 that are observabie for the asset or liability, either
directly (i.e_as prices) or indirectly (i.e. derived from prices)
Level 3- Inputs are not based on observable market data (unobservable inputs). Fair value are determined In whole or in
part using 8 valuation model based on assumption that are neither supported by prices from observable current market
transaction in the same instrument nor are they based on available market data.
The Investments included in leval 3 of fair value heirachy have been valued using the cost approach to arrive at their fair
value. The cost of unquoted investments approximate the fair value because there is a wide range of possible falr value
measurements and the cost represents estimate of fair value within the range.
Ne/

Following table summarises fair value hierarchy of financial assets measured at fair value on recurring basis
Measured at Fait Value through other comprehensive income

~ Invesiment.- Non-current . . .
- Investment - Current 576.56 - -

+ Investment « Nor-current -
- Investment - Current 663.32 - -
Note 37: Details of Benami Property held

Ne proceedings have been initiated or are pending against the Group for holding any benamt property under the Benami
Transactions (Prohibition)
Act, 1988 (45 of 1988) and rules made thereunder during the year.
Note 38: Wilful Defaulter

None of the companies in the Group have been dectared wilful defaulter by any bank or financial imstitution or any other
lender during the year,
Note 39: Relationship with Struck Off Companies

The Group does not have any transactions or balances with the companies struck off under Section 248 of the Companies
Act, 2013 or Section 560 of Companies Act, 1956 during the year and the previous year,
Note 40: Compliance with number of layers of companies

All the companies in the group are in compliance with the relevant provisions of the Companies Act, 2013 with respect to 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.
Note 41: Utilisation of Borrowed Funds and Share Premium under Rule 11(e)}
No funds (which are material either Individually or in the aggregate) have been advanced or loaned or invested (either from
borrowed funds or share premium or any other sourcas or kind of funds) by the Group to or in any other person or entity,
including foreign entity ("Intermediaries").
No funds (which are material either individually or in the aggregate) have been received by the Group from any person or
entity, including foreign entity ("Funding Parties’),
Note 42; The companies in the Group do not have any transactions not recorded in books of accounts that has been
surrendered or disclosed as income during the year and previous year in the tax assessments under the Income Tax Act,
1961,
Note 43; The Group has not traded or Invested in any crypto currency or virtual currency during the year and previous year,
Note 44: There has been no fraud by or on any company within the Group during the year and previous year
NBs

Note 45: Compliance with approved Scheme(s) of Arrangements

The Holding Company had filed applications with the jurisdictional National Company Law Tribunals (NCLT) for the scheme
of merger (by absorption) of its whallly owned subisidiary, Spidigo Net Private Limited, during the financial year 2020-21.
The application for the subsidiairy company was filed before the Ahmedabad bench of NCLT, within whose jurisdiction the
registered office of the subsidiary was located. Pursuant to the Scheme of Merger (by Absorption) sanctioned by the
Honorable National Company Law Tribunal, Mumbai & Ahmedabad Bench vide their orders dated 8th February, 2023 &
24th November, 2021, Spidigo Net Private Limited (Spidigo) a wholly owned subsidiary of the Company, has been merged
with the Holding Company with effect from 1st Apni, 2020 (the Appointed Date), Accordingly, these consolidated financial
statements for the year ended 31st March, 2023 have been prepared after taking into consideration the impact of the
soheme of merger sanctioned by the National Company Law Tribunals,
Note 46: Dividend

Dividends declared by the Company are based on the profits available for distribution. The Board of Directors have
proposed a final dividend of 15% i.e. Rs.0.15 (Pravious year Rs 0.15) par equity share amounting to Rs. 303.21 in Lakhs for
the year 2022-23 (Previous year Rs. 293.43/- in lakhs) after the balance sheet date, subject to the approval of shareholders
at the ensuing Annual General Meeting of the Company and therefore, the proposed final dividend has not been recognised
as the jiability as at the balance sheet date in line. with Ind AS 10 on ‘Events after the reporting period’.
Note 47; Rounding of Amounts

All amounts disclosed in the financial statements and notes have been rounded off to the nearest lakhs as per the
requirement of Schedule Ill, unless otherwise stated.
Note 48: Events Occuring after the balance sheet date

No adjusting or significant non-adjusting events have occurred between the reporting date and date of authorization.
Note 49: Previous Year Figures

Previous year's figures have been regrouped, rearranged & reclassified where ever considered necessary.

Executive Director Chief Financial
Administration Officer
Place : Mumbai
Date : 24th May 2023
DIRECTOR'S REPORT
The Directors of Anuchem BY are pleased to submit herewith the annual report and Audited statement of
accounts for the year ended 31st December 2022
Review of business:
The principal activities of the company continued to be marketing of Chemicals. The Tumover during the
year was EUR 2.336.966,67 (2021 - EUR 3.303.142,86). The profit after Tax for the Year as at EUR
$1,264.63 (2021 Loss - EUR 4320,80)
The directors opined that, barring unforeseen circumstances the performance of company is expected to
improve in the current financial year.
DIVIDEND:
The directors have decided that there will be a dividend of 25% for the year 2022
AUDITORS:
The auditors, Mr Luc Verreyken of Agiver BV, accountantskantoor have expressed their willingness to
continue as Auditors and the Directors will place.a resolution before the general meeting for their re-
appointment.
On behaifof board
A.D: Javen
Director
Antwerpen, 4thApril 2023
uy
AUDITORS REPORT
AGIVER BV ACCOUNTANTSKANTOOR
BISSCHOPPENHOFLAAN 588
2100 DEURNE
REG. N° ITAA 50.081.504
To the shareholders of Anuchem BY :
| have audited the balance sheet of Anuchem BV as at 31° December 2022 and the related Profit and loss
account which have been prepared on the basis of accounting policies stipulated under Chapter II of the
royal decree of 8° October 1976,
The said accounting policies have not been altered in relation to the previous financial year. The profit
and loss account is not being majorly influenced by yields and costs that have to be ascribed to the
previous financial year.
| have conducted my audit in accordance with the auditina standards issued by IAB Accountants
organisation, An audit includes examination, on 2 test basis, of evidence relevant to the amounts and
disclosures in the financial statements. It also includes an assessment of the significant estimates and
judgements made by the Directors in the preparation of the financial statements and of whether the
accounting policies are appropriate to the companies circumstances, consistently applied and
adequately disclosed
| planned and performed my audit so as to obtain all the information and explanations which | considered
necessary in order to provide me with sufficient evidence to give reasonable assurance that the financial
statements are free from material misstatement, whether caused by fraud or other irregularity or error. In
forming my opinion | also considered the overall adequacy of the presentation of information in the
financial statement,
In my opinion the financial statement give a true and fair view of the state of affairs of the company at 31st
December, 2022 and of the profit or Loss for the year then ended and have been properly prepared in
accordance with the requirement of the Belgium Company law.
Antwerpen, 4th Apnil 2023 For Agiver By

Luc Verreyken
Reg. No. ITAA 11.445.087
ANNUAL STATEMENT OF ACCOUNTS OF ANUCHEM BVBA

BALANCE SHEET AFTER DISTRIBIUTION
OF PROFIT
As at 31-Dec-2022
2022 2021
(currency : Euro) (currency : Euro)
LIABILITIES
1) Shareholder’s Funds
a) Share Capital - /ssued Capital 18,750.00 18,760.00
b) Reserves
i). Legal reserve 1.875, (a T.875, Wt
ii) Profit and loss Account
7647582 23,898.69
2) Current Liabilities
a) Trade Payables 2.295.593, 10 2,098.080.59
D) Services 54,133,13 6 254.75
©) Dividerxd Payable —4,887,509 5.625.00
2.354.413,73 2.109.060,34
TOTAL OF LIABILITIES 2.443.639,55 2.152.609,03
ASSETS
1) Non-current assets
a) Fixed Assets 1,.830,97 1.830,97
Fixed Assets (gross) (1830.97) (1830.97)
Less" depreciation 0.00 0.00
2) Current Assets 1,051.528,36 169.379,47

8) Inventones
b) Recieyables 1,294 496.41 1.877.005.37
l) Trade receivables 9118717 95.517,53
Ih) Advande too Supplier 2.393,12 614.58
ll) Vat receivables 1.388.046,70 1.973.137. 48
3) Liquid resources 4.06449 10.092.08
TOTAL OF ASSETS 2.452.609,03
AGIVER BVBA
Accountantskantoo
Reg -nr4755.2N,53
Antwerp, 4th April 2023

PROFIT AND LOSS ACCOUNT

As at 31-Dec-2022
2022 2021
(currency : Euro) (currency : Euro)
INCOME :
Tumover 2.336.966,67 3,303,442,86

Interest received 9,67 697,16
Intreaseidecrease in closing stock 882.148,89 (2.285.021,62)
Income(loss) on exchange fluctuation (1427.12) 923.049.16
3.217.698,13 1241, 867.56
EXPENSES :
Purchases 3.007.178,62 1.040.921.5565

Cleanng en forwarding charges 139.760,64 96.846.19
Travetling and adrninistrative expenses 16,568,654 5.415.26
Local Taxes 970,00 969.00
Financial expenses 1.956 28 2.045.688
Deprecation 0,00 0.00
3,166.433,48 1,446.197.88
PROFIT (LOSS) BEFORE TAXATION : §1.264,63 (4.330,32)
Less : Provision tax for the year 0,00 (9.52}
PROFIT(LOSS) AFTER TAX §1.264,63 _ {4.320,80)
Add » Carried over profit(loss) of last year 22.023,69 26.344 49
Less 1) Provision for dividend (4.68750) 0.00
profit (loss) to be carried over 68,600,382 22.023,69
AGIVER BVBA
Accountantskantoa
Reg nr 4755.2N,53
4th April 2023

1) ACCOUNTING POLICIES:
The Principataccounting policies adopted by the company are as follows:
3) BASIS OF ACCOUNTING;
The accounts are prepared under the histomcal cost convention and in accordance with applicable accounting standard.
b) STOCKS:
Stocks are valued st lower of cost or net realisable value.
c) CURRENCIES:
This accounts have been prepared in Evra. (&}
d) FOREIGN CURRENCIES;
Revenue transactions in foreign currencies are transiated in Euro at the exchange tale prevailing on Ihe.dale ol transaction,
At ihe end of the financial year the Assets and liabilities expressed in foreign currencies are translated in to Euro at the fate of
exchange nuling al the end of financial year.
e) DEPRECIATION
Depreciation on Fixed assets is at the rate of 20% perannum on siraight line basis,
f) TAXATION:
Tax payable is provided on taxable profit at ihe current tax rate.
2) SHARE CAPITAL
Authorised, allotted and fully paid-up: 750 shares of & 25,00 Euro each,
3) RECIEVABLES
{due within one year)
More than 6 Months Others
2022 2021 2022 2021
a) Trade receivable 904.206,15 1,.847.162,37 390,290.26 29.623,00
b) Advance to supplier 91,957.17 - - 95.517,53
£) Vat receivable = = 239332 614.58
995.363,32 1,.847.182,37. $92.683,36 125.955,41
4) SUPPLIERS
(due within one year)
More tivan 6 Months Others
2022 2021 2022 2021
a) For Purchases 2.295.593,10 2.098.080,59 . -
b)} For services : - 54,933.43 6254.75
2.295.593,10 2.098.080.59 $4.133.13 6.25475
AGIVE R BY AD. JAVERI

Accountantskatoor Director
Reg nr 4756.2N.53
Antwerp, 4 April 2023

TRAVELLING ANO AMINISTRATIVE EXPENSES 2022 2021
Fees & professional charges 14.939,04 §:342,26

Registeraod publication costs 75,90 73,00
Other business expenses 1,553.60 0.00
16.568,54 §.415,26
CLEARING
AND FORWARDING CHARGES
Freight sales §1.299.48 41,202,
Freight purchase/storage 38.487.45 38.074,52
Freight Insurance 7,973.71 8.569, 17
Fee for bookkeeping 42,000, 00 12,000,00
139.760,64 86.846,19
LOCAL TAXES
Local taxes 970.00 __ 969,00
970,00 969,00
FINANCIAL EXPENSES
Interests 532, 25 B16
Bank charges 1,424.03 2.037,72
Factoring fee + subscription 0.00 0,00
Interests On Factoring 6,00 9,00
Difference in payments 6.00 0.00
1,956.28 2,045,388
LIQUID RESOURCES
Betfus (Usd) 2.084.29 1.789,62
Betfius (Euro) + Deposit factoring 1,980.20 9,302.45
4.06449 11.092,08
Cash Balance 0.00 0.00

4.06449 14.092,08
AGIVER BYBA A.D. JAVER!

Accountantskantag Director
Reg nr 4755.2N.53
Antwerp, 4th April 2023
NSE

103-2003 Sadhana Nitro Chem Limited PT: Scrip Code: 506642 Mumbai - 400051, India

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103-2003 SADHANA NITRO CHEM LIMITED PT

sadhananitro@sncl.com | www.sncl.com | CIN ; L24110MH1973PLCO016698 | Tel.: +912268663300

Kindly take the same on your records.

For SADHANA NITRO CHEM LIMITED

Nitin Rameshchandra Jani

Corporate Office Factory Address Registered Office

sadhananitro@sncl.com | www.sncl.com | CIN ; L24110MH1973PLC016698 | Tel.: +912268663300

2 NOTICE TO THE MEMBER 3-15

4 CORPORATE GOVERNANCE REPORT 30-59

5 BUSINESS RESPONSIBILITY & SUSTAINABILITY REPORT 63-95

6(A) FIVE YEARS HIGHLIGHTS 106

6(B) EQUITY SHARE CAPITAL BUILT UP 107

7 STANDALONE FINANCIAL STATEMENT

independent Audior's Report 108-118

Balance Sheet 119

Statement of Profit & Loss 120

Cash Flow Slatement 121

Notes forming part of the Standalone Financial Statements 122 - 164

8 CONSOLIDATED FINANCIAL STATEMENT

independent Auditor's Report 165-171

Balance Sheet 172

Statement of Profit & Loss 173

Cash Flow Statement 174

Notes forming part of the Consolidated Financial Statements 175-216

5 ANNUAL REPORT OF THE SUBSIDIARY COMPANY - ANUCHEM 8.V.B.A. 217 - 222

BOARD OF DIRECTORS Shri. Asit D. Javeri Executive Chairman

KEY MANAGERIAL PERSONNEL Shri. Nitin R. Jani Company Secretary

BANKERS CIT! BANK, Mumbai

AUDITORS Jayesh Dadia & Associates LLP

REGISTERED OFFICE Hirabaug, 1° Floor,

FACTORY 47, M1.D_C. industrial Area, Roha,

REGISTRAR AND LINK INTIME INDIA PRIVATE LIMITED

1. Adoption of Financial Statement

4. Ratification of remuneration of Cost Auditors

Registered Office: By the order of Board of Directors

Telephone No. 022- 49186000,

Link Intime India Pvt: Ltd.

(Unit: Sadhana Nitro Chem Limited)

Ph: 022 - 49186270

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Registration No. M8791