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14[th] July, 2023

The Secretary The Secretary BSE Ltd. National Stock Exchange of India Ltd. Corporate Relationship Dept., Exchange Plaza, Plot no. C/1, G Block, 14[th] floor, P. J. Tower, Bandra-Kurla Complex, Dalal Street, Fort Bandra (E), Mumbai - 400 001 Mumbai - 400 051 Stock Code – 500331 Stock Code - PIDILITIND

Dear Sir,

Sub: Notice of 54[th] Annual General Meeting and Annual Report

Dear Sir/ Madam,

Pursuant to Regulation 34(1) of the SEBI (Listing Obligations and Disclosure Requirements) Regulations 2015, please find enclosed herewith Notice of 54[th] Annual General Meeting (AGM) and the Annual Report of the Company, including the Business Responsibility and Sustainability Report for the financial year 2022-23, which is being sent through electronic mode to the Members.

The AGM is scheduled to be held on Thursday, 10[th] August, 2023 at 3:00 p. m. through Video Conferencing (“VC”)/ Other Audio Visual Means (“OAVM”).

The Notice of AGM along with the Annual Report for the financial year 2022-23 is also available on the website of the Company.

This is for your information and records.

Thanking You,

Yours faithfully,

For Pidilite Industries Limited

MANISHA Digitally signed by MANISHA RAKESH RAKESH SHETTY SHETTY Date: 2023.07.14 17:25:16 +05'30' Manisha Shetty Company Secretary

Encl as above

Regd. Office Regent Chambers, 7th Floor Jamnalal Bajaj Marg 208 Nariman Point Mumbai 400 021

Pidilite Industries Limited

Corporate Office Ramkrishna Mandir Road Andheri - E, Mumbai 400059, India

T + 91 22 2835 7000 2835 7952 / 2835 7365 F +91 22 2830 4482 www.pidilite.com ClN:L24100MH1969PLC014336

Pidilite Industries Limited

Registered Office: Regent Chambers, 7[th] Floor, Jamnalal Bajaj Marg, 208, Nariman Point, Mumbai 400 021.

NOTICE

NOTICE is hereby given that the 54[th] ANNUAL GENERAL MEETING of the Members of the Company will be held on Thursday, 10[th] August 2023 at 3.00 p.m. IST through Video Conferencing (“VC”)/Other Audio Visual Means (“OAVM”), to transact the following business:

ORDINARY BUSINESS:

To receive, consider and adopt:
a. the audited standalone financial statements of the Company for the financial year ended 31[st] March 2023 together with the reports of Board of Directors and the Auditors’ thereon; and
b. the audited consolidated financial statements of the Company for the financial year ended 31[st] March 2023 together with the report of the Auditors’ thereon.
To declare Dividend on equity shares.
To appoint a Director in place of Shri A N Parekh (DIN: 00111366), who retires by rotation and being eligible, offers himself for re-appointment.
To appoint a Director in place of Shri Sudhanshu Vats (DIN: 05234702), who retires by rotation and being eligible, offers himself for re-appointment.
To consider and, if thought fit, to pass the following resolution as an Ordinary Resolution for appointment of Statutory Auditors of the Company:
“RESOLVED THAT pursuant to the provisions of Sections 139, 142 and other applicable provisions, if any, of the Companies Act, 2013 read with the rules framed thereunder as amended from time to time (including any statutory modification(s) or re-enactment thereof for the time being in force) and pursuant to the recommendation of Audit Committee and the Board of Directors, M/s. B S R & Co. LLP, Chartered Accountants (Firm Registration No. 101248W/W-100022) be and are hereby appointed as the Statutory Auditors of the Company, to hold office for a term of five consecutive years from the conclusion of the 54[th] Annual General Meeting (AGM) until the conclusion of the 59[th] AGM of the Company, on such remuneration as may be mutually agreed upon between the board of directors and the statutory auditors.”

“RESOLVED FURTHER THAT the Board of Directors of the Company, be and are hereby authorised to do all such acts, deeds, matters and things, as may be necessary and expedient for the purpose of giving effect to this resolution.”

SPECIAL BUSINESS:

To consider and, if thought fit, to pass the following resolution as a Special Resolution:

“RESOLVED THAT pursuant to the provisions of Sections 196, 197, Schedule V read with other applicable provisions, if any, of the Companies Act, 2013 (‘Act’) and the Companies (Appointment and Remuneration of Managerial Personnel) Rules, 2014 (including any statutory modification(s) or re-enactment thereof for time being in force), and pursuant to the

recommendation of Nomination and Remuneration Committee, approval of the members of the Company be and is hereby accorded for re-appointment of Shri M B Parekh (DIN: 00180955) as the Whole Time Director (designated as Executive Chairman) for a further period of 5 years with effect from 1[st] August 2023 on the terms and conditions and payment of remuneration as set out in the Explanatory Statement attached to the Notice.”

“RESOLVED FURTHER THAT Shri M B Parekh shall be designated as the Executive Chairman or such other designation as may be approved by the Board of Directors from time to time, the same not being inconsistent with the provisions of the Securities and Exchange Board of India (Listing Obligations and Disclosure Requirements) Regulations, 2015 (as amended from time to time).”

“RESOLVED FURTHER THAT Shri M B Parekh shall have substantial powers of management and be in charge of general management of the Company within the provisions of Articles of Association but subject to superintendence, control and direction of the Board of Directors.”

“RESOLVED FURTHER THAT Shri M B Parekh will be a non-rotational Director and shall not be liable to retire by rotation during his term.”

“RESOLVED FURTHER THAT Shri M B Parekh shall be entitled to reimbursement of all expenses incurred for the purpose of business of the Company and shall not be entitled to any sitting fees for attending meetings of the Board of Directors and Committee(s) thereof.”

“RESOLVED FURTHER THAT the Board be and is hereby authorised to vary and/or modify the terms and conditions of re-appointment and remuneration and perquisites payable to Shri M B Parekh so as not to exceed the limits specified in Schedule V and other applicable Sections of the Act or any statutory modifications thereof as may be agreed to by the Board of Directors and Shri M B Parekh.”

“RESOLVED FURTHER THAT the total remuneration by way of salary, perquisites, allowances and others payable to Shri M B Parekh, Executive Chairman in any Financial Year shall not exceed 5% of the Net Profit of that Financial Year calculated as per the applicable provisions, of the Act.”

“RESOLVED FURTHER THAT the Board of Directors be and is hereby authorised to do all such acts, deeds and things and execute all such documents, instruments and writings as may be required and to delegate all or any of its powers herein conferred to any Committee of Directors.”

To consider and, if thought fit, to pass the following resolution as a Special Resolution:

“RESOLVED THAT pursuant to the provisions of Sections 196, 197, Schedule V read with other applicable provisions, if any, of the Companies Act, 2013 (‘Act’) and Companies (Appointment and Remuneration of Managerial Personnel) Rules, 2014 (including any

statutory modification(s) or re-enactment thereof for the time being in force), and pursuant to the recommendation of Nomination and Remuneration Committee, approval of the members of the Company be and is hereby accorded for the re-appointment of Shri A B Parekh (DIN: 00035317), as a Whole Time Director (designated as Executive Vice Chairman) of the Company, for a further period of 5 years with effect from 1[st] August 2023, whose period of office shall be liable to determination by retirement of Directors by rotation, on the terms and conditions and payment of remuneration as set out in the Explanatory Statement attached to the Notice.”

“RESOLVED FURTHER THAT Shri A B Parekh, the Whole Time Director will work under the superintendence, control and direction of the Board of Directors.”

“RESOLVED FURTHER THAT Shri A B Parekh, the Whole Time Director shall be entitled to reimbursement of all expenses incurred for the purpose of business of the Company and shall not be entitled to any sitting fees for attending meetings of the Board of Directors and Committee(s) thereof.”

“RESOLVED FURTHER THAT the Board be and is hereby authorised to vary and/or modify the terms and conditions of re-appointment and remuneration and perquisites payable to Shri A B Parekh so as not to exceed the limits specified in Schedule V and other applicable Sections of the Act or any statutory modifications thereof as may be agreed to by the Board of Directors and Shri A B Parekh."

“RESOLVED FURTHER THAT the total remuneration by way of salary, perquisites, allowances and commission payable to Shri A B Parekh, Whole Time Director, in any Financial Year shall not exceed 5% of the Net Profit of that Financial Year calculated as per the applicable provisions of the Act.”

To consider and, if thought fit, to pass the following resolution as a Special Resolution:

distributed amongst the Directors of the Company or some or any of them (other than the Managing Director and Whole Time Directors of the Company) in such amounts, subject to such ceiling/s and in such manner and in all respects as may be decided and directed by the Board of Directors and such payments shall be made in respect of the profits of the Company for each year for a period of 5 years commencing 1[st] April 2023.”

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, if any, of the Companies Act, 2013 read with the Companies (Audit and Auditors) Rules, 2014 (including any statutory modification(s) or re-enactment thereof, for the time being in force), the Cost Auditors M/s. V J Talati & Co., Cost Accountants, (Registration No. R00213) appointed by the Board of Directors of the Company, on the recommendation of Audit Committee, to conduct the audit of the cost records of the Company for the financial year ending 31[st] March 2024, be paid the remuneration as set out in the explanatory statement annexed to the Notice convening this meeting and the same is hereby ratified and approved.”

“RESOLVED FURTHER THAT the Board of Directors of the Company be and is hereby authorized to do all such acts, deeds, matters and things and take all such steps as may be necessary, proper or expedient to give effect to this resolution.”

BY ORDER OF THE BOARD OF DIRECTORS

Place : Mumbai MANISHA SHETTY Date : 8[th] May 2023 COMPANY SECRETARY Registered Office: Regent Chambers, 7[th] floor, Jamnalal Bajaj Marg, 208, Nariman Point, Mumbai 400 021. Tel : 91 22 2835 7000 E-mail : [email protected] Website : www.pidilite.com CIN : L24100MH1969PLC014336

“RESOLVED THAT pursuant to the provisions of Section 197 read with Schedule V and other applicable provisions, if any, of the Companies Act, 2013 (‘Act’), Companies (Appointment and Remuneration of Managerial Personnel) Rules, 2014 and applicable provisions of the Securities And Exchange Board of India (Listing Obligations And Disclosure Requirements) Regulations, 2015 (including any statutory modification(s) or re-enactment thereof for the time being in force), a sum not exceeding 1% p.a. of the net profits of the Company, calculated in accordance with the provisions of Sections 197 and 198 of the Act be paid by way of commission to and

Notes:

The Ministry of Corporate Affairs (the MCA) has, vide its circular dated 28[th] December 2022 read with relevant circulars issued by Securities and Exchange Board of India (the SEBI) has permitted the holding of the Annual General Meeting (AGM/ Meeting) through Video Conferencing (“VC”) or other Audio Visual Means (“OAVM”), without the physical presence of the Members at a common venue. In compliance with the provisions of the Companies Act, 2013 (“Act”), SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015 (“SEBI Listing Regulations”) and MCA Circulars, the 54[th] Annual General Meeting (“the AGM”) of the Company is being held through VC / OAVM. The deemed venue for the AGM shall be the Registered Office of the Company.
Since this AGM is being held pursuant to the MCA Circulars through VC / OAVM, physical attendance of Members has been dispensed with. Accordingly, the facility for appointment of proxies by the Members will not be available for the AGM and hence the Proxy Form and Attendance Slip are not annexed to this Notice.
Corporate members are requested to send to the Company a scanned (PDF/JPG Format) certified copy of the Board Resolution/Authorisation authorizing their representative to attend and vote on their behalf through remote evoting at [email protected]. The said Resolution/Authorisation shall also be sent to the Scrutinizer by email through its registered email address to [email protected] with a copy marked to [email protected].
In case of joint holders attending the AGM, only such joint holder who is higher in the order of names will be entitled to vote.
A statement pursuant to Section 102(1) of the Act, setting out all material facts relating to item nos. 5 to 9 of the Notice is annexed herewith and the same should be taken as part of this Notice.
Notes given in the Notice to the extent applicable also forms part of the Explanatory Statement.
Members seeking any information with regard to the accounts, inspection of documents or any matter to be placed at the AGM, are requested to write to the Company on or before 31[st] July 2023 through email on [email protected]. The same will be replied by the Company suitably.
Since the AGM will be held through VC / OAVM, the Route Map of the venue of AGM is not annexed to this Notice.
In compliance with the aforesaid MCA Circulars and SEBI Circulars, Notice of the AGM along with the Annual Report 2022-23 is being sent only through electronic mode to those Members whose email addresses are registered with the Company/ Depositories. Members may note that the Notice and Annual Report 2022-23 will also be available on the Company’s website www.pidilite.com, websites of the Stock Exchanges i.e. BSE Limited and National Stock Exchange of India Limited at www.bseindia.com and www.nseindia.com respectively and on the website of NSDL https://www.evoting.nsdl.com.
Members attending the AGM through VC / OAVM shall be counted for the purpose of reckoning the quorum under Section 103 of the Act.
In accordance with the provisions of Regulation 36(3) of SEBI Listing Regulations and applicable provisions of Secretarial Standard-2, a brief profile of Shri A N Parekh, Shri Sudhanshu Vats, Shri M B Parekh and Shri A B Parekh, nature of their expertise in specific functional areas, names of companies in which they hold directorships and memberships/ chairmanships of committees of directors, their shareholding and relationships between directors inter se and other information, is set out and the same forms part of this Notice.
The Register of Members and Share Transfer Books of the Company will be closed from Friday, 28[th] July 2023 to Thursday, 10[th] August 2023 (both days inclusive) for the purpose of payment of dividend on equity shares and the AGM. The Record date will be Thursday 27[th] July 2023 for determining entitlement of members for payment of dividend for the financial year ended 31[st] March 2023.
A. The Securities and Exchange Board of India (SEBI) has mandated the submission of Permanent Account Number (PAN) by every participant in securities market. Members holding shares in electronic form are required to submit their PAN as well as bank details to their Depository Participants and Members holding shares in physical form shall submit their PAN as well as bank details to the Company/ TSR Consultants Private Limited, the Company’s Registrar & Share Transfer Agents ("Company's R & T Agents").
B. As per Regulation 40 of the SEBI Listing Regulations and SEBI Circular no. SEBI/HO/MIRSD/MIRSD_ RTAMB/P/CIR/2022/8 dated 25[th] January 2022, as amended, securities of listed companies can be transferred only in dematerialized form, in view of this and to eliminate all risks associated with physical shares and for ease of portfolio management, members holding shares in physical form are requested to consider converting their holdings to dematerialized form. Members can contact the Company or Company’s R & T Agents for assistance in this regard.
C. SEBI vide its Circular no. SEBI/HO/MIRSD/MIRSD_ RTAMB/P/CIR/2022/8 dated 25[th] January 2022 and 25[th] May 2022 has mandated the listed companies to issue securities in dematerialized form only while processing certain prescribed service requests. Accordingly, the members are requested to make service request by submitting a duly filled and signed Form No. ISR-4, the format of which is available on the Company’s website at www.pidilite.com and on the website of Company’s R & T Agents at www.tcplindia.co.in. Members are requested to note that any service request would only be processed after the folio is KYC Compliant.
The Members are requested to inform of changes, if any, pertaining to their name, postal address, email address, telephone/mobile numbers, PAN, mandates, nominations, power of attorney, bank details such as name of the bank and branch details, bank account number, MICR code, IFSC, etc., immediately to:
(i) Company’s R & T Agents in prescribed Form No. ISR-1 and other forms pursuant to SEBI Circular No. SEBI/HO/MIRSD/MIRSD_RTAMB/P/CIR/2021/655 dated 3[rd] November 2021 in case of shares held in Physical Form; or
(ii) Depository Participants (DP) in case of shares held in Electronic Form.

To prevent fraudulent transactions, Members are advised to exercise due diligence and notify the Company of any change in address or demise of any member as soon as possible. Periodic statement of holdings should be obtained from the concerned DP and holdings should be verified.
Members can avail nomination facility in terms of extant legal provisions. In this regard, on request, the necessary Form SH-13 can be obtained from the Company’s R & T Agents. If a Member desires to opt out or cancel the earlier nomination and record a fresh nomination, he/she may submit the same in Form No. ISR-3 or Form No. SH-14, as the case may be. The said forms are also available on the website of the Company at www.pidilite.com.
To support the ‘Green Initiative’, Members who have not yet registered their email addresses are requested to register the same with their DPs, in case the shares are held by them in electronic form and with Company’s R & T Agents in case the shares are held by them in physical form.
Shareholders may note that under the provisions of the Income-tax Act, 1961, as amended by the Finance Act, 2020, mandates that dividends paid or distributed by a Company after 1[st] April 2020 shall be taxable in the hands of the shareholders. The Company shall therefore be required to deduct Tax at Source (“TDS”) at the time of making the final dividend. In order to enable us to determine the appropriate TDS rate as applicable, Members are requested to submit the documents in accordance with the provisions of the Income-tax Act, 1961.
A) For Resident Shareholders, TDS shall be deducted under Section 194 of the Income-tax Act, 1961 at 10% (Ten percent) on the amount of Dividend declared and paid by the Company during financial year 2023-24 provided PAN is registered by the Shareholder. If PAN is not registered or PAN is not linked with Aadhar or specified person under Section 206AB of the Income-tax Act, 1961, TDS would be deducted @ 20% (Twenty percent). However, no tax shall be deducted on the Dividend payable to a resident Individual if the total dividend to be received by them during financial year 2023-24 does not exceed 5,000/-. In cases where the shareholder furnishes valid Form 15G (applicable to any person other than a Company or a Firm or HUF)/ valid Form 15H (applicable to an Individual above the age of 60 years) Nil/ lower TDS Certificate issued by the Income tax department, no TDS shall be deducted provided that the eligibility conditions are being met.
B) For Non-resident Shareholders, taxes are required to be withheld in accordance with the provisions of Section 195 of the Income-tax Act, 1961 at the rates in force. As per the relevant provisions of the Income-tax Act, 1961, the withholding tax shall be at the rate of 20% (Twenty percent) (plus applicable surcharge and education cess) on the amount of Dividend payable to them. However, as per Section 90 of the Income-tax Act, 1961, the non-resident shareholder has the option to be governed by the provisions of the Double Tax Avoidance Agreement (“DTAA”) between India and the country of tax residence of the shareholder, if they are more beneficial to them. For this purpose, i.e. to avail the

Tax Treaty benefits, the non-resident shareholder will have to provide the following:

Copy of Tax Residency Certificate (“TRC”) for the period of 1st April 2023 to 31st March 2024 or 1st January 2023 to 31st December 2023 obtained from the tax authorities of the country of which the Shareholder is resident.
Self declaration in Form No. 10F if all the details required in this form are not mentioned in the TRC. If the shareholder have PAN in India, Form No. 10F have to be e-filed online through Income-tax portal.
Self-attested copy of the PAN Card allotted by the Indian Income Tax authorities.
Self- Declaration certifying the following points:
i. Member is and will continue to remain a tax resident of the country of its residence during the financial year 2023-24;
ii. Member is eligible to claim the beneficial DTAA rate for the purposes of tax withholding on dividend declared by the Company;
iii. Member has no reason to believe that its claim for the benefits of the DTAA is impaired in any manner;
iv. Member is the ultimate beneficial owner of its shareholding in the Company and Dividend receivable from the Company; and
v. Member does not have a taxable presence or a permanent establishment in India during the financial year 2023-24.

As per Finance Act, 2021, Section 206AB of the Income-tax Act, 1961 has been inserted effective from 1st July 2021, wherein higher rate of tax (twice the specified rate) would be applicable on payment made to a shareholder who is classified as ‘Specified Person’ as defined under the provisions of the aforesaid Section. However, in case a non-resident shareholder or a non-resident Foreign Portfolio/ Foreign Institutional Investor, higher rate of tax as mentioned under Section 206AB of the Income-tax Act, 1961 shall not apply if such non-resident does not have a permanent establishment in India.

C) All shareholders are requested to check / update their correct name, PAN, address, residential status, etc. from/to your broker / DP Agent.
D) Please note that the Company is not obligated to apply the beneficial DTAA rates at the time of tax deduction/withholding on dividend amounts. Application of beneficial DTAA rate shall depend upon the completeness and satisfactory review by the Company of the documents submitted by Non-Resident shareholder.
E) Accordingly, in order to enable us to determine the appropriate TDS/withholding tax rate applicable, we request you to provide these details and documents as mentioned above before 25th July 2023.
F) Kindly note that the aforementioned documents are required to be submitted at -
https://tcpl.linkintime.co.in/formsreg/submission of-form-15g-15h.html on or before 25th July 2023 in order to enable the Company to determine and deduct appropriate TDS/withholding tax rate. No communication on the tax determination/deduction shall be entertained post 25th July 2023. It may be

further noted that in case the income-tax on said dividend is deducted at a higher rate in absence of receipt of the aforementioned details/ documents from you, there would still be an option available with you to file the return of income and claim an appropriate refund, if eligible.

G) The soft copy of TDS certificate can be emailed to you at your registered e-mail ID in accordance with the provisions of the Income-tax Act, 1961 after filing of the quarterly TDS Returns of the Company, post payment of the said Dividend. Further, you can download Form No. 26AS from the Income tax Portal after login through your PAN and can check TDS deduction details on dividend from Form No. 26AS.
H) Separate email communication is being sent to the shareholders informing the said change in the Income-tax Act, 1961 as well as relevant procedure to be adopted by the shareholders for availing the applicable tax rate.
A. Pursuant to Section 205A of the Companies Act, 1956 all unclaimed /unpaid dividend up to the financial year ended 31[st] March 1994 have been transferred to the General Revenue Account of the Central Government. Those Members who have so far not claimed their dividends for the said periods may claim the same by submitting an application in the prescribed form to the Registrar of Companies, Maharashtra.
B. The Company has transferred unclaimed/unpaid dividend (including the Interim Dividend declared during the Financial Year 2001-2002) in respect of Financial Years ended 31[st] March 1995 to 31[st] March 2015 and interim dividend for financial year 2015-16 to the Investor Education and Protection Fund (IEPF).
C. Sections 124 and 125 of the Act read with the Investor Education and Protection Fund Authority (Accounting, Audit, Transfer and Refund) Rules, 2016 (‘IEPF Rules’), both of which were made applicable with effect from 7[th] September 2016, also contain similar provisions for transfer of such amounts to IEPF. Accordingly, all unclaimed/unpaid dividend, as well as the principal redemption amount of preference shares, as applicable, remaining unclaimed/unpaid for a period of seven years from the date they became due for payment, in relation to the Company, have been transferred to the IEPF established by the Central Government. No claim shall be entertained against the Company for the amounts so transferred.
D. As per Section 124(6) of the Act read with the IEPF Rules as amended, all the shares in respect of which dividend has remained unpaid/unclaimed for seven consecutive years or more as referred to in the said section read with the relevant Rules, have been transferred to the IEPF Demat Account.
E. The Company has sent notice to all the Members whose final dividends for the financial year ending 31[st] March 2016 are lying unpaid/unclaimed against their name. Members are requested to claim the same. As mentioned in the said notice, in case the dividends are not claimed by 31[st] August 2023, necessary steps will be initiated by the Company to transfer the shares and dividend held by the concerned Members to IEPF, without further notice. Please note that no claim shall lie against the Company in respect of the shares so transferred to IEPF.
F. In the event of transfer of shares and the unclaimed dividends to IEPF, Members are entitled to claim the same from IEPF by submitting an online application in the prescribed Form IEPF-5 available on the website www.iepf.gov.in and sending a physical copy of the same duly signed to the Company along with the requisite documents enumerated in the Form IEPF-5.
G. The Company has uploaded the details of unpaid and unclaimed amounts lying with the Company as on 10[th] August, 2022 (date of last AGM) on the website of the Company (www.pidilite.com) and also on the Ministry of Corporate Affairs website.

Members who have not yet encashed their Dividend Warrants for the years ended 31[st] March 2016 to 31[st] March 2022 are requested to contact the R & T Agents, M/s. TSR Consultants Pvt. Ltd., Unit: Pidilite Industries Limited, C-101, 1st Floor, 247 Park, Lal Bahadur Shastri Marg, Vikhroli (West), Mumbai 400083.

In March 2008, some of the members of Vinyl Chemicals (India) Limited (VCIL) were allotted 6% Secured Redeemable Preference Shares of 10/- each (Preference Shares) by the Company pursuant to the Scheme of Demerger of VAM Manufacturing Unit of VCIL into the Company. The said Preference Shares were redeemed on 5[th] September 2008 and the Company had despatched Preference Dividend-cum-Redemption Warrants to all Preference Shareholders without surrender of the Preference Share Certificates. The unclaimed preference shares redemption amount and the dividend pertaining to the same have been transferred to IEPF and hence no claim shall lie in respect thereof against the Company.

21. Voting through electronic means

I. In compliance with provisions of Section 108 of the Act and Rules issued thereunder and Regulation 44 of SEBI Listing Regulations, Members are provided with the facility to cast their vote by electronic means through the remote e-voting platform as well as e-voting on the date of AGM has been provided by National Securities Depository Limited (NSDL) on all resolutions set out in this Notice. Resolutions passed by the Members through e-voting is/are deemed to have been passed, as if they have been passed at the AGM.
II. The Members who have casted their vote by remote e-voting prior to the AGM may also attend/participate in the AGM through VC / OAVM but shall not be entitled to cast their vote again.
III. The details of the process and manner for remote e-voting are explained herein below:
Step 1: Access to NSDL e-voting
A. Login method for e-Voting and joining virtual meeting for Individual shareholders holding securities in demat mode

In terms of SEBI circular dated 9[th] December 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-Voting facility.

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Type of shareholders Login Method
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Individual Shareholders holding securities in demat mode with NSDL 1. 2. 3. 4.	Individual Shareholders holding securities in demat mode with NSDL 1. 2. 3. 4.	Existing IDeAS user can visit the e-Services website of NSDL viz.https://eservices.nsdl.comeither on a Personal Computer or on a mobile. On the e-Services home page click on the “Benefcial Owner” icon under “Login” which is available under ‘IDeAS’ section, this will 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 e-Voting services and you will be able to see e-Voting page. Click on company name or e-Voting service provider name and you will be re-directed to e-Voting service provider website for casting your vote during the remote e-Voting period or joining virtual meeting & voting during the meeting. If you are not registered for IDeAS e-Services, option to register is available athttps://eservices.nsdl.com. Select“Register Online for IDeAS Portal”or click athttps://eservices.nsdl.com/SecureWeb/IdeasDirectReg.jsp Visit the e-Voting website of NSDL. Open web browser by typing the following URL:https://www.evoting.nsdl.com/either on a Personal Computer or on a mobile. Once the home page of e-Voting system 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 held with NSDL), Password/OTP and a Verifcation 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 name and you will be redirected to e-Voting service provider website for casting your vote during the remote e-Voting period or joining virtual meeting & voting during the meeting. Shareholders/Members can also download NSDL Mobile App “NSDL Speede” facility by scanning the QR code mentioned below for seamless voting experience. NSDL Mobile App is available on
Individual Shareholders holding securities in demat mode with CDSL	1 2. 3. 4.	Existing users who have opted for Easi/Easiest, can login through their user id and password. Option will be made available to reach e-Voting page without any further authentication. The users to login Easi/ Easiest orwww.cdslindia.comand click on login icon and New System Myeasi Tab. After successful login of Easi/Easiest, the user will also be able to see the e-Voting Menu. The Menu will have links of Evoting Service Provider (ESP) i.e. NSDL portal. Click on NSDL to cast your vote. If the user is not registered for Easi/Easiest, option to register is available at CDSL website www.cdslindia.comand click on login and New System Myeasi Tab to register. Alternatively, the user can directly access e-Voting page by providing Demat account number and PAN from a link inwww.cdslindia.comhome page. The system will authenticate the user by sending OTP on registered Mobile and e-mail as recorded in the demat account. After successful authentication, user will be provided links for the respective ESP i.e. NSDL where the e-Voting is in progress.
Individual Shareholders (holding securities in demat mode) login through their depository participants	1. 2. 3.	You can also login using the login credentials of your demat account through your Depository Participant registered with NSDL/CDSL for e-Voting facility. Upon logging in, you will be able to see e-Voting option. Click on e-Voting option, you will be redirected to NSDL/CDSL Depository site after successful authentication, wherein you can see e-Voting feature. Click on company name or ESP name i.e. NSDL and you will be redirected to ESP website for casting your vote during the remote e-Voting period or joining virtual meeting and voting during the meeting.

Note: Members who are unable to retrieve User ID/Password are advised to use Forgot User ID and Forgot Password option available at respective websites.

Helpdesk for individual shareholders holding securities in demat mode for any technical issues related to login through Depository i.e. NSDL and CDSL

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Login type Helpdesk details
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Login type	Helpdesk details
Securities held with NSDL	Please contact NSDL helpdesk by sending a request [email protected] call at toll free nos.: 022-4886 7000 and 022-2499 7000.
Securities held with CDSL	Please contact CDSL helpdesk by sending a request at [email protected] contact at toll free no.: 1800 22 55 33.

B. Login Method for e-Voting and joining virtual meeting shareholders other than Individual shareholders holding securities in demat mode and shareholders holding securities in physical mode.
How to Login to NSDL e-voting website?
i. Step 1 - Visit the e-Voting website of NSDL. Open web browser by typing the following URL: https://www.evoting.nsdl.com/ either on a Personal Computer or on a mobile.
ii. Once the home page of e-Voting system is launched, click on the icon “Login” which is available under ‘Shareholder/ Member’ section.
iii. A new screen will open. You will have to enter your User ID, your Password and a Verification Code as shown on the screen.

Alternatively, if you are registered for NSDL eservices i.e. IDEAS, you can log-in at https://eservices.nsdl.com/ with your existing IDEAS login. Once you log-in to NSDL eservices after using your log-in credentials, click on e-Voting and you can proceed to Step 2 i.e. Cast your vote electronically.

iv. Your User ID details are given below:

Manner of holding Your User ID is: shares i.e. Demat (NSDL or CDSL) or Physical

Manner of holding shares i.e. Demat (NSDL or CDSL) or Physical	Manner of holding shares i.e. Demat (NSDL or CDSL) or Physical	Your User ID is:
a.	For Members who hold shares in demat account with NSDL.	8 Character DP ID followed by 8 Digit Client ID For example if your DP ID is IN300 and Client ID is 12 then your user ID is IN30012**
b.	For Members who hold shares in demat account with CDSL.	16 Digit Benefciary ID For example if your Benefciary ID is 12 then your user ID is 12
c.	For Members holding shares in Physical Form.	EVEN Number followed by Folio Number registered with the company For example if folio number is 001 and EVEN is 101456 then user ID is 101456001

v. Your password details are given below:
a) If you are already registered for e-Voting, then you can use your existing password to login and cast your vote.
b) If you are using NSDL e-Voting system for the first time, you will need to retrieve the ‘initial password’ which was communicated to you. Once you retrieve your ‘initial password’, you need to enter the ‘initial password’ and the system will force you to change your password.
c) How to retrieve your ‘initial password’?
- (i) If your email ID is registered in your demat account or with the Company, your ‘initial password’ is communicated to you on your email ID. Trace the email sent to you from NSDL from your mailbox. Open the email and open the attachment i.e. 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 folio number for shares held in physical form. The .pdf file contains your ‘User ID’ and your ‘initial password’
- (ii) If your email ID is not registered, please follow instructions mentioned below in this notice.
vi. If you are unable to retrieve or have not received the “initial password” or have forgotten your password:
- a) Click on “Forgot User Details/Password?” (If you are holding shares in your demat account with NSDL or CDSL) option available on www.evoting.nsdl.com.
- b) “Physical User Reset Password?” (If you are holding shares in physical mode) option available on www.evoting.nsdl.com.
- c) If you are still unable to get the password by aforesaid two options, you can send a request at [email protected] mentioning your demat account number/folio number, your PAN, your name and your registered address.
- d) Members can also use the one-time password (OTP) based login for casting the votes on the e-Voting system of NSDL.
vii. After entering your password, tick on Agree to “Terms and Conditions” by selecting on the check box.
viii. Now, you will have to click on “Login” button.
ix. After you click on the “Login” button, Home page of e-Voting will open.
Step 2: Cast your vote electronically on NSDL e-Voting system
i. After successful login at Step 1, you will be able to see the Home page of e-Voting. Click on e-Voting. Then, click on Active Voting Cycles.
ii. After click on Active Voting Cycles, you will be able to see all the companies “EVEN” in which you are holding shares and whose voting cycle is in active status.
iii. Select “EVEN” of the Company.
iv. Now you are ready for e-Voting as the Voting page opens.
v. 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.

vi. Upon confirmation, the message “Vote cast successfully” will be displayed.
vii. You can also take the printout of the votes cast by you by clicking on the print option on the confirmation page.
viii. Once you confirm your vote on the resolution, you will not be allowed to modify your vote.

Process for those shareholders whose email ids are not registered with the Depositories/Company for procuring User ID and Password for e-Voting for the resolutions set out in this Notice:

Shareholders/members may send a request to [email protected] for procuring User ID and Password for e-Voting by providing below mentioned documents:

In case shares are held in physical mode please provide folio no., name of Shareholder, scanned copy of the share certificate (front and back), PAN (selfattested scanned copy of PAN card) and Aadhaar (self-attested scanned copy of Aadhaar Card).
In case shares are held in demat mode, please provide DP ID Client ID (16 digit DP ID + Client ID or 16 digit Beneficiary ID), name, client master or copy of consolidated account statement, PAN (self-attested scanned copy of PAN card) and Aadhaar (selfattested scanned copy of Aadhaar Card). If you are an individual Shareholder holding securities in demat mode, you are requested to refer to the login method explained at note Step 1.A ‘Login method for e-Voting and joining virtual meeting for individual shareholders holding securities in demat mode’.

Process for registration of email id for obtaining Annual Report and updation of bank account mandate for receipt of dividend:

Physical Holding	Form for availing investor services to register PAN, email address, bank details and other KYC details or changes / update thereof for securities held in physical mode	Form ISR-1
	Update of signature of securities holder	Form ISR-2
	For nomination as provided in the Rules 19 (1) of Companies Share (Capital and Debentures) Rules, 2014	Form SH-13
	Declaration to opt out	Form ISR-3
	Cancellation of nomination by the holder(s) (along with ISR-3) / Change of Nominee	Form SH-14
	Form for requesting issue of Duplicate Certifcate and other service requests for shares/ debentures/bonds, etc., held in physical form	Form ISR-4
The forms for updating the above details are available at Company’s website https://www.pidilite.com/investors/shareholders-corner/

Demat Holding Please contact your Depository Participant (DP) and register your email address and bank account details in your demat account, as per the process advised by your DP.

The forms for updating the above details are available at Company’s website https://www.pidilite.com/investors/shareholders-corner/ Demat Please contact your Depository Participant Holding (DP) and register your email address and bank account details in your demat account, as per the process advised by your DP.

THE INSTRUCTIONS FOR MEMBERS FOR e-VOTING ON THE DAY OF THE AGM ARE AS UNDER:-

The procedure for e-Voting on the day of the AGM remains same as the instructions mentioned above for remote e-voting.
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, shall be eligible to vote through e-Voting system in the AGM.
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.

General Guidelines for shareholders

i. 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 to [email protected] with a copy marked to [email protected].
Institutional shareholders (i.e. other than individuals, HUF, NRI etc.) can also upload their Board Resolution/ Authority Letter etc. by clicking on "Upload Board Resolution/Authority Letter" displayed under "e-Voting" tab in their login.
ii. It is strongly recommended not to share your password with any other person and take utmost care to keep your password confidential. Login to the e-voting website will be disabled upon five unsuccessful attempts to key in the correct password. In such an event, you will need to go through the “Forgot User Details/Password?” or “Physical User Reset Password?” option available on www.evoting.nsdl.com to reset the password.
iii. 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 www.evoting.nsdl.com or call on.: 022 4886 7000 and 022 2499 7000 or send a request at [email protected].
iv. Any person, holding shares in physical form and nonindividual shareholders who acquires shares of the Company and becomes member of the Company after dispatch of the notice and holding shares as of the cutoff date i.e. 3[rd] August 2023, may obtain the login ID and password by sending a request at [email protected] or Issuer/RTA. However, if you are already registered with NSDL for remote e-voting, then you can use your existing user ID and password for casting your vote. If you forgot your password, you can reset your password by using “Forgot User Details/ Password” or “Physical User Reset Password” option available on www.evoting.nsdl.com or call on
022 4886 7000 and 022 2499 7000. In case of

Individual Shareholders holding securities in demat mode 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 i.e 3[rd] August 2023 may follow steps mentioned in the Notice of the AGM under “Access to NSDL e-Voting system”.

v. The remote e-voting period shall commence on Sunday, 6[th] August 2023 at 9.00 a.m. and would end on Wednesday, 9[th] August 2023 at 5.00 p.m. During this period, shareholders of the Company, holding shares either in physical form or in dematerialized form as on 3[rd] August 2023 (cut-off date) may cast their vote electronically. The remote e-voting module shall be disabled by NSDL for voting thereafter. Once the vote on a resolution is casted by the Shareholder, the shareholder shall not be allowed to change/modify it subsequently or cast the vote again.
vi. The voting rights of Shareholders shall be in proportion to the share in the paid up equity share capital of the Company as on 3[rd] August 2023, the cut-off date. Any person who is not a Member as on the cut-off date should treat this Notice for information purposes only.

INSTRUCTIONS FOR MEMBERS FOR ATTENDING THE AGM THROUGH VC/OAVM ARE AS UNDER:

A. Member will be provided with a facility to attend the AGM through VC/OAVM through the NSDL e-Voting system. Members may access by following 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 meeting” menu against company name. You are requested to click on VC/OAVM link placed under Join Meeting menu. The link for VC/ OAVM will be available in Shareholder/Member login where the EVEN of Company will be displayed. Please note that the members who do not have the User ID and Password for e-Voting or have forgotten the User ID and Password may retrieve the same by following the remote e-Voting instructions mentioned in the notice to avoid last minute rush.
F. Members who would like to express their views or ask questions during the AGM may register themselves as a speaker by sending their request from their registered email address mentioning their name, DP ID and Client ID/folio number, PAN, mobile number at [email protected] from 1[st] August 2023 to 4[th] August 2023. Those Members who have registered themselves as a speaker will only be allowed to express their views/ask questions during the AGM. The Company reserves the right to restrict the number of speakers and number of questions depending on the availability of time for the AGM.
Shri P N Parikh, Practising Company Secretary (Membership No. FCS 327 CP No.1228) or failing him, Shri. Mitesh Dhabliwala (Membership No. FCS 8331 CP No. 9511) or failing him, Smt. Sarvari Shah (Membership No. FCS 9697 CP No. 11717) have been appointed as the ‘Scrutinizer’ to scrutinize remote e-voting process and also e-voting at the AGM in a fair and transparent manner.
The Scrutinizer shall immediately after the conclusion of voting at the AGM, first scrutinise the votes cast at the AGM, thereafter unlock the votes cast through remote e-voting and shall make not later than 48 hours of conclusion of the Meeting, a consolidated Scrutinizer’s Report of the total votes cast in favour or against, if any, to the Chairman or a person authorised by him in writing who shall countersign the same.
The Results alongwith the Scrutinizer’s Report shall be placed on the Company’s website www.pidilite.com and on the website of NSDL within 48 hours of conclusion of the 54[th] AGM of the Company and communicated to BSE Limited and National Stock Exchange of India Limited.
B. Members who do not have the User ID and Password for e-voting or have forgotten the User ID and Password may retrieve the same by following the remote e-voting instructions mentioned in the Notice. Further Members can also use the OTP based login for logging into the e-voting system of NSDL.
C. Facility of joining the AGM through VC / OAVM shall open 15 minutes before the time scheduled for the AGM and will be available for Members on first come first served basis.
D. Members are advised to join the Meeting using stable Wi-Fi or LAN Connection to mitigate any kind of aforesaid glitches and disturbance during the meeting.
E. Members who need assistance before or during the AGM, can contact NSDL on [email protected] or call on 022 4886 7000 and 022 2499 7000 or contact Ms. Prajakta Pawle– NSDL at [email protected].

Explanatory Statement

(Pursuant to Section 102 of the Companies Act, 2013 (the ‘Act’)

Item No. 5

The Members of the Company at the 49[th] Annual General Meeting (AGM) held on 30[th] August 2018 had approved the appointment of M/s Deloitte Haskins & Sells LLP, Chartered Accountants, as the Statutory Auditors of the Company to hold office for a term of 5 (five) consecutive years from the conclusion of said AGM till the conclusion of the 54[th] AGM. They will complete their present term on conclusion of this AGM.

The Board of Directors of the Company (“the Board”), at its meeting held on 8[th] May 2023 has, considering the experience and expertise and on the basis of recommendation of the Audit Committee, proposed to the Members of the Company appointment of M/s. B S R & Co. LLP, Chartered Accountants (Firm Registration No. 101248W/ W-100022), as Statutory Auditors of the Company in place of M/s Deloitte Haskins & Sells LLP, Chartered Accountants, for a term of 5 (five) consecutive years from the conclusion of 54th AGM till the conclusion of the 59[th] AGM on payment of such remuneration as may be mutually agreed upon between the Board of Directors and the Statutory Auditors, from time to time.

M/s. B S R & Co., LLP is a Chartered Accountant firm having strong presence in major cities of the country. M/s. B S R & Co., LLP is engaged in statutory audits of some of the large companies in various sectors.

M/s. B S R & Co. LLP, Chartered Accountants have provided their consent under Section 139 of the Companies Act, 2013 for appointment as Statutory Auditors along with a certificate stating that their appointment will be as per the criteria as specified under Section 141(3) of the Companies Act, 2013.

The proposed remuneration to be paid to the Auditors for the financial year 2023-24 is 1.25 Crores (Rupees One Crore Twenty Five Lakhs Only). The said remuneration excludes applicable taxes and out of pocket expenses.

The remuneration for the subsequent year(s) of their term shall be fixed by the Board of Directors of the Company based on the recommendation of the Audit Committee. There is no material change in the remuneration proposed to be paid to Auditors for the financial year 2023-24 and the remuneration paid to the Outgoing Auditors for the financial year 2022-23.

None of the Directors, Key Managerial Personnel of the Company and their relatives are concerned or interested (financially or otherwise), in this resolution.

The Board recommends this resolution for approval by the members.

Item No. 6

The present term of Shri M B Parekh as Whole Time Director is valid upto 31[st] July 2023. The Board of Directors (the Board) at their meeting held on 8[th] May 2023, have re-appointed Shri M B Parekh as a Whole Time Director designated as Executive Chairman with substantial powers of the management for a further period of 5 years with

effect from 1[st] August 2023 on the following terms and conditions, based on the recommendation of Nomination and Remuneration Committee:

A. Basic Salary:

Salary of 13,36,037/- (Rupees Thirteen Lakhs Thirty Six Thousand Thirty Seven Only) per month with first increment due on 1[st] April 2024. The increment will decided by the Board and be subject to a ceiling of 15% p.a. of the salary. Subsequent increments will become due on 1[st] April every year.

B. Special Allowance:

8,01,622/- (Rupees Eight Lakh One Thousand Six Hundred Twenty Two only) per month. The amount shall be determined by the Board from time to time but shall not exceed the amount equivalent to annual salary.

C. Perquisites/ Benefits/ Allowances:

26,95,049/- (Rupees Twenty Six Lakhs Ninety Five Thousand Forty Nine only) per annum.

i. Residential Accommodation:
House Rent Allowance (HRA) 4,00,811/- (Rupees Four Lakhs Eight Hundred Eleven only) per month.

The Company shall provide rent free furnished accommodation to Shri M B Parekh or shall give HRA equivalent to 30% of the salary or shall provide combination of both.

ii. Contribution to Provident Fund, payment of Superannuation/ Gratuity:
a. Contribution to Provident Fund as per rules of the Company.
b. Shri M B Parekh will be entitled to Superannuation benefit as per rules of the Company. In lieu of Superannuation as per Rules of the Company, the Company may purchase Deferred Annuity Policy from Life Insurance Corporation of India or other institutions. Alternately, the Company shall make similar payment for any Pension Scheme.
c. Shri M B Parekh will be entitled to Gratuity payment as per rules of the Company.
iii. Other Perquisites/ Allowances:
Following Perquisites/ Allowances shall not exceed an amount equivalent to the annual salary:
a. Reimbursement of gas, electricity, water.
b. Furnishings/ Furnitures/ Equipments and Home Appliances.
c. Reimbursement of travel and stay expenses for proceeding on leave once a year in respect of self and family including all expenses in connection with the travel and stay for self and family.
d. Reimbursement of membership fees / subscription for 2 clubs in India.
e. Medical and Personal Accident Insurance.
f. Other Allowances as may be approved by the Board from time to time.

iv. Following perquisites / benefits over and above the ceiling prescribed in (C)(iii) above:
a. Company’s car/s with driver/s and/or other suitable conveyance facilities.
b. Telephone and other communication facilities at residence.
c. Reimbursement of actual medical expenses incurred in India and/or abroad including hospitalisation for self and family (Family shall mean spouse, children and parents).
d. Encashment of unavailed earned leave as per rules of the Company.

Perquisites shall be evaluated as per Income Tax Rules where applicable.

Shri M B Parekh, aged 76 years, is a qualified Chemical Engineer [B.Chem. Engg. (Bom), M.S. Chem. Engg. (USA)] and has over 52 years of experience. Last remuneration drawn by Shri M B Parekh is as approved by the members earlier. In accordance with the provisions of Regulation 36(3) of SEBI (Listing Obligations and Disclosure Requirements), Regulations, 2015 a brief profile of Shri M B Parekh is given as an annexure to this Notice and forms part of this explanatory statement.

Shri M B Parekh is a fit and proper person for the post of Whole Time Director. He has guided the Company through decades of diversification and growth. The terms and conditions of his re-appointment are fair and reasonable. It would be in the interest of the Company to continue to avail services of Shri M B Parekh as Whole Time Director.

The Members’ approval is required for the above under Schedule V and other applicable provisions of the Companies Act, 2013 (Act). Shri M B Parekh is also the Chairman and Managing Director of M/s. Vinyl Chemicals (India) Limited (VCIL) drawing remuneration from VCIL.

The above may be treated as a written memorandum, setting out the terms of re-appointment of Shri M B Parekh, under section 190 of the Act.

Shri M B Parekh and his relative Shri A B Parekh are interested in this resolution.

Save and except above, none of the other Directors, Key Managerial Personnel and their relatives are concerned or interested (financially or otherwise), in any way, in this resolution.

A special resolution is proposed as per the provisions of Section 196(3) of the Act and the Board recommends this special resolution for approval by the members.

Item No. 7

The present term of Shri A B Parekh as Whole Time Director is valid upto 31[st] July 2023. The Board of Directors (the Board) at their meeting held on 8[th] May 2023, have re-appointed Shri A B Parekh as Whole Time Director designated as Executive Vice Chairman for a further period

of 5 years with effect from 1[st] August 2023 on the following terms and conditions, based on the recommendation of Nomination and Remuneration Committee:

A. Salary:

Salary of 5,72,586/- (Rupees Five Lakh Seventy Two Thousand Five Hundred Eighty Six Only) per month with first increment due on 1[st] April 2024. The increment will be decided by the Board and be subject to a ceiling of 15% p.a. of the salary. Subsequent increments will become due on 1[st] April every year.

B. Commission:

Shri A B Parekh shall be entitled to commission of such amount, to be determined by the Board from time to time based on the net profits of the Company subject to overall ceiling laid down in Section 197 and 198 of the Companies Act, 2013.

C. Special Allowance:

3,43,552/- (Rupees Three Lakh Forty Three Thousand Five Hundred Fifty Two only) per month. The amount shall be determined by the Board from time to time but shall not exceed the amount equivalent to annual salary.

D. Perquisites/Benefits/ Allowances:

13,14,027/- (Rupees Thirteen Lakhs Fourteen Thousand Twenty Seven only) per annum.

i. Residential Accommodation:
House Rent Allowance (HRA) 1,71,776/- (Rupees One Lakh Seventy One Thousand Seven Hundred Seventy Six only) per month.

The Company shall provide rent free furnished accommodation to Shri A B Parekh or shall give HRA equivalent to 30% of the salary or shall provide combination of both.

ii. Contribution to Provident Fund, payment of Superannuation/ Gratuity as per the rules of the Company.
iii. Other Perquisites/ Allowances:
Following Perquisites/ Allowances shall not exceed an amount equivalent to the annual salary:
a. Reimbursement of gas, electricity, water.
b. Furnishings/ Furnitures/ Equipments and Home Appliances.
c. Reimbursement of travel and stay expenses for proceeding on leave once a year in respect of self and family including all expenses in connection with the travel and stay for self and family.
d. Reimbursement of membership fees / subscription for 2 clubs in India.
e. Medical and Personal Accident Insurance.
f. Other Allowances as may be approved by the Board from time to time.

iv. Following perquisites / benefits over and above the ceiling prescribed in (D)(iii) above:

a. Company’s car/s with driver/s and/or other suitable conveyance facilities.
b. Telephone and other communication facilities at residence.
c. Reimbursement of actual medical expenses incurred in India and/or abroad including hospitalisation for self and family (Family shall mean spouse, children and parents).
d. Encashment of unavailed earned leave as per rules of the Company.
Perquisites shall be evaluated as per Income Tax Rules where applicable.

Shri A B Parekh, aged 65 years, is a B.Chem (Engg.), M.B.A (USA) having experience of over 41 years. Last remuneration drawn by Shri A B Parekh is as approved by the members earlier. In accordance with the provisions of Regulation 36(3) of SEBI (Listing Obligations and Disclosure Requirements), Regulations, 2015, a brief profile of Shri A B Parekh is given as an annexure to this Notice and forms part of this explanatory statement.

Shri A B Parekh is a fit and proper person for the post of Whole Time Director. The terms and conditions of his re-appointment are fair and reasonable. It would be in the interest of the Company to continue to avail services of Shri A B Parekh as Whole Time Director.

The Members approval is required for the above under Schedule V and other applicable provisions of the Companies Act, 2013 (Act).

The above may be treated as a written memorandum setting out the terms of re-appointment of Shri A B Parekh under section 190 of the Act.

Shri A B Parekh and his relative Shri M B Parekh are interested in this resolution.

Save and except above, none of the other Directors, Key Managerial Personnel and their relatives are concerned or interested (financially or otherwise), in any way, in this resolution.

A special resolution is proposed as per the provisions of Section 196(3) of the Act as he will be attaining the age of 70 years during his tenure as a Whole Time Director. The Board recommends this special resolution for approval by the members.

Item No. 8

Section 197 read with Schedule V of the Companies Act, 2013 (Act) permits payment of remuneration to the NonExecutive Directors of a Company by way of commission not exceeding 1% per annum of the net profits of the Company, if members of the Company approves such payment by passing a Special Resolution.

Considering the knowledge, experience and expertise of the Non-Executive Directors on corporate matters, it is appropriate that the Non-Executive Directors be compensated adequately for the services rendered by them to the Company.

It is, therefore, proposed to renew the Special Resolution passed earlier on 30[th] August 2018 for a further period of 5 years from 1[st] April 2023 for payment of commission not exceeding 1% of the net profits of the Company for each financial year calculated in accordance with the provisions of the Act and subject to further appropriate ceiling/s which shall be paid and distributed amongst the Non-Executive Directors of the Company in accordance with the decision of the Board. Such payment of commission will be in addition to the sitting fees paid for attending Board/Committee meetings. In case of inadequacy of profits or losses in any financial year, it is proposed to pay remuneration to the Non-Executive Directors as per the provisions of Section II of Part II of Schedule V of the Act.

All the Directors of the Company except Shri M B Parekh, Executive Chairman, Shri A B Parekh, Executive Vice Chairman, Shri Bharat Puri, Managing Director, Shri Sudhanshu Vats, Deputy Managing Director, Shri Joseph Varghese, Director-Operations and Shri Sandeep Batra, Director-Finance may be deemed to be interested or concerned (financially or otherwise) in this resolution to the extent of the commission that may be paid to the Non-Executive Directors of the Company.

A special resolution is proposed as per the provisions of Section 197(1) of the Act and the Board recommends this special resolution for approval by the members.

Item No. 9

The Board, on the recommendation of Audit Committee, has approved the appointment and remuneration of an amount not exceeding 1.88 Lakhs (Rupees One Lakh Eighty Eight Thousand Only), plus applicable taxes, for the financial year ending 31[st] March 2024 payable to the Cost Auditor M/s. V J Talati & Co., Cost Accountants to conduct the audit of the cost records of the Company for the aforesaid financial year. 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 Auditor, as recommended by the Audit Committee and approved by the Board, has to be ratified by the Members of the Company.

The Board recommends the Ordinary Resolution, as set out in Item No. 9 of the Notice, for approval by the Members.

None of the Directors, Key Managerial Personnel of the Company and their relatives are in any way concerned or interested (financially or otherwise) in this resolution.

BY ORDER OF THE BOARD OF DIRECTORS

Additional information on Directors seeking election at the Annual General Meeting

[under Regulation 36(3) of SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015]:

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Resolution/Item No 3 4 6 7
Name of Director Shri A N Parekh Shri Sudhanshu Vats Shri M B Parekh Shri A B Parekh
Age 51 years 55 years 76 years 65 years
Date of first 1 [st] July 2005 18 [th] May 2022 31 [st] August 1972 26 [th] June 1985
appointment on
the Board
Qualification B. S. Chem. Engg. (U.S.A) MBA from Indian Chemical Engineer B. S. Chem. Engg. (USA),
Institute of [B.Chem. Engg. (Bom), M.B.A (USA)
Management – M. S. Chem. Engg. (USA)]
Ahmedabad and
NIT Kurukshetra
Experience For details, please refer to the Corporate For details, please refer to the Explanatory statement
(including expertise Governance Report attached to the AGM Notice
in specific
functional area) /
Brief Resume
Terms and Whole-time Director Whole Time Director Whole Time Director Whole Time Director
Conditions of designated as Executive designated as Deputy designated as designated as Executive
appointment/ Vice Chairman Managing Director Executive Chairman Vice Chairman appointed for
re-appointment appointed for a period appointed for a period appointed for a period a period of 5 years liable to
of 5 years liable to retire of 5 years liable to retire of 5 years not liable to retire by rotation
by rotation by rotation retire by rotation
Remuneration For details, please refer to the Corporate Governance Report
last drawn
(FY 2022-2023)
Remuneration As approved by the As approved by the As per the resolution at As per the resolution at
proposed to be paid members at the Annual members at the Annual Item No. 6 of the Notice Item No. 7 of the Notice
General meeting held General meeting held convening this Meeting convening this Meeting read
on 10 [th] September 2020 on 10 [th] August, 2022 read with explanatory with explanatory statement
statement thereto thereto
Other Companies 1. Nina Percept Pvt. 1. Pidilite Grupo Puma 1. Vinyl Chemicals 1. Vinyl Chemicals (India) Ltd.
in which he/ Ltd. (Deemed Public Manufacturing Ltd. (India) Ltd. 2. Fevicol Company Ltd.
she is a Director Company) 2. Tata Play Ltd. 2. Fevicol Company 3. Parekh Marketing and
excluding Section 2. Pidilite Ventures Ltd. Services Ltd.
8 companies and Private Companies Pvt. Ltd. (Formerly known as Madhumala 3. Kalva Marketing and Services Ltd. 4. Building Envelope Systems India Ltd.
Ventures Pvt. Ltd.)
4. Excel Industries Ltd.
(Deemed Public
Company)
3. Solstice Business
Solutions Pvt. Ltd.
(Deemed Public
Company)
Chairperson/ For details, please Nil For details, please refer to the
Membership of refer to the Corporate Corporate Governance Report.
the Statutory Governance Report
Committee(s) of
Board of Directors
of the Company
----- End of picture text -----

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----- Start of picture text -----

Resolution/Item No 3 4 6 7
Name of Director Shri A N Parekh Shri Sudhanshu Vats Shri M B Parekh Shri A B Parekh
Chairperson/ 1. Nina Percept Pvt. 1. Tata Play Ltd.: 1. Vinyl Chemicals 1. Vinyl Chemicals (India) Ltd.
Membership of Ltd. (Deemed Public Member of Committee: (India) Ltd. Member of Committee:
the Committee(s) Company): • Nomination & Member of Committee: • Stakeholders Relationship
of Other Boards Member of Committee: Remuneration • Audit Committee Committee
excluding Section • Audit Committee Committee • Corporate Social 2. Parekh Marketing Ltd.
8 companies and
Private Companies • Nomination & • Stakeholders Responsibility Chairman of Committee:
Remuneration Relationship Committee
Committee Committee 2. Excel Industries Ltd. • Corporate Social Responsibility Committee
Member of Committee: Member of Committee:
• Corporate Social • Audit Committee
Responsibility
• Nomination &
Committee
Remuneration Committee
Names of the Nil 1. EPL Ltd. Nil Nil
Listed entities from Date of Cessation:
which the Director 31 [st] August 2021)
has resigned in
past 3 years
In case of Not Applicable
Independent
Director, the skills
and capabilities
required for the role
and the manner in
which the proposed
person meets such
requirements.
Number of For details, please refer to the Corporate Governance Report.
Meetings of the
Board attended
during the year
Shareholding in the 30,76,918 Nil 5,15,51,286 4,74,33,489
Company as on Equity Shares Equity Shares Equity Shares
31 [st] March 2023
Relationship with Related to None Related to Related to Shri M B Parekh,
other Directors, Shri N K Parekh, Shri A B Parekh, Executive Chairman of
Manager or Non-Executive Director Executive Vice the Company
Key Managerial of the Company Chairman of the
Personnel, if any Company
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GIVING BACK

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Throughout our Company’s existence, we have received support and guidance from Innumerable stakeholders, which include Employees, Distributors, Dealers, Users, Influencers, Associates, Partners, etc. Therefore, we are always conscious that what we are today is because of tremendous contributions made by all these stakeholders.

Apart from this, the society has provided us with an environment whereby our business has flourished, and we have been able to serve millions of users & customers located throughout the country as well as abroad.

We, therefore, owe a lot to the society and we have to fulfil our obligation by continuously giving back to the society to the best of our ability.

M B Parekh

Chairman

Changing Lives, One Act at a Time

Giving back to society creates a transformative cycle of positive change. It gives us a deep sense of purpose. It strengthens our bonds with our fellow human beings.

Through supporting farmers in adopting sustainable practices, we help them conserve resources and enhance their yields. Our Self-Help Groups (SHGs) uplift women from challenging agricultural work, empowering them with skills and financial independence. Initiatives in education and skill building set the stage for a brighter future for children and young adults. Moreover, we are bridging the healthcare gap by providing upgraded facilities to previously underserved villages.

Giving back is not about making a donation. It is about making a difference.

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W O M E N ’ S I N I T I A T I V E

Turning over a new leaf

How the women of Bapa Sitaram Watershed SHG Built a Business with Aloe Vera

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Mrs. Kavad Baghuben Nathabhai Bildi Village

Bildi village’s hot fields make earning money hard, and dreaming even harder. But we women were determined to offer our children a future that didn’t depend on daily wages like ours.

110 7,800[+] NEW SELF TOTAL STRENGTH HELP GROUPS OF WOMEN IMPACTED DEVELOPED ACROSS ALL SHGs

` 1,32,96,000 ALOE VERA JUICE TURNOVER

` 25,86,000

SANITIZER TURNOVER

Aloe Vera had been growing wild in our village for years. Pidilite recognised its potential as an income generator through value addition. They identified forest areas where it grew naturally and in abundance, and supported our Self Help Group (SHG). They not only helped us in setting up a production unit but also provided marketing assistance, logistical support, and valuable guidance.

We kickstarted our venture with 8 women and a small crusher. As the orders increased, land was purchased and a new unit built. Today, over 40 women produce 1000+ litres of aloe vera juice per day and it’s still not enough to fulfil the growing demand.

Aloe Vera has helped us run the house, educate our kids, and repay our debts. Now our children can have a brighter future.

A G R I C U L T U R E & H O R T I C U T U R E I N I T I A T I V E

Natural Farming initiative at Mota Khuntavada

How Dangar Khimabhai Patabhai introduced Integrated Farming on his 25 Bighas of Land

84 1[Lakh/Annum] ONE-ACRE WADIS AVERAGE INCREASE FOR VEGETABLE IN FARMER’S INCOME AND FRUIT CROPS THROUGH ONE-ACRE WADIS

3,500[+] 18,000[+]

TOTAL NUMBER OF FARMERS TRAINED IN FARMERS WHO HAVE SCIENTIFIC PRACTICES ADOPTED NATURAL FARMING

I am grateful to Mother Earth and strongly believe in responsible farming practices. Every grain of sand, leaf and plant in my 25 bighas of land is mine to cherish. Why would I pollute or poison this precious ground? So, I chose the “Integrated Farming” approach - a practice that rewards our farm with multiple sources of income.

Integrated farming requires an increased income, and Gram Nirman Samaj (GNS) and the Pidilite team supported me with financial and farming aid. This increased my annual earnings considerably. Going organic has transformed my land. My farm is now recognised for its Orchard Project, Kitchen Garden Plot, Shade Net House, Vermi-composting Unit, Honey Bee Hive and Gobar Gas Project.

However, my greatest reward is watching fellow farmers embracing sustainable practises. Today, GNS and Pidilite are training 18000+ farmers in scientific practices that enhance cotton, groundnut and onion crops.

Dangar Khimabhai Patabhai Mota Khuntavada village

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E D U C A T I O N I N I T I A T I V E

Dare to Dream

Pidilite’s support and scholarship gave Mer Parshottam the confidence to dream

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Mer Parshottam Kalsar

My father died when I was very young, taking with him a vital part of my sense of safety and security. Our financial struggles were never ending, so much so that I didn’t think I would be able to complete even a basic education.

150+ 250+ SCHOOLS STUDENTS GIVEN DIGITIZED SCHOLARSHIPS THIS YEAR

200+ 125+ GOVERNMENT SUPPORT FOR SCHOOLS ANGANWADIS BEAUTIFIED IN MAHUVA USING GIJUBHAI BADHEKA’S PEDAGOGY

Life changed when Pidilite offered me a scholarship through the Shri N. N. Mehta Memorial Education trust. My scholarship offered four crucial years of studying, and a chance to make a decent living for myself and my family.

I was able to successfully complete my 12[th] standard boards at Shri Balvant Parekh Kalyanji Boys School in Kalsar. Pidilite helped me gain back the confidence I needed to pursue my education and my dreams. Thanks to them, one day I will become the man my father would have wanted me to be.

W A T E R I N I T I A T I V E

Runaway River

Pidilite tames Rangholi River with vital check dams

260[+] 720[+] CHECK DAMS FARM PONDS CONSTRUCTED COMPLETED

1,400[+] 200[+] WELL RECHARGES MILLION LITRES OF IN VILLAGES WATER CONSERVED

Over 1,500 residents of Zanzmer village depend on the Rangholi River to support our agriculture and horticulture livelihoods. But without check dams, rainwater would flow away, leaving the soil cracked and parched. In 2016 and 2017, we didn’t have a drop of water.

Hearing our cries for help, Pidilite advocated for us with the Gujarat Government, resulting in one of the longest check dams to be built by the company.

Groundwater recharge brought our ancient wells and borewells to life, by significantly increasing the water levels. We no longer need to buy water from tankers. The farming season has increased. Our cotton yield has expanded. We were also able to grow jowar on 5-7 bighas of land-in just one year!

YEAR: 2022-23

With Pidilite’s help, the Rangholi River brings colour and crops to our land.

132[METERS]

CHECK DAM (ONE OF THE LONGEST CHECK DAMS BUILT BY PIDILITE IN COLLABORATION WITH IRRIGATION DEPARTMENT (GOVT. OF GUJARAT)

Ashok Humbal

Zanzmer, Umrala, Bhavnagar

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S K I L L I N I T I A T I V E

The Plumber and Problem Solver

Kirpal Singh Vala shares how plumbing and Pidilite set him on the path to independence

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Kirpal Singh Vala ITI Mahuva, Bhavnagar District

Formal education in our district is available only till 10[th] standard. I wanted to have a respected profession and support my family, which is why I joined ITI Mahuva in Bhavnagar.

315[+] 18 ITIs BENEFITTED INDUSTRY FROM TECHNICAL PARTNERS UNDER COURSES ACROSS PPP SCHEME 4 STATES

18,600[+] TRAINEES BENEFITTED FROM COURSES

My course involved studying extensive theory and hours of practice with new tools and doing repairs. I had to learn to think on my feet in times of an emergency. Fortunately, I had help from the Pidilite supported Plumber Course. The course covered all aspects of plumbing - from site visits to expert sessions. I gained experience and learned from the best.

Today, I am an independent worker who earns ` 25,000+ per month. For all this, and more, I thank Pidilite for helping me become not just a plumber but also a problem solver.

H E A L T H I N I T I A T I V E

Three Life-saving Days

How a skilful team of doctors discovered a large ovarian cyst hiding behind my abdominal pain

45,500+ 12,500+ OUTPATIENTS EMERGENCY TREATED CASES HANDLED 3,100+ SURGERIES PERFORMED

Early this year, I had unbearable abdominal pain. The hospital in Bhavnagar, where most patients go, was a hundred kilometres away. Luckily, Hanumant Hospital which is a multi-speciality hospital, was close at hand.

Once I was admitted, Dr. Azim Qureshi was able to discover and diagnose a cyst through an ultrasound and CT scan. He immediately moved my case to Dr. Ritika Ganatra, the hospital’s full-time gynaecologist. With the whole team’s dedicated efforts, I was successfully operated within 3 days under the “Ayushman Bharat Yojna” program. During this incredibly complex surgery, they removed a 24 x 24 cm ovarian cyst along with another cyst measuring 10 x 12 cm.

Surgery and recovery can feel like a lonely and confusing experience, but with this skilled team, I was thankful to be in the right hands, at the right place.

Mrs. Raniben Una, Gir Gadhada

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C O N T E N T S

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12 14 24
Company Marketing Key
information initiatives performance
indicators
48 60 71
Social & Annexure to Business
community director’s report responsibility
initiatives and
sustainability
report
183 186
Information for Consolidated
shareholders financial statements
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Information for shareholders

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40
28 38
Management 10 years’ Director’s
discussion financial report
& analysis performance
100 108 170
Auditor’s Standalone Corporate governance
report financial report & compliance
statements certificates
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C O M P A N Y I N F O R M A T I O NC O M P A N Y I N F O R M A T I O N

Corporate Office

Ramkrishna Mandir Road Off Mathuradas Vasanji Road Andheri (E) Mumbai 400 059

Registered Office

Regent Chambers, 7[th] Floor Jamnalal Bajaj Marg 208, Nariman Point Mumbai 400 021

Registrar & Transfer Agent

TSR Consultants Private Limited C 101, 1[st] Floor, 247 Park L.B.S. Marg, Vikhroli (West) Mumbai – 400 083

Company Secretary

Manisha Shetty

Chief Financial Officer

Sandeep Batra

Internal Auditors

Mahajan & Aibara

Auditors

Deloitte Haskins & Sells LLP

Solicitors & Advocates

Wadia Ghandy & Co

Bankers

Indian Overseas Bank Union Bank of India ICICI Bank HDFC Bank Citibank N A Standard Chartered Bank PLC State Bank of India

Board of Directors

M B Parekh

Executive Chairman

N K Parekh Non-Executive Director

A B Parekh

Executive Vice Chairman

A N Parekh Executive Vice Chairman

Bharat Puri Managing Director

Sudhanshu Vats

Deputy Managing Director (w.e.f. 18.05.2022)

B S Mehta

Independent Director

Sanjeev Aga Independent Director

Uday Khanna Independent Director

Meera Shankar Independent Director

Vinod Dasari

Independent Director

Piyush Pandey Independent Director

Rajeev Vasudeva

Joseph Varghese Director Operations (w.e.f. 09.11.2022)

Sandeep Batra Director Finance (w.e.f. 09.11.2022) & Chief Financial Officer

Independent Director

Meher Pudumjee

Independent Director (w.e.f. 18.05.2022)

M A R K E T I N G I N I T I A T I V E S

We continued our marketing initiatives to strengthen our core brands. With a touch of humour and a focus on current social trends, our brands connected with new-age customers in a fun and quirky way, deepening brand loyalty. Our efforts were recognized as Pidilite proudly received over 20 awards for our outstanding advertising and marketing achievements.

Marketing Campaigns

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Fevicol

Jija Saala

This year’s campaign, Fevicol Jija Saala, a deliberate shift from the ‘Mazboot Jod’ themed campaigns, aims to educate consumers on the importance of verifying Fevicol’s usage in their furniture as its strength lies in the adhesive that binds it together.

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Dr. Fixit Raincoat

Our campaign for Dr. Fixit Raincoat, featuring Amitabh Bachchan, effectively conveys the product’s unique features of combining both paint and waterproofing, along with a warranty.

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Araldite

Heavyweight Adhesive

Araldite, the heavyweight adhesive makes its grand entrance after being acquired by Pidilite, in a nationwide TV campaign that unveils its unparalleled strength.

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Fevicol

Homefix

The New Fevicol Homefix commercial was piloted in Kerala for Fevicol Homefix, which is a new innovative product for carrying out various repair and bonding jobs at home without the use of nails.

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ICA Pidilite

ICA Pidilite’s classy new film, ‘The Mother’s Visit,’ promotes their chic range of Italian Wood Finishes. The film aptly captures the insight that sophisticated tastes can easily influence peoples moods, tastes, and preferences.

WD-40

Our quirky brand film for WD-40 showcases the superhero abilities of our versatile multi-purpose spray. Watch as WD-40 defeats rust, unlocks stubborn locks, and silences those pesky squeaky door hinges.

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M-seal

The latest captivating M-Seal campaign, featuring the brilliant Manoj Pahwa, is increasing brand awareness. Discover its limitless possibilities as M-Seal mends, fills, and seals, becoming your go-to solution for fixing, repairing, and sealing anything that’s broken.

S O C I A L M E D I A H I G H L I G H T S

Pidilite’s creatives are causing a stir on social media with humorous takes on trends and hot topics. From cheeky jabs at the ever-changing UK Prime Ministers to clever posts celebrating Republic Day, Fevicol’s witty tonality never fails to spark conversations and leave a lasting impression. These captivating creatives not only reinforce the unmatched strength of Fevicol’s bonds but also bring joy to countless faces. Presented here are some examples that keep brand loyalty soaring and strengthen the power of Fevicol’s “Mazboot Jod”!

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Fevikwik has also delighted social media audiences with hilarious takes, like celebrating an Oscar-winning Indian song.

A W A R D S A N D A C C O L A D E S

We are thankful for the overwhelming recognition our marketing endeavours received this year. We won over 20 esteemed marketing and media awards, predominantly for creating engaging mobile creatives that won ‘Best Use Of Memes And Moments’. We also received some solid corporate recognition as well.

Some of the prominent accolades include:

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Gold for “Best CSR Campaign” at the ET Brand Equity Shark Awards 2022, for Fevicol’s quirky social distancing communication around the pandemic.

Gold for “Best use of Memes & Moments” at the SAMMIES 2022, for turning Ronaldo’s Coca-Cola snub into an advertising moment.

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Gold for “Most Engaging Mobile Creative” at the MADDIES 2022,” for our timely social media post following Ronaldo’s Coca-Cola snub.

The e4m Indian Marketing Awards (IMA) and the Indian Chemical Council conferred the Lifetime Achievement Awards to Bharat Puri, Managing Director of Pidilite Industries Ltd.

I N T E R N A T I O N A L U P D A T E

Dr. Fixit

Dr. Fixit launched a digital campaign in Bangladesh with prominent cricketer, Mashrafe Mortaza. The campaign created awareness for waterproofing at the time of constructing a new home and increase adoption amongst users and influencers.

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M-Seal

M-Seal launched its CPVC solvent and PVC Heavy Body solvent cement in the new technology pack across 1200 outlets in Nepal. Exciting in-store displays, user meets, and product demonstrations resulted in 600 plumbing contractors and plumbers adopting the new packs.

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Pulvitec

Pulvitec’s brand and portfolio was reorganised under three master brands, in order to simplify and facilitate communication and brand recognition.

Polyfort- Adhesives, sealant and waterproofing solutions
Polytubes - Hydraulic solutions
Super Storm - Smart cleaning
solutions

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N E W I N I T I A T I V E S
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Pidilite’s Projects services business concluded waterproofing work for the prestigious Central Vista complex of the Parliament of India. We take immense pride in our significant contribution towards the construction of the fine New Parliament Building. Leveraging the

We take immense pride in our significant contribution towards the construction of the fine New Parliament Building. Leveraging the

expertise of our esteemed business

divisions, Dr. Fixit, Fevicol, FeviSeal, ICA Pidilite, and OnePidilite, we delivered unparalleled excellence in waterproofing, wood finishes and furniture bonding.

We are proud to be associated with a project of national significance.

Our dedicated teams have poured their expertise, passion, and time into this prestigious initiative.

From meticulous planning to meticulous execution, we have set new industry benchmarks and further cemented the company’s commitment to exceptional craftsmanship.

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Fabian Heiliger, Managing Director, Jowat Middle East & Sudhanshu Vats, Deputy Managing Director, Pidilite Industries Ltd.

Pidilite received the prestigious Indian Green Building Council (IGBC) Greenpro certificate for the Roff and HVAC product range, at the grand Green Building Congress in Hyderabad. This showcases our commitment to sustainable and ecoconscious solutions.

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Walace, an external insulated facade system was launched under Pidilite’s B-Green initiative, to introduce superior Energyefficient Building Envelope Systems.

Embracing a new partnership, Pidilite will produce Fevicol Jowat, a range of hot melts in collaboration with Germany’s Jowat, in Vapi, India. This venture caters to thriving industries like furniture, packaging, automotive, textiles, that require exceptional specialised adhesives.

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Pidilite received the GRIHA Council certification for Heating, Ventilation and Air Conditioning (HVAC) products, this year. This means our top-notch range of Pidilite products perfectly align with the GRIHA and SVAGRIHA norms, ensuring a greener and more sustainable future.

K E Y P E R F O R M A N C E I N D I C A T O R S

(STANDALONE)

Profit & Loss Metrices

Net Sales	(`	in crores)
**10,545	19.1%**
		10,545
FY 2022-23
		8,852
FY 2021-22^
		6,187
FY 2020-21
		6,290
FY 2019-20
		6,047
FY 2018-19
Proft After Tax	(`	in crores)
(excluding exceptional items)
**1,257	5.5%**
		1,257
FY 2022-23
		1,191
FY 2021-22^
		1,082
FY 2020-21
		1,161
FY 2019-20
		979
FY 2018-19

EBITDA*	(`	in crores)
**1,855	4.7%**
		1,855
FY 2022-23
		1,772
FY 2021-22^
		1,548
FY 2020-21
		1,484
FY 2019-20
		1,292
FY 2018-19

Earnings Per Share (EPS)	Earnings Per Share (EPS)	(`)
(excluding exceptional items)
**24.7	5.5%**
		24.7
FY 2022-23
		23.5
FY 2021-22^
		21.3
FY 2020-21
		22.8
FY 2019-20
		19.3
FY 2018-19

|Book Value Per Share||()|Dividend Per Share (DPS)|Dividend Per Share (DPS)|()|
|---|---|---|---|---|---|
|139.8 | 12.1%|||11.00 | 10.0%|||
|||139.8|||11.00|
|FY 2022-23|||FY 2022-23|||
|||124.8|||10.00|
|FY 2021-22^|||FY 2021-22|||
|||109.4|||8.50|
|FY 2020-21|||FY 2020-21|||
|FY 2019-20
FY 2018-19||87.9
82.4|FY 2019-20
FY 2018-19||7.00
6.50|

Y - O - Y Growth/Degrowth

^ Previous year’s figures restated on account of merger (refer Note 56 of Standalone Financial Statements)

EBITDA = Profit Before Tax before exceptional items (PBT) + Finance Cost + Depreciation - Other Income

Balance Sheet Metrices

Net Current Assets	(`	in crores)
**1,688	27.8%**
		1,688
FY 2022-23
		1,321
FY 2021-22^
		542
FY 2020-21
		1,847
FY 2019-20
		1,960
FY 2018-19

Reserves	(`	in crores)
**7,057	12.1%**
		7,057
FY 2022-23
		6,293
FY 2021-22^
		5,510
FY 2020-21
		4,414
FY 2019-20
		4,136
FY 2018-19

Return on Average
Net Worth		(%)
**18.7	(132 bps)**
		18.7
FY 2022-23
		20.0
FY 2021-22^
		21.6
FY 2020-21
		26.8
FY 2019-20

		25.3
FY 2018-19

Return On Average
Capital Employed		(%)
**23.7	(214 bps)**
		23.7
FY 2022-23
		25.8
FY 2021-22^
		28.8
FY 2020-21
		34.2
FY 2019-20
		34.7
FY 2018-19

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Distribution
of Revenue
2022-23
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Material Cost | 58.0%

Operating Cost | 14.4%

Employee Cost | 9.9% Interest & Foreign

Exchange Fluctuation Expense | 0.5%

Depreciation and Amortisation | 2.1%

Income Tax | 3.9%

Dividend | 4.8%

Retained Earnings | 6.4%

^ Previous year’s figures restated on account of merger (refer Note 56 of Standalone Financial Statements)

K E Y P E R F O R M A N C E I N D I C A T O R S

(STANDALONE)

Current Ratio

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----- Start of picture text -----

1.9
3,662
22-23
1,973
1.7
3,185
21-22^
1,863
1.3
2,421
20-21
1,879
2.6
3,026
19-20
1,179
3.0
2,929
18-19
970
Current Assets ( in crores) Current Liabilities ( in crores)
Current Ratio
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PBIT & Interest Cover

PBT & PBT As % To Net Sales

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----- Start of picture text -----

95.7
22-23 1,684
80.0
21-22^ 1,609
127.1
20-21 1,465
205.1
19-20 1,501
193.8
18-19 1,384
PBIT ( ` in crores)
Interest Cover (Times)
----- End of picture text -----*

*PBIT excludes exceptional items.

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----- Start of picture text -----

15.8
22-23 1,668
18.0
21-22^ 1,591
23.6
20-21 1,457
23.8
19-20 1,496
22.8
18-19 1,376
PBT ( ` in crores)
PBT as % to Net Sales
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*PBT excludes exceptional items.

^ Previous year’s figures restated on account of merger (refer Note 56 of Standalone Financial Statements)

Debt Equity Ratio

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----- Start of picture text -----

0
22-23 7,108
0.02 105
21-22^ 6,344
0.01 55
20-21 5,561
0
19-20 4,465
0
18-19 4,187
Net Worth ( in crores) (Equity + Reserves) Total Debts ( in crores)
Debt Equity Ratio
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Value Addition To Business Through Reserves

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----- Start of picture text -----

51
22-23 7,057
51
21-22^ 6,293
51
20-21 5,510
51
19-20 4,414
51
18-19 4,136
Share Capital ( in crores) Reserves ( in crores)
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Growth In Market Capitalisation Of Company And BSE SENSEX Since 31[st ] March 2019

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----- Start of picture text -----

1.90
1.53
31-3-23
1.98
31-3-22 1.51
31-3-21 1.28 1.46
0.76
1.09
31-3-20
1.00 1.00
31-3-19
BSE Sensex (Times)
Base Value: 31 [st] March 2019=1
Market Capitalisation of Company (Times)
----- End of picture text -----

^ Previous year’s figures restated on account of merger (refer Note 56 of Standalone Financial Statements)

M A N A G M E N T D I S C U S S I O N A N D A N A LY S I S

Financial Review

Consolidated Financials

Consolidated Net Sales grew by

18.9%

“EBITDA” (Earnings before Interest, Taxes, Depreciation and Exceptional items) before non-operating income, grew by

Domestic subsidiaries sales grew by

23.6%

and EBITDA grew by

259.9%

7.4%

Profit Before Tax and Exceptional Items (PBT) grew by

6.8%

Profit After Tax (PAT) grew by

6.8%

On a constant currency basis, the overseas subsidiaries reported sales growth of

15.9%

and EBITDA grew by

10.8%

Financial Review

Standalone Financials

Net sales grew by

19.1%

However, due to higher material costs EBITDA (excluding nonoperating income) grew by

4.7%

Profit Before Tax and exceptional items (PBT) grew by

4.8%

Profit After Tax (PAT) grew by

5.5%

The previous year figures have been restated to give effect to the merger (with effect from 1[st] April, 2022) of PAPL and CIPY with the Company. (refer Note 56 of Standalone Financial Statements)

Performance by Industry Segment (Standalone)

The Company operates under two major business segments i.e. Branded Consumer & Bazaar and Business to Business.

Products, such as Adhesives, Sealants, Art & Craft Materials and Others, Construction and Paint Chemicals are covered under Branded Consumer & Bazaar segment. These products are widely used by carpenters, painters, plumbers, mechanics, households, students, offices etc.

Business to Business segment covers products, such as Industrial Adhesives, Industrial Resins, Construction Chemicals (Projects), Organic Pigments, Pigment Preparations, etc. and caters to various industries like packaging, joineries, textiles, paints, printing inks, paper, leather, etc.

In both business segments, there are a few medium to large companies with national presence and a large number of

small companies which are active regionally. Multinational companies are also present in many of the product categories in which the Company operates.

Business Segment / Product Category % (FY 2023)

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----- Start of picture text -----

7.8%
4.4%
Industrial Resins,
Pigment &
Construction Chemicals
Preparations
(Project) etc.
0.9%
5.8%
Others
Industrial
Adhesives
6.1%
Art & Craft
Materials etc.
81.1%
19.3% Consumer &
Construction & Bazaar Products
Paint Chemicals Segment
18.0%
Business to
Business Products
Segment
0.9%
Others
55.7%
Adhesives &
Sealants
----- End of picture text -----

Standalone - % of Total Sales based on FY 2022-23

Business Segment / Product Category % (FY 2022)

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----- Start of picture text -----

7.6% 5.6%
Industrial Resins, Pigment &
Construction Chemicals Preparations
(Project) etc.
0.7%
6.2% Others
Inustrial
Adhesives
5.5%
Art & Craft
Materials etc.
18.7%
Construction &
Paint Chemicals
79.9%
Segment
19.4%
Segment
0.7%
55.7% Others
Adhesives &
Sealants
----- End of picture text -----

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----- Start of picture text -----

79.9%
Consumer &
Bazaar Products
Segment
19.4%
Business to
Business Products
Segment
0.7%
Others
----- End of picture text -----

Standalone - % of Total Sales based on FY 2021-22

Note

During FY 2021-22, the Company had filed two merger applications with NCLT of its wholly owned subsidiaries namely Pidilite Adhesives Pvt. Ltd (PAPL) and Cipy Polyurethanes Pvt. Ltd (CIPY). Consequent to the filing of NCLT orders approving the mergers

with ROC, mergers have become effective from the appointed date being 1[st] April, 2022. Accordingly, the FY 2022 numbers have been restated for the accounting impact of the merger, as if the merger had occurred from the beginning of the previous year.

P E R F O R M A N C E B Y I N D U S T R Y S E G M E N T

Consumer Bazaar

Branded Consumer & Bazaar segment contributed

81.1%

of the sales of the Company and grew by

22.0%

Adhesives & Sealants category includes adhesives, sealants and tapes. This category contributed

55.7%

of the sales of the Company and grew by

20.2%

Business to Business

Business to Business segment contributed

18.0%

of the sales of the Company and grew by

11.8%

Industrial Adhesives includes adhesives used in packaging, footwear, cigarettes, automotive industry and joinery. This category contributed

5.8%

of sales of the Company and grew by

Others

Others mainly includes sale of raw materials.

12.5%

Construction and Paint Chemicals contributed

19.3%

of the sales of the Company and grew by

24.0%

Industrial Resins, Construction Chemicals (Projects) etc. contributed

7.8%

of the sales of the Company and grew by

24.4%

Art & Craft Materials etc. contributed

6.1%

of the sales of the Company and grew by

33.3%

Pigments and Preparations contributed

4.4%

of the sales of the Company and declined by

6.1%

Current Year Outlook

Last year (FY 2022-23) was the first normal year post COVID and witnessed steep increases in input costs, particularly in the first half and other inflationary pressures. Domestic demand was also impacted due to price increases taken to counter the input cost pressures.

Input prices have corrected since the second half of last year and with improvement in availability of raw materials, the outlook for the current year is for costs to remain at present levels, barring unforeseen circumstances. Domestic demand conditions are also improving especially in the construction sector. However, the steep increase in interest rates and depressed demand conditions in the developed markets do indicate demand headwinds especially for exports.

The Company is taking actions to drive demand generation initiatives to deliver profitable volume growth.

The existing subsidiaries in India have delivered strong sales and profit growth, despite demand and inflationary pressures. A series of actions and initiatives have been taken to maintain and strengthen the performance in the year. New manufacturing facilities for three subsidiaries are to be commissioned in the current year which will enable them to address the market opportunity.

The Company’s major international subsidiaries are in Brazil, Sri Lanka, Thailand, Egypt, Dubai and Bangladesh. The business environment in some of these countries remains subdued due to geo-political tensions, currency challenges and inflation.

However, the management is taking various steps to increase sales and market share in their respective geographies along with improvement in performance of these subsidiaries. The subsidiary in USA has decided to wind down its business in the current year.

Outlook on Opportunities, Threats, Risks and Concerns

The Indian economy provides a large opportunity to the Company to market its differentiated products. The additional spending in Government programmes like rural employment schemes and higher capex spending emphasizes the focus on infrastructure and increasing disposable income in the hands of common people. This will act as a catalyst for the growth of the economy which will eventually create demand for the Company’s products. Further, the home improvement area offers opportunities for growth given the

focus on affordable housing, new construction as well as renovation.

Slower growth of the Indian economy and stress in sectors such as construction could impact the performance of the Company. While there are near term concerns around increased interest rates and the consequent impact of this on market growth, the Company is confident of the medium to long-term prospects of the home improvement sector and remains focused on delivering consistent and profitable volume-led growth.

Overseas subsidiaries, by virtue of their relatively smaller size, remain vulnerable to the political and economic uncertainties of their respective countries and the rise in geo-political tensions could dampen the performance of the subsidiaries.

Human Resources

FY 2022-23 saw employees return to office after two years of remote working. It was a transition year marked by evolving hybrid work models where employees enjoyed both the flexibility of working from home as well as physically meeting & collaborating.

Happiness, health, fitness continued to be our champion causes enabled through the HAH Cares (Happy & Healthy) initiative. The physical event after a gap of 2 years saw employees and their families reconnect, refresh and exhibit both their team spirit and competitive spirit in equal measure.

Gurukool, our online learning Experience Platform or LXP continued to build content and increase its footprint throughout the year. Initiated with the intention to provide L&D opportunities to all employees for higher engagement, and increased knowledge it has played a key role in helping us build a value-based culture and a sense of community.

The highlight of the year however was connecting to our roots and growing stronger through two key events, Smriti Milan and The Founder’s Day.

Smriti Milan is a forum provided for retired employees of the Company, to come together to reconnect with old colleagues along with their spouse. Reconnecting and meeting old colleagues after three years was a treasured moment for all ex and current employees. It provided them an opportunity to reminisce cherished memories of time spent at the Company and make new ones to share with their family members.

Founder’s Day, or the day we remember our Founder Shri B. K. Parekh and celebrate every Pidilitian and our ways of working, was conducted physically after two years on 10[th] March, 2023. Like each time the event had an eclectic mix of fun, messaging, and bonding. The highlight of the event was the launch of the centenary year celebrations of our Founder in 2024.

The year saw us add another feather in our cap, “The Spirit of Pidilite Awards”, which is an initiative to continuously reward and recognise our employees whose contribution to Pidilite in various fields has been exemplary. The intent is to establish a “Fair and Transparent” process giving every employee an equal opportunity to participate and helping the organization drive high benchmarks in everything that we do.

With a renewed sense of optimism and focus, the organisation is looking forward to a successful FY 2023-24. The entire organisation will be celebrating and drawing lessons from Shri B. K. Parekh’s life as well as working towards creating and surpassing our high benchmarks in all areas.

The total number of employees on the rolls of the Company was 7,310 as on 31[st] March, 2023.

Miscellaneous	Other Matter	Cautionary Statement
The Company’s Net Worth (Equity	Internal Control Systems and their	Statements in this Management
capital + Reserves) has grown	adequacy is elaborated in the	Discussion and Analysis Report
from `4,187 crores as on	Director’s Report.	describing the Company’s
31stMarch, 2019 to `7,108 crores		objectives, projections, estimates
as on 31stMarch, 2023, giving a		and expectations may be ‘forward
Compounded Annual Growth		looking statements’ within the
Rate (CAGR) of 14.1%		meaning of applicable laws and
		regulations. Actual results
The market capitalisation of the		might difer.

The market capitalisation of the Company on 31[st] March, 2023 was ` 1,19,647 crores and has grown at a CAGR of 29.27% since the IPO in 1993.

E C O N O M I C VA L U E A D D E D ( E VA )

COMPUTATION OF EVA

EVA	=	Net Operating Proft After Tax (NOPAT) - Weighted average cost of capital employed.
NOPAT	=	Net proft after tax + post tax interest cost at actual.
Weighted average cost of	=	(Cost of equity x average shareholder funds) + (cost of debt x average debt).
capital employed
Cost of equity	=	Risk-free return equivalent to yield on long term Government of India (GOI) securities (taken @
		7.27%) + market risk premium (assumed @ 6.50%) x beta variant for the Company (taken at 0.83),
		where the beta is a relative measure of risk associated with the Company's shares as against the
		stock market as a whole.
Cost of debt	=	Efective interest applicable to the company based on an appropriate mix of short, medium and
		long term debt, net of taxes.

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Item 2018-19 2019-20 2020-21 2021-22^ 2022-23
1. Risk Free Return on Long Term GOI Securities 7.3% 7.5% 6.0% 6.9% 7.3%
2. Cost of Equity 13.1% 12.0% 11.7% 12.0% 12.7%
3. Cost of Debt (Post Tax) 0.0% 0.0% 3.4% 3.0% 4.1%
4. Effective Weighted Average Cost of Capital 13.1% 12.0% 11.6% 11.9% 12.6%
Economic Value Added ( ` in crores)
5. Average Debt 0 0 55 80 53
6. Average Equity (Shareholder Funds) 3,875 4,326 5,013 5,952 6,726
7. Average Capital Employed (Debt + Equity) 3,875 4,326 5,068 6,032 6,779
8. Profit After Tax (as per Statement of Profit and Loss) 979 $ 1,161 #$ 1,082 #$ 1,191 $ 1,257 $
Interest (as per Statement of Profit and Loss,
9. 5 10 13 20 21
net of Income Tax)
10. Net Operating Profit After Tax (NOPAT) 984 1,171 1,095 1,211 1,278
11. Weighted Average Cost of Capital (4x7) 509 521 588 715 854
12. Economic Value Added (10-11) 475 650 506 496 424
13. EVA as a % of Average Capital Employed (12 ÷ 7) 12.3% 15.0% 10.0% 8.2% 6.3%
----- End of picture text -----

Profit After Tax excludes exceptional items.

$ Profit is after tax but before Other Comprehensive Income.

^ Previous year’s figures restated on account of merger. (refer Note 56 of Standalone Financial Statements)

1 0 Y E A R S ’ F I N A N C I A L P E R F O R M A N C E

( ` in crores)

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IGAAP IND AS
Highlights 2013-14 2014-15 2015-16 2016-17 2017-18 2018-19 2019-20 2020-21 2021-22^ 2022-23 CAGR %
Operating Results
Sales and Other Income 4,169 4,724 5,134 5,409 5,627 6,285 *** 6,484 6,290 8,936 10,660 11.0%
Manufacturing & Other Expenses 3,448 3,918 3,942 4,070 4,197 4,796 4,847 4,667 7,110 8,720 10.9%
Operating Profit 721 806 1,192 1,339 1,430 1,490 1,637 1,623 1,826 1,940 11.6%
Interest (Net) 10 10 6 6 6 7 13 17 27 29 12.7%
Depreciation and Amortisation 69 108 88 90 91 100 126 147 194 222 13.9%
Profit from Ordinary Activities 642 688 1,098 1,243 1,333 1,383 1,498 1,459 1,605 1,689 11.4%
Exceptional Items 6 18 27 94 - - 59 -~ - - -
Foreign Exchange Difference - 5 2 1 4 2 6 2 2 14 21 16.9%
Expense/(Income)
Profit Before Tax 631 668 1,070 1,145 1,331 1,376 1,437 1,457 1,591 1,668 11.4%
Current Tax 160 156 299 363 403 438 369 375 398 423 11.4%
Deferred Tax 2 11 24 8 19 11 (33) - ~ 2 (13) -
Profit After Tax for the year 469 501 747 774 909 927 1,102 1,081 1,191 1,257 11.6%
Add: Prior Years’ Tax Provision - - - - 46 53 - - - - -
written back
Profit After Tax 469 501 747 $ 774 $ 955 $ 979 $ 1,102 $ 1,081 $ 1,191 1,257 11.6%
Dividend on Equity Shares 162 * 179 * 404 * 31 293 364 827 - 432 508 13.6%
Retained Earning 307 322 343 743 662 615 275 1,081 759 749 10.4%
Financial Position
Capital-Equity 51 51 51 51 51 51 51 51 51 51 (0.1)%
Reserve (Less Revaluation 1,988 2,298 2,599 3,348 3,513 4,136 4,414 5,510 6,293 7,057 15.1%
Reserve & Misc. Expenditure)
Net Worth 2,039 2,349 2,650 3,399 3,564 4,187 4,465 5,561 6,344 7,108 14.9%
Borrowings 8 6 1 - - - - 55 105 - -
Deferred Tax Liability (Net) 51 55 75 84 103 113 76 76 389 377 24.9%
Funds Employed 2,098 2,410 2,726 3,483 3,667 4,300 4,541 5,692 6,838 7,485 15.2%
Fixed Assets *
Gross Block 1,637 2,005 1,775 1,856 1,975 2,110 2,538 2,862 5,763 6,289 16.1%
Depreciation and Amortisation 594 716 707 790 871 930 1,041 1,158 1,320 1,501 10.8%
Net Block 1,043 1,288 1,068 1,066 1,104 1,180 1,497 1,704 4,443 4,788 18.4%
Investments in
- Subsidiaries 323 # 349 # 431 # 426 # 612 # 673 # 797 # 3,148 # 857 # 936 # 12.5%
- Others 251 352 *** 672 1,367 1,174 1,517 1,026 334 228 511 8.2%
Net Other Assets 481 421 *** 555 624 777 930 1,220 506 1,310 1,250 11.2%
Total Assets 2,098 2,410 2,726 3,483 3,667 4,300 4,541 5,692 6,838 7,485 15.2%
----- End of picture text -----**

The Company transitioned into Ind AS from 1[st] April 2015

Includes Tax on Dividend

** Including Intangible Assets and Capital Work-In-Progress and excluding Revalued Assets and Depreciation thereon

After deducting provision for diminution and excluding Share Application Money
*** Previous years’ figures regrouped
**** Paid dividend (including tax) as per IND AS
$ Profit is after tax but before Other Comprehensive Income
^ Previous year’s figures restated on account of merger
- (refer Note 56 of Standalone Financial Statements)
~ Less than ` 50 lacs

( ` in crores)

	IGAAP	IND AS
Highlights 2013-14 2014-15 2015-16 2016-17 2017-18 2018-19 2019-20 2020-21 2021-22^ 2022-23
Funds Flow
Sources
Internal Generation 546 638 886 967 1,066 1,091 1,259 1,235 1,395 1,478
Increase in Equity Share Capital - - -~ -~ -~ -~ -~ -~ -~ -~
Increase in Loans (Net) 8 - - - - - - 55 50 -
Decrease in Investment-Others 35 - - - 283 - 102 736 121 -
Decrease in Working Capital - 23 *** 329 - - - - 406 - -
Total 589 661 *** 1,215 967 1,349 1,091 1,361 2,432 1,566 1 478
Applications
Repayment of Loans 60 2 5 1 - - - - - 105
Capital Expenditure (Net) > 169 353 134 88 125 159 393 322 322 429
Investments in - Subsidiaries 62 26 82 90 151 61 146 2,110 349 79
- Others - 101 *** 590 695 - 255 - - - 266
Buyback of Equity Shares - - - - 500 - - - - -
Dividend 162 179 404 * 31 293 *364* 827 *** - 432 508
Increase in Working Capital 136 - - 62 280 252 (5) - 463 91
Total 589 661 *** 1,215 967 1,349 1,091 1,361 2,432 1,566 1,478
Ratios
Return on Average Net Worth % (RONW) (PAT divided by Average Net Worth) ## 25.2 23.7 31.0 28.7 27.4 25.3 26.8 21.6 20.0 18.7
Return on Average Capital Employed % (ROCE) (PBIT divided by Average Funds Employed**)## 33.7 31.6 44.0 41.1 37.4 34.7 34.2 28.8 25.8 23.7
Gross Gearing % (Debt as a percentage of Debt plus Equity) 0.4 0.2 - - - - - 1.0 1.6 -
Current Ratio 1.8 1.7 2.5 3.4 3.0 3.0 2.6 1.3 1.7 1.9
Assets Turnover (times) (Sales divided by Total Assets) 2.0 1.9 1.8 1.5 1.5 1.4 1.4 1.1 1.3 1.4
Debtors Turnover (Sales divided by Debtors) 10.0 9.6 9.5 9.1 8.4 8.3 8.0 6.9 8.0 8.4
Inventory Turnover (Cost of Goods Sold divided by Inventories) 4.5 4.7 4.4 4.3 4.3 4.5 4.0 3.3 4.1 4.1
Operating Proft Margin (%) ## 18.7 18.4 25.3 27.7 26.9 24.6 26.0 26.2 20.6 18.4
Net Proft Margin (%) ## 16.5 15.7 23.3 25.6 25.1 22.8 23.8 23.6 18.0 15.8

The Company transitioned into Ind AS from 1[st] April 2015

Includes Cost of Brands, Patents Trademarks and Businesses Acquired

** Excluding Deferred Tax Liability (Net)

PAT, PBT & PBIT are excluding exceptional items

~ Less than ` 50 lacs
*** Previous years’ figures regrouped
**** Paid dividend (including tax) as per IND AS
Includes Tax on Dividend

^ Previous year’s figures restated on account of merger (refer Note 56 of Standalone Financial Statements)

D I R E C T O R S ’ R E P O R T

To

The Members

Your Directors take pleasure in presenting the Fifty-Fourth Annual Report together with Audited Financial Statements for the year ended 31[st] March, 2023.

Financial Results (Standalone)

Financial Performance

Comments on Financial Performance are included in Management Discussion and Analysis section.

Dividend

Your Directors recommend a dividend of 11.00 per equity share of 1/- each, (previous year 10.00 per equity share of 1/each) amounting to 559.15 crores (previous year 508.30 crores) out of the current year’s profit, on 50.83 crores equity capital (previous year 50.83 crores). Dividend is subject to approval of members at the ensuing Annual General Meeting and shall be subject to deduction of income tax at source. The dividend payout amount has grown at a CAGR of 14.08% during the last 5 years.

|(in crores ) 2022-23 2021-22 (Restated)$|(in crores )
2022-23
2021-22
(Restated)$|(`in crores )
2022-23
2021-22
(Restated)$|
|---|---|---|
|Sales|10,545.12|8,852.31|
|Operating Profit|1,939.10|1,825.94|
|Finance Costs|(28.53)|(27.24)|
|Depreciation and Amortisation Expense|(221.97)|(194.38)|
|Net Foreign Exchange Loss|(20.88)|(13.58)|
|Profit Before Exceptional Items and Tax|1,667.72|1,590.74|
|Exceptional Items|-|-|
|Profit Before Tax|1,667.72|1,590.74|
|Current Year’s Tax|(423.05)|(397.53)|
|Deferred Tax|12.51|(1.80)|
|Profit After Tax|1,257.18|1,191.41|
|Profit Brought Forward|4,877.86|4,123.49|
|Other Comprehensive Income Included in
Retained Earnings (Net of tax)|1.45|(9.06)|
|Due to Business Combination|-|3.95|
|Profit Available for Appropriation|6,136.49|5,309.79|
|Appropriations|||
|Dividend Paid|(508.30)*|(431.93) #|
|Closing balance of Retained Earnings|5,628.19|4,877.86|

$ During previous year, the Company had filed two merger applications with National Company Law Tribunal (NCLT) with respect to the merger of its wholly owned subsidiaries namely Pidilite Adhesives Pvt. Ltd (PAPL) and Cipy Polyurethanes Pvt. Ltd (CIPY). Consequent to the filing of NCLT orders approving the mergers with Registrar of Companies, mergers have become effective from the Appointed date being 1[st] April 2022. The above being a common control transaction, the previous year figures have been restated for the accounting impact of the merger, as if the merger had occurred from the beginning of previous year.

Pertaining to dividend for FY 2021-22

Pertaining to dividend for FY 2020-21

The dividend payout is in accordance with the Dividend Distribution Policy, which is available on the website of the Company https://pidilite. - com/investors/corporate governance

PBT, PAT & Growth (YOY)

Equity Dividend Payout & % of Standalone Net Profit (Excluding Exceptional Items)

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----- Start of picture text -----

4.8
1,668
22-23 5.5
1,257
9.2
1,591
21-22^
1,191
10.1
(2.6)
1,457
20-21
1,082
(6.8)
8.7
1,496
19-20 18.5
1,161
3.4
1,376
18-19 2.5
979
Excludes Exceptional Items
PBT ( in crores) PBT (Growth %) PAT ( in crores) PAT (Growth %)
----- End of picture text -----

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44.5
11.00 2.2 22-23 559
42.7
10.00 2.3 21-22^ 508
39.9
8.50 2.5 20-21 432
36.9
7.00 2.7 19-20 429
40.6
6.50 2.5 18-19 398
----- End of picture text -----*

Proposed dividend for 22-23

Dividend per Share ( ` )

Dividend Cover (Times) Payout

Dividend Payout (including tax on dividend till 19-20) (net of foreign tax credit) ( ` in crores) Dividend % to Net Profit

^ Previous year’s figures restated on account of merger (refer Note 56 of Standalone Financial Statements)

Transfer to Reserves

The Company does not propose to transfer amounts to the general reserve.

Term Finance

The Company has no outstanding term loans (previous year NIL).

Capital Expenditure

The total capital expenditure during the year was 456.94 crores (previous year 377.32 crores) primarily spent on fixed assets for various manufacturing units, offices, laboratories, warehouses and on Information Technology.

Deposits

The Company has not accepted any deposits covered under Chapter V of the Companies Act, 2013 during the financial year 2022-23 (previous year NIL).

Subsidiaries

Investment in Subsidiaries

During the year, total investment of 78.59 crores (previous year 104.94 crores) was made in subsidiaries. Of this, 53.38 crores was invested in domestic subsidiaries and 25.21 crores in overseas subsidiaries.

The investments in domestic subsidiaries were in Pidilite Ventures Pvt Ltd amounting to ( 28.12 crores), Pidilite Litokol Pvt Ltd ( 12.22 crores) and Pidilite Grupo Puma Manufacturing Ltd ( ` 13.04 crores)

The investments in overseas subsidiaries were in Pidilite Middle East Ltd ( 17.03 crores) and Pidilite International Pte Ltd ( 8.18 crores).

During the year

a. A new Company in name of Solstice Business Solutions Pvt. Ltd (SBSPL) was incorporated on 6[th] April, 2023, a wholly owned subsidiary of Pidilite Ventures Private Limited, which is a wholly owned subsidiary of the Company. SBSPL, is intended to carry out inter alia the business of providing services, for construction, repair, renovation.
b. The Company through its subsidiary Pidilite Ventures Private Limited made investments in early-stage companies, which would augment our capabilities.
c. Plus Call Technical Services LLC, a Joint Venture, where Pidilite Middle East Limited, wholly owned subsidiary of the Company holds 40% of the share capital, was dissolved.

Domestic and International Subsidiaries Performance

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----- Start of picture text -----

( ` in crores)
Domestic Subsidiaries Sales Sales % Growth EBITDA EBITDA % Growth
2022-23 2021-22 2022-23 2021-22
Consumer & Bazaar 391.19 295.67 32.3% 66.80 42.87 55.8%
Business to Business 315.93 276.63 14.2% 6.33 (22.55) N.A.
----- End of picture text -----

Domestic Subsidiaries in Consumer and Bazar segment continue to deliver industry-leading profit and growth. The Subsidiaries in Business to Business segment showed signs of revival in revenue growth and losses were substantially reduced.

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----- Start of picture text -----

( ` in crores)
International Subsidiaries Sales Sales % Growth EBITDA EBITDA % Growth
2022-23 2021-22 2022-23 2021-22
Americas 257.97 244.89 5.3% (2.98) 10.33 N.A.
Asia 314.21 261.19 20.3% 50.20 40.73 23.3%
Middle East & Africa 258.44 210.49 22.8% 8.76 (1.19) N.A.
----- End of picture text -----*

Overseas subsidiaries figures are at constant currency.

Pidilite USA Inc has decided to discontinue the operations of its Sargent Art Division, in a phased manner. Revenue from operations and (loss)

before tax pertaining for FY 2022-23 is 128.8 crores and (5.2) crores respectively.

Amidst uncertain global economic conditions and inflationary pressures, International Subsidiaries reported moderate sales growth along with improvement in EBITDA.

Consolidated Financial Statements

In accordance with the provisions of Companies Act, 2013 (hereinafter referred to as ‘the Act’), Regulation 33 of the Securities and Exchange Board of India (Listing Obligations and Disclosure Requirements) Regulations, 2015 (hereinafter referred to as ‘Listing Regulations’) and applicable Accounting Standards, the Audited Consolidated Financial Statements of the Company for the financial year 2022-23, together with the Auditor’s Report, form part of this Annual Report. A statement containing the salient features of the Company’s subsidiaries and associate companies in the prescribed Form AOC- 1, are set out in Note No. 59 to the Consolidated Financial Statements.

The Consolidated Financial Statements have been prepared on the basis of audited financial statements of the Company, its subsidiaries, associate companies and joint venture, as approved by their respective Board of Directors except Pulvitec Do Brazil Industria e Comercio de Colas e Adesivos Ltda which has been approved by the local administrator.

The accounts of the subsidiaries are also uploaded on the website of the Company, https://pidilite.com/ investors/financials/

Directors and Key Managerial Personnel

The Board of Directors, on the recommendation of Nomination and Remuneration Committee, has recommended to the Members:

(a) re-appointment of Shri M B Parekh as the Whole Time Director designated as the Executive Chairman of the Company for a further period of 5 years with effect from 1[st] August, 2023.

(b) re-appointment of Shri A B Parekh as the Whole-time Director designated as Executive Vice Chairman of the Company for a further period of 5 years with effect from 1[st] August, 2023.

Shri Piyush Pandey was re-appointed as an Independent Director of the Company by the Board on the recommendation of Nomination and Remuneration Committee for a second term of five consecutive years upto 10[th] April, 2028, subject to the approval of the Members through Postal Ballot.

Shri Joseph Varghese was appointed as an Additional Director and also as a Whole Time Director designated as Director-Operations for a period of 5 years by the Board on the recommendation of Nomination and Remuneration Committee, with effect from 9[th] November, 2022 and Member’s approved the said appointment through Postal Ballot on 27[th] December, 2022.

Shri Sandeep Batra was appointed as an Additional Director and also as a Whole Time Director designated as Executive Director – Finance in addition to his current position as Chief Financial Officer of the Company for a period of 5 years, by the Board on the recommendation of Nomination and Remuneration Committee, with effect from 9[th] November, 2022 and Member’s approved the said appointment through Postal Ballot on 27[th] December, 2022.

Shri Debabrata Gupta, resigned with effect from 9[th] November, 2022, as the Whole Time Director designated as Director-Operations. The Board places on record its appreciation for the services rendered by Shri Debabrata Gupta during his tenure as the Whole Time Director.

Shri N K Parekh has stepped down as the Non-Executive Vice-Chairman but continues as Non-Executive Director and Shri A N Parekh has been designated as the Executive Vice-Chairman w.e.f. 8[th] May, 2023.

In accordance with the Act and the Articles of Association of the Company, Shri A N Parekh and Shri Sudhanshu Vats, Directors of the Company, retire by rotation and being eligible, offer themselves for re-appointment.

None of the Directors of the Company are disqualified for being appointed as Directors as specified under Section 164(2) of the Act read with Rule 14(1) of the Companies (Appointment and Qualification of Directors) Rules, 2014.

Policy on Directors’ remuneration

The policy on Directors’ remuneration is available on the website of the Company, https://pidilite.com/ investors/corporate-governance/. The remuneration paid to the Directors is as per the terms laid out in the said policy.

Directors’ Responsibility Statement

Your Directors confirm that:

in the preparation of the annual accounts, the applicable accounting standards have been followed along with proper explanation relating to material departures;
they 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 the Company at the end of the financial year ended 31[st] March, 2023 and of the profit of the Company for that period;
they have taken proper and sufficient care for the maintenance of adequate accounting records in accordance with the provisions of the Companies Act, 2013 for safeguarding the assets of the Company and for preventing and detecting fraud and other irregularities;
they have prepared the annual accounts on a going concern basis;
they have laid down internal financial controls to be followed by the Company and that such internal financial controls are adequate and are operating effectively; and
they have devised proper systems to ensure compliance with the provisions of all applicable laws and that such systems are adequate and operating effectively.

Annual Evaluation by the Board of its own

performance, its Committees and individual Directors

The Board has put in place a mechanism for evaluation of its own performance and performance of its Committees and individual Directors. The evaluation of the Board, Committees, Directors and Chairman of the Board was conducted based on evaluation parameters, such as Board composition and structure, effectiveness of the Board, participation at meetings, domain knowledge, awareness and observance of governance, etc. For further details, please refer to the Report on Corporate Governance, which forms a part of this Annual Report.

Familiarisation Programme

The Company has put in place an induction and familiarization programme for all its Directors including the Independent Directors.

The familiarization programme for Independent Directors in terms of provisions of Regulation 46(2)(i)

of the Listing Regulations is uploaded on the website of the Company.

Number of Meetings of Board of Directors

Five meetings of the Board of Directors of the Company were held during the financial year 2022-23. For further details, please refer to the Report on Corporate Governance, which forms a part of this Annual Report.

Statement of Declaration on Independence given by Independent Directors

All the Independent Directors of the Company have given declarations that:

a. they meet the criteria of independence as laid down under the Act and the Listing Regulations;
b. they have complied with the Code of Independent Directors prescribed under Schedule IV of the Act; and
c. they have registered themselves with the Independent Directors’ Database maintained by the Indian Institute of Corporate Affairs.

Corporate Governance

The Company is committed to good corporate governance practices. The Report on Corporate Governance, as stipulated under Listing Regulations, forms an integral part of this Annual Report. The requisite certificate from M/s Parikh & Associates, Practising Company Secretaries, is attached to the Report on Corporate Governance, which forms a part of this Annual Report.

Management Discussion and Analysis Report

The Management Discussion and Analysis Report for the year under review, as stipulated under the Listing Regulations, is presented in a section forming part of this Annual Report. For the sake of brevity the items covered in this Report are not repeated in the Management Discussion and Analysis Report.

Committees of the Board

The following are the statutory Committees constituted by the Board and they function according to their respective roles and defined scope:

Audit Committee
Nomination and Remuneration Committee
Corporate Social Responsibility Committee
Stakeholders Relationship Committee
Risk Management Committee

Details of composition, terms of reference and number of meetings held for respective Committees are given in the Report on Corporate Governance, which forms a part of this Annual Report. Further, during the year under review, all recommendations made by the Audit Committee have been accepted by the Board.

Corporate Social Responsibility (CSR) Report and CSR Policy

The CSR Report as per Section 135 of the Act read with Companies (Corporate Social Responsibility Policy) Rules, 2014 and amendments thereto, is attached as Annexure 1 to this Report. The details of CSR Initiatives forms part of Social & Community Service Initiatives section of this Annual Report. CSR Policy can be accessed on website of the Company https://pidilite. - com/investors/corporate governance/.

Vigil Mechanism / Whistle Blower Policy

The Company has established a Vigil Mechanism and Whistle Blower Policy for its Directors and employees. The said policy has been communicated to the Directors and employees of the Company and is also posted on the website of the Company https://pidilite. com/investors/corporate-governance/. For further details, please refer to the Report on Corporate Governance, which forms a part of this Annual Report.

Policy relating to Prevention of Sexual Harassment

In accordance with the requirements of the Sexual Harassment of Women at Workplace (Prevention, Prohibition & Redressal) Act, 2013 (“POSH Act”) and Rules made thereunder, the Company has formulated a Prevention of Sexual Harassment Policy, which mandates no tolerance against any conduct amounting to sexual harassment of women at workplace. The Company has formed an Internal Complaints Committee to redress and resolve any complaints arising under the POSH Act. To build awareness in this area, Company has been conducting induction/ training programmes in the organisation on a periodical basis. For further details, please refer to the Report on Corporate Governance, which forms a part of this Annual Report.

Statutory Auditors

M/s Deloitte Haskins & Sells LLP, Chartered Accountants (Firm Registration No. 117366W/W-100018) will complete their present term on conclusion of the ensuing 54[th] AGM.

There is no qualification or adverse remark in Auditors’ Report. There is no incident of fraud requiring reporting by the Auditors under Section 143(12) of the Act.

The Board of Directors have recommended the appointment of M/s. B S R & Co. LLP, Chartered Accountants (Firm Registration No 101248W/W-100022) as the Statutory Auditors of the Company, for a term of 5 consecutive years commencing from the conclusion of 54[th] AGM till the conclusion of 59[th] AGM of the Company.

M/s. B S R & Co. LLP have confirmed their eligibility and qualification required under the Act for holding the office as Statutory Auditors of the Company.

Cost Auditor

The Company has maintained cost records as specified by Central Government u/s 148(1) of the Act. M/s. V J Talati & Co., Cost Accountants, were appointed as the Cost Auditor for the financial year 2022-23 to conduct the audit of the cost records of the Company and they have been reappointed as the Cost Auditor for the financial year 2023-24. In terms of the provisions of Section 148(3) of the Act, read with the Companies (Audit and Auditors) Rules, 2014, as amended, the remuneration payable to the Cost Auditor has to be ratified by the Members of the Company. Accordingly, at the ensuing AGM, the Board seeks ratification of the remuneration payable to the Cost Auditor for the financial year 2023-24.

Secretarial Auditor and Secretarial Audit Report

Pursuant to the provisions of Section 204 of the Act and the Companies (Appointment and Remuneration of Managerial Personnel) Rules, 2014, the Company has appointed M/s. Parikh & Associates, Practising Company Secretaries to undertake the Secretarial Audit of the Company for the financial year 2022-23.

The Secretarial Audit Report for the financial year 2022-23 under the Companies Act, 2013 read with Rules made thereunder and Regulation 24A of the Listing Regulations, is set out in Annexure 2 to this report. There is no qualification or adverse remark in their Report.

Conservation of Energy, Technology Absorption and Foreign Exchange Earnings and Outgo

The particulars under Section 134 of the Act, read with the Companies (Accounts) Rules, 2014 are attached as Annexure 3 to this Report.

Risk Management

In compliance with Regulation 21 of the Listing Regulations, a Risk Management Committee has been constituted by the Board. The Risk Management Committee, also known as The Risk Management Oversight Committee, is entrusted with roles and powers as specified in Part D of Schedule II of Listing Regulations.

The Company has laid out a risk management policy for identification and mitigation of risks. The Company has also constituted a Management Risk Committee which is chaired by the Managing Director and has Senior Leadership of the Company as its members. The Management Risk Committee identifies the key risks for the Company, develops and implements the risk mitigation plan, reviews and monitors the risks and corresponding mitigation plans on a regular basis and prioritises the risks, if required, depending upon the effect on the business/reputation.

The other details in this regard are provided in the Report on Corporate Governance, which forms a part of this Annual Report.

Contracts and Arrangements with Related Parties

All contracts/arrangements/transactions entered

into by the Company during the financial year under review with related parties (as defined in the Act and Listing Regulations) were in the ordinary course of business and on an arm’s length basis. During the year, the Company did not enter into any contract/ arrangement/transaction with related parties, which could be considered as material in accordance with the Policy of the Company on Materiality of Related Party Transactions (RPT Policy) or which is required to be reported in Form No. AOC-2 in terms of Section 134(3)(h) read with Section 188 of the Act and Rule 8(2) of the Companies (Accounts) Rules, 2014.

The RPT Policy, as approved by the Board, is available on the Company’s website: https://pidilite.com/ - investors/corporate governance/.

Disclosure of related party transactions with the promoter(s)/promoter(s) group which individually hold 10% or more shareholding of the Company, as per the Indian Accounting Standards, are set out in Note No. 44 of the Standalone Financial Statements of the Company.

Particulars of Loans, Guarantees or Investments

Details of loans, guarantees or investments covered under the provisions of Section 186 of the Act are given in the Notes to the Financial Statements.

Employees Stock Option Scheme

The Employees Stock Option Scheme (Scheme) is in line with SEBI (Share Based Employee Benefits) Regulations, 2014. The certificate of Secretarial Auditors regarding implementation of the Scheme is available for inspection of Members in electronic mode.

The applicable disclosure, as stipulated under Securities and Exchange Board of India (Share Based Employee Benefits and Sweat Equity) Regulations, 2021, as on 31[st] March, 2023 with regard to Scheme, is provided in Annexure 4 to this Report.

Annual Return

Annual Return of the Company is available on the website of the Company viz. https://pidilite.com/ - investors/general meetings/

Business Responsibility and Sustainability Report

A Business Responsibility and Sustainability Report as per Regulation 34 of the Listing Regulations, detailing the various initiatives taken by the Company on the environmental, social and governance front, forms an integral part of this Report.

Internal Control Systems and their Adequacy

The Company has adequate internal financial control procedures commensurate with its size and nature of business.

The Company has appointed Internal Auditors who periodically audit the adequacy and effectiveness of the internal controls laid down by the management and suggest improvements.

The Audit Committee of the Board of Directors approves the annual internal audit plan and periodically reviews the progress of audits as per approved audit plans along with critical internal audit findings presented by internal auditors, status of implementation of audit recommendations, if any, and adequacy of internal controls.

Significant/Material Orders passed by the Regulators

There are no significant/material orders passed by the Regulators or Courts or Tribunals impacting the going concern status of the Company and its operations in future.

Particulars of Employees and Related Disclosures

Disclosures pertaining to remuneration as per Section 197(12) of the Act, read with Rule 5(1) of the Companies (Appointment and Remuneration of Managerial Personnel) Rules, 2014 is attached as Annexure 5 to this Report.

Details of employee remuneration as required under provisions of Section 197 of the Act and Rule 5(2) of Companies (Appointment and Remuneration of Managerial Personnel) Rules, 2014 (including any modifications, thereof) shall be made available to any shareholder, on request.

The Company has complied with Secretarial Standards issued by the Institute of Company Secretaries of India on Meetings of the Board of Directors and General Meetings.

Appreciation

Your Directors wish to place on record their appreciation of the contribution made by the employees at all levels to the continued growth and prosperity of your Company. Your Directors also wish to place on record their appreciation to the shareholders, dealers, distributors, consumers, banks and other financial institutions for their continued support.

General

The Company has neither issued equity shares with differential rights nor any sweat equity shares.

FOR AND ON BEHALF OF THE BOARD

There have been no material changes and commitments affecting the financial position of the Company between the end of financial year and the date of this Report.

Mumbai M B Parekh Date : 8[th] May, 2023 Executive Chairman

S O C I A L & C O M M U N I T Y S E R V I C E I N I T I A T I V E S

The Company has been engaging in and supporting various social and community service initiatives for the past several years, even before the concept of Corporate Social Responsibility and the statutory requirement thereof came into being.

Some of the key initiatives of the Company, in the sphere of social and community services as stated below, have resulted in significant value creation for the community at large.

A G R I C U L T U R E & H O R T I C U L T U R E

The Company has been

continuously supporting agriculture and horticulture initiatives through collaborations with experts, institutions and interactions with farmers, including conducting night meetings.

18,000 FARMERS IMPACTED

1[Lakh/Annum] 130[%]

INCREASE IN INCREASE IN FARMER’S INCOME YIELD OF COTTON IN COMPARISON TO NATIONAL AVERAGE

84 70%

ONE ACRE WADIS FARMERS FOR VEGETABLE ADOPTED GOOD AND FRUIT CROPS AGRICULTURAL DEVELOPED PRACTICES

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the development of 60 one-acre wadis with the addition of 24 new wadis during the last financial year, as well as shade nets to replicate vegetable and fruit crops. The average additional income earned by farmers through this intervention has gone up to ` 1 Lac per annum.

The Company continues to work with 18,000 farmers, whose adoption data for good agricultural practices like intercropping, high density planting, soil management, MIS, etc. has been monitored in a digital portal along with the geo tagging of their locations. This data has enabled us to provide necessary recommendations to farmers to provide prompt solutions in a speedy manner. About 70% farmers actively used these recommendations, which resulted in a 12% decrease in the cost of production.

To address the issue of reduction in the productivity of cotton crop year on year, which impacted the income of farmers adversely, a dedicated initiative to increase productivity was executed. The Company achieved an average increase of 130% in yield of cotton, compared to national average yield.

The fruit and vegetable initiative of the Company has resulted in

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Cotton productivity demo plot visit by experts

F A R M E R P R O D U C E R O R G A N I S A T I O N ( F P O )

The Company has continued supporting the Farmer Producer Organisation (FPO). It has 1,171 farmer members (171 new members) and over 5,300 farmers have availed the services from FPO and purchased good quality inputs at subsidised rates.

The total turnover of the FPO increased significantly from 8.38 crores in 2021-22 to 13.95 crores for the year in 2022-23 (i.e. resulting

in 66% increase). The major part of the margins have been transferred to the farmers.

The FPO has continued to support marginal farmers by providing agricultural equipment at nominal rental rates, in collaboration with the Government of Gujarat through its Custom Hiring Centre, to mainly support farmers of Mota Khuntavada and the adjoining villages. Over 400 farmers have

received the benefits. The FPO has continued the collective procurement of groundnuts and gram at Minimum Support Price (MSP), from farmers’ doorsteps. During the financial year 2022-23, a total of 447 Mt groundnuts and 1,494 Mt gram has been procured, so that farmers get better and assured returns. Further procurement is still ongoing.

400+ 66[%] FARMERS RECEIVED SURGE IN AGRICULTURAL FPO TURNOVER EQUIPMENT AT NORMAL RENTAL RATES

1,100+ FARMER MEMBERS

400+[ MT] 1,400+[MT] GROUNDNUTS GRAM PROCURED PROCURED

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Collective procurement of gram by FPO at MSP rates awarded by the Government

C E N T R E F O R A G R I C U L T U R E - H O R T I C U L T U R E D E V E L O P M E N T A T G R A M D A X I N A M U R T I , M A N A R

The Centre takes initiatives to educate farmers about the latest recommended cultivation practices (known to both universities and the Government, etc.) to boost sustainable agriculture and horticulture growth along with the value addition of their produce. The education and training of farmers is carried out both at the Centre and also at farmer’s field/ land. The Centre also provides support to Women’s Self Help Groups (SHGs) in the area of value added products.

The Centre has successfully demonstrated agriculture and horticulture of aromatic fruits and medicinal crops. Farmers from 45 adjoining villages have visited the

centre to learn the best practices and expand their understanding of agri knowledge and technology. The Centre has trained 10,800 farmers since its inception and in the last year (2022-23) has trained over 2,900 farmers (at the Centre and in the farmers field/land).

The Centre is also focusing on the replication of low cost technologies established last year i.e. cultivation of mushroom, hydroponics, Thailand kitchen garden, mango grafting and others that will ensure an increase in the income of farmers.

The Centre through its concentrated efforts has developed various value-added products, both fruits and vegetables which target the

increase in income of farmers and SHG women. The products include mango pulp, tomato puree, aromatic candles, oils and others.

The Centre has during the year 2022-23, provided 380 kg spice seeds to 42 potential farmers who were trained at Manar Centre. A total of 65 acres is covered under cultivation of coriander, cumin, fennel and fenugreek at Maidhar, Sihor, Palitana, Surendranagar and Upleta talukas in collaboration with National Research Center on Seed Spices (NRCSS).

13,500+ 65+[Acres] FARMERS TRAINED COVERED UNDER OVERALL CULTVATION

300+[Kg] 40+ SPICE SEEDS FARMERS FROM PROVIDED TO FARMERS ADJOINING VILLAGES VISITED THE CENTRE

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Visit of French delegate on 23[rd] August 2022 to witness how the development of the hydroponics unit has trained farmers

S E A W E E D C O N S O R T I U M I C C S I R

( I N D I A N C E N T R E F O R C L I M A T E A N D S O C I E T A L I M P A C T R E S E A R C H )

The Company has continued its support to ICCSIR, a non-profit organization under Section 8 of Companies Act, 2013. A consortium is formed with the unified interest to build technology for the production, processing and value addition of selected seaweeds, in partnership with Excel Industries Ltd. and Mamata group.

Under the guidance of ICCSIR, 140 farmers have been trained in seaweed cultivation.

Trials for Gracilaria dura and Ulva lactuca seaweed are in process. The tissue culture lab at Mandvi for Kappaphycus seaweed and Potash recovery has also been initiated.

100+

FARMERS TRAINED FOR SEAWEED CULTIVATION UNDER ICCSIR

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A N I M A L H U S B A N D R Y

The Company has continued its support to the Milk and Animal Health Initiative in Mahuva Taluka. The farmers are trained in the best animal husbandry practices like Animal Feeding, Breeding, Health and Cattle Management. We observed an average increase in milk yield by 21% per animal.

The Company supported the treatment of Lumpy Skin Disease (a highly contagious and deadly disease in cattle) and vaccinated more than 3,200 cattle to save their lives.

During the year 2022-23, veterinary

doctors treated 3,326 animals, and have cumulatively treated 18,954 animals. Moreover, 25 Mt of special cattle feed, developed by the Animal Husbandry team has also been provided to farmers to increase the productivity of their animals.

Artificial Insemination (AI) service has been performed cumulatively, on over 38,200 cattle, and for this year on over 3,000 cattle.

The Company has also continued with the innovative project of sexed semen which ensures the delivery of a female calf. For the year 2022-23, 289 cattle have been given sexed semen doses of which 45% cattle were found pregnant. Cumulatively, 600 cattle have been given sexed semen doses of which 46% cattle were found pregnant. Based on the conception till date, the success rate is 100%, with female calves being delivered by pregnant animals.

18,900+

ANIMALS TREATED

3200+

CATTLE VACCINATED FROM LUMPY SKIN DISEASE

3,300+

VETERINARY TREATMENTS

38,200+

ARTIFICIAL INSEMINATIONS PERFORMED

25[ MT]

SPECIAL CATTLE FEED DEVELOPED

46[%]

PREGANCY RATE THROUGH ARTIFICAL INSEMINTION

21[%]

AVERAGE INCREASE IN MILK YIELD PER ANIMAL

100[%]

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SUCESS RATE OF DELIVERING FEMALE CALVES

I N I T I A T I V E S F O R W O M E N

During 2022-23, the Company helped form, nurture and develop 110 new Self-Help Groups (SHGs) - Mahila Mandals- in Bhavnagar, Talaja and Amreli districts of, Gujarat. More than 1,100 additional women became members of these SHGs. With this, the total number of SHGs reached 748 with the member count growing to 7,853 women. These SHGs serve as a platform for women to gain financial freedom, a source of credit that acts as a stimulus for income generation, and as a buffer to absorb various household financial crises.

To make all these SHGs selfsustainable, institution creation was necessary. Hence, the Company helped to create 6 cluster federations of 41 village organisations (5 new VO and 5 Cluster Level Federations formed in the last financial year 2022-23).

SHGs Training and Quality Assessment Centre focuses on

expanding the technical, managerial and financial skills of women to operate a business. In the last financial year, the Company has conducted over 190 such trainings to more than 400 SHGs (over 3,900 women), resulting in various mini businesses that help these women earn a dignified livelihood.

Cumulatively, SHGs now run and manage 6 units of khakhra and other units for different products such as sanitizer unit, wooden toys unit, aloe vera unit, pickle unit, masala unit, bakery unit, bio phenyl unit, jute and cloth bags unit, soft toys, bio-pesticide unit, seaweed value added products and banana fibre processing unit.

To support the mini businesses with logistics and sales, a fully functional warehouse is operational in Mahuva. The warehouse takes care of receiving orders, delivery to respective vendors, inventory management and other important activities.

The Company has collaborated in Public Private Partnership (PPP) with the Government of Gujarat, and Shyama Prasad Mukherji Rurban Mission for the development of infrastructure for SHGs. This wil enhance the creation of jobs and better livelihoods in Kikariya and Mota Khuntavada village. Machines worth ` 52 lac have been purchased, in collaboration with the Government, to automate and mechanise the production process for various products manufactured by SHGs.

In addition to the aforementioned initiatives, a massive event was held on International Women’s Day to celebrate the success and achievements of SHG women. More than 1,500 women participated and the Collector and DM of Bhavnagar -Shri D K Parekh (IAS), felicitated 44 SHGs women for their accomplishments.

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7,800+ 1,000+ TOTAL STRENGTH WOMEN MEMBERS OF WOMEN THIS YEAR

100+ 150+ NEW SELF TRAINING HELP GROUPS SESSIONS IN THE DEVELOPED LAST FINANCIAL YEAR

1500+ PARTICIPATION ON WOMEN’S DAY EVENT

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52 Shakti Mahila Mandal with their first batch of orders

W A T E R R E S O U R C E M A N A G E M E N T

The Company has continued its support for water management activities (check dams, ponds, etc.) with the Department of Narmada, Water Resources, Water Supply and Kalpsar Department of the Government of Gujarat, in the PPP (Public Private Partnership) model.

In 2022–23, 56 check dams and the, deepening of 13 ponds and 36 farm ponds were completed.

With the assistance of the Company, a total of 269 check dams, and the deepening of 114 ponds and 726 farm ponds have been completed The Company has also completed

250+

CHECK DAMS CONSTRUCTED

4,400+[Hectares]

MICRO IRRIGATION ON FARMLAND

700+

DEEPENING OF FARM PONDS COMPLETED

1,400+

WELL RECHARGES IN 100 VILLAGES

200+[Million Litres]

OF WATER CONSERVED IN GUJARAT

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Cumulatively, over years, it has translated into 4,439 hectares of micro irrigation on farmland and 1,436 well recharges in 100 villages.

check dam repairs and canal linking work across 300 kms.

The Company has also initiated the development of water structures (62 check dams and 17 ponds) for the coming year, and further water structures are under discussion with the Government for the next year.

With all such initiatives in 2022-23, the Company has helped to conserve on surface, 226 million litres of water in the state of Gujarat. When this conservation is considered as against the Company’s consumption of water in manufacturing operations located in the state, the Company is net positive in water conservation/utilisation.

During the year 2022-23, 310 hectares of additional farmland were converted into micro irrigation and more than 34 additional wells, spanning over 50 villages, were recharged, for the improvement of the groundwater quality.

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Kotamoi Checkdam in Mahuva Taluka

T R E E P L A N T A T I O N I N I T I A T I V E

The Company has collaborated with the State Forest Department of Gujarat and initiated a massive plantation drive with the help of the community.

In 2022-23, 3 lac trees have been planted through mobilisation of Farmer Clubs, Schools and SHG Women, and cumulatively 8 lac trees have been planted to increase green cover.

8[Lakh] TREES PLANTED

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S A N I T A T I O N

The Company, during the financial year 2022-23, supported the building of 1,114 new toilets (taking the total to over 18,107 till date) in Mahuva taluka. It has continued to work closely with the Government and provides

support to households to achieve the open defecation-free status for the villages of Mahuva Taluka.

18,000+

TOILETS BUILT IN MAHUVA TALUKA SINCE INCEPTION

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E D U C A T I O N

on learning through Shri Giju Bhai Badheka Methodology in collaboration with Daxinamurti Bhavnagar (preprimary education initiative) by emphasizing more on teaching young children (aged 3–5) following the concept of selfmanifestation through rhymes, stories, action songs, outings, games and other interactive methods that are effective in sparking curiosity among children. Initially, 20 Aanganwadis were covered showing an exponential increase in the attendance of children from 25% to 75%.

The habit of reading among children is declining due to various reasons, especially in rural areas. This also impacts the learning ability at a young age.

The Company has supported the development of 8 libraries, 3 of which are community libraries, 4 school libraries, and one large scale library at Gujarat University Ahmedabad, which caters to approx. 800 students per day.

The Company has further upscaled the initiative that focusses

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Seeing a positive response from children during 2022-23, 125 new Aanganwadis have been covered in Mahuva taluka in Phase 1. The Company has continued its collaboration with Navneet for the digitization of 155 Primary and Secondary schools in Mahuva.

The Company has continued the WaGaLe initiative in 143 schools which has been instrumental in helping students learn the basics of reading, writing and counting.

The Company has supported the beautification of 200 Government Schools (51 new schools) in Mahuva and Jesar Talukas.

The Company has also signed an MoU with the District Panchayat of Amreli and Bhavnagar, respectively, for the renovation of over 220 Aanganwadis along with development of 2 Gram Panchayats, library and computer lab buildings under the PPP model.

Visit of Shri M. B. Parekh, Executive Chairman, to the Science Centre developed at Shri B. K. Parekh Boys School in collaboration with Augustya Foundation on 20[th] January, 2023.

The Company has continued its support to 5 schools of Shri Triveni Kalyan Education Trust (TKET) and Parekh College. Huge infrastructure is being developed i.e. classrooms, science laboratories and other basic and advanced amenities, on the TKET campus for students. In Parekh college a dedicated building is being developed for the recently initiated engineering course. Through Shri N. N. Mehta Memorial Education Trust, the Company has provided scholarships amounting to more than ` 41 lac to 258 deserving

students for higher education, in the year 2022-23.

The Company is working with Shri BKP Science City (a modern science museum) in Bhavnagar City to ensure the development of analytical learning in students.

Shri BKP Science City, in collaboration with Augustya Foundation, has upgraded the Science museum and the mobile van. It has also Introduced new verticals like the mini innovation

hub, planetarium, tod-fod-jod corner and others to spark curiosity among children to learn various concepts of Science.

8 150+ 200 LIBRARIES SCHOOLS SCHOOLS SUPPORTED DIGITIZED BEAUTIFIED

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125 NEW ANGANWADIS COVERED IN MAHUVA TALUKA

S K I L L

The Company has continued its collaboration with the Directorate of Employment and Training (under the Labour and Employment Department), Government of Gujarat, for the ninth year, to strengthen the skill ecosystem in the State. During the current year, a total of 18,609 trainees from 199 ITIs were benefited through carpentry, plumbing, electrician and construction technician courses. Moreover, in Rajasthan, the Company is supporting 4 ITIs in their plumbing and carpentry courses.

The Company has also commenced its operations for skill initiatives in Himachal Pradesh and Maharashtra where it has covered 113 ITIs from 11 districts, 4 Train to Trainers (ToT’s) in Himachal Pradesh and Courses in Carpentry and Plumbing in Maharashtra. The Company is also

18,600+

100+

TRAINEES ITIs PROVIDED BENEFITTED WITH SKILL FROM COURSES INITIATIVES

promoting Art and Craft Trainings in women ITIs of Maharashtra and so far, conducted 4 workshops till date.

Under the PPP (Public-Private Partnership) scheme of the Government, the Company has been the Industry Partner to 18 ITIs in Gujarat, Himachal Pradesh and Maharashtra, where efforts are focused on strengthening trades and training delivery, both in scale and quality.

A MoU has been signed with the NSTI (W)-Vadodara, under the Ministry of Skill Development and Entrepreneurship, Government of India, to provide skill training in Plumbing to women.

The Company has continued its support as an Industry Partner in Gujarat for the World Skill

18 ITIS

INDUSTRY PARTNERS UNDER PPP SCHEME

Competition 2022 in Carpentry, Joinery and Plumbing and Heating trades.

An Advance Skilling Centre is being established on Woodworking and Plumbing at Ahmedabad under the aegis of Kaushalya – The Skill University, Government of Gujarat where Certificate, Diploma, Graduation and Post Graduation courses in Woodworking and Plumbing will be offered to students.

The Company has also been instrumental in organising District, Regional and State level sports events to achieve the objective of holistic development of the students and the ITIs.

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H E A L T H C A R E

During the year 2022-23, the Company continued its support to Hanumant Hospital in Mahuva, enabling them to treat 45,582 outpatients, perform over 3,179 surgeries and successfully handle 12,639 emergency cases. Four educational training programs were conducted for the medical fraternity.

The Hospital is enrolled under the Ayushyaman Bharat scheme of the Government of India. Under this, cashless treatment to 1,365 beneficiaries has been provided during the year 2022-23.

During the year 2022-23, Hanumant Hospital, under the urology cluster, provided cashless dialysis service to 7,420 patients under Ayushman Bharat-Pradhan Mantri Jan Arogya Yojana. Cumulatively 8,577 beneficiaries have availed the benefits of various cashless services.

The Hospital has also conducted free eye and paediatric checkup camps through mobile ophthalmic vans in 46 villages of Mahuva and surrounding areas and has screened 4,250 patients.

The Hospital has also conducted 289 free cataract surgeries with Intraocular lenses (IOL) in collaboration with Vision Foundation, Mumbai.

Furthermore, the Hospital is running three schemes namely, Chitrakutdham Arogya Scheme, Jaswant Mehta Arogya Scheme and Arogya Sanjivani Scheme under which they are providing free treatment to 8,886 beneficiaries.

45,500+ 3,100+ 12,500+ PATIENTS TREATED SURGERIES EMERGENCY PERFORMED CASES HANDLED

8,500+ 8,800+ BENEFICIARIES BENEFICIARIES FROM CASHLESS FROM DIFFERENT SERVICES SCHEMES

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S W A C H H T A I N I T I A T I V E

The Company has continued its collaboration with Swachh Bharat Mission (Urban), Government of Gujarat and Mahuva Nagar Palika for the cleanliness drive.

The Company has continued its tri-party collaboration with the Regional Commissionerate of Municipalities of Bhavnagar and Mahuva Nagar Palika to set up a Material Recovery Facility at Mahuva for waste segregation, processing and recycling (which is near completion).

348[MT] 80+[MT] TOTAL WASTE WASTE SEGREGATED COLLECTED 14 50+[MT] PLASTIC COLLECTION WASTE SOLD TO CENTRES ESTABLISHED RECYCLERS

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An expert agency has been roped in for segregation at source, removal, collection and recycling of both organic and plastic waste into value added products. The total waste segregated in the last year is 348 MTs, from which compost was prepared and provided to farmers. The value addition of plastic waste

has also been undertaken. To facilitate this process, 14 Plastic Collection Centres (PCCs) have been established in Mahuva City. These centres are responsible for purchasing the scrap materials from the rag pickers. A total of 82.5 tonnes waste has been collected and 53.8 tonnes were sold to recyclers for value addition.

The Company has also extended the drive to the villages of Mahuva taluka in a phased manner. To ensure community involvement, SHG women have been roped in, along with the Panchayats, for the collection of plastic waste.

S O L A R K H A D I I N I T I A T I V E

The initiative focuses on addressing the need for modernization, spinning, weaving, dyeing and value addition along with training and testing, to make the khadi weaving process profitable for the community.

The Company has continued its association with Mahuva Khadi Bhandar.

An SHG has been formed that takes care of the entire production

of the Khadi unit for end-to-end operations. The unit has produced over 4,000 metres of khadi cloth, which is ready for sale.

The training of 200 women is under process for operating these solar charkhas and looms. Based on their initial learnings, they have already started the production of quality yarns and Khadi fabric, and have produced about 1,000 metres of high quality fabric.

4,000[M] KHADI CLOTH READY FOR SALE

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B K P A R E K H P A R K I N S O N ’ S D I S E A S E A N D M O V E M E N T D I S O R D E R S O C I E T Y ( B K P P D M D S )

The Company continues to support the rehabilitation of people with Parkinson’s disease, and their caregivers with the aim of improving their quality of life.

BKPPDMDS proudly launched its 10[th] Gujarat PD Support Group Centre in Bhuj in July, 2022. It is now functioning in 10 centres across the state of Gujarat and 2 centres in Pune, Maharashtra. As the Covid-19 pandemic has settled, we have successfully transitioned back to the offline physical platform, while continuing the online platform for

patients who live in the outskirts of the cities or are unable to travel to the physical centres due to health reasons, etc.

Through the hybrid online and offline model of rehabilitation, various services continue to be offered such as Psychoeducation on Parkinson’s, physiotherapy, speech therapy, occupational therapy, psychological services, diet and nutrition, creative therapies, yoga and specialised online support program for caregivers.

10

CENTRES ACROSS THE STATE OF GUJARAT

2

CENTRES IN PUNE

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C A N C E R P A T I E N T S A I D A S S O C I A T I O N

The Company continued its association with CPAA and assisted more than 300 cancer patients and their families in financial hardship thus giving them a chance of treatment and survival.

The children with cancer were helped with medical aid, diet supplements, transportation, and a job for a family member. Additionally, all their psychological, social and spiritual needs were addressed.

300+ CANCER PATIENTS TREATED

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Exercise session being conducted in the 10[th] Gujarat Parkinson’s Disease Support Group Centre

G E N E R A L

S E M A N T I C S

The Balvant Parekh Centre for General Semantics and Other Human Sciences has collaborated with The University of Rajasthan to create awareness on the concept of “General Semantics”. “Time Binding is an integral part”, theme of the

International Conference was held at the University of Rajasthan. A Symposium on humanities was organised at the Centre where Professor Roland Greene of Stanford University delivered the lecture.

The Centre also inaugurated “BKP Special Collection of Books” in December, 2022 where the entire book collection of Late Shri Balvant Kalyanji Parekh has been displayed and made available to read for visitors.

ANNEXURE TO THE DIRECTORS’ REPORT

A N N E X U R E 1 T O T H E D I R E C T O R S ’ R E P O R T

ANNUAL REPORT ON CSR ACTIVITIES FOR FINANCIAL YEAR ENDED 31[ST] MARCH, 2023

Brief outline on CSR Policy of the Company
(a) Focus areas:

The Company supports various bodies in carrying out activities in the areas of rural development, education, health care, general semantics etc.

(b) CSR Objectives:

To attain its CSR objectives in a professional manner and integrated manner, the main objectives are:

(1) To promote, carry out, support activities relating to: Agriculture & Horticulture, Animal Husbandry, Education & Sports, Women Self Help Groups, Water Collection and Conservation, Cleanliness initiative, Waste Management & Recycling of Plastic, providing assistance to Senior Citizen Homes, Green Cover, Healthcare, Khadi and Handloom, Skill Development, Science Centre, Sanitation and Natural Calamities and Disaster Management, welfare and development measures towards reducing inequalities faced by Socially and Economically Backward groups and such activities may include establishing, supporting and /or granting aid to institutions engaged in any of the activities referred to above.

The Company has always believed in contributing towards the betterment of the society in which it operates and with this objective, it has been engaging in and supporting various social and community service initiatives for the past several years, even before the concept of corporate social responsibility came into being.

(2) To conduct and support studies & research; publish and support literature, publications & promotion material; conduct and support discussions, lectures, workshops & seminars in any of the areas covered above.
(3) To promote, carry out, support any activities covered in Schedule VII to the Companies Act, 2013, as amended from time to time.

2. Composition of CSR Committee:

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Sr. Name of Director Designation/Nature of Directorship Number of meetings Number of meetings
No. of CSR Committee of CSR Committee
held during the year attended during
the year
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Sr. No.	Name of Director	Designation/Nature of Directorship	Number of meetings of CSR Committee held during the year	Number of meetings of CSR Committee attended during the year
1	Shri N. K. Parekh	Non-Executive Director	3	3
2	Shri Sanjeev Aga	Independent Director	3	3
3	Shri A. B. Parekh	Executive Vice Chairman	3	3
4	Smt. Meera Shankar	Independent Director	3	3
5	Shri Debabrata Gupta*	Whole Time Director	3	2
6	Shri Joseph Varghese**	Whole Time Director	3	1
7	Smt. Meher Pudumjee**	Independent Director	3	1

Ceased to be a member of the Committee with effect from 9[th] November, 2022 due to his resignation as Whole-Time Director of the Company.

** Appointed as Members of the Committee with effect from 9[th] November, 2022.

Provide the web-link(s) where Composition of CSR committee, CSR Policy and CSR projects approved by the Board are disclosed on the website of the company.
https://www.pidilite.com/investors/corporate governance/
Provide the executive summary alongwith web-link(s) of Impact assessment of CSR projects carried out in pursuance of sub-rule (3) of rule 8, if applicable.

The Company has carried out Impact Assessment for eligible CSR activities through an Independent agency and the said - report is available on the Company’s website at https://www.pidilite.com/investors/corporate governance/.

Synopsis of Impact Assessment carried out by M/s. IN2X Sustainability Advisors LLP (known as Nusocia) on the Agriculture and Horticulture projects carried out by the Company at Manar Village, Bhavnagar District is given herein below:

I. Center Outreach

The Company has been carrying out its CSR intervention in agriculture and horticulture at the Center for AgricultureHorticulture Development, Manar based in Talaja, Bhavnagar, Gujarat. The Center is a knowledge-based Center and has made collaborations with 7 governmental and non-governmental institutions to curate trainings for the farmers and Self Help Groups (SHGs).

Since its inception in 2017, the Center has trained more than 8,500 farmers, formed 37 SHGs, impacted beneficiaries from 50 villages and conducted 300 plus training sessions.

II. Impact Achieved

The Center had been able to impact Farmers and SHGs group under 3 key themes i.e. Knowledge, Attitude and Practice as follows:

i. Towards Beneficiary Farmers:
Knowledge: It was observed that 83% of the farmers found that natural farming techniques were the most useful practice which they have learned. It was beneficial to the farmers as it was cost-effective and helped them minimize the inorganic inputs;
Attitude: It was observed that 86% of the respondents mentioned that they got to know about the Manar Center at a village level meeting. As per the current geographical outreach, the Mydhar cluster has around 1,000 farmers and the Sihore cluster has 700 farmers who partake in these training activities, of which 96% of the respondents were very satisfied; and
Practice: It was observed that 35% of the respondents stated that there has been an increase in their income because of utilizing the training. Some of the practices which are being practised are drip and sprinkler irrigation, intercropping farming, border plantations, vermicompost and fodder development, etc.
ii. Towards Beneficiary SHGs Members:
Knowledge: All the SHGs members were given training on multiple post-harvest activities and capacity building. Of the survey respondent group, 28% were trained under the food processing unit. Currently, the initiative has 390 women members covering 8 villages;
Attitude: 89% of the respondents became aware of the SHGs initiative at the Center through the cluster officer. 79% SHGs members felt empowered as they were now able to participate in decision making on their household level due to their income generation; and
Practice: The practical training received at the Center has helped the SHGs members to engage in new and stable income generation activities. 97% of the respondents felt that they have benefitted from the horticulture development due to the Center.

III. Analysis of the work achieved at the Center:

The key points of the evaluation done are as follows:
i. Relevance: Contextualized solutions for improving the primary livelihood source of the community in the area;
ii. Effectiveness: Incorporated oral and visual teaching methods;
iii. Efficiency: Local individuals for community-facing roles;
iv. Impact: Creation of inclusive agri-horticulture solutions, creation of multiple streams of income and creation of spending power;
v. Coherence: The strategic collaborations with institutions has ensured latest training material and rightful governmental support; and
vi. Sustainability: Knowledge is a long-term resource that helps develop livelihood and skills for the foreseeable future.
(a) Average net profit of the Company as per Section 135(5): ` 1,524.58 Crores
(b) Two percent of average net profit of the Company as per Section 135(5): ` 30.49 Crores

(c) Surplus arising out of the CSR projects or programmes or activities of the previous financial years: Nil
(d) Amount required to be set off for the financial year, if any: NiI
(e) Total CSR obligation for the financial year (5b+5c-5d): ` 30.49 Crores
(a) Details of CSR amount spent against (both ongoing projects and other than ongoing projects) for the financial year 2022-23: ` 32.80 Crores
(b) Amount spent in Administrative Overheads: Nil
(c) Amount spent on Impact Assessment, if applicable: Nil
(d) Total amount spent for the Financial Year (6a+6b+6c): 32.80 Crores (includes 1.85 Crores pertaining to unspent CSR of FY 21-22, spent in FY 22-23).
(e) CSR amount spent or unspent for the financial year:

|Total Amount Spent for the
Financial Year 2022-23 (in )|Amount Unspent (in)|Amount Unspent (in)|Amount Unspent (in)|Amount Unspent (in)|Amount Unspent (in`)|
|---|---|---|---|---|---|
||Total Amount transferred to
Unspent CSR Account as per
Section 135(6)||Amount transferred to any fund specifed under Schedule VII
as per second proviso to Section 135(5)|||
||Amount|Date of
transfer|Name of the
Fund|Amount|Date of transfer|
|32.80 Crores|-|-|-|-|-|

(f) Excess amount for set off, if any:

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Sr. Particulars Amount in `
no.
(i) Two percent of average net profit of the Company as per Section 135(5) 30.49 Crores
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Sr. no. (i)	Particulars Twopercent of average netproft of the Companyasper Section 135(5)	Amount in` 30.49 Crores
(ii)	Total amount spent for the fnancialyear	30.95 Crores
(iii)	Excess amount spent for the fnancialyear [(ii)- (i)]	0.46 Crores
(iv)	Surplus arising out of CSR projects/programmes or activities of the previous fnancial year, if any	-
(v)	Amount available for set-of in succeedingfnancialyear[(iii)–(iv)]	0.46 Crores

7. Details of Unspent CSR amount for the preceding three financial years:

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Sr. Preceding Amount Balance Amount Amount Spent Amount transferred Amount Deficiency,
No Financial transferred to in Unspent CSR in the Financial to a Fund as remaining to if any
Year(s) Unspent CSR Account under Year (in ) specified under be spent in Account under Section 135(6) Schedule VII as per succeeding Section 135(6) (in ) second proviso to Financial Years
(in ) Section 135(5), (in )
if any
Amount Date of
(in ) Transfer
1 FY-1 (21-22) 1.85 Nil 1.85 - - - -
2 FY-2 (20-21) - - - - - - -
3 FY-3 (19-20) - - - - - - -
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Whether any capital asset have been created or acquired through CSR spent in the financial year: No
If yes, enter the number of capital asset created/acquired: Not Applicable
Furnish the details relating to such asset(s) created or acquired CSR amount spent in the Financial Year: Not Applicable
Specify the reason(s), if the company has failed to spend two per cent of the average net profit as per Section 135(5): Not Applicable

Place: Mumbai Bharat Puri Date: 8[th] May 2023 (Managing Director)

Sanjeev Aga (Chairman of CSR Committee)

A N N E X U R E 2 T O T H E D I R E C T O R S ’ R E P O R T

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, Pidilite Industries Limited

We have conducted the secretarial audit of the compliance of applicable statutory provisions and the adherence to good corporate practices by Pidilite Industries 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.

Based on our verification of the Company’s books, papers, minute books, forms and returns filed and other records maintained by the Company, to the extent the information provided by the Company, its officers, agents and authorized representatives during the conduct of secretarial audit, the explanations and clarifications given to us and the representations made by the Management and considering the relaxations granted by the Ministry of Corporate Affairs and Securities and Exchange Board of India warranted due to the spread of the Covid-19 pandemic, we hereby report that in our opinion, the Company has, during the audit period covering the financial year ended on March 31, 2023 generally complied with the statutory provisions listed hereunder and also that the Company has proper Board processes and compliance mechanism in place to the extent, in the manner and subject to the reporting made hereinafter:

We have examined the books, papers, minute books, forms and returns filed and other records made available to us and maintained by the Company for the financial year ended on March 31, 2023 according to the provisions of:

(i) The Companies Act, 2013 (‘the Act’) and the rules made thereunder;
(ii) The Securities Contract (Regulation) Act, 1956 (‘SCRA’) and the rules made thereunder;
(iii) The Depositories Act, 1996 and the Regulations and Bye-laws framed thereunder;
(iv) Foreign Exchange Management Act, 1999 and the rules and regulations made thereunder to the extent of Foreign Direct Investment, Overseas Direct Investment and External Commercial Borrowings;
(v) The following Regulations and Guidelines prescribed under the Securities and Exchange Board of India Act, 1992 (‘SEBI 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;
(c) The Securities and Exchange Board of India (Issue of Capital and Disclosure Requirements) Regulations, 2018 and amendments from time to time;
- (Not applicable to the Company during the Audit Period);
(d) The Securities and Exchange Board of India (Share Based Employee Benefits and Sweat Equity) Regulations, 2021;
(e) The Securities and Exchange Board of India (Issue and Listing of Non-Convertible Securities) Regulations, 2021; (Not applicable to the Company during the Audit Period);
(f) The Securities and Exchange Board of India (Registrars to an Issue and Share Transfer Agents) Regulations, 1993 regarding the Act and dealing with client; (Not applicable to the Company during the audit period);
(g) The Securities and Exchange Board of India (Delisting of Equity Shares) Regulations, 2021; (Not applicable to the Company during the Audit Period);
(h) The Securities and Exchange Board of India (Buyback of Securities) Regulations, 2018; (Not applicable to the Company during the Audit Period); and
(vi) Other laws specifically applicable to the Company namely:
(a) The Environment (Protection) Act, 1986
(b) The Hazardous Waste (Management & Handling) Rules, 1989
(c) The Manufacture, Storage and Import of Hazardous Chemicals Rules, 1989

We have also examined compliance with the applicable clauses of the following:

(i) Secretarial Standards issued by The Institute of Company Secretaries of India with respect to Board and General Meetings.
(ii) The Listing Agreements entered into by the Company with BSE Limited and National Stock Exchange of India Limited read with the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015.

During the period under review, the Company has generally complied with the provisions of the Act, Rules, Regulations, Guidelines, standards etc. mentioned above.

Annexure-A

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 period under review were carried out in compliance with the provisions of the Act.

Adequate notice was given to all directors to schedule the Board Meetings, agenda and detailed notes on agenda were sent at least seven days in advance other than those held at shorter notice, 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.

Decisions at the Board Meetings were taken unanimously.

We further report that there are adequate systems and processes in the Company commensurate with the size and operations of the Company to monitor and ensure compliance with applicable laws, rules, regulations and guidelines.

We further report that during the audit period no events occurred which had bearing on the Company’s affairs in pursuance of the above referred laws, rules, regulations, guidelines, standards etc.

To,

The Members, Pidilite Industries Limited

Our report of even date is to be read along with this letter.

Maintenance of Secretarial record is the responsibility of the management of the Company. Our responsibility is to express an opinion on these secretarial records based on our audit.
We have followed the audit practices and process as were appropriate to obtain reasonable assurance about the correctness of the contents of the Secretarial records. The verification was done on test basis to ensure that correct facts are reflected in Secretarial records. We believe that the process and practices, we followed provide a reasonable basis for our opinion.
We have not verified the correctness and appropriateness of financial records and Books of Accounts of the Company.
Wherever required, we have obtained the Management representation about the Compliance of laws, rules and regulations and happening of events, etc.
The Compliance of the provisions of Corporate and other applicable laws, rules, regulations, standards is the responsibility of management. Our examination was limited to the verification of procedure on test basis.
The Secretarial 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 Parikh & Associates (Company Secretaries)

Mitesh Dhabliwala

Partner

FCS No: 8331 CP No: 9511 UDIN: F008331E000267612 PR No.: 1129/2021

Place: Mumbai Date: 8[th] May 2023

For Parikh & Associates (Company Secretaries)

Mitesh Dhabliwala Partner

FCS No: 8331 CP No: 9511 UDIN: F008331E000267612 PR No.: 1129/2021

Place: Mumbai Date: 8[th] May 2023

This Report is to be read with our letter of even date which is annexed as Annexure A and forms an integral part of this report.

A N N E X U R E 3 T O T H E D I R E C T O R S ’ R E P O R T

Statement containing particulars pursuant to Section 134(3)(m) of the Companies Act, 2013 read with Rule 8(3) of the Companies (Accounts) Rules, 2014.

Your Company undertook various measures for conservation of energy and use of alternate sources of energy which resulted in total savings of 33.23 crores during the year, FY 2022-23. Savings accrued during the last 3 years (2020-23) is 74.78 crores.

A) CONSERVATION OF ENERGY/ALTERNATE SOURCE OF ENERGY
Steps taken or impact on conservation of energy:

The manufacturing units of the Company have continued their efforts to reduce energy consumption. In this year, the Company has implemented various energy conservation measures recommended during previous energy audits and additionally new inhouse initiatives have been undertaken as given below:

New Measures undertaken in 2022-23:

Waste heat recovery from operations.
Productivity improvements in filling and packing machines resulting in energy saving by operating less number of machines.
Use of energy efficient heat pump for hot DM water generation used in manufacturing process.
Replacement of air operated pumps (AODD) by electrical centrifugal pumps.
Replacement of conventional fans with high energy efficient BLDC fans.
Reallocation of windmill power to C58 and C59 units at Mahad.
Earlier proven energy conservation projects replicated across other manufacturing units in 2022-23:
Replacement of compressors with energy efficient compressors.
Replacement of existing AC with energy efficient AC.
Installation of Variable frequency drives.
Installation of motion sensors for lighting applications.
Day light savings in warehouses by providing transparent roof sheets.
Steps taken by the Company for utilizing alternate sources of energy:

Various initiatives and steps taken by your Company are given below:

a. Green Fuel:
- Your Company continues to evaluate and increase the usage of green fuel (biomass) which replace fossil fuels for operation of our boilers. During the year, by use of green fuels, your Company has saved ` 26.7 crores. The CO2 emissions per MT of production reduced from 0.081 T/MT to 0.061 T/MT.
b. Wind Energy:
- Power generated from wind farm projects at Gujarat and Maharashtra continue to be utilized in the manufacturing units and for corporate office in Mumbai. Power generated from windmills was 53 Lakh KWH while the consumption was limited to 38 Lakh KWH which has resulted in saving of ` 3.24 crores in the year.
c. Solar Energy:
- Your Company have saved 29 Lakhs units of electricity (KWH) from 16 solar installations of capacity 2,711 KWP, resulting of saving ` 2.46 Crores.
The Capital Investment on Energy Conservation Equipment’s:

Capital Investment in energy conservation equipment was ` 5.0 crores during the year.

B) TECHNOLOGY ABSORPTION

Efforts made towards technology absorption:
a. R&D maps new market and application trends on regular basis and upgrade our technologies by advancing development work on various types of products in adhesives, sealants, tile & stone fixing solutions, synthetic resins, pigments, pigment dispersions, intermediates, thickeners, dispersants, coatings, waterproofing products and construction chemicals.

b. R&D scouts for technology experts and research institutes continuously, for developing new technologies capabilities.
c. R&D continue to strengthen the strategic initiative on safe and sustainable products and product systems.
Benefits derived like product improvement, cost reduction, product development or import substitution:

R&D plays a key role in revenue and margin growth by launching new products, product improvement and cost saving initiatives, capacity debottlenecking, solutions for market needs for new applications and improved environmental compliance.

In case of imported technology (imported during the last 3 years reckoned from the beginning of the financial year):

The details of technology imported, the year of import, whether the technology been fully absorbed, if not fully absorbed, areas where absorption has not taken place, and the reasons thereof:

The technology for manufacture of Silicone Sealant, received by the Company during the year 2021-22, was fully absorbed during the financial year i.e. 2022-23.

4. Expenditure incurred on Research and Development:

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( ` in crores)
Year ended Year ended
31 [st] March 2023 31 [st] March 2022
i) Capital 3.43 5.26
ii) Recurring 78.93 79.01
TOTAL 82.36 84.27
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C) FOREIGN EXCHANGE EARNINGS AND OUTGO

The foreign exchange earned in terms of actual inflows during the year and the foreign exchange outgo during the year in terms of actual outflows.

The foreign exchange earned in terms of actual infows during the year and the foreign exchange outgo during the year in terms of actual outfows.	The foreign exchange earned in terms of actual infows during the year and the foreign exchange outgo during the year in terms of actual outfows.	The foreign exchange earned in terms of actual infows during the year and the foreign exchange outgo during the year in terms of actual outfows.
(`in crores)
	Year ended 31stMarch 2023	Year ended 31stMarch 2022
i) Foreign exchange earned	737	730
ii) Foreign exchanged used	1,944	1,605

For and on behalf of the Board of Directors

Place: Mumbai Date: 8[th] May 2023

M B Parekh Executive Chairman

A N N E X U R E 4 T O T H E D I R E C T O R S ’ R E P O R T

Disclosure regarding Employee Stock Option of the Company for the year ended 31[st] March, 2023

A. Relevant disclosures in terms of the ‘Guidance note on accounting for employee share-based payments’ issued by ICAI or any other relevant accounting standards as prescribed from time to time. Members may refer to the audited financial statement prepared as per Indian Accounting Standard (Ind-AS) for the year 2022-23.
B. Diluted EPS on issue of shares pursuant to all the schemes covered under the regulations shall be disclosed in accordance with ‘Accounting Standard 20 - Earnings Per Share’ issued by ICAI or any other relevant accounting standards as prescribed from time to time. Diluted EPS for the year ended 31[st] March, 2023 is 24.72 calculated in accordance with Ind-AS 33 (Earnings per Share).
C. Details related to Employees’ Stock option of the Company for the year ended 31[st] March, 2023:

Sr. No.	Sr. No.	Particulars	Employee Stock Option Plan-2016
(i)	(a)	Date of shareholders’ approval	02.04.2016
	(b)	Total number of options approved under ESOS	45,00,000
	(c)	Vesting requirements	Options granted under the Plan shall vest not earlier than one year but not later than a maximum of six years from the date of grant of such Options. In the case of Eligible Employee who has not completed 3 years of employment as on date of the grant of Options then the Options which are due for Vesting before completion of 3 years as above, shall vest as on the completion of 3 years of employment in the Company by the Employee concerned or as may be approved by the Compensation Committee.
	(d)	Exercise price or pricing formula	As approved by the Shareholders through Postal Ballot which was declared on 2ndApril, 2016, the exercise price shall be`1/- per option or such other higher price as may be fxed by the Board or Compensation Committee.
	(e)	Maximum term of options granted	Out of the options granted, the last date of vesting is 31stMay, 2030. The vested options need to be exercised within a maximum period of three years from the date of vesting of such options.
	(f)	Source of shares (primary, secondary or combination)	Primary
	(g)	Variation in terms of options	Not Applicable
(ii)	Method used to account for ESOS		Fair value method*
(iii)	(a)	Diference between the employee compensation cost computed as per intrinsic value method and the employee compensation cost as per the fair value of the options	N.A
	(b)	The impact of this diference on profts and on EPS of the Company	N.A
*NOTE : Under IND AS , Fair value method is used for accounting.

(iv) Option movement during the year - Employee Stock Option Plan 2016 (ESOP – 2016)	(iv) Option movement during the year - Employee Stock Option Plan 2016 (ESOP – 2016)	(iv) Option movement during the year - Employee Stock Option Plan 2016 (ESOP – 2016)	(iv) Option movement during the year - Employee Stock Option Plan 2016 (ESOP – 2016)	(iv) Option movement during the year - Employee Stock Option Plan 2016 (ESOP – 2016)
Particulars				ESOP – 2016
	Number of options outstanding at the beginning of the period			3,84,740
	Number of options granted during the year			17,830
	Number of options forfeited / lapsed during the year			24,085
	Number of options vested during the year			1,61,125
	Number of options exercised during the year			25,825
	Number of shares arising as a result of exercise of options			25,825
	Money realized by exercise of options (INR)			25,825
	Loan repaid by the Trust during the year from exercise price received			N.A.
	Number of options outstanding as on 31stMarch 2023			3,52,660
	Number of options exercisable as on 31stMarch 2023			2,60,330
(v) Weighted-average exercise prices and weighted-average fair values of options
Particulars		Weighted average exercise price per option (`)\|Weighted average fair<br>value per option (`)
	Options granted on 29.07.2016 – ESOP 2016	1	730.61
	Options granted on 08.11.2017– ESOP 2016	1	734.15
	Options granted on 11.04.2018 – ESOP 2016	1	976.94
	Options granted on 30.10.2018 – ESOP 2016	1	931.19/924.50
	Options granted on 23.01.2019 – ESOP 2016	1	1,112.48/1,127.85
	Options granted on 13.05.2019 – ESOP 2016	1	1,124.69
	Options granted on 23.01.2020 – ESOP 2016	1	1,449.90/1,444.56/1,433.92
	Options granted on 05.08.2020 – ESOP 2016	1	1,318.08/1,319.96
	Options granted on 04.11.2020 – ESOP 2016	1	1,536.91
	Options granted on 09.10.2021 – ESOP 2016	1	2,422.93
	Options granted on 09.11.2021 – ESOP 2016	1	2,345.77
	Options granted on 09.11.2021 – ESOP 2016	2,390.75	944.34
	Options granted on 24.01.2022 – ESOP 2016	1	2,667.05
	Options granted on 11.03.2022 – ESOP 2016	1	2,325.81
	Options granted on 18.05.2022 – ESOP 2016	1	2,142.47
	Options granted on 24.01.2023 – ESOP 2016	1	2,368.65/2,391.47
	Options granted on 24.01.2023 – ESOP 2016	2,205.00	1,131.02

(vi)	Options granted during the year (excluding lapsed options): a) Senior managerial personnel:	Options granted during the year (excluding lapsed options): a) Senior managerial personnel:
Sr. No.	Name of Employee	Designation	Number of options granted in 2022-23
			Exercise Price `1/-\|Exercise Price<br>`2205
1.	Shri Sandeep Batra	Director-Finance and Chief Financial Ofcer	10,000	7,500
2.	Shri Joseph Varghese	Director-Operations	330	-

b) any other employee who receives a grant in any one year of option amounting to 5% or more of option granted during the year 2022-23 - Nil
c) identified employees who were granted option, during any one year, equal to or exceeding 1% of the issued capital (excluding outstanding warrants and conversions) of the Company at the time of grant - Nil
(vii) A description of the method and significant assumptions used during the year to estimate the fair value of options, the weighted-average values of share price, the method used and the assumptions made to incorporate the effects of expected early exercise, how expected volatility was determined, including an explanation of the extent to which expected volatility was based on historical volatility; and whether and how any other features of the option grant were incorporated into the measurement of fair value, such as a market condition.

The fair value of the option has been determined using the Black Scholes/Binomial Model. The assumptions used in this model for calculating fair value are as below:

Please refer to “Notes to the Financial Statements – Note 46”.

A N N E X U R E 5 T O T H E D I R E C T O R S ’ R E P O R T

Information required under Section 197 of the Companies Act, 2013 read with Companies (Appointment and Remuneration of Managerial Personnel) Rules, 2014

A. Ratio of remuneration paid to each Director to the median remuneration of the employees of the Company and percentage increase in remuneration for the financial year 2022-23 is as follows:

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Sr. No. Name of Director Designation Ratio of remuneration of Director to % increase
the Median remuneration
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Sr. No.	Name of Director	Designation	Ratio of remuneration of Director to the Median remuneration	% increase
1	Shri M B Parekh	Executive Chairman	57.85	(1.53)
2	Shri N K Parekh	Non Executive Non Independent Director	5.18	(4.77)
3	Shri A B Parekh	Executive Vice Chairman	28.19	26.21
4	Shri A N Parekh	Executive Vice Chairman	97.82	8.87
5	Shri Bharat Puri	Managing Director	235.28	(62.99)
6	Shri Sudhanshu Vats	Deputy Managing Director	119.75	*
7	Shri B S Mehta	Independent Director	4.90	(11.41)
8	Shri Sanjeev Aga	Independent Director	5.03	(10.55)
9	Shri Uday Khanna	Independent Director	4.79	(5.84)
10	Smt. Meera Shankar	Independent Director	4.42	(2.45)
11	Shri Vinod Dasari	Independent Director	4.34	(13.33)
12	Shri Piyush Pandey	Independent Director	4.16	(5.08)
13	Shri Rajeev Vasudeva	Independent Director	4.79	42.79
14	Smt. Meher Pudumjee	Independent Director	0.61	**
15	Shri Debabrata Gupta	Director Operations	20.25	@
16	Shri Sandeep Batra	Director Finance & Chief Financial Ofcer(CFO)	30.64	#
17	Shri Joseph Varghese	Director Operations	16.13	#

B. Percentage increase in remuneration of Company Secretary and Chief Financial Officer for the financial year 2022-23 is as follows:

Sr. No.	Name	Designation	% increase
1	Smt. Manisha Shetty	Company Secretary	$
2	Shri Sandeep Batra	Chief Financial Ofcer	@

Notes:

The aforesaid details are calculated on the basis of remuneration paid during the financial year 2022-23.
The remuneration to Non Executive Directors includes sitting fees and commission paid to them during the financial year 2022-23. 3. The median remuneration is ` 6,73,851/- for the financial year 2022-23.
- % increase in remuneration is not given as Shri Sudhanshu Vats, Deputy Managing Director was appointed w.e.f. 18[th] May, 2022.
** % increase in remuneration is not given as Smt. Meher Pudumjee, Independent Director was appointed w.e.f. 18[th] May, 2022.
@ % increase in remuneration is not given as the payment for financial year 2022-23 was only for the part of the year.
% increase in remuneration is not given as Shri Sandeep Batra and Shri Joseph Varghese were appointed as Whole Time Directors w.e.f. 9[th] November, 2022.
$ % increase in remuneration is not given as the payment for financial year 2021-22 was only for the part of the year.
The remuneration to Directors is within the overall limits approved by the shareholders. .
C. Percentage increase in the median remuneration of employee in the financial year 2022-23: 7.60%
D. Number of permanent employees on the rolls of the Company as on 31[st] March, 2023: 7,310.

E. “Average percentage increase already made in the salaries of employees other than the managerial personnel in the last financial year and its comparison with the percentage increase in the managerial remuneration and justification thereof and point out if there are any exceptional circumstances for increase in the managerial remuneration:

Increase in remuneration is based on Remuneration Policy of the Company.

Average increase in salary of all employees in 2022-23 compared to 2021-22: 9.50%

F. Affirmation:

Pursuant to Rule 5(1)(xii) of the Companies (Appointment and Remuneration of Managerial Personnel) Rules, 2014, it is affirmed that the remuneration paid to the Directors, Key Managerial Personnel and Senior Management is as per the Remuneration Policy of the Company.

B U S I N E S S R E S P O N S I B I L I T Y A N D S U S T A I N A B I L I T Y R E P O R T

Introduction

Given the heightened significance of global climate change, sustainability has emerged as a key priority. Pidilite Industries Limited ("Company") is committed to comprehensive organizational development, clearly focusing on embedding Environmental, Social and Governance (ESG) considerations throughout its value chain. The environmental performance of the Company was primarily driven by the focus on reduction in consumption of fresh water & energy, reduction in Greenhouse Gas Emissions, increasing the usage of renewable energy and reduction and recycling of waste with focus on plastic packaging. The Corporate Social Responsibility (CSR) initiatives were directed towards the wellbeing of the vulnerable and marginalised communities and focused on issues such as education, women empowerment, skill development, agriculture, water management and sanitation. By incorporating ESG principles into these critical areas, the Company aims to foster a sustainable business model that creates long-term value for its stakeholders.

Over the past few years, the Company has been monitoring its ESG parameters and publishing its Sustainability Report since FY 2018-19. With a strong foundation in place, the transformation is based on the concept of sustainable development at the core of its operations. The leadership sets the tone of the Company’s culture and the practices are followed across the organisation. The Company has broadened its perspective and consequently, the strategy is to inculcate more stringent environmental targets along with social and governance aspects with special focus on climate risks.

This report has been developed in accordance with the guidelines set forth by the Securities & Exchange Board of India (SEBI) for Business Responsibility and Sustainability Reporting (BRSR).

SECTION A: GENERAL DISCLOSURE

I.	Details of the Listed Entity	Details of the Listed Entity
1	Corporate Identity Number (CIN) of the Listed Entity	L24100MH1969PLC014336
2	Name of the Listed Entity	Pidilite Industries Limited
3	Year of incorporation	1969
4	Registered ofce address	Regent Chambers, 7thFloor, 208, Nariman Point, Mumbai, Maharashtra, 400 021
5	Corporate address	Ramkrishna Mandir Road, Of Mathuradas Vasanji Road, Andheri (E), Mumbai – 400 059
6	E-mail	[email protected]
7	Telephone	+91 22 6883 7000
8	Website	www.pidilite.com
9	Financial year for which reporting is being done	2022-23
10	Name of the Stock Exchange(s) where shares are listed	The BSE Limited, The National Stock Exchange of India Limited
11	Paid-up Capital	`50,83,14,240
12	Contact Person
	Name and contact detail (telephone email address) of the person who may be contacted in case any queries on the BRSR report	Name: Joseph Varghese, Director - Operations Tel: +91 22 6883 7124 Email: [email protected]
13	Reporting Boundary
	Are the disclosures under this report made on a standalone basis (i.e., only for the entity) or on a consolidated basis (i.e., for the entity and all the entities which form a part of its consolidated fnancial statements taken together)	Standalone Basis

II.	Product/Services	Product/Services
14	Details of business activities (accounting for 90% of the turnover):	S. No.	Description of Main Activity		Description of Business Activity				% Turnover of the Entity
		1	Consumer & Bazaar Products Segment		The Branded Consumer & Bazaar segment encompasses various products, including Adhesives, Sealants, Art & Craft Materials and others, as well as Construction and Paint Chemicals. These products are widely used by carpenters, painters, plumbers, mechanics, households, students, ofces etc.				81%
		2	Business to Business Products Segment		The Business to Business segment includes a range of products like Industrial Adhesives, Industrial Resins, Construction Chemicals (Projects), Organic Pigments, Pigment Preparations and more. This segment serves diferent industries such as packaging, joineries, textiles, paints, printing inks, paper, leather and others.				18%

15	Products/ Services sold by the entity (accounting for 90% of the entity’s Turnover):	S. No.	Product/Service					NIC Code	% of Total Turnover contributed
		1	Manufacture of adhesives and sealants including rubber-based glues, industrial adhesives, consumer adhesives.					20295	61.5%
		2	Manufacture of Pigments and preparations, paint chemicals, industrial resins etc.					20297	31.5%

III.	Operations
16	Number of locations where plants and/or operations/ ofces of the entity are situated:			Location (State/UT)		Number of plants	Number of ofces		Total
				National (Manufacturing Operations in 10 States / UTs)		33	7		40
				International*		0	6		6

Our international plants are under Subsidiaries / JV's and not captured in this report.

Market served by the entity	Locations	Numbers
a. No. of Locations	National (No. of States/UTs)	Pan India
	International (No. of Countries)	69
b. What is the contribution of exports as a percentage of the total turnover of the entity?	8.3%
c. A brief on types of customers	• The Company operates under two major business segments i.e., Branded Consumer & Bazaar and Business to Business. • The Branded Consumer & Bazaar segment encompasses various products, including Adhesives, Sealants, Art & Craft Materials, and others, as well as Construction and Paint Chemicals. These products are widely used by carpenters, painters, plumbers, mechanics, households, students, ofces, etc. • The Business to Business segment includes a range of products like Industrial Adhesives, Industrial Resins, Construction Chemicals (Projects), Organic Pigments, Pigment Preparations, and more. This segment serves diferent industries such as packaging, joineries, textiles, paints, printing inks, paper, leather and others.

IV.	Employees*	Employees*
18. Details as at the end of Financial Year:
S. No.	Particulars	Total (A)	Male		Female
			No. (B)	% (B/A)	No. (C)	% (C/A)
a.	Employees and workers (including diferently abled)
Employees
1	Permanent Employees (D)	7,134	6,738	94%	396	6%
2	Other than Permanent Employees (E)	2,230	2,072	93%	158	7%
3	Total Employees (D+E)	9,364	8,810	94%	554	6%
Workers
4	Permanent (F)	176	167	95%	9	5%
5	Other than Permanent (G)	3,585	3,403	95%	182	5%
6	Total Workers (F+G)	3,761	3,570	95%	191	5%

b.	Diferently abled employees and workers
Employees
7	Permanent Employees (D)	143	140	98%	3	2%
8	Other than Permanent Employees (E)	10	10	100%	-	0%
9	Total diferently abled employees (D+E)	153	150	98%	3	2%
Workers
10	Permanent (F)	3	3	100%	-	0%
11	Other than Permanent (G)	6	4	67%	2	33%
12	Total diferently abled workers (F+G)	9	7	78%	2	22%

*Pertains to the Company and as on 31[st] March, 2023.

19. Participation/Inclusion/Representation of women

S. No.	Category	Total (A)	No. and % of females	No. and % of females
			No. (B)	% (B/A)
1	Board of Directors*	16	2	12.5
2	Key Management Personnel	1	1	100

Board of Directors includes KMP's

20. Turnover rate for permanent employees and workers (Disclose trends for the past 3 years)*

Category	FY 2022-23	FY 2022-23	FY 2022-23	FY 2021-22	FY 2021-22	FY 2021-22	FY 2020-21	FY 2020-21	FY 2020-21
	Male	Female	Total	Male	Female	Total	Male	Female	Total
Permanent Employees	14%	19%	14%	11%	10%	11%	7%	8%	7%
Permanent Workers	7%	11%	9%	9%	22%	10%	5%	20%	5%

Turnover rate is calculated as: Number of employees exited during the F.Y. / Total Number of Employees on the last working day of the F.Y.

V.	Holding, Subsidiary and Associate Companies (including Joint Ventures)	Holding, Subsidiary and Associate Companies (including Joint Ventures)	Holding, Subsidiary and Associate Companies (including Joint Ventures)	Holding, Subsidiary and Associate Companies (including Joint Ventures)	Holding, Subsidiary and Associate Companies (including Joint Ventures)	Holding, Subsidiary and Associate Companies (including Joint Ventures)
21	Names of holding / subsidiary / associate companies / joint ventures	S. No	Name of the Holding / Subsidiary / Associate Companies / Joint Ventures	Indicate whether it is a Holding / Subsidiary / Associate or Joint Venture	% of shares held by Listed Entity	Does the entity indicated at column A, participate in the Business Responsibility initiatives of the Listed Entity? (Yes/No)
		1.	Fevicol Company Ltd.	Subsidiary	100	No
		2.	Pagel Concrete Technologies Pvt. Ltd.	Subsidiary	80
		3.	Bhimad Commercial Company Pvt. Ltd.	Subsidiary	100
		4.	Pidilite Ventures Pvt. Ltd. (Formerly known as Madhumala Ventures Pvt. Ltd.)	Subsidiary	100
		5.	Building Envelope Systems India Ltd.	Subsidiary	60
		6.	Pidilite Litokol Pvt. Ltd.	Subsidiary	60
		7.	Pidilite Grupo Puma Manufacturing Ltd.	Subsidiary	50
		8.	Pidilite C-Techos Walling Ltd.	Subsidiary	60
		9.	Tenax Pidilite India Pvt. Ltd.	Subsidiary	70
		10.	Nina Percept Pvt. Ltd.	Subsidiary	74.58
		11.	ICA Pidilite Pvt. Ltd.	Subsidiary	50
		12.	Pidilite International Pte Ltd.	Subsidiary	100
		13.	Pidilite Middle East Ltd.	Subsidiary	100
		14.	Pidilite MEA Chemicals LLC	Subsidiary	49
		15.	Pidilite USA Inc.	Subsidiary	100
		16.	Pidilite Speciality Chemicals Bangladesh Pvt. Ltd.	Subsidiary	100
		17.	Pidilite Bamco Ltd.	Subsidiary	100
		18.	PT Pidilite Indonesia	Subsidiary	100
		19.	Pidilite Innovation Centre Pte Ltd.	Subsidiary	100
		20.	Pidilite Industries Egypt SAE	Subsidiary	100
		21.	Bamco Supply and Services Ltd.	Subsidiary	49
		22.	Pulvitec do Brasil Industria e Comercio de Colas e Adesivos Ltda	Subsidiary	100
		23.	PIL Trading (Egypt) LLC	Subsidiary	100
		24.	Pidilite Industries Trading (Shanghai) Co Ltd.	Subsidiary	100
		25.	Pidilite Chemical PLC	Subsidiary	100
		26.	Pidilite Lanka (Pvt.) Ltd.	Subsidiary	76
		27.	Nebula East Africa Pvt. Ltd.	Subsidiary	100
		28.	Nina Lanka Construction Technologies (Pvt.) Ltd.	Subsidiary	72.70
		29.	Pidilite Ventures LLC	Subsidiary	100
		30.	Pidilite East Africa Ltd.	Subsidiary	55
		31.	Nina Percept (Bangladesh) Pvt. Ltd.	Subsidiary	71.81
		32.	Vinyl Chemicals (India) Ltd.	Associate	40.64
		33.	Aapkapainter Solutions Pvt. Ltd.	Associate	47.67
		34.	Karwaan Eduventures Pvt. Ltd.	Associate	28.88
		35.	Climacrew Pvt. Ltd.	Associate	33.33
		36.	Buildnext Construction Solutions Pvt. Ltd.	Associate	24.13
		37.	Finemake Technologies Pvt. Ltd.	Associate	32.20

VI.	CSR Details	CSR Details	CSR Details	CSR Details	CSR Details	CSR Details	CSR Details	CSR Details	CSR Details	CSR Details	CSR Details
22	i. Whether CSR is applicable as per section 135 of Companies Act, 2013:								Yes
	ii.Turnover (in`)\|\|\|\|\|\|\|\|`10,597 Crores
	iii.Net worth (in`)\|\|\|\|\|\|\|\|`7,108 Crores

VII.	Transparency and Disclosures Compliances
23	Complaints/ Grievances on any of the principles (Principles 1 to 9) under the National Guidelines on Responsible Business Conduct	Stakeholder group from whom complaint is received		Grievance Redressal Mechanism in Place (Yes/No) (If Yes, then provide web-link for grievance redressal policy)	FY 2022-23			FY 2021-22
					Number of complaints fled during the year	Number of complaints pending resolution at close of the year	Remarks	Number of complaints fled during the year		Number of complaints pending resolution at close of the year	Remarks
		Communities		Yes [email protected]	-	-	-	-		-	-
		Investors (other than shareholders)		Yes https://pidilite. com/contact/	-	-	-	-		-	-
		Shareholders		Yes https://pidilite. com/investors/ investor-center/	8	-	-	14		-	-

		Employees and workers	Yes report@ integritymatters.in		1	-	-	1		-	-

		Customers		Yes 1.https://pidilite. com/contact/ 2. Customer Care Cell Email address - [email protected] and Toll Free number – 1800-266-6066	2,612	3	-	1,580		11	-
		Value Chain Partners		Yes https://pidilite. com/contact/	-	-	-	-		-	-

Overview of the entity’s material responsible business conduct and sustainability issues pertaining to environmental and social matters that present a risk or an opportunity to the business, rationale for identifying the same, approach to adapt or mitigate the risk along-with its financial implications.

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S. Material Issue Identified Indicate Rationale for identifying In case of risk, approach Financial implications
No. whether risk the risk/opportunity to adapt or mitigate of the risk or opportunity
or opportunity (Indicate positive or
negative implications)
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S. No.	Material Issue Identifed	Indicate whether risk or opportunity	Rationale for identifying the risk/opportunity	In case of risk, approach to adapt or mitigate	Financial implications of the risk or opportunity (Indicate positive or negative implications)
1	Corporate governance and risk management	Opportunity	To enhance corporate governance practices by establishing board-level priorities. The Company's directors oversee management activities to actively contribute to the enhancement of shareholder value.	-	Positive
2	Management of hazardous chemicals	Risk	Proper handling of hazardous chemicals is essential to reduce health and safety risks and lower environmental impacts.	• The Company has Environment Health & Safety (EHS) policy which is communicated to all the employees. • The Company conducts regular risk assessments and closely monitors the implementation of action plans derived from these assessments until their completion. • Training and awareness programs are conducted to educate employees about hazards, associated risks, emergency preparedness & response, and safe handling practices of hazardous chemicals. • Procedures are in place for the adoption of inherently safe design based on various applicable standards for all new infrastructures and implementing the same for existing infrastructures in a phased manner.	Negative
3	Environment	Risk	• Climate change due to Green House Gases (GHG) emissions leading to global warming and impact to business operations. • Changes in existing regulations / emerging sourcing of materials, emissions, waste generation, storage and use of material or quality of fnished goods.	• The Company has taken several initiatives to reduce the impact of GHG emissions by adopting measures on renewable energy sources, water reduction/conservation and waste reduction. • The Company has established systems and processes to monitor emerging regulations, incidents, and developments, and to assess their applicability for compliance purposes.	Negative

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S. No.	Material Issue Identifed	Indicate whether risk or opportunity	Rationale for identifying the risk/opportunity	In case of risk, approach to adapt or mitigate	Financial implications of the risk or opportunity (Indicate positive or negative implications)
4	Plastic Packaging	Risk	The regulatory changes in Plastic Waste Management Rules requires- • Reduce virgin plastic consumption by including recycled plastic in plastic packaging. • Recycle & Reuse the plastic packaging that is put into market.	The Company is taking several initiatives including - • To optimize the packaging and reduce virgin plastic usage. • To utilize Post Consumer Recycled (PCR) plastics in packaging to promote circularity. • To reuse rigid plastic packaging.	Negative
5	Occupational health and safety	Risk	The Company’s operation has inherent health and safety hazards. Proper process safety management and controls are required to eliminate / minimise any potential health and safety hazards/ risks.	• The Company is committed to the Occupational Health & Safety of all across its value chain with a goal of ‘Zero Harm’. • The Company has adopted ISO 45001:2018 for the management of Health & Safety across it's operations. • The Company continues to drive improvements in process safety management and people safety. • Additionally, during the reporting period the Company has also rolled out Pidilite Life Saving Rules (PLSR). • Regular reviews of EHS systems and processes are conducted through internal as well as independent external audits.	Negative
6	Economic performance	Opportunity	Strong economic performance is key to the stakeholders of an organization. The Company's eforts have been to ensure sustainable growth for its value chain and the economy.	-	Positive
7	Community development	Opportunity	The Company is a frm believer in the inclusion of the community in which it operates, thereby providing direct economic and social growth for all its stakeholders.	-	Positive

SECTION B: MANAGEMENT AND PROCESS DISCLOSURES

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Disclosure Questions P1 P2 P3 P4 P5 P6 P7 P8 P9
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Policy and Management Processes	Policy and Management Processes	Policy and Management Processes	Policy and Management Processes	Policy and Management Processes	Policy and Management Processes	Policy and Management Processes	Policy and Management Processes	Policy and Management Processes	Policy and Management Processes	Policy and Management Processes	Policy and Management Processes
1	a. Whether your entity’s policy/ policies cover each principle and its core elements of the NGRBCs. (Yes/No)	Y	Y	Y	Y	Y	Y		Y	Y	Y
	b. Has the policy been approved by the Board? (Yes/No)	Y	Y	Y	Y	Y	Y		Y	Y	Y
	c. Web Link of the Policies, if available	Certain Policies are uploaded on the website of the Company athttps://pidilite.com/investors/corporate- governance/
2	Whether the entity has translated the policy into procedures. (Yes / No)	Y	Y	Y	Y	Y		Y	Y	Y	Y
3	Do the enlisted policies extend to your value chain partners? (Yes/No)	The value chain partners are expected to follow the Company policies as applicable to their business.
4	Name of the national and international codes/ certifcations/ labels/ standards (e.g., Forest Stewardship Council, Fairtrade, Rainforest Alliance, Trustee) standards (e.g., SA 8000, OHSAS, ISO, BIS) adopted by your entity and mapped to each principle.	Principle of Corporate Governance, Corporate Governance Voluntary Guidelines, 2009	ISO 14001 : 2015, GRI standards	ISO 45001 : 2018, GRI standards	ISO 14001 : 2015, GRI standards	Universal Declaration on Human Rights of the United Nations,	ISO 14001 : 2015, GRI standards		Universal declaration on Human Rights of the United Nations, GRI Standards	CSR disclosures pursuant to Section 135 of the Companies Act, 2013, read with the Companies (Corporate Social Responsibility Policy) Rules, 2014, as amended	ISO 14001 : 2015, GRI standards
5	Specifc commitments, goals and targets set by the entity with defned timelines, if any.	The details of Company’s Sustainability strategy, commitments, goals, targets and progress against targets are available in the Sustainability Report, which is available in public domain at https://pidilite.com/sustainability/
6	Performance of the entity against the specifc commitments, goals, and targets along-with reasons in case the same are not met.

Governance, Leadership and Oversight

7 Statement by director responsible for the business responsibility report, highlighting ESG related challenges, targets, and achievements

The Company has a comprehensive Sustainability strategy that seamlessly incorporates material ESG related challenges into its decision-making processes. The environmental focus is on reduction in consumption of fresh water & energy, reduction in Greenhouse Gas (GHG) emissions, increasing the usage of renewable energy and reduction and recycling of waste with focus on plastic packaging. On the social front, the focus is to cultivate a thriving work environment by building a diverse workforce, investing in enhancing the workforce’s skills, career development pathways, and ensuring the workforce’s overall well-being. The Corporate Social Responsibility (CSR) initiatives are directed towards sustainable development through focused initiatives to improve the quality of life and the wellbeing of local communities.

The Company has established long term targets for reducing freshwater consumption, optimizing energy consumption, increasing usage of renewable energy, recycle / reduce / reuse of plastic packaging and reducing waste disposed to landfill. Robust systems are in place to monitor the performance of environmental targets. Various initiatives are regularly carried out across the manufacturing locations to improve environmental performance.

The Company continues to elevate occupational safety conditions and overall health and safety culture across the business. Safety performance improvement focuses more on leading indicators like near miss/unsafe act/condition reporting, audits, surveys etc. The Company has deployed several key initiatives to improve overall health and safety performance like safe handling of hazardous chemicals, machine guarding, contractor safety management, etc. During the reporting period, the Company has implemented Pidilite Life Saving Rules (PLSR’s) which comprise of 6 rules focusing on travel safety, permit to work system, working at height, Lifting Safety, Machine guarding & Energy isolation and Adherence to the safety control system.

The Company has always believed in contributing to the betterment of the society where it operates. With the objective to enhance the quality of life and wellness of the surrounding communities, over the past several years, the Company has been involved in several social and community service initiatives that are related to agriculture, animal husbandry, health, education, women's empowerment, water conservation and more.

The Company is committed to comply with all applicable laws and regulations including that of applicable environmental laws and regulations.

	and regulations.
8	Details of the highest authority responsible for implementation and	Name: Shri Sudhanshu Vats
	oversight of the Business Responsibility policy (ies).	Designation: Deputy Managing Director
		DIN : 05234702
9	Does the entity have a specifed Committee of the Board/ Director	Name: Shri Joseph Varghese
	responsible for decision making on sustainability related issues?	Designation: Director – Operations
	(Yes / No). If yes, provide details.	DIN : 09770335
		The Sustainability Management Council –
		a cross functional Senior Management team chaired
		by Deputy Managing Director of the Company is
		constituted to ensure efective formulation of
		sustainability policies and implementation
		of strategy.

10. Details of Review of NGRBCs by the Company:

Subject for Review	Indicate whether review was undertaken by Director / Committee of the Board/ Any other Committee	Indicate whether review was undertaken by Director / Committee of the Board/ Any other Committee	Indicate whether review was undertaken by Director / Committee of the Board/ Any other Committee	Indicate whether review was undertaken by Director / Committee of the Board/ Any other Committee	Indicate whether review was undertaken by Director / Committee of the Board/ Any other Committee	Indicate whether review was undertaken by Director / Committee of the Board/ Any other Committee	Indicate whether review was undertaken by Director / Committee of the Board/ Any other Committee	Indicate whether review was undertaken by Director / Committee of the Board/ Any other Committee	Indicate whether review was undertaken by Director / Committee of the Board/ Any other Committee	Frequency (Annually/ Half yearly/ Quarterly/ Any other – please specify)	Frequency (Annually/ Half yearly/ Quarterly/ Any other – please specify)	Frequency (Annually/ Half yearly/ Quarterly/ Any other – please specify)	Frequency (Annually/ Half yearly/ Quarterly/ Any other – please specify)	Frequency (Annually/ Half yearly/ Quarterly/ Any other – please specify)	Frequency (Annually/ Half yearly/ Quarterly/ Any other – please specify)	Frequency (Annually/ Half yearly/ Quarterly/ Any other – please specify)	Frequency (Annually/ Half yearly/ Quarterly/ Any other – please specify)	Frequency (Annually/ Half yearly/ Quarterly/ Any other – please specify)
	P1	P2	P3	P4	P5	P6	P7	P8	P9	P1	P2	P3	P4	P5	P6	P7	P8	P9
Performance against above policies and follow up action	Yes									Quarterly	Monthly	Monthly	Quarterly	Quarterly	Monthly	Ongoing	Quarterly	Quarterly
Compliance with statutory requirements of relevance to the principles, and rectifcation of any non- compliances	The Company is in compliance with all the statutory requirements of principles to the extent applicable.
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 P1											P2	P3	P4	P5	P6	P7	P8	P9
										External frms were engaged to review the systems and procedures related to safety and environment.
12. If answer to question (1) above is “No” i.e. not all Principles are covered by a policy, reasons to be stated:
Questions										P1	P2	P3	P4	P5	P6	P7	P8	P9
The entity does not consider the principles material to its business (Yes/No)										Not Applicable
The entity is not at a stage where it is in a position to formulate and implement the policies on specifed principles (Yes/No)
The entity does not have the fnancial or/ human and technical resources available for the task (Yes/No)
It is planned to be done in the next fnancial year (Yes/No)
Any other reason (please specify)

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	ESSENTIAL INDICATORS	ESSENTIAL INDICATORS	ESSENTIAL INDICATORS
1. Percentage coverage by training and awareness program on any of the principles during the fnancial year:
Segment	Total number of training and awareness programmes held	Topics/principles covered under the training and its impact	%age of persons in respective category covered by the awareness programmes
Board of Directors & Key Managerial Personnel	5 (as part of Board meetings)	Updates and awareness related to regulatory changes are conducted for the Board of Directors & KMPs. The topics covered includes: 1) Corporate Governance 2) Companies Act 3) SEBI Listing Requirements 4) Environmental & Safety matters 5) Business Process Improvements	100%
Employees other than BODs and KMPs	89	1) Corporate Induction 2) POSH, Company Policies and Procedures 3) CSR Awareness and feld visits 4) Well-being and Safety related sessions 5) Session on Code of Conduct to Regulate, Monitor and Report Trading by Designated Person	80%
All Workers	45	1) Training on Company Policies and Processes 2) EHS Induction and annual refresher training 3) Job Specifc Training	82%

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 Requirements) Regulations, 2015 and as disclosed on the entity’s website):

2. Details of fnes / 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 fnancial year, in the following format. (Note: the entity shall make disclosures on the basis of materiality as specifed in Regulation 30 of SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015 and as disclosed on the entity’s website):	2. Details of fnes / 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 fnancial year, in the following format. (Note: the entity shall make disclosures on the basis of materiality as specifed in Regulation 30 of SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015 and as disclosed on the entity’s website):	2. Details of fnes / 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 fnancial year, in the following format. (Note: the entity shall make disclosures on the basis of materiality as specifed in Regulation 30 of SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015 and as disclosed on the entity’s website):	2. Details of fnes / 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 fnancial year, in the following format. (Note: the entity shall make disclosures on the basis of materiality as specifed in Regulation 30 of SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015 and as disclosed on the entity’s website):	2. Details of fnes / 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 fnancial year, in the following format. (Note: the entity shall make disclosures on the basis of materiality as specifed in Regulation 30 of SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015 and as disclosed on the entity’s website):	2. Details of fnes / 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 fnancial year, in the following format. (Note: the entity shall make disclosures on the basis of materiality as specifed in Regulation 30 of SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015 and as disclosed on the entity’s website):
a. Monetary
Type	NGRBC Principle	Name of the regulatory/ enforcement agencies/ judicial institutions	Amount (In`)	Brief of the case	Has an appeal been preferred? (Yes/No)
Penalty/ Fine	Nil	Nil	Nil	NA	NA
Settlement	Nil	Nil	Nil	NA	NA
Compounding fee	Nil	Nil	Nil	NA	NA
b. Non-Monetary
Type	NGRBC Principle	Name of the regulatory/ enforcement agencies/ judicial institutions	Brief of the case		Has an appeal been preferred? (Yes/No)
Imprisonment	Nil	Nil	NA		NA
Punishment	Nil	Nil	NA		NA

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:	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:
Case Details	Name of the regulatory/ enforcement agencies/ judicial institutions
NA	NA

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:

Though the Company does not have a dedicated Anti-corruption or Anti-bribery Policy, its operations are governed as per the Code of Conduct of the Company. The document is applicable to all the employees of the Company who must abide by the values of the Company.

Number of Directors/KMPs/employees/workers against whom disciplinary action was taken by any law enforcement agency for the charges of bribery/ corruption:

charges of bribery/ corruption:
Category	FY 2022-23	FY 2021-22
Directors	Nil	Nil
KMPs	Nil	Nil
Employees	Nil	Nil
Workers	Nil	Nil

6. Details of complaints with regard to confict of interest:
Topic	FY 2022-23	FY 2021-22
Number of complaints received in relation to issues of Confict of Interest of the Directors	Nil	Nil
Number of complaints received in relation to issues of Confict of Interest of KMPs	Nil	Nil

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.

Not Applicable.

PRINCIPLE 2: Businesses should provide goods and services in a manner that is sustainable and safe. ESSENTIAL INDICATORS
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:
Type FY 2022-23 FY 2021-22 Details of improvement in social and environmental aspects Research & Development 6% 3% 1. R&D efforts have been to shift from solvent-based adhesives (R&D) to sustainable alternatives like water-based systems and eco-friendly adhesives.
1. Develop a roof seal coating that meets “Green building” standards and significantly reduces energy consumption for cooling, lowering overall energy costs.
1. Incorporate sustainable raw materials in manufacturing without compromising cost and performance parameters.
1. Invest in technology to reduce the weight of multilayer packaging (MLP), using innovative materials and techniques to minimize quantity of MLP introduced into markets.
1. Exploring possibilities of plastic reduction through selection and use of alternate materials and by redesigning our packs.
1. Utilize Post Consumer Recycled (PCR) plastics in packaging to promote circularity and decrease reliance on virgin plastic materials.

Capital Expenditure (CAPEX)	1.69%	1.18%	1. Implementing a waste heat recovery system to decrease boiler operating time, resulting in reduced fuel consumption and air emissions. 2. Adopting a wash water recovery system to minimize the usage of fresh water. 3. Transitioning to PNG (Piped Natural Gas) as a fuel source to lower air emission intensity. 4. Utilizing energy-efcient heat pumps to generate hot DM water for the manufacturing process, thereby reducing fuel consumption for boilers. 5. Replacement of air operated pumps (AODD) with electrical centrifugal pumps. 6. Replacement of conventional fans with high energy efcient BLDC fans. 7. Reallocation of windmills between units to utilize maximum wind power available. 8. Replacement of compressors with energy efcient compressors. 9. Replacement of existing AC with energy efcient AC. 10. Installation of Variable frequency drives. 11. Installation of motion sensors for lighting applications. 12. Day light savings in ware houses by providing transparent roof sheets.

a. Does the entity have procedures in place for sustainable sourcing?

The Company currently has supplier Code of Conduct and is in the process of formulating sustainable sourcing policy.

b. If yes, what percentage of inputs were sourced sustainably?
- Not Applicable
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.

Product	Process to safely reclaim the product
a. Plastics (including packaging)	The Company uses a variety of plastics as packing material, including multilayer plastics. Ensuring compliance with the Plastic Waste Management (PWM) Rules 2016, the Company follows the Extended Producer Responsibility (EPR) approach to manage plastic packaging waste in its downstream operations. The Company has engaged Central Pollution Control Board (CPCB) approved contractors for collection and channelizing the collected plastics to CPCB authorized recyclers/end of life processors. The plastic wastes generated in manufacturing facilities are channelized to Pollution Control Board (PCB) authorized plastic waste processors.
b. E-Waste	E-waste from Company’s establishments are collected and disposed of through PCB authorized vendors.
c. Hazardous Waste	Hazardous waste from manufacturing units and warehouses is disposed of through PCB authorized hazardous waste recyclers/co-processors/landfll facilities.
d. Other Waste	Other wastes are disposed of through approved waste management agencies.

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.

Yes, EPR under Plastic Waste Management (PWM) Rules, 2016 is applicable. The collection done is in line with the EPR plan submitted to Central Pollution Control Board (CPCB). In FY 2022-23, as part of EPR, the Company collected 19,562 MT of Category I, 3,473 MT of Category II and 1,547 MT of Category III of post-consumer plastics. 100% of Category I & II plastics (total 23,035 MT) is recycled through the Pollution Control Board (PCB) authorized recyclers and 100% of Category III plastics (1,547 MT) are sent for end of life processing (co-processing).

PRINCIPLE 3: Businesses should respect and promote the well-being of all employees, including those in their value chains.	PRINCIPLE 3: Businesses should respect and promote the well-being of all employees, including those in their value chains.	PRINCIPLE 3: Businesses should respect and promote the well-being of all employees, including those in their value chains.	PRINCIPLE 3: Businesses should respect and promote the well-being of all employees, including those in their value chains.	PRINCIPLE 3: Businesses should respect and promote the well-being of all employees, including those in their value chains.	PRINCIPLE 3: Businesses should respect and promote the well-being of all employees, including those in their value chains.	PRINCIPLE 3: Businesses should respect and promote the well-being of all employees, including those in their value chains.	PRINCIPLE 3: Businesses should respect and promote the well-being of all employees, including those in their value chains.	PRINCIPLE 3: Businesses should respect and promote the well-being of all employees, including those in their value chains.	PRINCIPLE 3: Businesses should respect and promote the well-being of all employees, including those in their value chains.	PRINCIPLE 3: Businesses should respect and promote the well-being of all employees, including those in their value chains.	PRINCIPLE 3: Businesses should respect and promote the well-being of all employees, including those in their value chains.
		ESSENTIAL INDICATORS
1. a. Details of measur		es for the well-being of employees:
Category		% of employees covered by
		Health Insurance		Accident Insurance		Maternity Benefts		Paternity Benefts		Day Care Facilities
	Total (A)	No. (B)	% (B/A)	No. (C)	%(C/A)	No.(D)	%(D/A)	No. (E)	%(E/A)	No. (F)	%(F/A)
Permanent Employees
Male	6,738	6,738	100%	6,738	100%	-	-	6,382	95%	-	-
Female	396	396	100%	396	100%	396	100%	-	-	256	65%
Total	7,134	7,134	100%	7,134	100%	396	6%	6,382	90%	256	4%
Other than Permanent Employees
Male	2,072	1,953	94%	1,953	94%	-	-	-	-	-	-
Female	158	147	93%	147	93%	158	100%	-	-	-	-
Total	2,230	2,100	94%	2,100	94%	158	7%	-	-	-	-

b. Details of measures for the well-being of workers:

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% of workers covered by
Category Health Insurance Accident Insurance Maternity Benefits Paternity Benefits Day Care Facilities
Total (A)
No. (B) % (B/A) No. (C) %(C/A) No.(D) %(D/A) No. (E) %(E/A) No. (F) %(F/A)
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Workers (Unionized Workers)	Workers (Unionized Workers)	Workers (Unionized Workers)	Workers (Unionized Workers)	Workers (Unionized Workers)	Workers (Unionized Workers)	Workers (Unionized Workers)	Workers (Unionized Workers)	Workers (Unionized Workers)	Workers (Unionized Workers)	Workers (Unionized Workers)	Workers (Unionized Workers)
Male	167	167	100%	167	100%	-	-	31	19%	-	-
Female	9	9	100%	9	100%	9	100%	-	-	-	-
Total	176	176	100%	176	100%	9	5%	31	18%	-	-
Other than Permanent Workers
Male	3,403	3,403	100%	3,403	100%	-	-	-	-	-	-
Female	182	182	100%	182	100%	-	-	-	-	-	-
Total	3,585	3,585	100%	3,585	100%	-	-	-	-	-	-

2. Details of retirement benefits, for Current and Previous Financial Year:

Sr. No.		FY 2022-23 (Current FY)	FY 2022-23 (Current FY)	FY 2022-23 (Current FY)	FY 2021-22 (Previous FY)	FY 2021-22 (Previous FY)	FY 2021-22 (Previous FY)
	Benefts	No. of employees covered as a % of total employees	No. of workers covered as a % of total worker	Deducted and deposited with the authority (Y/N/N.A.)	No. of employees covered as a % of total employees	No. of workers covered as a % of total worker	Deducted and deposited with the authority (Y/N/N.A.)
1	PF	100%	100%	Yes	100%	100%	Yes
2	Gratuity	100%	100%	Yes	100%	100%	Yes
3	ESI	3%	100%	Yes	5%	100%	Yes

Accessibility of workplaces: 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, 2016? If not, whether any steps are being taken by the entity in this regard.

The Company endeavors to become a more inclusive organization wherein there is a planned refurbishment of all its facilities. The Company is committed to creating an inclusive environment for individuals with disabilities. As part of this effort, the Company has implemented wheelchair-accessible ramps and side railings to ensure accessibility and ease of movement for everyone.

Does the entity have an equal opportunity policy as per the Rights of Persons with Disabilities Act, 2016? If so, provide a web-link to the policy:

The Company does not discriminate against any of its employees and have a comprehensive Code of Conduct. The associated policies cover issues related to fraud, bribery, corruption, human rights, and discrimination and detail the relevant corrective measures. They follow the principles of equal opportunity and are consistently working towards establishing an equal opportunity policy as per the Rights of Persons with Disabilities Act, 2016.

5. Return to work and Retention rates of permanent employees and workers that took parental leave:

	Permanent Employees	Permanent Employees	Permanent Workers	Permanent Workers
Gender	Return to work rate	Retention rate	Return to work rate	Retention rate
Male	100%	93%	-*	-
Female	100%	80%	-	-
Total	100%	93%	-	-

No worker has applied for parental leave during FY 2022-23.
Is there a mechanism available to receive and redress grievances for the following categories of employees and worker? If yes, give details of the mechanism in brief:

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Category Yes/No (If yes, give details of the mechanism in brief)
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Category	Yes/No (If yes, give details of the mechanism in brief)

Permanent Workers	Permanent Employees / workers / other than permanent employees and workers are encouraged to share their concerns with their Reporting Manager or the members of the senior management. Employees can reach out independently to the Human Resource Function if they so choose to. The Company has an open-door approach, wherein any employee irrespective of hierarchy has access to the senior management. In addition, the whistle blower policy allows all our employees to report any kind of suspected or actual misconduct in the organization in an anonymous manner by dialing the toll free no (Ethics hotline 1800-102-6969) or writing e-mail [email protected]@integritymatters.in. Stakeholders other than permanent employees of the Company can also raise their grievances via e-mail to the concerned person/management. Further, the Company has Safety Committees at plants to handle grievances related to health & safety.
Other than Permanent Workers
Permanent Employees
Other than Permanent Employees

7. Membership of employees and worker in association(s) or Unions recognized by the listed entity:

Category	FY 2022-23 (Current FY)	FY 2022-23 (Current FY)	FY 2022-23 (Current FY)	FY 2021-22 (Previous FY)	FY 2021-22 (Previous FY)	FY 2021-22 (Previous FY)
	Total employees / workers in respective category (A)	No. of employees / workers in respective category, who are part of association(s) or Union (B)	% (B/A)	Total employees / workers in respective category (C)	No. of employees / workers in respective category, who are part of association(s) or Union (D)	%(D/C)
Total Permanent Employees
Male	6,738	67	1%	6,060	82	1%
Female	396	1	0.3%	368	1	0.3%
Total Permanent Workers
Male	167	123	74%	152	123	81%
Female	9	8	89%	9	7	78%

8. Details of training given to employees and workers:

Category		FY 2022-23 (Current FY)	FY 2022-23 (Current FY)	FY 2022-23 (Current FY)	FY 2022-23 (Current FY)		FY 2021-22 (Previous FY)	FY 2021-22 (Previous FY)	FY 2021-22 (Previous FY)	FY 2021-22 (Previous FY)
	Total (A)	On Health & Safety Measures		On Skill Upgradation		Total (D)	On Health & Safety Measures		On Skill Upgradation
		No. (B)	% (B/A)	No. (C)	% (C/A)		No. (E)	% (E/D)	No. (F)	% (F/D)
Total Permanent Employees
Male	6,738	2,798	42%	5,594	83%	6,060	1022	17%	2,588	43%
Female	396	207	52%	357	90%	368	95	26%	187	51%
Total	7,134	3,005	42%	5,951	83%	6,428	1,117	17%	2,775	43%
Total Permanent Workers
Male	167	167	100%	46	28%	152	152	100%	41	27%
Female	9	8	89%	3	33%	9	9	100%	2	22%
Total	176	175	99%	49	28%	161	161	100%	43	27%

9. Details of performance and career development reviews of employees and workers:

Category	FY 2022-23 (Current FY)	FY 2022-23 (Current FY)	FY 2022-23 (Current FY)	FY 2021-22 (Previous FY)	FY 2021-22 (Previous FY)	FY 2021-22 (Previous FY)
	Total employees / workers in respective category (A)	No. of employees / workers in respective category, who had a career review (B)	% (B/A)	Total employees / workers in respective category (C)	No. of employees / workers in respective category, who had a career review (D)	%(D/C)
Permanent Employees
Male	6,738	6,108	91%	6,060	5,266	87%
Female	396	349	88%	368	335	91%
Total	7,134	6,457	91%	6,428	5,601	87%
Permanent Workers
Male	167	164	98%	152	152	100%
Female	9	9	100%	9	9	100%
Total	176	173	98%	161	161	100%

Health and safety management system:

a. Whether an occupational health and safety management system has been implemented by the entity? (Yes/No) If yes, the coverage of such system?	Yes, the Occupational Health and Safety Management System has been implemented in all manufacturing facilities and Research & Development Laboratory. The health and safety management system follows ISO 45001 : 2018, which is an internationally recognized standard for ensuring occupational health and safety.
b. What are the processes used to identify work-related hazards and assess risks on a routine and non-routine basis by the entity?	I. Job Safety Analysis (“JSA”) is used for both routine and non-routine activities to carefully analyze and identify potential hazards associated with specifc tasks. II. Hazard and Operability Study (“HAZOP”) for identifying hazard related to chemical processes. III. Industrial Hygiene monitoring is used for identifying health hazards during employment. IV. Fire Risk assessment is used for identifying fre related risks. V. Periodic EHS audits by internal trained auditors and external auditing agencies.
c. Whether you have processes for workers to report the work-related hazards and to remove themselves from such risks? (Yes/No)	Yes, the Company has established efective mechanisms for reporting work-related hazards. If any worker identifes a hazard, they can promptly report it to their supervisor. The hazard observation is then recorded in the EHS portal under categories such as Unsafe Acts, Unsafe Conditions, or Near Miss incidents. The reported unsafe acts or conditions are investigated, and the progress of implementing corrective actions is closely monitored until completion. These reports are centrally reviewed during EHS performance review meetings, with attention given to their frequency and closure. Also, during the Safety committee meeting/Gemba walks, workers share any potential risk they have observed on the shop foor and the same is corrected within the time frame. In addition to this, the Company is also having suggestion box system where workers can provide their feedback/suggestion related to workplace hazards elimination/reduction measures.
d. Do the employees/ worker of the entity have access to non-occupational medical and healthcare services? (Yes/ No)	Yes, all the employees and workers are having access to non-occupational medical and health care services.

11. Details of safety related incidents, in the following format:

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Safety Incident/Number Category FY 2022-23 FY 2021-22
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Safety Incident/Number	Category	FY 2022-23	FY 2021-22
Lost Time Injury Frequency Rate (LTIFR) (per one million-person hours worked)	Employees	-	-
	Workers	0.48	0.28
Total recordable work-related injuries	Employees	-	-
	Workers	5	3
No. of fatalities	Employees	-	-
	Workers	1	1
High consequence work-related injury or ill-health (excluding fatalities)	Employees	-	-
	Workers	-	-

12. Describe the measures taken by the entity to ensure a safe and healthy workplace.

The health and safety management system are based on ISO 45001:2018, the International Standard for Occupational Health and Safety. The key focus areas remain the safety of our people by investing in technologies and processes that eliminate / minimize the interface of man and machinery. A few of the examples are automation in processes, process safety control, fire protection systems, machine guarding, tamper proof interlocks on packaging machineries etc. The processes on which we are focusing are Permit Management Systems, EHS SOPs & technical specifications implementation, Risk Assessments e.g., HAZOP, JSA, Audits etc.

At the design stage of any process, the focus is on eliminating the hazards or providing engineering controls to control the various hazards during manufacturing. The Company has implemented Project Risk Assessment (PRA) for assessing risks for all new or significant modifications of processes, plants, equipment and buildings. In our new plants automation and process control systems are being embedded as part of the design. Further, the Company has a systematic process for identification of work-related hazards through periodic assessments of workplace activities through various internal and external audits and action planning to mitigate or eliminate the identified hazards.

The Company provides Health & Safety training to all concerned during initial employment and on an annual basis. During the reporting period, the Company has implemented Pidilite Life Saving Rules (PLSR’s) which comprise of 6 rules e.g., Travel safety, permit to work system, working at height, Lifting Safety, Machine guarding & Energy isolation and Adherence to safety control system. We have a health protocol in place that includes medical screening and periodic health checks.

13. Number of Complaints on the following made by employees and workers:

Topic	FY 2022-2023	FY 2022-2023	FY 2022-2023	FY 2021-2022	FY 2021-2022	FY 2021-2022
	Filed during the year	Pending resolution at the end of year	Remarks	Filed during the year	Pending resolution at the end of year	Remarks
Working Conditions	-	NA	-	-	NA	-
Health & Safety	-	NA		-	NA

14. Assessments for the year:

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Topic % of your plants and offices that were assessed (by entity or statutory authorities or
third parties)
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Topic	% of your plants and ofces that were assessed (by entity or statutory authorities or third parties)
Health and safety practices	100% All plants were assessed by Internal Audit (every year), external audit (once in 2 years) and safety inspection by unit heads.
Working Conditions

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.

Examples of a few of the corrective actions which are taken as outcome of Incident Investigations/ Assessments are:

i. As a part of periodic assessments of workplace activities, the Company have identified six high risk areas for improvement. The six areas identified were Contractor Safety, Permit to Work, working at height, Machine guarding and energy isolation, Lifting Safety and Packaging machinery. Gap assessments have been done against the standard/ guideline requirements and the identified gaps have been closed.
ii. A targeted initiative named "360-degree guarding" was carried out to evaluate the adequacy of machinery guarding. Through this campaign, specific action plans were taken to rectify any gaps in the machine guarding.
iii. Audit was carried out by external agency for Static Electricity risk identification & recommendations are implemented for all identified gaps.
iv. To enhance overall safety culture within the Company, a comprehensive program called Pidilite Life Saving Rules (PLSR’s) was rolled out. This program placed special emphasis on critical areas like Travel Safety, Permit to Work, Working at Height, Energy Isolation and Machine guarding, Lifting Safety and Adherence to safety control system.

PRINCIPLE 4: Businesses should respect the interests of and be responsive to all its stakeholders. ESSENTIAL INDICATORS

1. Describe the processes for identifying key stakeholder groups of the entity:

The process of stakeholder engagement involves identifying key internal and external stakeholders followed by analyzing the impact of each stakeholder groups on our business and vice versa. Based on the exercise carried out, the Company has prioritized its key stakeholders to understand their expectations and concerns. Through regular interactions with the stakeholders across various channels, the Company has been able to strengthen its relationships and enhance the organizational strategy.

List stakeholder groups identified as key for your entity and the frequency of engagement with each stakeholder group:

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Stakeholder Group	Whether identifed as Vulnerable & Marginalized Group (Yes/No)	Channels of communication	Frequency of engagement (Annually/ Half yearly/ Quarterly /others – please specify)	Purpose and scope of engagement including key topics and concerns raised during such engagement

Workforce	No	• Trainings • Meetings • Email interaction • Employee satisfaction survey • Employee engagement activities • Open forums • Live chat	• Ongoing	• Skill development • Workplace satisfaction • Healthy and safe operations • Employee engagement and involvement • Career progression • Emotional and mental well-being
Customers	No	• Telephone • Email • Customer meets • Personal visits • Advertisements • Customer satisfaction reports	• Ongoing	• Availability of the product • Pricing of the product • Quality of the product • New product development • Logistics • Efcient service • Grievance redressal and transparency • Information on the safe use of products
Investors and Shareholders	No	• Media releases • Annual reports • Investor meets • Analyst meets • Contact through investor service centers • Annual general meeting • Company website	• Ongoing/ Quarterly	• Financial performance • Business growth • Business strategy • Future investments • Transparency • Good governance practices • Social responsibility • Sustainability
Dealers	No	• Helpdesk • E-business portal • Personal interaction • E-communication/ telephonic conversations • Dealer visits/meets	• Ongoing	• Product availability • Product portfolio • New product development • Market trend
Suppliers	No	• Personal interaction • Telephonic conversations • Email communication	• Ongoing	• Long-term association • Innovation opportunities

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Stakeholder Whether identified Channels of Frequency of Purpose and scope of
Group as Vulnerable & communication engagement engagement including
Marginalized Group (Annually/ Half yearly/ key topics and concerns
(Yes/No) Quarterly /others – raised during such
please specify) engagement
Local communities No • Visits • Ongoing • Health
• Meetings • Education
• Medical camps • Indirect economic
• Need assessment impact
• Sanitation
Non-governmental No • CSR initiatives • Ongoing • Support on
organizations (NGOs) • Telephonic discussions implementation of
program in Company's
focus areas
• Support for community-
based organizations
Regulatory authorities No • Industry bodies and • Need based • Regulatory compliance
forums • Community initiatives
PRINCIPLE 5: Businesses should respect and promote human rights.
ESSENTIAL INDICATORS
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1. Employees and workers who have been provided training on human rights issues and policy(ies) of the entity, in the following format:

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FY 2022-23 (Current FY) FY 2021-22 (Previous FY)
Total (A) No. of employees % (B/A) Total (C) No. of employees %(D/C)
Category
/workers covered /workers covered
(B) (D)
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Employees	Employees	Employees	Employees	Employees	Employees	Employees
Permanent	7,134	4,346	61%	6,428	4,781	74%
Other than permanent	-	-	-	-	-	-
Total Employees	7,134	4,346	61%	6,428	4,781	74%
Workers
Permanent	176	176	100%	161	161	100%
Other than permanent	-	-	-	-	-	-
Total Workers	176	176	100%	161	161	100%

Details of minimum wages paid to employees and workers, in the following format:

Category		FY 2022-23 (Current FY)	FY 2022-23 (Current FY)	FY 2022-23 (Current FY)	FY 2022-23 (Current FY)		FY 2021-22 (Previous FY)	FY 2021-22 (Previous FY)	FY 2021-22 (Previous FY)	FY 2021-22 (Previous FY)
	Total (A)	Equal to Minimum Wage		More than Minimum Wage		Total (D)	Equal to Minimum Wage		More than Minimum Wage
		No. (B)	% (B/A)	No. (C)	% (C/A)		No. (E)	% (E/D)	No. (F)	% (F/D)
Employees
Permanent
Male	6,738	-	-	6,738	100%	6,060	-	-	6,060	100%
Female	396	-	-	396	100%	368	-	-	368	100%
Other than permanent
Male	2,072	-	-	2,072	100%	1,379	-	-	1,379	100%
Female	158	-	-	158	100%	32	-	-	32	100%

Category		FY 2022-23 (Current FY)	FY 2022-23 (Current FY)	FY 2022-23 (Current FY)	FY 2022-23 (Current FY)		FY 2021-22 (Previous FY)	FY 2021-22 (Previous FY)	FY 2021-22 (Previous FY)	FY 2021-22 (Previous FY)
	Total (A)	Equal to Minimum Wage		More than Minimum Wage		Total (D)	Equal to Minimum Wage		More than Minimum Wage
		No. (B)	% (B/A)	No. (C)	% (C/A)		No. (E)	% (E/D)	No. (F)	% (F/D)
Workers
Permanent
Male	167	-	-	167	100%	152	-	-	152	100%
Female	9	-	-	9	100%	9	-	-	9	100%
Other than permanent
Male	3,403	-	-	3,403	100%	-	-	-	-	-
Female	182	-	-	182	100%	-	-	-	-	-

3. Details of remuneration/salary/wages, in the following format:

Category	Male	Male	Female	Female
	Number	Median remuneration/ salary/ wages of respective category (`in lacs)\|Number\|Median remuneration/<br>salary/ wages of<br>respective category<br>(`in lacs)
Board of Directors (BoD)	15	112.45#	02	33.9*
Key Managerial Personnel	0@	-	01	63.7*
Employees other than BoD and KMP	6,730	6.6^	395	14.1^
Workers	167	5.7^	9	5.5^

Represents median remuneration of Directors including those resigned/joined during the year.

Represent total remuneration of the Independent Directors/KMP.

@ Excludes Key Managerial Personnel who are already covered under Board of Directors

^ Represents median CTC

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. Any human rights issues are addressed to the HR function for resolution.

5. Describe the internal mechanisms in place to redress grievances related to human rights issues.

The Company has a framework that focuses on good governance, our commitment to abide by law, ensuring timely payment of employee salaries, and providing equal opportunities for all. The Company has provided various platforms to facilitate employees to express their concerns e.g. Ethics helpline, Sampark, Mypidilite etc. Any grievances are routed to the Human Resource function and in certain cases to the Ethics Committee. Necessary action is taken in line with underlying polices and regulations applicable to the workplace and the closure is intimated to the aggrieved person. Further, at the factory locations, system of open house forum called ‘Khulla Manch’ is organized periodically for grievance resolution. In addition, the Code of Conduct for Employees and the Whistle Blower Policy allows all our employees to report any kind of suspected or actual misconduct in the organization in an anonymous manner including grievances.

6. Number of Complaints on the following made by employees and workers:

Category	FY 2022-23	FY 2022-23	FY 2022-23	FY 2021-22	FY 2021-22	FY 2021-22
	Filed during the year	Pending resolution at the end of year	Remarks	Filed during the year	Pending resolution at the end of year	Remarks
Sexual Harassment	1	-	The complaint has been investigated and necessary action taken.	1	-	-
Discrimination at workplace	-	-	-	-	-	-
Child Labour	-	-	-	-	-	-
Forced Labour/ Involuntary Labour	-	-	-	-	-	-
Wages	-	-	-	-	-	-
Other human rights related issues	-	-	-	-	-	-

7. Mechanisms to prevent adverse consequences to the complainant in discrimination and harassment cases.

The Company has a well-defined Whistle Blower Policy and Grievance Redressal Procedure for employees. Any employee can raise the grievance and the same is resolved within the prescribed timelines. Further, an Internal Committee under the Sexual Harassment of Women at Workplace (Prevention, Prohibition and Redressal) Act, 2013 is also in place.

Do human rights requirements form part of your business agreements and contracts? (Yes/No)

Yes.

9. Assessments for the year:

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% of your plants and offices that were assessed
(by entity or statutory authorities or third parties)
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	% of your plants and ofces that were assessed (by entity or statutory authorities or third parties)

Child Labour	100% of Company’s plants are assessed by internal team.
Forced/involuntary Labour
Sexual harassment
Discrimination at workplace
Wages
Others – please specify

Provide details of any corrective actions taken or underway to address significant risks / concerns arising from the assessments at Question 9 above.

There were no significant risks/concern arising from the above assessments.

PRINCIPLE 6: Businesses should respect and make efforts to protect and restore the environment ESSENTIAL INDICATORS

Details of total energy consumption (in Joules or multiples) and energy intensity, in the following format:

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Parameter FY 2022-23 FY 2021-22
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Parameter	FY 2022-23	FY 2021-22
Total electricity consumption (A) (GJ)	1,91,746	1,82,225
Total fuel consumption (B) (GJ)	4,29,873	4,80,682
Energy consumption through other sources (C) (GJ)	-	-
Total energy consumption (A+B+C) (GJ)	6,21,619	6,22,907
Energy intensity per rupee of turnover (Total energy consumption/ turnover in rupees)	0.0000059	0.0000075
Energy intensity (GJ/MT)	1.61	2.03

Note: Indicate if any independent assessment/ evaluation/assurance has been carried out by an external agency? (Y/N) If yes, name of the external agency.

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.

Not Applicable, as the Company does not fall in the category of industries mandated under the PAT scheme.

Provide details of the following disclosures related to water, in the following format:

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Parameter FY 2022-23 FY 2021-22
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Water withdrawal by source (in kiloliters)	Water withdrawal by source (in kiloliters)	Water withdrawal by source (in kiloliters)
(i) Surface water	44,483	27,266
(ii) Groundwater	1,36,125	1,71,119
(iii) Third party water	5,89,100	6,16,027
(iv) Seawater / desalinated water	-	-
(v) Others	-	-
Total volume of water withdrawal (in kiloliters)	7,69,708	8,14,412
Total volume of water consumption (in kiloliters)	4,33,625	4,36,173
Water intensity per rupee of turnover(Water consumed / turnover)	0.0000041	0.0000049
Water intensity Ratio(KL/MT) (based on water withdrawal)	1.99	2.49

Note: Indicate if any independent assessment/ evaluation/assurance has been carried out by an external agency? (Y/N) If yes, name of the external agency.

4. Has the entity implemented a mechanism for Zero Liquid Discharge? If yes, provide details of its coverage and implementation.

Yes, currently we have 22 of total 33 manufacturing facilities considered as zero liquid discharge. We are continuing with our efforts to reduce fresh water consumption by applying the principles of reduce, reuse, recycle and looking for newer technologies in the field.

Please provide details of air emissions (other than GHG emissions) by the entity, in the following format:

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Parameter Unit FY 2022-23 FY 2021-22
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Parameter	Unit	FY 2022-23	FY 2021-22
NOx	Kg/Yr	17,528	16,754
SOx	Kg/Yr	18,481	14,433
Particulate matter (PM)	Kg/Yr	26,191	29,565

Note: Persistent Organic Pollutants (POP), Volatile Organic Compounds (VOC) and Hazardous Air Pollutants (HAP), are not being monitored currently.

Note: 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, Stack emissions are monitored by authorized external agency.

Name of external agencies: Padmaja Aerobiological Pvt Ltd., Navi Mumbai, Kadam Environment, Vadodara and Vimta Lab Ltd., Hyderabad.

6. Provide details of greenhouse gas emissions (Scope 1 and Scope 2 emissions) & its intensity in following format:

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Parameter Unit FY 2022-23 FY 2021-22
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Parameter	Unit	FY 2022-23	FY 2021-22
Total Scope 1 emissions	tCO2e	9,881	12,100
Total Scope 2 emissions	tCO2e	33,286	32,874
Total Scope 1 and Scope 2 emissions per crore rupee of turnover	tCO2e / Rupee turnover	0.00000041	0.00000051
Total Scope 1 and Scope 2 emission intensity	tCO2e/MT	0.11	0.14

Note: Indicate if any independent assessment/ evaluation/assurance has been carried out by an external agency? (Y/N) If yes, name of the external agency.

No

7. Does the entity have any project related to reducing Green House Gas emission? If yes, then provide detail.

Yes. With the goals of minimizing carbon footprint and mitigating climate change risks, the Company has undertaken several initiatives to shift to less carbon intensive / renewable fuels. Some of the initiatives include conversion of coal fired boiler into briquette boiler, change of boiler fuel from Furnace oil to PNG. Also new solar panels have been installed in our units and windmills have been maintained to generate electricity in order to reduce the GHG emissions.

8. Provide details related to waste management by the entity, in the following format:

Category of Waste	FY 2022-23	FY 2021-22
Total Waste generated (in metric tonnes)
Plastic waste (A) MT	1,120	825
E-waste (B) MT	4.0	14.7
Bio-medical waste (C)MT	2.7	1.6
Construction and demolition waste (D) MT	422	188
Battery waste (E) MT	10.7	3.7
Radioactive waste (F)	-	-
Other Hazardous waste. Please specify if any (G) MT	5,463	6,492
Other Non-hazardous waste generated (H). Please specify, if any MT	1,601	1,901
Total Waste Disposed (A+B + C + D + E + F + G + H) MT	8,623	9,426
For each category of waste generated, total waste recovered through recycling, re-using or other recovery operations (in metric tonnes)
Category of Waste: Plastic Waste (in Metric Tonnes)
i. Recycled	1,120	825
ii. Reused	-	-
iii. Other recovery operations	-	-
Category of Waste: E-Waste (in Metric Tonnes)
i. Recycled	4.0	14.7
ii. Reused	-	-
iii. Other recovery operations	-	-
Category of Waste: Biomedical Waste (in Metric Tonnes)
i. Recycled	-	-
ii. Reused	-	-
iii. Other recovery operations	-	-
Category of Waste: Construction and Demolition Waste (in Metric Tonnes)
i. Recycled	-	-
ii. Reused	422	188
iii. Other recovery operations	-	-
Category of Waste: Battery Waste (in Metric Tonnes)
i. Recycled	10.7	3.7
ii. Reused	-	-

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Category of Waste FY 2022-23 FY 2021-22
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iii. Other recovery operations	-	-
Category of Waste: Hazardous Waste (in Metric Tonnes)
i. Recycled	953	1,190
ii. Reused	-	-
iii. Other recovery operations	-	-
Category of Waste: Non-Hazardous Waste (in Metric Tonnes)
i. Recycled	368	793
ii. Reused	-	-
iii. Other recovery operations	-	-
For each category of waste generated, total waste disposed by nature of disposal method (in metric tonnes)
Category of Waste: Plastic Waste (in Metric Tonnes)
i. Incineration	-	-
ii. Landflling	-	-
iii. Other disposal operations – Co-processing	-	-
Category of Waste: E-Waste (in Metric Tonnes)
i. Incineration	-	-
ii. Landflling	-	-
iii. Other disposal operations – Co-processing	-	-
Category of Waste: Biomedical Waste (in Metric Tonnes)
i. Incineration	2.7	1.6
ii. Landflling	-	-
iii. Other disposal operations – Co-processing	-	-
Category of Waste: Construction and demolition waste (in Metric Tonnes)
i. Incineration	-	-
ii. Landflling	-	-
iii. Other disposal operations – Co-processing	-	-
Category of Waste: Battery Waste (in Metric Tonnes)
i. Incineration	-	-
ii. Landflling	-	-
iii. Other disposal operations – Co-processing	-	-
Category of Waste: Non Hazardous Waste (in Metric Tonnes)
i. Incineration	-	-
ii. Landflling	1,233	1,108
iii. Other disposal operations – Co-processing	-	-
Category of Waste: Hazardous Waste (in Metric Tonnes)
i. Incineration	637	489
ii. Landflling	3,873	4,813
iii. Other disposal operations – Co-processing	-	-

Note: Indicate if any independent assessment/ evaluation/assurance has been carried out by an external agency? (Y/N) If yes, name of the external agency.

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:

The Company is committed to minimizing its waste disposal intensity, adopting practices of waste reduction, reuse and recycling. Some of the initiatives undertaken are shifting to bulk raw material storage from drum packs, reuse / recycling of packing materials, recycling of equipment wash water, etc. The Company keeps track of its waste disposal intensity and has set KPI for year-on-year reduction. Details of the initiatives are further disclosed in annual sustainability reports available in the public domain at https://pidilite.com/sustainability/.

If the entity has operations/offices 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:

None of the manufacturing facilities or offices of the Company falls in or around ecologically sensitive areas.

Details of environmental impact assessments of projects undertaken by the entity based on applicable laws, in the current financial year:

During the financial year 2022-23, no environmental impact assessments of projects were undertaken.

Is the entity compliant with the applicable environmental law/ 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:

Yes, the Company is in compliance with the applicable environmental legislation.

PRINCIPLE 7: Businesses when engaging in influencing public and regulatory policy, should do so in a manner that is responsible and transparent

ESSENTIAL INDICATORS

a) Number of affiliations with trade and industry chambers/ associations

We are part of 5 leading industry bodies amongst many other associations.

b) List the top 10 trade and industry chambers/ associations (determined based on the total members of such body) the entity is a member of/ affiliated to.

S. No.	Name of the trade and industry chambers/ associations	Reach of trade and industry chambers/ associations (State/National)
1	Federation of Indian Chambers of Commerce and Industry	National
2	Indian Chemical Council	National
3	Confederation of Indian Industry	National
4	National Chemical Laboratory	National
5	The Advertising Standards Council of India	National

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

No cases were reported related to anti-competitive conduct.

PRINCIPLE 8: Businesses should promote inclusive growth and equitable development.

ESSENTIAL INDICATORS

Details of Social Impact Assessments (SIA) of projects undertaken by the entity based on applicable laws, in the current financial year.

Not Applicable

Provide information on project(s) for which ongoing Rehabilitation and Resettlement (R&R) is being undertaken by your entity:

Not Applicable

3. Describe the mechanisms to receive and redress grievances of the community:

The Company has always believed in contributing to the betterment of the society where it operates. With this objective, the Company is proactively supporting various social and community initiatives for the past several years, even before the concept of Corporate Social Responsibility and statutory requirements thereof came into existence. The Company engages with different stakeholders of the community like farmers, women self-help groups, children through different programs in the areas of agriculture and horticulture, Farmer Producer Organizations, Animal husbandry, initiatives for women, sanitation, water conservation, education, health care and different social and community initiatives. The Company has different engagement programs with stakeholders such as monthly farmers meeting, self-help group women meeting as well as open house programs.

Details of some of such initiatives are given below:

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S. No. CSR Project No of persons benefited from CSR Projects % of beneficiaries from
vulnerable and marginalized
group
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S. No.	CSR Project	No of persons benefted from CSR Projects	% of benefciaries from vulnerable and marginalized group

1	Agriculture	18,000 farmers	100% of the projects serve the intended benefciaries. Please refer to the Social & Community Initiatives section in the Annual Report.
2	Farmer Producer Organization	1,171 farmers
3	Animal Husbandry	821 farmers
4	Water Harvesting and Conservation	Development of 56 check dams, 13 ponds deepening and 36 farm ponds for the year 2022-23.
5	Women Initiative	7,853 women
6	Education	Covered 155 Government Primary Schools through WaGaLe, Digitization and other initiatives.
7	Skill	More than 18,600 students
8	Health (Treatment, vaccination, and others)	More than 45,500 patients

Percentage of input material (inputs to total inputs by value) sourced from local or small-scale suppliers:

	FY 2022-23	FY 2021-22
Directly sourced from MSMEs/ Small producers	13%	10%
Sourced directly from within the district and neighboring districts	66%	46%

PRINCIPLE 9: Businesses should engage with and provide value to their consumers in responsible manner. ESSENTIAL INDICATORS

1. Describe the mechanisms in place to receive and respond to consumer complaints and feedback:

The Company has an online complaint management system where all customer complaints are recorded. Upon receipt of the complaints, these are investigated and based on the root cause analysis the corrective and preventive actions are taken. The feedback of the actions are communicated back to the complaint initiator.

2. Turnover of products and services as a percentage of turnover from all products/service that carry information about:

	As a percentage to total turnover
Environmental and Social parameters relevant to the product	100
Safe and responsible usage	100
Recycling and/or safe disposal	100

3. Number of consumer complaints:

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FY 2022-23 FY 2021-22
Received during Pending Remarks Received during Pending Remarks
the year resolution at the the year resolution at the
end of year end of year
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	FY 2022-23	FY 2022-23		FY 2021-22	FY 2021-22
	Received during the year	Pending resolution at the end of year	Remarks	Received during the year	Pending resolution at the end of year	Remarks

Data privacy	Nil	-	-	Nil	-	-
Advertising	2	-	-	Nil	-	-
Cyber-security	Nil	-	-	Nil	-	-
Delivery of essential services	NA	-	-	NA	-	-
Restrictive Trade Practices	Nil	-	-	Nil	-	-
Unfair Trade Practices	Nil	-	-	Nil	-	-
Others (Product related complaints)	2,612	3	-	1,580	11	-

Details of instances of product recalls on account of safety issues:

	Number	Reason for recall
Voluntary recalls	-	NA
Forced recalls	-	NA

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 has an Information Security Policy to guide on the controls to be incorporated under security domains for appropriate use of Information and Information Technology within the business. The policy is applicable to all employees, vendors, contractors, consultants and other temporary workers of the Company and its subsidiaries. The policy is available on the Company’s intranet.

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:

There are no product complaints, which have attracted penal action by regulatory authorities during the reporting period.

STANDSTAN ALONE FINANCIAL STATEMENTS

I N D E P E N D E N T A U D I T O R ’ S R E P O R T

TO THE MEMBERS OF PIDILITE INDUSTRIES LIMITED

Report on the Audit of the Standalone Financial Statements Opinion

We have audited the accompanying standalone financial statements of Pidilite Industries Limited (“the Company”), which comprise the Balance Sheet as at 31[st] March, 2023, and the Statement of Profit and Loss (including Other Comprehensive Income), the Statement of Cash Flows and the Statement of Changes in Equity for the year then ended, and 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 Companies Act, 2013 (“the Act”) in the manner so required and give a true and fair view in conformity with the Indian Accounting Standards prescribed under section 133 of the Act read with the Companies (Indian Accounting Standards) Rules, 2015, as amended, (“Ind AS”) and other accounting principles generally accepted in India, of the state of affairs of the Company as at 31[st] March 2023, and its profit, total comprehensive income, its cash flows and the changes in equity for the year ended on that date.

Basis for Opinion

We conducted our audit of the standalone financial statements in accordance with the Standards on Auditing (SAs) specified under section 143(10) of the Act. Our responsibilities under those Standards are further described in the Auditor’s Responsibility for the Audit of the Standalone 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 (ICAI) together with the ethical requirements that are relevant to our audit of the standalone financial statements under the provisions of the Act and the Rules made thereunder, and we have fulfilled our other ethical responsibilities in accordance with these requirements and the ICAI’s Code of Ethics. We believe that the audit evidence obtained by us is sufficient and appropriate to provide a basis for our audit opinion on the standalone 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 standalone financial statements of the current period. These matters were addressed in the context of our audit of the standalone financial statements as a whole, and in forming our opinion thereon, and we do not provide a separate opinion on these matters. We have determined the matters described below to be the key audit matters to be communicated in our report.

Key Audit Matter Impairment of Investment in certain subsidiaries (Refer Note 7 of the Standalone Financial Statements)

Key Audit Matter Principal audit procedures performed Impairment of Investment in To evaluate impairment of certain subsidiaries (Refer Note investment in these two 7 of the Standalone Financial subsidiaries, our procedures Statements) included: The standalone financial a) Evaluated the design and statements of the Company implementation of the includes investment in two controls over identification subsidiaries, located at Brazil and of impairment indicators Middle East, aggregating and review of the 165.98 crores (as at 31[st] March, impairment assessment of 2023) which is measured at cost investment in subsidiaries less impairment and is tested and tested the operating for impairment if there are any effectiveness of these indicators of impairment. Due to controls. material accumulated losses being b) Validating impairment incurred by these subsidiaries, models through testing of the Company’s management the mathematical accuracy has tested these investments and verifying the application for impairment in accordance of the input assumptions. with Ind AS 36. For impairment testing, management determines c) Assessed the recoverable amount, using appropriateness of the discounted cash flow projections, forecast cash flows within which represent management’s the budgeted period based best estimate about future on the understanding of the developments and takes into business. account past experience. d) Considered historical forecasting accuracy, by Key assumptions on which comparing previously management has based its forecasted cash flows to determination of recoverable actual results achieved. amount include estimated longterm growth rates, discount rate, e) Compared the assumptions estimated sales growth rate and made by the management estimated operating margins. of the Company with Management has obtained comparable benchmarks in fair value of investments from relation to key inputs such independent valuation experts as long-term growth rates for investments in the said two and discount rates with the subsidiaries. assistance of our fair value specialists We have identified this as a key f) Performed sensitivity audit matter as determination analysis on the key of recoverable amount involves assumptions such as longsignificant judgements, as regards term growth rates and to reasonableness of assumptions discount rates, to ascertain involved in estimating future the extent of change in cash flows of these subsidiaries those assumptions that and in determining the discount would be required for rate to be used. Changes in these the investment in these assumptions could impact the subsidiaries to be impaired results of the impairment further. assessment.

Information Other than the Financial Statements and Auditor’s Report Thereon (“other information”).

The Company’s Board of Directors is responsible for the other information. The other information comprises the information included in the Management Discussion and Analysis, Directors’ Report including Annexures to Directors’ Report, Business Responsibility and Sustainability Report, Corporate Governance and Information for Shareholder, but does not include the

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consolidated financial statements, standalone financial statements and our auditor’s 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 materially inconsistent with the standalone financial statements or our knowledge obtained during the course of our 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 report in 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 Act with respect to the preparation of these standalone financial statements that give a true and fair view of the financial position, financial performance including other comprehensive income, cash flows and changes in equity of the Company in accordance with the Ind AS and other accounting principles generally accepted in India. This responsibility also includes maintenance of adequate accounting records in accordance with the provisions of the Act for safeguarding 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 statement that give a true and fair view and are free from material misstatement, whether due to fraud or error.

In preparing the standalone financial statements, management is responsible for assessing the Company’s ability to continue as a going concern, disclosing, as applicable, matters related to going concern and using the going concern basis of accounting unless the Board of Directors either intends to liquidate the Company or to cease operations, or has no realistic alternative but to do so.

The Company’s Board of Directors are also responsible for overseeing the Company’s financial reporting process.

Auditor’s Responsibility for the Audit of the Standalone Financial Statements

Our objectives are to obtain reasonable assurance about whether the standalone 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 material 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 standalone 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 material misstatement of the standalone 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 override of internal control.

Obtain an understanding of internal financial control relevant to the audit in order to design audit procedures that are appropriate in the circumstances. Under section 143(3)(i) of the Act, we are also responsible for expressing our opinion on whether the Company has adequate internal financial controls with reference to standalone 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 the management.
Conclude on the appropriateness of management’s use of the going concern basis of accounting and, based on the audit evidence obtained, whether a material uncertainty exists related to events or conditions that may cast significant doubt on the Company’s ability to continue as a going concern. 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 standalone 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 a going concern.
Evaluate the overall presentation, structure and content of the standalone financial statements, including the disclosures, and whether the standalone 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 reasonably knowledgeable user of the standalone financial statements may be influenced. We consider quantitative materiality and qualitative factors in (i) planning the scope of our audit work 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 internal control that we identify during our audit.

We also provide those charged with governance with a 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 safeguards.

From the matters communicated with those charged with governance, we determine those matters that were of most significance in the audit of the standalone financial statements of the current period and are therefore the key audit matters. We describe these matters in our auditor’s 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.

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Report on Other Legal and Regulatory Requirements

As required by Section 143(3) of the Act, based on our audit 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 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 Statement of Cash Flows and Statement of Changes in Equity dealt with by this Report are in agreement with the books of account.
d) In our opinion, the aforesaid standalone financial statements comply with the Ind AS specified under Section 133 of the Act.
e) On the basis of the written representations received from the directors as on 31[st] March, 2023 taken on record by the Board of Directors, none of the directors is disqualified as on 31[st] March, 2023 from being appointed as a director in terms of Section 164(2) of the Act.
f) With respect to the adequacy of the internal financial controls with reference to standalone financial statements of the Company and the operating effectiveness of such controls, refer to our separate Report in “Annexure A”. Our report expresses an unmodified opinion on the adequacy and operating effectiveness of the Company’s internal financial controls with reference to standalone financial statements.
g) With respect to the other matters to be included in the Auditor’s Report in accordance with the requirements of section 197(16) of the Act, as amended, In our opinion and to the best of our information and according to the explanations given to us, the remuneration paid by the Company to its directors during the year is in accordance with the provisions of section 197 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 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.
- ii. The Company did not have any long-term contracts including derivative contracts for which there were any material foreseeable losses.
- iii. There has been no delay in transferring amounts, required to be transferred, to the Investor Education and Protection Fund by the Company.
- iv. (a) The Management has represented that, to the best of it’s knowledge and belief, other than as disclosed in the note 53(a) to the financial statements no funds 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(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 by or on behalf of the Company (“Ultimate Beneficiaries”) or provide any guarantee, 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 disclosed in the note 54(h) to the financial statements, no funds have been received 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 shall, directly or indirectly, lend or invest in other persons or entities identified in any manner whatsoever by or on behalf of the Funding Party (“Ultimate Beneficiaries”) or provide any guarantee, security or the like on behalf of the Ultimate Beneficiaries.

  - (c) Based on the audit procedures performed 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) and (b) above, contain any material misstatement.

v. (a) The final dividend proposed in the previous year, declared and paid by the Company during the year is in accordance with section 123 of the Act, as applicable.
- (b) The Company did not declare any interim dividend in the current year.
- (c) As stated in note 20(b) to the financial statements, the Board of Directors of the Company has proposed final dividend for the year which is subject to the approval of the members at the ensuing Annual General Meeting. The dividend proposed is in accordance with section 123 of the Act, as applicable.
vi. Proviso to Rule 3(1) of the Companies (Accounts) Rules, 2014 for maintaining books of account using accounting software which has a feature of recording audit trail (edit log) facility is applicable to the Company w.e.f. 1[st] April 2023, and accordingly, reporting under Rule 11(g) of Companies (Audit and Auditors) Rules, 2014 is not applicable for the financial year ended 31[st] March, 2023.
As required by the Companies (Auditor’s Report) Order, 2020 (“the Order”) issued by the Central Government in terms of Section 143(11) of the Act, we give in “Annexure B” a statement on the matters specified in paragraphs 3 and 4 of the Order.

For DELOITTE HASKINS & SELLS LLP Chartered Accountants (Firm’s Registration No. 117366W/W-100018)

N. K. Jain (Partner) (Membership No. 045474) UDIN: 23045474BGYOVK3116 Place: Mumbai Date: 8[th] May, 2023

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A N N E X U R E “A ” T O T H E I N D E P E N D E N T A U D I T O R ’ S R E P O R T

TO THE MEMBERS OF PIDILITE INDUSTRIES LIMITED FOR THE YEAR ENDED 31[ST] MARCH, 2023

(Referred to in paragraph 1(f) under ‘Report on Other Legal and Regulatory Requirements’ section of our report of even date)

Report on the Internal Financial Controls with reference to standalone financial statements under Clause (i) of Sub-section 3 of Section 143 of the Companies Act, 2013 (“the Act”)

We have audited the internal financial controls with reference to standalone financial statements of Pidilite Industries Limited (“the Company”) as of 31[st] March, 2023 in conjunction with our audit of the standalone Ind AS financial statements of the Company for the year ended on that date.

Management’s Responsibility for Internal Financial Controls

The Company’s management is responsible for establishing and maintaining internal financial controls with reference to standalone financial statements based on the internal control with reference to standalone financial statements criteria established by the Company considering the essential components of internal control 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 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 Company's internal financial controls with reference to standalone financial statements of the 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 with reference to standalone financial statements. 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 internal financial controls with reference to standalone financial statements 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 with reference to standalone financial statements and their operating effectiveness. Our audit of internal financial controls with reference to standalone financial statements included obtaining an understanding of internal financial controls with reference to standalone financial statements, assessing the risk that a material weakness exists, and testing and evaluating the design and operating effectiveness of internal control based on the assessed risk. The procedures selected depend on the auditor’s judgement, 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 controls with reference to standalone financial statements.

Meaning of Internal Financial Controls with reference to standalone financial statements

A company's internal financial control with reference to standalone financial statements 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 internal financial control with reference to standalone financial statements 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.

Inherent Limitations of Internal Financial Controls with reference to standalone financial statements

Because of the inherent limitations of internal financial controls with reference to standalone financial statements, including the possibility of collusion or improper management override of controls, material misstatements due to error or fraud may occur and not be detected. Also, projections of any evaluation of the internal financial controls with reference to standalone financial statements to future periods are subject to the risk that the internal financial control with reference to standalone financial statements may become inadequate because of changes in conditions, or that the degree of compliance with the policies or procedures may deteriorate.

Opinion

In our opinion, to the best of our information and according to the explanations given to us, the Company has, in all material respects, an adequate internal financial controls with reference to standalone financial statements and such internal financial controls with reference to standalone financial statements were operating effectively as at 31[st] March, 2023, based on the criteria for internal financial control with reference to standalone financial statements established by the Company considering the essential components of internal control stated in the Guidance Note on Audit of Internal Financial Controls Over Financial Reporting issued by the Institute of Chartered Accountants of India.

For DELOITTE HASKINS & SELLS LLP

Chartered Accountants

(Firm’s Registration No. 117366W/W-100018)

N. K. Jain (Partner)

(Membership No. 045474) UDIN: 23045474BGYOVK3116

Place: Mumbai Date: 8[th] May, 2023

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A N N E X U R E “ B ” T O T H E I N D E P E N D E N T A U D I T O R ’ S R E P O R T

TO THE MEMBERS OF PIDILITE INDUSTRIES LIMITED FOR THE YEAR ENDED 31[ST] MARCH, 2023

(Referred to in paragraph 2 under ‘Report on Other Legal and Regulatory Requirements’ section of our report of even date)

In terms of the information and explanations sought by us and given by the Company and the books of account and records examined by us in the normal course of audit and to the best of our knowledge and belief, we state that:

(i) In respect of the Company’s Property, Plant and Equipment and Intangible Assets:
(a) (A) The Company has maintained proper records showing full particulars, including quantitative details and situation of property, plant and equipment, capital work-in progress and relevant details of right-of-use assets.
- (B) The Company has maintained proper records showing full particulars of intangible assets.
(b) The Company has a program of physical verification of its property, plant and equipment, capital work-in-progress and right-of-use assets so to cover all the items once in every 3 years which, in our opinion, is reasonable having regard to the size of the Company and the nature of its assets. Pursuant to the program, certain property, plant and equipment were due for verification during the year and were physically verified by the Management during the year. According to the information and explanations given to us, no material discrepancies were noticed on such verification.
(c) Based on our examination of the registered sale deed /transfer deed / conveyance deed provided to us, we report that, the title deeds of all the immovable properties, (other than immovable properties where the Company is the lessee and the lease agreements are duly executed in favour of the Company) disclosed in the financial statements included in property, plant and equipment and capital work-in progress are held in the name of the Company as at the balance sheet date.
(d) The Company has not revalued any of its Property, Plant and Equipment (including Right of Use assets) and intangible assets during the year.
(e) No proceedings have been initiated during the year or are pending against the Company as at 31[st] March, 2023 for holding any benami property under the Benami Transactions (Prohibition) Act, 1988 (as amended in 2016) and rules made thereunder.
(ii) In respect of the Company’s Inventories:
(a) The inventories except for goods in transit, were physically verified during the year by the Management at reasonable intervals. In our opinion and based on information and explanations given to us, the coverage and procedure of such verification by the Management is appropriate having regard to the size of the Company and the nature of its operations. In respect of goods in transit, the goods have been received / delivered subsequent to the year end.

No discrepancies of 10% or more in the aggregate for each class of inventories were noticed on such physical verification of inventories when compared with books of account.

(b) The Company has been sanctioned working capital limits in excess of 5 crores, in aggregate, throughout the year, from banks on the basis of security of current assets. In our opinion and according to the information and explanations given to us, the quarterly statement comprising stock statement, statements on ageing analysis of the debtors, payable statements filed by the Company with such banks are in agreement with the unaudited books of account of the Company of the respective quarters.
(iii) The Company has made investments in, provided guarantees and granted unsecured loans to subsidiary companies or any other parties during the year, in respect of which:
(a) The Company has provided loans and stood guarantees during the year and details of which are given below:

( in crores)

	Loans	Guarantees
A. Aggregate amount provided during the year:
- Subsidiaries	-	102.83
- Associates	2.04	-
- Others	8.21	-
B. Balance Outstanding as at balance sheet date in respect of above cases*
- Subsidiaries	-	205.17
- Associates	2.04	-
- Others	11.04	-
* includes opening balance.

The Company has not provided any advances in the nature of loans and security to any other entity during the year.

(b) The investments made, guarantees provided and the terms and conditions of the all above mentioned loans provided during the year are, in our opinion, prima facie, not prejudicial to the Company’s interest.
(c) In respect of loans granted by the Company, the schedule of repayment of principal and payment of interest has been stipulated and the repayments of principal amounts and receipts of interest are regular as per stipulation.
(d) In respect of loans granted by the Company, there is no overdue amount remaining outstanding as at the balance sheet date.

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(e) No loan granted by the Company which has fallen due during the year, has been renewed or extended or fresh loans granted to settle the overdue of existing loans given to the same parties.
(f) The Company has not granted any loans either repayable on demand or without specifying any terms or period of repayment during the year. Hence, reporting under clause (iii)(f) is not applicable.
(iv) The Company has complied with the provisions of Sections 185 and 186 of the Companies Act, 2013 in respect of loans granted, investments guarantees and securities provided, as applicable.
(v) The Company has not accepted any deposit or amounts which are deemed to be deposits. Hence, reporting under clause (v) of the Order is not applicable.
(vi) The maintenance of cost records has been specified by the Central Government under section 148(1) of the Companies Act, 2013. We have broadly reviewed the cost records maintained by the Company pursuant to the Companies (Cost Records and Audit) Rules, 2014, as amended and prescribed by the Central

Government for maintenance of cost records under sub-section (1) of Section 148 of the Companies Act, 2013, and are of the opinion that, prima facie, the prescribed cost records have been made and maintained by the company. We have, however, not made a detailed examination of the cost records with a view to determine whether they are accurate or complete.

(vii) In respect of statutory dues:
(a) Undisputed statutory dues, including Goods and Service tax, Provident Fund, Employees’ State Insurance, Income-tax, Sales Tax, Service Tax, duty of Custom, duty of Excise, Value added tax, Cess and other material statutory dues applicable to the Company have been regularly deposited by it with the appropriate authorities in all cases during the year.

There were no undisputed amounts payable in respect of Goods and Service tax, Provident Fund, Employees’ State Insurance, Income-tax, Sales Tax, Service Tax, duty of Custom, duty of Excise, Value added tax, Cess and other material statutory dues in arrears as at 31[st] March, 2023 for a period of more than six months from the date they became payable.

(b) Details of statutory dues referred to in sub-clause (a) above which have not been deposited as on 31[st] March, 2023 on account of disputes are given below:

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Name of Statute Nature of Dues Forum where Dispute is Pending Period to which the Amount Relates Amount
( in crores)
Income Tax Act, 1961 Income Tax Commissioner (Appeals) AY 2007-08, AY 2010-11 to AY 2014-15, 22.20
AY 2017-18, AY 2018-19
Income Tax TDS Commissioner (Appeals) AY 2013-14 to 2019-20 37.20
Income Tax Act, 1961 – Total 59.40 []
Goods and Service tax Goods and Additional Commissioner 2017-18 0.08
Act, 2017 Service tax
Goods and Pending to be filed at 2019-20 0.75
Service tax 1 [st] Appeallate
Goods and Service tax Act, 2017 – Total 0.83 []
Finance Act, 1994 Service Tax The Customs, Excise & Service Tax 2006-07 to 2011-12, 11.59
Appellate Tribunal (CESTAT) 2013-14
Finance Act, 1994 – Total 11.59 [@]
Central Excise Act, 1944 Excise Duty in Commissioner of Central Excise 2016-17 & 2017-18 0.13
Various States (Appeals) (Upto Jun'2017)
Excise Duty in The Customs, Excise & Service Tax 2007-08 to 2008-09 and 0.65
Various States Appellate Tribunal (CESTAT) 2011-12 to 2016-17
Excise Duty in High Court 2010-11 to 2016-17 2.55
Various States
Central Excise Act, 1944 – Total 3.33 [#]
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Name of Statute Nature of Dues Forum where Dispute is Pending Period to which the Amount Relates Amount
( in crores)
Sales Tax Act Sales Tax in Assessing officer 2004-05, 2005-06, 6.09
Various States 2009-10 to 2015-16
Sales Tax in Commissioner of Sales Tax 2008-09 0.25
Various States
Sales Tax in Additional Commissioner 2002-03, 2008-09 to 16.84
Various States Apr 2017-Jun 2017
Sales Tax in Deputy commissioner of Sales Tax 1994-95, 2005-06 to 0.36
Various States 2012-13
Sales Tax in Joint commissioner of Sales Tax 2002-03, 2009-10 to 69.06
Various States Apr 2017-Jun 2017
Sales Tax in West Revision Board 2004-05 0.59
Bengal
Sales Tax in Sales Tax Tribunal 1999-00, 2002-03, 2005-06, 2006-07, 29.63
Various States 2009-10 to 2016-17
Sales Tax in High Court 2003-04, 2005-06 to 2010-11, 7.19
Various States 2012-13 to 2014-15
Sales Tax Act – Total 130.01^
Maharashtra Municipal Local Body Tax High Court FY 2015-16 to FY 2017-18 13.01
Corporation Act, 1949 (Upto June 2017)
Municipal Corporation Act, 1949 – Total 13.01^^
Net of 39.02 crores paid under protest @ Net of 0.33 crores paid under protest
Net of 0.08 crores is paid under protest ^ Net of 31.71 crores paid under protest
# Net of 0.05 crores paid under protest ^^ Net of 0.61 crores paid under protest
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(viii) There were no transactions relating to previously unrecorded income that were surrendered or disclosed as income in the tax assessments under the Income Tax Act, 1961 (43 of 1961) during the year.
(ix) (a) In our opinion, the Company has not defaulted in the repayment of loans or other borrowings or in the payment of interest thereon to any lender during the year.
(b) The Company has not been declared wilful defaulter by any bank or financial institution or government or any government authority.
(c) The Company has not taken any term loan during the year and there are no unutilized term loans at the beginning of the year and hence, reporting under clause (ix)(c) of the Order is not applicable.
(d) On an overall examination of the financial statements of the Company, funds raised on short-term basis have, prima facie, not been used during the year for long-term purposes by the Company.
(e) On an overall examination of the financial statements of the Company, 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 ventures.
(f) The Company has not raised loans during the year on the pledge of securities held in its subsidiaries or joint ventures or associate companies and hence reporting on clause 3(ix)(f) of the Order is not applicable.
(x) (a) The Company has not issued any of its securities (including debt instruments) during the year and hence reporting under clause (x)(a) of the Order is not applicable.
(b) During the year, the Company has not made any preferential allotment or private placement of shares or convertible debentures (fully or partly or optionally) and hence reporting under clause (x)(b) of the Order is not applicable to the Company.

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(xi) (a) No fraud by the Company and no material fraud on the Company has been noticed or reported during the year.
(b) No report 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 and Auditors) Rules, 2014 with the Central Government, during the year and upto the date of this report.
(c) We have taken into consideration the whistle blower complaints received by the Company during the year (and upto the date of this report) and provided to us, when performing our audit.
(xii) The Company is not a Nidhi Company and hence reporting under clause (xii) of the Order is not applicable.
(xiii) In our opinion, the Company is in compliance with Section 177 and 188 of the Companies Act, 2013, where applicable, for all transactions with the related parties and the details of related party transactions have been disclosed in the financial statements etc. as required by the applicable accounting standards.
(xiv) (a) In our opinion, the Company has an adequate internal audit system commensurate with the size and the nature of its business.
(b) We have considered, the internal audit reports for the year under audit, issued to the Company during the year and till date when performing our audit procedures.
(xv) In our opinion, during the year the Company has not entered into any non-cash transactions with any of its directors or directors of its subsidiary company, associate company or persons connected with such directors and hence provisions of section 192 of the Companies Act, 2013 are not applicable to the Company.
(xvi) (a) The Company is not required to be registered under section 45-IA of the Reserve Bank of India Act, 1934. Hence, reporting under clause (xvi)(a), (b) and (c) of the Order is not applicable.
(xix) 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 and our knowledge of the Board of Directors and Management plans and based on our examination of the evidence supporting the assumptions, nothing has come to our attention, which causes us to believe that any material uncertainty exists as on the date of the audit report indicating that Company is not 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 the future viability of the Company. We further state that our reporting is based on the facts up to 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) The Company has fully spent the required amount towards Corporate Social Responsibility (CSR) and there are no unspent CSR amount for the year requiring a transfer to a Fund specified in Schedule VII to the Companies Act or special account in compliance with the provision of sub-section (6) of section 135 of the said Act. Accordingly, reporting under clause (xx) of the Order is not applicable for the year.

For DELOITTE HASKINS & SELLS LLP Chartered Accountants (Firm’s Registration No. 117366W/W-100018)

N. K. Jain (Partner) (Membership No. 045474) UDIN: 23045474BGYOVK3116

Place: Mumbai Date: 8[th] May, 2023

(d) The Group does not have any CIC as part of the group and accordingly reporting under clause (xvi) (d) of the Order is not applicable.
(xvii) The Company has not incurred cash losses during the financial year covered by our audit and the immediately preceding financial year.
(xviii) There has been no resignation of the statutory auditors of the Company during the year.

107

B A L A N C E S H E E T

as at 31[st] March 2023

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( in crores)
Particulars Note No. As at 31 [st] March 2023 As at 31 [st] March 2022
(refer Note 56)
ASSETS
1 Non-Current Assets
(a) Property, Plant and Equipment 4 1,443.37 1,322.77
(b) Right of Use Assets 5 272.95 170.95
(c) Capital Work-In-Progress 4 351.00 207.34
(d) Goodwill 6 1,184.85 1,184.85
(e) Other Intangible Assets 6 1,536.24 1,556.88
(f) Financial Assets
(i) Investments 7 1,003.91 914.46
(ii) Loans 10 6.20 5.05
(iii) Other Financial Assets 12 34.95 19.45
(g) Income Tax Assets (net) 17 137.21 129.92
(h) Other Non-Current Assets 18 47.76 42.20
Total Non-Current Assets 6,018.44 5,553.87
2 Current Assets
(a) Inventories 16 1,561.24 1,441.92
(b) Financial Assets
(i) Investments 8 442.71 170.31
(ii) Trade Receivables 9 1,305.12 1,211.93
(iii) Cash and Cash Equivalents 14 153.30 147.70
(iv) Bank balances other than (iii) above 15 2.75 2.87
(v) Loans 11 23.96 17.81
(vi) Other Financial Assets 13 7.70 11.40
(c) Other Current Assets 19 164.91 180.56
Total Current Assets 3,661.69 3,184.50
TOTAL ASSETS 9,680.13 8,738.37
EQUITY AND LIABILITIES
EQUITY
(a) Equity Share Capital 20 50.83 50.83
(b) Other Equity 21 7,057.33 6,292.87
Total Equity 7,108.16 6,343.70
LIABILITIES
1 Non-Current Liabilities
(a) Financial Liabilities
(i) Lease Liabilities 143.15 66.94
(ii) Other Financial Liabilities 24 14.45 19.94
(b) Provisions 26 64.62 56.22
(c) Deferred Tax Liabilities (net) 28 376.51 388.53
Total Non-Current Liabilities 598.73 531.63
2 Current Liabilities
(a) Financial Liabilities
(i) Borrowings 22 - 105.00
(ii) Trade Payables 23
- Total Outstanding Dues of Micro Enterprises and 52.82 68.15
Small Enterprises
- Total Outstanding Dues of Creditors other than 886.14 877.69
Micro Enterprises and Small Enterprises
(iii) Lease Liabilities 43.47 26.48
(iv) Other Financial Liabilities 25 834.38 659.62
(b) Other Current Liabilities 29 87.94 82.10
(c) Provisions 27 30.24 34.94
(d) Current Tax Liabilities (net) 30 38.25 9.06
Total Current Liabilities 1,973.24 1,863.04
TOTAL LIABILITIES 2,571.97 2,394.67
TOTAL EQUITY AND LIABILITIES 9,680.13 8,738.37
See accompanying notes to the financial statements 1 to 57
In terms of our report attached
For DELOITTE HASKINS & SELLS LLP FOR AND ON BEHALF OF THE BOARD OF DIRECTORS
Chartered Accountants
N. K. JAIN BHARAT PURI M B PAREKH
Partner Managing Director Executive Chairman
DIN:02173566 DIN:00180955
SANDEEP BATRA MANISHA SHETTY
Director Finance & Chief Financial Officer Company Secretary
DIN:00871843
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Place: Mumbai Date: 8[th] May 2023

Place: Mumbai Date : 8[th] May 2023

108

S T A T E M E N T O F P R O F I T A N D L O S S

for the year ended 31[st] March 2023

( in crores)

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Particulars Note No. For the year ended For the year ended
31 [st] March 2023 31 [st] March 2022
(refer Note 56)
INCOME
Revenue from Operations 31 10,597.07 8,895.62
Other Income 32 63.04 39.96
Total Income 10,660.11 8,935.58
EXPENSES
Cost of Materials Consumed 33 5,345.97 4,523.17
Purchases of Stock-in-Trade 858.96 607.84
Changes in inventories of Finished Goods, 34 (61.02) (225.52)
Work-in-Progress and Stock-in-Trade
Employee Benefits Expense 35 1,044.83 926.76
Finance Costs 36 28.53 27.24
Depreciation and Amortisation Expense 37 221.97 194.38
Other Expenses 38 1,553.15 1,290.97
Total Expenses 8,992.39 7,344.84
Profit before Exceptional Items and Tax 1,667.72 1,590.74
Exceptional Items - -
Profit before Tax 1,667.72 1,590.74
Tax Expense
Current Tax 48 423.05 397.53
Deferred Tax 48 (12.51) 1.80
Net Tax Expense 410.54 399.33
Profit for the year 1,257.18 1,191.41
Other Comprehensive Income
Items that will not be reclassified to profit or loss
Remeasurement of Defined Benefit Plan 45 1.94 (12.11)
Income tax relating to items that will not be 48 (0.49) 3.05
reclassified to profit or loss
Total Other Comprehensive Income / (Loss) 1.45 (9.06)
Total Comprehensive Income for the year 1,258.63 1,182.35
Earnings Per Equity Share: 43
Basic ( ) 24.73 23.45
Diluted ( ) 24.72 23.43
See accompanying notes to the financial statements 1 to 57
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In terms of our report attached

For DELOITTE HASKINS & SELLS LLP Chartered Accountants

FOR AND ON BEHALF OF THE BOARD OF DIRECTORS

N. K. JAIN BHARAT PURI M B PAREKH Partner Managing Director Executive Chairman DIN:02173566 DIN:00180955

SANDEEP BATRA

Director Finance & Chief Financial Officer DIN:00871843

MANISHA SHETTY Company Secretary

Place: Mumbai Date : 8[th] May 2023

Place: Mumbai Date: 8[th] May 2023

109

S T A T E M E N T O F C H A N G E S I N E Q U I T Y

for the year ended 31[st] March 2023

( in crores)

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a. Equity Share Capital
Amount
Balance as at 1 [st] April 2021 50.82
Changes in equity share capital during the year
Issue of equity shares under Employee Stock Option Plan 2016 0.01
Balance as at 31 [st] March 2022 50.83
Changes in equity share capital during the year
Issue of equity shares under Employee Stock Option Plan 2016 0.00
Balance as at 31 [st] March 2023 50.83
denotes amount less than 50,000
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b. Other Equity
Reserves and Surplus TOTAL
Capital Securities Capital Cash Share General Retained
Reserve on Premium Redemption Subsidy Options Reserve Earnings
Business Reserve Reserve Outstanding
Combination Account
Balance as at 1 [st] April 2021 (1.38) 26.04 0.50 0.95 25.42 1,335.38 4,123.49 5,510.40
Profit for the year - - - - - - 1,191.41 1,191.41
Other Comprehensive Income for the year, - - - - - - (9.06) (9.06)
net of income tax
Payment of dividends - - - - - - (431.93) (431.93)
Due to Business combination (refer Note 56) - - - - - - 3.95 3.95
Recognition of share-based payments - 20.47 - - 7.63 - - 28.10
Transferred to Securities Premium on - 20.47 - - (20.47) - - -
Options exercised during the year
Amortised during the year - - - - 28.55 - - 28.55
Lapsed during the year - - - - (0.45) - - (0.45)
Balance as at 31 [st] March 2022 (1.38) 46.51 0.50 0.95 33.05 1,335.38 4,877.86 6,292.87
Profit for the year - - - - - - 1,257.18 1,257.18
Other Comprehensive Income for the year, - - - - - - 1.45 1.45
net of income tax
Payment of dividends - - - - - - (508.30) (508.30)
Recognition of share-based payments - 3.54 - - 10.59 - - 14.13
Transferred to Securities Premium on - 3.54 - - (3.54) - - -
Options exercised during the year
Amortised during the year - - - - 14.89 - - 14.89
Lapsed during the year - - - - (0.76) - - (0.76)
Balance as at 31 [st] March 2023 (1.38) 50.05 0.50 0.95 43.64 1,335.38 5,628.19 7,057.33
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In terms of our report attached

For DELOITTE HASKINS & SELLS LLP FOR AND ON BEHALF OF THE BOARD OF DIRECTORS Chartered Accountants

N. K. JAIN BHARAT PURI M B PAREKH Partner Managing Director Executive Chairman DIN:02173566 DIN:00180955 SANDEEP BATRA MANISHA SHETTY Director Finance & Chief Financial Officer Company Secretary DIN:00871843

Place: Mumbai Date: 8[th] May 2023

Place: Mumbai Date : 8[th] May 2023

110

S T A T E M E N T O F C A S H F L O W S

for the year ended 31[st] March 2023

( in crores)

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For the year ended For the year ended
31 [st] March 2023 31 [st] March 2022
(refer Note 56)
A Cash Flows From Operating Activities
Profit before tax 1,667.72 1,590.74
Adjustments for:
Finance costs 28.53 27.24
Interest income (4.90) (2.41)
Dividend income (17.46) (4.01)
(Profit)/Loss on disposal of Property, Plant and Equipment (1.96) 8.20
Net gain arising on financial assets designated at FVTPL (16.78) (11.37)
Allowance for Doubtful Debts and Advances (net) 4.64 (2.57)
Depreciation and Amortisation Expense 221.97 194.38
Unrealised foreign exchange loss (net) 4.73 3.75
Provision for Employee Benefits 5.64 15.79
Profit on buyback of shares by subsidiary - (1.11)
Expense recognised in respect of Equity-Settled Share-Based Payments 14.13 28.09
Operating profits before Working Capital changes 1,906.26 1,846.72
Movements in Working Capital:
(Increase)/Decrease in Operating Assets
Trade Receivables (99.30) (122.46)
Inventories (119.32) (415.73)
Non-Current Loans (1.15) (0.20)
Current Loans (6.15) (1.36)
Other Non-Current Financial Assets (15.50) (3.64)
Other Current Financial Assets 3.70 (2.90)
Other Non-Current Non Financial Assets (17.32) (21.06)
Other Current Non Financial Assets 15.59 (15.39)
Increase/(Decrease) in Operating Liabilities
Trade Payables (10.05) (1.91)
Other Current Financial Liabilities 173.36 35.02
Other Non-Current Financial Liabilities (5.49) 6.31
Other Current Non Financial Liabilities 6.30 2.48
Cash generated from Operations 1,830.93 1,305.88
Taxes paid (net of refund and interest on refund) (398.57) (448.96)
Net Cash generated from Operating Activities [A] 1,432.36 856.92
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111

S T A T E M E N T O F C A S H F L O W S

for the year ended 31[st] March 2023

( in crores)

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For the year ended For the year ended
31 [st] March 2023 31 [st] March 2022
(refer Note 56)
B Cash Flows from Investing Activities
Payments for purchase of Property, Plant and Equipment, (435.60) (322.57)
Other Intangible Assets & Capital Work-In-Progress
Proceeds from disposal of Property, Plant and Equipment & 7.00 0.77
Other Intangible Assets
Net Cash outflow on acquisition / Investment in Subsidiaries (78.95) (359.95)
Proceeds from buyback of shares from subsidiary - 11.28
Payments on purchase of Investments (1,713.68) (49.00)
Proceeds on sale of Investments 1,447.81 170.24
Decrease in Bank Deposits 0.12 3.01
Increase in Other Bank Balances - (0.08)
Interest received 2.32 2.41
Dividend received 17.46 4.01
Net cash used in Investing Activities [B] (753.52) (539.88)
C Cash Flows from Financing Activities
Net (decrease) / increase in Current Borrowings (105.00) 50.00
Payment of Lease Liabilities (41.80) (33.63)
Dividends paid on Equity Shares (508.30) (431.85)
Interest paid (17.59) (20.12)
Net cash used in Financing Activities [C] (672.69) (435.60)
Net increase / (decrease) in Cash and Cash Equivalents [A+B+C] 6.15 (118.56)
Cash and Cash Equivalents at the beginning of the year 147.70 109.81
Acquisition under Business Combination (refer Note 56) - 156.45
Unrealised gain on foreign currency cash and cash equivalents (0.05) (0.05)
Cash and Cash Equivalents at the beginning of the year 147.65 266.21
Cash and Cash Equivalents at the end of the year (refer Note 14) 153.30 147.70
Unrealised loss/ (gain) on foreign currency cash and cash equivalents 0.50 (0.05)
Cash and Cash Equivalents at the end of the year 153.80 147.65
Net Increase / (decrease) in Cash and Cash Equivalents 6.15 (118.56)
Notes:
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The above Cash Flow Statement has been prepared under the 'Indirect Method' as set out in the Indian Accounting Standard (Ind AS 7) - Statement of Cash Flows.

In terms of our report attached

For DELOITTE HASKINS & SELLS LLP FOR AND ON BEHALF OF THE BOARD OF DIRECTORS Chartered Accountants N. K. JAIN BHARAT PURI M B PAREKH Partner Managing Director Executive Chairman DIN:02173566 DIN:00180955 SANDEEP BATRA MANISHA SHETTY Director Finance & Chief Financial Officer Company Secretary DIN:00871843 Place: Mumbai Place: Mumbai Date: 8[th] May 2023 Date : 8[th] May 2023

112

N o t e s F o r m i n g P a r t o f T h e F i n a n c i a l S t a t e m e n t s

1 Corporate information

Pidilite Industries Limited (CIN L24100MH1969PLC014336), together with its subsidiaries are pioneers in consumer and industrial speciality chemicals in India. The equity shares of the Company are listed on BSE Ltd (BSE) and National Stock Exchange of India Ltd (NSE).

The address of its registered office is Regent Chambers, 7[th] Floor, Jamnalal Bajaj Marg, 208, Nariman Point, Mumbai 400 021. The address of principal place of business is Ramkrishna Mandir Road, Off Mathuradas Vasanji Road, Andheri (E), Mumbai 400 059.

2 Significant Accounting Policies

2.1 Basis of accounting and preparation of financial statements

The standalone financial statements of the Company have been prepared in accordance with the Indian Accounting Standards ("Ind AS") prescribed under Section 133 of the Companies Act, 2013 (‘Act’) read with Companies (Indian Accounting Standards) Rules, 2015, as amended.

The financial statements have been prepared under the historical cost convention except for the following items –

a. Certain Financial Assets / Liabilities (including derivative instruments) – at Fair value

b. Employee Stock Options - at Fair value

The financial statements are presented in Indian Rupees ( ) and all values are rounded to the nearest crores, except otherwise indicated.

2.2 Business Combination

Acquisitions of businesses are accounted for using the acquisition method. The consideration transferred in a business combination is measured at fair value, which is calculated as the sum of the acquisition-date fair values of the assets transferred by the Company, liabilities incurred by the Company to the former owners of the acquiree and the equity interest issued by the Company in exchange of control of acquiree. Acquisition-related costs are recognised in statement of profit or loss as incurred.

When the consideration transferred by the Company in a business combination includes assets or liabilities resulting from a contingent consideration arrangement, the contingent consideration is measured at its acquisition-date fair value and included as a part of the consideration transferred in a business combination. Changes in the fair value of the contingent consideration that qualify as measurement period adjustments are adjusted retrospectively, with corresponding changes against goodwill or capital reserve, as the case maybe. Measurement period adjustments are adjustments that arise from additional information obtained during the ‘measurement period’ (which cannot exceed one year from the acquisition date) about facts and circumstances that existed at the acquisition date. Contingent consideration that is classified as an asset or a liability is subsequently (after the measurement period) remeasured at subsequent reporting dates with the corresponding gain or loss being recognised in Statement of Profit and Loss.

In case of business combinations involving entities under common control, the above policy does not apply. Business combinations involving entities under common control are accounted for using the pooling of interests method. The net assets of the transferor entity or business are accounted at their carrying amounts on the date of the acquisition subject to necessary adjustments required to harmonise accounting policies. Retained earnings appearing in the financial statements of the transferor is aggregated with the corresponding balance appearing in the financial statements of the transferee. Identity of the reserves appearing in the financial statements of the transferor is preserved and appears in the financial statements of the transferee in the same form. Any excess or shortfall of consideration paid over share capital and reserves of transferor entity is recognised as capital reserve under equity.

2.3 Goodwill

Goodwill is measured as the excess of the sum of the consideration transferred over the net of acquisition-date amounts of the identifiable assets acquired and the liabilities assumed. Goodwill arising on an acquisition of a business is carried at cost as established at the date of acquisition of the business less accumulated impairment losses, if any.

For the purposes of impairment testing, goodwill is allocated to each of the Company’s cash-generating units (or groups of cash-generating units) that is expected to benefit from the synergies of the combination. A cashgenerating unit to which goodwill has been allocated is tested for impairment annually, or more frequently when there is an indication that the unit may be impaired. If the recoverable amount of the cash-generating unit is less than its carrying amount, the impairment loss is allocated first to reduce the carrying amount of any goodwill allocated to the unit and then to the other assets of the unit pro-rata based on the carrying amount of each assets in the unit. Any impairment loss for goodwill is recognised directly in Statement of Profit and Loss. An impairment loss recognised for goodwill is not reversed in subsequent periods.

113

Notes forming part of the financial statements

2.4 Revenue Recognition

The Company recognises revenue from sale of goods, based on the terms of contract and as per the business practice; the Company determines transaction price considering the amount it expects to be entitled in exchange of transferring promised goods to the customer. Revenue is recognised when it is realized or is realizable and has been earned after the deduction of variable components such as discounts, rebates, incentives, promotional couponing and schemes. The company estimates the amount of variable components based on historical, current and forecast information available and either expected value method or most likely method, as appropriate and records a corresponding liability in other payables; the actual amounts may be different from such estimates. These differences, which have historically not been significant, are recognized as a change in management estimate in a subsequent period.

2.4.1.a Sale of Goods

Revenue is recognised when control of the products being sold has been transferred to a customer and when there are no longer any unfulfilled obligations to the customer. This is generally on delivery to the customer but depending on individual customer terms, this can be at the time of dispatch, delivery or upon formal customer acceptance. This is considered the appropriate point where the performance obligations in our contracts are satisfied and the Company no longer has control over the inventory.

Advance received from customer before transfer of control of goods to the customer is recognised as contract liability.

2.4.1.b Sale of Services

The Company accounts for provision of warranty in accordance with Ind AS 37 "Provisions, Contingent Liabilities and Contingent Assets".

2.4.2 Dividend, Interest income and Royalty

Dividend income from investments is recognised when the Company’s right to receive dividend is established. Interest income from a financial asset is recognised on a time basis, by reference to the principal outstanding using the effective interest method provided it is probable that the economic benefits associated with the interest will flow to the Company and the amount of interest can be measured reliably. The effective interest rate is the rate that exactly discounts estimated future cash receipts through the expected life of the financial asset to the gross carrying amount of that financial asset.

Royalty income is recognised on an accrual basis in accordance with the substance of the relevant agreement or underlying arrangement in case of sales provided that it is probable that the economic benefits associated with the royalty shall flow to the Company and the amount of royalty can be measured reliably.

Claims / Insurance Claim etc. are accounted for when no significant uncertainties are attached to their eventual receipt.

The Company’s policy for recognition of revenue (rental income) from leases is described in note 2.5.2.

2.5 Leasing

The company at the inception of a contract, assesses whether the contract is a lease or not lease. A contract is, or contains, a lease if the contract conveys the right to control the use of an identified asset for a time in exchange for a consideration.

2.5.1 Company as Lessee

The Company’s lease asset classes primarily consist of leases for land and buildings. The Company assesses whether a contract contains a lease, at inception of a contract. A contract 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. To assess whether a contract conveys the right to control the use of an identified asset, the Company assesses whether: (i) the contract involves the use of an identified asset, (ii) the Company has substantially all of the economic benefits from use of the asset through the period of the lease and (iii) the Company has the right to direct the use of the asset.

At the date of commencement of the lease, the Company recognizes a right-of-use asset (“ROU”) and a corresponding lease liability for all lease arrangements in which it is a lessee, except for leases with a term of twelve months or less (short - term leases) and low value leases. For these short-term and low value leases, the Company recognizes the lease payments as an operating expense on a straight-line basis over the term of the lease.

Certain lease arrangements includes the options to extend or terminate the lease before the end of the lease term. ROU assets and lease liabilities includes these options when it is reasonably certain that they will be exercised.

114

Notes forming part of the financial statements

The right-of-use assets are initially recognized at cost, which comprises the initial amount of the lease liability adjusted for any lease payments made at or prior to the commencement date of the lease plus any initial direct costs less any lease incentives. They are subsequently measured at cost less accumulated depreciation and impairment losses.

Right-of-use assets are depreciated from the commencement date on a straight-line basis over the shorter of the lease term and useful life of the underlying asset. Right-of-use assets are evaluated for recoverability whenever events or changes in circumstances indicate that their carrying amounts may not be recoverable. For the purpose of impairment testing, the recoverable amount (i.e. the higher of the fair value less cost to sell and the value-in-use) is determined on an individual asset basis unless the asset does not generate cashflows that are largely independent of those from other assets. In such cases, the recoverable amount is determined for the Cash Generating Unit (CGU) to which the asset belongs.

The lease liability is initially measured at amortized cost at the present value of the future lease payments. The lease payments are discounted using the interest rate implicit in the lease or, if not readily determinable, using the incremental borrowing rates in the country of domicile of these leases. Lease liabilities are remeasured with a corresponding adjustment to the related Right-of-use asset if the Company changes its assessment if whether it will exercise an extension or a termination option.

Lease liability and ROU asset have been separately presented in the Balance Sheet and lease payments have been classified as financing activity under cash flows.

2.5.2 Company as Lessor

Rental income from leases is recognised on a straight- line basis over the term of the relevant lease. Where the rentals are structured solely to increase in line with expected general inflation to compensate for the Company’s expected inflationary cost increase, such increases are recognised in the year in which such benefits accrue.

Amounts due from lessees under finance leases are recognised as receivables at the amount of the Company’s net investment in the leases. Finance lease income is allocated to accounting periods so as to reflect constant periodic rate of return of the Company’s net investment outstanding in respect of the leases.

2.6 Foreign Currencies

The functional currency of the Company is the Indian Rupee.

At the end of each reporting period, monetary items (including financial assets and liabilities) denominated in foreign currencies are retranslated at the rates prevailing at that date. Non-monetary items that are measured in terms of historical cost in a foreign currency are not retranslated. Gains or losses arising from these translations are recognised in the Statement of Profit and Loss.

In respect of the foreign offices / branches, which are integral foreign operations, all revenues and expenses during the month are reported at monthly average rates. Outstanding balances in respect of monetary assets and liabilities are restated at the year end exchange rates. Outstanding balances in respect of non-monetary assets and liabilities are stated at the rates prevailing on the date of the transaction. Net gain / loss on foreign currency translation are recognised in the Statement of Profit and Loss.

2.7 Share-based payment transactions of the Company

Equity-settled share-based payments to employees providing similar services are measured at the fair value of the equity instruments at the grant date.

The fair value determined at the grant date of the equity-settled share-based payments is expensed on a straight-line basis over the vesting period, based on the Company’s estimate of equity instruments that will eventually vest, with a corresponding increase in equity.

2.8 Taxation

Income tax expense represents the sum of the tax currently payable and deferred tax.

2.8.1 Current 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 and 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 applicable tax rates that have been enacted or substantively enacted by the end of the reporting period and the provisions of the Income Tax Act, 1961 and other tax laws, as applicable.

115

Notes forming part of the financial statements

2.8.2 Deferred Tax

Deferred tax is recognised on temporary differences between the carrying amounts of assets and liabilities in the financial statements and the corresponding tax bases used in the computation of taxable profit. Deferred tax liabilities are generally recognised for all taxable temporary differences. Deferred tax assets are generally recognised for all deductible temporary differences to the extent that it is probable that taxable profits will be available against which those deductible temporary differences can be utilised.

The carrying amount of deferred tax assets is reviewed at the end of each reporting period and reduced to the extent that it is no longer probable that sufficient taxable profits will be available to allow all or part of the asset to be recovered.

Deferred tax liabilities and assets are measured at the tax rates that are expected to apply in the period in which the liability is settled or the asset realised, based on tax rates (and tax laws) that have been enacted or substantively enacted by the end of the reporting period.

The measurement of deferred tax liabilities and assets reflects the tax consequences that would follow from the manner in which the Company expects, at the end of the reporting period, to recover or settle the carrying amount of its assets and liabilities.

2.8.3 Current and Deferred Tax for the year

Current and deferred tax are recognised in Statement of Profit and 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.

2.9 Property, Plant and Equipment

2.9.1 Property, Plant and Equipment acquired separately

Freehold land is stated at cost and not depreciated. Buildings, plant and machinery, vehicles, furniture and office equipments are stated at cost less accumulated depreciation and accumulated impairment losses.

An item of Property, Plant and Equipment is derecognised 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 is determined as the difference between the sales proceeds and the carrying amount of the asset and is recognised in Statement of Profit and Loss.

2.9.2 Capital Work-in-Progress

Properties in the course of construction for production, supply or administrative purposes are carried at cost, less any recognised impairment loss. Cost includes professional fees and, for qualifying assets, borrowing costs capitalised in accordance with the Company’s accounting policy. Such properties are classified and capitalised to the appropriate categories of Property, Plant and Equipment when completed and ready for intended use. Depreciation of these assets, on the same basis as other property assets, commences when the assets are ready for their intended use.

2.9.3 Depreciation

Depreciation is recognised so as to write off the cost of assets (other than Freehold Land and Capital Work-inProgress) less their residual values over their useful lives, using the straight-line method as per the useful life prescribed in Schedule II to the Companies Act, 2013.

For certain items of Property, Plant and Equipment, the Company depreciates over estimated useful life which are different from the useful lives prescribed under Schedule II to the Companies Act, 2013 which is based upon technical assessment made by technical expert and management estimate. The management believes that these estimated useful lives are realistic and reflect fair approximation of the period over which the assets are likely to be used. The estimated useful lives, residual values and depreciation method are reviewed at the end of each reporting period, with the effect of any changes in estimate accounted for on a prospective basis.

The estimated useful lives are as mentioned below:

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Type of Asset Useful Life
Buildings 30 - 60 years
Plant and Machinery 6 - 25 years
Vehicles 8 - 10 years
Furniture and Fixtures 10 years
Office Equipment 3 - 6 years
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116

Notes forming part of the financial statements

2.10 Intangible Assets

2.10.1 Intangible assets acquired separately

Intangible assets with finite useful lives that are acquired separately are carried at cost less accumulated amortisation and accumulated impairment losses. Amortisation is recognised on a straight-line basis over their estimated useful lives. The estimated useful life and amortisation method are reviewed at the end of each reporting period, with the effect of any changes in estimate being accounted for on a prospective basis.

Intangible assets with indefinite useful lives that are acquired separately are carried at cost less accumulated impairment losses.

2.10.2 Intangible assets acquired in a business combination

Intangible assets acquired in a business combination and recognised separately from goodwill are initially recognised at their fair value at the acquisition date (which is regarded as their cost).

Subsequent to initial recognition, intangible assets acquired in a business combination are reported at cost less accumulated amortisation and accumulated impairment losses, on the same basis as intangible assets that are acquired separately.

2.10.3 Internally generated Intangible Assets – Research and Development Expenditure

Expenditure on research activities is recognised in Statement of Profit and Loss in the period in which it is incurred.

An internally generated intangible asset arising from development is recognised if and only if it meets the recognition criteria of intangible assets. The amount initially recognised is the sum total of expenditure incurred from the date when the intangible asset first meets the recognition criteria. Where no intangible asset can be recognised, development expenditure is recognised in Statement of Profit and Loss in the period in which it is incurred.

Subsequent to initial recognition, internally generated intangible assets are reported at cost less accumulated amortisation and accumulated impairment losses, on the same basis as intangible assets acquired separately.

2.10.4 Useful lives of Intangible Assets

Estimated useful lives of the Intangible Assets are as follows:

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Type of Asset Useful Life
Computer Software 6 years
Technical Knowhow 10 years
Non-Compete Fees 7-10 years
Distribution Network 15 years
Copyrights Indefinite Life
Trademarks Indefinite Life
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2.11 Impairment of Tangible and Intangible Assets other than Goodwill

At the 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 recoverable amount of an individual asset, the Company estimates the recoverable amount of the cash-generating unit to which the asset belongs. When a reasonable and consistent basis of allocation can be identified, corporate assets are also allocated to individual cash-generating units, or otherwise they are allocated to the smallest group of cash-generating units for which a reasonable and consistent allocation basis can be identified.

Intangible assets with indefinite useful lives and intangible assets not yet available for use are tested for impairment at least annually, and whenever there is an indication that the asset may be impaired. Intangible assets with indefinite useful lives are tested for impairment annually at the cash-generating unit level. The assessment of indefinite useful life is reviewed annually to determine whether the indefinite life continues to be supportable. If not, the change in useful life from indefinite to finite is made on a prospective basis.

Recoverable amount is the higher of fair value less costs of disposal and value in use. If the recoverable amount of the 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 recognised in Statement of Profit and Loss.

117

Notes forming part of the financial statements

2.12 Inventories

Inventories are valued at lower of cost and net realisable value. Cost of inventories is determined on weighted average. Cost for this purpose includes cost of direct materials, direct labour, excise duty and appropriate share of overheads. Net realisable value represents the estimated selling price in the ordinary course of business less all estimated costs of completion and estimated costs necessary to make the sale.

. Obsolete, defective, unserviceable and slow / non-moving stocks are duly provided for and valued at net realisable value.

2.13 Provisions (other than Employee Benefits)

A provision is recognised when as a result of past event, the Company has a present legal or constructive obligation which can be reliably estimated and it is probable that an outflow of economic benefit will be required to settle the obligation.

Provisions (excluding retirement benefits) are determined based on the best estimate required to settle the obligation at the balance sheet date, taking into account the risks and uncertainties surrounding the obligation. These are reviewed at each balance sheet date and adjusted to reflect the current best estimates.

2.14 Financial Instruments

2.14.1 Initial Recognition and Measurement

Financial assets and financial liabilities are recognised when the Company becomes a party to the contractual provisions of the instruments. All financial assets and financial liabilities are initially measured at fair value, except for trade receivables which are initially measured at transaction price. 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 value of the financial assets or financial liabilities, as appropriate, on initial recognition. Transaction costs directly attributable to the acquisition of financial assets or financial liabilities at Fair Value Through Profit or Loss are recognised in the Statement of Profit and Loss.

2.14.2 Subsequent measurement of Financial Assets

All recognised financial assets are subsequently measured in their entirety at either amortised cost or fair value, depending on the classification of the financial assets. Debt instruments that meet conditions based on purpose of holding assets and contractual terms of instrument are subsequently measured at amortised cost using effective interest method.

All other financial assets are measured at fair value.

Income is recognised on an effective interest basis for debt instruments other than those financial assets classified as Fair Value Through Profit or Loss. Interest income is recognised in Statement of Profit and Loss and is included in the “Other income” line item.

2.14.3 Impairment of Financial Assets

The Company recognises loss allowance using expected credit loss model for financial assets which are not measured at Fair Value Through Profit or Loss. Expected credit losses are weighted average of credit losses with the respective risks of default occurring as the weights. Credit loss is the difference between all contractual cash flows that are due to the Company in accordance with the contract and all the cash flows that the Company expects to receive, discounted at original effective rate of interest.

For Trade receivables, the Company measures loss allowance at an amount equal to lifetime expected credit losses. The Company computes expected credit loss allowance based on a provision matrix which takes into account historical credit loss experience and adjusted for forward-looking information.

2.14.4 Financial Liabilities and equity instruments

2.14.4.1 Classification of debt or equity

Debt or equity instruments issued by the Company are classified as either financial liabilities or as equity in accordance with the substance of the contractual arrangements and the definitions of financial liability and equity instrument.

2.14.4.2 Equity Instruments

An equity instrument is any contract that evidences a residual interest in the assets of an entity after deducting all of its liabilities. Equity instruments issued by the Company are recognised at the proceeds received, net of direct issue costs.

118

Notes forming part of the financial statements

2.14.4.3 Financial Liabilities

All financial liabilities (other than derivative financial instruments) are measured at amortised cost using effective interest method at the end of reporting periods.

2.14.5 Derecognition of Financial Assets and Liabilities

The Company derecognises a financial asset when the contractual rights to the cash flows from the financial asset expire, or when the Company transfers the contractual rights to receive the cash flows of the financial asset in which substantially all the risks and rewards of ownership of the financial asset are transferred, or in which the Company neither transfers nor retains substantially all the risks and rewards of ownership of the financial asset and does not retain control of the financial asset.

The Company derecognises a financial liability (or a part of financial liability) when the contractual obligation is discharged, cancelled or expired.

2.14.6 Derivative Financial Instruments

The Company holds derivative financial instruments such as foreign exchange forward contracts to manage its exposure to foreign currency exchange rate risks. Also, the Company has an option to purchase and the seller has an option to sell balance stake in equity share capital of certain partly owned subsidiary(ies).

Derivatives are initially recognised at fair value at the date the contracts are entered into. Subsequent to initial recognition, these contracts are measured at fair value at the end of each reporting period and changes are recognised in Statement of Profit and Loss.

2.15 Cash Flow Statement

Cash flows are reported using the indirect method, whereby profit / loss before tax for the period is adjusted for the effects of transactions of non-cash nature, any deferrals or accruals of past or future operating cash receipts or payments. Cash Flows from operating, investing and financing activities of the Company are segregated.

Cash and Cash Equivalents for the purpose of Cash Flow Statement comprise of cash at bank, cash in hand and short-term deposits with an original maturity of three months or less, as reduced by bank overdrafts.

2.16 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 line 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 cost plus margins. 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" respectively.

2.17 Employee Benefits

Employee benefits include Provident Fund, Superannuation Fund, Employee State Insurance Scheme, Gratuity Fund, Compensated Absences, Anniversary Awards, Premature Death Pension Scheme and Total Disability Pension Scheme.

2.17.1 Defined Contribution Plans

The Company’s contribution to Provident Fund, Superannuation Fund, National Pension Scheme and Employee State Insurance Scheme are considered as defined contribution plans and are charged as an expense based on the amount of contribution required to be made and when services are rendered by the employees. 2.17.2 Defined Benefit Plans

For Defined Benefit Plans in the form of Gratuity Fund, the cost of providing benefits is determined using the Projected Unit Credit method, with actuarial valuations being carried out at each balance sheet date. Remeasurement, comprising actuarial gains and losses and the return on plan assets (excluding net interest) is reflected immediately in the Balance Sheet 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 earnings and is not reclassified to profit or loss. Past service cost is recognised immediately for both vested and the non-vested portion. The retirement benefit obligation recognised in the Balance Sheet represents the present value of the defined benefit obligation, as reduced by the fair value of scheme assets. Any asset resulting from this calculation is limited taking into account the present value of available refunds and reductions in future contributions to the schemes.

119

Notes forming part of the financial statements

2.17.3 Short-Term and Other Long-Term Employee Benefits

A liability is recognised for benefits accruing to employees in respect of wages and salaries, annual leave and sick leave in the period the related service is rendered at the undiscounted amount of the benefits expected to be paid in exchange for that service. .

Liabilities recognised in respect of short-term employee benefits are measured at the undiscounted amount of the benefits expected to be paid in exchange for the related service.

Liabilities recognised in respect of other long-term employee benefits are measured at the present value of the estimated future cash outflows expected to be made by the Company in respect of services provided by employees up to the reporting date.

2.18 Earnings per share

The Company presents basic and diluted earnings per share ("EPS") data for its equity shares. Basic EPS is calculated by dividing the profit or loss attributable to equity shareholders of the Company by the weighted average number of equity shares outstanding during the period. Diluted EPS is determined by adjusting the profit or loss attributable to equity shareholders and the weighted average number of equity shares outstanding for the effects of all dilutive potential ordinary shares, which includes all stock options granted to employees.

The number of equity shares and potentially dilutive equity shares are adjusted retrospectively for all periods presented for any share splits and bonus shares issues including for changes effected prior to the approval of the financial statements by the Board of Directors.

2.19 Assets held for sale

Sale of business is classified as held for sale, if their carrying amount is intended to be recovered principally through sale rather than through continuing use. The condition for classification as held for sale is met when disposal business is available for immediate sale and the same is highly probable of being completed within one year from the date of classification as held for sale.

2.20 Discontinued operations

A discontinued operation is a component of the Company’s business that represents a separate line of business that has been disposed of or is held for sale, or is a subsidiary acquired exclusively with a view to resale. Classification as a discontinued operation occurs upon the earlier of disposal or when the operation meets the criteria to be classified as held for sale.

2.21 Non-current assets and disposal groups held for sale

Assets of disposal groups that is available for immediate sale and where the sale is highly probable of being completed within one year from the date of classification are considered and classified as assets held for sale. Non-current assets and disposal groups held for sale are measured at the lower of carrying amount and fair value less costs to sell.

3 Critical Accounting Judgements and key sources of Estimation Uncertainty

The preparation of the Company’s financial statements requires management to make judgements, estimates and assumptions that affect the application of accounting policies, reported amounts of assets, liabilities, income and expenses, and accompanying disclosures, and the disclosure of contingent liabilities. The estimates and associated assumptions are based on historical experience and other factors that are considered to be relevant. Actual results may differ from these estimates.

The estimates and underlying assumptions are reviewed on an ongoing basis. Revisions to accounting estimates are recognised in the period in which the estimate is revised if the revision affects only that period or in the period of the revision and future periods if the revision affects both current and future periods.

3.1 Key accounting judgements, assumptions and estimates

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 liabilities within the next financial year, are described below:

3.1.1 Impairment of investments in subsidiaries

Investment in subsidiaries is measured at cost and tested for impairment annually. For impairment testing, management determines recoverable amount, using cash flow projections which take into account past experience and represent management’s best estimate about future developments. Key assumptions on which management has based its determination of recoverable amount include estimated long term growth rates, weighted average cost of capital and estimated operating margins. Management obtains fair value of investments from independent valuation experts.

120

Notes forming part of the financial statements

3.1.2 Impairment of Goodwill and Other Intangible Assets

Goodwill and Other Intangible Assets (i.e. trademarks and copyrights) are tested for impairment on an annual basis. Recoverable amount of cash-generating units is determined based on higher of value-in-use and fair value less cost to sell. The impairment test is performed at the level of the cash-generating unit or groups of cashgenerating units which are benefitting from the synergies of the acquisition and which represents the lowest level at which the intangibles are monitored for internal management purposes.

Market related information and estimates are used to determine the recoverable amount. Key assumptions on which management has based its determination of recoverable amount include estimated long term growth rates, weighted average cost of capital and estimated operating margins. Cash flow projections take into account past experience and represent management’s best estimate about future developments.

3.1.3 Employee related provisions

The costs of long term and short term employee benefits are estimated using assumptions by the management. These assumptions include rate of increase in compensation levels, discount rates, expected rate of return on assets and attrition rates (disclosed in Note 45).

3.1.4 Income taxes

Significant judgements are involved in estimating budgeted profits for the calculation of advance tax and deferred tax, and determining provision for income taxes and uncertain tax positions (disclosed in Note 48).

3.1.5 Property, Plant and Equipment and Other Intangible Assets

The useful lives and residual values of Company’s assets are determined by the management at the time the asset is acquired. These estimates are reviewed annually by the management. The lives are based on historical experience with similar assets as well as anticipation of future events, which may impact their life, such as changes in technical or commercial obsolescence arising from changes or improvements in production or from a change in market demand of the product or service output of the asset.

3.1.6 Leases

The Company evaluates if an arrangement qualifies to be a lease as per the requirements of Ind AS 116. Identification of a lease requires significant judgment. The Company uses significant judgement in assessing the lease term (including anticipated renewals) and the applicable discount rate.

Ind AS 116 requires lessees to determine the lease term as the non-cancellable period of a lease adjusted with any option to extend or terminate the lease, if the use of such option is reasonably certain. The Company makes an assessment on the expected lease term on a lease-by-lease basis and thereby assesses whether it is reasonably certain that any options to extend or terminate the contract will be exercised. In evaluating the lease term, the Company considers factors such as any significant leasehold improvements undertaken over the lease term, costs relating to the termination of the lease and the importance of the underlying asset to operations taking into account the location of the underlying asset and the availability of suitable alternatives. The lease term in future periods is reassessed to ensure that the lease term reflects the current economic circumstances.

The discount rate is generally based on the incremental borrowing rate specific to the lease being evaluated or for a portfolio of leases with similar characteristics.

3.1.7 Recent accounting pronouncements

Ministry of Corporate Affairs (“MCA”) notifies new standards or amendments to the existing standards under Companies (Indian Accounting Standards) Rules as issued from time to time. On March 31, 2023, MCA amended the Companies (Indian Accounting Standards) Amendment Rules, 2023, the effective date for adoption of below amendments is for annual periods beginning on or after 1[st] April 2023.

Ind AS 1 - Presentation of Financial Statements - This amendment requires the entities to disclose their material accounting policies rather than their significant accounting policies. The Company is evaluating the amendment and its impact on financial statements.

Ind AS 8 - Accounting Policies, Changes in Accounting Estimates and Errors - This amendment has introduced a definition of ‘accounting estimates’ and included amendments to Ind AS 8 to help entities distinguish changes in accounting policies from changes in accounting estimates. The Company is evaluating the amendment and its impact on financial statements.

Ind AS 12 - Income Taxes - This amendment has narrowed the scope of the initial recognition exemption so that it does not apply to transactions that give rise to equal and offsetting temporary differences. The Company is evaluating the amendment and its impact on financial statements.

121

Notes forming part of the financial statements

( in crores)

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4 Property, Plant and Equipment and Capital Work-In-Progress
As at As at
31 [st] March 31 [st] March
2023 2022
(refer Note 56)
Carrying Amounts
Freehold Land 100.98 100.69
Buildings 482.01 421.01
Plant and Machinery 777.07 722.70
Vehicles 7.19 5.74
Furniture and Fixtures 31.98 30.34
Office Equipment 44.14 42.29
1,443.37 1,322.77
Capital Work-In-Progress 351.00 207.34
TOTAL 1,794.37 1,530.11
Freehold Buildings Plant and Vehicles Furniture Office TOTAL
Land Machinery and Equipment
Fixtures
Gross Carrying Amount
Balance as at 1 [st] April 2021 89.94 421.19 1,313.50 16.01 82.36 129.81 2,052.81
Additions 5.10 113.62 271.25 1.64 10.15 21.14 422.90
Acquisition under Business 5.65 5.72 17.06 1.60 1.36 2.16 33.55
Combination (refer Note 56)
Disposals / Adjustments - (0.39) (28.26) (0.26) (5.38) (7.00) (41.29)
Balance as at 31 [st] March 2022 100.69 540.14 1,573.55 18.99 88.49 146.11 2,467.97
Additions 0.29 83.47 170.45 2.79 6.89 18.31 282.20
Disposals / Adjustments - (0.51) (35.60) (0.47) (0.69) (6.62) (43.89)
Balance as at 31 [st] March 2023 100.98 623.10 1,708.40 21.31 94.69 157.80 2,706.28
Accumulated Depreciation and Impairment
Balance as at 1 [st] April 2021 - (100.58) (765.75) (11.08) (57.33) (94.69) (1,029.43)
Acquisition under Business
- (1.65) (5.36) (1.15) (0.82) (1.79) (10.77)
Combination (refer Note 56)
Eliminated on disposal of assets - 0.10 23.22 0.21 4.91 6.57 35.01
Depreciation expense - (17.00) (102.96) (1.23) (4.91) (13.91) (140.01)
Balance as at 31 [st] March 2022 - (119.13) (850.85) (13.25) (58.15) (103.82) (1,145.20)
Eliminated on disposal of assets - 0.19 31.81 0.44 0.66 6.05 39.15
Depreciation expense - (22.15) (112.29) (1.31) (5.22) (15.89) (156.86)
Balance as at 31 [st] March 2023 - (141.09) (931.33) (14.12) (62.71) (113.66) (1,262.91)
Net Carrying Amount
Balance as at 1 [st] April 2021 89.94 320.61 547.75 4.93 25.03 35.12 1,023.38
Additions 5.10 113.62 271.25 1.64 10.15 21.14 422.90
Acquisition under Business 5.65 4.07 11.70 0.45 0.54 0.37 22.78
Combination (refer Note 56)
Disposals / Adjustments - (0.39) (28.26) (0.26) (5.38) (7.00) (41.29)
Depreciation expense - (17.00) (102.96) (1.23) (4.91) (13.91) (140.01)
Depreciation Eliminated on - 0.10 23.22 0.21 4.91 6.57 35.01
disposal of assets
Balance as at 31 [st] March 2022 100.69 421.01 722.70 5.74 30.34 42.29 1,322.77
Additions 0.29 83.47 170.45 2.79 6.89 18.31 282.20
Disposals / Adjustments - (0.51) (35.60) (0.47) (0.69) (6.62) (43.89)
Depreciation expense - (22.15) (112.29) (1.31) (5.22) (15.89) (156.86)
Depreciation Eliminated on - 0.19 31.81 0.44 0.66 6.05 39.15
disposal of assets
Balance as at 31 [st] March 2023 100.98 482.01 777.07 7.19 31.98 44.14 1,443.37
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122

FSDFS

Notes forming part of the financial statements

Notes:

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( in crores)
a) Capital Work-In-Progress (CWIP) Ageing Schedule
CWIP for a period of TOTAL
Less than 1 1-2 years 2-3 years More than 3
year years
255.44 46.57 9.15 39.84 351.00
Projects in Progress
(147.89) (19.45) (5.84) (34.16) (207.34)
Projects temporarily suspended - - - - -
- - - - -
Figures in brackets () represents previous year
b) There are no projects under capital-work-in progress, whose completion is overdue or has exceeded its cost compared to its original plan.
( in crores)
c) Assets given under lease included in Note 4 above are as under:
As at As at
31 [st] March 31 [st] March
2023 2022
(refer Note 56)
Carrying Amounts
Freehold Land 14.99 14.99
Leasehold Land 6.40 6.46
Buildings 39.42 36.28
Plant & Machinery 1.07 0.57
TOTAL 61.88 58.30
Freehold Leasehold Buildings Plant & TOTAL
Land Land Machinery
Gross Carrying Amount
Balance as at 1 [st] April 2021 17.00 - 33.03 5.44 55.47
Additions - 6.50 14.90 0.06 21.46
Disposals / Adjustments (2.01) - - - (2.01)
Balance as at 31 [st] March 2022 14.99 6.50 47.93 5.50 74.92
Additions - - 5.44 0.55 5.99
Balance as at 31 [st] March 2023 14.99 6.50 53.37 6.05 80.91
Accumulated Depreciation and Impairment
Balance as at 1 [st] April 2021 - - (10.19) (4.84) (15.03)
Depreciation expense - (0.04) (1.46) (0.09) (1.59)
Balance as at 31 [st] March 2022 - (0.04) (11.65) (4.93) (16.62)
Depreciation expense - (0.06) (2.30) (0.05) (2.41)
Balance as at 31 [st] March 2023 - (0.10) (13.95) (4.98) (19.03)
Net Carrying Amount
Balance as at 1 [st] April 2021 17.00 - 22.84 0.60 40.44
Additions - 6.50 14.90 0.06 21.46
Disposals / Adjustments (2.01) - - - (2.01)
Depreciation expense - (0.04) (1.46) (0.09) (1.59)
Balance as at 31 [st] March 2022 14.99 6.46 36.28 0.57 58.30
Additions - - 5.44 0.55 5.99
Depreciation expense - (0.06) (2.30) (0.05) (2.41)
Balance as at 31 [st] March 2023 14.99 6.40 39.42 1.07 61.88
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d) Buildings includes shares of co-operative societies of 0.01 crores ( 0.01 crores as at 31[st] March 2022)

123

Notes forming part of the financial statements

( in crores)

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5 Right of Use Assets
As at As at
31 [st] March 31 [st] March
2023 2022
(refer Note 56)
Carrying Amounts
Leasehold Land 114.99 89.96
Leasehold Buildings 157.96 80.99
TOTAL 272.95 170.95
Leasehold Leasehold TOTAL
Land Buildings
Gross Carrying Amount
Balance as at 1 [st] April 2021 64.49 104.92 169.41
Additions 30.27 54.55 84.82
Acquisition under Business Combination (refer Note 56) 0.46 5.23 5.69
Disposals / Adjustments - (9.31) (9.31)
Balance as at 31 [st] March 2022 95.22 155.39 250.61
Additions 28.64 117.46 146.10
Disposals / Adjustments (0.38) (3.06) (3.44)
Balance as at 31 [st] March 2023 123.48 269.79 393.27
Accumulated Depreciation
Balance as at 1 [st] April 2021 (2.69) (48.05) (50.74)
Acquisition under Business Combination (refer Note 56) (0.13) (3.11) (3.24)
Depreciation expense (2.53) (29.84) (32.37)
Depreciation Eliminated on disposal of assets 0.09 6.60 6.69
Balance as at 31 [st] March 2022 (5.26) (74.40) (79.66)
Depreciation expense (3.23) (38.80) (42.03)
Depreciation Eliminated on disposal of assets - 1.37 1.37
Balance as at 31 [st] March 2023 (8.49) (111.83) (120.32)
Net Carrying Amount
Balance as at 1 [st] April 2021 61.80 56.87 118.67
Additions 30.27 54.55 84.82
Acquisition under Business Combination (refer Note 56) 0.33 2.12 2.45
Disposals / Adjustments - (9.31) (9.31)
Depreciation expense (2.53) (29.84) (32.37)
Depreciation Eliminated on disposal of assets 0.09 6.60 6.69
Balance as at 31 [st] March 2022 89.96 80.99 170.95
Additions 28.64 117.46 146.10
Disposals / Adjustments (0.38) (3.06) (3.44)
Depreciation expense (3.23) (38.80) (42.03)
Depreciation Eliminated on disposal of assets - 1.37 1.37
Balance as at 31 [st] March 2023 114.99 157.96 272.95
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124

Notes forming part of the financial statements

( in crores)

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6 Goodwill and Other Intangible Assets
As at As at
31 [st] March 31 [st] March
2023 2022
(refer Note 56)
Carrying Amounts
Goodwill 1,184.85 1,184.85
Total Goodwill (A) 1,184.85 1,184.85
Other Intangible Assets
Trademark 1,329.09 1,329.09
Computer Software 14.22 16.72
Copyrights 4.48 4.48
Technical Knowhow Fees 8.09 11.90
Distribution Network 180.36 194.69
Non Compete Fees - -
Total Other Intangible Assets (B) 1,536.24 1,556.88
Total Intangible Assets (A)+(B) 2,721.09 2,741.73
Goodwill Trademark Computer Copyrights Technical Distribution Non TOTAL
Software Knowhow Network Compete
Fees Fees
Gross Carrying Amount
Balance as at 1 [st] April 2021 86.34 157.67 65.37 4.48 40.36 - 4.54 358.76
Additions - - 3.91 - - - - 3.91
Acquisition under Business 1,098.51 1,171.42 0.82 - - 215.00 - 2,485.75
Combination (refer Note 56)
Disposals/ Adjustments - - (11.07) - (0.62) - - (11.69)
Balance as at 31 [st] March 2022 1,184.85 1,329.09 59.03 4.48 39.74 215.00 4.54 2,836.73
Additions - - 2.44 - - - - 2.44
Balance as at 31 [st] March 2023 1,184.85 1,329.09 61.47 4.48 39.74 215.00 4.54 2,839.17
Accumulated Amortisation and Impairment
Balance as at 1 [st] April 2021 - - (48.39) - (25.49) - (4.37) (78.25)
Acquisition under Business - - (0.07) - - (5.98) - (6.05)
Combination (refer Note 56)
Amortisation expense - - (4.58) - (2.92) (14.33) (0.17) (22.00)
Eliminated on disposal
- - 10.73 - 0.57 - - 11.30
of assets
Balance as at 31 [st] March 2022 - - (42.31) - (27.84) (20.31) (4.54) (95.00)
Amortisation expense - - (4.94) - (3.81) (14.33) - (23.08)
Balance as at 31 [st] March 2023 - - (47.25) - (31.65) (34.64) (4.54) (118.08)
Net Carrying Amount
Balance as at 1 [st] April 2021 86.34 157.67 16.98 4.48 14.87 - 0.17 280.51
Additions - - 3.91 - - - - 3.91
Acquisition under Business 1,098.51 1,171.42 0.75 - - 209.02 - 2,479.70
Combination (refer Note 56)
Disposals/ Adjustments - - (11.07) - (0.62) - - (11.69)
Amortisation expense - - (4.58) - (2.92) (14.33) (0.17) (22.00)
Amortisation Eliminated on - - 10.73 - 0.57 - - 11.30
disposal of assets
Balance as at 31 [st] March 2022 1,184.85 1,329.09 16.72 4.48 11.90 194.69 - 2,741.73
Additions - - 2.44 - - - - 2.44
Amortisation expense - - (4.94) - (3.81) (14.33) - (23.08)
Balance as at 31 [st] March 2023 1,184.85 1,329.09 14.22 4.48 8.09 180.36 - 2,721.09
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125

Notes forming part of the financial statements

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( in crores)
Goodwill pertaining to following cash generating unit (“CGU”)
As at As at
31 [st] March 31 [st] March
2023 2022
Consumer & Bazaar 1,127.23 1,127.23
Business to Business 57.62 57.62
Total 1,184.85 1,184.85
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The company has estimated the useful life for its copyrights and trademark as indefinite on the basis of renewal of legal rights and the management's intention to keep it perpetually.

Goodwill, Copyrights and Trademark

Goodwill, copyrights and trademark in the books of the Company pertain to Consumer and Bazaar & Business to Business of the Company.

At the end of each reporting period, the Company reviews carrying amount of goodwill, copyrights and trademark to determine whether there is any indication that goodwill, copyrights and trademark has suffered any impairment loss. Accordingly, recoverable amount of goodwill, copyrights and trademark is arrived basis projected cashflows from Consumer and Bazaar business & Business to Business.

Recoverable amount of goodwill, copyrights and trademark exceeds the carrying amount of goodwill, copyrights and trademark in the books as on 31[st] March 2023. Further there are no external indications of impairment of goodwill, copyrights and trademark. As a result, no impairment loss on goodwill, copyrights and trademark is required to be recognised.

Projected cashflows from Consumer and Bazaar business (including Araldite) and Business to Business

The recoverable amount of this cash-generating unit is determined based on a value in use calculation which uses cash flow projections based on financial budgets approved by the management for next year, estimates prepared for the next 4 years thereafter and a discount rate of 12.7% per annum (12.0% per annum as at 31[st] March 2022).

Cash flow projections during the budget period are based on the same expected gross margins and raw materials price inflation throughout the budget period. The cash flows beyond that five-year period have been extrapolated using a steady 7% per annum (7% per annum as at 31[st] March 2022) growth rate. The management believes that any reasonably possible change in the key assumptions on which recoverable amount is based would not cause the aggregate carrying amount to exceed the aggregate recoverable amount of the cashgenerating unit.

The key assumptions used in the value in use calculations for Consumer and Bazaar and Business to Business cash- generating unit are as follows:	The key assumptions used in the value in use calculations for Consumer and Bazaar and Business to Business cash- generating unit are as follows:	The key assumptions used in the value in use calculations for Consumer and Bazaar and Business to Business cash- generating unit are as follows:	The key assumptions used in the value in use calculations for Consumer and Bazaar and Business to Business cash- generating unit are as follows:	The key assumptions used in the value in use calculations for Consumer and Bazaar and Business to Business cash- generating unit are as follows:	The key assumptions used in the value in use calculations for Consumer and Bazaar and Business to Business cash- generating unit are as follows:	The key assumptions used in the value in use calculations for Consumer and Bazaar and Business to Business cash- generating unit are as follows:	The key assumptions used in the value in use calculations for Consumer and Bazaar and Business to Business cash- generating unit are as follows:	The key assumptions used in the value in use calculations for Consumer and Bazaar and Business to Business cash- generating unit are as follows:	The key assumptions used in the value in use calculations for Consumer and Bazaar and Business to Business cash- generating unit are as follows:
	Budgeted sales growth	Sales growth is assumed at12.8%(CAGR) (12.3% as at 31stMarch 2022) for Consumer and Bazaar business and at10.9%(CAGR) for Business to Business which is in line with current year projections. The values assigned to the assumption refect past experience and current market scenario considering COVID-19 impact and are consistent with the managements' plans for focusing operations in these markets. The management believes that the planned sales growth per year for the next fve years is reasonably achievable.
	Raw materials price infation	Forecast for Material cost growth CAGR higher by0.2%(0.2% as at 31stMarch 2022) vs. sales growth, considering impact of commodity cost infation.
	Other budgeted costs	Commercial spends (schemes and A&SP) are kept consistent with sales growth. Other fxed costs are in line with the current year's growth.

126

Notes forming part of the financial statements

7 Investments - Non-Current

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As at 31 [st] March 2023 As at 31 [st ] March 2022
(refer Note 56)
Qty in crores Qty in crores
Non-Current Investments
A] Investment in Equity Instruments
i) Quoted:
Investment in Associates (fully paid up) (at cost)
Equity Shares of 1 each of Vinyl Chemicals (India) Ltd 74,51,540 1.18 74,51,540 1.18
TOTAL Quoted (i) 1.18 1.18
ii) Unquoted:
Investment in Subsidiaries (fully paid up) (at cost unless
otherwise stated)
Equity Shares of USD 1 each of Pidilite International Pte Ltd 2,70,07,156 142.02 2,59,83,766 133.84
[refer Note 53 (b)]
Equity Shares of AED 1 each of Pidilite Middle East Ltd [refer Note 53 (b)] 10,37,65,030 167.06 9,61,63,000 150.03
[Impairment in value of investments 65.92 crores
( 65.92 crores as at 31 [st] March 2022)]
Equity Shares of BRL 1 each of Pulvitec do Brasil Industria e 7,43,02,867 175.04 7,43,02,867 175.04
Comercio de Colas e Adesivos Ltda
[Impairment in value of investments 110.20 crores
( 110.20 crores as at 31 [st] March 2022)]
Equity Shares of USD 1 each of Pidilite USA Inc 1,47,80,000 64.77 1,47,80,000 64.77
Equity Shares of EGP 100 each of Pidilite Industries Egypt SAE 7,396 0.54 7,396 0.54
Equity Shares of BIRR 100 each of Pidilite Chemical PLC 1,77,159 4.54 1,77,159 4.54
[Impairment in value of investments 4.54 crores
( 4.54 crores as at 31 [st] March 2022)]
Equity Shares of 10 each of Fevicol Company Ltd 2,69,260 2.24 2,69,260 2.24
Equity Shares of 10 each of Pagel Concrete Technologies Pvt Ltd 80,000 0.84 80,000 0.84
[Impairment in value of investments 0.84 crores ( 0.84 crores as at
31 [st] March 2022)]
Equity Shares of 10 each of Bhimad Commercial Company Pvt Ltd 10,000 0.02 10,000 0.02
Equity Shares of 10 each of Pidilite Ventures Pvt Ltd 2,75,500 220.08 2,41,500 191.96
(formerly known as Madhumala Ventures Pvt Ltd ) [refer Note 53 (a)]
Equity Shares of 10 each of Building Envelope Systems India Ltd 50,10,000 8.88 50,10,000 8.88
Equity Shares of 10 each of Nina Percept Pvt Ltd 8,79,999 70.99 8,79,999 70.99
Equity Shares of 10 each of ICA Pidilite Pvt Ltd [refer Note 53 (d)] 32,73,124 114.68 32,73,124 114.68
Equity contribution towards 100% Membership Interest in Pidilite 1 7.41 1 7.41
Ventures LLC
Equity Shares of 10 each of Pidilite Litokol Pvt Ltd [refer Note 53 (c)] 15,60,000 27.10 11,25,000 14.88
Equity Shares of 10 each of Pidilite Grupo Puma Manufacturing Ltd 9,19,100 24.75 4,55,000 11.71
[refer Note 53 (c)]
Equity Shares of 10 each of Pidilite C Techos Walling Ltd 10,90,796 1.82 10,90,796 1.82
[refer Note 53 (e)]
Equity Shares of 100 each of Tenax Pidilite India Pvt Ltd 42,000 84.66 42,000 84.66
Less: Impairment in value of Investments (181.49) (181.49)
TOTAL Unquoted (ii) 935.95 857.36
Total Investment in Equity Instruments [(i)+(ii)] [A] 937.13 858.54
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127

Notes forming part of the financial statements

	As at 31stMarch 2023	As at 31stMarch 2023	As at 31stMarch 2022 (refer Note 56)	As at 31stMarch 2022 (refer Note 56)
	Qty	in crores	Qty	in crores
B] Investment in Preference Shares (at FVTPL) (Quoted)
Non-Cumulative Perpetual Preference shares of Kotak Mahindra Bank Ltd	3,00,00,000	15.00	3,00,00,000	15.03
Total [B]		15.00		15.03
C] Investment in Bonds (at FVTPL) (Quoted)
Units of Bharat Bond ETFs	2,50,000	30.73	2,50,000	29.25
Total [C]		30.73		29.25
D] Investment in Alternative Investment Fund (at FVTPL) (Unquoted)
Units of Fireside Ventures Investment Fund II	1,40,000	21.05	1,00,000	11.64
Total [D]		21.05		11.64
TOTAL [A+B+C+D]		1,003.91		914.46
Aggregate carrying value of quoted investments		46.91		45.46
Aggregate market value of quoted investments		249.55		195.27
Aggregate carrying value of unquoted investments		957.00		869.00
Aggregate amount of Impairment in value of investments		181.49		181.49

128

Notes forming part of the financial statements

8 Investments - Current

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As at 31 [st] March 2023 As at 31 [st ] March 2022
(refer Note 56)
Qty in crores Qty in crores
Current Investments
Investment in Mutual Funds (at FVTPL) (Unquoted)
Units of SBI Magnum ultra short duration fund - Direct growth 92,337 47.63 3,071 1.50
Units of Kotak Liquid Direct Growth 88,419 40.22 3,493 1.50
Units of HDFC liquid - DP - growth option 50,675 22.41 3,592 1.50
Units of ABSL Liquid Fund -Growth Direct 4,21,685 15.31 - -
Units of ABSL CRISIL IBX AAA JUN23 Index Fund Direct Growth 4,29,98,550 45.28 - -
Units of IDFC Cash Fund - Growth Direct plan 55,204 15.01 - -
Units of ICICI Prudential Ultra Short term DP Growth 60,08,135 15.20 - -
Units of HSBC Ultra Short Duration Fund Direct Growth 1,71,864 20.00 - -
Units of ICICI Prudential Equity Arbitrage Fund- Direct Growth 1,13,35,269 35.09 - -
Units of UTI Banking & PSU Debt Fund - Direct Plan - Growth 1,34,50,703 25.24 - -
Units of HSBC Banking and PSU Debt Fund Direct Growth 93,30,339 20.09 - -
Units of HDFC Money Market Fund - DP Growth 1,13,048 55.64 - -
Units of Kotak Money Market Fund - DIR - Growth 1,32,125 50.58 - -
Units of Nippon India Dynamic Bond Fund -Direct Growth Plan 30,32,182 10.00 - -
Units of UTI Liquid Cash Plan - Direct Plan - Growth 67,807 25.01 - -
Units of SBI FMP Series C33 (1216 days) - Direct Growth - - 2,00,00,000 25.81
Units of Kotak FMP Series 251 - 1265 days Direct Plan Growth - - 2,00,00,000 26.14
Units of SBI Debt Fund Series C49 1178 days - Direct Plan Growth - - 2,00,00,000 25.06
Units of HDFC FMP 1182D Jan 2019 (1) - Direct Growth - - 2,00,00,000 25.60
Units of HDFC FMP 1126D Mar 2019 (1) - Direct Growth - - 2,00,00,000 25.18
Units of IDFC FTP Series 149 (1424 days) - Direct Growth - - 1,50,00,000 19.52
Units of Axis Liquid Fund - - 8,516 2.00
Units of Axis Treasury Advantage Fund - - 7,743 2.00
Units of HDFC Ultra Short Term Fund - - 12,20,544 1.50
Units of Kotak Overnight Fund - - 17,644 2.00
Units of Kotak Savings Fund - - 4,21,412 1.50
Units of L&T Ultra short term Fund- Growth - - 5,56,184 2.00
Units of Nippon India Mutual Fund - - 3,861 2.00
Units of SBI Overnight Fund - - 5,780 2.00
Units of HDFC Overnight Fund - Growth - - 6,349 2.00
Units of SBI Liquid Fund - Growth - - 4,513 1.50
TOTAL 442.71 170.31
Aggregate carrying value of unquoted investments 442.71 170.31
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129

Notes forming part of the financial statements

( in crores)

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9 Trade Receivables
As at As at
31 [st ] March 31 [st ] March
2023 2022
(refer Note 56)
Secured, Considered good 156.23 133.92
Unsecured, Considered good 1,148.89 1,078.01
Unsecured, Considered doubtful 53.63 48.53
1,358.75 1,260.46
Less: Allowance for expected credit loss (53.63) (48.53)
TOTAL 1,305.12 1,211.93
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Trade Receivables ageing schedule
Not Due Less than 6 months- 1-2 2-3 More Than TOTAL
6 months 1 year years years 3 years
Undisputed Trade 1,195.05 76.78 17.53 12.85 - 2.91 1,305.12
(i)
Receivables – considered good (1,137.57) (64.31) (6.76) (3.29) (-) (-) (1,211.93)
Undisputed Trade - 15.55 3.76 2.18 0.97 1.20 23.66
(ii)
Receivables – considered doubtful (-) (12.16) (4.04) (1.25) (1.08) (3.72) (22.25)
Disputed Trade - - - - - - -
(iii)
Receivables – considered good (-) (-) (-) (-) (-) (-) (-)
Disputed Trade - - 0.62 2.49 3.46 23.40 29.97
(iv)
Receivables – considered doubtful (-) (0.07) (0.49) (2.66) (9.61) (13.45) (26.28)
1,195.05 92.33 21.91 17.52 4.43 27.51 1,358.75
(1,137.57) (76.54) (11.29) (7.20) (10.69) (17.17) (1,260.46)
Less: Allowance for expected 53.63
credit loss (48.53)
1,305.12
TOTAL
(1,211.93)
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Figures in brackets () represents previous year

The Company has used a practical expedient by computing the expected credit loss allowance for trade receivables based on a provision matrix. The provision matrix takes into account historical credit loss experience and is adjusted for forward-looking information. The expected credit loss allowance is based on the ageing of the receivable days and the rates as given in the provision matrix. The provision matrix at the end of the reporting period is as follows:

Ageing	Expected Credit Loss	Expected Credit Loss
	As at 31stMarch 2023	As at 31stMarch 2022 (refer Note 56)
Within the credit period (in days)
01-90	0.9%	0.8%
91-180	57.3%	54.1%
181-360	65.0%	65.6%
>360	82.8%	84.1%

Movement in expected credit loss allowance:
	For the year ended 31stMarch 2023	For the year ended 31stMarch 2022 (refer Note 56)
Balance at the beginningof theyear	48.53	34.75
Acquisition under Business Combination (refer Note 56)	-	15.30
Movement in expected credit loss allowance	5.10	(1.52)
Balance at the end of the year	53.63	48.53

A formal credit policy has been framed and credit facilities are given to dealers within the framework of the credit policy. As per credit risk management mechanism, a policy for doubtful debt has been formulated and risk exposure related to receivables are identified based on criteria mentioned in the policy and provided for credit loss allowance.

Trade receivables includes receivables from Companies/firms where directors are directors/members/partners (refer Note 44).

130

Notes forming part of the financial statements

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( in crores)
10 Loans - Non-Current
As at As at
31 [st ] March 31 [st ] March
2023 2022
(refer Note 56)
Unsecured, Considered good
Loans to Employees 4.16 5.05
Loans to Related Party (refer Note 44) 2.04 -
TOTAL 6.20 5.05
given for business purpose
11 Loans - Current
As at As at
31 [st ] March 31 [st ] March
2023 2022
(refer Note 56)
Loans and Advances to Related Parties (refer Note 44)
Unsecured, Considered good - 2.32
Considered doubtful 0.33 0.33
0.33 2.65
Less: Allowance for doubtful balances (0.33) (0.33)
- 2.32
Loans and Advances to Employees & Others 23.96 15.49
TOTAL 23.96 17.81
includes advances given amounting to 17.08 crores ( 12.71 crores for the year ended 31 [st] March 2022)
12 Other Financial Assets - Non-Current
As at As at
31 [st ] March 31 [st ] March
2023 2022
(refer Note 56)
Security Deposit
Unsecured, Considered good 32.66 17.18
Considered doubtful - -
32.66 17.18
Fixed Deposits with Banks with more than 12 months maturity 2.29 2.12
Other Receivables
Unsecured, Considered good - 0.15
Considered doubtful 1.74 1.74
1.74 1.89
Less: Allowance for doubtful balances (1.74) (1.74)
- 0.15
TOTAL 34.95 19.45
Fixed Deposits under lien 2.23 2.12
13 Other Financial Assets - Current
As at As at
31 [st ] March 31 [st ] March
2023 2022
(refer Note 56)
Security Deposit
Unsecured, Considered good 5.47 7.12
Considered doubtful 0.10 0.16
5.57 7.28
Less: Allowance for doubtful balances (0.10) (0.16)
5.47 7.12
Derivative assets towards Foreign Exchange Forward Contracts - 0.44
Other Receivables
Unsecured, Considered good 2.23 3.84
Considered doubtful 1.04 1.04
Less: Allowance for doubtful balances (1.04) (1.04)
TOTAL 7.70 11.40
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Includes receivable on account of windmill income

131

Notes forming part of the financial statements

( in crores)

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14 Cash and Cash Equivalents
As at As at
31 [st ] March 31 [st ] March
2023 2022
(refer Note 56)
Cash and Cash Equivalents
Cash on Hand 0.09 0.06
Cheques on Hand / Remittance in Transit 71.83 56.76
Balance with banks
In Current Account 15.40 25.78
In EEFC Account 18.11 21.09
In Fixed Deposit Accounts with original maturity of 3 months or less 47.87 44.01
TOTAL 153.30 147.70
Cash and Cash Equivalents (as per Statement of Cash Flows) 153.30 147.70
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15	Bank Balances other than Cash and Cash Equivalents above	Bank Balances other than Cash and Cash Equivalents above	Bank Balances other than Cash and Cash Equivalents above
		As at 31stMarch 2023	As at 31stMarch 2022 (refer Note 56)
Other Bank Balance
In Fixed Deposit Accounts with original maturity of more than 3 months but upto 12 months*		0.11	0.23
Earmarked Account
Dividend Payment Bank Account		2.64	2.64
TOTAL		2.75	2.87
*Includes Fixed Deposit under lien		0.11	0.18

16	Inventories (at lower of cost and net realisable value)
		As at 31stMarch 2023	As at 31stMarch 2022 (refer Note 56)
Raw Material and Packing Material		746.81	691.04
Work-in-Progress		120.46	130.29
Finished Goods		503.07	470.62
Stock-in-Trade (acquired for trading)		178.91	140.51
Stores and Spares		11.99	9.46
TOTAL		1,561.24	1,441.92
Goods-in-Transit included above
Raw Material and Packing Material		74.62	106.78
Work-in-Progress		6.30	7.17
Finished Goods		83.63	63.14
Stock-in-Trade (acquired for trading)		11.52	32.51
TOTAL		176.07	209.60

a. The cost of inventories recognised as an expense during the year in respect of continuing operations was 6,143.91 crores ( 4,905.49 crores for the year ended 31[st] March 2022)

b. The cost of inventories recognised as an expense includes 13.20 crores in respect of write-downs of inventory to net realisable value ( 14.24 crores for the year ended 31[st] March 2022)

c. The mode of valuation of inventories has been stated in Note 2.12

132

Notes forming part of the financial statements

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( in crores)
17 Income Tax Asset (net) - Non-Current
As at As at
31 [st ] March 31 [st ] March
2023 2022
(refer Note 56)
Advance Payment of Taxes (net of provisions 1,907.81 crores) 137.21 129.92
(net of provisions 1,907.81 crores as at 31 [st] March 2022)
TOTAL 137.21 129.92
18 Other Non-Current Assets
As at As at
31 [st ] March 31 [st ] March
2023 2022
(refer Note 56)
Unsecured, Considered good
Capital Advances 29.63 21.42
Prepaid Expenses 3.41 1.13
Balance with Government Authorities 14.72 19.65
TOTAL 47.76 42.20
Includes amounts paid under protest against Excise Duty rebates / Sales Tax claims disputed by the Company (shown under contingent
liabilities), GST receivable, etc.
19 Other Current Assets
As at As at
31 [st ] March 31 [st ] March
2023 2022
(refer Note 56)
Export Benefits receivable
Unsecured, Considered good 1.76 6.83
Considered doubtful 2.76 0.26
4.52 7.09
Less: Allowance for doubtful balances (2.76) (0.26)
1.76 6.83
Balances with Government Authorities
Unsecured, Considered good 110.67 117.65
Considered doubtful 0.09 0.09
110.76 117.74
Less: Allowance for doubtful balances (0.09) (0.09)
110.67 117.65
Advances to vendors
Unsecured, Considered good 32.43 35.96
Considered doubtful 0.01 0.01
32.44 35.97
Less: Allowance for doubtful balances (0.01) (0.01)
32.43 35.96
Prepaid Expenses 19.38 19.39
Others 0.67 0.73
TOTAL 164.91 180.56
Includes input tax credit, VAT / GST receivable, etc.
Mainly consists of Share Application Money
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133

Notes forming part of the financial statements

( in crores)

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20 Equity Share Capital
As at As at
31 [st] March 31 [st] March
2023 2022
Authorised Capital:
70,00,00,000 Equity Shares of 1 each 70.00 70.00
(70,00,00,000 Equity Shares of 1 each as at 31 [st ] March 2022)
TOTAL 70.00 70.00
Issued, Subscribed and Paid-up Capital:
50,83,14,240 Equity Shares of 1 each, fully paid up 50.83 50.83
(50,82,88,415 Equity Shares of 1 each as at 31 [st] March 2022)
TOTAL 50.83 50.83
a. Reconciliation of the number of shares and amount outstanding at the beginning and at the end of the reporting period
Number of in crores
Shares
Balance as at 1 [st] April 2021 50,81,53,380 50.82
Shares issued during the year on exercise of options under Employee Stock Option Plan - 2016 1,35,035 0.01
Balance as at 31 [st] March 2022 50,82,88,415 50.83
Shares issued during the year on exercise of options under Employee Stock Option Plan - 2016 25,825 0.00
Balance as at 31 [st] March 2023 50,83,14,240 50.83
denotes amount less than 50,000.
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b. Terms/ Rights attached to equity shares

The Company has only one class of equity shares having a par value of 1 per share. Each holder of equity shares is entitled to one vote per share. The Company declares and pays dividend in Indian rupees. The final dividend proposed by the Board of Directors is subject to the approval of the shareholders in the ensuing Annual General Meeting.

In the event of liquidation, the equity shareholders are eligible to receive the remaining assets of the Company after distribution of all preferential amounts, in the proportion of their shareholding.

The Board of Directors at its meeting held on 8[th] May 2023 declared a final dividend of 11.00 per equity share of 1 each, subject to approval of the shareholders at the ensuing Annual General Meeting.

During the year ended 31[st] March 2023, the Company had paid final dividend of 10.00 per equity share of 1 each for the financial year 2021-22.

c. Details of shareholders holding more than 5% shares in the Company:

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As at As at
31 [st] March 2023 31 [st] March 2022
Number of % of Number of % of
Shares held Holding Shares held Holding
Shri Madhukar Balvantray Parekh 5,15,51,286 10.14 5,15,51,286 10.14
Shri Narendrakumar Kalyanji Parekh 5,42,73,688 10.68 5,42,73,688 10.68
Shri Ajay Balvantray Parekh 4,74,33,489 9.33 4,74,33,489 9.33
Devkalyan Sales Pvt Ltd 2,62,24,280 5.16 2,62,24,280 5.16
Mrudula Sushilkumar Parekh 4,05,25,693 7.97 4,05,25,693 7.97
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d. Aggregate number of bonus shares issued, shares issued for consideration other than cash and shares bought back during the period of five years, immediately preceding the reporting date:

	As at 31stMarch 2023	As at 31st March 2022
	Number of Shares	Number of Shares
Equity Shares
Buy-back of Shares (FY 17-18)	50,00,000	50,00,000

134

Notes forming part of the financial statements

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e. Equity Shares reserved for issuance under Employee Stock Option Scheme / Plan: (refer Note 46c)
As at As at
31 [st] March 31st March
2023 2022
Number of Number of
Shares Shares
Equity Shares of 1 each under Employee Stock Option Scheme - 2012 34,200 34,200
Equity Shares of 1 each under Employee Stock Option Plan - 2016 37,41,230 37,34,975
f. Shares held by promoters as defined in the Companies Act, 2013 at the end of the year
Promoters Name As at As at % change
31 [st] March 2023 31 [st] March 2022 during the
Number of % of Number of % of year
Shares held Holding Shares held Holding
Narendrakumar Kalyanji Parekh 5,42,73,688 10.68 5,42,73,688 10.68 0.00
Madhukar Balvantray Parekh 5,15,51,286 10.14 5,15,51,286 10.14 0.00
Ajay Balvantray Parekh 4,74,33,489 9.33 4,74,33,489 9.33 0.00
Mrudula Sushilkumar Parekh 4,05,25,693 7.97 4,05,25,693 7.97 0.00
Devkalyan Sales Private Ltd 2,62,24,280 5.16 2,62,24,280 5.16 0.00
Ishijas Chemicals Private Limited 2,49,62,038 4.91 2,49,62,038 4.91 0.00
Harton Private Limited 1,23,57,634 2.43 1,23,57,634 2.43 0.00
The Vacuum Forming Company Pvt Ltd 1,14,62,186 2.25 1,14,62,186 2.26 (0.01)
Pidichem Pvt Ltd 87,83,916 1.73 87,83,916 1.73 0.00
Prakash Shah (Trustee of SANMP Private Beneficiary Trust) 82,00,000 1.61 82,00,000 1.61 0.00
Kalpana Apurva Parekh 65,77,079 1.29 65,77,079 1.29 0.00
Mala Madhukar Parekh 64,98,618 1.28 64,98,618 1.28 0.00
Darshana Bimal Mody 57,41,535 1.13 57,41,535 1.13 0.00
Ami Ajay Parekh 55,50,120 1.09 55,50,120 1.09 0.00
Apurva Parekh (Trustee of NKP Family Trust) 40,00,000 0.79 40,00,000 0.79 0.00
Ishita Rajiv Amersey 36,00,000 0.71 36,00,000 0.71 0.00
Prakash Dharshibhai Shah (Trustee of I M Family Trust) 35,80,217 0.70 35,80,217 0.70 0.00
Jasna Raoul Thackersey 35,76,765 0.70 35,76,765 0.70 0.00
Harish Himatlal Parekh 33,13,443 0.65 33,13,443 0.65 0.00
Rashmikant Himatlal Parekh 32,47,570 0.64 32,47,570 0.64 0.00
Apurva Narendrakumar Parekh 30,76,918 0.61 30,76,918 0.61 0.00
Maithili Apurva Parekh 27,59,598 0.54 27,59,598 0.54 0.00
Neerav A Parekh 27,25,476 0.54 27,25,476 0.54 0.00
Amrita Ajay Parekh 19,47,130 0.38 19,47,130 0.38 0.00
Ajay Balvantray Parekh (Trustee of Ruchi India Trust) 19,11,480 0.38 19,47,480 0.38 0.00
Bharati Narendrakumar Parekh 17,72,323 0.35 17,72,323 0.35 0.00
Parkem Dyes & Chemicals Pvt Ltd 14,36,510 0.28 14,36,510 0.28 0.00
Parul Harish Parekh 14,20,074 0.28 14,20,074 0.28 0.00
Kalva Marketing And Services Ltd 13,82,628 0.27 13,82,628 0.27 0.00
Kamalini Rashmikant Parekh 11,06,055 0.22 11,06,055 0.22 0.00
Parekh Marketing Limited 8,56,700 0.17 8,56,700 0.17 0.00
Purvee Apurva Parekh 7,93,299 0.16 7,93,299 0.16 0.00
Harshada Harvadan Vakil 7,85,929 0.15 7,97,429 0.16 (0.01)
Panna Deepak Sanghavi 6,62,391 0.13 6,62,391 0.13 0.00
Trivenikalyan Trading Pvt Ltd 4,63,040 0.09 4,63,040 0.09 0.00
Malay Rashmikant Parekh 4,21,286 0.08 4,21,286 0.08 0.00
Anuja Ankur Shah 2,53,670 0.05 2,53,670 0.05 0.00
Jimeet D Sanghavi 1,00,000 0.02 1,00,000 0.02 0.00
Urvi Malay Parekh 50,663 0.01 50,663 0.01 0.00
Harvadan Manilal Vakil 41,430 0.01 41,430 0.01 0.00
Malay Rashmikant Parekh (Trustee of Anuja Family Trust) 25,000 0.00 25,000 0.00 0.00
Hetal Nandan Valia 19,334 0.00 - - Not Applicable
Lakshmi Bimal Shah 18,500 0.00 - - Not Applicable
Malay Rashmikant Parekh (Trustee of Malay Family Trust) 12,500 0.00 12,500 0.00 0.00
Isha Nandan Valia 4,000 0.00 - - Not Applicable
TOTAL 35,55,05,491 35,55,11,157
denoted percentage less than 0.01
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135

Notes forming part of the financial statements

( in crores)

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21 Other Equity
As at As at
31 [st ] March 31 [st ] March
2023 2022
(refer Note 56)
Capital Reserve on Business Combination (1.38) (1.38)
Securities Premium 50.05 46.51
Capital Redemption Reserve 0.50 0.50
Cash Subsidy Reserve 0.95 0.95
Share Options Outstanding Account 43.64 33.05
General Reserve 1,335.38 1,335.38
Retained Earnings 5,628.19 4,877.86
TOTAL 7,057.33 6,292.87
21.1 Capital Reserve on Business Combination
Capital Reserve represents excess/short of net assets acquired in business combination. It is not available for the distribution to shareholders
as dividend.
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21.2 Securities Premium

Securities Premium is created when shares are issued at premium. The Company may issue fully paid-up bonus shares to its members out of the Securities Premium, and Company can use this reserve for buy-back of shares. This reserve is utilised in accordance with the provisions of the Companies Act, 2013.

21.3 Capital Redemption Reserve

The Company has recognised Capital Redemption Reserve on buy-back of equity shares from its General Reserve. The amount in Capital Redemption Reserve is equal to the nominal amount of equity shares bought back. The reserve can be utilised in accordance with the provisions of the Companies Act, 2013.

21.4 Cash Subsidy Reserve

Cash Subsidy Reserve represents subsidies received from state government. It is not available for distribution as dividend to shareholders.

21.5 Share Options Outstanding Account

The above reserve relates to share options granted by the Company to its employees under its employee share option plan. Further information about share-based payments to employees is set out in Note 46.

21.6 General Reserve

General Reserve is created by a transfer from one component of equity to another and is not an item of Other Comprehensive Income. The same can be utilised by the Company in accordance with the provisions of the Companies Act, 2013. 21.7 Retained Earnings

This Reserve represents the cumulative profits of the Company and effects of remeasurement of defined benefit obligations. This Reserve can be utilised in accordance with the provisions of the Companies Act, 2013.

This Reserve represents the cumulative profts of the Company and efects of remeasurement of defned beneft obligations. This Reserve can be utilised in accordance with the provisions of the Companies Act, 2013.	This Reserve represents the cumulative profts of the Company and efects of remeasurement of defned beneft obligations. This Reserve can be utilised in accordance with the provisions of the Companies Act, 2013.	This Reserve represents the cumulative profts of the Company and efects of remeasurement of defned beneft obligations. This Reserve can be utilised in accordance with the provisions of the Companies Act, 2013.	This Reserve represents the cumulative profts of the Company and efects of remeasurement of defned beneft obligations. This Reserve can be utilised in accordance with the provisions of the Companies Act, 2013.
( in crores)
22	Borrowings - Current
		As at 31stMarch 2023	As at 31stMarch 2022 (refer Note 56)
Unsecured - at amortised cost
Working Capital Demand Loan		-	105.00
TOTAL		-	105.00
	Unsecured working capital demand loan carries interest rate of relevant benchmark rate plus applicable spread per annum as at 31stMarch 2022.

136

Notes forming part of the financial statements

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( in crores)
23 Trade Payables
As at As at
31 [st ] March 31 [st ] March
2023 2022
(refer Note 56)
Total outstanding dues of micro enterprises and small enterprises (refer Note 50) 52.82 68.15
Total outstanding dues of creditors other than micro enterprises and small entireprises 886.14 877.69
TOTAL 938.96 945.84
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Total outstanding dues of micro enterprises and small enterprises (refer Note 50)	Total outstanding dues of micro enterprises and small enterprises (refer Note 50)	Total outstanding dues of micro enterprises and small enterprises (refer Note 50)	Total outstanding dues of micro enterprises and small enterprises (refer Note 50)	Total outstanding dues of micro enterprises and small enterprises (refer Note 50)	Total outstanding dues of micro enterprises and small enterprises (refer Note 50)	Total outstanding dues of micro enterprises and small enterprises (refer Note 50)	As at 31stMarch 2023 52.82	As at 31stMarch 2022 (refer Note 56) 68.15
Total outstanding dues of creditors other than micro enterprises and small entireprises TOTAL							886.14 938.96	877.69 945.84

Trade Payables ageing schedule
			Not Due	Less than 1 year	1-2 years	2-3 years	More Than 3 years	TOTAL
	(i)	Micro enterprises and Small enterprises (MSME)	52.82 - - - - 52.82
			(59.96) (8.19) (-) (-) (-) (68.15)
	(ii)	Others	634.96 29.49 1.77 1.36 - 667.58
			(559.42) (75.05) (6.16) (0.03) (-) (640.66)
	(iii)	Disputed Dues - MSME	- - - - - -
			(-) (-) (-) (-) (-) (-)
	(vi)	Disputed Dues - Others	- - - - - -
			(-) (-) - (-) (-) (-)
(v) Unbilled Dues TOTAL Figures in brackets () represents previous year	(v)	Unbilled Dues	218.56 - - - - 218.56
			(237.03) (-) (-) (-) (-) (237.03)
			906.34	29.49	1.77	1.36	-	938.96
			(856.41)	(83.24)	(6.16)	(0.03)	(-)	(945.84)
	Figures in brackets () represents previous year
24	Other Financial Liabilities - Non-Current
							As at 31stMarch 2023	As at 31stMarch 2022 (refer Note 56)
Retention money payable							14.45	19.94
TOTAL							14.45	19.94

25	Other Financial Liabilities- Current
							As at 31stMarch 2023	As at 31stMarch 2022 (refer Note 56)
Unclaimed Dividend							2.64	2.64
Payables on purchase of assets							2.74	1.53
Trade/ Security Deposit received							195.32	155.39
Liabilities for expenses							590.83	465.96
Liability for purchase of investment in subsidiary							4.00	4.25
Employee related liabilities							19.52	16.60
Derivative liabilities towards Foreign Exchange Forward Contracts							0.60	0.60
Retention money payable							18.73	12.65
TOTAL							834.38	659.62

137

Notes forming part of the financial statements

( in crores)

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26 Provisions - Non-Current
As at As at
31 [st ] March 31 [st ] March
2023 2022
(refer Note 56)
Provision for Employee Benefits
Gratuity (net) (refer Note 45) - 0.85
Compensated Absences 58.72 51.04
Anniversary Awards 3.06 1.78
Premature Death Pension Scheme 2.37 2.13
Total Disability Pension Scheme 0.47 0.42
TOTAL 64.62 56.22
27 Provisions - Current
As at As at
31 [st ] March 31 [st ] March
2023 2022
(refer Note 56)
Provision for Employee Benefits
Gratuity (net) (refer Note 45) 13.02 18.65
Compensated Absences 16.11 15.04
Anniversary Awards 0.53 0.31
Premature Death Pension Scheme 0.01 0.01
Total Disability Pension Scheme 0.08 0.07
Provision for warranty expenses (refer Note 40) 0.49 0.86
TOTAL 30.24 34.94
28 Deferred Tax Liabilities (net)
As at As at
31 [st ] March 31 [st ] March
2023 2022
(refer Note 56)
Tax effect of items constituting Deferred Tax Assets (refer Note 48) (40.15) (34.60)
Tax effect of items constituting Deferred Tax Liabilities (refer Note 48) 416.66 423.13
TOTAL 376.51 388.53
29 Other Current Liabilities
As at As at
31 [st ] March 31 [st ] March
2023 2022
(refer Note 56)
Statutory remittances 74.59 68.08
Advance from customers 11.44 12.13
Other Liabilities 1.91 1.89
TOTAL 87.94 82.10
30 Current Tax Liabilities (net)
As at As at
31 [st ] March 31 [st ] March
2023 2022
(refer Note 56)
Provision for Tax (net of Advance Tax 1,808.02 crores) 38.25 9.06
(net of Advance Tax 1,054.69 crores as at 31 [st] March 2022)
TOTAL 38.25 9.06
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138

Notes forming part of the financial statements

( in crores)

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31 Revenue From Operations
For the For the
year ended year ended
31 [st] March 2023 31 [st] March 2022
(refer Note 56)
Revenue From Operations
Sale of Products 10,543.06 8,847.32
Sale of Services 2.06 4.99
TOTAL (A) 10,545.12 8,852.31
Other Operating Revenue
Scrap Sales 20.64 16.64
Export Incentives 13.26 13.91
GST / Excise Refund 5.71 2.01
Others 12.34 10.75
TOTAL (B) 51.95 43.31
TOTAL (A+B) 10,597.07 8,895.62
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*The Company disaggregated revenues from contracts with customers by customer type and by geography. The Company believes that this disaggregation best depicts how the nature, amount, timing and uncertainty of its revenues and cash flows are affected by industry, market and other economic factors. For geography wise and customer wise breakup of revenue, refer Note 42.

Further, the Company derives its revenue from the transfer of goods at a point in time for its major service lines. This is consistent with the revenue information that is disclosed for each reportable segment under Ind AS 108 'Operating Segment'.

Reconciliation of revenue recognised with the contracted price is as follows:

	For the year ended 31stMarch 2023	For the year ended 31stMarch 2022 (refer Note 56)
Contracted Price	11,683.00	9,665.05
Reduction towards variable consideration components*	(1,137.88)	(812.74)
Revenue Recognised	10,545.12	8,852.31

*The reduction towards variable consideration includes discounts, rebates, incentives, promotional couponing and schemes.

139

Notes forming part of the financial statements

( in crores)

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32 Other Income
For the For the
year ended year ended
31 [st] March 2023 31 [st] March 2022
(refer Note 56)
Interest on:
Bank Deposit (at amortised cost) 1.48 2.12
Overdue Trade Receivables 0.74 0.18
Income Tax Refund 2.58 -
Others 0.10 0.11
Dividend on:
Investments in in Preference Shares (at FVTPL) 1.22 1.22
Long-term Investments in Subsidiary / Associate (at cost) 16.24 2.79
Other Non-Operating Income:
Windmill Income 2.99 1.78
Profit on Sale / Transfer of Assets 1.96 -
Royalty & Technical Knowhow Income 4.91 3.81
Insurance claim received 1.33 3.18
Liabilities no longer required written back 0.28 8.25
Rental Income from Leases 1.49 1.20
Net gain arising on financial assets designated as at FVTPL 16.78 11.37
Profit on buyback of shares of subsidiary - 1.11
Miscellaneous Income 10.94 2.84
TOTAL 63.04 39.96
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33 Cost of Materials Consumed

Inventory at the beginning of the year	For the year ended 31stMarch 2023 691.04	For the year ended 31stMarch 2022 (refer Note 56) 469.05
Add : Purchases	5,401.74	4,710.81
Add : Acquisition under Business combination (refer Note 56) Less : Inventory at the end of the year TOTAL	- 6,092.78 (746.81) 5,345.97	34.35 5,214.21 (691.04) 4,523.17

140

Notes forming part of the financial statements

( in crores)

34 Changes in Inventories of Finished Goods, Work-in-Progress and Stock-in-Trade

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For the For the
year ended year ended
31 [st] March 2023 31 [st] March 2022
(refer Note 56)
Inventories at the end of the year
Stock-in-Trade 178.91 140.51
Work-in-Progress 120.46 130.29
Finished Goods 503.07 470.62
Total (A) 802.44 741.42
Acquisition under Business Combination (refer Note 56)
Stock-in-Trade - 5.13
Work-in-Progress - 3.16
Finished Goods - 9.36
Total (B) - 17.65
Inventories at the beginning of the year
Stock-in-Trade 140.51 94.74
Work-in-Progress 130.29 88.76
Finished Goods 470.62 314.75
Total (C) 741.42 498.25
TOTAL (C+B-A) (61.02) (225.52)
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35 Employee Benefits Expense

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For the For the
year ended year ended
31 [st] March 2023 31 [st] March 2022
(refer Note 56)
Salaries and Wages 941.79 825.75
Contribution to Provident and Other Funds (refer Note 45) 60.07 50.55
Share based payments to employees (refer Note 46) 14.13 28.09
Staff Welfare Expenses 28.84 22.37
TOTAL 1,044.83 926.76
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36 Finance Costs

		For the year ended 31stMarch 2023	For the year ended 31stMarch 2022 (refer Note 56)
	Interest expense on:
	Borrowings	7.71	12.72
	Lease Liability (refer Note 51)	10.94	7.12
	Dealer Deposits & others	9.88	7.40
	TOTAL	28.53	27.24

37	Depreciation and Amortisation Expense
		For the year ended 31stMarch 2023	For the year ended 31stMarch 2022 (refer Note 56)
	Depreciation on Property, Plant and Equipment (refer Note 4)	156.86	140.01
	Depreciation on Right of Use of Assets (refer Note 5 and Note 51)	42.03	32.37
	Amortisation of Other Intangible Assets (refer Note 6)	23.08	22.00
	TOTAL	221.97	194.38

141

Notes forming part of the financial statements

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( in crores)
38 Other Expenses
For the For the
year ended year ended
31 [st] March 2023 31 [st] March 2022
(refer Note 56)
Consumption of Stores and Spares 53.38 46.46
Clearing and Forwarding Charges 400.64 362.43
Power and Fuel 86.66 78.88
Contract Labour 144.58 131.98
Water Charges 5.48 4.60
Rent (refer Note 51) 25.74 16.77
Rates and Taxes 14.95 8.17
Insurance 22.89 15.98
License fees 1.35 0.86
Repairs:
Buildings 12.49 12.31
Machinery 24.95 22.91
Others 21.40 23.60
58.84 58.82
Directors' Fees 0.58 0.82
Advertisement and Publicity 241.47 172.66
Legal, Professional and Consultancy fees 59.11 45.82
Communication Expenses 7.52 7.25
Computer and Software Expenses 58.40 47.18
Printing and Stationery 3.54 2.45
Travelling and Conveyance Expenses 111.33 64.51
Bad Debts 1.03 4.30
Allowance for Doubtful Debts and advances (net) 4.64 (2.57)
Processing and Packing Charges 109.44 99.13
Sales Commission 5.10 4.35
Commission to non executive directors 2.22 2.00
Payments to Auditor (refer Note a) 1.36 1.72
Donations 1.92 0.82
Corporate Social Responsibility Expenses (refer Note 52) 30.95 27.10
Loss on disposal of Property, Plant and Equipment - 8.20
Net Loss on Foreign Currency Transactions and Translation 20.88 13.58
Miscellaneous Expenses 79.15 66.70
TOTAL 1,553.15 1,290.97
a. Details of Payments to Auditor (net of GST)
For the For the
year ended year ended
31 [st] March 2023 31 [st] March 2022
(refer Note 56)
a) Auditors 1.24 1.29
b) Tax Matters - 0.02
c) Other Services 0.08 0.40
d) Reimbursement of Expenses 0.04 0.01
TOTAL 1.36 1.72
includes fees paid to erstwhile auditors of Cipy Polyurethanes Pvt Ltd and Pidilite Adhesives Pvt Ltd
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142

Notes forming part of the financial statements

( in crores)

39 Contingent Liabilities and Commitments

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As at As at
31 [st] March 31 [st] March
2023 2022
(refer Note 56)
A) Contingent liabilities not provided for:
1. Claims against the Company not acknowledged as debts comprise:
a) Income Tax demand against the Company not provided for and relating to issues of deduction and 89.97 89.97
allowances in respect of which the Company is in appeal
b) Excise Duty and Service Tax claims disputed by the Company relating to issues of classifications 23.10 24.19
c) Sales Tax (VAT, CST, Entry Tax, LBT and GST) claims disputed by the Company relating to issues of 162.12 174.98
declaration forms and classifications
d) Other Matters (relating to disputed Electricity Duty, Gram Panchayat Tax, Open Access Charges, etc.) 1.50 2.66
2. a) Guarantees given by Banks on behalf of the Company 38.79 44.25
b) Corporate Guarantees given by the Company on behalf of the Subsidiaries to Banks
Pulvitec do Brasil Industria e Comercio de Colas e Adesivos Ltda 17.26 15.90
Pidilite Bamco Ltd 3.53 3.26
Pidilite MEA Chemicals LLC (Previously known as Jupiter Chemicals LLC) 44.74 41.23
Pidilite Lanka Private Limited 36.12 33.28
Bamco Supply and Services Ltd 1.19 1.10
Pidilite East Africa Limited 12.33 7.57
Nina Percept Private Limited 90.00 -
Guarantees given are for business purpose.
B) Commitments:
a) Estimated amount of contracts, net of advances, remaining to be executed for the acquisition of 209.92 122.46
Property, Plant and Equipment, investments and not provided for
b) For other commitments, refer Note 47(E)(ii) for financial instruments and Note 51 for leases.
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c) The Company, being the holding/ultimate holding company, will extend financial support to its subsidiaries as and when required.

40 Details of provisions

Provision for warranties represents management’s best estimate of the liability for warranties based on past experience of claims	Provision for warranties represents management’s best estimate of the liability for warranties based on past experience of claims	Provision for warranties represents management’s best estimate of the liability for warranties based on past experience of claims	Provision for warranties represents management’s best estimate of the liability for warranties based on past experience of claims	Provision for warranties represents management’s best estimate of the liability for warranties based on past experience of claims	Provision for warranties represents management’s best estimate of the liability for warranties based on past experience of claims	Provision for warranties represents management’s best estimate of the liability for warranties based on past experience of claims
Particulars	Opening Balance	Additions under Business Combination (refer Note 56)	Additions	Utilisation	Reversal (withdrawn as no longer required)	Closing Balance
Provision for Warranty Expenses	0.86	-	0.03	(0.40)	-	0.49
	(-)	(0.35)	(0.53)	((0.02))	(-)	(0.86)

Figures in brackets () represents previous year

41 Disclosure as per Regulation 34(3) read with Schedule 5 of Listing Regulations with the Stock Exchanges

a) Loans and Advances in the nature of loans given to subsidiaries, associates, firms / companies in which directors are interested:

Name of the Companies Pagel Concrete Technologies Pvt Ltd (refer Note a)	Relationship	As at 31stMarch 2023	As at 31stMarch 2023	As at 31stMarch 2022	As at 31stMarch 2022
		Amount Outstanding	Maximum Balance Outstanding during the year	Amount Outstanding	Maximum Balance Outstanding during the year
	Subsidiary	0.33	0.33	0.33	0.33
Aapkapainter Solutions Private Limited (refer Note b)	Associate	2.04	2.04	-	-
Notes:

a) Loans and Advances to subsidiary, fall under the category of ' Loans & Advances' in the nature of loans where there is no repayment schedule and re-payable on demand. Loan to subsidiary is not bearing any interest and are fully provided.

b) Loan to associate is interest bearing @ 9% per annum and is repayable as per agreed schedule.

143

Notes forming part of the financial statements

42 Segment information

Business Segment:

The Company operates in two business segments namely Consumer & Bazaar (C&B) and Business to Business (B2B). Consumer & Bazaar segment covers sale of products mainly to end consumers which are retail users such as carpenters, painters, plumbers, mechanics, households, students, offices, etc. Sale consists of mainly adhesives, sealants, art and craft materials and construction and paint chemicals. B2B covers sale of products to end customers which are mainly large business users. This includes Industrial Products (IP) such as adhesives, synthetic resins, organic pigments, pigment preparations, construction chemicals (projects), surfactants, etc. and caters to various industries like packaging, textiles, paints, joineries, printing inks, paper, leather, etc. Others includes sale of raw materials.

Operating Segment disclosures are consistent with the information provided to and reviewed by the Managing Director (Chief Operating Decision Maker).

( in crores)

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Business Segments Year 2022-23 Year 2021-22
Consumer Business Others Total Consumer Business Others Total
& Bazaar to & Bazaar to
Business Business
Revenue
Segment Revenue 8,487.64 2,233.84 102.19 10,823.67 7,018.02 1,987.32 63.70 9,069.04
Less : Inter Segment Revenue (12.25) (214.35) - (226.60) (5.97) (167.45) - (173.42)
(at cost plus fixed margin)
Net Revenue 8,475.39 2,019.49 102.19 10,597.07 7,012.05 1,819.87 63.70 8,895.62
Revenue based on geography
India 9,713.29 8,016.36
Outside India 883.78 879.26
Segment Result 1,995.61 225.16 5.67 2,226.44 1,874.79 195.00 (2.16) 2,067.63
Unallocable Expenses (577.19) (479.39)
Unallocable Income 24.64 23.32
Operating Income 1,673.89 1,611.56
Finance Costs (28.53) (27.24)
Interest / Dividend Income 22.36 6.42
Profit before Exceptional Items and Tax 1,667.72 1,590.74
Exceptional Items - -
Profit Before Tax 1,667.72 1,590.74
Tax Expense (410.54) (399.33)
Profit for the year 1,257.18 1,191.41
Other Comprehensive Income 1.45 (9.06)
Total Comprehensive Income 1,258.63 1,182.35
The above includes:
Depreciation and Amortisation (allocable) 99.94 53.88 - 153.82 93.09 46.38 - 139.47
Depreciation and Amortisation (unallocable) 68.15 54.91
Capital Expenditure (including Capital 301.95 84.23 - 386.18 207.03 155.63 - 362.66
Work in Progress) (allocable)
Capital Expenditure (unallocable) 70.76 14.66
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Depreciation and Amortisation (allocable) 99.94 53.88 Depreciation and Amortisation (unallocable) Capital Expenditure (including Capital Work in Progress) (allocable) 301.95 84.23 Capital Expenditure (unallocable)	Depreciation and Amortisation (allocable) 99.94 53.88 Depreciation and Amortisation (unallocable) Capital Expenditure (including Capital Work in Progress) (allocable) 301.95 84.23 Capital Expenditure (unallocable)	Depreciation and Amortisation (allocable) 99.94 53.88 Depreciation and Amortisation (unallocable) Capital Expenditure (including Capital Work in Progress) (allocable) 301.95 84.23 Capital Expenditure (unallocable)	- -	153.82 93.09 68.15 386.18 207.03 70.76	153.82 93.09 68.15 386.18 207.03 70.76	46.38 155.63	- -	139.47 54.91 362.66 14.66
There is no transaction with single external customer which amounts to 10%			or more of	the Company's revenue
Segment Assets & Liabilities		31stMarch	2023			31stMarch	2022
	Consumer	Business	Others	Total	Consumer	Business	Others	Total
	& Bazaar	to			& Bazaar	to
		Business				Business
Segment Assets	6,188.24	1,427.85	17.07	7,633.16	5,740.11	1,412.04	11.74	7,163.89
Unallocable Assets				2,046.97				1,574.48
Total Assets				9,680.13				8,738.37
Assets based on geography:
India				9,493.35				8,543.01
Outside India				186.78				195.36
Segment Liabilities	1,527.77	476.02	3.59	2,007.38	1,340.46	495.64	1.00	1,837.10
Unallocable Liabilities				564.59				557.57
Total Liabilities				2,571.97				2,394.67
Other Information
Capital Employed				7,108.16				6,343.70

All the Non-Current Assets of the Company are located in India

144

Notes forming part of the financial statements

43 Earnings Per Share (EPS)

The following reflects the Profit and Share data used in the Basic and Diluted EPS computations:

	For the year ended 31stMarch 2023	For the year ended 31stMarch 2022
Basic: Proft for the year ( in crores)	1,257.18	1,191.41

Weighted average number of equity shares in calculating basic EPS	50,83,00,950	50,81,64,425
Par value per share ( )	1.00	1.00
Earning per share (Basic) ( )	24.73	23.45
Diluted:
Proft for the year ( in crores)	1,257.18	1,191.41

Weighted average number of equity shares in calculating basic EPS	50,83,00,950	50,81,64,425
Add: Efect of Employee Stock Options	3,52,660	3,85,070
Weighted average number of equity shares in calculating diluted EPS	50,86,53,610	50,85,49,495

Par value per share ( )	1.00	1.00
Earning per share (Diluted) ( )	24.72	23.43

145

Notes forming part of the financial statements

44 Related Party Disclosures

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Related Party Disclosures as required by Ind-AS 24 ‘Related Party Disclosures’ are given below:
(i) Relationships:
a. Fevicol Company Ltd Subsidiary
b. Bhimad Commercial Company Pvt Ltd Subsidiary
c. Pidilite Ventures Private Limited Subsidiary
(Formerly known as Madhumala Ventures Pvt Ltd)
d. Pagel Concrete Technologies Pvt Ltd Subsidiary
e. Building Envelope Systems India Ltd Subsidiary
f. Hybrid Coatings Subsidiary
g. Nina Percept Private Limited Subsidiary
h. Pidilite International Pte Ltd Subsidiary
i. Pidilite Middle East Ltd Subsidiary
j. Pulvitec do Brasil Industria e Comercio de Colas e Adesivos Ltda Subsidiary
k. Pidilite USA Inc Subsidiary
l. Pidilite MEA Chemicals LLC Subsidiary
m. PT Pidilite Indonesia Subsidiary
n. Pidilite Speciality Chemicals Bangladesh Pvt Ltd Subsidiary
o. Pidilite Innovation Centre Pte Ltd Subsidiary
p. Pidilite Industries Egypt - SAE Subsidiary
q. Pidilite Bamco Ltd Subsidiary
r. Bamco Supply and Services Ltd Subsidiary
s. PIL Trading (Egypt) Company Subsidiary
t. Pidilite Industries Trading (Shanghai) Co Ltd Subsidiary
u. Pidilite Chemical PLC Subsidiary
v. Pidilite Lanka (Pvt) Ltd Subsidiary
w. ICA Pidilite Pvt Ltd Subsidiary
x. Nebula East Africa Pvt Ltd Subsidiary
y. Nina Lanka Construction Technologies (Pvt) Ltd Subsidiary
z. Pidilite East Africa Limited Subsidiary
aa. Pidilite Ventures LLC Subsidiary
ab. Pidilite Litokol Pvt Ltd Subsidiary
ac. Pidilite Grupo Puma Manufacturing Ltd Subsidiary
ad. Nina Percept (Bangladesh) Pvt Ltd Subsidiary
ae. Pidilite C-Techos Walling Ltd Subsidiary
af. Tenax Pidilite India Pvt Ltd Subsidiary
ag. Cipy Polyurethanes Pvt Ltd [refer Note 56] Subsidiary
ah. Pidilite Adhesives Pvt Ltd [refer Note 56] Subsidiary
ai. Vinyl Chemicals (India) Ltd Associate
aj. Aapkapainter Solutions Private Limited [Refer Note 53(a)(iii)] Associate
ak. Kaarwan Eduventures Private Limited [Refer Note 53(a)(vii)] Associate
al. Climacrew Private Limited [Refer Note 53(a)(ix)] Associate
am. Buildnext Construction Solutions Private Limited Associate
an. Finemake Technologies Private Limited [refer Note 53(a)(viii)] Associate
ao. Plus Call Technical Services LLC (upto 31 [st] October 2022) Substantial Interest in Voting Power (Joint Venture)
ap. Parekh Marketing Ltd Significant Influence of KMP
aq. Pargro Investment Pvt Ltd Significant Influence of KMP
ar. Kalva Marketing and Services Ltd Significant Influence of KMP
as. Dr. Fixit Institute of Structural Protection and Rehabilitation Significant Influence of KMP
(ii) Key Management Personnel (KMP):
a. Shri M B Parekh Executive Chairman
b. Shri N K Parekh Vice Chairman
c. Shri Bharat Puri Managing Director
d. Shri Sudhanshu Vats (w.e.f. 18 [th] May 2022) Deputy Managing Director
e. Shri A B Parekh Whole Time Director
f. Shri A N Parekh Whole Time Director
g. Shri Debabrata Gupta (upto 9 [th] November 2022) Whole Time Director
h. Shri Joseph Varghese (w.e.f. 9 [th] November 2022) Whole Time Director
i. Shri Sandeep Batra Chief Financial Officer (w.e.f. 1 [st] June 2022) &
Whole Time Director (w.e.f. 9 [th] November 2022)
j. Shri Bansi S. Mehta Non-Executive Independent Director
k. Shri Sanjeev Aga Non-Executive Independent Director
l. Shri Uday Chander Khanna Non-Executive Independent Director
m. Smt. Meera Shankar Non-Executive Independent Director
n. Shri Vinod Kumar Dasari Non-Executive Independent Director
o. Shri Piyush Pandey Non-Executive Independent Director
p. Shri Rajeev Vasudeva Non-Executive Independent Director
h. Shri Meher Pudumjee (w.e.f. 18 [th] May 2022) Non-Executive Independent Director
(iii) Close member of Key Management Personnel:
a. Smt Mala M Parekh Wife of Executive Chairman
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146

Notes forming part of the financial statements

44 (iv) Transactions with Related Parties are as follows:

( in crores)

Nature of Transaction	Nature of Transaction	For the year ended 31stMarch 2023	For the year ended 31stMarch 2023	For the year ended 31stMarch 2023	For the year ended 31stMarch 2023	For the year ended 31stMarch 2022	For the year ended 31stMarch 2022	For the year ended 31stMarch 2022	For the year ended 31stMarch 2022
		Subsidiary	Associate	KMP/ Signifcant Infuence of KMP/Close member of KMP	Total	Subsidiary	Associate	KMP/ Signifcant Infuence of KMP/Close member of KMP	Total
a.	Sales and Related Income
	Parekh Marketing Ltd	-	-	118.01	118.01	-	-	92.40	92.40
	Pidilite MEA Chemicals LLC	80.92	-	-	80.92	67.26	-	-	67.26
	Nina Percept Private Limited	32.53	-	-	32.53	29.19	-	-	29.19
	Pidilite Speciality Chemicals Bangladesh Pvt Ltd	44.29	-	-	44.29	35.70	-	-	35.70
	Pidilite Lanka (Pvt) Ltd	7.29	-	-	7.29	14.58	-	-	14.58
	Pidilite Industries Egypt - SAE	10.80	-	-	10.80	6.38	-	-	6.38
	Pidilite USA Inc	5.79	-	-	5.79	6.94	-	-	6.94
	ICA Pidilite Pvt Ltd	0.20	-	-	0.20	0.21	-	-	0.21
	PIL Trading (Egypt) Company	1.36	-	-	1.36	1.06	-	-	1.06
	Pidilite East Africa Ltd	6.46	-	-	6.46	6.92	-	-	6.92
	Pidilite Innovation Centre Pte Ltd	0.75	-	-	0.75	0.71	-	-	0.71
	Pidilite Bamco Ltd	0.18	-	-	0.18	0.16	-	-	0.16
	Tenax Pidilite India Pvt Ltd	0.15	-	-	0.15	0.01	-	-	0.01
	Pidilite Litokol Pvt Ltd	0.34	-	-	0.34	-	-	-	-
	Sub-Total (a)	191.06	-	118.01	309.07	169.12	-	92.40	261.52
b.	Royalty and Technical Knowhow Received
	Pidilite Speciality Chemicals Bangladesh Pvt Ltd	2.29	-	-	2.29	1.93	-	-	1.93
	Pidilite MEA Chemicals LLC	1.15	-	-	1.15	0.73	-	-	0.73
	Pidilite Industries Egypt - SAE	0.67	-	-	0.67	0.58	-	-	0.58
	Pidilite Lanka (Pvt) Ltd	0.42	-	-	0.42	0.26	-	-	0.26
	Pidilite East Africa Ltd	0.25	-	-	0.25	0.15	-	-	0.15
	Pidilite Bamco Ltd	0.07	-	-	0.07	0.09	-	-	0.09
	Bamco Supply and Services Ltd	0.04	-	-	0.04	0.04	-	-	0.04
	Nebula East Africa Pvt Ltd	0.02	-	-	0.02	0.03			0.03
	Sub-Total (b)	4.91	-	-	4.91	3.81	-	-	3.81

147

Notes forming part of the financial statements

( in crores)

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Nature of Transaction For the year ended 31 [st] March 2023 For the year ended 31 [st] March 2022
Subsidiary Associate KMP/ Total Subsidiary Associate KMP/ Total
Significant Significant
Influence of Influence of
KMP/Close KMP/Close
member of member of
KMP KMP
c. Income from Services Rendered
Nina Percept Private Limited 6.70 - - 6.70 4.33 - - 4.33
ICA Pidilite Pvt Ltd - - - - 0.05 - - 0.05
Pidilite Lanka (Pvt) Ltd 0.40 - - 0.40 0.36 - - 0.36
Pidilite MEA Chemicals LLC 0.23 - - 0.23 0.21 - - 0.21
Pidilite Speciality Chemicals Bangladesh 0.01 - - 0.01 0.13 - - 0.13
Pvt Ltd
Pidilite Bamco Ltd 0.16 - - 0.16 0.13 - - 0.13
Pidilite Industries Egypt - SAE 0.07 - - 0.07 0.06 - - 0.06
Pidilite East Africa Ltd 0.16 - - 0.16 0.08 - - 0.08
Pulvitec Do Brasil Industria E Comercio 0.07 - - 0.07 0.06 - - 0.06
De Colas E Adesivos Ltda
Pidilite C-Techos Walling Ltd 0.03 - - 0.03 0.03 - - 0.03
Pidilite Grupo Puma Mfg Ltd 0.24 - - 0.24 0.13 - - 0.13
Tenax Pidilite India Pvt Ltd 0.37 - - 0.37 0.46 - - 0.46
Hybrid Coatings 0.06 - - 0.06 0.06 - - 0.06
Building Envelope Systems India Ltd 0.06 - - 0.06 0.06 - - 0.06
Pidilite Innovation Centre Pte Ltd 0.02 - - 0.02 0.01 - - 0.01
Pidilite Litokol Pvt Ltd 0.01 - - 0.01 0.01 - - 0.01
Aapkapainter Solutions Private Limited - 0.04 - 0.04 - - - -
Sub-Total (c) 8.59 0.04 - 8.63 6.17 - - 6.17
d. Dividend Received
Vinyl Chemicals (India) Ltd - 7.45 - 7.45 - 2.80 - 2.80
ICA Pidilite Pvt Ltd 2.29 - - 2.29 - - - -
Bhimad Commercial Company Pvt Ltd 6.50 - - 6.50 - - - -
Sub-Total (d) 8.79 7.45 - 16.24 - 2.80 - 2.80
e. Purchase of Goods
Vinyl Chemicals (India) Ltd - 896.49 - 896.49 - 714.00 - 714.00
ICA Pidilite Pvt Ltd 74.24 - - 74.24 63.62 - - 63.62
Hybrid Coatings 2.89 - - 2.89 1.68 - - 1.68
Tenax Pidilite India Pvt Ltd 33.31 - - 33.31 12.90 - - 12.90
Building Envelope Systems India Ltd 10.75 - - 10.75 6.24 - - 6.24
Nina Percept Private Limited 0.93 - - 0.93 - - - -
Pidilite Litokol Pvt Ltd 3.49 - - 3.49 - - - -
Sub-Total (e) 125.61 896.49 - 1,022.10 84.44 714.00 - 798.44
f. Royalty Paid
Pidilite International Pte Ltd 0.12 - - 0.12 0.09 - - 0.09
Sub-Total (f) 0.12 - - 0.12 0.09 - - 0.09
g. Expense for services received
Pidilite USA Inc 7.86 - - 7.86 12.93 - - 12.93
Pidilite Innovation Centre Pte Ltd 9.22 - - 9.22 8.64 - - 8.64
PT Pidilite Indonesia 0.71 - - 0.71 0.55 - - 0.55
Pidilite Industries Trading (Shanghai) 1.30 - - 1.30 1.33 - - 1.33
Co Ltd
Dr. Fixit Institute of Structural Protection - - 0.46 0.46 - - 0.11 0.11
and Rehabilitation
Finemake Technologies Pvt Ltd - 0.07 - 0.07 - - - -
Sub-Total (g) 19.09 0.07 0.46 19.62 23.45 - 0.11 23.56
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148

Notes forming part of the financial statements

( in crores)

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Nature of Transaction
For the year ended 31 [st] March 2023 For the year ended 31 [st] March 2022
Subsidiary Associate KMP/ Total Subsidiary Associate KMP/ Total
Significant Significant
Influence of Influence of
KMP/Close KMP/Close
member of member of
KMP KMP
h. Investment in Share Capital
Pidilite C-Techos Walling Ltd - - - - 1.21 - - 1.21
Pidilite Middle East Ltd 17.03 - - 17.03 - - - -
Pidilite Ventures Private Limited 28.11 - - 28.11 54.96 - - 54.96
(formerly known as Madhumala
Ventures Pvt Ltd)
Pidilite International Pte Ltd 8.18 - - 8.18 - - - -
Pidilite Industries Egypt - SAE 0.11 - - 0.11 - - - -
Pidilite Grupo Puma Mfg Ltd 13.04 - - 13.04 - - - -
Pidilite Litokol Pvt Ltd 12.22 - - 12.22 - - - -
Sub-Total (h) 78.69 - - 78.69 56.17 - - 56.17
i. Buy Back of Shares
ICA Pidilite Pvt Ltd - - - - 11.28 - - 11.28
Sub-Total (i) - - - - 11.28 - - 11.28
j. Sale / (Purchase) of Fixed Assets
Nina Percept Private Limited (2.01) - - (2.01) - - - -
Nina Percept Private Limited 0.06 - - 0.06 0.01 - - 0.01
Sub-Total (j) (1.95) - - (1.95) 0.01 - - 0.01
k. Rent Paid / (Received)
ICA Pidilite Pvt Ltd 0.17 - - 0.17 0.05 - - 0.05
Smt. Mala Parekh - - 0.90 0.90 - - 0.69 0.69
Parekh Marketing Ltd - - 0.09 0.09 - - 0.08 0.08
Pargro Investment Pvt Ltd - - (0.08) (0.08) - - (0.07) (0.07)
Tenax India Stone Products Pvt Ltd (0.47) - - (0.47) - - - -
Pidilite Grupo Puma Mfg. Ltd (0.63) - - (0.63) - - - -
Sub-Total (k) (0.93) - 0.91 (0.02) 0.05 - 0.70 0.75
l. Reimbursement of expenses made
Pidilite MEA Chemicals LLC 6.01 - - 6.01 6.26 - - 6.26
Pidilite USA Inc 0.02 - - 0.02 - - - -
Pidilite Lanka (Pvt) Ltd - - - - 0.18 - - 0.18
Pidilite Industries Egypt - SAE 0.69 - - 0.69 - - - -
Nina Percept Private Limited 0.69 - - 0.69 3.76 - - 3.76
Sub-Total (l) 7.41 - - 7.41 10.20 - - 10.20
m. Reimbursement of expenses received
Pidilite Grupo Puma Mfg. Ltd 2.64 - - 2.64 1.25 - - 1.25
Pidilite C-Techos Walling Ltd 0.33 - - 0.33 0.31 - - 0.31
Pidilite Litokol Pvt Ltd 0.08 - - 0.08 0.16 - - 0.16
Tenax India Stone Products Pvt Ltd 1.98 - - 1.98 1.69 - - 1.69
ICA Pidilite Pvt Ltd 0.85 - - 0.85 0.94 - - 0.94
Nina Percept Private Limited 0.32 - - 0.32 3.68 - - 3.68
Pidilite MEA Chemicals LLC 0.54 - - 0.54 1.04 - - 1.04
Pidilite Bamco Ltd - - - - 0.03 - - 0.03
Pidilite Lanka (Pvt) Ltd 0.16 - - 0.16 0.79 - - 0.79
Pidilite Speciality Chemicals Bangladesh 0.60 - - 0.60 0.99 - - 0.99
Pvt Ltd
Sub-Total (m) 7.50 - - 7.50 10.88 - - 10.88
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149

Notes forming part of the financial statements

( in crores)

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Nature of Transaction For the year ended 31 [st] March 2023 For the year ended 31 [st] March 2022
Subsidiary Associate KMP/ Total Subsidiary Associate KMP/ Total
Significant Significant
Influence of Influence of
KMP/Close KMP/Close
member of member of
KMP KMP
n. Compensation of Key Management Personnel of the Company:
Remuneration / Commission to Directors:
i Short Term Employee benefits
- Shri M B Parekh - - 3.90 3.90 - - 3.86 3.86
- Shri Bharat Puri - - 15.96 15.96 - - 15.75 15.75
- Shri A B Parekh - - 1.90 1.90 - - 1.49 1.49
- Shri A N Parekh - - 6.72 6.72 - - 6.57 6.57
- Shri Debabrata Gupta - - 1.36 1.36 - - 2.52 2.52
- Shri Sudhanshu Vats - - 8.89 8.89 - - - -
- Shri Joseph Varghese - - 1.09 1.09 - - - -
- Shri Sandeep Batra - - 3.64 3.64 - - - -
Sub-Total - - 43.46 43.46 - - 30.19 30.19
ii Share-based payments
- Shri Bharat Puri - - - - - - 26.58 26.58
- Shri Debabrata Gupta - - - - - - 0.05 0.05
Sub-Total - - - - - - 26.63 26.63
iii Sitting Fees and Commission - - 2.80 2.80 - - 2.74 2.74
includes Remuneration as Deputy MD w.e.f. 18 [th] May 2022 amounting to 8.07 crores
** includes Remuneration as Whole Time Director w.e.f. 9 [th] November 2022 amounting to 2.06 crores
Share-based payments does not include stock options which will be subject to vesting conditions in accordance with the 2016 plan.
o. Dividend Paid - - 111.23 111.23 - - 100.90 100.90
p. Outstanding Balances: As at 31 [st] March 2023 As at 31 [st] March 2022
i Trade & Other Receivables
Parekh Marketing Ltd - - 22.02 22.02 - - 20.23 20.23
Pidilite MEA Chemicals LLC 29.36 - - 29.36 28.37 - - 28.37
Nina Percept Private Limited 49.78 - - 49.78 31.31 - - 31.31
Pidilite Industries Egypt - SAE 7.16 - - 7.16 5.16 - - 5.16
Pidilite Speciality Chemicals 10.37 - - 10.37 10.02 - - 10.02
Bangladesh Pvt Ltd
Pulvitec Do Brasil Industria E 0.02 - - 0.02 0.02 - - 0.02
Comercio De Colas E Adesivos Ltda
Pidilite USA Inc 0.34 - - 0.34 2.30 - - 2.30
Pidilite Lanka (Pvt) Ltd 3.11 - - 3.11 12.35 - - 12.35
Pidilite Innovation Centre Pte Ltd 0.20 - - 0.20 - - - -
PIL Trading (Egypt) Company - - - - 0.57 - - 0.57
Pidilite Bamco Ltd 0.06 - - 0.06 0.22 - - 0.22
Bamco Supply and Services Ltd 0.01 - - 0.01 0.01 - - 0.01
Building Envelope Systems India Ltd - - - - 0.03 - - 0.03
Hybrid Coatings - - - - 0.06 - - 0.06
ICA Pidilite Pvt Ltd 0.50 - - 0.50 0.81 - - 0.81
Pidilite C-Techos Walling Ltd 0.52 - - 0.52 0.08 - - 0.08
Pidilite Litokol Pvt Ltd 0.48 - - 0.48 0.26 - - 0.26
Pidilite Grupo Puma Mfg. Ltd 4.21 - - 4.21 0.78 - - 0.78
Tenax India Stone Products Pvt Ltd 3.10 - - 3.10 0.53 - - 0.53
Pidilite East Africa Ltd 2.52 - - 2.52 1.51 - - 1.51
Nebula East Africa Pvt Ltd 0.02 - - 0.02 0.03 - - 0.03
Sub-Total 111.76 - 22.02 133.78 94.42 - 20.23 114.65
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150

Notes forming part of the financial statements

( in crores)

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Nature of Transaction As at 31 [st] March 2023 As at 31 [st] March 2022
Subsidiary Associate KMP/ Total Subsidiary Associate KMP/ Total
Significant Significant
Influence of Influence of
KMP/Close KMP/Close
member of member of
KMP KMP
ii Loans and advances
Pidilite Speciality Chemicals - - - - 0.26 - - 0.26
Bangladesh Pvt Ltd
Pidilite MEA Chemicals LLC - - - - 1.52 - - 1.52
Pidilite Lanka (Pvt) Ltd - - - - 0.29 - - 0.29
Pagel Concrete Technologies Pvt Ltd 0.33 - - 0.33 0.33 - - 0.33
ICA Pidilite Pvt Ltd - - - - 0.15 - - 0.15
Aapkapainter Solutions Private - 2.04 - 2.04 - - - -
Limited
Sub-Total 0.33 2.04 - 2.37 2.55 - - 2.55
iii Trade Payables
Vinyl Chemicals (India) Ltd - 17.35 - 17.35 - 2.03 - 2.03
ICA Pidilite Pvt Ltd 11.52 - - 11.52 9.40 - - 9.40
Pidilite Industries Trading (Shanghai) 1.60 - - 1.60 1.33 - - 1.33
Co Ltd
Pidilite USA Inc 0.02 - - 0.02 1.12 - - 1.12
Pidilite Innovation Centre Pte Ltd 1.61 - - 1.61 0.97 - - 0.97
PT Pidilite Indonesia 0.03 - - 0.03 0.03 - - 0.03
Hybrid Coatings 0.54 - - 0.54 0.01 - - 0.01
Building Envelope Systems India Ltd 0.56 - - 0.56 1.73 - - 1.73
Pidilite Litokol Pvt Ltd 1.35 - - 1.35 0.14 - - 0.14
Tenax India Stone Products Pvt Ltd 3.81 - - 3.81 2.20 - - 2.20
PIL Trading (Egypt) Company 0.10 - - 0.10 0.46 - - 0.46
Pidilite MEA Chemicals LLC 0.71 - - 0.71 0.05 - - 0.05
Nina Percept Private Limited 0.37 - - 0.37 0.30 - - 0.30
Pidilite East Africa Ltd 0.17 - - 0.17 - - - -
Pidilite Speciality Chemicals 1.79 - - 1.79 - - - -
Bangladesh Pvt Ltd
Pidilite Industries Egypt - SAE 0.02 - - 0.02 - - - -
Pidilite International Pte Ltd 0.21 - - 0.21 0.09 - - 0.09
Finemake Technologies Pvt Ltd - 0.01 - 0.01 - - - -
Sub-Total 24.41 17.36 - 41.77 17.83 2.03 - 19.86
iv Corporate guarantee given to bank on behalf of
Pulvitec do Brasil Industria e 17.26 - - 17.26 15.90 - - 15.90
Comercio de Colas e Adesivos Ltda
Pidilite Bamco Ltd 3.53 - - 3.53 3.26 - - 3.26
Pidilite MEA Chemicals LLC 44.74 - - 44.74 41.23 - - 41.23
Pidilite Lanka Private Limited 36.12 - - 36.12 33.28 - - 33.28
Bamco Supply & Services Ltd 1.19 - - 1.19 1.10 - - 1.10
Pidilite East Africa Limited 12.33 - - 12.33 7.57 - - 7.57
Nina Percept Private Limited 90.00 - - 90.00 - - - -
Sub-Total 205.17 - - 205.17 102.34 - - 102.34
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151

Notes forming part of the financial statements

45 Employee Benefits

The Company has classified various employee benefits as under:

(A) Defined Contribution Plans

	(a) Provident Fund
	(b) Superannuation Fund
	(c) State Defned Contribution Plans
	- Employers' Contribution to Employees' State Insurance
	- Employers' Contribution to Employees' Pension Scheme 1995
	- Labour Welfare Fund
	(d) National Pension Scheme

The Provident Fund and the State Defined Contribution Plans are operated by the Regional Provident Fund Commissioner, the Superannuation Fund is administered by the LIC of India and National Pension Fund is administered by Pension Fund Regulatory and Development Authority (PFRDA), as applicable, for all eligible employees. Under the schemes, the Company is required to contribute a specified percentage of payroll cost to the retirement benefit schemes to fund the benefits. These funds are recognised by the Income Tax Authorities.

The Company has recognised the following amounts in the Statement of Profit and Loss:

( in crores)

			For the year ended 31stMarch 2023	For the year ended 31stMarch 2022
	(i)	Contribution to Provident Fund	30.97	25.75
	(ii)	Contribution to Employees’ Superannuation Fund	0.66	0.80
	(iii)	Contribution to Employees’ State Insurance Scheme	0.19	0.25
	(iv)	Contribution to Employees’ Pension Scheme 1995	10.18	9.43
	(v)	Contribution to National Pension Scheme	5.89	4.77
TOTAL			47.89	41.00
(B)	Defned Beneft Plans
Gratuity
(C)	Other Long-Term Benefts
	(a)	Compensated Absences
	(b)	Anniversary Awards
	(c)	Premature Death Pension Scheme
	(d)	Total Disability Pension Scheme

152

Notes forming part of the financial statements

Valuations in respect of above have been carried out by independent actuary, as at the balance sheet date, based on the following assumptions:

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Valuations as at
31 [st] March 2023 31 [st] March 2022
(i) Discount Rate (per annum) 7.47% 6.91% to 7.26%
(ii) Rate of increase in Compensation levels (per annum) 1 [st] yr - 8.50%, 1 [st] yr - 8.50%,
thereafter 6.50% thereafter 6.50%
(iii) Expected Rate of Return on Assets 7.47% 6.50% to 7.18%
(iv) Attrition Rate upto 5 yrs - 12.7%, 2% to 12.7%
5 - 10 yrs - 5.4%,
Above 10 yrs - 4.5%
(v) Retirement Age 60 years 60 years
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(vi) The expected rate of return on plan assets is determined after considering several applicable factors such as the composition of the plan assets, investment/ strategy, market scenario, etc. In order to protect the capital and optimise returns within acceptable risk parameters, the plan assets are well diversified.

(vii) The discount rate is based on the prevailing market yields of Government of India securities as at the balance sheet date for the estimated term of the obligations.

(viii) The estimate of future salary increases considered, takes into account the inflation, seniority, promotion, increments and other relevant factors.

Gratuity fund asset is managed by Life Insurance Corporation of India, there is no material risk that the Company would be unable to meet its gratuity liability. Also as the fund is set up as a trust, the money as a part of the trust will not flow back into the Company until the last employee of the trust is paid.

Note on other risks:

1 Investment Risk – The funds are invested by LIC / Kotak and they provide returns basis the prevalent bond yields, LIC on an annual basis requests for contributions to the fund, while the contribution requested may not be on the same interest rate as the bond yields provided, basis the past experience it is low risk.

2 Interest Risk – LIC does not provide market value of assets, rather maintains a running statement with interest rates declared annually – The fall in interest rate is not therefore offset by increase in value of Bonds, hence may pose a risk.

3 Longevity Risk – Since the gratuity payment happens at the retirement age of 60, longevity impact is very low at this age, hence this is a non-risk.
4 Salary Risk – The liability is calculated taking into account the salary increase, basis past experience of the Company's actual salary increases with the assumptions used, they are in line, hence this risk is low risk.

salary increases with the assumptions used, they are in line, hence this risk is low risk.	salary increases with the assumptions used, they are in line, hence this risk is low risk.
		( in crores)
		31stMarch 2023	31stMarch 2022
		Gratuity Funded	Gratuity Funded
(i)	Changes in Present value of Obligation
1	Present value of defned beneft obligation at the beginning of the year	122.57	101.16
2	Previous period adjustments	1.84	(0.54)
3	Current Service Cost	11.50	9.87
4	Interest Cost	8.08	6.46
5	Actuarial (Gains) / Loss arising from changes in
	- demographic assumption	-	(0.02)
	- fnancial assumption	(2.62)	(2.81)
	- experience adjustment	1.42	15.66
6	Benefts Paid	(11.87)	(9.22)
7	Acquisition under Business combination (refer Note 56)*	-	2.01
8	Present value of defned beneft obligation at the end of the year	130.92	122.57
	* includes unfunded liability of Pidilite Adhesive Private Limited ( 0.39 crores)
(ii)	Changes in Fair value of Plan Assets
1	Fair value of plan assets at the beginning of the year	103.07	97.99
2	Expected Return on Plan Assets	7.40	6.78
3	Actuarial Gain / (Loss)	0.74	0.72
4	Employer's Contributions	18.63	5.81
5	Benefts Paid	(11.10)	(6.54)
6	Benefts to be receivable from fund	(0.84)	(2.66)
7	Acquisition under Business combination (refer Note 56)	-	0.97
8	Fair value of plan assets at the end of the year	117.90	103.07

153

Notes forming part of the financial statements

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( in crores)
31 [st ] March 2023 31 [st ] March 2022
Gratuity Funded Gratuity Funded
(iii) Net Benefit (Asset) / Liability
1 Defined benefit obligation 130.92 122.57
2 Fair value of plan assets 117.90 103.07
3 Net Benefit (Asset) / Liability (refer Note 27) 13.02 19.50
(iv) Expenses recognised in the Statement of Profit and Loss
1 Current Service Cost 11.50 9.87
2 Interest cost on benefit obligation (net) 0.68 (0.32)
3 Total Expenses recognized in the Statement of Profit and Loss 12.18 9.55
(v) Remeasurement Effects Recognised in Other Comprehensive Income for the year
1 Actuarial (Gains) / Loss arising from changes in
- demographic assumption - (0.02)
-
financial assumption (2.62) (2.81)
- experience adjustment 1.42 15.66
2 Return on plan asset (0.74) (0.72)
3 Recognised in Other Comprehensive Income (1.94) 12.11
(vi) Actual return on plan assets 8.69 4.85
(vii) Sensitivity Analysis
Defined Benefit Obligation
Discount Rate
a Discount Rate - 100 basis points 140.32 133.42
b Discount Rate + 100 basis points 122.52 116.58
Salary Increase Rate
a Rate - 100 basis points 122.40 116.49
b Rate + 100 basis points 140.29 133.38
Note on Sensitivity Analysis
1 Sensitivity analysis for each significant actuarial assumptions of the Company which are discount rate and salary assumptions
as of the end of the reporting period, showing how the defined benefit obligation would have been affected by changes is
called out in the table above.
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2 The method used to calculate the liability in these scenarios is by keeping all the other parameters and the data same as in the base liability calculation except for the parameters to be stressed.

1 2	Sensitivity analysis for each signifcant actuarial assumptions of the Company which are discount rate and salary assumptions as of the end of the reporting period, showing how the defned beneft obligation would have been afected by changes is called out in the table above. The method used to calculate the liability in these scenarios is by keeping all the other parameters and the data same as in the base liability calculation except for the parameters to be stressed.	Sensitivity analysis for each signifcant actuarial assumptions of the Company which are discount rate and salary assumptions as of the end of the reporting period, showing how the defned beneft obligation would have been afected by changes is called out in the table above. The method used to calculate the liability in these scenarios is by keeping all the other parameters and the data same as in the base liability calculation except for the parameters to be stressed.	Sensitivity analysis for each signifcant actuarial assumptions of the Company which are discount rate and salary assumptions as of the end of the reporting period, showing how the defned beneft obligation would have been afected by changes is called out in the table above. The method used to calculate the liability in these scenarios is by keeping all the other parameters and the data same as in the base liability calculation except for the parameters to be stressed.
3	There is no change in the method from the previous period and the points / percentage by which the assumptions are stressed are same to that in the previous year.
(viii)	Expected Future Cashfows Year 1	16.66	16.09
	Year 2	21.39	19.06
	Year 3	12.45	10.44
	Year 4	10.97	10.67
	Year 5	11.23	9.74
(ix)	Year 6 to 10 Average Expected Future Working Life (yrs)	56.20 11.05	53.72 11.22

154

Notes forming part of the financial statements

46 Employee Stock Option Scheme

a) Details of Employee Share Options

In the Annual General Meeting of the Company held on 24[th] July 2012, the shareholders approved the issue of 50,76,486 equity shares under the Scheme titled “Employee Stock Option Scheme 2012” (ESOS 2012). The Board approved Employees Stock Option Scheme covering 3,00,000 Stock options, in terms of the regulations of the Securities and Exchange Board of India.

The ESOS 2012 allows the issue of options to Eligible employees of the Company. Each option comprises one underlying equity share. The exercise price of each option shall be 1/- per equity share. The options vest in the manner as specified in ESOS 2012. Options may be exercised within 5 years from the date of vesting.

ESOP 2016 covering grant of 45,00,000 options (including 2,50,000 Options to be granted to Eligible Employees / Directors of the subsidiary Companies) was approved by the shareholders through Postal Ballot on 2[nd] April 2016. Each option comprises one underlying equity share. The exercise price shall be 1/- per option or such other higher price as may be fixed by the Board or Committee. Options to be granted under the Plan shall vest not earlier than one year but not later than a maximum of six years from the date of grant of such options. In the case of Eligible Employee who has not completed 3 years of employment as on date of the grant of Options then the Options which are due for vesting before completion of 3 years as above, shall vest as on the completion of 3 years of employment in the Company by the Employee concerned or as may be approved by the Nomination and Remuneration Committee. Vested Options will have to be exercised within 3 years from the date of respective vesting.

The following share based payment arrangements were in existence during the current & prior years:

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Option Series Number Grant date Vesting date Exercise price Fair value at
( ) grant date ( )
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Option Series	Number	Grant date	Vesting date	Exercise price ( )	Fair value at grant date ( )
1 Granted on 8thNovember 2017-ESOP 2016	28,750	08.11.2017	08.11.2018	1.00	734.15
	28,750	08.11.2017	08.11.2019	1.00	734.15
2 Granted on 11thApril 2018-ESOP 2016	4,150	11.04.2018	11.04.2019	1.00	976.94
	4,150	11.04.2018	11.04.2020	1.00	976.94
3 Granted on 30thOctober 2018-ESOP 2016	1,33,200	30.10.2018	30.10.2019	1.00	931.19
	1,33,200	30.10.2018	30.10.2020	1.00	931.19
	1,500	30.10.2018	30.10.2019	1.00	924.50
	1,500	30.10.2018	30.10.2020	1.00	924.50
	2,000	30.10.2018	30.10.2021	1.00	924.50
4 Granted on 23rdJanuary 2019-ESOP 2016	3,000	23.01.2019	23.01.2022	1.00	1,112.48
	3,000	23.01.2019	23.01.2023	1.00	1,112.48
	4,000	23.01.2019	23.01.2024	1.00	1,112.48
	1,500	23.01.2019	29.01.2021	1.00	1,127.85
	1,500	23.01.2019	29.01.2022	1.00	1,127.85
	1,500	23.01.2019	01.02.2021	1.00	1,127.85
	1,500	23.01.2019	01.02.2022	1.00	1,127.85
5 Granted on 13thMay 2019-ESOP 2016	2,500	13.05.2019	13.05.2020	1.00	1,124.69
6 Granted on 29thJanuary 2020-ESOP 2016	4,000	29.01.2020	31.01.2021	1.00	1,449.90
	500	29.01.2020	31.01.2021	1.00	1,444.56
	500	29.01.2020	31.01.2022	1.00	1,444.56
	2,500	29.01.2020	18.11.2022	1.00	1,433.92
	2,500	29.01.2020	18.11.2023	1.00	1,433.92
7 Granted on 5thAugust 2020-ESOP 2016	5,000	05.08.2020	05.08.2022	1.00	1,318.08
	5,000	05.08.2020	05.08.2023	1.00	1,318.08
	1,400	05.08.2020	05.08.2021	1.00	1,319.96
	1,050	05.08.2020	05.08.2022	1.00	1,319.96
	1,050	05.08.2020	05.08.2023	1.00	1,319.96
8 Granted on 4thNovember 2020-ESOP 2016	15,245	04.11.2020	04.11.2021	1.00	1,536.91
	15,245	04.11.2020	04.11.2022	1.00	1,536.91
	1,17,500	04.11.2020	04.11.2021	1.00	1,536.91
	1,17,500	04.11.2020	04.11.2022	1.00	1,536.91

155

Notes forming part of the financial statements

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Option Series Number Grant date Vesting date Exercise price Fair value at
( ) grant date ( )
9 Granted on 9 [th] October 2021-ESOP 2016 25,000 09.10.2021 13.10.2022 1.00 2,422.93
25,000 09.10.2021 13.10.2023 1.00 2,422.93
10 Granted on 9 [th] November 2021-ESOP 2016 2,775 09.11.2021 09.11.2023 1.00 2,345.77
2,775 09.11.2021 09.11.2024 1.00 2,345.77
3,700 09.11.2021 09.11.2025 1.00 2,345.77
14,100 09.11.2021 09.11.2024 2,390.75 944.34
14,100 09.11.2021 09.11.2025 2,390.75 944.34
18,800 09.11.2021 09.11.2026 2,390.75 944.34
11 Granted on 24 [th] January 2022-ESOP 2016 1,000 24.01.2022 24.01.2024 1.00 2,667.05
1,000 24.01.2022 24.01.2025 1.00 2,667.05
12 Granted on 11 [th] March 2022-ESOP 2016 800 11.03.2022 11.03.2023 1.00 2,325.81
800 11.03.2022 11.03.2024 1.00 2,325.81
900 11.03.2022 11.03.2025 1.00 2,325.81
13 Granted on 18 [th] May 2022-ESOP 2016 165 18.05.2022 18.05.2024 1.00 2,142.47
165 18.05.2022 18.05.2025 1.00 2,142.47
14 Granted on 24 [th] Jan 2023-ESOP 2016 5,000 24.01.2023 01.06.2025 1.00 2,368.65
5,000 24.01.2023 01.06.2026 1.00 2,391.47
7,500 24.01.2023 01.06.2027 2,205.00 1,131.02
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b) Fair value of share options granted

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

Inputs into the model	Granted on 8thNovember 2017-ESOP 2016	Granted on 11thApril 2018-ESOP 2016	Granted on 30thOctober 2018-ESOP 2016	Granted o	n 23rdJanuary 2019-ESOP 2016	n 23rdJanuary 2019-ESOP 2016
Share price (on the date previous to grant date) 758.55		1,000.15	961.55	1,152.80	1,152.80	1,152.80
Exercise price 1.00		1.00	1.00	1.00	1.00	1.00
Date of vesting (1)	08.11.2018	11.04.2019	30.10.2019	23.01.2022	29.01.2021	01.02.2021
Dividend yield (%) 0.85		0.62	2.54	0.84	0.84	0.84
Option life (no. of years) 2.50		2.50	2.50	6.00	5.02	5.02
Risk free interest rate (%) 6.69		7.09	8.01	7.56	7.49	7.49
Expected volatility (%) 22.12		21.65	23.20	24.34	23.87	23.86
Date of vesting (2)	08.11.2019	11.04.2020	30.10.2020	23.01.2023	29.01.2022	01.02.2022
Dividend yield (%) 0.91		0.66	3.62	0.84	0.84	0.84
Option life (no. of years) 3.50		3.50	3.50	7.00	6.02	6.03
Risk free interest rate (%) 6.64		7.28	8.02	7.58	7.56	7.56
Expected volatility (%) 24.01		23.59	23.24	24.37	24.32	24.30
Date of vesting (3)	-	-	30.10.2021	23.01.2024	-	-
Dividend yield (%) -		-	4.82	0.84	-	-
Option life (no. of years) -		-	4.50	8.00	-	-
Risk free interest rate (%) -		-	8.15	7.65	-	-
Expected volatility (%) -		-	24.34	24.40	-	-

156

Notes forming part of the financial statements

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Inputs into the model Granted on Granted on 29 [th] January Granted on 05 [th] August 2020
13 [th] May 2019 2020-ESOP 2016 - ESOP 2016
-ESOP 2016
Share price (on the date previous to 1,154.45 1,461.60 1,461.60 1,461.60 1,342.80 1,342.80
grant date)
Exercise price 1.00 1.00 1.00 1.00 1.00 1.00
Date of vesting (1) 13.05.2020 31.01.2021 18.11.2022 31.01.2021 05.08.2022 05.08.2021
Dividend yield (%) 0.84 0.74 0.74 0.74 0.72 0.72
Option life (no. of years) 2.50 4.01 5.80 4.01 5.00 4.00
Risk free interest rate (%) 7.03 6.15 6.39 6.15 5.13 4.89
Expected volatility (%) 23.06 23.69 24.49 23.69 25.39 22.94
Date of vesting (2) - - 18.11.2023 31.01.2022 05.08.2023 05.08.2022
Dividend yield (%) - - 0.74 0.74 0.72 0.72
Option life (no. of years) - - 6.80 5.01 6.00 5.00
Risk free interest rate (%) - - 6.43 6.39 5.62 5.13
Expected volatility (%) - - 24.56 23.76 25.95 25.39
Date of vesting (3) - - - - - 05.08.2023
Dividend yield (%) - - - - - 0.72
Option life (no. of years) - - - - - 6.00
Risk free interest rate (%) - - - - - 5.62
Expected volatility (%) - - - - - 25.95
Inputs into the model Granted on Granted on Granted on 09 [th] November Granted on Granted on
04 [th] November 09 [th] October 2021-ESOP 2016 24 [th] January 11 [th] March
2020-ESOP 2021-ESOP 2022-ESOP 2022-ESOP
2016 2016 2016 2016
Share price (on the date previous to 1,565.60 2,441.60 2,382.30 2,382.30 2,700.60 2,349.90
grant date)
Exercise price 1.00 1.00 2,390.75 1.00 1.00 1.00
Date of vesting (1) 04.11.2021 13.10.2022 09.11.2024 09.11.2023 24.01.2024 11.03.2023
Dividend yield (%) 0.72 0.49 0.49 0.49 0.49 0.49
Option life (no. of years) 4.01 4.00 6.00 5.00 5.00 4.00
Risk free interest rate (%) 4.89 5.41 6.02 5.80 6.07 5.96
Expected volatility (%) 23.17 23.70 23.19 23.19 23.20 24.60
Date of vesting (2) 04.11.2022 13.10.2023 09.11.2025 09.11.2024 24.01.2025 11.03.2024
Dividend yield (%) 0.72 0.49 0.49 0.49 0.49 0.49
Option life (no. of years) 5.01 5.00 7.00 6.00 6.00 5.00
Risk free interest rate (%) 5.13 5.82 6.23 6.02 6.31 6.17
Expected volatility (%) 25.73 23.23 23.95 23.95 23.42 23.80
Date of vesting (3) - - 09.11.2026 09.11.2025 - 11.03.2025
Dividend yield (%) - - 0.49 0.49 - 0.49
Option life (no. of years) - - 8.00 7.00 - 6.00
Risk free interest rate (%) - - 6.25 6.23 - 6.47
Expected volatility (%) - - 23.90 23.90 - 23.62
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157

Notes forming part of the financial statements

Inputs into the model	Granted on 18thMay 2022-ESOP 2016	Granted on 24thJanuary 2023 - ESOP 2016	Granted on 24thJanuary 2023 - ESOP 2016
Share price (on the date previous to grant date)	2,169.55	2,409.60	2,409.60
Exercise price	1.00	1.00	2,205.00
Date of vesting (1)	18.05.2024	01.06.2025	01.06.2027
Dividend yield (%)	0.49	0.56	0.56
Option life (no. of years)	5.00	5.36	7.36
Risk free interest rate (%)	7.15	7.22	7.38
Expected volatility (%)	24.20	24.06	23.42
Date of vesting (2)	18.05.2025	01.06.2026	-
Dividend yield (%)	0.49	0.56	-
Option life (no. of years)	6.00	6.36	-
Risk free interest rate (%)	7.19	7.32	-
Expected volatility (%)	23.85	23.76	-

c) Movements in Share Options during the year

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During the year ended During the year ended
31 [st] March 2023 31 [st] March 2022
Options Weighted Options Weighted
(No's) average (No's) average
exercise exercise
price per price per
option option
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	During the year ended 31stMarch 2023	During the year ended 31stMarch 2023	During the year ended 31stMarch 2022	During the year ended 31stMarch 2022
	Options (No's)	Weighted average exercise price per option	Options (No's)	Weighted average exercise price per option
Option outstanding at the beginning of the year
- ESOP 2016	3,84,740	1	4,19,540	1
Granted during the year
- ESOP 2016	17,830	928.09	1,10,750	1,015.16
Vested during the year - ESOP 2016	1,61,125	1	1,35,130	1
Exercised during the year - ESOP 2016	25,825	1	1,35,035	1
Lapsed during the year*
- ESOP 2016	24,085	1	10,515	1
Options outstanding at the end of the year
- ESOP 2016	3,52,660	1	3,84,740	1
Options available for grant
- ESOS 2012	34,200	1	34,200	1
- ESOP 2016	37,41,230	1	37,34,975	1
The weighted average share price at the date of exercise for stock options exercised during the year		2,342.26		2,461.08
Range of exercise price for options outstanding at the end of the year		1 - 2,390.75		1 - 2,390.75
* Lapsed due to termination of employment with the Company

Lapsed due to termination of employment with the Company

158

Notes forming part of the financial statements

47 Financial Instruments

(A) Capital Management

The Company manages its capital to ensure that it will be able to continue as going concerns while maximising the return to stakeholders through the optimum utilisation of the equity balance. The capital structure of the Company consists of only equity of the Company. The Company is not subject to any externally imposed capital requirements.

(B) Categories of financial instruments

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( in crores)
As at As at
31 [st] March 31 [st] March
2023 2022
Financial Assets
Measured at Fair Value Through Profit or Loss (FVTPL)
Investments in Mutual funds, Preference Shares, Debentures and Bonds 509.49 226.23
Derivative assets towards Foreign Exchange Forward Contracts - 0.44
Measured at amortised cost
Trade Receivables 1,305.12 1,211.93
Cash and Cash Equivalents 153.30 147.70
Other Bank balances 2.75 2.87
Loans 30.16 22.86
Other Financial Assets 42.65 30.41
Total Financial Assets 2,043.47 1,642.44
Financial Liabilities
Measured at Fair Value Through Profit or Loss (FVTPL)
Derivative liabilities towards Foreign Exchange Forward Contracts 0.60 0.60
Measured at amortised cost
Borrowings - 105.00
Trade Payables 938.96 945.84
Lease Liabilities 186.62 93.42
Other Financial Liabilities 848.23 678.96
Total Financial Liabilities 1,974.41 1,823.82
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(C) Financial risk management objectives

The Company's Corporate Treasury function provides services to the business, co-ordinates access to domestic and international financial markets, monitors and manages the financial risks relating to the operations of the Company through internal risk reports which analyse exposures by degree and magnitude of risks. These risks include market risk, credit risk and liquidity risk. The Company undertakes transactions denominated in foreign currencies; consequently, exposures to exchange rate fluctuations arise. Exchange rate exposures are managed within approved policy parameters utilising foreign exchange forward contracts. Compliance with policies and exposure limits is a part of Internal Financial Controls. The Company does not enter into or trade in financial instruments, including derivative financial instruments, for speculative purposes. The Corporate Treasury function reports quarterly to the Company's risk management committee, an independent body that monitors risks and policies implemented to mitigate risk exposures.

(D) Market risk

The Company's activities expose it primarily to the financial risk of changes in foreign currency exchange rates (see note E below). The Company enters into foreign exchange forward contracts to manage its exposure to foreign currency risk of net imports.

159

Notes forming part of the financial statements

(E) Foreign currency risk management

The carrying amounts of the Company's foreign currency denominated monetary assets and monetary liabilities at the end of the reporting period are as follows:

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Foreign Currency Exposure Foreign Currency Exposure
(in FC) ( in crores)
31 [st] March 31 [st] March 31 [st] March 31 [st] March
2023 2022 2023 2022
Amounts recoverable / (advance) in foreign currency on account of the following:
EUR 11,71,830.37 8,97,400.36 10.49 7.58
USD 1,78,15,026.57 1,99,38,293.82 146.26 150.95
GBP 1,68,840.00 20,122.25 1.72 0.20
Amounts (payable) / advance in foreign currency on account of the following:
AED 2,64,462.44 2,88,560.60 0.59 0.59
AUD 1,820.00 29,820.00 0.01 0.17
CHF (9,347.80) (13,780.80) (0.08) (0.11)
EUR 1,46,475.06 (3,51,950.45) 1.31 (2.97)
GBP 1,79,029.40 (17,06,366.56) 1.82 (16.94)
JPY (60,00,000.00) (1,14,28,300.00) (0.37) (0.71)
SGD (3,04,090.88) - (1.88) -
USD (3,60,14,675.31) (4,71,39,676.15) (295.68) (356.89)
ZAR 64,255.58 64,255.58 0.03 0.03
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(i) Foreign currency sensitivity analysis

The Company is mainly exposed to the USD, EUR and GBP. The following table demonstrates the sensitivity to a 2% increase or decrease in the USD, EUR and GBP against INR with all other variables held constant. The sensitivity analysis is prepared on the net unhedged exposure of the Company as at the reporting date. 2% represents management assessment of reasonably possible changes in foreign exchange rates.

possible changes in foreign exchange rates.
	( in crores)
	USD impact
	For the year ended 31stMarch 2023	For the year ended 31stMarch 2022
Impact on proft or loss for the year (a)	(2.99)	(4.12)

	EUR impact
	For the year ended 31stMarch 2023	For the year ended 31stMarch 2022
Impact on proft or loss for the year (b)	0.24	0.09

	GBP impact
	For the year ended 31stMarch 2023	For the year ended 31stMarch 2022
Impact on proft or loss for the year (c)	0.07	(0.34)
(a) This is mainly attributable to the exposure of outstanding USD receivables and payables at the end of the reporting period.

(b) This is mainly attributable to the exposure of outstanding EUR receivables and payables at the end of the reporting period.

(c) This is mainly attributable to the exposure of outstanding GBP receivables and payables at the end of the reporting period. In management's opinion, the sensitivity analysis is unrepresentative of the inherent foreign exchange risk because the exposure at the end of the reporting period does not reflect the exposure during the year.

160

Notes forming part of the financial statements

(ii) Foreign exchange forward contracts

It is the policy of the Company to enter into foreign exchange forward contracts to cover foreign currency payments (net of receipts) in USD and EUR. The Company enters into contracts with terms upto 90 days. The Company's philosophy does not permit any speculative calls on the currency. It is driven by conservatism which guides that we follow conventional wisdom by use of Forward contracts in respect of Trade transactions.

Regulatory Requirements: The Company does alter its hedge strategy in relation to the prevailing regulatory framework and guidelines that may be issued by RBI, FEDAI or ISDA or other regulatory bodies from time to time.

Mode of taking Cover: Based on the outstanding details of import payable and export receivable (in weekly baskets) the net trade import exposure is arrived at (i.e. Imports – Exports = Net trade exposures). The net trade import exposure arrived at is netted off with the outstanding forward cover as on date and with the surplus foreign currency balance available in EEFC A/Cs.

Forward cover is obtained from bank for each of the aggregated exposures and the Trade deal is booked. The forward cover deals are all backed by actual trade underlines and settlement of these contracts on maturity are by actual delivery of the hedged currency for settling the underline hedged trade transaction.

The following table details the foreign exchange forward contracts outstanding at the end of the reporting period

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Outstanding contracts Average exchange rates ( ) Foreign Currency
31 [st] March 31 [st] March 31 [st] March 31 [st] March
2023 2022 2023 2022
USD - Buy 82.65 76.07 2,32,38,224.00 3,23,26,444.10
( in crores)
Outstanding contracts Nominal Amounts Fair value assets / (liabilities)
31 [st] March 31 [st] March 31 [st] March 31 [st] March
2023 2022 2023 2022
USD - Buy 191.99 246.06 (0.60) (0.16)
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The line-items in the financial statements that include the above hedging instruments are “Other Financial Assets” of NIL crores ( 0.44 crores as at 31[st] March 2022) and “Other Financial Liabilities" of 0.60 crores ( 0.60 crores as at 31[st] March 2022) (refer Note: 13 and 25 respectively).

The aggregate amount of loss under foreign exchange forward contracts recognised in the Statement of Profit and Loss is 0.44 crores (gain of 0.14 crores as at 31[st] March 2022).

(F) Credit risk management

Credit risk refers to risk that a counterparty will default on its contractual obligations resulting in financial loss to the Company. Credit risk arises primarily from financial assets such as trade receivables (refer Note 9), investment in mutual funds, derivative financial instruments, other balances with banks, loans and other receivables.

The Company has adopted a policy of only dealing with counterparties that have sufficiently high credit rating. The Company’s exposure and credit ratings of its counterparties are continuously monitored and the aggregate value of transactions is reasonably spread amongst the counterparties.

Credit risk arising from investment in mutual funds, derivative financial instruments and other balances with banks is limited and there is no collateral held against these because the counterparties are banks and recognised financial institutions with high credit ratings assigned by the international credit rating agencies.

(G) Liquidity risk management

Liquidity risk is the risk that the Company will encounter difficulty in raising funds to meet commitments associated with financial instruments that are settled by delivering cash or another financial asset. Liquidity risk may result from an inability to sell a financial asset quickly at close to its fair value.

The Company has an established liquidity risk management framework for managing its short term, medium term and long term funding and liquidity management requirements. The Company’s exposure to liquidity risk arises primarily from mismatches of the maturities of financial assets and liabilities. The Company manages the liquidity risk by maintaining adequate funds in Cash and Cash Equivalents and has adequate credit facilities agreed with banks to ensure that there is sufficient cash to meet all its normal operating commitments in a timely and cost-effective manner.

(i) Liquidity risk tables

The following tables detail the Company's remaining contractual maturity for its non-derivative and derivative financial liabilities with agreed repayment periods. The tables have been drawn up based on the undiscounted cash flows of financial liabilities based on the earliest date on which the Company will be liable to pay.

The tables include both interest and principal cash flows. To the extent that interest flows are floating rate, the undiscounted amount is derived from interest rate curves at the end of the reporting period.

161

Notes forming part of the financial statements

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( in crores)
Less than 1 1-5 years More than 5 years Total Carrying Amount
year
As at 31 [st] March 2023
Variable interest rate instruments
- Borrowings - - - - -
Non-interest bearing
- Trade Payables 938.96 - - 938.96 938.96
- Other Financial Liabilities 638.46 14.45 - 652.91 652.91
1,577.42 14.45 - 1,591.87 1,591.87
- Lease Liabilities (undiscounted) 56.99 153.84 17.61 228.44 186.62
Fixed interest rate instruments
- Trade/ Security Deposit received 195.32 - - 195.32 195.32
Derivative liabilities towards foreign 0.60 - - 0.60 0.60
exchange forward contracts
Financial guarantee contracts 205.17 - - 205.17 -
As at 31 [st] March 2022
Variable interest rate instruments
- Borrowings 105.00 - - 105.00 105.00
Non-interest bearing
- Trade Payables 945.84 - - 945.84 945.84
- Other Financial Liabilities 503.63 19.94 - 523.57 523.57
1,449.47 19.94 - 1,469.41 1,469.41
- Lease Liabilities (undiscounted) 32.94 71.56 8.39 112.89 93.42
Fixed interest rate instruments
- Trade/ Security Deposit received 155.39 - - 155.39 155.39
Derivative liabilities towards foreign 0.60 - - 0.60 0.60
exchange forward contracts
Financial guarantee contracts 102.34 - - 102.34 -
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(H) Fair value measurements

This note provides information about how the Company determines fair values of various financial assets and financial liabilities.

(i) Fair value of the Company's financial assets and financial liabilities that are measured at fair value on a recurring basis Some of the Company's financial assets and financial liabilities are measured at fair value at the end of each reporting period.

The following table gives information about how the fair values of these financial assets and financial liabilities are determined (in particular, the valuation technique(s) and inputs used).

Financial Assets / Financial Liabilities	Fair value	Fair value	Fair value hierarchy	Valuation technique(s) and key input(s)
	As at 31stMarch 2023	As at 31stMarch 2022
1 Investment in Mutual Fund, Preference Shares, Debentures and Bonds	Various funds - aggregate fair value of 488.44 crores	Various funds - aggregate fair value of 214.59 crores	Level 1	Quoted bid prices in active market
2 Derivative assets and liabilities towards foreign currency forward contracts, Alternate Investment Funds	Assets - NIL crores Liabilities - 0.60 crores Investment funds - aggregate fair value of 21.05 crores	Assets - 0.44 crores Liabilities - 0.60 crores Investment funds - aggregate fair value of 11.64 crores	Level 2	Mark to market values acquired from banks / fnancial institu- tion, with whom the Company has contracts.

(ii) Financial instruments measured at amortised cost The carrying amount of financial assets and financial liabilities measured at amortised cost in the financial statements are a reasonable approximation of their fair values since the Company does not anticipate that the carrying amounts would be significantly different from the values that would eventually be received or settled.

162

Notes forming part of the financial statements

( in crores)

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48 Taxes
1 Deferred Tax
As at As at
31 [st] March 31 [st] March
2023 2022
Deferred Tax Assets (40.15) (34.60)
Deferred Tax Liabilities 416.66 423.13
TOTAL 376.51 388.53
a 2022- 2023
Deferred Tax (Assets) / Liabilities in relation to:
Opening Acquisition Recognised in Recognised Closing balance
Balance under Business Profit or loss in Other
Combination Comprehensive
(refer Note 56) Income
Property, Plant and Equipment & 418.94 - (2.25) - 416.69
Intangible Assets
FVTPL Financial Assets 4.19 - (3.41) - 0.78
Allowance for doubtful debts (12.55) - (1.21) - (13.76)
Provision for Employee Benefits (17.67) - (2.83) 0.49 (20.01)
Share issue and buy-back costs (1.11) - 1.11 - -
Others (3.27) - (3.92) - (7.19)
TOTAL 388.53 - (12.51) 0.49 376.51
b 2021- 2022
Deferred Tax (Assets) / Liabilities in relation to:
Property, Plant and Equipment & 96.31 318.57 4.06 - 418.94
Intangible Assets
FVTPL Financial Assets 6.75 - (2.56) - 4.19
Allowance for doubtful debts (8.75) (4.14) 0.34 - (12.55)
Provision for Employee Benefits (14.22) (0.51) 0.11 (3.05) (17.67)
Share issue and buy-back costs (1.78) - 0.67 - (1.11)
Others (2.45) - (0.82) - (3.27)
TOTAL 75.86 313.92 1.80 (3.05) 388.53
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2 Income Taxes

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a Income Tax recognised in Statement of Profit and Loss
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	For the year ended 31stMarch 2023	For the year ended 31stMarch 2022
Current Tax
In respect of the current year	423.05	397.53
TOTAL	423.05	397.53
Deferred Tax
In respect of the current year	(12.51)	1.80
TOTAL	(12.51)	1.80
Income Tax expense recognised in the Statement of Proft and Loss	410.54	399.33

163

Notes forming part of the financial statements

( in crores)

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b The Income Tax expense for the year can be reconciled to the accounting profit as follows:
For the For the
year ended year ended
31 [st] March 2023 31 [st] March 2022
Profit Before Tax 1,667.72 1,590.74
Income Tax Rate (%) 25.17 25.17
Income Tax expense 419.73 400.36
Effect of income that is exempt from taxation - (1.92)
Effect of expenses that are not deductible in determining taxable profit 8.29 6.59
Effect of concessions (80M & Deduction for Capital Expenditure u/s 35(iv)) (5.26) (2.27)
Effect of lower rate of tax (0.65) (0.70)
Others (11.57) (2.73)
Income tax expense recognised in Statement of Profit and Loss 410.54 399.33
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*The Tax rate used for the above reconciliation is the corporate tax rate of 25.17% (25.17% for the year ended 31[st] March 2022) payable by corporate entities in India on taxable profits under Indian Tax Law. c Income Tax recognised in Other Comprehensive Income

c Income Tax recognised in Other Comprehensive Income	c Income Tax recognised in Other Comprehensive Income	c Income Tax recognised in Other Comprehensive Income
	For the year ended 31stMarch 2023	For the year ended 31stMarch 2022
Tax arising on income and expenses recognised in Other Comprehensive Income:
Re-measurement of Defned Beneft Obligation	(0.49)	3.05
Income Tax recognised in Other Comprehensive Income	(0.49)	3.05

49 Research & Development Expenditure

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For the For the
year ended year ended
31 [st] March 31 [st] March
2023 2022
Capital expenditure included in Property, Plant and Equipment 3.43 5.26
Revenue expenditure charged to Statement of Profit and Loss 78.93 79.01
TOTAL 82.36 84.27
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50	Disclosures required under Section 22 of Micro, Small and Medium Enterprise Development Act, 2006	Disclosures required under Section 22 of Micro, Small and Medium Enterprise Development Act, 2006
	For the year ended 31stMarch 2023	For the year ended 31stMarch 2022
(i) Principal amount remaining unpaid to any supplier as at the end of the accounting year	52.82	68.15
(ii) Interest due thereon remaining unpaid to any supplier as at the end of the accounting year	-	-
(iii) The amount of interest paid along with the amounts of the payment made to the supplier beyond the appointed day	-	-
(iv) The amount of interest due and payable for the year	-	-
(v) The amount of interest accrued and remaining unpaid at the end of the accounting year	-	-
(vi) 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	-	0.08

The above information regarding dues to Micro and Small Enterprises has been determined to the extent such parties have been identified on the basis of information collected by the Company. This has been relied upon by the auditors.

164

Notes forming part of the financial statements

( in crores)

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51 Lease
Impact of Ind AS 116 on the Statement of Profit and Loss:
For the For the
year ended year ended
31 [st] March 2023 31 [st] March 2022
Interest on lease liabilities (refer Note 36) 10.94 7.12
Depreciation of Right-of-use assets (refer Note 37) 42.03 32.37
Deferred tax (credit) (3.30) (2.04)
Impact on statement of Profit and Loss 49.67 37.45
Expenses related to short term lease incurred during the year (refer Note 38) 25.74 16.77
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52 Corporate Social Responsibility Expenses

As per Section 135 of the Companies Act, 2013, a Company, meeting the applicability threshold, needs to spend at least 2% of its average net profit for the immediately preceding three financial years on corporate social responsibility (CSR) activities. The areas for CSR activities are eradication of hunger and malnutrition, promoting education, art and culture, healthcare, destitute care and rehabilitation, environment sustainability, disaster relief and rural development projects. A CSR committee has been formed by the Company as per the Act. The funds were primarily allocated to a corpus and utilized through the year on these activities which are specified in Schedule VII of the Companies Act, 2013.

	As at 31stMarch 2023	As at 31stMarch 2022
a. amount required to be spent by the company during the year	30.49	28.92
b. amount of expenditure incurred	30.95	25.25
c. shortfall/(excess) at the end of the year (a-b)	(0.46)	3.67*
d. total of previous years shortfall/ (gain)	1.85*	(1.82)*
e. reason for shortfall	Not Applicable	Pertains to ongoing projects
f. details of related party transactions	Not Applicable	Not Applicable
g. where a provision is made with respect to a liability incurred by entering into a contractual obligation	Not Applicable	Not Applicable

The unspent amount of Nil crores ( 1.85 crores in the previous year) will be transferred to unspent CSR account within 30 days from the end of the financial year, in accordance with the Companies Act, 2013 read with the CSR Amendment Rules. The unspent CSR amount of previous year ( 1.85 crores) is incurred for CSR activities in current year.

Nature of CSR activities

(1) To promote, carry out, support activities relating to: Education and Training including in Science and Technology, Humanities etc; Healthcare; Welfare of Children, Women, Senior Citizens, and Differently Abled Persons; Employment enhancing Vocational skills; Sanitation; Water management; Agriculture; Horticulture; Milk and Animal Health; promotion of Farmer Producer Organisation; Swachtha Initiative; promotion of Culture; Art & Craft; Conservation of Natural Resources; Promotion and development of traditional Arts & Handicrafts, Khadi and Handloom; Employment Generation and Government Scheme System; Environment Sustainability; Science & Technology; Rural Development; Animal Welfare; welfare and development measures towards reducing inequalities faced by Socially and Economically Backward groups; and such activities may include establishing, supporting and / or granting aid to institutions engaged in any of the activities referred to above.

(2) To conduct and support studies & research; publish and support literature, publications & promotion material; conduct and support discussions, lectures, workshops & seminars in any of the areas covered above.

(3) To promote, carry out, support any activities covered in Schedule VII to the Companies Act, 2013, as amended from time to time.

165

Notes forming part of the financial statements

53 Other Information

a) Pidilite Ventures Private Limited (formerly known as Madhumala Ventures Pvt Ltd), a wholly owned subsidiary of the Company:
(i) invested an amount of 3.65 crores in current year in the Abeyaantrix Technology Private Limited. The company operates a software-enabled platform for construction contractors to manage documents, and record financial transactions, known by the name of Onsite.
(ii) invested an amount of 23.89 crores in current year in the Buildnext Construction Solutions Private Limited. The company is engaged in providing end to end home construction services.
(iii) invested an amount of 15.37 crores in previous year in the Aapkapainter Solutions Pvt Ltd (Aapkapainter). The company is engaged in providing painting and waterproofing solutions to retail consumer.
(iv) invested an amount of 1.50 crores in previous year in the Pepperfry Private Limited (formerly known as M/s. Trendsutra Platform Services) by subscription to Non Cumulative Compulsory Convertible Debentures/ Compulsory Convertible Non-Cumulative Preference Shares. Pepperfry is an online furniture chain in India.
(v) invested an amount of 18.45 crores in previous year in the Homevista Décor & Furnishings Pvt Ltd (HomeLane) by subscription to Equity and Compulsory Convertible Cumulative Preference Shares. HomeLane is a fast growing home interiors company backed by strong tech-stack and presence in 7 cities with 16 experience centers in India.
(vi) invested an amount of 1.56 crores in previous year in the Constrobot Robotics Pvt Ltd by subscription to Equity Shares. The company is engaged in the business of research and development, designing, manufacturing, trading and dealing in robotic equipments etc.
(vii) invested an amount of 3.75 crores in previous year in the Kaarwan Eduventures Private Limited by subscription to Cumulative Compulsory Convertible Preference Shares. The company is engaged in the business of Architecture, Interior and General Designing etc.
(viii) invested an amount of 9.00 crores in current year ( 2.00 crores in previous year) in the Finemake Technologies Private Limited by subscription to Preference Shares. The company is engaged in business of providing interior designing services.
(ix) invested an amount of 0.49 crores in current year ( 10,000 in previous year) in the Climacrew Private Limited by subscription to Equity Shares. The company is engaged in business of supply of seaweed and seaweed products.
b) During current year, the Company has invested an amount of 8.18 crores in "Pidilite International Pte Ltd" and 17.03 crores in Pidilite Middle East Ltd by subscription to Equity Shares.
c) During current year, the Company has invested an amount of 12.22 crores in "Pidilite Litokol Pvt Ltd" and 13.04 crores in Pidilite Grupo Puma Manufacturing Ltd by subscription to Equity Shares.
d) During previous year, ICA Pidilite Private Limited, subsidiary of the Company made buy back of shares from all shareholder. The company has recognised profit on buyback on shares from subsidiary amounting to 1.11 crores (refer Note 32)
e) During previous year, the Company has invested an amount of 1.21 crores in "Pidilite C-Techos Walling Limited" (PCWL) by subscription to Equity Shares.
f) During previous year, on completion of winding up procedures, Pidilite Grupo Puma Private Limited (w.e.f. 27[th] October, 2021) and Pidilite C-Techos Private Limited (w.e.f. 1[st] February 2022) were struck off by Registrar of Companies.
g) During the current year, the Company had paid Dividend of 10.00 per equity share of 1 each for the financial year 2021-22.

166

Notes forming part of the financial statements

Additional Regulatory Information Required By Schedule III To The Companies Act, 2013:	Additional Regulatory Information Required By Schedule III To The Companies Act, 2013:	Additional Regulatory Information Required By Schedule III To The Companies Act, 2013:	Additional Regulatory Information Required By Schedule III To The Companies Act, 2013:
a)	Details of struck of companies with whom the Company has transaction during the year or outstanding
	balance as on Balance Sheet date:
	Name of Struck of Company	Nature of transactions with struck-of Company	As at 31stMarch 2023	As at 31stMarch 2022
	Prarabdh Commercial India Private Limited	Receivable	0.62	-
	Surface Care Technologist Private Limited#	Receivable	0.31	0.31
	Afnity Cine Media Private Limited#	Payable	0.00*	-
	Winsel Marketing Private Limited#	Payable	0.00*	-
	Nespal Air Water Heater Private Limited#	Payable	0.05	-
	Unickon Fincap Private Limited	Dividend	0.00*	-
	Crystal Infowave Solutions Private Limit	Dividend	0.00*	-
* denotes amount less than 50,000.
#	there were no new transactions with these companies during the year

b) The Company does not have any benami property held in its name. No proceedings have been initiated on or are pending against the Company for holding benami property under the Benami Transactions (Prohibition) Act, 1988 (45 of 1988) and Rules made thereunder.
c) The Company has not been declared wilful defaulter by any bank or financial institution or other lender or government or any government authority.
d) The Company has complied with the requirement with respect to number of layers as prescribed under Section 2(87) of the Companies Act, 2013 read with the Companies (Restriction on number of layers) Rules, 2017.
e) There is no income surrendered or disclosed as income during the year in tax assessments under the Income Tax Act, 1961 (such as search or survey), that has not been recorded in the books of account.
f) The Company has not traded or invested in crypto currency or virtual currency during the year.
g) The Company does not have any charges or satisfaction of charges which is yet to be registered with Registrar of Companies beyond the statutory period.
h) The Company has not received any funds from any person(s) or entity(ies), including foreign entities (“Funding Parties”), with the understanding, whether recorded in writing or otherwise, that the Company shall, directly or indirectly, lend or invest in other persons or entities identified in any manner whatsoever by or on behalf of the Funding Party (“Ultimate Beneficiaries”) or provide any guarantee, security or the like on behalf of the Ultimate Beneficiaries.

167

Notes forming part of the financial statements

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55 Key Financial Ratios
Ratios Numerator Denominator As at As at % change
31 [st] March 31 [st] March
2023 2022
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Ratios	Numerator	Denominator	As at 31stMarch 2023	As at 31stMarch 2022	% change
Current Ratio	Current Assets	Current Liabilities	1.86	1.71	8.6%
Debt-Equity Ratio	Borrowings	Total Equity	-	0.02	(100.0%) *
Debt Service Coverage Ratio	EBITDA @	Interest on borrowings	240.62	139.34	72.7% *
Return on Equity Ratio	Proft After Tax (PAT)	Average Total Equity	18.69%	20.02%	(6.6%)
Inventory turnover ratio	COGS $	Average Inventory	4.09	4.06	0.8%
Trade Receivables turnover ratio	Sale of Products	Average Trade Receivable	8.38	8.00	4.7%
Trade payables turnover ratio	COGS $	Average Trade Payables	6.52	5.64	15.6%
Net capital turnover ratio	Sale of Products	Working Capital (Current Assets - Current Liabilities)	6.24	6.70	(6.8%)
Net proft ratio	Proft Before Tax (PBT)	Revenue from Operations	15.82%	17.97%	(12.0%)
Return on Capital employed	Proft Before Interest and Tax (PBIT)	Average Capital Employed ~	23.69%	25.83%	(8.3%)
Return on investment:
Return on Mutual Fund	Income during the year	Time weighted average of investments ***	6.66%	4.42%	50.7% #
Return on Fixed Deposit			3.73%	3.05%	22.3%

on account of repayment of loan in current year

higher yield in current year

@ EBITDA = Profit Before Tax before exceptional items (PBT) + Finance cost + Depreciation - Other income

$ COGS = Cost of Materials Consumed + Purchases of Stock-in-Trade + Changes in inventories of Finished Goods

~ Capital Employed = Total Equity + Borrowings + Deferred Tax Liability

*** Investment excludes long term investments in subsidiaries

56	Business Combination
1	Companies merged
Financial Year Name of subsidiary		Principal activity	Appointed Date
During 2022-23 Cipy Polyurethanes Pvt Ltd		Manufacture and sale of foor coatings	1stApril 2022
During 2022-23 Pidilite Adhesives Pvt Ltd		Manufactures and sells Adhesives, Sealants and other products under well-known brands such as Araldite, Araldite Karpenter and Araseal	1stApril 2022

During previous year, the Company had filed two merger applications with National Company Law Tribunal (NCLT) with respect to merger of its wholly owned subsidiaries namely Pidilite Adhesives Pvt. Ltd (PAPL) and Cipy Polyurethanes Pvt Ltd (CIPY). Consequent to the filing of NCLT orders approving the mergers with Registrar of Companies, mergers have become effective from Appointed date being 1[st] April 2022. This is a common control transaction accordingly, the previous year including notes and disclosures have been restated for the accounting impact of merger, as if the merger had occurred from the beginning of previous year.

168

Notes forming part of the financial statements

( in crores)

2 Identifiable assets and liabilities arising on appointment date:

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As at 31 [st] March 21
Cipy Pidilite
Polyurethanes Adhesives
Pvt Ltd Pvt Ltd
Property, Plant and Equipment 18.78 4.00
Capital Work-in-Progress 5.60 -
Right of Use Assets 0.33 2.12
Intangible Assets
Goodwill 57.62 1,040.89
Other Intangible Assets 19.90 1,367.35
Loans - Non-Current 0.04 -
Other Financial Assets - Non-Current 0.66 -
Income Tax Assets (net) - 3.37
Other Non-Current Assets 0.28 -
Inventories 22.78 29.22
Trade Receivables 36.64 46.75
Cash and Cash Equivalents 5.25 151.21
Current Investments 4.00 -
Bank balances 3.24 -
Loans - Current 0.15 -
Other Financial Assets - Current 1.36 -
Other Current Assets 4.54 21.85
Total Assets Acquired (A) 181.17 2,666.76
Provisions - Non Current 1.17 0.56
Provisions - Current 0.39 0.03
Trade Payables 24.13 78.42
Lease Liability - Current - 2.09
Other Financial Liabilities - Current 12.74 17.54
Deferred Tax Liability (3.23) 317.15
Other Current Liabilities 2.15 6.01
Current Tax Liabilities (net) - 0.59
Total Liabilities taken over (B) 37.35 422.39
Net Assets (C) = (A)-(B) 143.82 2,244.37
Net Equity (43.96) 47.91
Amounts pertaining to CIPY & PAPL appearing in the Financial Statements
Investments 187.78 2,196.46
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57 Approval of financial statement

The financial statements are approved for issue by the Audit Committee and by the Board of Directors at their respective meetings held on 8[th] May 2023.

FOR AND ON BEHALF OF THE BOARD OF DIRECTORS

BHARAT PURI

M B PAREKH

Managing Director Executive Chairman DIN:02173566 DIN:00180955

MANISHA SHETTY Company Secretary

SANDEEP BATRA

Place: Mumbai Date : 8[th] May 2023

Director Finance & Chief Financial Officer DIN:00871843

169

C O R P O R A T E G O V E R N A N C E R E P O R T

In compliance with Regulation 34(3) and Schedule V of the Securities and Exchange Board of India (SEBI) (Listing Obligations and Disclosure Requirements) Regulations, 2015 (“Listing Regulations”) the Company submits the following report:

1. Company’s Philosophy on Code of Governance

The Company is committed to complying with the best practices in Corporate Governance and aspires to reach higher standards while emphasising on the principles of integrity, transparency, customer orientation thereby creating a sustainable culture and long term value for all its stakeholders.

The Company has complied in all material respects with applicable mandatory requirements of the Listing Regulations.

2. Board Procedures

The Board / Statutory Committee meetings are pre-scheduled and a tentative annual calendar of the Board and Statutory Committee meetings is circulated to the Directors well in advance to facilitate them to plan their schedule and to ensure meaningful participation in the meetings. However, in case of a special and urgent business need, the Board’s approval is taken by passing resolutions by circulation, as permitted by law, which are noted in the subsequent Board Meeting.

3. Board of Directors

During the financial year 2022-23, five Board Meetings were held on 18[th] May, 2022, 10[th] August, 2022, 9[th] November, 2022, 24[th] November, 2022# and 24[th] January, 2023.

The Directors of the Company, in their fiduciary position, are empowered to oversee the management functions with a view to ensure its effectiveness and enhancement of shareholder’s value. The Board also reviews and approves management’s strategic plan & business objectives and monitors the Company’s strategic direction.

The composition of the Board is in conformity with Regulation 17 of the Listing Regulations as well as the Companies Act, 2013 (the Act) read with the Rules issued thereunder. The Independent Directors constitute more than 50% of the Board’s strength. The details of composition of the Board, category, attendance of Directors at the Board Meetings and previous Annual General Meeting (53[rd] AGM), number of other Directorships and Committee positions as on 31[st] March, 2023 are given below:

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Sr. Name DIN Category No. of Attendance No. of No. of Committee
No. Board at 53 [rd] AGM Directorships positions held in
Meetings held in other other companies ()
attended companies() Member Chairman-
@ -ships ships
1. Shri M B Parekh 00180955 ED (P) 5 Yes 9 1 -
(Executive Chairman)
2. Shri N K Parekh 00111518 NED (P) 5 Yes 10 - -
(Non-Executive Director)
3. Shri Bharat Puri 02173566 ED 5 Yes 6 1 -
(Managing Director)
4. Shri Sudhanshu Vats^^ 05234702 ED 5 Yes 4 1 -
(Deputy Managing Director)
5. Shri A B Parekh 00035317 ED (P) 5 Yes 14 2 -
(Executive Vice Chairman)
6. Shri A N Parekh 00111366 ED (P) 5 Yes 7 1 -
(Executive Vice Chairman)
7. Shri B S Mehta 00035019 NED (I) 4 Yes 2 - 1
8. Shri Sanjeev Aga 00022065 NED (I) 5 Yes 4 2 -
9. Shri Uday Khanna 00079129 NED (I) 5 Yes 4 1 3
10. Smt Meera Shankar 06374957 NED (I) 5 Yes 3 1 -
11. Shri Vinod Dasari 00345657 NED (I) 4 Yes 4 - -
12. Shri Piyush Pandey 00114673 NED (I) 4 Yes 4 - -
13. Shri Rajeev Vasudeva 02066480 NED (I) 5 Yes 3 - -
14. Smt. Meher Pudumjee^^ 00019581 NED (I) 5 Yes 7 1 -
15. Shri Debabrata Gupta 01500784 ED 3 Yes - - -
(Whole Time Director)$
16. Shri Sandeep Batra^^^ 00871843 ED 2 No - - -
(Director-Finance & CFO)
17. Shri Joseph Varghese^^^ 09770335 ED 2 No - - -
(Director - Operations)
*----- End of picture text -----

170

Notes:

The meeting was held on 24[th] November, 2022 and continued till 26[th] November, 2022.
@ Including participation by video conference.
Including directorships held in private limited companies, section 8 companies (as per the Act), Alternate directorships and directorships in entities incorporated outside India.
** Position in Audit Committee and Stakeholders Relationship Committee only (excluding private limited company, foreign company and section 8 company) as provided in Regulation 26(1) of Listing Regulations.
*** Shri N K Parekh has stepped down as the Non-Executive Vice-Chairman but continues as Non-Executive Director and Shri A N Parekh has been designated as the Executive Vice-Chairman w.e.f. 8[th] May, 2023.
$ Ceased to be Director of the Company w.e.f. 9[th] November, 2022 due to his resignation.
^^ Appointed as Directors of the Company w.e.f. 18[th] May, 2022.
^^^ Appointed as Directors of the Company w.e.f. 9[th] November, 2022. Shri Sandeep Batra is also the Chief Financial Officer of the Company.
ED– Executive Director, ED (P) – Executive Director, Promoter, NED (P) – Non-Executive Director, Promoter, NED (I) – Non-Executive Director, Independent.
The Company provides teleconference/Video Conference facilities to Directors to participate in the meetings.

Names of listed entities wherein Directors are holding position of Director & the category of Directorship as on 31[st] March 2023:

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Name of Director Name of the other Listed company Category of Directorship
Shri M B Parekh Vinyl Chemicals (India) Limited Managing Director and Chairperson
Excel Industries Limited Non-Executive - Independent Director
Shri N K Parekh Vinyl Chemicals (India) Limited Non-Executive - Non Independent Director
Shri Bharat Puri Tata Consumer Products Limited Non-Executive - Independent Director
Shri Sudhanshu Vats - -
Shri A B Parekh Vinyl Chemicals (India) Limited Non-Executive - Non Independent Director
Shri A N Parekh - -
- -
Shri Sandeep Batra
- -
Shri Joseph Varghese
Shri B S Mehta Atul Limited Non-Executive - Independent Director
Shri Sanjeev Aga Mahindra Holidays & Resorts India Limited Non-Executive - Independent Director
LTIMindtree Limited Non-Executive - Independent Director
Larsen & Toubro Limited Non-Executive - Independent Director
Shri Uday Khanna Castrol India Limited Non-Executive - Independent Director
Pfizer Limited Non-Executive - Independent Director
Kotak Mahindra Bank Limited Non-Executive - Independent Director
Smt Meera Shankar ITC Limited Non-Executive - Independent Director
Adani Transmission Limited Non-Executive - Independent Director
JK Tyre & Industries Limited Non-Executive - Independent Director
Shri Vinod Dasari - -
- -
Shri Piyush Pandey
Shri Rajeev Vasudeva Marico Limited Non-Executive - Independent Director
Smt Meher Pudumjee Thermax Limited Non-Executive - Non Independent Director and Chairperson
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Shri M B Parekh and Shri A B Parekh are related to each other. Shri A N Parekh and Shri N K Parekh are related to each other. The Chairman is not related to the Managing Director, as per the definition of ‘relative’ defined under the Act. The Chairman of the Company is a Promoter Director and has been serving as a Director of the Company since 1972. He has guided the Company through decades of diversification and growth. He is primarily responsible for ensuring that the Board provides effective governance to the Company.

The Managing Director and Deputy Managing Director of the Company are responsible for executing all corporate strategy and planning in consultation with the Board and other matters of the management.

171

The number of shares held by Non-Executive Directors as on 31[st] March, 2023:

Shri B S Mehta – 24,716, Shri Sanjeev Aga – NIL, Shri Uday Khanna – 5,000, Smt Meera Shankar – Nil; Shri Vinod Dasari – Nil, Shri Piyush Pandey – Nil, Shri Rajeev Vasudeva – 670, Smt Meher Pudumjee - NIL and Shri N K Parekh (Promoter) – 5,42,73,688.

Familiarization Programme

The Company has a familiarisation programme for its Independent Directors and other Non-Executive Directors which, inter alia, includes briefing on:

a) Role, responsibilities, duties and obligations as a member of the Board;
b) Nature of business and business model of the Company, Company’s strategic, operating plans and functional matters;
c) Discussions on Strategic directions for businesses;
d) Changes/developments in the domestic/global corporate and industry scenario including those pertaining to statutes/ legislations & economic environment; and
e) Matters relating to Corporate Governance, Code of Conduct, Risk Management, Compliance Programs, Internal Audit, etc.

The comprehensive induction enables Independent Directors to be familiarised with the Company, its history, values and purpose. In the Board meetings, presentations are made by Business Heads which provides good insights on the path forward for the businesses carried on by the Company to the Independent Directors and the other Non-Executive Directors on the Board. Further, they are periodically updated on material changes in regulatory framework and its impact on the Company. The Independent Directors updated with the strategic and operational details of the respective divisions of the Company. The familiarization programme for Independent Directors in terms of provisions of Listing Regulations is - uploaded on the website of the Company: https://pidilite.com/investors/corporate governance/.

Skills/ expertise/ competencies identified by the Board of Directors (as on 31[st] March, 2023)

The core skills/expertise/competencies as required in the context of the Company’s business for effective functioning which are available with the Board and taken into consideration while nominating any candidate to serve on the Board are as under:

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Name of Directors Sales and Business Leadership & Legal & Finance, Relevant
Marketing & Senior Governance Regulatory Accounts & Risk Technologies
Management Matters Management
Executive Directors
Shri M B Parekh √ √ √ √ √ √
Shri Bharat Puri √ √ √ √ √ √
Shri Sudhanshu Vats √ √ √ √ √ √
Shri A B Parekh √ √ √ √ √ √
Shri A N Parekh √ √ √ √ √ √
Shri Joseph Varghese √ √ √ √
Shri Sandeep Batra √ √ √ √
Non-Executive Non-Independent Director
Shri N K Parekh √ √ √ √ √ √
Independent Director
Shri B S Mehta √ √ √ √
Shri Sanjeev Aga √ √ √ √ √
Shri Uday Khanna √ √ √ √ √
Smt Meera Shankar √ √ √
Shri Vinod Dasari √ √ √ √ √
Shri Piyush Pandey √ √ √ √ √
Shri Rajeev Vasudeva √ √ √ √
Smt Meher Pudumjee √ √ √ √
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172

Independent Directors’ Meeting

In accordance with the provisions of Schedule IV (Code for Independent Directors) of the Act and Regulation 25(3) of Listing Regulations, meeting of the Independent Directors of the Company was held on 26[th] November, 2022.

Declarations

The Company has received declarations from the Independent Directors that they meet the criteria of independence laid down under the Act and the Listing Regulations. The Board of Directors, based on the declaration(s) received from the Independent Directors, have verified the veracity of such disclosures and confirm that the Independent Directors fulfill the conditions of independence specified in the Listing Regulations and the Act and are independent of the management of the Company. The Company has issued formal appointment letters to all the Independent Directors in accordance with the Act read with the Rules issued thereunder. The draft of the letter of appointment/ re-appointment, containing the terms and conditions, issued to the Independent Directors, is posted on the Company’s website. Based on intimations/disclosures received from the Directors periodically, the Directors of the Company hold positions of memberships/Chairmanships of the committees, which are not more than the prescribed limits.

4. Audit Committee

The composition of the Audit Committee, its powers and terms of reference are in alignment with provisions of Section 177 of the Act read with the Rules issued thereunder and Regulation 18 read with Part C of Schedule II of the Listing Regulations. The members of the Audit Committee are financially literate and have experience in financial management. All the recommendations made by the Audit Committee during the year under review were accepted by the Board.

During the financial year 2022-23, four meetings of the Audit Committee were held on 17[th] May, 2022, 9[th] August, 2022, 8[th] November, 2022 and 23[rd] January, 2023 (in respect of all the aforesaid meetings certain business items were transacted and then meeting were adjourned to the next consecutive day for discussion on financial results and other related matters).

Details of composition of the Audit Committee and attendance of the members at the meetings are given below:

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Sr. No. Name Designation Category No. of Meetings attended
1 Shri B S Mehta Chairman NED (I) 4
2 Shri M B Parekh Member ED (P) 4
3 Shri Uday Khanna Member NED (I) 4
4 Shri Sanjeev Aga Member NED (I) 4
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Shri Bharat Puri, Managing Director is a permanent invitee, ex-officio.

The Company Secretary is the Secretary of the Audit Committee. The Chief Financial Officer, Vice President – Domestic Accounts, Chief - Internal Audit, Statutory Auditors and Internal Auditors are invited to attend the meetings. The Cost Auditor is invited as and when required. The remuneration of Chief Internal Auditor is reviewed by the management.

The Chairman of the Audit Committee was present at the 53[rd] Annual General Meeting held on 10[th] August, 2022.

5. Nomination and Remuneration Committee (NRC)

NRC also functions as Compensation Committee as per the Securities and Exchange Board of India (Share Based Employee Benefits and Sweat Equity) Regulations, 2021.

The terms of reference of NRC consists of making recommendation to the Board for all remuneration payable to Directors and Senior Management and making policy relating thereto, review of performance-based remuneration with reference to corporate goals and objectives, frame policy and review the process of succession planning at key levels in the Company and other related matters.

During the financial year 2022-23, four meetings of the NRC were held on 18[th] May, 2022, 9[th] November, 2022, 24[th] November, 2022 and 24[th] January, 2023.

173

Details of composition of the NRC and attendance of the members at the meetings are given below:

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Sr. No. Name Designation Category No. of meetings attended
1 Shri B S Mehta Chairman NED (I) 3
2 Shri N K Parekh Member NED (P) 4
3 Shri Sanjeev Aga Member NED (I) 4
4 Shri Vinod Dasari Member NED (I) 3
5 Shri Rajeev Vasudeva Member NED (I) 4
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Shri Rahul Kumar Sinha, Chief Human Resource Officer, acts as the Secretary of the NRC.

The Committee’s constitution and terms of reference are in compliance with the provisions of Section 178 of the Act, Regulation 19 read with Part D (A) of Schedule II of Listing Regulations and the Securities and Exchange Board of India (Share Based Employee Benefits and Sweat Equity) Regulations, 2021, as amended from time to time.

The Committee has formulated Remuneration Policy for Directors, Key Managerial Personnel and Senior Management - Personnel and is available on the Company’s website viz. https://pidilite.com/investors/corporate governance/. The Remuneration Policy is directed towards time commitment and responsibilities of the Directors and senior management, desirability of performance-based remuneration and salaries paid by comparable companies. The structure of remuneration payable to the Managing Director and Deputy Managing Director involves a fair balance of fixed pay and variable component which is linked to achievement of business goals.

The criteria for performance evaluation of Directors, Board etc. cover the areas relevant to the functioning of Directors like teamwork, integrity, knowledge, competency, participation, conduct and effectiveness. The Board evaluation for financial year 2022-23 was completed and summary of findings and recommendations were discussed by the Directors.

A. Remuneration of Executive Directors

Details of Executive Directors’ remuneration for the financial year 2022-23 are given below:

( in crores)

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Sr. Name Salary * Commission Variable Pay Perquisites Total Tenure
No. Payable (Provision) and other (No. of years)
allowances
1 Shri M B Parekh 1.97 0 0 1.70 3.67 5 years from
(Executive Chairman) 01.08.2018
2 Shri Bharat Puri 6.08 4.19 2.28 2.54 15.09 5 years from
(Managing Director) 10.04.2020
3 Shri Sudhanshu Vats 4.13 0 2.04 1.47 7.64 5 years from
(Deputy Managing Director) 18.05.2022
4 Shri A B Parekh 0.84 0 0 0.94 1.78 5 years from
(Executive Vice Chairman) 01.08.2018
5 Shri A N Parekh 0.73 5.03 0 0.84 6.60 5 years from
(Executive Vice Chairman) 01.07.2020
6 Shri Debabrata Gupta 0.75 0 0 0.51 1.26 3 years from
(Whole Time Director) 01.03.2020
(upto 09.11.2022)
7 Shri Sandeep Batra 0.92 0 0.57 0.46 1.95 5 years from
(Director-Finance & CFO) 09.11.2022
(w.e.f. 09.11.2022)
8 Shri Joseph Varghese 0.50 0 0.26 0.25 1.01 5 years from
(Director-Operations) 09.11.2022
(w.e.f. 09.11.2022)
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Includes House Rent Allowance

** Shri M B Parekh and Shri A B Parekh are proposed to be re-appointed at the ensuing 54[th] AGM in their respective positions for a further period of 5 years from 01.08.2023.

The above figures includes contribution towards National Pension Scheme and are exclusive of Company’s contribution to Provident Fund, Superannuation, Gratuity and encashment of leave at the end of tenure as per the rules of the Company.

174

Details of Stock options:

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Sr. No. Name of the Director Vesting date No. of options# Exercise period
1 Shri Bharat Puri 30.10.2020 1,10,000
04.11.2021 1,17,500
04.11.2022 1,17,500
2 Shri Sudhanshu Vats 13.10.2022 25,000
13.10.2023 25,000^
3 Shri Debabrata Gupta 04.11.2021 210
Within 3 years from
04.11.2022 210 the date of vesting
4 Shri Joseph Varghese 18.05.2024 165^
18.05.2025 165^
5 Shri Sandeep Batra 01.06.2025 5,000^
01.06.2026 5,000^
01.06.2027 7,500^
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The stock options are issued at the face value.
Vested but not exercised
** Vested and exercised
^ Yet to be vested and exercised

B. Service Contracts, notice period, severance fees

Notice period for the Executive Directors is as applicable to the senior employees of the Company except for Shri Bharat Puri where the notice period is of 365 days (as per agreement). No severance fee is payable to the Executive Directors on termination of employment.

C. Details of sitting fees and commission to Non-Executive Directors

The details of sitting fees paid for attending the Board/ Committee meetings and commission due to the NonExecutive Directors for the year ended 31[st] March 2023 are as under:

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Sr. No. Name Sitting fees ( ) Commission Payable ( ) Total ( )
1 Shri B S Mehta 8,00,000 25,00,000 33,00,000
2 Shri Sanjeev Aga 8,92,000 25,00,000 33,92,000
3 Shri Uday Khanna 7,25,000 25,00,000 32,25,000
4 Smt. Meera Shankar 4,80,000 25,00,000 29,80,000
5 Shri Vinod Dasari 4,25,000 25,00,000 29,25,000
6 Shri Piyush Pandey 3,00,000 25,00,000 28,00,000
7 Shri Rajeev Vasudeva 7,25,000 25,00,000 32,25,000
8 Shri N K Parekh 9,92,000 25,00,000 34,92,000
9 Smt Meher Pudumjee 4,10,000 21,78,000 25,88,000
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The Non-Executive Directors did not have pecuniary relationships or transactions vis-à-vis the Company. The Company regularly obtains services from Ogilvy and Mather Pvt. Ltd., in which Shri Piyush Pandey, Independent Director of the Company, is a Whole-time Director. The Company has not granted any Stock option to any of its Non-Executive Directors.

175

In terms of Special Resolution passed by the Members at Annual General Meeting held on 30[th] August, 2018, the aggregate commission paid to the Non-Executive Directors does not exceed 1% per annum of the net profit of the Company computed in accordance with Section 198 of the Act. The commission is determined by the Board of Directors considering the time spent in attending Board meetings, Committee meetings and advice given to the Company as experienced/expert persons, whenever approached.

6. Stakeholders Relationship Committee

The composition and role of the Stakeholders Relationship Committee is in compliance with the provisions of Section 178 of the Act read with the Rules issued thereunder and Regulation 20 read with Part D (B) of Schedule II of the Listing Regulations. During the financial year 2022-23, 14 meetings of the Share Transfer Committee were held. One meeting of Stakeholders Relationship Committee was held on 20[th] January, 2023 which was attended by all the members of the Committee.

Details of composition of the Stakeholders Relationship Committee are given below:

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Sr. No. Name Designation Category
1 Shri Sanjeev Aga Chairman NED (I)
2 Shri N K Parekh Member NED (P)
3 Shri A B Parekh Member ED (P)
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The Committee is empowered to look into redressal of shareholders’/investors’ grievance such as complaints relating to transfer/transmission of shares, non-receipt of declared dividends, non-receipt of Annual Reports, effective exercise of voting rights by shareholders, service standards for Registrar and Share Transfer Agent, reducing quantum of unclaimed dividend, etc.

The status of investor grievances and share transfers is reported to the Board on periodic basis.

Smt. Manisha Shetty, Company Secretary is the Compliance Officer for complying with the requirements of the Securities Laws and Listing Regulations.

Barring certain cases pending in Courts/Consumer Forums, mainly relating to disputes over the title to shares, in which the Company has been made a party, the Company and TSR Consultants Pvt Ltd, have attended to all the shareholders’/ investors’ grievances/correspondences generally within a period of 15 days from the date of receipt.

The total number of letters received from the shareholders were 630 of which only 8 were in the nature of complaints. All the complaints were resolved to the satisfaction of shareholders. 201 transfers / demat requests have been received. 15 demat/transfer requests which were pending as of 31[st] March, 2023 have been processed subsequently.

As per SEBI (Prohibition of Insider Trading) Regulations, 2015, (‘PIT Regulations’) the Company has adopted a Code of Conduct for Prevention of Insider Trading (‘Code’). All the Directors, employees and other persons specified therein are governed by this Code.

The Company has appointed Shri A N Parekh, Whole Time Director and Smt. Manisha Shetty, Company Secretary as the Compliance Officers under PIT Regulations.

7. Risk Management Committee

The composition and role of Risk Management Committee is in compliance with Regulation 21 read with Part D (C) of Schedule II of Listing Regulations. During the year, three meetings of the Committee were held on 20[th] April, 2022, 29[th] September, 2022 and 6[th] March, 2023.The constitution of the Risk Management Committee along with the details of the meetings attended during the financial year 2022-23 is detailed below:

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----- Start of picture text -----

Sr. No. Name Designation Category No. of meetings
attended
1 Shri B S Mehta Chairman NED (I) 3
2 Shri Uday Khanna Member NED (I) 3
3 Shri A N Parekh Member ED (P) 2
4 Shri Rajeev Vasudeva Member NED (I) 3
5 Shri A D Ubhaykar Member Senior Executive 1
6 Shri Sanjay Bahadur Member Senior Executive 3
7 Shri Pankaj Bhargava Member Senior Executive 3
8 Shri Debabrata Gupta Member ED 2
9 Shri Joseph Varghese^ Member ED 1
----- End of picture text -----*

Ceased to be the Member of the Committee w.e.f. 9[th] November, 2022.

^ Appointed as the member of the Committee w.e.f. 9[th] November, 2022.

176

The Chief Financial Officer or Chief - Internal Audit acts as Secretary to the Committee.

The Company also has a Management Risk Committee, also known as the Risk Identification and Mitigation Committee (RIMC). Three meetings of the RIMC were held during the financial year 2022-23.

8. Corporate Social Responsibility (CSR) Committee

The composition of the CSR Committee is in alignment with provisions of Section 135 of the Act.

The Committee met three times during the financial year 2022-23 i.e. on 17[th] May, 2022, 8[th] November, 2022 and 23[rd] January, 2023.The constitution of the CSR Committee along with the details of the meetings attended during the financial year 2022-23 is detailed below:

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----- Start of picture text -----

Sr. No. Name Designation Category No. of meetings
attended
1 Shri N K Parekh Member NED (P) 3
2 Shri Sanjeev Aga Member NED (I) 3
3 Shri A B Parekh Member ED (P) 3
4 Smt. Meera Shankar Member NED (I) 3
5 Shri Debabrata Gupta# Member ED 2
6 Smt. Meher Pudumjee Member NED (I) 1
7 Shri Joseph Varghese Member ED 1
----- End of picture text -----

Ceased to be the member of the Committee w.e.f. 9[th] November, 2022.

Appointed as Members of the Committee w.e.f. 9[th] November, 2022

Members elect Chairperson of the Committee at each meeting. The Company Secretary acts as Secretary to the Committee.

The CSR Committee is empowered, pursuant to its terms of reference, inter alia, to:

a) Formulate and recommend to the Board a Corporate Social Responsibility Policy indicating the activities to be undertaken by the Company.
b) Recommend the amount of expenditure to be incurred.
c) Monitor the implementation of Corporate Social Responsibility Policy.
d) Recommend the Annual Action Plan for CSR Implementation to the Board for approval.

The details of the CSR initiatives of the Company form part of the Social & Community Service Initiatives Report and Annexure to the Directors’ Report. The Constitution of CSR Committee, the CSR Policy and details of CSR Projects are available on the - website of the Company: https://pidilite.com/investors/corporate governance/.

9. General Body Meetings

Details of location, date and time of the Annual General Meetings held during the last three years are given below:

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----- Start of picture text -----

Financial Venue Date & Time Details of special resolution passed at the AGM
Year
2021-22 Video Conferencing (“VC”)/Other 10 [th] August, 2022 • Re-appointment of Shri N K Parekh, as Non-
Audio Visual Means (“OAVM”) at 3.00 p.m. Executive Director, who retired by rotation.
• Appointment of Smt. Meher Pudumjee as
Independent Director for a term of 5 years.
• Amendment to Articles of Association of the
Company by increase in limit of Directors from 15
Directors to 18 Directors.
2020-21 Video Conferencing (“VC”)/Other 11 [th] August, 2021 • Re-appointment of Shri Vinod Dasari as an
Audio Visual Means (“OAVM”) at 3.00 p.m. Independent Director for a second term of 5
consecutive years.
2019-20 Video Conferencing (“VC”)/Other 10 [th] September, 2020 • Re-appointment of Shri N K Parekh as Non-
Audio Visual Means (“OAVM”) at 3.00 p.m. Executive Director, who retired by rotation.
• Re-appointment of Shri Sanjeev Aga as an
Independent Director for a second term of 5
consecutive years.
----- End of picture text -----

The above mentioned Special Resolutions were passed with requisite majority.

177

Postal Ballot

During the year 2022-23, the Company passed the following Ordinary resolutions by postal ballot.

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----- Start of picture text -----

Description of Resolution as given in the Particulars of Votes cast Result
Postal Ballot Notice
Electronic Voting Declared
Votes cast in favour of Votes cast against the Invalid Votes
the resolution resolution
No. % No. % No. %
Special Business
Appointment of Shri Sandeep Batra as 40,02,79,124 92.24 3,36,55,511 7.76 0 0 Approved
a Director and as a Whole-Time Director by requisite
designated as “Executive-Director- majority
Finance” of the Company.
Appointment of Shri Joseph Varghese 40,02,73,985 92.24 3,36,60,652 7.76 0 0 Approved
as a Director and also as a Whole by requisite
Time Director designated as “Director- majority
Operations” of the Company.
----- End of picture text -----

The Company successfully completed the process of obtaining approval of its shareholders for ordinary resolutions on the items detailed above, vide postal ballot on 27[th] December, 2022.

Shri M.M Sheth of M.M Sheth & Co., Company Secretaries was appointed as the scrutinizer for carrying out the postal ballot process in a fair and transparent manner.

Special resolution for re-appointment of Shri Piyush Pandey as an Independent Director for second consecutive term of 5 years is proposed to be conducted through postal ballot.

Procedure for Postal Ballot:

In compliance with Regulation 44 of the Listing Regulations, Sections 108, 110 and other applicable provisions of the Act read with the Rules issued thereunder and the General Circulars issued in this regard by the Ministry of Corporate Affairs (“MCA”), the Company provides electronic voting facility to all its members.

The Company generally engages the services of National Securities Depository Limited (“NSDL”) for the purpose of providing electronic voting facility to all its members. The Postal Ballot Notice are sent to the members in electronic form at their email addresses registered with the depositories/TSR Consultants Private Limited, Company’s Registrar and Share Transfer Agent. The Company also publishes notice in the newspapers declaring the details of completion of dispatch, e-voting details and other requirements in terms of the Act read with the Rules issued thereunder and the Secretarial Standards issued by the Institute of Company Secretaries of India. Voting rights are reckoned on the paid-up value of shares of the Company registered in the names of the shareholders as on the cut-off date.

The scrutinizer submits his report to the Chairman or any other person authorized by the Chairman, after the completion of scrutiny. The results of the postal ballot are announced by the Chairman or any other person authorized by the Chairman. The results are also displayed at the registered office and corporate office of the Company, intimated to NSDL and the Stock Exchanges where the Company’s shares are listed and also displayed along with the Scrutinizer’s report on the Company’s website viz. https://pidilite.com/investors/listing-information/

10. Means of Communication

a. Publication of financial results:
The extract of standalone and consolidated results are normally published in Business Standard and Sakal and are displayed on the website of the Company: https://pidilite.com/investors/listing-information/

b. Websites and News Releases:

In compliance with Regulation 46 of the Listing Regulations, a separate dedicated section under ‘Investors’ on the Company’s website gives information on various announcements made by the Company, status of unclaimed dividend, Annual Report, Quarterly/Half yearly/ Nine-months and Annual financial results along with the applicable policies of the Company. The Company’s official news releases and presentations made to the institutional - investors and analysts are also available on the Company’s website (https://pidilite.com/investors/listing information/). Quarterly Compliance Reports and other relevant information of interest to the Investors are also placed under the Investors Section on the Company’s website.

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c. Analysts presentations:

The presentations on performance of the Company are placed on the Company’s website for the benefit of the institutional investors, analysts and other shareholders immediately after the financial results are communicated to the Stock Exchanges. The Company also conducts calls/meetings with investors immediately after declaration of financial results to brief them on the performance of the Company and a transcript of such calls/meeting are uploaded on the Company’s website and Stock Exchanges.

d. Stock Exchange:

The Company makes timely disclosures of necessary information to BSE Limited (BSE) and the National Stock Exchange of India Limited (NSE) in terms of the Listing Regulations and other applicable rules and regulations issued by the SEBI.

e. Reminders to Investors:
Reminders are, inter alia, sent to shareholders for registering their email ids, claiming returned undelivered share certificates and unclaimed dividend and transfer of shares thereto.
f. Annual Report:
The Annual Report with Audited Financial Statements of the Company and its subsidiaries are available in downloadable formats on the website of the Company https://pidilite.com/investors/financials/. The Annual Report and Audited Financial Statements of the Company are also available on the websites of the Stock Exchanges.

11. General Information for Shareholders

Detailed information in this regard is provided in the “Information for Shareholders” section, appearing in the Annual Report.

12. Disclosures

During the financial year 2022-23:

There were no materially significant related party transactions which have potential conflict with the interest of the Company at large. The details of related party transactions are set out in the Notes to Financial Statements forming part of this Annual Report.
The Company has complied with all requirements of the Listing Regulations and guidelines of SEBI. Consequently, no penalties were imposed or strictures passed against the Company by SEBI, Stock Exchanges or any other statutory authority on any matter relating to capital markets during the last 3 years.
The Company has complied with all the requirements of corporate governance as specified in Regulations 17 to 27 and clauses (b) to (i) and (t) of sub-regulation (2) of Regulation 46 and para C, D & E of Schedule V of the Listing Regulations.
The Company has a Vigil Mechanism and Whistle Blower Policy for Directors and Employees to report violations of applicable laws and regulations and the Code of Conduct. During the year under review, no employee was denied access to the Audit Committee Chairman.
The Company has no material subsidiary. Policy for determining ‘material’ subsidiary is uploaded on the website of -
the Company: https://pidilite.com/investors/corporate governance/.
Company’s Policy on Related Party Transactions is uploaded on the website of the Company: https://pidilite.com/ -
investors/corporate governance/.
The Company has not made preferential allotment or qualified institutional placement.
There were no instances, wherein the Board had not accepted recommendations made by any committee of the Board.
Total fees of ` 1.58 crores for financial year 2022-23, for all services, was paid by the Company and its subsidiaries, on a consolidated basis to the Statutory Auditors of the Company M/s. Deloitte Haskins & Sells LLP and all entities in the network firm/network entity of which the Statutory Auditors is a part.
No loans/advances in the nature of debt was given to firms/companies in which directors are interested.
There are no non-compliances of any requirements of Corporate Governance Report, as per sub-paras (2) to (10) of Schedule V Part C of the Listing Regulations.

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13. Equity shares in Unclaimed Suspense Account

There are NIL Equity shares in Unclaimed Suspense Account under Regulation 39 and Schedule VI of Listing Regulations.

Compliance of discretionary requirements under Regulation 27 of Listing Regulations
a. The Chairman of the Company, Shri M B Parekh, is the Executive Chairman.
b. As the financial results are published in the newspapers and also posted on Company’s website, the same are not being sent to the shareholders.
c. The Company’s financial statements for the financial year ended 31[st] March 2023 do not contain any modified audit opinion.
d. Shri Bharat Puri is the Managing Director and Chief Executive Officer of the Company. He is not related to any Director, Key Managerial Personnel or their relatives of the Company.
e. The Internal Auditor makes quarterly presentation to the Audit Committee on their Reports.

15. Information relating to Directors

Information relating to Directors seeking appointment/re-appointment as required under Regulation 36(3) of Listing Regulations is given in the Notice of the ensuing 54[th] Annual General Meeting.

Disclosures in relation to the Sexual Harassment of Women at Workplace (Prevention, Prohibition and Redressal) Act, 2013 during the financial year 2022-23
a. Number of complaints filed during the financial year:1
b. Number of complaints disposed of during the financial year:1
c. Number of complaints pending as on end of the financial year:0

17. Certificate from Company Secretary in Practice:

A certificate from Shri Mitesh Dhabliwala of M/s. Parikh & Assciates., Company Secretaries in Practice has been attached with this report stating that none of the Directors on the Board of the Company have been debarred or disqualified from being appointed or continuing as directors of companies by SEBI/Ministry of Corporate Affairs or any such statutory authority.

18. Governance of Subsidiary Companies:

The summary of the minutes of the Board Meetings of the subsidiary companies along with the details of significant transactions and arrangements entered into by the subsidiary companies are shared with the Board of Directors on a quarterly basis. The financial statements of the subsidiary companies are presented to the Audit Committee. The Company does not have any material subsidiary as on the date of this Report. The information in respect of the loans and advances in the nature of loans to subsidiaries pursuant to Regulation 34 read with Schedule V of the Listing Regulations is provided in Notes to the standalone financial statements.

19. Declaration by Shri Bharat Puri, Managing Director under Schedule V (D) of Listing Regulations

‘Pursuant to Schedule V (D) of Listing Regulations, I hereby declare that all the Board Members and Senior Management personnel of the Company have affirmed compliance with the Code of Conduct of Board of Directors and Senior Management for the year ended 31[st] March, 2023.’

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P R A C T I S I N G C O M P A N Y S E C R E T A R I E S ’ C E R T I F I C A T E O N C O R P O R A T E G O V E R N A N C E

To The Members of M/s. Pidilite Industries Limited

We have examined the compliance of the conditions of Corporate Governance by Pidilite Industries Limited (‘the Company’) for the year ended on March 31, 2023, as stipulated under Regulations 17 to 27, clauses (b) to (i) and (t) of sub-regulation (2) of Regulation 46 and para C, D & E of Schedule V of the Securities and Exchange Board of India (Listing Obligations and Disclosure Requirements) Regulations, 2015 (“SEBI Listing Regulations”).

The compliance of the conditions of Corporate Governance is the responsibility of the management. Our examination was limited to the review of procedures and implementation thereof, as adopted by the Company for ensuring compliance with conditions of Corporate Governance. It is neither an audit nor an expression of opinion on the financial statements of the Company.

In our opinion and to the best of our information and according to the explanations given to us, the representations made by the Directors and the management and considering the relaxations granted by the Ministry of Corporate Affairs and Securities and Exchange Board of India warranted due to the spread of the COVID-19 pandemic, we certify that the Company has generally complied with the conditions of Corporate Governance as stipulated in the SEBI Listing Regulations for the year ended on March 31, 2023.

We further state that such compliance is neither an assurance as to the future viability of the Company nor of the efficiency or effectiveness with which the management has conducted the affairs of the Company.

Place: Mumbai Date: 8[th] May 2023

For Parikh & Associates (Company Secretaries)

Mitesh Dhabliwala Partner

FCS No: 8331 CP No: 9511 UDIN: F008331E000267601 PR No.: 1129/2021

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C E R T I F I C A T E O F N O N - D I S Q U A L I F I C A T I O N O F D I R E C T O R S

[pursuant to Regulation 34(3) and Schedule V Para C clause (10)(i) of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015]

To

The Members of Pidilite Industries Limited, Regent Chambers, 7[th] Floor, 208, Nariman Point, Mumbai – 400021.

We have examined the relevant registers, records, forms, returns and disclosures received from the Directors of Pidilite Industries Limited having CIN L24100MH1969PLC014336 and having registered office at Regent Chambers, 7[th] Floor, 208, Nariman Point, Mumbai 400021 (hereinafter referred to as ‘the Company’), produced before us by the Company for the purpose of issuing this Certificate, in accordance with Regulation 34(3) read with Schedule V Para-C Sub clause 10(i) of the Securities Exchange Board of India (Listing Obligations and Disclosure Requirements) Regulations, 2015.

In our opinion and to the best of our information and according to the verifications (including Directors Identification Number (DIN) status at the portal www.mca.gov.in) as considered necessary and explanations furnished to us by the Company & its officers and considering the relaxations granted by the Ministry of Corporate Affairs and Securities and Exchange Board of India warranted due to the spread of the COVID-19 pandemic, We hereby certify that none of the Directors on the Board of the Company as stated below for the Financial Year ending on 31[st] March, 2023 have been debarred or disqualified from being appointed or continuing as Directors of companies by the Securities and Exchange Board of India, Ministry of Corporate Affairs, or any such other Statutory Authority.

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----- Start of picture text -----

Sr. No. Name of Director DIN Date of
Appointment in Company
1. Narendrakumar Kalyanji Parekh 00111518 28.07.1969
2. Madhukar Balvantray Parekh 00180955 31.08.1972
3. Ajay Balvantray Parekh 00035317 26.06.1985
4. Bansidhar Sunderlal Mehta 00035019 25.07.2000
5. Apurva Narendrakumar Parekh 00111366 01.07.2005
6. Bharat Tilakraj Puri 02173566 28.05.2008
7. Uday Chander Khanna 00079129 03.04.2014
8. Meera Shankar 06374957 30.07.2014
9. Sanjeev Aga 00022065 01.09.2015
10. Vinod Kumar Dasari 00345657 01.09.2015
11. Piyush Indernarayan Pandey 00114673 11.04.2018
12. Meher Pheroz Pudumjee 00019581 18.05.2022
13. Rajeev Vasudeva 02066480 10.09.2020
14. Joseph Varghese 09770335 09.11.2022
15. Sudhanshu Vats 05234702 18.05.2022
16. Sandeep Batra 00871843 09.11.2022
----- End of picture text -----*

*the date of appointment is as per the MCA Portal.

Ensuring the eligibility for the appointment / continuity of every Director on the Board is the responsibility of the management of the Company. Our responsibility is to express an opinion on these based on our verification. This certificate is neither an assurance as to the future viability of the Company nor of the efficiency or effectiveness with which the management has conducted the affairs of the Company.

Place: Mumbai Date: 8[th] May 2023

For Parikh & Associates (Company Secretaries)

Mitesh Dhabliwala Partner

FCS No: 8331 CP No: 9511 UDIN: F008331E000267581 PR No.: 1129/2021

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I N F O R M A T I O N F O R S H A R E H O L D E R S

Annual General Meeting

Day, Date and Time:

Thursday, 10[th] August, 2023 at 3.00 p.m.

Venue:

The Company is conducting AGM through Video Conferencing/Other Audio Visual Means as permitted under the various circulars issued by Ministry of Corporate Affairs.

Financial Year: 1[st] April 2022 to 31[st] March 2023

Date of Book Closure:

Friday, 28[th] July, 2023 to Thursday, 10[th] August, 2023 (both days inclusive).

Dividend Payment:

Credit/dispatch of dividend warrants will commence from 17[th] August, 2023 subject to the approval for payment of dividend by the shareholders at the Annual General Meeting.

Listing of Shares on Stock Exchanges:

The equity shares of the Company are listed on BSE Limited (BSE) and National Stock Exchange of India Limited (NSE). The Annual Listing fee for the financial year 2022-23 has been paid to BSE and NSE.

Stock Codes

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Name and address of the Stock Exchange Stock Code
BSE Limited 500331
Phiroze Jeejeebhoy Towers,
Dalal Street, Mumbai - 400 001.
National Stock Exchange of India Limited PIDILITIND
Exchange Plaza, C-1, Block G, Bandra Kurla
Complex, Bandra (E), Mumbai - 400 051.
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Market Price Data

Share prices during the financial year 2022-23 at NSE for one equity share of 1/- each were as under:

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----- Start of picture text -----

Month Share Price ( )
High Low
April 2022 2,558.65 2,305.00
May 2022 2,430.85 2,050.00
June 2022 2,290.85 1,988.55
July 2022 2,460.00 2,082.80
August 2022 2,762.30 2,456.90
September 2022 2,918.95 2,670.00
October 2022 2,737.50 2,545.50
November 2022 2,787.50 2,590.05
December 2022 2,796.00 2,461.55
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----- Start of picture text -----

Month Share Price ( )
High Low
January 2023 2,563.95 2,257.00
February 2023 2,353.30 2,250.05
March 2023 2,398.40 2,275.00
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Share prices during the financial year 2022-23 at BSE for one equity share of 1/- each were as under:

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----- Start of picture text -----

Month Share Price ( )
High Low
April 2022 2558.90 2308.05
May 2022 2430.90 2040.00
June 2022 2291.10 1988.60
July 2022 2459.90 2083.00
August 2022 2761.70 2455.00
September 2022 2916.85 2670.60
October 2022 2737.65 2545.65
November 2022 2785.95 2585.05
December 2022 2796.15 2465.00
January 2023 2566.70 2257.25
February 2023 2362.95 2250.85
March 2023 2398.55 2275.00
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Stock Performance

Base is considered to be 100 as on 1[st] April 2022 .

The performance of the Company’s shares in comparison to BSE sensex is given in the chart below:

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----- Start of picture text -----

120
115
110
105
100
95
90
85
80
Pidilite (BSE) BSE Sensex
Percent
Apr-22 May-22 Jun-22 Jul-22 Aug-22 Sep-22 Oct-22 Nov-22 Dec-22 Jan-23 Feb-23 Mar-23
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Registrar & Share Transfer Agent

TSR Consultants Private Limited (RTA) Unit: Pidilite Industries Limited C 101, 1[st] Floor, 247 Park, L. B. S. Marg, Vikhroli (West), Mumbai - 400083 Tel : 022 - 66568484 Fax : 022 - 66568494 E-mail: [email protected] Website: https://www.tcplindia.co.in

Share Transfer System

The Company has delegated the authority to approve shares received for transfer in physical form to TSR Consultants Private Limited, Registrar & Share Transfer Agent and Share Transfer Committee comprising of the Directors viz, Sarva Shri N. K. Parekh, Shri A. B. Parekh and Shri A.N. Parekh.

Shareholder Transactions

In terms of requirements of Regulation 40 of the Securities and Exchange Board of India (Listing Obligations and Disclosure Requirements) Regulations, 2015 (“Listing Regulations”), the request for transfer of securities shall not be processed unless the securities are held in the dematerialised form with Depositories. While the request for transmission or transposition of securities held in physical or dematerialized form shall be effected only in dematerialised form.

Further, SEBI in continuation of its efforts to enhance ease of dealing in securities market by investors has mandated the listed entities to issue securities for the following service requests only in dematerialised form: issue of duplicate securities certificate, claim from unclaimed suspense account, renewal/ exchange of securities certificate, endorsement, sub-division/splitting of securities certificate, consolidation of securities certificates/folio, transmission and transposition.

Further, during the year under review SEBI has also simplified the process for transmission of shares and issue of duplicate share certificates to make it more efficient and investor friendly.

The manner and process of making applications as per the aforesaid revised framework and operational guidelines thereto is available on the website of the RTA at https://www.tcplindia.co.in/client-downloads.html.

Request for dematerialization of securities are processed by RTA and confirmation thereof is given to the respective depositories i.e. NSDL and CDSL, within the statutory time limit from the date of receipt of securities certificates after due verification.

Distribution of Shareholding as on 31[st] March 2023

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----- Start of picture text -----

No. of Equity No. of No. of
% %
Shares held Shareholders Shares
Upto 5000 6,35,453 99.63 3,16,05,058 6.22
5001 - 10000 1401 0.22 1,03,74,767 2.04
10001- 20000 377 0.06 53,81,704 1.06
20001- 30000 108 0.02 26,19,719 0.51
30001- 40000 79 0.01 27,74,145 0.55
40001- 50000 49 0.01 22,14,276 0.44
50001- 100000 98 0.02 71,76,998 1.41
100001 and
211 0.03 44,61,67,573 87.77
above
Total 6,37,776 100.00 50,83,14,240 100.00
No. of 674 0.11 970,602 0.19
Shareholders
& shares in
physical mode
No. of beneficial 6,37,102 99.89 50,73,43,638 99.81
owners & shares
in electronic
mode
Total 6,37,776 100.00 50,83,14,240 100.00
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Dematerialisation of shares and liquidity

As on 31[st] March, 2023, 99.81% of total equity shares of the Company were held in dematerialised form with National Securities Depository Limited and Central Depository Services (India) Limited. The Company’s equity shares are required to be compulsorily traded in the dematerialised form. The shares are available for dematerialisation under ISIN - INE318A01026.

Requests for dematerialisation of shares are processed and generally confirmed within 15 days of receipt, subject to the documents being valid and complete in all respects.

The shares of the Company were not suspended from trading during the year under review.

Transfer of unclaimed dividend & shares to the Investor Education and Protection Fund

Pursuant to applicable provisions of the Companies Act, 2013 read with the Investor Education and Protection Fund Authority (Accounting, Audit, Transfer and Refund) Rules, 2016 (Rules), all unpaid or unclaimed dividends and shares in respect of which dividend has not been paid or claimed by the shareholders for seven consecutive years or more have been transferred by the Company to the Investor Education and Protection Fund (IEPF) Authority. The said requirement does not apply to shares in respect of which there is a specific Order of Court, Tribunal or Statutory Authority, restraining transfer of the shares.

184

During the year under review, the Company had sent individual notices through Ordinary Post and Air mail and also advertised in the newspapers seeking action from the shareholders who have not claimed their dividends for seven consecutive years or more. Accordingly, the Company has transferred to IEPF following unpaid or unclaimed dividends and corresponding shares as under:

Particulars	Amount of dividend ( )	No. of shares
Final Dividend for the Financial Year 2014-15	17,57,160	17,191
Interim Dividend for the Financial Year 2015-16	24,33,017	11,813

The Company has uploaded the above mentioned details on its website: https://pidilite.com/investors/corporategovernance/ and also on the website of the IEPF Authority (www.iepf.gov.in).

The voting rights on the shares transferred to IEPF Authority shall remain frozen till the rightful owner claims the shares from the IEPF Authority.

Shareholders/claimants whose shares, unclaimed dividend, have been transferred to the IEPF Demat Account or the Fund, as the case may be, need to apply to the IEPF Authority by making an application in Form IEPF-5 available on http:// www.iepf.gov.in.

Nodal and Deputy Nodal Officer

In accordance with the IEPF Rules, the Board of Directors have appointed Smt. Manisha Shetty as Nodal Officer of the Company and Smt. Poornima Narayanan as Deputy Nodal Officer of the Company for the purposes of verification of claims of shareholders pertaining to shares transferred to IEPF and / or refund of dividend from IEPF Authority and for coordination with IEPF Authority. The details of the Nodal Officer and Deputy Nodal Officer are available on the website of the Company.

Plant Locations

Major Plant locations-Mahad, Taloja, Karad, Pune (Maharashtra); Vapi, Paria, Surat, Dahej, Panoli (Gujarat); Daman (Union Territory of India); Kala Amb, Baddi, Nalagarh (Himachal Pradesh); Jammu (J & K); Secunderabad, Jedcharla (Telangana);Guwahati (Assam); Vizag (Andhra Pradesh). Ludhiana (Punjab), Alwar (Rajasthan), Perundurai (Tamil Nadu).

Credit Ratings

The Company has not issued any debt instruments and does not have any fixed deposit programme or any scheme or proposal involving mobilization of funds in India or abroad during the financial year ended 31[st] March, 2023. The ratings given by CRISIL for short-term borrowings and long-term borrowings of the Company are A1+ and AAA respectively. There was no revision in the said ratings during the year under review.

Commodity price risk / Foreign Exchange Risk and Hedging Activities

Certain key raw materials and packing materials used by the Company are derivatives of commodities such as crude

oil, paper, aluminium, etc. Any material price fluctuation in such commodities can impact the margins of the Company till the impact is appropriately factored in the pricing of Company’s products. The Company does not undertake commodity hedging activities.

The Company has managed the foreign exchange risk with appropriate hedging activities in accordance with the policies of the Company.

Exposure to commodity and commodity risks faced by the Company throughout the year is Nil.

Shareholding Pattern as on 31[st] March 2023

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----- Start of picture text -----

UTI, Mutual Funds, Banks,
Insurance Companies &
Alternate Investment Funds
8.35 %
FII’s & FPI’s
10.61 %
Bodies
Corporate & Indian
Public 11.10 %
Promoter and
Promoter Group
Address for Correspondence 69.94%
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Address for Correspondence

Registered Office:

Regent Chambers, 7[th] Floor, Jamnalal Bajaj Marg, 208, Nariman Point, Mumbai - 400 021 Tel No: 022-22822708 CIN: L24100MH1969PLC014336

Corporate Office:

Ramkrishna Mandir Road,

Off. Mathuradas Vasanji Road, Andheri (E), Mumbai - 400 059 Tel No : 022-28357000 E-mail : [email protected] Website : www.pidilite.com

Corporate Secretarial/Investors’ Assistance Department

The Company’s Secretarial Department headed by Smt. Manisha Shetty, Company Secretary, is situated at the Corporate Office mentioned above. Shareholders/Investors may contact Smt. Manisha Shetty at the Corporate Office in Mumbai for any assistance they may need.

Outstanding GDRs/ADRs/Warrants

The Company has no outstanding GDRs/ADRs/Warrants as on 31[st] March, 2023.

Employee Stock Options

The information with regard to the Employee Stock Options are set out under Annexure to Directors’ Report.

185

I N D E P E N D E N T A U D I T O R ’ S R E P O R T

TO THE MEMBERS OF PIDILITE INDUSTRIES LIMITED

Report on the Audit of the Consolidated Financial Statements

Opinion

We have audited the accompanying consolidated financial statements of Pidilite Industries Limited (”the Parent”) and its subsidiaries, (the Parent and its subsidiaries together referred to as “the Group”) which includes the Group’s share of profit in its associates and share of loss in its joint venture, which comprise the Consolidated Balance Sheet as at 31[st] March, 2023, and the Consolidated Statement of Profit and Loss (including Other Comprehensive Income), the Consolidated Statement of Cash Flows and the Consolidated Statement of Changes in Equity for the year then ended, and 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 the other auditors on separate financial statements / financial information of the subsidiaries, associates and joint venture referred to in the Other Matters section below, the aforesaid consolidated financial statements give the information required by the Companies Act, 2013 (“the Act”) in the manner so required and give a true and fair view in conformity with the Indian Accounting Standards prescribed under section 133 of the Act read with the Companies (Indian Accounting Standards) Rules, 2015, as amended (‘Ind AS’) and other accounting principles generally accepted in India, of the consolidated state of affairs of the Group as at 31[st] March, 2023, and their consolidated profit, their consolidated total comprehensive income, their consolidated cash flows and their consolidated changes in equity for the year ended on that date.

Basis for Opinion

We conducted our audit of the consolidated financial statements in accordance with the Standards on Auditing (SAs) specified under section 143(10) of the Act. Our responsibilities under those Standards are further described in the Auditor’s Responsibility for the Audit of the Consolidated Financial Statements section of our report. We are independent of the Group, its associates and joint venture in accordance with the Code of Ethics issued by the Institute of Chartered Accountants of India (ICAI) together with the ethical requirements that are relevant to our audit of the consolidated financial statements under the provisions of the Act and the Rules made thereunder, and we have fulfilled our other ethical responsibilities in accordance with these requirements and the ICAI’s Code of Ethics. We believe that the audit evidence obtained by us and the audit evidence obtained by the other auditors in terms of their reports referred to in the sub-paragraph (a) of the Other Matters section below, is sufficient and appropriate to provide a basis for our audit 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. We have determined that there are no key audit matters to communicate in our report.

Information Other than the Financial Statements and Auditor’s Report Thereon (“Other Information”)

The Parent’s Board of Directors is responsible for the other information. The other information comprises the information included in the Management Discussion and Analysis, Directors’ Report including Annexures to Directors’ Report, Business Responsibility and Sustainability Report, Corporate Governance and Information for Shareholder, but does not include the consolidated financial statements, standalone financial statements and our auditor’s report thereon.
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, compare with the financial statements of the subsidiaries, associates and joint venture audited by the other auditors, to the extent it relates to these entities and, in doing so, place reliance on the work of the other auditors and consider whether the other information is materially inconsistent with the consolidated financial statements or our knowledge obtained during the course of our audit or otherwise appears to be materially misstated. Other information so far as it relates to the subsidiaries, associates and joint venture, is traced from their financial statements audited by the other auditors.
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 report in this regard.

Responsibilities of Management and Those Charged with Governance for the Consolidated Financial Statements

The Parent’s Company’s Board of Directors is responsible for the matters stated in section 134(5) of the Act with respect to the preparation of these consolidated financial statements that give a true and fair view of the consolidated financial position, consolidated financial performance including other comprehensive income, consolidated cash flows and consolidated changes in equity of the Group including its Associates and joint venture in accordance with the Ind AS and other accounting principles generally accepted in India. The respective Board of Directors of the companies included in the Group and of its associates and joint venture are responsible for maintenance of adequate accounting records in accordance with the provisions of the Act for safeguarding the assets of the Group and its associates and its joint venture 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, which have been used for the purpose of preparation of the consolidated financial statements by the Directors of the Parent, as aforesaid.

186

In preparing the consolidated financial statements, the respective Management of the companies included in the Group and of its associates and joint venture are responsible for assessing the ability of the respective entities to continue as a going concern, disclosing, as applicable, matters related to going concern and using the going concern basis of accounting unless the respective Board of Directors either intends to liquidate their respective entities or to cease operations, or has no realistic alternative but to do so.

The respective Board of Directors of the companies included in the Group and of its associates and joint venture are also responsible for overseeing the financial reporting process of the Group and of its associates and joint venture.

Auditor’s Responsibility 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 not a guarantee that an audit conducted in accordance with SAs will always detect a material 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 consolidated 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 material misstatement of the consolidated 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 override of internal control.
Obtain an understanding of internal financial control relevant to the audit in order to design audit procedures that are appropriate in the circumstances. Under section 143(3)(i) of the Act, we are also responsible for expressing our opinion on whether the Parent has adequate internal financial controls with reference to consolidated 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 the management.
Conclude on the appropriateness of management’s use of the going concern basis of accounting and, based on the audit evidence obtained, whether a material uncertainty exists related to events or conditions that may cast significant doubt on the ability of the Group and its associates and joint venture to continue

as a going concern. 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 and its associates and joint venture 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.
Obtain sufficient appropriate audit evidence regarding the financial information of the entities or business activities within the Group and its associates and joint venture to express an opinion on the consolidated financial statements. We are responsible for the direction, supervision and performance of the audit of the financial statements of such entities or business activities included in the consolidated financial statements of which we are the independent auditors. For the other entities or business activities included in the consolidated financial statements, which have been audited by the 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.

Materiality is the magnitude of misstatements in the consolidated financial statements that, individually or in aggregate, makes it probable that the economic decisions of a reasonably knowledgeable user of the consolidated financial statements may be influenced. We consider quantitative materiality and qualitative factors in (i) planning the scope of our audit work and in evaluating the results of our work; and (ii) to evaluate the effect of any identified misstatements in the consolidated financial statements.

We communicate with those charged with governance of the Parent 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 internal control that we identify during our audit.

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 auditor’s 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

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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

(a) We did not audit the financial statements / financial information of 31 subsidiaries, whose financial statements / financial information reflect total assets of 1,843.78 crores as at 31[st] March, 2023, total revenues of 1,255.67 crores and net cash outflows amounting to 42.08 crores for the year ended on that date, as considered in the consolidated financial statements. The consolidated financial statements also include the Group’s share of net profit of 6.98 crores for the year ended 31[st] March, 2023, as considered in the consolidated financial statements, in respect of five associates and one joint venture, whose financial statements have not been audited by us. These financial statements have been audited by other auditors whose reports have been furnished to us by the Management and our opinion on the consolidated financial statements, in so far as it relates to the amounts and disclosures included in respect of these subsidiaries, associates and joint venture, and our report in terms of subsection (3) of Section 143 of the Act, in so far as it relates to the aforesaid subsidiaries, associates and joint venture is based solely on the reports of the other auditors.
(b) The consolidated financial statements also include the Group’s share of loss of 0.34 crores for the year ended 31[st] March, 2023, as considered in the consolidated financial statements, in respect of one associate, whose financial statements have not been audited by us. These financial information are unaudited and have been furnished to us by the Management and our opinion on the consolidated financial statements, in so far as it relates to the amounts and disclosures included in respect of these associate, is based solely on such unaudited financial information. In our opinion and according to the information and explanations given to us by the Management, these financial information are not material to the Group.

Our opinion on the consolidated financial statements above and our report on Other Legal and Regulatory Requirements below, is not modified in respect of the above matters with respect to our reliance on the work done and the reports of the other auditors and the financial information certified by the Management.

Report on Other Legal and Regulatory Requirements

As required by Section 143(3) of the Act, based on our audit and on the consideration of the reports of the other auditors on the separate financial statements / financial information of the subsidiaries and associates referred to in the Other Matters section above 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 Cash Flows and the Consolidated Statement of Changes in Equity 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.
e) On the basis of the written representations received from the directors of the Parent as on 31[st] March, 2023 taken on record by the Board of Directors of the Company and the reports of the statutory auditors of its subsidiary companies and associate companies incorporated in India, none of the directors of the Group companies and its associate companies incorporated in India is disqualified as on 31[st] March, 2023 from being appointed as a director in terms of Section 164 (2) of the Act.
f) With respect to the adequacy of the internal financial controls with reference to consolidated financial statements and the operating effectiveness of such controls, refer to our separate Report in “Annexure A” which is based on the auditors’ reports of the Parent, subsidiary companies and associate companies incorporated in India. Our report expresses an unmodified opinion on the adequacy and operating effectiveness of internal financial controls with reference to consolidated financial statements of those companies.
g) With respect to the other matters to be included in the Auditor’s Report in accordance with the requirements of section 197(16) of the Act, as amended, in our opinion and to the best of our information and according to the explanations given to us and based on the auditor’s reports of subsidiary companies, associate companies and joint venture company incorporated in India, the remuneration paid by the Parent and such subsidiary companies, associate companies and joint venture company to their respective directors during the year is in accordance with the provisions of section 197 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 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 consolidated financial statements disclose the impact of pending litigations on the consolidated financial position of the Group and its associates.

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ii) The Group and its associates did not have any material foreseeable losses on long-term contracts including derivative contracts.
iii) There has been no delay in transferring amounts, required to be transferred, to the Investor Education and Protection Fund by the Parent, its subsidiary companies and associate companies incorporated in India.
iv) (a) The respective Managements of the Parent and its subsidiaries, associates and joint venture which are companies incorporated in India, whose financial statements have been audited under the Act, have represented to us and to the other auditors of such subsidiaries, associates and joint venture respectively that, to the best of their knowledge and belief, other than as disclosed in the Note 56(a) to the consolidated financial statements, no funds have been advanced or loaned or invested (either from borrowed funds or share premium or any other sources or kind of funds) by the Parent or any of such subsidiaries, associates and joint venture 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 by or on behalf of the Parent or any of such subsidiaries, associates and joint venture (“Ultimate Beneficiaries”) or provide any guarantee, security or the like on behalf of the Ultimate Beneficiaries.
(b) The respective Managements of the Parent and its subsidiaries, associates and joint venture which are companies incorporated in India, whose financial statements have been audited under the Act, have represented to us and to the other auditors of such subsidiaries, associates and joint venture respectively that, to the best of their knowledge and belief, as disclosed in the Note 57(h) to the consolidated financial statements, no funds have been received by the Parent or any of such subsidiaries, from any person(s) or entity(ies), including foreign entities (“Funding Parties”), with the understanding, whether recorded in writing or otherwise, that the Parent or any of such subsidiaries, associates and joint venture shall, directly or indirectly, lend or invest in other persons or entities identified in any manner whatsoever by or on behalf of the Funding Party (“Ultimate Beneficiaries”) or provide any guarantee, security or the like on behalf of the Ultimate Beneficiaries.
(c) Based on the audit procedures performed that have been considered reasonable and appropriate in the circumstances performed by us and that those performed by the auditors of the subsidiaries, associates and

joint venture which are companies incorporated in India whose financial statements have been audited under the Act, nothing has come to our or other auditor’s notice that has caused us or the other auditors to believe that the representations under sub-clause (i) and (ii) of Rule 11(e), as provided under (a) and (b) above, contain any material misstatement.

v) (a) The final dividend proposed in the previous year, declared and paid by the Parent and its subsidiaries, associates and joint venture which are companies incorporated in India, whose financial statements have been audited under the Act, where applicable, during the year is in accordance with section 123 of the Act, as applicable.
- (b) The Parent did not declare any interim dividend in the current year.
- (c) As stated in note 22 (b) to the consolidated financial statements, the Board of Directors of the Parent, whose financial statements have been audited under the Act, have proposed final dividend for the year which is subject to the approval of the members of the Parent at the ensuing respective Annual General Meeting. Such dividend proposed is in accordance with section 123 of the Act, as applicable.
vi) Proviso to Rule 3(1) of the Companies (Accounts) Rules, 2014 for maintaining books of account using accounting software which has a feature of recording audit trail (edit log) facility is applicable w.e.f. 1[st] April, 2023 to the Parent and its subsidiaries, associates and joint ventures which are companies incorporated in India, and accordingly, reporting under Rule 11(g) of Companies (Audit and Auditors) Rules, 2014 is not applicable for the financial year ended 31[st] March, 2023.
With respect to the matters specified in clause (xxi) of paragraph 3 and paragraph 4 of the Companies (Auditor’s Report) Order, 2020 (“CARO”/ “the Order”) issued by the Central Government in terms of Section 143(11) of the Act, according to the information and explanations given to us, and based on the CARO reports issued by us and the auditors of respective companies included in the consolidated financial statements to which reporting under CARO is applicable, as provided to us by the Management of the Parent, we report that there are no qualifications or adverse remarks by the respective auditors in the CARO reports of the said companies included in the consolidated financial statements.

For DELOITTE HASKINS & SELLS LLP Chartered Accountants (Firm’s Registration No. 117366W/W-100018)

N. K. Jain Partner

(Membership No. 045474) UDIN: 23045474BGYOVL9786

Place: Mumbai Date: 8[th] May, 2023

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A N N E X U R E “A ” T O T H E I N D E P E N D E N T A U D I T O R ’ S R E P O R T

TO THE MEMBERS OF PIDILITE INDUSTRIES LIMITED FOR THE YEAR ENDED 31[ST] MARCH 2023

(Referred to in paragraph 1(f) under ‘Report on Other Legal and Regulatory Requirements’ section of our report of even date)

Report on the Internal Financial Controls with reference to consolidated financial statements under Clause (i) of Sub-section 3 of Section 143 of the Companies Act, 2013 (“the Act”)

In conjunction with our audit of the consolidated Ind AS financial statements of the Company as of and for the year ended 31[st] March, 2023, we have audited the internal financial controls with reference to consolidated financial statements of Pidilite Industries Limited (hereinafter referred to as “Parent”) and its subsidiary companies, and its associate company, which are companies incorporated in India wherever applicable, as of that date.

Management’s Responsibility for Internal Financial Controls

The respective Board of Directors of the Parent, its subsidiary companies and its associate company, which are companies incorporated in India, are responsible for establishing and maintaining internal financial controls with reference to consolidated financial statements based on the internal control with reference to consolidated financial statements criteria established by the respective Companies considering the essential components of internal control stated in the Guidance Note on Audit of Internal 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 financial controls that were operating effectively for ensuring the orderly and efficient conduct of its business, including adherence to the 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 internal financial controls with reference to consolidated financial statements of the Parent, its subsidiary companies and its associate company which are companies incorporated in India, 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 with reference to consolidated financial statements. 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 internal financial controls with reference to consolidated financial statements 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 with reference to consolidated financial statements and their operating effectiveness. Our audit of internal financial controls with reference to consolidated financial statements included obtaining an understanding of internal financial controls with reference to consolidated financial statements, assessing the risk that a material weakness exists, and testing and evaluating the design and operating effectiveness of internal control based on the assessed risk. The procedures selected depend on the auditor’s judgement, 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 and the audit evidence obtained by the other auditors of the subsidiary companies and associate company, which are companies incorporated in India, in terms of their reports referred to in the Other Matters paragraph below, is sufficient and appropriate to provide a basis for our audit opinion on the internal financial controls with reference to consolidated financial statements of the Parent, its subsidiary companies and its associate company, which are companies incorporated in India where such reporting under section 143(3) of the Companies Act, 2013 is applicable.

Meaning of Internal Financial Controls with reference to consolidated financial statements

A company’s internal financial control with reference to consolidated financial statements 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 internal financial control with reference to consolidated financial statements 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;

190

(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.

Inherent Limitations of Internal Financial Controls with reference to consolidated financial statements

Because of the inherent limitations of internal financial controls with reference to consolidated financial statements, including the possibility of collusion or improper management override of controls, material misstatements due to error or fraud may occur and not be detected. Also, projections of any evaluation of the internal financial controls with reference to consolidated financial statements to future periods are subject to the risk that the internal financial control with reference to consolidated financial statements may become inadequate because of changes in conditions, or that the degree of compliance with the policies or procedures may deteriorate.

Other Matters

Our aforesaid report under Section 143(3)(i) of the Act on the adequacy and operating effectiveness of the internal financial controls with reference to consolidated financial statements insofar as it relates to 10 subsidiary companies and 1 associate company, which are companies incorporated in India, is based solely on the corresponding reports of the auditors of such companies incorporated in India.

Our opinion is not modified in respect of the above matters.

For DELOITTE HASKINS & SELLS LLP Chartered Accountants (Firm‘s Registration No. 117366W/W-100018)

N. K. Jain (Partner) (Membership No. 045474) UDIN: 23045474BGYOVL9786

Place: Mumbai Date: 8[th] May 2023

Opinion

In our opinion 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 referred to in the Other Matters paragraph below, the Parent, its subsidiary companies and its associate company, which are companies incorporated in India, have, in all material respects, an adequate internal financial controls with reference to consolidated financial statements and such internal financial controls with reference to consolidated financial statements were operating effectively as at 31[st] March, 2023, based on the criteria for internal financial control with reference to consolidated financial statements established by the respective companies considering the essential components of internal control stated in the Guidance Note on Audit of Internal Financial Controls Over Financial Reporting issued by the Institute of Chartered Accountants of India.

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C O N S O L I D A T E D B A L A N C E S H E E T

as at 31[st] March 2023

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( in crores)
Particulars Note No. As at 31 [st] March 2023 As at 31 [st] March 2022
ASSETS
1 Non-Current Assets
(a) Property, Plant and Equipment 4 1,690.88 1,554.86
(b) Right of Use Assets 5 309.90 202.93
(c) Capital Work-In-Progress 4 405.94 225.42
(d) Goodwill 6 1,289.76 1,286.83
(e) Other Intangible Assets 6 1,623.54 1,658.64
(f) Investments accounted for using equity method 7 95.02 60.66
(g) Financial Assets
(i) Investments 8 254.63 224.43
(ii) Loans 11 6.20 5.05
(iii) Other Financial Assets 13 68.08 64.45
(h) Income Tax Assets (net) 18 148.44 140.08
(i) Deferred Tax Assets (net) 53 20.15 21.28
(j) Other Non-Current Assets 20 50.96 55.38
Total Non-Current Assets 5,963.50 5,500.01
2 Current Assets
(a) Inventories 17 1,817.08 1,695.09
(b) Financial Assets
(i) Investments 9 531.20 173.52
(ii) Trade Receivables 10 1,535.27 1,430.54
(iii) Cash and Cash Equivalents 15 310.16 352.07
(iv) Bank balances other than (iii) above 16 16.49 3.10
(v) Loans 12 27.32 17.22
(vi) Other Financial Assets 14 86.08 86.01
(c) Current Tax Assets (net) 19 0.76 2.95
(d) Other Current Assets 21 237.16 255.11
Total Current Assets 4,561.52 4,015.61
TOTAL ASSETS 10,525.02 9,515.62
EQUITY AND LIABILITIES
EQUITY
(a) Equity Share Capital 22 50.83 50.83
(b) Other Equity 23 7,161.45 6,352.88
Equity attributable to owners of the Company 7,212.28 6,403.71
Non-Controlling Interests 42 233.64 198.90
Total Equity 7,445.92 6,602.61
LIABILITIES
1 Non-Current Liabilities
(a) Financial Liabilities
(i) Borrowings 24 - 1.72
(ii) Lease Liabilities 175.63 96.04
(iii) Other Financial Liabilities 27 14.45 19.94
(b) Provisions 29 80.25 71.83
(c) Deferred Tax Liabilities (net) 53 398.15 398.45
Total Non-Current Liabilities 668.48 587.98
2 Current Liabilities
(a) Financial Liabilities
(i) Borrowings 25 163.26 285.62
(ii) Trade Payables 26
- Total Outstanding Dues of Micro Enterprises and 76.56 89.50
Small Enterprises
- Total Outstanding Dues of Creditors other than 987.03 959.79
Micro Enterprises and Small Enterprises
(iii) Lease Liabilities 51.72 32.45
(iv) Other Financial Liabilities 28 938.06 780.32
(b) Other Current Liabilities 31 115.19 120.92
(c) Provisions 30 34.98 42.69
(d) Current Tax Liabilities (net) 32 43.82 13.74
Total Current Liabilities 2,410.62 2,325.03
TOTAL LIABILITIES 3,079.10 2,913.01
TOTAL EQUITY AND LIABILITIES 10,525.02 9,515.62
See accompanying notes to the consolidated financial statements 1 to 59
In terms of our report attached
For DELOITTE HASKINS & SELLS LLP FOR AND ON BEHALF OF THE BOARD OF DIRECTORS
Chartered Accountants
N. K. JAIN BHARAT PURI M B PAREKH
Partner Managing Director Executive Chairman
DIN:02173566 DIN:00180955
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SANDEEP BATRA Director Finance & Chief Financial Officer DIN:00871843

MANISHA SHETTY Company Secretary

Place: Mumbai Date : 8[th] May 2023

Place: Mumbai Date: 8[th] May 2023

192

C O N S O L I D A T E D S T A T E M E N T O F P R O F I T A N D L O S S

for the year ended 31[st] March 2023

C O N S O L I D A T E D S T A T E M E N T O F P R O F I T A N D L O S S for the year ended 31stMarch 2023	C O N S O L I D A T E D S T A T E M E N T O F P R O F I T A N D L O S S for the year ended 31stMarch 2023	C O N S O L I D A T E D S T A T E M E N T O F P R O F I T A N D L O S S for the year ended 31stMarch 2023	C O N S O L I D A T E D S T A T E M E N T O F P R O F I T A N D L O S S for the year ended 31stMarch 2023
( in crores)
Particulars	Note No.	For the year ended 31stMarch 2023	For the year ended 31stMarch 2022
INCOME
Revenue from Operations Other Income	33 11,799.10 34 49.61		9,920.96 36.30
Total Income	11,848.71		9,957.26
EXPENSES
Cost of Materials Consumed Purchases of Stock-in-Trade Changes in inventories of Finished Goods, Work-in-Progress and Stock-in-Trade Employee Benefts Expense Finance Costs Depreciation and Amortisation Expense Other Expenses	35 5,958.67 862.45 36 (61.72) 37 1,245.63 38 47.64 39 269.74 40 1,809.70		5,040.74 648.40 (244.96) 1,112.36 42.08 239.61 1,517.13
Total Expenses	10,132.11		8,355.36
Proft before Share of proft / (loss) of Associates and Joint Venture Exceptional Items and Tax Share of Proft in Associates(net of tax)	1,716.60 41 6.64		1,601.90 11.88
Total Share ofproft of Associates and Joint Venture	6.64		11.88
Proft before Exceptional Items and Tax Exceptional Items	1,723.24 -		1,613.78 -
Proft before Tax Tax Expense Current Tax Deferred Tax	1,723.24 53 438.17 53 (3.80)		1,613.78 407.94 (0.92)
Net Tax Expense	434.37		407.02
Proft for the year	1,288.87		1,206.76
Attributable to: Shareholders of the Company Non-Controlling Interest	1,273.25 42 15.62		1,207.56 (0.80)
Other Comprehensive Income
Items that will not be reclassifed to proft or loss Remeasurement of Defned Beneft Plan Income tax on remeasurement of defned beneft plan Fair value gain on investment through OCI Income tax on fair value gain on investment through OCI	1.93 (0.50) 17.11 (4.31)		(12.88) 3.23 - -
Items that will be reclassifed to proft or loss
Exchange diference on translation of foreign operations	18.22		(12.46)
Total Other Comprehensive Income / (Loss)	32.45		(22.11)
Attributable to: Shareholders of the Company Non-Controlling Interest	29.47 42 2.98		(20.63) (1.48)
Total Comprehensive Income for the year	1,321.32		1,184.65
Attributable to: Shareholders of the Company Non-Controlling Interest Earnings Per Equity Share: Basic ( ) Diluted ( ) See accompanyingnotes to the consolidated fnancial statements	1,302.72 18.60 46 25.05 25.03 1 to 59		1,186.93 (2.28) 23.76 23.75
In terms of our report attached For DELOITTE HASKINS & SELLS LLP FOR AND ON BEHALF OF THE BOARD OF DIRECTORS Chartered Accountants N. K. JAIN BHARAT PURI M B PAREKH Partner Managing Director Executive Chairman DIN:02173566 DIN:00180955 SANDEEP BATRA MANISHA SHETTY Director Finance & Chief Financial Officer Company Secretary

Place: Mumbai Date : 8[th] May 2023

Director Finance & Chief Financial Officer DIN:00871843

Place: Mumbai Date: 8[th] May 2023

193

C O N S O L I D A T E D S T A T E M E N T O F C H A N G E S I N E Q U I T Y

for the year ended 31[st] March 2023

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( in crores)
a. Equity Share Capital
Amount
Balance as at 1 [st] April 2021 50.82
Changes in equity share capital during the year
Issue of equity shares under Employee Stock Option Plan - 2016 0.01
Balance as at 31 [st] March 2022 50.83
Changes in equity share capital during the year
Issue of equity shares under Employee Stock Option Plan - 2016 0.00
Balance as at 31 [st] March 2023 50.83
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* denotes amount less than 50,000
b. Other Equity
Reserves and Surplus Items of Other Com- Equity at- Non- Total
prehensive Income tributable Control- Equity
to owners ling
Capital Securi- Capital Cash Legal State Share General Retained Foreign Fair value of the interest
Reserve ties Redemp- Subsidy Reserve Invest- Options Reserve Earnings Currency gain on in-
Company
Premium tion Reserve ment Out- Transla- vestment
Reserve Reserve standing tion through
Account Reserve OCI
Balance as at 0.34 26.04 0.50 0.95 0.26 0.15 25.42 1,335.38 4,134.78 18.32 - 5,542.14 240.04 5,782.18
1 [st] April 2021
Profit for the year - - - - - - - - 1,207.56 - - 1,207.56 (0.80) 1,206.76
Addition / Infusion - - - - 0.01 - - - - - - 0.01 2.05 2.06
during the year
Items of Other
Comprehensive
Income for the year,
net of income tax
- Exchange - - - - - - - - - (11.21) - (11.21) (1.25) (12.46)
difference on
translation of
foreign operations
- Remeasurement - - - - - - - - (9.42) - - (9.42) (0.23) (9.65)
of Defined Benefit
Plan
Payment of dividends - - - - - - - - (431.93) - - (431.93) - (431.93)
Tax on Buy Back - - - - - - - - (0.59) - - (0.59) - (0.59)
of Shares of a
Subsidiary (refer
Note 56 {b})
Change in Group - - - - - - - - 28.22 - - 28.22 (40.91) (12.69)
Interest
Recognition of - 20.47 - - - - 7.63 - - - - 28.10 - 28.10
share-based
payments
Transferred to - 20.47 - - - - (20.47) - - - - - - -
Securities Premium
on Options exercised
during the year
Amortised during - - - - - - 28.55 - - - - 28.55 - 28.55
the year
Lapsed during - - - - - - (0.45) - - - - (0.45) - (0.45)
the year
Balance as at 0.34 46.51 0.50 0.95 0.27 0.15 33.05 1,335.38 4,928.62 7.11 - 6,352.88 198.90 6,551.78
31 [st] March 2022
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194

C O N S O L I D A T E D S T A T E M E N T O F C H A N G E S I N E Q U I T Y

for the year ended 31[st] March 2023

( in crores)

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b. Other Equity
Reserves and Surplus Items of Other Com- Equity at- Non- Total
prehensive Income tributable Control- Equity
to owners ling
Capital Securi- Capital Cash Legal State Share General Retained Foreign Fair value of the interest
Reserve ties Pre- Re- Subsidy Reserve Invest- Options Reserve Earnings Currency gain on in-
Company
mium demp- Reserve ment Out- Transla- vestment
tion Reserve standing tion through
Reserve Account Reserve OCI
Profit for the year - - - - - - - - 1,273.25 - - 1,273.25 15.62 1,288.87
Addition / Infusion - - - - 0.02 - - - - - - 0.02 18.47 18.49
during the year
Items of Other
Comprehensive
Income for the year,
net of income tax
- Exchange - - - - - - - - - 15.12 - 15.12 3.10 18.22
difference on
translation of
foreign operations
- Remeasurement - - - - - - - - 1.55 - - 1.55 (0.12) 1.43
of Defined Benefit
Plan
- Fair value gain on - - - - - - - - - 12.80 12.80 - 12.80
investment
through OCI
Payment of dividends - - - - - - - - (508.30) - - (508.30) (2.33) (510.63)
Recognition of - 3.54 - - - - 10.59 - - - - 14.13 - 14.13
share-based pay-
ments
Transferred to - 3.54 - - - - (3.54) - - - - - - -
Securities Premium
on Options exercised
during the year
Amortised during - - - - - - 14.89 - - - - 14.89 - 14.89
the year
Lapsed during - - - - - - (0.76) - - - - (0.76) - (0.76)
the year
Balance as at 0.34 50.05 0.50 0.95 0.29 0.15 43.64 1,335.38 5,695.12 22.23 12.80 7,161.45 233.64 7,395.09
31 [st] March 2023
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In terms of our report attached For DELOITTE HASKINS & SELLS LLP FOR AND ON BEHALF OF THE BOARD OF DIRECTORS Chartered Accountants N. K. JAIN BHARAT PURI M B PAREKH Partner Managing Director Executive Chairman DIN:02173566 DIN:00180955 SANDEEP BATRA MANISHA SHETTY Director Finance & Chief Financial Officer Company Secretary DIN:00871843 Place: Mumbai Place: Mumbai Date: 8[th] May 2023 Date : 8[th] May 2023

195

C O N S O L I D A T E D S T A T E M E N T O F C A S H F L O W S

for the year ended 31[st] March 2023

( in crores)

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For the year ended For the year ended
31 [st] March 2023 31 [st] March 2022
A Cash Flows from Operating Activities
Profit before tax 1,723.24 1,613.78
Adjustments for:
Share of profit from Associates (6.64) (11.88)
Finance costs 47.64 42.08
Interest income (7.63) (4.58)
Dividend income (1.21) (1.22)
Dividend from Associate 7.45 2.80
(Profit)/Loss on disposal of Property, Plant and Equipment (0.55) 9.12
Net gain arising on financial assets designated at FVTPL (18.89) (11.93)
Allowance for Doubtful Debts and Advances (net) 6.91 16.73
Depreciation and Amortisation Expense 269.74 239.61
Unrealised Foreign Exchange Loss / (Gain) (net) 10.92 (13.56)
Provision for Employee Benefits 13.80 16.00
(Write back) / Provision of Warranties and Others (11.16) 2.70
Expense recognised in respect of Equity-Settled Share-Based Payments 14.13 28.09
Operating Profits before Working Capital changes 2,047.75 1,927.74
Movements in Working Capital:
(Increase) / Decrease in Operating Assets
Trade Receivables (83.75) (122.71)
Inventories (143.15) (460.18)
Non-Current Loans (1.15) (0.20)
Current Loans (10.10) (0.33)
Other Non-Current Financial Assets (12.93) (10.63)
Other Current Financial Assets (0.07) (0.75)
Other Non-Current Non Financial Assets (21.71) 6.89
Other Current Non Financial Assets 17.95 (28.11)
Increase / (Decrease) in Operating Liabilities
Trade Payables 31.57 75.96
Other Current Financial Liabilities 156.01 17.19
Other Non-Current Financial Liabilities (5.49) 6.31
Other Current Non Financial Liabilities (5.73) 6.19
Cash generated from Operations 1,969.20 1,417.37
Taxes paid (net of refunds & interest on refund) (411.63) (462.00)
Net cash generated from Operating Activities [A] 1,557.57 955.37
B Cash Flows from Investing Activities
Payments for purchase of Property, Plant and Equipment, (505.35) (374.74)
Other Intangible Assets & Capital Work-In-Progress
Proceeds from disposal of Property, Plant and Equipment & 7.63 0.77
Other Intangible Assets
Payments on purchase of Investments (1,851.16) (100.95)
Proceeds on sale of Investments 1,447.81 170.24
Payments for business acquisitions - (262.21)
(Increase) / Decrease in Bank Deposits (4.14) 3.07
Decrease / (Increase) in Other Bank Balances 0.05 (0.12)
Interest received 5.00 4.58
Dividend received 1.21 1.22
Net cash used in Investing Activities [B] (898.95) (558.14)
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196

C O N S O L I D A T E D S T A T E M E N T O F C A S H F L O W S

for the year ended 31[st] March 2023

( in crores)

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For the year ended For the year ended
31 [st] March 2023 31 [st] March 2022
C Cash Flows from Financing Activities
Proceeds from issue of Equity Instruments of the Company - 0.01
Payment of Lease Liabilities (49.17) (48.68)
Net (Decrease) / Increase in Current Borrowings (77.56) 102.71
Net Decrease in Non-Current Borrowings (2.97) (18.13)
Payment to / (from) Share Capital issued to Minority (net) 16.14 (38.86)
Dividend paid on Equity Shares (508.33) (431.85)
Interest paid (34.54) (33.16)
Net cash used in Financing Activities [C] (656.43) (467.96)
Net Increase / (Decrease) in Cash and Cash Equivalents [A+B+C] 2.19 (70.73)
Cash and Cash Equivalents at the beginning of the year (refer Note 15) 256.47 327.20
Unrealised gain on foreign currency cash and cash equivalents (0.05) (0.05)
Cash and Cash Equivalents at the beginning of the year 256.42 327.15
Cash and Cash Equivalents at the end of the year (refer Note 15) 258.11 256.47
Unrealised loss / (gain) on foreign currency cash and cash equivalents 0.50 (0.05)
Cash and Cash Equivalents at the end of the year 258.61 256.42
Net Increase / (Decrease) in Cash and Cash Equivalents 2.19 (70.73)
Notes:
a) The above Cash Flow Statement has been prepared under the ‘Indirect Method’ as set out in the Indian Accounting Standard (Ind
AS 7) - Statement of Cash Flows.
b) Reconciliation between the opening and closing balances in the Balance Sheet for liabilities arising from financing activities:
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				( in crores)
Particulars	As at	Cash	Non-Cash	As at
	31stMarch	Flows	Changes	31stMarch
	2022		Current/	2023
			Non-Current
			Classifcation
Borrowings - Non-Current*	2.97	(2.97)	-	-
	(21.10)	((18.13))	(-)	(2.97)
Borrowings - Current	188.78	(77.56)	-	111.22
	(86.07)	(102.71)	(-)	(188.78)
*Including Current maturities of non-current borrowings (refer Note 25).

In terms of our report attached

For DELOITTE HASKINS & SELLS LLP Chartered Accountants

FOR AND ON BEHALF OF THE BOARD OF DIRECTORS

N. K. JAIN Partner

BHARAT PURI

Managing Director DIN:02173566

M B PAREKH Executive Chairman DIN:00180955

Place: Mumbai Date: 8[th] May 2023

SANDEEP BATRA

Director Finance & Chief Financial Officer DIN:00871843

MANISHA SHETTY

Company Secretary

Place: Mumbai Date : 8[th] May 2023

197

N o t e s F o r m i n g P a r t o f T h e C o n s o l i d a t e d F i n a n c i a l S t a t e m e n t s

1 Corporate information

Pidilite Industries Limited (the Company / Parent) CIN : L24100MH1969PLC014336, together with its subsidiaries are pioneers in consumer and industrial speciality chemicals in India. The equity shares of the Company are listed on BSE Ltd (BSE) and National Stock Exchange of India Ltd (NSE).

2 Significant Accounting Policies

2.1 Basis of accounting and preparation of financial statements

The consolidated financial statements of the Group have been prepared in accordance with the Indian Accounting Standards (“Ind AS”) prescribed under Section 133 of the Companies Act, 2013(‘Act’) read with Companies (Indian Accounting Standards) Rules, 2015 as amended.

The financial statements have been prepared under the historical cost convention except for the following items –

a. Certain Financial Assets / Liabilities (including derivative instruments) – at Fair value
b. Employee Stock Options - at Fair value

The financial statements are presented in Indian Rupees ( ) and all values are rounded to the nearest crores, except otherwise indicated.

2.2 Basis of consolidation

The consolidated financial statements comprise the financial statements of Pidilite Industries Limited and its subsidiaries (together referred to as “Group”) and Group’s share of profit / loss in its Associates and Joint Venture as at 31[st] March 2023. Control exists when the Group has:

power over the investee;
exposure or rights, to variable returns from its involvement with the investee; and
ability to use its power over the investee to affect its returns.

The Group reassesses whether or not it controls an investee if facts and circumstances indicate that there are changes to one or more of the three elements of control listed above.

Generally, there is a presumption that a majority of voting rights result in control. When the Group has less than a majority of the voting rights of an investee, it has power over the investee when the voting rights are sufficient to give it the practical ability to direct the relevant activities of the investee unilaterally. The Group considers all relevant facts and circumstances in assessing whether or not the Group’s voting rights in an investee are sufficient to give it power, including:

the size of the Group’s holding of voting rights relative to the size and dispersion of holdings of the other vote holders;
potential voting rights held by the Group, other vote holders or other parties;
rights arising from other contractual arrangements; and
any additional facts and circumstances that indicate that the Group has, or does not have, the current ability to direct the relevant activities at the time that decisions need to be made, including voting patterns at previous shareholders meetings.

Consolidation of a subsidiary begins when the Group obtains control over the subsidiary and ceases when the Group loses control of the subsidiary. Specifically, income and expenses of a subsidiary acquired or disposed off during the year are included in the Consolidated Statement of Profit and Loss from the date the Group gains control until the date when the Group ceases to control the subsidiary.

If the Group losses control over a subsidiary, it derecognises the related assets (including goodwill), liabilities, non-controlling interest and other components of equity. Any investment retained is measured at fair value. Any resultant gain or loss is recognised in the Consolidated Statement of Profit and Loss.

A change in the ownership interest of a subsidiary, without a loss of control, is accounted for as an equity transaction.

The consolidated financial statements are prepared 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 in line with the Group’s accounting policies.

The financial statements of all entities used for the purpose of consolidation are drawn up to same reporting date as that of the Parent, i.e., year ended on 31[st] March 2023.

198

Notes forming part of the consolidated financial statements

The consolidated financial statements have been prepared on the following basis:
a) The financial statements of the Parent and its subsidiaries have been consolidated on a line-by-line basis by adding together like items of assets, liabilities, income and expenses after eliminating intra-group balances, intra-group transactions and resulting unrealised profits or losses in accordance with Ind AS 110 “Consolidated Financial Statements”. Further, the carrying amount of the Parent’s investments in each subsidiary and the Parent’s portion of equity of each subsidiary are eliminated on consolidation.
b) The consolidated financial statements include the share of profit / loss of an Associate Companies and Joint Venture which have been accounted for using equity method as per Ind AS 28 “Investment in Associates and Joint Ventures”. The investment is initially recognised at cost, and the carrying amount is increased or decreased to recognise the investor’s share of the profit or loss (the loss being restricted to the cost of investment) of the investee after the acquisition date.
c) Profit or loss and each component of Other Comprehensive Income (the ‘OCI’) are attributed to the equity holders of the Group and to the non-controlling interests, even if this results in the non-controlling interests having a deficit balance.
d) The excess of cost to the Group of its investments in the subsidiary companies over its share of equity of the subsidiary companies, at the dates on which the investments in the subsidiary companies were made, is recognised as ‘Goodwill’ being an asset in the consolidated financial statements and is tested for impairment on annual basis. On the other hand, where the share of equity in the subsidiaries as on the date of investment is in excess of cost of investments of the Group, it is recognised as ‘Capital Reserve’ and shown under the head ‘Reserves & Surplus’, in the consolidated financial statements.
e) Minority Interest in the net assets of the consolidated subsidiaries consist of the amount of equity attributable to the minority shareholders at the date on which investments in the subsidiary companies were made and further movements in their share in the equity, subsequent to the dates of investments. Net profit / loss for the year and each component of Other Comprehensive Income of the subsidiaries attributable to minority interest is identified and adjusted against the profit after tax of the Group in order to arrive at the income attributable to shareholders of the Company.
f) The difference between the cost of investments in the associate and the share of net assets at the time of acquisition of shares in the associate is identified in the consolidated financial statements as Goodwill or Capital Reserve as the case may be.
g) Goodwill arising on consolidation is not amortised but tested for impairment.

2.3 Business Combination

Acquisitions of businesses are accounted for using the acquisition method. The consideration transferred in a business combination is measured at fair value, which is calculated as the sum of the acquisition-date fair values of the assets transferred by the Group, liabilities incurred by the Group to the former owners of the acquiree and the equity interest issued by the Group in exchange of control of acquiree. Acquisition-related costs are recognised in Consolidated Statement of Profit and Loss as incurred.

Where the consideration transferred by the Group in a business combination includes assets or liabilities resulting from a contingent consideration arrangement, the contingent consideration is measured at its acquisition-date fair value and included as a part of the consideration transferred in a business combination. Changes in the fair value of the contingent consideration that qualify as measurement period adjustments are adjusted retrospectively, with corresponding changes against goodwill or capital reserve, as the case maybe. Measurement period adjustments are adjustments that arise from additional information obtained during the ‘measurement period’ (which cannot exceed one year from the acquisition date) about facts and circumstances that existed at the acquisition date. Contingent consideration that is classified as an asset or a liability is subsequently (after the measurement period) remeasured at subsequent reporting dates with the corresponding gain or loss being recognized in Consolidated Statement of Profit and Loss.

In case of business combinations involving entities under common control, the above policy does not apply. Business combinations involving entities under common control are accounted for using the pooling of interests method. The net assets of the transferor entity or business are accounted at their carrying amounts on the date of the acquisition subject to necessary adjustments required to harmonise accounting policies. Retained earnings appearing in the financial statements of the transferor is aggregated with the corresponding balance appearing in the financial statements of the transferee. Identity of the reserves appearing in the financial statements of the transferor is preserved and appears in the financial statements of the transferee in the same form. Any excess or shortfall of the consideration paid over the share capital of transferor entity or business is recognised as capital reserve under equity.

2.4 Goodwill

Goodwill is measured as the excess of the consideration transferred over the net of acquisition-date amounts of the identifiable assets acquired and the liabilities assumed.

Goodwill arising on an acquisition of a business is carried at cost as established at the date of acquisition of the business less accumulated impairment losses, if any.

For the purposes of impairment testing, goodwill is allocated to each of the Group’s cash-generating units (or groups of cash-generating units) that is expected to benefit from the synergies of the combination.

199

Notes forming part of the consolidated financial statements

A cash-generating unit to which goodwill has been allocated is tested for impairment annually, or more frequently when there is an indication that the unit may be impaired. If the recoverable amount of the cash-generating unit is less than its carrying amount, the impairment loss is allocated first to reduce the carrying amount of any goodwill allocated to the unit and then to the other assets of the unit pro-rata based on the carrying amount of each assets in the unit. Any impairment loss for goodwill is recognised directly in Consolidated Statement of Profit and Loss. An impairment loss recognised for goodwill is not reversed in subsequent periods.

The Group’s policy for goodwill arising on business combination or acquisition of an associate and a Joint Venture is described at Note 2.5.

2.5 Investments in Associates and Joint Ventures

An Associate is an entity over which the Group has significant influence. Significant influence is the power to participate in the financial and operating policy decisions of the investee but is not control or joint control over those policies.

A Joint Venture is a joint arrangement whereby the parties that have joint control of the arrangement have rights to the net assets of the joint arrangement. Joint control is the contractually agreed sharing of control of an arrangement, which exists only when decisions about the relevant activities require unanimous consent of the parties sharing control.

An investment in an Associate or a Joint Venture is accounted for using the equity method from the date on which the investee becomes an Associate or a Joint Venture.

Under the equity method, an investment in an Associate or a Joint Venture is initially recognised in the Consolidated Balance Sheet at cost and adjusted thereafter to recognise the Group’s share of the profit or loss and Other Comprehensive Income of the associate or Joint Venture. Distributions received from an associate or a Joint Venture reduce the carrying amount of the investment. When the Group’s share of losses of an associate or a Joint Venture exceeds the Group’s interest in that associate or Joint Venture (which includes any long-term interests that, in substance, form part of the Group’s net investment in the associate or Joint Venture); the Group discontinues recognising its share of further losses. Additional losses are recognised only to the extent that the Group has incurred legal or constructive obligations or made payments on behalf of the associate or Joint Venture.

On acquisition of the investment in an Associate or a Joint Venture, any excess of the cost of the investment over the Group’s share of the net fair value of the identifiable assets and liabilities of the investee is recognised as goodwill, which is included within the carrying amount of the investment. Any excess of the Group’s share of the net fair value of the identifiable assets and liabilities over the cost of the investment, after reassessment, is recognised directly in equity as capital reserve.

After application of the equity method of accounting, the Group determines whether there is any objective evidence of the impairment as a result of one or more events that occurred after the initial recognition of the net investment in an associate or Joint Venture and that event (or events) has an impact on the estimated future cash flows from the net investment that can be reliably estimated. If there exists such an objective evidence of impairment, then it is necessary to recognise impairment loss with respect to the Group’s investment in an Associate or Joint Venture.

When necessary, the entire carrying amount of the investment (including goodwill) is tested for impairment in accordance with Ind AS 36 “Impairment of Assets” as a single asset by comparing its recoverable amount (higher of value in use and fair value less costs of disposal) with its carrying amount. Any impairment loss recognised forms part of the carrying amount of the investment. Any reversal of that impairment loss is recognised in accordance with Ind AS 36 to the extent that the recoverable amount of the investment subsequently increases.

When a group entity transacts with an associate or a Joint Venture of the Group, profits and losses resulting from the transactions with the associate or Joint Venture are recognised in the Group’s consolidated financial statements only to the extent of interests in the associate or Joint Venture that are not related to the Group.

2.6 Revenue Recognition

The Group recognises revenue from sale of goods and services, based on the terms of contract and as per the business practice; the Group determines transaction price considering the amount it expects to be entitled in exchange of transferring promised goods or services to the customer. Revenue is recognised when it is realized or is realizable and has been earned after the deduction of variable components such as discounts, rebates, incentives, promotional couponing and schemes. The Group estimates the amount of variable components based on historical, current and forecast information available and either expected value method or most likely method, as appropriate and records a corresponding liability in other payables; the actual amounts may be different from such estimates. These differences, which have historically not been significant, are recognized as a change in management estimate in a subsequent period.

2.6.1.a Sale of goods

200

Notes forming part of the consolidated financial statements

Advance received from customer before transfer of control of goods to the customer is recognised as contract liability.

2.6.1.b Sale of Services

Revenue from sale of services includes fixed price contracts and time and material contracts and is recognized as sale, as and when the related services are performed and certified by the client. Services performed and not certified by the client, are recognized as sales and are recorded as uncertified revenue and unbilled revenue. Incomplete services are recorded at cost as work-in-progress. The Group accounts for provision of warranty in accordance with Ind AS 37 “Provisions, Contingent Liabilities and Contingent Assets”.

2.6.2 Dividend, Interest income and Royalty

Dividend income from investments is recognised when the Group’s right to receive dividend is established. Interest income from a financial asset is recognised on a time basis, by reference to the principal outstanding using the effective interest method provided it is probable that the economic benefits associated with the interest will flow to the Group and the amount of interest can be measured reliably. The effective interest rate is the rate that exactly discounts estimated future cash receipts through the expected life of the financial asset to the gross carrying amount of that financial asset. Royalty income is recognised on an accrual basis in accordance with the substance of the relevant agreement or underlying arrangement in case of sales provided that it is probable that the economic benefits associated with the royalty shall flow to the Group and the amount of royalty can be measured reliably. Claims / Insurance Claim etc. are accounted for when no significant uncertainties are attached to their eventual receipt.

The Group’s policy for recognition of revenue (rental income) from leases is described in Note 2.7.1.

2.7 Leasing

The Group, at the inception of a contract, assesses whether the contract is a lease or not lease. A contract is, or contains, a lease if the contract conveys the right to control the use of an identified asset for a time in exchange for a consideration.

2.7.1 Group as Lessor Rental income from leases is recognised on a straight- line basis over the term of the relevant lease. Where the rentals are structured solely to increase in line with expected general inflation to compensate for the Group’s expected inflationary cost increase, such increases are recognised in the year in which such benefits accrue. Amounts due under finance leases are recognised as receivables at the amount of the Group’s net investment in the leases. Finance lease income is allocated over accounting periods so as to reflect constant periodic rate of return of the Group’s net investment outstanding in respect of the leases.

2.7.2 Group as Lessee

The Group’s lease asset classes primarily consist of leases for land and buildings. The Group assesses whether a contract contains a lease, at inception of a contract. A contract 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. To assess whether a contract conveys the right to control the use of an identified asset, the Group assesses whether: (i) the contract involves the use of an identified asset, (ii) the Group has substantially all of the economic benefits from use of the asset through the period of the lease and (iii) the Group has the right to direct the use of the asset.

At the date of commencement of the lease, the Group recognizes a right-of-use asset (“ROU”) and a corresponding lease liability for all lease arrangements in which it is a lessee, except for leases with a term of twelve months or less (short - term leases) and low value leases. For these short-term and low value leases, the Group recognizes the lease payments as an operating expense on a straight-line basis over the term of the lease. Certain lease arrangements includes the options to extend or terminate the lease before the end of the lease term. ROU assets and lease liabilities includes these options when it is reasonably certain that they will be exercised.

201

Notes forming part of the consolidated financial statements

Right-of-use assets are depreciated from the commencement date on a straight-line basis over the shorter of the lease term and useful life of the underlying asset. Right of use assets are evaluated for recoverability whenever events or changes in circumstances indicate that their carrying amounts may not be recoverable. For the purpose of impairment testing, the recoverable amount (i.e. the higher of the fair value less cost to sell and the valuein-use) is determined on an individual asset basis unless the asset does not generate cashflows that are largely independent of those from other assets. In such cases, the recoverable amount is determined for the Cash Generating Unit (CGU) to which the asset belongs. .

The lease liability is initially measured at amortized cost at the present value of the future lease payments. The lease payments are discounted using the interest rate implicit in the lease or, if not readily determinable, using the incremental borrowing rates in the country of domicile of these leases. Lease liabilities are remeasured with a corresponding adjustment to the related right of use asset if the Group changes its assessment if whether it will exercise an extension or a termination option.

Lease liability and ROU asset have been separately presented in the Balance Sheet and lease payments have been classified as financing activity in the Consolidated Statement of Cash Flows.

2.8 Foreign Currencies

The functional currency of the Parent and its Indian Subsidiaries is the Indian Rupee, whereas the functional currency of Foreign Subsidiaries is the currency of their countries of domicile. In preparing the financial statements of each individual Group entity, transactions in currencies other than the entity’s functional currency (foreign currencies) are recognised at the rates of exchange prevailing at the dates of the transactions. At the end of each reporting period, monetary items (including financial assets and liabilities) denominated in foreign currencies are retranslated at the rates prevailing at that date. Non-monetary items carried at fair value that are denominated in foreign currencies are retranslated at the rates prevailing at the date when the fair value was determined. Non-monetary items that are measured in terms of historical cost in a foreign currency are not retranslated. Gains or losses arising from these translations are recognised in the Consolidated Statement of Profit and Loss. For the purposes of presenting these consolidated financial statements, the assets and liabilities of the Group’s foreign operations are translated into Indian Rupees using exchange rates prevailing at the end of each reporting period. Income and expense items are translated at the average exchange rates for the period.

2.9 Share-based payment transactions of the Group

Equity-settled share-based payments to employees providing similar services are measured at the fair value of the equity instruments at the grant date.

The fair value determined at the grant date of the equity-settled share-based payments is expensed on a straightline basis over the vesting period, based on the Group’s estimate of equity instruments that will eventually vest, with a corresponding increase in equity.

2.10 Taxation

Income tax expense represents the sum of the tax currently payable and deferred tax.

2.10.1 Current Tax

The tax currently payable is based on taxable profit for the year. Taxable profit differs from ‘profit before tax’ as reported in the Consolidated Statement of Profit and 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 Group’s current tax is calculated using applicable tax rates that have been enacted or substantively enacted by the end of the reporting period and the provisions of the Income Tax Act, 1961 and other tax laws, as applicable.

2.10.2 Deferred Tax

Deferred tax is recognised on temporary differences between the carrying amounts of assets and liabilities in the consolidated financial statements and the corresponding tax bases used in the computation of taxable profit. Deferred tax liabilities are generally recognised for all taxable temporary differences. Deferred tax assets are generally recognised for all deductible temporary differences to the extent that it is probable that taxable profits will be available against which those deductible temporary differences can be utilised.

The measurement of deferred tax liabilities and assets reflects the tax consequences that would follow from the manner in which the Group expects, at the end of the reporting period, to recover or settle the carrying amount of its assets and liabilities.

202

Notes forming part of the consolidated financial statements

2.10.3 Current and Deferred Tax for the year

Current and deferred tax are recognised in the Consolidated Statement of Profit and 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.

2.11 Property, Plant and Equipment

2.11.1 Property, Plant and Equipment acquired separately

Freehold Land is stated at cost and not depreciated.

Buildings, plant and machinery, vehicles, furniture & fixtures and office equipments are stated at cost less accumulated depreciation and accumulated impairment losses.

2.11.2 Capital Work-In-Progress

Properties in the course of construction for production, supply or administrative purposes are carried at cost, less any recognised impairment loss. Cost includes professional fees and, for qualifying assets, borrowing costs capitalised in accordance with the Group’s accounting policy. Such properties are classified and capitalised to the appropriate categories of Property, Plant and Equipment when completed and ready for intended use. Depreciation of these assets, on the same basis as other property assets, commences when the assets are ready for their intended use.

2.11.3 Depreciation

Depreciation is recognised so as to write off the cost of assets (other than Freehold Land and Capital Work-InProgress) less their residual values over their useful lives, using the straight-line method as per the useful life prescribed in Schedule II to the Companies Act, 2013.

For certain items of Property, Plant and Equipment, the Group depreciates over estimated useful life which are different from the useful lives prescribed under Schedule II to the Companies Act, 2013 which is based upon technical assessment made by technical expert and management estimate. The management believes that these estimated useful lives are realistic and reflect fair approximation of the period over which the assets are likely to be used. The estimated useful lives, residual values and depreciation method are reviewed at the end of each reporting period, with the effect of any changes in estimate accounted for on a prospective basis.

Estimated useful lives of the assets are as follows:

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Type of Asset Useful Life
Buildings 20-60 years
Leasehold Improvements Over the life of lease contract
Plant and Machinery 1-30 years
Vehicles 1-10 years
Furniture and Fixtures 3-15 years
Office Equipment 1-20 years
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2.12 Intangible Assets

2.12.1 Intangible assets acquired separately

2.12.2 Intangible assets acquired in a business combination

Intangible assets other than goodwill acquired in a business combination are initially recognised at their fair value at the acquisition date (which is regarded as their cost).

Subsequent to initial recognition, such intangible assets acquired in a business combination are reported at cost less accumulated amortisation and accumulated impairment losses, on the same basis as intangible assets that are acquired separately.

203

Notes forming part of the consolidated financial statements

2.12.3 Internally generated Intangible Assets – Research and Development Expenditure

Expenditure on research activities is recognised in Consolidated Statement of Profit and Loss in the period in which it is incurred.

An internally generated intangible asset arising from development is recognised if and only if it meets the recognition criteria of intangible assets. The amount initially recognised is the sum total of expenditure incurred from the date when the intangible asset first meets the recognition criteria. Where no intangible asset can be recognised, development expenditure is recognised in Consolidated Statement of Profit and Loss in the period in which it is incurred.

Subsequent to initial recognition, internally generated intangible assets are reported at cost less accumulated amortization and accumulated impairment losses, on the same basis as intangible assets acquired separately.

2.12.4 Useful lives of Intangible Assets

Estimated useful lives of the Intangible Assets are as follows:

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Type of Asset Useful Life
Computer Software 3-10 years
Technical Knowhow 10-15 years
Non-Compete Fees 7-15 years
Distribution Network 15 years
Copyrights Indefinite Life
Trademark Indefinite Life
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2.13 Impairment of Tangible and Intangible Assets other than Goodwill

At the end of each reporting period, the Group 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 recoverable amount of an individual asset, the Group estimates the recoverable amount of the cash-generating unit to which the asset belongs. When a reasonable and consistent basis of allocation can be identified, corporate assets are also allocated to individual cash-generating units, or otherwise they are allocated to the smallest group of cash-generating units for which a reasonable and consistent allocation basis can be identified.

Recoverable amount is the higher of fair value less costs of disposal and value in use.

If the recoverable amount of the 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 recognised in Consolidated Statement of Profit and Loss.

2.14 Inventories

Inventories are valued at lower of cost and net realisable value.

Cost of inventories is determined on weighted average. Cost for this purpose includes cost of direct materials, direct labour and appropriate share of overheads. Net realisable value represents the estimated selling price in the ordinary course of business less all estimated costs of completion and estimated costs necessary to make the sale.

Obsolete, defective, unserviceable and slow / non-moving stocks are duly provided for and valued at net realisable value.

2.15 Provisions (other than Employee Benefits)

A provision is recognised when as a result of past event, the Group has a present legal or constructive obligation that can be reliably estimated, and, it is probable that an outflow of economic benefit will be required to settle the obligation.

204

Notes forming part of the consolidated financial statements

	Provisions (excluding retirement benefits) are determined based on the best estimate required to settle the
	obligation at the balance sheet date, taking into account the risks and uncertainties surrounding the obligation.
	These are reviewed at each Balance Sheet date and adjusted to reflect the current best estimates.
2.16	Financial Instruments
2.16.1	Initial Recognition and Measurement
	Financial assets and financial liabilities are recognised when a Group entity becomes a party to the contractual
	provisions of the instruments.
	All financial assets and financial liabilities are initially measured at fair value, except for trade receivables which
	are initially measured at transaction price. 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 and Loss) are added to or deducted from the value of the financial assets or financial liabilities, as
	appropriate, on initial recognition. Transaction costs directly attributable to the acquisition of financial assets
	or financial liabilities at Fair Value Through Profit and Loss are recognised in Consolidated Statement of Profit
	and Loss.
2.16.2	Subsequent measurement of Financial Assets
	All recognised financial assets are subsequently measured in their entirety at either amortised cost or fair value,
	depending on the classification of the financial assets. Debt instruments that meet conditions based on purpose of
	holding assets and contractual terms of instrument are subsequently measured at amortised cost using effective
	interest method. All other financial assets are measured at fair value. Income is recognised on an effective interest
	basis for debt instruments other than those financial assets classified as at Fair Value Through Profit and Loss.
	Interest income is recognised in Consolidated Statement of Profit and Loss and is included in the “Other income”
	line item.
2.16.3	Impairment of Financial Assets
	The Group recognises loss allowance using expected credit loss model financial assets which are not measured
	at Fair Value Through Profit and Loss. Expected credit losses are weighted average of credit losses with the
	respective risks of default occurring as the weights. Credit loss is the difference between all contractual cash flows
	that are due to the Group in accordance with the contract and all the cash flows that the Group expects to receive,
	discounted at original effective rate of interest.
	For Trade receivables, the Group measures loss allowance at an amount equal to lifetime expected credit losses.
	The Group computes expected credit loss allowance based on a provision matrix which takes into account
	historical credit loss experience and adjusted for forward-looking information.
2.16.4	Financial Liabilities and Equity Instruments
2.16.4.1	Classifcation of debt or equity
	Debt or equity instruments issued by the Group are classified as either financial liabilities or as equity in accordance
	with the substance of the contractual arrangements and the definitions of financial liability and equity instrument.
2.16.4.2	Equity Instruments
	An equity instrument is any contract that evidences a residual interest in the assets of an entity after deducting all
	of its liabilities. Equity instruments issued by the Group are recognised at the proceeds, net of direct issue costs.
2.16.4.3	Financial Liabilities
	All financial liabilities (other than derivative financial instruments) are measured at amortised cost using effective
	interest method. .
2.16.5	Derecognition of Financial Assets and Liabilities
	The Group derecognises a financial asset when the contractual rights to the cash flows from the financial asset
	expire, or when the Group transfers the contractual rights to receive the cash flows of the financial asset in which
	substantially all the risks and rewards of ownership of the financial asset are transferred, or in which the Group
	neither transfers nor retains substantially all the risks and rewards of ownership of the financial asset and does
	not retain control of the financial asset.
	The Group derecognises a financial liability (or a part of financial liability) when the contractual obligation is
	discharged, cancelled or expires.
2.16.6	Derivative Financial Instruments
	The Group holds derivative financial instruments such as foreign exchange forward contracts to hedge its
	exposure to foreign currency exchange rate risks.
	Derivatives are initially recognised at fair value at the date the contracts are entered into. Subsequent to initial
	recognition, these contracts are measured at their fair value and changes are recognised in Consolidated
	Statement of Profit and Loss.

205

Notes forming part of the consolidated financial statements

2.17 Cash Flow Statement

Cash flows are reported using the indirect method, whereby profit / loss before tax for the period is adjusted for the effects of transactions of non-cash nature, any deferrals or accruals of past or future operating cash receipts or payments. Cash flows from operating, investing and financing activities of the Group are segregated.

Cash and Cash Equivalents for the purpose of cash flow statement comprise of cash at bank, cash in hand and short-term deposits with an original maturity of three months or less, as reduced by bank overdrafts. 2.18 Segment Reporting The Group 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 allocation of 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 segment.

Inter-segment revenue is accounted on the basis of cost plus margins. Revenue, expenses, assets and liabilities which relate to the Group as a whole and are not allocable to segments on reasonable basis have been included under “unallocated revenue / expenses / assets / liabilities respectively”.

2.19 Employee Benefits

The Group’s contribution to Provident Fund, Superannuation Fund, National Pension Scheme and Employee State Insurance Scheme are considered as defined contribution plans and are charged as an expense based on the amount of contribution required to be made and when services are rendered by the employees. 2.19.2 Defined Benefit Plans

For defined benefit plans in the form of Gratuity Fund, the cost of providing benefits is determined using the Projected Unit Credit method, with actuarial valuations being carried out at each Balance Sheet date. Remeasurement, comprising actuarial gains and losses and the return on plan assets (excluding net interest) is reflected in the Consolidated Balance Sheet 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 in retained earnings and is not reclassified to profit or loss. Past service cost is recognised immediately for both vested and the non-vested portion. The retirement benefit obligation recognised in the Consolidated Balance Sheet represents the present value of the defined benefit obligation, as reduced by the fair value of scheme assets. Any asset resulting from this calculation is limited taking into account the present value of available refunds and reductions in future contributions to the schemes. 2.19.3 Short-Term and Other Long-Term Employee Benefits

Liabilities recognised in respect of short-term employee benefits are measured at the undiscounted amount of the benefits expected to be paid in exchange for the related service.

Liabilities recognised in respect of other long-term employee benefits are measured at the present value of the estimated future cash outflows expected to be made by the Group in respect of services provided by employees up to the reporting date.

2.20 Earnings per share

The Company presents basic and diluted earnings per share (“EPS”) data for its equity shares. Basic EPS is calculated by dividing the profit or loss attributable to equity shareholders of the Company by the weighted average number of equity shares outstanding during the period. Diluted EPS is determined by adjusting the profit or loss attributable to equity shareholders and the weighted average number of equity shares outstanding for the effects of all dilutive potential ordinary shares, which includes all stock options granted to employees.

206

Notes forming part of the consolidated financial statements

2.21 Assets held for sale

2.22 Discontinued operations

A discontinued operation is a component of the Group’s business that represents a separate line of business that has been disposed of or is held for sale, or is a subsidiary acquired exclusively with a view to resale. Classification as a discontinued operation occurs upon the earlier of disposal or when the operation meets the criteria to be classified as held for sale.

2.23 Non-current assets and disposal groups held for sale

Assets of disposal groups that is available for immediate sale and where the sale is highly probable of being completed within one year from the date of classification are considered and classified as assets held for sale. Noncurrent assets and disposal groups held for sale are measured at the lower of carrying amount and fair value less costs to sell.

3 Critical Accounting Judgements and key sources of Estimation Uncertainty

The preparation of the Group’s financial statements requires management to make judgements, estimates and assumptions that affect the application of accounting policies, reported amounts of assets, liabilities, income and expenses, and accompanying disclosures, and the disclosure of contingent liabilities. The estimates and associated assumptions are based on historical experience and other factors that are considered to be relevant. Actual results may differ from these estimates.

3.1 Critical Judgments

3.1.1 Classification of Plus Call Technical Services LLC as a Joint Venture

Plus Call Technical Services LLC is a limited liability company whose legal form confers separation between the parties to the joint arrangement and the LLC itself. Furthermore, there is no contractual arrangement or any other facts and circumstances that indicate that the parties to the joint arrangement have rights to the assets and obligations for the liabilities of the joint arrangement. Accordingly, Plus Call Technical Services LLC is classified as Joint Venture of the Group.

3.1.2 Classification of entities as Subsidiaries wherein Group has ownership interest and voting rights of 50% or less
Pidilite MEA Chemicals LLC, Bamco Supply and Services Ltd, ICA Pidilite Pvt Ltd, Pidilite Grupo Puma Manufacturing Ltd are subsidiaries of the Group even though the Group has ownership interest and voting rights of 50% or less in the subsidiaries respectively. However, based on the relevant facts and circumstances, control and management of these entities lie with the Group. The Group has the power to direct the relevant activities of these entities and therefore controls these entities.

3.2 Key accounting, judgements, assumptions and estimates

3.2.1 Impairment of Goodwill and Other Intangible Assets

Goodwill and Other Intangible Assets (i.e. trademark and copyrights) are tested for impairment on an annual basis. Recoverable amount of cash- generating units is determined based on higher of value-in-use and fair value less cost to sell. The impairment test is performed at the level of the cash- generating unit or groups of cash-generating units which are benefitting from the synergies of the acquisition and which represents the lowest level at which the intangibles are monitored for internal management purposes.

207

Notes forming part of the consolidated financial statements

3.2.2 Business Combinations and Intangible Assets

Business combinations are accounted for using Ind AS 103, ‘Business Combinations’. Ind AS 103 requires the identifiable intangible assets and contingent consideration to be fair valued in order to ascertain the net fair value of identifiable assets, liabilities and contingent liabilities of the acquiree. Significant estimates are required to be made in determining the value of contingent consideration and intangible assets. These valuations are conducted by independent valuation experts.

3.2.3 Employee related provisions

The costs of long-term and short-term employee benefits are estimated using assumptions by the management. These assumptions include rate of increase in compensation levels, discount rates, expected rate of return on assets and attrition rates (disclosed in Note 51).

3.2.4 Income taxes

3.2.3 3.2.4	Employee related provisions The costs of long-term and short-term employee benefits are estimated using assumptions by the manage These assumptions include rate of increase in compensation levels, discount rates, expected rate of return o assets and attrition rates (disclosed in Note 51). Income taxes
	Significant judgements are involved in estimating budgeted profits for the calculation of advance tax and
	deferred tax, and determining provision for income taxes and uncertain tax positions (disclosed in Note 53).
3.2.5	Property, Plant and Equipment and Other Intangible Assets

The useful lives and residual values of Group’s assets are determined by the management at the time the asset is acquired. These estimates are reviewed annually by the management. The lives are based on historical experience with similar assets as well as anticipation of future events, which may impact their life, such as changes in technical or commercial obsolescence arising from changes or improvements in production or from a change in market demand of the product or service output of the asset.

3.2.6 Leases

The Group evaluates if an arrangement qualifies to be a lease as per the requirements of Ind AS 116 ‘Leases’. Identification of a lease requires significant judgment. The Group uses significant judgement in assessing the lease term (including anticipated renewals) and the applicable discount rate.

Ind AS 116 requires lessees to determine the lease term as the non-cancellable period of a lease adjusted with any option to extend or terminate the lease, if the use of such option is reasonably certain. The Group makes an assessment on the expected lease term on a lease-by-lease basis and there by assesses whether it is reasonably certain that any options to extend or terminate the contract will be exercised. In evaluating the lease term, the Group considers factors such as any significant leasehold improvements undertaken over the lease term, costs relating to the termination of the lease and the importance of the underlying asset to operations taking into account the location of the underlying asset and the availability of suitable alternatives. The lease term in future periods is reassessed to ensure that the lease term reflects the current economic circumstances.

The discount rate is generally based on the incremental borrowing rate specific to the lease being evaluated or for a portfolio of leases with similar characteristics.

3.2.7 Recent accounting pronouncements

Ministry of Corporate Affairs (“MCA”) notifies new standards or amendments to the existing standards under Companies (Indian Accounting Standards) Rules as issued from time to time. On 31[st] March 2023, MCA amended the Companies (Indian Accounting Standards) Amendment Rules, 2023, the effective date for adoption of below amendment is for annual periods beginning on or after 1[st] April 2023.

Ind AS 1 - Presentation of Financial Statements - This amendment requires the entities to disclose their material accounting policies rather than their significant accounting policies. The Group is evaluating the amendment and its impact on financial statements.

Ind AS 8 - Accounting Policies, Changes in Accounting Estimates and Errors - This amendment has introduced a definition of ‘accounting estimates’ and included amendments to Ind AS 8 to help entities distinguish changes in accounting policies from changes in accounting estimates. The Group is evaluating the amendment and its impact on financial statements.

Ind AS 12 - Income Taxes - This amendment has narrowed the scope of the initial recognition exemption so that it does not apply to transactions that give rise to equal and offsetting temporary differences. The Group is evaluating the amendment and its impact on financial statements.

208

Notes forming part of the consolidated financial statements

( in crores)

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4 Property, Plant and Equipment and Capital Work-In-Progress
As at As at
31 [st] March 31 [st] March
2023 2022
Carrying Amounts
Freehold Land 133.62 135.35
Buildings 589.99 522.41
Plant and Machinery 869.92 800.76
Vehicles 7.78 6.75
Furniture and Fixtures 35.99 36.89
Office Equipment 53.58 52.70
1,690.88 1,554.86
Capital Work-In-Progress 405.94 225.42
TOTAL 2,096.82 1,780.28
Freehold Buildings Plant and Vehicles Furniture Office TOTAL
Land Machinery and Fixtures Equipment
Gross Carrying Amount
Balance as at 1 [st] April 2021 130.00 567.86 1,508.80 23.24 103.31 150.03 2,483.24
Additions 5.10 115.57 287.71 1.64 10.92 23.16 444.10
Disposals / Adjustments - (0.37) (34.43) (0.51) (5.40) (2.70) (43.41)
Foreign Currency Translation 0.25 (2.72) 2.96 - 0.07 (1.15) (0.59)
Balance as at 31 [st] March 2022 135.35 680.34 1,765.04 24.37 108.90 169.34 2,883.34
Additions 0.29 95.61 200.39 2.79 7.53 20.60 327.21
Disposals / Adjustments - (1.17) (37.63) (0.70) (5.95) (7.05) (52.50)
Foreign Currency Translation (2.02) 0.65 (2.15) 0.17 (0.27) (0.72) (4.34)
Balance as at 31 [st] March 2023 133.62 775.43 1,925.65 26.63 110.21 182.17 3,153.71
Accumulated Depreciation and Impairment
Balance as at 1 [st] April 2021 - (135.22) (871.73) (16.21) (70.34) (104.71) (1,198.21)
Eliminated on disposal of assets - 0.10 25.61 0.46 4.91 2.70 33.78
-
Depreciation expense (22.73) (115.35) (1.89) (6.54) (17.71) (164.22)
Foreign Currency Translation - (0.08) (2.81) 0.02 (0.04) 3.08 0.17
Balance as at 31 [st] March 2022 - (157.93) (964.28) (17.62) (72.01) (116.64) (1,328.48)
Eliminated on disposal of assets - 0.83 30.76 0.67 3.93 6.38 42.57
-
Depreciation expense (28.01) (123.32) (1.77) (6.12) (18.45) (177.67)
Foreign Currency Translation - (0.33) 1.11 (0.13) (0.02) 0.12 0.75
Balance as at 31 [st] March 2023 - (185.44) (1,055.73) (18.85) (74.22) (128.59) (1,462.83)
Net Carrying Amount
Balance as at 1 [st] April 2021 130.00 432.64 637.07 7.03 32.97 45.32 1,285.03
Additions 5.10 115.57 287.71 1.64 10.92 23.16 444.10
-
Disposals/ Adjustments (0.37) (34.43) (0.51) (5.40) (2.70) (43.41)
-
Depreciation expense (22.73) (115.35) (1.89) (6.54) (17.71) (164.22)
Depreciation Eliminated on disposal - 0.10 25.61 0.46 4.91 2.70 33.78
of assets
Foreign Currency Translation 0.25 (2.80) 0.15 0.02 0.03 1.93 (0.42)
Balance as at 31 [st] March 2022 135.35 522.41 800.76 6.75 36.89 52.70 1,554.86
Additions 0.29 95.61 200.39 2.79 7.53 20.60 327.21
Disposals/ Adjustments - (1.17) (37.63) (0.70) (5.95) (7.05) (52.50)
Depreciation expense - (28.01) (123.32) (1.77) (6.12) (18.45) (177.67)
Depreciation Eliminated on disposal - 0.83 30.76 0.67 3.93 6.38 42.57
of assets
Foreign Currency Translation (2.02) 0.32 (1.04) 0.04 (0.29) (0.60) (3.59)
Balance as at 31 [st] March 2023 133.62 589.99 869.92 7.78 35.99 53.58 1,690.88
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209

Notes forming part of the consolidated financial statements

Notes:

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( in crores)
a) Capital Work-In-Progress (CWIP) ageing schedule
CWIP for a period of TOTAL
Less than 1-2 years 2-3 years More than
1 year 3 years
309.28 47.31 9.46 39.89 405.94
Projects in Progress
(164.63) (20.74) (5.84) (34.21) (225.42)
- - - - -
Projects temporarily suspended
(-) (-) (-) (-) (-)
Figures in brackets () represents previous year
b) There are no projects under capital-work-in progress, whose completion is overdue or has exceeded its cost compared to its original plan.
( in crores)
c) Assets given under lease included in Note 4 above are as under:
As at As at
31 [st] March 31 [st] March
2023 2022
Carrying Amounts
Freehold Land 14.99 14.99
Leasehold Land 6.40 6.46
Buildings 39.42 36.28
Plant & Machinery 1.07 0.57
TOTAL 61.88 58.30
Freehold Leasehold Buildings Plant & TOTAL
Land Land Machinery
Gross Carrying Amount
Balance as at 1 [st] April 2021 17.00 - 33.03 5.44 55.47
Additions - 6.50 14.90 0.06 21.46
Disposals / Adjustments (2.01) - - - (2.01)
Balance as at 31 [st] March 2022 14.99 6.50 47.93 5.50 74.92
Additions - - 5.44 0.55 5.99
Balance as at 31 [st] March 2023 14.99 6.50 53.37 6.05 80.91
Accumulated Depreciation and Impairment
Balance as at 1 [st] April 2021 - - (10.19) (4.84) (15.03)
Depreciation expense - (0.04) (1.46) (0.09) (1.59)
Balance as at 31 [st] March 2022 - (0.04) (11.65) (4.93) (16.62)
Depreciation expense - (0.06) (2.30) (0.05) (2.41)
Balance as at 31 [st] March 2023 - (0.10) (13.95) (4.98) (19.03)
Net Carrying Amount
Balance as at 1 [st] April 2021 17.00 - 22.84 0.60 40.44
Additions - 6.50 14.90 0.06 21.46
Disposals / Adjustments (2.01) - - - (2.01)
Depreciation expense - (0.04) (1.46) (0.09) (1.59)
Balance as at 31 [st] March 2022 14.99 6.46 36.28 0.57 58.30
Additions - - 5.44 0.55 5.99
Depreciation expense - (0.06) (2.30) (0.05) (2.41)
Balance as at 31 [st] March 2023 14.99 6.40 39.42 1.07 61.88
d) Buildings include shares of co-operative societies of 0.01 crores ( 0.01 crores as at 31 [st] March 2022)
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210

Notes forming part of the consolidated financial statements

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( in crores)
5 Right of Use Assets
As at As at
31 [st] March 31 [st] March
2023 2022
Carrying Amounts
Leasehold Land 133.53 108.96
Leasehold Buildings 176.26 93.84
Plant and Machinery 0.11 0.13
TOTAL 309.90 202.93
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Leasehold Land	Leasehold Land	Leasehold Buildings	Plant and Machinery	TOTAL
Gross Carrying Amount
Balance as at 1stApril 2021	95.49	129.62	0.56	225.67
Additions	30.57	62.66	-	93.23
Disposals / Adjustments	(7.79)	(12.95)	-	(20.74)
Foreign Currency Translation	(0.14)	0.82	(0.01)	0.67
Balance as at 31stMarch 2022	118.13	180.15	0.55	298.83
Additions	28.56	134.30	-	162.86
Disposals / Adjustments	(0.38)	(4.48)	-	(4.86)
Foreign Currency Translation	1.42	1.68	0.02	3.12
Balance as at 31stMarch 2023	147.73	311.65	0.57	459.95

Accumulated Depreciation and Impairment
Balance as at 1stApril 2021	(7.10)	(60.48)	(0.28)	(67.86)
Eliminated on disposal of assets	2.55	10.21	-	12.76
Depreciation expense	(4.55)	(35.66)	(0.14)	(40.35)
Foreign Currency Translation	(0.07)	(0.38)	-	(0.45)
Balance as at 31stMarch 2022	(9.17)	(86.31)	(0.42)	(95.90)
Eliminated on disposal of assets	0.09	1.37	-	1.46
Depreciation expense	(5.10)	(47.40)	(0.03)	(52.53)
Foreign Currency Translation	(0.02)	(3.05)	(0.01)	(3.08)
Balance as at 31stMarch 2023	(14.20)	(135.39)	(0.46)	(150.05)

Net Carrying Amount
Balance as at 1stApril 2021	88.39	69.14	0.28	157.81
Additions	30.57	62.66	-	93.23
Disposals / Adjustments	(7.79)	(12.95)	-	(20.74)
Depreciation expense	(4.55)	(35.66)	(0.14)	(40.35)
Depreciation Eliminated on disposal of assets	2.55	10.21	-	12.76
Foreign Currency Translation	(0.21)	0.44	(0.01)	0.22
Balance as at 31stMarch 2022	108.96	93.84	0.13	202.93
Additions	28.56	134.30	-	162.86
Disposals / Adjustments	(0.38)	(4.48)	-	(4.86)
Depreciation expense	(5.10)	(47.40)	(0.03)	(52.53)
Depreciation Eliminated on disposal of assets	0.09	1.37	-	1.46
Foreign Currency Translation	1.40	(1.37)	0.01	0.04
Balance as at 31stMarch 2023	133.53	176.26	0.11	309.90

211

Notes forming part of the consolidated financial statements

( in crores)

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6 Goodwill and Other Intangible Assets
As at As at
31 [st] March 31 [st] March
2023 2022
Carrying Amounts
Goodwill
Goodwill on Consolidation 1,187.20 1,183.87
Goodwill (acquired separately) 102.56 102.96
Total Goodwill (A) 1,289.76 1,286.83
Other Intangible Assets
Trademark 1,385.63 1,390.01
Computer Software 17.23 20.65
Copyrights 4.48 4.48
Technical Knowhow Fees 19.24 26.01
Commercial Knowhow Fees 16.04 22.03
Non Compete Fees 0.56 0.76
Distribution Network 180.36 194.70
Total Other Intangible Assets (B) 1,623.54 1,658.64
Total Intangible Assets (A+B) 2,913.30 2,945.47
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212

Notes forming part of the consolidated financial statements

( in crores)

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Goodwill Trade- Computer Copy- Technical Commercial Non Distribution TOTAL
mark Software rights Knowhow Knowhow Compete Network
Fees Fees Fees
Gross Carrying Amount
Balance as at 1 [st] April 2021 1,283.95 1,409.13 71.55 4.48 75.17 59.97 5.42 215.00 3,124.67
Additions - - 6.92 - - - - - 6.92
Disposals / Adjustments - - (11.12) - (0.62) - - - (11.74)
Foreign Currency Translation 2.88 (3.27) (0.08) - (0.88) - - - (1.35)
Balance as at 31 [st] March 2022 1,286.83 1,405.86 67.27 4.48 73.67 59.97 5.42 215.00 3,118.50
Additions - - 2.85 - 0.41 - - - 3.26
Disposals / Adjustments (0.57) - (0.13) - - - - - (0.70)
Foreign Currency Translation 3.50 0.28 (0.02) - 0.08 - (0.15) - 3.69
Balance as at 31 [st] March 2023 1,289.76 1,406.14 69.97 4.48 74.16 59.97 5.27 215.00 3,124.75
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Gross Carrying Amount Balance as at 1stApril 2021 Additions	Goodwill 1,283.95 -	Trade- mark 1,409.13 -	Computer Software 71.55 6.92	Copy- rights 4.48 -	Technical Knowhow Fees 75.17 -	Commercial Knowhow Fees 59.97 -	Non Compete Fees 5.42 -	Distribution Network 215.00 -	TOTAL 3,124.67 6.92
Disposals / Adjustments	-	-	(11.12)	-	(0.62)	-	-	-	(11.74)
Foreign Currency Translation Balance as at 31stMarch 2022 Additions	2.88 1,286.83 -	(3.27) 1,405.86 -	(0.08) 67.27 2.85	- 4.48 -	(0.88) 73.67 0.41	- 59.97 -	- 5.42 -	- 215.00 -	(1.35) 3,118.50 3.26
Disposals / Adjustments	(0.57)	-	(0.13)	-	-	-	-	-	(0.70)
Foreign Currency Translation Balance as at 31stMarch 2023	3.50 1,289.76	0.28 1,406.14	(0.02) 69.97	- 4.48	0.08 74.16	- 59.97	(0.15) 5.27	- 215.00	3.69 3,124.75

Accumulated Amortisation and Impairment
Balance as at 1stApril 2021	-	(13.29)	(51.52)	-	(42.38)	(31.80)	(4.62)	(5.97)	(149.58)
Amortisation expense	-	(2.45)	(5.69)	-	(6.39)	(6.13)	(0.05)	(14.33)	(35.04)
Eliminated on disposal of assets	-	-	10.73	-	0.56	-	-	-	11.29
Foreign Currency Translation	-	(0.11)	(0.14)	-	0.55	(0.01)	0.01	-	0.30
Balance as at 31stMarch 2022	-	(15.85)	(46.62)	-	(47.66)	(37.94)	(4.66)	(20.30)	(173.03)
Amortisation expense	-	(5.02)	(6.15)	-	(7.99)	(5.99)	(0.05)	(14.34)	(39.54)
Eliminated on disposal of assets	-	-	0.07	-	-	-	-	-	0.07
Foreign Currency Translation	-	0.36	(0.04)	-	0.73	-	-	-	1.05
Balance as at 31stMarch 2023	-	(20.51)	(52.74)	-	(54.92)	(43.93)	(4.71)	(34.64)	(211.45)

Net Carrying Amount
Balance as at 1stApril 2021	1,283.95	1,395.84	20.03	4.48	32.79	28.17	0.80	209.03	2,975.09
Additions	-	-	6.92	-	-	-	-	-	6.92
Disposals / Adjustments	-	-	(11.12)	-	(0.62)	-	-	-	(11.74)
Amortisation expense	-	(2.45)	(5.69)	-	(6.39)	(6.13)	(0.05)	(14.33)	(35.04)
Amortisation Eliminated on disposal of assets	-	-	10.73	-	0.56	-	-	-	11.29
Foreign Currency Translation	2.88	(3.38)	(0.22)	-	(0.33)	(0.01)	0.01	-	(1.05)
Balance as at 31stMarch 2022	1,286.83	1,390.01	20.65	4.48	26.01	22.03	0.76	194.70	2,945.47
Additions	-	-	2.85	-	0.41	-	-	-	3.26
Disposals / Adjustments	(0.57)	-	(0.13)	-	-	-	-	-	(0.70)
Amortisation expense	-	(5.02)	(6.15)	-	(7.99)	(5.99)	(0.05)	(14.34)	(39.54)
Amortisation Eliminated on disposal of assets	-	-	0.07	-	-	-	-	-	0.07
Foreign Currency Translation	3.50	0.64	(0.06)	-	0.81	-	(0.15)	-	4.74
Balance as at 31stMarch 2023	1,289.76	1,385.63	17.23	4.48	19.24	16.04	0.56	180.36	2,913.30

The Group has estimated the useful life for some of its Copyrights & Trademark as indefinite on the basis of renewal of legal rights and the management’s intention to keep it perpetually.

213

Notes forming part of the consolidated financial statements

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( in crores)
As at As at
31 [st] March 2023 31 [st] March 2022
Goodwill on Consolidation
Pidilite Bamco Ltd (Bamco) 26.87 24.03
Bhimad Commercial Co Pvt Ltd (Bhimad) 0.01 0.01
Pidilite Ventures Private Limited (formerly known as Madhumala Ventures Pvt Ltd) 0.01 0.01
(Madhumala)
Pidilite Industries Egypt SAE (PIE) 2.59 2.10
Tenax Pidilite India Pvt Ltd 59.21 59.21
Pidilite Industries Limited (refer Note 56c) 1,098.51 1,098.51
Total (A) 1,187.20 1,183.87
Goodwill acquired separately
Pidilite Industries Limited 86.34 86.34
Building Envelope Systems India Ltd (BESI) 0.55 0.55
Nina Percept Private Limited (Nina Percept) 5.13 5.13
ICA Pidilite Private Limited (ICA) 2.08 2.08
Pulvitec do Brasil Industria e Commercio de Colas e Adesivos Ltda (Pulvitec) 8.46 8.34
Pidilite USA Inc (PUSA) (refer Note 56e) - 0.52
TOTAL (B) 102.56 102.96
Total Goodwill (A+B) 1,289.76 1,286.83
Goodwill pertaining to the following cash-generating units (CGU):
CGU As at As at
31 [st] March 2023 31 [st] March 2022
Consumer & Bazaar 1,226.46 1,223.53
Business to Business 63.30 63.30
TOTAL 1,289.76 1,286.83
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Goodwill, Copyrights and Trademark

Goodwill, copyrights and trademark in the books of the Group pertains mainly to Consumer and Bazaar business (majorly consists of Parent) & Business to Business. At the end of each reporting period, the Group reviews carrying amount of goodwill, copyrights and trademark to determine whether there is any indication that goodwill, copyrights and trademark has suffered any impairment loss. Accordingly, recoverable amount of goodwill, copyrights and trademark is arrived basis projected cashflows from Consumer and Bazaar business & Business to Business.

Projected cashflows from Consumer and Bazaar business and Business to Business

The key assumptions used in the value in use calculations for Consumer and Bazaar cash-generating unit are as follows:

Budgeted sales growth	Sales growth is assumed at12.8%(CAGR) (12.3% as at 31stMarch 2022) for
	Consumer and Bazaar business and at10.9%(CAGR) for Business to Business
	which is in line with current year projections. The values assigned to the assumption refect past experience and current market scenario considering
	COVID-19 impact and are consistent with the managements’ plans for focusing
	operations in these markets. The management believes that the planned sales growth per year for the next fve years is reasonably achievable.
Raw materials price infation	Forecast for Material cost growth CAGR higher by0.2%(0.2% as at
	31stMarch 2022) vs. sales growth, considering impact of commodity cost infation.
Other budgeted costs	Commercial spends (schemes and A&SP) are kept consistent with sales growth. Other fxed costs are in line with the current year’s growth.

214

Notes forming part of the consolidated financial statements

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7 Investments accounted for using equity method
As at 31 [st] March 2023 As at 31 [st] March 2022
Qty in crores Qty in crores
Carrying amount determined using the Equity method of accounting
A] Investment in Associates (fully paid up)
i] Investment in Equity Instruments (Quoted)
Equity Shares of 1 each of Vinyl Chemicals (India) Ltd 74,51,540 1.18 74,51,540 1.18
Add: Share in accumulated Profits / Reserves 45.11 38.29
46.29 39.47
ii] Investments in Equity and Preference Shares (Unquoted) [refer Note 56 (a)]
Equity Shares of 10 each of Aapkapainter Solutions Pvt Ltd 903 2.98 903 2.98
Cumulative Compulsory Convertible Preference Shares (CCPS) of 8,648 17.39 8,648 17.39
100 each of Aapkapainter Solutions Pvt Ltd#
Add: Share in accumulated Profits / Reserves (6.53) (2.93)
13.84 17.44
# CCPS will be equivalent to 7,477 Equity Shares.
iii] Investments in Preference Shares (Unquoted) [refer Note 56 (a)]
Cumulative Compulsory Convertible Preference Shares of 10 each of 406 3.75 406 3.75
Kaarwan Eduventures Pvt Ltd
Add: Share in accumulated Profits / Reserves (0.20) -
3.55 3.75
iv] Investments in Equity Shares (Unquoted) [refer Note 56 (a)]
Equity Shares of 10 each of Climacrew Private Limited 4,94,900 0.49 - -
-
Add: Share in accumulated Profits / Reserves (0.34)
0.15 -
v] Investments in Preference Shares (Unquoted) [refer Note 56 (a)]
Compulsory Convertible Preference Shares of 3,894.30 each of 9,980 3.89 - -
Buildnext Construction Solutions Pvt Ltd
Compulsory Convertible Preference Shares of 4,939 each of 40,494 20.00 - -
Buildnext Construction Solutions Pvt Ltd
Add: Share in accumulated Profits / Reserves (2.45) -
21.44
vi] Investments in Equity and Preference Shares (Unquoted) [refer Note 56 (a)]
Equity Shares of 10 each of Finemake Technologies Private Limited 1 0.00 - -
Preference Shares of 10 each of Finemake Technologies Private Limited 4,062 6.00 - -
Compulsory Convertible Preference Shares of 35,200 each of 1,420 5.00 - -
Finemake Technologies Private Limited
Add: Share in accumulated Profits / Reserves (1.25)
9.75
Total [A] 95.02 60.66
B] Investment in Joint Venture (fully paid up) (Unquoted)
Equity Shares of AED 1000 each of Plus Call Technical Services LLC - - 57 0.21
(refer Note 41B)
Add: Share in accumulated Profits / Reserves - 1.56
- 1.77
Less: Impairment in value of Investments - (1.77)
Total [B] - -
TOTAL [(A)+(B)] 95.02 60.66
Aggregate carrying value of quoted investments 46.29 39.47
Aggregate market value of quoted investments 249.55 195.57
Aggregate carrying value of unquoted investments 48.73 21.19
Aggregate amount of Impairment in value of investments - 1.77
denotes amount less than 50,000
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215

Notes forming part of the consolidated financial statements

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8 Investments - Non-Current
As at 31 [st] March 2023 As at 31 [st] March 2022
Qty in crores Qty in crores
Investment in Equity Instruments (fully paid up) (at FVTOCI) (Unquoted)
A]
[refer Note 56 (a)]
Equity Shares of 1 each of Constrobot Robotics Pvt Ltd 1,31,907 1.56 1,31,907 1.56
Equity Shares of 10 each of Homevista Décor & Furnishings Pvt Ltd 1,19,039 4.87 1,19,039 4.87
Equity Shares of 10 each of Finemake Technologies Private Limited - 1 0.00 [#]
Equity Shares of 10 each of Climacrew Private Limited - - 1,000 0.00 [#]
Total [A] 6.43 6.43
B] Investments in Preference Shares (at FVTPL) (Quoted)
Non-Cumulative Perpetual Preference shares of Kotak Mahindra Bank Ltd 3,00,00,000 15.00 3,00,00,000 15.03
Total [B] 15.00 15.03
C] Investment in Bonds (at FVTPL) (Quoted)
Units of Bharat Bond ETFs 2,50,000 30.73 2,50,000 29.25
Total [C] 30.73 29.25
D] Investment in Alternative Investment Fund (at FVTPL) (Unquoted)
Units of Fireside Ventures Investment Fund II 1,40,000 21.05 1,00,000 11.64
Total [D] 21.05 11.64
E] Investment in Debentures (at FVTOCI) (Unquoted)
Non Cumulative Compulsory Convertible Debentures of 10,000 each of 1,502 5.73 1,502 1.50
Pepperfry Private Limited (formerly known as M/s. Trendsutra Platform
Services Private Limited) [refer Note 56 (a)]
Total [E] 5.73 1.50
F] Investments in Preference Shares (at FVTOCI) (Unquoted) [refer Note 56 (a)]
Compulsory Convertible Cumulative Preference Shares of 20 each of 20,10,295 75.47 20,10,295 62.58
Homevista Décor & Furnishings Pvt Ltd
Compulsory Convertible Cumulative Preference Shares of 100 each of 9,32,488 18.65 9,32,488 19.15
Home Interior Désigns E.Commerce Pvt Ltd
Non Cumulative Compulsory Convertible Preference Shares of 20 each of 1,47,80,200 71.48 1,47,80,200 71.48
Pepperfry Private Limited (formerly known as M/s. Trendsutra Platform
Services Private Limited)
Preference Shares of 10 each of Finemake Technologies Private Limited - - 1,354 2.00
Preferred stock of USD 0.00001 of Clare Inc 7,57,576 4.78 7,57,576 4.68
Series pre-seed preferred stock – Ply Financial, Inc. 4,94,316 1.38 - -
Compulsory Convertible Preference Shares of Abeyaantrix Technology 1,105 3.65 - -
Pvt Ltd
Total [F] 175.41 159.89
G] Investment in Promissory Note (at amortised cost) (Unquoted)
Convertible Promissory Note of Optmed Inc - - 1 5.61
Less: Impairment in value of Investments - (4.96)
Total [G] - 0.65
H] Investment in Mutual Funds (at FVTPL) (Unquoted)
Units of IDFC Money Manager Fund 57,231 0.28 9,191 0.04
Total [H] 0.28 0.04
Total Investments [A+B+C+D+E+F+G+H] 254.63 224.43
Aggregate carrying value of quoted investments 45.73 44.28
Aggregate market value of quoted investments 45.73 44.28
Aggregate carrying value of unquoted investments 208.90 180.15
Aggregate amount of Impairment in value of investments - 4.96
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denotes amount less than 50,000
In the year 2018, Group had invested in convertible promissory note which contains an embedded derivative in the form of an equity conversion option upon qualifying conditions. Group had elected the option to measure the hybrid instrument at fair value in its entirety with changes in fair value recognized in Profit and Loss. During the previous year, Group converted the convertible promissory note and the outstanding accrued interest thereon into preferred stock.

216

Notes forming part of the consolidated financial statements

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9 Investments - Current
As at 31 [st] March 2023 As at 31 [st] March 2022
Qty in crores Qty in crores
A] Investments in Mutual Funds (at FVTPL) (Unquoted)
Units of ABSL Liquid Fund -Growth Direct 4,21,685 15.31 - -
Units of ABSL CRISIL IBX AAA JUN23 Index Fund Direct Growth 4,63,41,299 48.80 - -
Units of IDFC Cash Fund - Growth Direct plan 55,204 15.01 - -
Units of ICICI Prudential Ultra Short term DP Growth 60,08,135 15.20 - -
Units of HSBC Ultra Short Duration Fund Direct Growth 2,40,697 28.01 - -
Units of ICICI Prudential Equity Arbitrage Fund- Direct Growth 1,13,35,269 35.09 - -
Units of UTI Banking & PSU Debt Fund - Direct Plan - Growth 1,34,50,703 25.24 - -
Units of HSBC Banking and PSU Debt Fund Direct Growth 93,30,339 20.09 - -
Units of HDFC Money Market Fund - DP Growth 1,13,048 55.64 - -
Units of Kotak Money Market Fund - DIR - Growth 1,32,125 50.58 - -
Units of Nippon India Dynamic Bond Fund -Direct Growth Plan 30,32,182 10.00 - -
Units of UTI Liquid Cash Plan - Direct Plan - Growth 67,807 25.02 - -
Units of Liquid Plan-Direct-Growth (ICICI Prudential Mutual Fund) 2,66,794 8.89 - -
Units of Overnight Fund-DP Growth (ICICI Prudential Mutual Fund) 42,210 5.10 - -
Units of Tata-Liquid Fund Direct plan-Growth 42,170 15.02 - -
Units of Kotak-Kotak Equity Arbitrage Fund - Direct Plan - Growth 39,50,454 13.25 - -
Units of SBI-Arbitrage Opp.Fund-Direct plan-Growth 11,92,810 3.60 - -
Units of Tata overnight fund - Direct Plan - Growth 24,857 2.91 - -
Units of Tata ultra short term fund - Direct Plan - Growth 58,04,613 7.30 - -
Units of SBI Magnum Ultra Short D F D Growth 11,726 6.05 - -
Units of SBI Overnight Fund - Direct Growth 5,634 2.06 - -
Units of Nippon Liquid Fund 33,039 12.36 - -
Units of HDFC Liquid Fund - Growth 50,675 22.41 3,592 1.50
Units of SBI Magnum Ultra Short Duration Fund 92,337 47.63 3,071 1.50
Units of Kotak Liquid Fund 88,419 40.22 3,493 1.50
Units of SBI FMP Series C33 (1216 days) - Direct Growth - - 2,00,00,000 25.81
Units of ICICI Prudential Overnight Fund - Direct Growth - - 1,01,804 3.21
Units of SBI Liquid Fund - Growth - - 4,513 1.50
Units of Kotak FMP Series 251 - 1265 days Direct Plan Growth - - 2,00,00,000 26.14
Units of SBI Debt Fund Series C49 1178 days - Direct Plan Growth - - 2,00,00,000 25.06
Units of HDFC FMP 1182D Jan 2019 (1) - Direct Growth - - 2,00,00,000 25.60
Units of HDFC FMP 1126D Mar 2019 (1) - Direct Growth - - 2,00,00,000 25.18
Units of IDFC FTP Series 149 (1424 days) - Direct Growth - - 1,50,00,000 19.52
Units of Axis Liquid Fund - - 8,516 2.00
Units of Axis Treasury Advantage Fund - - 7,743 2.00
Units of HDFC Ultra Short Term Fund - - 12,20,544 1.50
Units of Kotak Overnight Fund - - 17,644 2.00
Units of Kotak Savings Fund - - 4,21,412 1.50
Units of L&T Ultra short term Fund- Growth - - 5,56,184 2.00
Units of Nippon India Mutual Fund - - 3,861 2.00
Units of SBI Overnight Fund - - 5,780 2.00
Units of HDFC Overnight Fund - Growth - - 6,349 2.00
Total [A] 530.79 173.52
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217

Notes forming part of the consolidated financial statements

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9 Investments - Current
As at 31 [st] March 2023 As at 31 [st] March 2022
Qty in crores Qty in crores
B] Investment in Promissory Note (at amortised cost) (Unquoted)
Convertible Promissory Note of Optmed Inc {refer Note 56(e)} 1 5.37 - -
Less: Impairment in value of Investments (4.96) -
Total [B] 0.41 -
C] Other Investments
Deposits (at amortised cost)
IL & FS Financial Services Limited 1.55 1.55
Infrastructure Leasing & Financial Services Limited 7.25 7.25
8.80 8.80
Less: Impairment in value of Investments (8.80) (8.80)
Total [C] - -
TOTAL [A+B+C] 531.20 173.52
Aggregate carrying value of unquoted investments 530.79 173.52
Aggregate amount of Impairment in value of investments 13.76 8.80
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218

Notes forming part of the consolidated financial statements

( in crores)

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10 Trade Receivables
As at As at
31 [st] March 31 [st] March
2023 2022
Secured, Considered good 157.27 133.91
Unsecured, Considered good 1,378.00 1,296.63
Unsecured, Considered doubtful 100.66 99.77
1,635.93 1,530.31
Less: Allowance for expected credit loss (100.66) (99.77)
TOTAL 1,535.27 1,430.54
Trade Receivable Ageing Schedule
Not Due Less than 6 months- 1-2 2-3 More Than 3 TOTAL
6 months 1 year years years years
Undisputed Trade 1,394.38 130.85 2.15 4.17 0.29 3.43 1,535.27
(i)
Receivables – considered good (1,320.55) (94.65) (8.56) (3.55) (2.45) (0.78) (1,430.54)
Undisputed Trade - 16.27 7.59 12.15 5.06 14.37 55.44
(ii)
Receivables – considered doubtful (-) (10.86) (15.34) (10.84) (13.91) (12.97) (63.92)
Disputed Trade - - - - - - -
(iii)
Receivables – considered good (-) (-) (-) (-) (-) (-) (-)
Disputed Trade - 0.05 1.06 3.73 5.16 35.22 45.22
(iv)
Receivables – considered doubtful (-) (0.07) (0.59) (3.65) (12.15) (19.39) (35.85)
1,394.38 147.17 10.80 20.05 10.51 53.02 1,635.93
(1,320.55) (105.58) (24.49) (18.04) (28.51) (33.14) (1,530.31)
Less: Allowance for expected 100.66
credit loss (99.77)
1,535.27
TOTAL
(1,430.54)
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Figures in brackets () represents previous year

The Group has used a practical expedient by computing the expected credit loss allowance for trade receivables based on a provision matrix. The provision matrix takes into account historical credit loss experience and adjusted for forward-looking information. The expected credit loss allowance is based on the ageing of the receivables days and the rates vary with the business of Parent and each Subsidiary.

Trade receivables includes receivables from Companies / firms where directors are directors / members / partners (refer Note 47).

Movement in expected credit loss allowance	Movement in expected credit loss allowance	Movement in expected credit loss allowance
	For the year ended 31stMarch 2023	For the year ended 31stMarch 2022
Balance at the beginning of the year	99.77	88.53
Movement in expected credit loss allowance on trade receivables calculated at lifetime expected credit losses	0.89	11.24
	100.66	99.77

A formal credit policy has been framed and credit facilities are given to dealers within framework of credit policy. As per credit risk management mechanism, a policy for doubtful debt has been formulated and risk exposure related to receivable are identified based on criteria mentioned in policy and provided for credit loss allowance.

11 Loans - Non-Current

	As at 31stMarch 2023	As at 31stMarch 2022
Unsecured, Considered good
Loans and Advances to Employees & Others *	6.20	5.05
Loans to Joint Venture * (refer Note 46B)	4.82	4.82
Less: impairment in value of loan	(4.82)	(4.82)
	-	-
TOTAL	6.20	5.05
*given for business purpose.

219

Notes forming part of the consolidated financial statements

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( in crores)
12 Loans - Current
As at As at
31 [st] March 31 [st] March
2023 2022
Unsecured, Considered good
Loans and Advances to Employees & Others 27.32 17.22
TOTAL 27.32 17.22
includes advances given amounting to 17.08 crores ( 12.71 crores for the year ended 31 [st] March 2022)
13 Other Financial Assets - Non-Current
As at As at
31 [st] March 31 [st] March
2023 2022
Security Deposit (Unsecured, Considered good)
Unsecured, Considered good 37.74 22.38
Considered doubtful - -
37.74 22.38
Fixed Deposits with Banks with original maturity of more than 12 months 2.91 12.21
Retention Money Receivable 27.43 29.86
Other Receivables
Unsecured, Considered good - -
Considered doubtful 1.74 1.74
1.74 1.74
Less: Allowance for doubtful balances (1.74) (1.74)
- -
TOTAL 68.08 64.45
Includes Fixed Deposit under lien 2.27 2.32
14 Other Financial Assets - Current
As at As at
31 [st] March 31 [st] March
2023 2022
Security Deposit
Unsecured, Considered good 12.31 9.60
Considered doubtful 0.10 0.16
12.41 9.76
Less: Allowance for doubtful balances (0.10) (0.16)
12.31 9.60
Derivative assets towards foreign exchange forward contracts 0.06 0.44
Retention Money Receivable
Unsecured, Considered good 16.03 14.54
Considered doubtful 11.68 9.46
27.71 24.00
Less: Allowance for doubtful balances (11.68) (9.46)
16.03 14.54
Uncertified Revenue from Works Contract 52.61 56.53
Other Receivables 5.07 4.90
TOTAL 86.08 86.01
Includes Windmill income and Insurance claim receivable
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220

Notes forming part of the consolidated financial statements

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( in crores)
15 Cash and Cash Equivalents
As at As at
31 [st] March 31 [st] March
2023 2022
Cash and Cash Equivalents
Cash on Hand 8.04 4.01
Cheques on Hand / Remittance in Transit 71.83 56.76
Balance with banks
In Current Account 153.72 159.01
In EEFC Account 19.04 21.99
In Fixed Deposit Accounts with original maturity of 3 months or less 57.53 110.30
TOTAL 310.16 352.07
Cash and Cash Equivalents (as above) 310.16 352.07
Cash Credits and Bank Overdrafts (refer Note 25) (52.05) (95.60)
Cash and Cash Equivalents (as per Statement of Cash Flows) 258.11 256.47
16 Bank Balances other than Cash and Cash Equivalents above
As at As at
31 [st] March 31 [st] March
2023 2022
Balance with banks
In Escrow Account 0.05 0.08
Other Bank Balance
In Fixed Deposit Accounts with original maturity of more than 12 months 0.14 0.06
In Fixed Deposit Accounts with original maturity of more than 3 months but upto 12 months * 13.66 0.32
Earmarked Account
Dividend Payment Bank Account 2.64 2.64
TOTAL 16.49 3.10
Includes Fixed Deposit under lien 0.14 0.24
17 Inventories (at lower of cost and net realisable value)
As at As at
31 [st] March 31 [st] March
2023 2022
Raw Material and Packing Material 871.16 812.71
Work-in-Progress 127.00 134.23
Finished Goods 569.29 539.79
Stock-in-Trade (acquired for trading) 237.39 197.91
Stores and Spares 12.24 10.45
TOTAL 1,817.08 1,695.09
Included above Goods-in-Transit
Raw Material and Packing Material 78.86 72.16
Work-in-Progress 6.30 6.48
Finished Goods 83.67 63.52
Stock-in-Trade (acquired for trading) 19.12 28.43
TOTAL 187.95 170.59
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a. The cost of inventories recognised as an expense during the year was 6,759.40 crores ( 5,444.18 crores for the year ended 31[st] March 2022).

b. The cost of inventories recognised as an expense includes 13.20 crores in respect of write-downs of inventory to net realisable value ( 14.24 crores for the year ended 31[st] March 2022).

c. The mode of valuation of inventories has been stated in Note 2.14.

221

Notes forming part of the consolidated financial statements

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( in crores)
18 Income Tax Assets (net) - Non-Current
As at As at
31 [st] March 31 [st] March
2023 2022
Advance Payment of Taxes (net of provisions) 148.44 140.08
TOTAL 148.44 140.08
19 Current Tax Assets (net)
As at As at
31 [st] March 31 [st] March
2023 2022
Advance Payment of Taxes (net of provisions) 0.76 2.95
TOTAL 0.76 2.95
20 Other Non-Current Assets
As at As at
31 [st] March 31 [st] March
2023 2022
Unsecured, Considered good
Capital Advances 31.23 32.79
Prepaid Expenses 3.86 1.06
Balance with Government Authorities 15.87 21.53
TOTAL 50.96 55.38
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Unsecured, Considered good	Unsecured, Considered good	As at 31stMarch 2023	As at 31stMarch 2022
Capital Advances		31.23	32.79
Prepaid Expenses		3.86	1.06
Balance with Government Authorities* TOTAL		15.87 50.96	21.53 55.38
* Includes amounts paid under protest against Excise Duty rebates / Sales Tax claims disputed by the Company (shown under contingent liabilities), GST receivable, etc.
21	Other Current Assets
		As at 31stMarch 2023	As at 31stMarch 2022
Export Benefts receivable
Unsecured, Considered good		1.76	6.83
Considered doubtful		0.26	0.26
		2.02	7.09
Less:Allowance for doubtful balances		(0.26)	(0.26)
		1.76	6.83
Balances with Government Authorities*
Unsecured, Considered good		162.55	178.00
Considered doubtful		0.09	0.09
		162.64	178.09
Less: Allowance for doubtful balances		(0.09)	(0.09)
		162.55	178.00
Advances to Vendors
Unsecured, Considered good		47.42	44.71
Considered doubtful		0.01	0.01
		47.43	44.72
Less: Allowance for doubtful balances		(0.01)	(0.01)
		47.42	44.71
Prepaid Expenses		25.43	25.57
TOTAL		237.16	255.11
* Includes input tax credit for VAT / GST, etc.

222

Notes forming part of the consolidated financial statements

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( in crores)
As at As at
31 [st] March 31 [st] March
2023 20222
22 Equity Share Capital
Authorised Capital:
70,00,00,000 Equity Shares of 1 each 70.00 70.00
(70,00,00,000 Equity Shares of 1 each as at 31 [st ] March 2022)
TOTAL 70.00 70.00
Issued, Subscribed and Paid-up Capital:
‘50,83,14,240 Equity Shares of 1 each, fully paid up 50.83 50.83
(50,82,88,415 Equity Shares of 1 each as at 31 [st] March 2022)
TOTAL 50.83 50.83
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a. Reconciliation of the number of shares and amount outstanding at the beginning and at the end of the reporting period
Number of in crores
Shares
Balance as at 1 [st] April 2021 50,81,53,380 50.82
Shares issued during the year on exercise of options under Employee Stock Option Plan - 2016 1,35,035 0.01
Balance as at 31 [st] March 2022 50,82,88,415 50.83
Shares issued during the year on exercise of options under Employee Stock Option Plan - 2016 25,825 0.00
Balance as at 31 [st] March 2023 50,83,14,240 50.83
Amount less than 50,000
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b. Terms / Rights attached to equity shares

During the year ended 31[st] March 2023, the Company has paid Final Dividend of 10.00 per equity share of 1 each for the financial year 2021-22.

c. Details of shareholders holding more than 5% shares in the Company:

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d. Aggregate number of bonus shares issued, share issued for consideration other than cash and shares bought back during the period of five years, immediately preceding the reporting date:

	As at 31stMarch 2023	As at 31stMarch 2022
Equity Shares	Number of Shares	Number of Shares
Buy-back of Shares (FY 17-18)	50,00,000	50,00,000

223

Notes forming part of the consolidated financial statements

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e. Equity Shares reserved for issuance under Employee Stock Option Scheme /Plan: (refer Note 49c)
As at As at
31st March 31st March
2023 2022
Number of Number of
Shares Shares
Equity Shares of 1 each under Employee Stock Option Scheme-2012 34,200 34,200
Equity Shares of 1 each under Employee Stock Option Plan-2016 37,41,230 37,34,975
f. Shares held by promoters as defined in the Companies Act, 2013 at the end of the year
Promoters Name As at As at % change
31 [st] March 2023 31 [st] March 2022 during the
Number of % of Number of % of year
Shares held Holding Shares held Holding
Narendrakumar Kalyanji Parekh 5,42,73,688 10.68 5,42,73,688 10.68 0.00
Madhukar Balvantray Parekh 5,15,51,286 10.14 5,15,51,286 10.14 0.00
Ajay Balvantray Parekh 4,74,33,489 9.33 4,74,33,489 9.33 0.00
Mrudula Sushilkumar Parekh 4,05,25,693 7.97 4,05,25,693 7.97 0.00
Devkalyan Sales Private Ltd 2,62,24,280 5.16 2,62,24,280 5.16 0.00
Ishijas Chemicals Private Limited 2,49,62,038 4.91 2,49,62,038 4.91 0.00
Harton Private Limited 1,23,57,634 2.43 1,23,57,634 2.43 0.00
The Vacuum Forming Company Pvt Ltd 1,14,62,186 2.25 1,14,62,186 2.26 (0.01)
Pidichem Pvt Ltd 87,83,916 1.73 87,83,916 1.73 0.00
Prakash Shah (Trustee of SANMP Private Beneficiary Trust) 82,00,000 1.61 82,00,000 1.61 0.00
Kalpana Apurva Parekh 65,77,079 1.29 65,77,079 1.29 0.00
Mala Madhukar Parekh 64,98,618 1.28 64,98,618 1.28 0.00
Darshana Bimal Mody 57,41,535 1.13 57,41,535 1.13 0.00
Ami Ajay Parekh 55,50,120 1.09 55,50,120 1.09 0.00
Apurva Parekh (Trustee of NKP Family Trust) 40,00,000 0.79 40,00,000 0.79 0.00
Ishita Rajiv Amersey 36,00,000 0.71 36,00,000 0.71 0.00
Prakash Dharshibhai Shah (Trustee of I M Family Trust) 35,80,217 0.70 35,80,217 0.70 0.00
Jasna Raoul Thackersey 35,76,765 0.70 35,76,765 0.70 0.00
Harish Himatlal Parekh 33,13,443 0.65 33,13,443 0.65 0.00
Rashmikant Himatlal Parekh 32,47,570 0.64 32,47,570 0.64 0.00
Apurva Narendrakumar Parekh 30,76,918 0.61 30,76,918 0.61 0.00
Maithili Apurva Parekh 27,59,598 0.54 27,59,598 0.54 0.00
Neerav A Parekh 27,25,476 0.54 27,25,476 0.54 0.00
Amrita Ajay Parekh 19,47,130 0.38 19,47,130 0.38 0.00
Ajay Balvantray Parekh (Trustee of Ruchi India Trust) 19,11,480 0.38 19,47,480 0.38 0.00
Bharati Narendrakumar Parekh 17,72,323 0.35 17,72,323 0.35 0.00
Parkem Dyes & Chemicals Pvt Ltd 14,36,510 0.28 14,36,510 0.28 0.00
Parul Harish Parekh 14,20,074 0.28 14,20,074 0.28 0.00
Kalva Marketing And Services Ltd 13,82,628 0.27 13,82,628 0.27 0.00
Kamalini Rashmikant Parekh 11,06,055 0.22 11,06,055 0.22 0.00
Parekh Marketing Limited 8,56,700 0.17 8,56,700 0.17 0.00
Purvee Apurva Parekh 7,93,299 0.16 7,93,299 0.16 0.00
Harshada Harvadan Vakil 7,85,929 0.15 7,97,429 0.16 (0.01)
Panna Deepak Sanghavi 6,62,391 0.13 6,62,391 0.13 0.00
Trivenikalyan Trading Pvt Ltd 4,63,040 0.09 4,63,040 0.09 0.00
Malay Rashmikant Parekh 4,21,286 0.08 4,21,286 0.08 0.00
Anuja Ankur Shah 2,53,670 0.05 2,53,670 0.05 0.00
Jimeet D Sanghavi 1,00,000 0.02 1,00,000 0.02 0.00
Urvi Malay Parekh 50,663 0.01 50,663 0.01 0.00
Harvadan Manilal Vakil 41,430 0.01 41,430 0.01 0.00
Malay Rashmikant Parekh (Trustee of Anuja Family Trust) 25,000 0.00 25,000 0.00 0.00
Hetal Nandan Valia 19,334 0.00 - - Not Applicable
Lakshmi Bimal Shah 18,500 0.00 - - Not Applicable
Malay Rashmikant Parekh (Trustee of Malay Family Trust) 12,500 0.00 12,500 0.00 0.00
Isha Nandan Valia 4,000 0.00 - - Not Applicable
TOTAL 35,55,05,491 35,55,11,157
denoted percentage less than 0.01
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224

Notes forming part of the consolidated financial statements

( in crores)

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23 Other Equity
As at As at
31 [st] March 31 [st] March
2023 2022
Capital Reserve 0.34 0.34
Securities Premium 50.05 46.51
Capital Redemption Reserve 0.50 0.50
Cash Subsidy Reserve 0.95 0.95
Legal Reserve 0.29 0.27
State Investment Reserve 0.15 0.15
Share Options Outstanding Account 43.64 33.05
Foreign Currency Translation Reserve 22.23 7.11
General Reserve 1,335.38 1,335.38
Retained Earnings 5,707.92 4,928.62
TOTAL 7,161.45 6,352.88
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23.1 Capital Reserve

Capital Reserve represents excess of net assets acquired in past amalgamation. It is not available for the distribution to shareholders as dividend.

23.2 Securities Premium

Securities Premium is created when shares are issued at premium. The Group may issue fully paid-up bonus shares to its members out of the Securities Premium, and Group can use this reserve for buy-back of shares. This reserve is utilised in accordance with the provisions of the Companies Act, 2013.

23.3 Capital Redemption Reserve

The Group has recognised Capital Redemption Reserve on buy-back of equity shares from its General Reserve. The amount in Capital Redemption Reserve is equal to the nominal amount of equity shares bought back. The reserve can be utilised in accordance with the provisions of the Companies Act, 2013.

23.4 Cash Subsidy Reserve

Cash Subsidy Reserve represents subsidies received from state governments. It is not available for the distribution to shareholders as dividend.

23.5 Legal Reserve

According to Thai Civil and Commercial Code, Thai Subsidiary of a Company is required to set aside to a statutory reserve an amount equal to at least five percent of its net profit each time the Company pays out a dividend, until such reserve reaches ten percent of its registered share capital. The statutory reserve cannot be used for dividend payment. At present, the statutory reserve has fully been set aside.

23.6 State Investment Reserve

State Investment Reserve represents subsidies received by Hybrid Coatings (a subsidiary of the Company) from state government for capital investment. It is not available for the distribution to shareholders as dividend.

23.7 Share Options Outstanding Account

Share Options Outstanding Account relates to share options granted by the Company to its employees under its employee share option plan. Further information about share-based payments to employees is set out in Note 49.

23.8 Foreign Currency Translation Reserve

Foreign Currency Translation Reserve arises as a result of translating the financial statement items from the functional currency into the Group’s presentational currency i.e. Indian Rupee.

23.9 General Reserve

23.10 Retained Earnings

The amount that can be distributed by the Company as dividend to its equity shareholders is determined based on the separate financial statements of the Company and also considering requirements of the Companies Act, 2013.

225

Notes forming part of the consolidated financial statements

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( in crores)
24 Borrowings - Non-Current
As at As at
31 [st] March 31 [st] March
2023 2022
Unsecured- Term Loan from Bank (refer Note i) - 1.72
TOTAL - 1.72
i) Unsecured term loan from bank in previous year for an international subsidiary carried an interest rate of AWPLR - 0.50% p.a.
25 Borrowings - Current
As at As at
31 [st] March 31 [st] March
2023 2022
Secured- at amortised cost
1) Loans repayable on demand from banks
i) Working Capital Demand Loan 89.78 71.88
ii) Bank Overdraft 20.54 56.86
2) Amount due on factoring from NBFC 4.51 6.54
Unsecured - at amortised cost
1) Loans repayable on demand from banks
i) Working Capital Demand Loan 5.45 110.35
ii) Bank Overdraft 31.51 38.74
2) Short Term Loans from Banks - Buyer's Credit 11.47 -
3) Current maturities of non-current borrowings (refer Note 24) - 1.25
TOTAL 163.26 285.62
Secured
1) i) Secured working capital demand loan for domestic subsidiaries carries interest rate of 8.00% p.a. (8.00% p.a as at 31 [st] March 2022)
and for international subsidiaries at 2.88% to 3.12% p.a. + CDI, (2.88% to 5.52% p.a. + CDI, 14.88% p.a. as at 31 [st] March 2022). The
group working capital demand loan is secured by receivables, inventories, outstanding monies and other assets both present and
future, in a form and manner satisfactory to the bank, ranking pari passu with other participating banks.
ii) Secured bank overdraft for domestic subsidiaries carries interest rate of 8.70% p.a. (8.20% p.a. as at 31 [st] March 2022) and for
international subsidiaries at 10.42% p.a. (364 days T- Bill rate + 1.50% as at 31 [st] March 2022). It is secured by way of charge to
receivables, other assets and inventory.
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2) Secured amount due on factoring for domestic subsidiaries carries interest rate (including factoring cost) of 8.35% to 12.00% p.a. (6.80% to 13.00% p.a. as at 31[st] March 2022). It is secured by a charge against certain trade receivables.
Unsecured
1) i) Unsecured working capital demand loan for Domestic subsidiaries carries interest rate of relevant benchmark rate plus applicable spread p.a. and for international subsidiaries at 4.62% p.a. + CDI (T-bill - 4.00% p.a. for Domestic subsidiaries and 3.30% p.a. + CDI for International subsidiaries as at 31[st] March 2022).
ii) Unsecured bank overdraft for international subsidiaries carries interest rate of One month EIBOR & one month SOFR + 1.50% p.a. (EIBOR + 1.50% p.a. and AWPLR + 0.35% p.a as at 31[st] March 2022).

1)	i) ii)	Unsecured working capital demand loan for Domestic subsidiaries carries interest rate of relevant benchmark rate plus applicable spread p.a. and for international subsidiaries at 4.62% p.a. + CDI (T-bill - 4.00% p.a. for Domestic subsidiaries and 3.30% p.a. + CDI for International subsidiaries as at 31stMarch 2022). Unsecured bank overdraft for international subsidiaries carries interest rate of One month EIBOR & one month SOFR + 1.50% p.a. (EIBOR + 1.50% p.a. and AWPLR + 0.35% p.a as at 31stMarch 2022).	Unsecured working capital demand loan for Domestic subsidiaries carries interest rate of relevant benchmark rate plus applicable spread p.a. and for international subsidiaries at 4.62% p.a. + CDI (T-bill - 4.00% p.a. for Domestic subsidiaries and 3.30% p.a. + CDI for International subsidiaries as at 31stMarch 2022). Unsecured bank overdraft for international subsidiaries carries interest rate of One month EIBOR & one month SOFR + 1.50% p.a. (EIBOR + 1.50% p.a. and AWPLR + 0.35% p.a as at 31stMarch 2022).	Unsecured working capital demand loan for Domestic subsidiaries carries interest rate of relevant benchmark rate plus applicable spread p.a. and for international subsidiaries at 4.62% p.a. + CDI (T-bill - 4.00% p.a. for Domestic subsidiaries and 3.30% p.a. + CDI for International subsidiaries as at 31stMarch 2022). Unsecured bank overdraft for international subsidiaries carries interest rate of One month EIBOR & one month SOFR + 1.50% p.a. (EIBOR + 1.50% p.a. and AWPLR + 0.35% p.a as at 31stMarch 2022).
	iii)	Unsecured Buyer’s Credit carries interest rate of 8.50% p.a.
26	Trade Payables
			As at 31stMarch 2023	As at 31stMarch 2022
Trade Payables
i) Total outstanding dues of micro enterprises and small enterprises			76.56	89.50
ii) Total outstanding dues of creditors other than micro enterprises and small enterprises			987.03	959.79
TOTAL			1,063.59	1,049.29

226

Notes forming part of the consolidated financial statements

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( in crores)
Trade Payables ageing schedule
Not Due Less than 1-2 years 2-3 years More Than 3 TOTAL
1 year years
(i) Micro enterprises and small enterprises 75.65 0.91 - - - 76.56
(MSME)
(81.06) (8.44) (0.00) - (0.00) (89.50)
(ii) Others 668.11 87.56 9.86 1.59 1.35 768.47
(634.45) (112.87) (11.96) (2.07) (2.79) (764.14)
(iii) Disputed Dues - MSME - - - - - -
(-) (-) (-) (-) (-) (-)
(vi) Disputed Dues - Others - - - - - -
(-) (-) (-) (-) (-) (-)
(v) Unbilled Dues 218.56 - - - - 218.56
(195.65) (-) (-) (-) (-) (195.65)
962.32 88.47 9.86 1.59 1.35 1,063.59
TOTAL
(911.16) (121.31) (11.96) (2.07) (2.79) (1,049.29)
Figures in brackets () represents previous year
0.00 - Amount less than 50,000
27 Other Financial Liabilities - Non-Current
As at As at
31 [st] March 31 [st] March
2023 2022
Retention money payable 14.45 19.94
TOTAL 14.45 19.94
28 Other Financial Liabilities - Current
As at As at
31 [st] March 31 [st] March
2023 2022
Unclaimed Dividend 2.64 2.64
Amount payable towards BTA (refer Note 45) 2.87 3.31
Liability for purchase of investment 4.00 4.25
Payable on purchase of assets 4.08 2.33
Trade / Security Deposit received 197.35 156.05
Liabilities for expenses 672.32 569.32
Derivative liabilities towards foreign exchange forward contracts 0.60 0.67
Retention money payable 21.61 14.65
Employees related liabilities 32.59 27.10
TOTAL 938.06 780.32
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227

Notes forming part of the consolidated financial statements

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( in crores)
29 Provisions - Non-Current
As at As at
31 [st] March 31 [st] March
2023 2022
Provision for Employee Benefits
Gratuity (net) (refer Note 51) 11.86 5.86
Compensated Absences 60.97 53.27
Anniversary Awards 3.06 1.78
Premature Death Pension Scheme 2.37 2.13
Total Disability Pension Scheme 0.47 0.42
Other Retirement Benefits 1.34 6.94
Others (refer Note 55) 0.18 1.43
TOTAL 80.25 71.83
30 Provisions - Current
As at As at
31 [st] March 31 [st] March
2023 2022
Provision for Employee Benefits
Gratuity (net) (refer Note 51) 14.69 19.72
Compensated Absences 17.31 15.91
Anniversary Awards 0.53 0.31
Premature Death Pension Scheme 0.01 0.01
Total Disability Pension Scheme 0.08 0.07
Other Retirement Benefits - 2.86
Provision for warranty expenses (refer Note 55) 2.36 3.81
TOTAL 34.98 42.69
31 Other Current Liabilities
As at As at
31 [st] March 31 [st] March
2023 2022
Statutory remittances 84.78 93.18
Advance from customers 28.49 25.74
Other liabilities 1.92 2.00
TOTAL 115.19 120.92
32 Current Tax Liabilities (net)
As at As at
31 [st] March 31 [st] March
2023 2022
Provision for Tax (net of Advance Tax) 43.82 13.74
TOTAL 43.82 13.74
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228

Notes forming part of the consolidated financial statements

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( in crores)
33 Revenue from Operations
For the For the
year ended year ended
31 [st] March 31 [st] March
2023 2022
Revenue from Operations
Sale of Products 11,469.26 9,620.11
Sale of Services 282.36 259.86
TOTAL (A) 11,751.62 9,879.97
Other Operating Revenue
Scrap Sales 21.97 17.69
Export Incentives 13.26 13.91
GST Refund 6.49 2.94
Others 5.76 6.45
TOTAL (B) 47.48 40.99
TOTAL (A+B) 11,799.10 9,920.96
The Group disaggregated revenues from contracts with customers by customer type and by geography. The Group believes that this
disaggregation best depicts how the nature, amount, timing and uncertainty of its revenues and cash flows are affected by industry, market
and other economic factors. For geographywise and customerwise breakup of revenue, refer Note 48.
Further, the Group derives its revenue from the transfer of goods at a point in time for its major service lines. This is consistent with the
revenue information that is disclosed for each reportable segment under Ind AS 108 “Operating Segment”.
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*The Group disaggregated revenues from contracts with customers by customer type and by geography. The Group believes that this disaggregation best depicts how the nature, amount, timing and uncertainty of its revenues and cash fows are afected by industry, market and other economic factors. For geographywise and customerwise breakup of revenue, refer Note 48.	*The Group disaggregated revenues from contracts with customers by customer type and by geography. The Group believes that this disaggregation best depicts how the nature, amount, timing and uncertainty of its revenues and cash fows are afected by industry, market and other economic factors. For geographywise and customerwise breakup of revenue, refer Note 48.	*The Group disaggregated revenues from contracts with customers by customer type and by geography. The Group believes that this disaggregation best depicts how the nature, amount, timing and uncertainty of its revenues and cash fows are afected by industry, market and other economic factors. For geographywise and customerwise breakup of revenue, refer Note 48.
Further, the Group derives its revenue from the transfer of goods at a point in time for its major service lines. This is consistent with the revenue information that is disclosed for each reportable segment under Ind AS 108 “Operating Segment”.
Reconciliation of revenue recognised with the contracted price is as follows:
Contracted Price	For the year ended 31stMarch 2023 13,049.20	For the year ended 31stMarch 2022 10,799.35
Reduction towards variable consideration components* Revenue Recognised	(1,297.58) 11,751.62	(919.38) 9,879.97
*The reduction towards variable consideration includes discounts, rebates, incentives, promotional couponing and schemes.

34 Other Income

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For the For the
year ended year ended
31 [st] March 31 [st] March
2023 2022
Interest on:
Bank Deposit (at amortised cost) 2.81 4.01
Overdue Trade Receivables 0.86 0.18
Income Tax Refund 2.63 -
Others 1.33 0.39
Dividend on:
Investments in Preference Shares (at FVTPL) 1.21 1.22
Other Non-Operating Income:
Windmill Income 2.99 1.78
Insurance claim received 1.41 3.29
Liabilities no longer required written back 0.39 9.29
Rental Income from Leases 1.49 1.20
Net gain arising on financial assets designated as at FVTPL 18.89 11.93
Profit on Sale of Assets (net) 2.27 -
Miscellaneous Income 13.33 3.01
TOTAL 49.61 36.30
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229

Notes forming part of the consolidated financial statements

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( in crores)
35 Cost of Materials Consumed
For the For the
year ended year ended
31 [st] March 31 [st] March
2023 2022
Inventory at the beginning of the year 812.71 600.19
Add: Purchases 6,017.12 5,253.26
6,829.83 5,853.45
Less: Inventory at the end of the year 871.16 812.71
TOTAL 5,958.67 5,040.74
36 Change in Inventories of Finished Goods, Work-in-Progress and Stock-in-Trade
For the For the
year ended year ended
31 [st] March 31 [st] March
2023 2022
Inventories at the end of the year
Stock-in-Trade 237.36 197.91
Work-in-Progress 127.00 134.23
Finished Goods 569.29 539.79
Total (A) 933.65 871.93
Inventories at the beginning of the year
Stock-in-Trade 197.91 156.29
Work-in-Progress 134.23 94.98
Finished Goods 539.79 375.70
Total (B) 871.93 626.97
TOTAL (B-A) (61.72) (244.96)
37 Employee Benefits Expense
For the For the
year ended year ended
31 [st] March 31 [st] March
2023 2022
Salaries and Wages 1,116.60 987.38
Contribution to Provident and Other Funds (refer Note 51) 74.74 64.38
Share-based Payments to Employees (refer Note 49) 14.13 28.09
Staff Welfare Expenses 40.16 32.51
TOTAL 1,245.63 1,112.36
38 Finance Costs
For the For the
year ended year ended
31 [st] March 31 [st] March
2023 2022
Interest expense on:
Borrowings 24.20 25.28
Lease Liability (refer Note 54) 13.10 8.92
Dealer Deposits & others 10.34 7.88
TOTAL 47.64 42.08
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230

Notes forming part of the consolidated financial statements

( in crores)

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39 Depreciation and Amortisation Expense
For the For the
year ended year ended
31 [st] March 31 [st] March
2023 2022
Depreciation on Property, Plant and Equipment (refer Note 4) 177.67 164.22
Depreciation on Right of Use of Assets (refer Note 5 and Note 54) 52.53 40.35
Amortisation of Other Intangible Assets (refer Note 6) 39.54 35.04
TOTAL 269.74 239.61
40 Other Expenses
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For the For the
year ended year ended
31 [st] March 31 [st] March
2023 2022
Consumption of Stores and Spares 56.92 49.12
Clearing, Forwarding and Octroi Duty 428.33 388.38
Power and Fuel 91.35 83.07
Contract Labour 150.53 139.75
Water Charges 5.69 4.82
Rent (refer Note 54) 36.44 24.62
Rates and Taxes 16.85 9.26
Insurance 28.13 20.62
License Fees 1.92 1.45
Repairs:
Buildings 13.01 13.11
Machinery 27.54 26.01
Others 23.16 25.24
63.71 64.36
Directors' Fees 0.62 0.88
Advertisement and Publicity 280.28 195.75
Legal, Professional and Consultancy Fees 69.53 57.97
Communication Expenses 10.24 10.49
Printing and Stationery 6.26 4.89
Travelling and Conveyance Expenses 130.31 76.62
Bad Debts 1.43 6.87
Provision for Doubtful Debts 6.91 16.73
Processing and Packing Charges 115.48 102.76
Sales Commission 13.24 10.52
Payments to Auditor (refer Note a) 3.03 3.06
Donations 1.58 0.88
Commission To Non Executive Directors 2.22 2.00
Corporate Social Responsibility Expenses 31.73 27.35
Computer and Software Expenses 58.71 46.26
Loss on Fixed Assets Sold / Discarded (net) 1.72 9.12
Net Loss on Foreign Currency Transactions and Translation 34.23 21.74
Miscellaneous Expenses 162.31 137.79
TOTAL 1,809.70 1,517.13
a. Details of Payments to Auditors of Parent and Subsidiaries (net of taxes)
a) Auditor 2.37 2.35
b) Tax Matters 0.04 -
c) Other Services 0.60 0.69
d) Reimbursement of Expenses 0.02 0.02
TOTAL 3.03 3.06
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231

Notes forming part of the consolidated financial statements

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41 Associates and Joint Ventures
A. (i) Individually immaterial associates
The Group has interests in the following individually immaterial associates that are accounted for using the equity method:
Name of Associate Principal Place of Proportion
activity incorporation of ownership
and principal interest/
place of voting rights
business held by the
Group
Vinyl Chemicals (India) Limited Trading in chemicals India 40.64%
Aapkapainter Solutions Private Limited Painting and Waterproofing India 47.67%
Solutions
Kaarwan Eduventures Private Limited Architecture, Interior and India 28.88%
General Designing
Climacrew Private Limited Supply of seaweed and India 33.33%
seaweed products
Buildnext Construction Solutions Private Limited End to end home India 24.13%
(w.e.f. 21 [st] November 2022) construction
Finemake Technologies Private Limited Supplier of modular India 32.20%
(w.e.f. 1 [st] October 2022) furniture mostly for kitchen &
wardrobe, along with design
services
( in crores)
(ii) Financial information in respect of Associate
For the For the
year ended year ended
31 [st] March 31 [st] March
2023 2022
Aggregate carrying amount of individually immaterial associates 95.02 60.66
Aggregate amounts of the Group's share of profit (net) 6.64 11.88
Aggregate amounts of the Group's share of Other Comprehensive Income 0.01 -
Group's share of Total Comprehensive Income 6.65 11.88
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B.
Name of Joint Venture	Principal activity	Place of incorpora- tion and	Proportion of ownership interest/ voting rights held by the Group
		principal place of business	As at 31stMarch 2023	As at 31stMarch 2022
Plus Call Technical Services LLC (refer Note 7B and 56f)	Flooring, til- ing, painting, concrete work and related contracting activities	United Arab Emirates	-	40.00%
				( in crores)
(ii) Financial information in respect of Joint Venture
Particulars			For the year ended 31stMarch 2023	For the year ended 31stMarch 2022
Group's share of proft / (loss)			-	-
Group's share of Other Comprehensive Income			-	-
Group's share of Total Comprehensive Income			-	-

232

Notes forming part of the consolidated financial statements

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42 Entities having material non-controlling interests:
Name of subsidiaries Place of Proportion of
incorpora- ownership interests and
tion and voting rights held by
principal non-controlling interests
place of As at As at
business
31 [st] March 31 [st] March
2023 2022
Nina Percept Pvt Ltd India 25% 25%
ICA Pidilite Pvt Ltd India 50% 50%
Building Envelope Systems India Pvt Ltd India 40% 40%
Bamco Supply and Services Ltd Thailand 51% 51%
Pidilite Lanka (Pvt) Ltd Sri Lanka 24% 24%
Pidilite East Africa Ltd Kenya 45% 45%
Pidilite Grupo Puma Manufacturing Ltd India 50% 50%
Pidilite Litokol Pvt Ltd India 40% 40%
Tenax Pidilite India Pvt Ltd India 30% 30%
( in crores)
Name of subsidiaries Profit / (Loss) allocated to Other Comprehensive Accumulated
non-controlling interests Income non-controlling interest
As at As at As at As at As at As at
31 [st] March 31 [st] March 31 [st] March 31 [st] March 31 [st] March 31 [st] March
2023 2022 2023 2022 2023 2022
Nina Percept Pvt Ltd (1.92) (6.85) (0.02) (0.12) 21.06 23.00
ICA Pidilite Pvt Ltd 16.33 7.22 (0.11) (0.13) 132.22 118.32
Building Envelope Systems India Pvt Ltd 0.66 0.18 - - 9.96 9.30
Bamco Supply and Services Ltd 0.36 0.15 0.21 (0.08) 4.71 4.14
Pidilite Lanka (Pvt) Ltd 2.47 (1.18) 2.73 (1.25) 7.76 4.98
Pidilite East Africa Ltd (0.17) - 0.15 0.06 3.94 4.26
Pidilite Grupo Puma Manufacturing Ltd (2.66) (0.84) - - 20.57 10.20
Pidilite Litokol Pvt Ltd (0.07) (0.02) - - 17.94 9.86
Tenax Pidilite India Pvt Ltd 0.82 0.97 - - 13.73 12.91
Individually immaterial subsidiaries with (0.20) (0.43) 0.02 0.04 1.75 1.93
non-controlling interests
TOTAL 15.62 (0.80) 2.98 (1.48) 233.64 198.90
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( in crores)

43 Contingent Liabilities and Commitments

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As at As at
31 [st] March 31 [st] March
2023 2022
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	As at 31stMarch 2023	As at 31stMarch 2022
A) Contingent liabilities not provided for:
1. Claims against the Group not acknowledged as debts comprises of:
a) Income Tax demand against the Group not provided for and relating to issues of deduction and allowances in respect of which the Group is in appeal	139.06	91.34
b) Excise Duty and Service Tax claims disputed by the Group relating to issues of classifcations	57.94	52.11
c) Sales Tax (VAT, LBT, Entry Tax and GST) claims disputed by the Group relating to issues of declaration forms and classifcations	179.60	177.20
d) Other Matters (relating to disputed Electricity Duty, Gram Panchayat Tax, open access charges, etc.)	5.05	3.56
2. Guarantees given by Banks on behalf of the Group*	45.98	52.95
* Guarantees given are for business purpose.
B) Commitments:
a) Estimated amount of contracts, net of advances, remaining to be executed on Property, Plant and Equipment, investments and not provided for	215.70	135.78
b) For other commitments, refer Note 50 (E) (ii) Financial instruments and 54 Leases.

233

Notes forming part of the consolidated financial statements

( in crores)

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44 Research & Development Expenditure
For the year For the year
ended ended
31 [st] March 31 [st] March
2023 2022
Capital expenditure included in Property, Plant and Equipment 6.01 5.30
Revenue expenditure charged to the Consolidated Statement of Profit and Loss 76.31 65.24
TOTAL 82.32 70.54
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45 During the financial year 2015-16, pursuant to a Business Transfer Agreement (BTA) entered into by the company with Nina Concrete Systems Private Limited (NCSPL), the company acquired the waterproofing Business (the “Business”), including all its assumed assets and assumed liabilities, of NCSPL, a private limited company based in India (the “Seller”), as a going concern and on a slump sale basis for a lump-sum consideration, with effect from 17[th] April 2015.

The terms and conditions of the BTA included a total purchase consideration of 82.02 crores, out of which 79.15 crores was settled by the Company to the Seller as of 31[st] March 2023. A balance amount of 2.87 crores including Holdback Amount is payable by the Company to the Seller after settlement of the unrealised Net Working Capital.

An amount of the identified Net Working Capital, i.e. Receivables, Inventories, Retention Monies receivables, etc which was not fully realised by 15[th] April 2020, was to be deducted by the Company from the Holdback amount and the balance was to be paid to the seller or recovered from the seller. The settlement of which was to be completed by 31[st] October 2020, post verification of books of account.

Due to pandemic, the verification of books by Independent Audit firm got delayed. The report is now submitted by the Independent auditors and is under discussion. The same will be finalised in the Financial Year 2023-24.

46 Earnings Per Share (EPS)

The following reflects the Profit and Share data used in the Basic and Diluted EPS computations:

	For the year ended 31stMarch 2023	For the year ended 31stMarch 2022
Basic:
Proft attributable to shareholders of the Company ( in crores)	1,273.25	1,207.56

Weighted average number of equity shares in calculating basic EPS	50,83,00,950	50,81,64,425
Par value per share ( )	1.00	1.00
Earning per share (Basic) ( )	25.05	23.76

Diluted:
Proft attributable to shareholders of the Company ( .in crores)	1,273.25	1,207.56

Weighted average number of equity shares in calculating basic EPS	50,83,00,950	50,81,64,425
Add: Efect of Employee Stock Option Scheme / Plan	3,52,660	3,85,070
Weighted average number of equity shares in calculating diluted EPS	50,86,53,610	50,85,49,495

Par value per share ( )	1.00	1.00
Earning per share (Diluted) ( )	25.03	23.75

234

Notes forming part of the consolidated financial statements

47 Related Party Disclosures

Related Party Disclosures as required by Ind-AS 24, “Related Party Disclosures” are given below:

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(i) Relationships:
a. Vinyl Chemicals (India) Ltd Associate
b. Aapkapainter Solutions Private Limited {refer Note 56(a)} Associate
c. Kaarwan Eduventures Private Limited {refer Note 56(a)} Associate
d. Climacrew Private Limited {refer Note 56(a)} Associate
e. Buildnext Construction Solutions Pvt Ltd {refer Note 56(a)} Associate
f. Finemake Technologies Private Limited {refer Note 56(a)} Associate
g. Plus Call Technical Services LLC (upto 31 [st] October 2022) Joint Venture
h. Parekh Marketing Ltd Significant Influence of KMP
i. Pargro Investment Pvt Ltd Significant Influence of KMP
j. Kalva Marketing and Services Ltd Significant Influence of KMP
k. Dr. Fixit Institute of Structural Protection and Rehabilitation Significant Influence of KMP
(ii) Key Management Personnel (KMP):
a. Shri M B Parekh Executive Chairman
b. Shri N K Parekh Vice Chairman
c. Shri Bharat Puri Managing Director
d. Shri A B Parekh Whole Time Director
e. Shri A N Parekh Whole Time Director
f. Shri Sudhanshu Vats (w.e.f. 18 [th] May 2022) Deputy Managing Director
g. Shri Joseph Varghese (w.e.f. 9 [th] November 2022) Whole Time Director
h. Shri Sandeep Batra Chief Financial Officer (w.e.f. 1 [st] June 2022) &
Whole Time Director (w.e.f. 9 [th] November 2022)
i. Shri Debabrata Gupta (upto 9 [th] November 2022) Whole Time Director
j. Shri Bansi S. Mehta Non-Executive Independent Director
k. Shri Sanjeev Aga Non-Executive Independent Director
l. Shri Uday Chander Khanna Non-Executive Independent Director
m. Smt. Meera Shankar Non-Executive Independent Director
n. Shri Vinod Kumar Dasari Non-Executive Independent Director
o. Shri Piyush Pandey Non-Executive Independent Director
p. Shri Rajeev Vasudeva Non-Executive Independent Director
q. Shri Meher Pudumjee (w.e.f. 18 [th] May 2022) Non-Executive Independent Director
(iii) Close member of Key Management Personnel:
a. Smt Mala M Parekh Wife of Executive Chairman
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235

Notes forming part of the consolidated financial statements

( in crores)

47 (iv) Transactions with Related Parties for the year ended 31[st] March 2023 are as follows:

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Nature of Transaction For the year ended 31 [st] March 2023 For the year ended 31 [st] March 2022
Associate KMP / Significant TOTAL Associate KMP / Significant TOTAL
and Joint Influence of KMP / and Joint Influence of KMP /
Venture Close member of Venture Close member of
KMP KMP
a. Sales and Related Income
Parekh Marketing Ltd - 118.01 118.01 - 92.40 92.40
Sub-Total (a) - 118.01 118.01 - 92.40 92.40
b. Income from Services Rendered
Aapkapainter Solutions Private Limited 0.04 - 0.04 - - -
Sub-Total (b) 0.04 - 0.04 - - -
c. Dividend Received
Vinyl Chemicals (India) Ltd 7.45 - 7.45 2.80 - 2.80
Sub-Total (c) 7.45 - 7.45 2.80 - 2.80
d. Purchase of Goods
Vinyl Chemicals (India) Ltd 896.49 - 896.49 714.00 - 714.00
Sub-Total (d) 896.49 - 896.49 714.00 - 714.00
e. Rent Paid / (Received)
Smt Mala Parekh - 0.90 0.90 - 0.69 0.69
Parekh Marketing Ltd - 0.09 0.09 - 0.08 0.08
Pargro Investment Pvt Ltd - (0.08) (0.08) - (0.07) (0.07)
Sub-Total (e) - 0.91 0.91 - 0.70 0.70
f. Reimbursement of expenses made
Parekh Marketing Ltd - 0.03 0.03 - 0.03 0.03
Sub-Total (f) - 0.03 0.03 - 0.03 0.03
g. Expense for services received
Dr. Fixit Institute of Structural Protection - 0.46 0.46 - 0.11 0.11
and Rehabilitation
Finemake Technologies Pvt Ltd - 0.07 0.07 - - -
Sub-Total (g) - 0.53 0.53 - 0.11 0.11
h. Compensation of Key Management Personnel of the Company:
Remuneration / Commission to Directors:
i Short Term Employee benefits
- Shri M B Parekh - 3.90 3.90 - 3.86 3.86
- Shri Bharat Puri - 15.96 15.96 - 15.75 15.75
- Shri A B Parekh - 1.90 1.90 - 1.49 1.49
- Shri A N Parekh - 6.72 6.72 - 6.57 6.57
- Shri Debabrata Gupta - 1.36 1.36 - 2.52 2.52
- Shri Sudhanshu Vats - 8.89 8.89 - - -
- Shri Joseph Varghese - 1.09 1.09 - - -
- Shri Sandeep Batra - 3.64 3.64 - - -
Sub-Total - 43.46 43.46 - 30.19 30.19
ii Share-based payments
Shri Bharat Puri - - - - 26.58 26.58
Shri Debabrata Gupta - - - - 0.05 0.05
Sub-Total - - - - 26.63 26.63
ii Sitting Fees and Commission - 2.80 2.80 - 2.74 2.74
h. Dividend Paid - 111.23 111.23 - 100.90 100.90
i. Outstanding Balances: As at 31 [st] March 2023 As at 31 [st] March 2022
i Trade Receivables (net)
Parekh Marketing Ltd - 22.02 22.02 - 20.23 20.23
Sub-Total - 22.02 22.02 - 20.23 20.23
ii Trade Payables (net)
Vinyl Chemicals (India) Ltd 17.35 - 17.35 2.03 - 2.03
Finemake Technologies Pvt Ltd 0.01 - 0.01 - - -
Sub-Total 17.36 - 17.36 2.03 - 2.03
iii Loans & Advances
Aapkapainter Solutions Private Limited 2.04 - 2.04 - - -
Sub-Total 2.04 - 2.04 - - -
includes Remuneration as Deputy MD w.e.f. 18 [th] May 2022 amounting to 8.07 crores.
** includes Remuneration as Whole Time Director w.e.f. 9 [th] November 2022 amounting to 2.06 crores.
Share-based payments does not include stock options which will be subject to vesting conditions in accordance with the 2016 plan.
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236

Notes forming part of the consolidated financial statements

48 Segment information

Business Segment:

The Group operates in two business segments namely Consumer & Bazaar (C&B) and Business to Business (B2B). C&B segment covers sale of products mainly to end consumers which are retail users such as carpenters, painters, plumbers, mechanics, households, students, offices, etc. Sale consists of mainly adhesives, sealants, art and craft materials and construction and paint chemicals. B2B covers sale of products to end customers which are mainly large business users. This includes Industrial Products (IP) such as adhesives, synthetic resins, organic pigments, pigment preparations, construction chemicals (projects), surfactants, etc. and caters to various industries like packaging, textiles, paints, joineries, printing inks, paper, leather, etc. Others mainly includes sale of raw materials.

Operating Segment disclosures are consistent with the information provided to and reviewed by the Managing Director (Chief Operating Decision Maker).

( in crores)

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Business Segments Year 2022-23 Year 2021-22
Consumer Business to Others TOTAL Consumer Business to Others TOTAL
& Bazaar Business & Bazaar Business
Revenue
Segment Revenue 9,401.67 2,579.56 102.19 12,083.42 7,794.41 2,278.32 63.70 10,136.43
Less: Inter Segment Revenue (41.86) (242.46) - (284.32) (23.97) (191.50) - (215.47)
(at cost plus fixed margin)
Net Revenue 9,359.81 2,337.10 102.19 11,799.10 7,770.44 2,086.82 63.70 9,920.96
Revenue based on geography
India 10,243.58 8,458.50
Outside India 1,555.52 1,462.46
Segment result 2,054.82 234.21 5.67 2,294.70 1,933.70 152.70 (2.16) 2,084.24
Unallocable Expenses (563.93) (473.66)
Unallocable Income 24.63 27.60
Operating Income 1,755.40 1,638.18
Finance Cost (47.64) (42.08)
Interest / Dividend Income 8.84 5.80
Share of Profit of Associates/Joint Ventures 6.64 11.88
Profit Before Tax 1,723.24 1,613.78
Tax Expense (434.37) (407.02)
Profit for the year 1,288.87 1,206.76
Other Comprehensive Income 32.45 (22.11)
Total Comprehensive Income 1,321.32 1,184.65
Share of Non-Controlling Interest - Loss 18.60 (2.28)
Total Comprehensive Income attributable to 1,302.72 1,186.93
shareholders
The above includes :
Depreciation and Amortisation (allocable) 139.40 62.19 - 201.59 130.50 54.21 - 184.71
Depreciation and Amortisation (unallocable) 68.15 54.90
Capital Expenditure 349.74 90.45 - 440.19 206.13 161.78 - 367.91
(including Capital Work-In-Progress) (allocable)
Capital Expenditure (unallocable) 70.73 14.68
Capital Expenditure 510.92 382.59
India 505.18 372.13
Outside India 5.74 10.46
There is no transactions with single external customer which amounts to 10% or more of the Group’s revenue
Segment Assets & Liabilities As at 31 [st] March 2023 As at 31 [st] March 2022
Consumer Business to Others TOTAL Consumer Business to Others TOTAL
& Bazaar Business & Bazaar Business
Segment Assets 7,319.60 1,830.36 17.07 9,167.03 6,804.00 1,850.86 11.74 8,666.60
Unallocable Assets 1,357.99 849.02
Total Assets 10,525.02 9,515.62
Assets based on geography :
India 9,550.77 8,626.57
Outside India 974.25 889.05
Segment Liabilities 1,539.61 971.31 3.59 2,514.51 1,699.18 974.19 1.00 2,674.37
Unallocable Liabilities 564.59 238.64
Total liabilities 3,079.10 2,913.01
Other Information
Capital Employed 7,445.92 6,602.61
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237

Notes forming part of the consolidated financial statements

49 Employee Stock Option Scheme

a) Details of Employee Share Options

In the Annual General Meeting of the Company held on 24th July 2012, the shareholders approved the issue of 50,76,486 equity shares under the Scheme titled “Employee Stock Option Scheme 2012” (ESOS 2012). The Board approved Employees Stock Option Scheme covering 3,00,000 Stock options, in terms of the regulations of the Securities and Exchange Board of India. The ESOS 2012 allows the issue of options to Eligible employees of the Company. Each option comprises one underlying equity share. The exercise price of each option shall be 1/- per equity share. The options vest in the manner as specified in ESOS 2012. Options may be exercised within 5 years from the date of vesting.

ESOP 2016 covering grant of 45,00,000 options (including 2,50,000 Options to be granted to Eligible Employees/ Directors of the subsidiary Companies) was approved by the shareholders through Postal Ballot on 2[nd] April 2016. Each option comprises one underlying equity share. The exercise price shall be 1/- per option or such other higher price as may be fixed by the Board or Committee. Options to be granted under the Plan shall vest not earlier than one year but not later than a maximum of six years from the date of grant of such options. In the case of Eligible Employee who has not completed 3 years of employment as on date of the grant of Options then the Options which are due for vesting before completion of 3 years as above, shall vest as on the completion of 3 years of employment in the Company by the Employee concerned or as may be approved by the Nomination and Remuneration Committee. Vested Options will have to be exercised within 3 years from the date of respective vesting.

The following share based payment arrangements were in existence during the current & prior years:

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Option Series Number Grant date Vesting date Exercise price Fair value at
( ) grant date ( )
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Option Series	Number	Grant date	Vesting date	Exercise price ( )	Fair value at grant date ( )
1 Granted on 8thNovember 2017-ESOP 2016	28,750	08.11.2017	08.11.2018	1.00	734.15
	28,750	08.11.2017	08.11.2019	1.00	734.15
2 Granted on 11thApril 2018-ESOP 2016	4,150	11.04.2018	11.04.2019	1.00	976.94
	4,150	11.04.2018	11.04.2020	1.00	976.94
3 Granted on 30thOctober 2018-ESOP 2016	1,33,200	30.10.2018	30.10.2019	1.00	931.19
	1,33,200	30.10.2018	30.10.2020	1.00	931.19
	1,500	30.10.2018	30.10.2019	1.00	924.50
	1,500	30.10.2018	30.10.2020	1.00	924.50
	2,000	30.10.2018	30.10.2021	1.00	924.50
4 Granted on 23rdJanuary 2019-ESOP 2016	3,000	23.01.2019	23.01.2022	1.00	1,112.48
	3,000	23.01.2019	23.01.2023	1.00	1,112.48
	4,000	23.01.2019	23.01.2024	1.00	1,112.48
	1,500	23.01.2019	29.01.2021	1.00	1,127.85
	1,500	23.01.2019	29.01.2022	1.00	1,127.85
	1,500	23.01.2019	01.02.2021	1.00	1,127.85
	1,500	23.01.2019	01.02.2022	1.00	1,127.85
5 Granted on 13thMay 2019-ESOP 2016	2,500	13.05.2019	13.05.2020	1.00	1,124.69
6 Granted on 29thJanuary 2020-ESOP 2016	4,000	29.01.2020	31.01.2021	1.00	1,449.90
	500	29.01.2020	31.01.2021	1.00	1,444.56
	500	29.01.2020	31.01.2022	1.00	1,444.56
	2,500	29.01.2020	18.11.2022	1.00	1,433.92
	2,500	29.01.2020	18.11.2023	1.00	1,433.92
7 Granted on 5thAugust 2020-ESOP 2016	5,000	05.08.2020	05.08.2022	1.00	1,318.08
	5,000	05.08.2020	05.08.2023	1.00	1,318.08
	1,400	05.08.2020	05.08.2021	1.00	1,319.96
	1,050	05.08.2020	05.08.2022	1.00	1,319.96
	1,050	05.08.2020	05.08.2023	1.00	1,319.96

238

Notes forming part of the consolidated financial statements

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Option Series Number Grant date Vesting date Exercise price Fair value at
( ) grant date ( )
8 Granted on 4 [th] November 2020-ESOP 2016 15,245 04.11.2020 04.11.2021 1.00 1,536.91
15,245 04.11.2020 04.11.2022 1.00 1,536.91
1,17,500 04.11.2020 04.11.2021 1.00 1,536.91
1,17,500 04.11.2020 04.11.2022 1.00 1,536.91
9 Granted on 9 [th] October 2021-ESOP 2016 25,000 09.10.2021 13.10.2022 1.00 2,422.93
25,000 09.10.2021 13.10.2023 1.00 2,422.93
10 Granted on 9 [th] November 2021-ESOP 2016 2,775 09.11.2021 09.11.2023 1.00 2345.77
2,775 09.11.2021 09.11.2024 1.00 2345.77
3,700 09.11.2021 09.11.2025 1.00 2345.77
14,100 09.11.2021 09.11.2024 2,390.75 944.34
14,100 09.11.2021 09.11.2025 2,390.75 944.34
18,800 09.11.2021 09.11.2026 2,390.75 944.34
11 Granted on 24 [th] January 2022-ESOP 2016 1,000 24.01.2022 24.01.2024 1.00 2,667.05
1,000 24.01.2022 24.01.2025 1.00 2,667.05
12 Granted on 11 [th] March 2022-ESOP 2016 800 11.03.2022 11.03.2023 1.00 2,325.81
800 11.03.2022 11.03.2024 1.00 2,325.81
900 11.03.2022 11.03.2025 1.00 2,325.81
13 Granted on 18 [th] May 2022- ESOP 2016 165 18.05.2022 18.05.2024 1.00 2,142.47
165 18.05.2022 18.05.2025 1.00 2,142.47
14 Granted on 24 [th] Jan 2023- ESOP 2016 5,000 24.01.2023 01.06.2025 1.00 2,368.65
5,000 24.01.2023 01.06.2026 1.00 2,391.47
7,500 24.01.2023 01.06.2027 2,205.00 1,131.02
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b) Fair value of share options granted

Inputs into the model	Granted on 8th November 2017-ESOP 2016	Granted on 11thApril 2018-ESOP 2016	Granted on 30thOctober 2018-ESOP 2016	Granted o	n 23rdJanuary 2019-ESOP 2016	n 23rdJanuary 2019-ESOP 2016
Share price (on the date previous to grant date) 758.55		1,000.15	961.55	1,152.80	1,152.80	1,152.80
Exercise price 1.00		1.00	1.00	1.00	1.00	1.00
Date of vesting (1)	08.11.2018	11.04.2019	30.10.2019	23.01.2022	29.01.2021	01.02.2021
Dividend yield (%) 0.85		0.62	2.54	0.84	0.84	0.84
Option life (no. of years) 2.50		2.50	2.50	6.00	5.02	5.02
Risk free interest rate (%) 6.69		7.09	8.01	7.56	7.49	7.49
Expected volatility (%) 22.12		21.65	23.20	24.34	23.87	23.86
Date of vesting (2)	08.11.2019	11.04.2020	30.10.2020	23.01.2023	29.01.2022	01.02.2022
Dividend yield (%) 0.91		0.66	3.62	0.84	0.84	0.84
Option life (no. of years) 3.50		3.50	3.50	7.00	6.02	6.03
Risk free interest rate (%) 6.64		7.28	8.02	7.58	7.56	7.56
Expected volatility (%) 24.01		23.59	23.24	24.37	24.32	24.30
Date of vesting (3)	-	-	30.10.2021	23.01.2024	-	-
Dividend yield (%) -		-	4.82	0.84	-	-
Option life (no. of years) -		-	4.50	8.00	-	-
Risk free interest rate (%) -		-	8.15	7.65	-	-
Expected volatility (%) -		-	24.34	24.40	-	-

239

Notes forming part of the consolidated financial statements

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Inputs into the model Granted Granted on 29 [th] January 2020 Granted on 05 [th] August 2020
on 13 [th] May - ESOP 2016 - ESOP 2016
2019-ESOP
2016
Share price (on the date previous to 1,154.45 1,461.60 1,461.60 1,461.60 1,342.80 1,342.80
grant date)
Exercise price 1.00 1.00 1.00 1.00 1.00 1.00
Date of vesting (1) 13.05.2020 31.01.2021 18.11.2022 31.01.2021 05.08.2022 05.08.2021
Dividend yield (%) 0.84 0.74 0.74 0.74 0.72 0.72
Option life (no. of years) 2.50 4.01 5.80 4.01 5.00 4.00
Risk free interest rate (%) 7.03 6.15 6.39 6.15 5.13 4.89
Expected volatility (%) 23.06 23.69 24.49 23.69 25.39 22.94
Date of vesting (2) - - 18.11.2023 31.01.2022 05.08.2023 05.08.2022
Dividend yield (%) - - 0.74 0.74 0.72 0.72
Option life (no. of years) - - 6.80 5.01 6.00 5.00
Risk free interest rate (%) - - 6.43 6.39 5.62 5.13
Expected volatility (%) - - 24.56 23.76 25.95 25.39
Date of vesting (3) - - - - - 05.08.2023
Dividend yield (%) - - - - - 0.72
Option life (no. of years) - - - - - 6.00
Risk free interest rate (%) - - - - - 5.62
Expected volatility (%) - - - - - 25.95
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Expected volatility (%)	-	-	-	-	-	25.95

Inputs into the model	Granted on 04th November 2020-ESOP 2016	Granted on 09thOctober 2021-ESOP 2016	Granted on 09thNovember 2021- ESOP 2016		Granted on 24thJanuary 2022-ESOP 2016	Granted on 11thMarch 2022-ESOP 2016
Share price (on the date previous to grant date)	1,565.60	2,441.60	2,382.30	2,382.30	2,700.60	2,349.90
Exercise price	1.00	1.00	2,390.75	1.00	1.00	1.00
Date of vesting (1)	04.11.2021	13.10.2022	09.11.2024	09.11.2023	24.01.2024	11.03.2023
Dividend yield (%)	0.72	0.49	0.49	0.49	0.49	0.49
Option life (no. of years)	4.01	4.00	6.00	5.00	5.00	4.00
Risk free interest rate (%)	4.89	5.41	6.02	5.80	6.07	5.96
Expected volatility (%)	23.17	23.70	23.19	23.19	23.20	24.60
Date of vesting (2)	04.11.2022	13.10.2023	09.11.2025	09.11.2024	24.01.2025	11.03.2024
Dividend yield (%)	0.72	0.49	0.49	0.49	0.49	0.49
Option life (no. of years)	5.01	5.00	7.00	6.00	6.00	5.00
Risk free interest rate (%)	5.13	5.82	6.23	6.02	6.31	6.17
Expected volatility (%)	25.73	23.23	23.95	23.95	23.42	23.80
Date of vesting (3)	-	-	09.11.2026	09.11.2025	-	11.03.2025
Dividend yield (%)	-	-	0.49	0.49	-	0.49
Option life (no. of years)	-	-	8.00	7.00	-	6.00
Risk free interest rate (%)	-	-	6.25	6.23	-	6.47
Expected volatility (%)	-	-	23.90	23.90	-	23.62

240

Notes forming part of the consolidated financial statements

Inputs into the model	Granted on 18thMay 2022-ESOP 2016	Granted on 24thJanuary 2023 - ESOP 2016	Granted on 24thJanuary 2023 - ESOP 2016
Share price (on the date previous to grant date)	2,169.55	2,409.60	2,409.60
Exercise price	1.00	1.00	2,205.00
Date of vesting (1)	18.05.2024	01.06.2025	01.06.2027
Dividend yield (%)	0.49	0.56	0.56
Option life (no. of years)	5.00	5.36	7.36
Risk free interest rate (%)	7.15	7.22	7.38
Expected volatility (%)	24.20	24.06	23.42
Date of vesting (2)	18.05.2025	01.06.2026	-
Dividend yield (%)	0.49	0.56	-
Option life (no. of years)	6.00	6.36	-
Risk free interest rate (%)	7.19	7.32	-
Expected volatility (%)	23.85	23.76	-

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c) Movements in Share Options during the year
Particulars During the year ended During the year ended
31 [st] March 2023 31 [st] March 2022
Options Weighted Options Weighted
(No’s) average (No’s) average
exercise exercise
price per price per
option option
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Particulars	During the year ended 31stMarch 2023	During the year ended 31stMarch 2023	During the year ended 31stMarch 2022	During the year ended 31stMarch 2022
	Options (No’s)	Weighted average exercise price per option	Options (No’s)	Weighted average exercise price per option
Option outstanding at the beginning of the year
- ESOP 2016	3,84,740	1	4,19,540	1
Granted during the year
- ESOP 2016	17,830	928.09	1,10,750	1,015.16
Vested during the year - ESOP 2016	1,61,125	1	1,35,130	1
Exercised during the year - ESOP 2016	25,825	1	1,35,035	1
Lapsed during the year*
- ESOP 2016	24,085	1	10,515	1
Options outstanding at the end of the year
- ESOP 2016	3,52,660	1	3,84,740	1
Options available for grant
- ESOS 2012	34,200	1	34,200	1
- ESOP 2016	37,41,230	1	37,34,975	1
The weighted average share price at the date of exercise for stock options exercised during the year		2,342.26		2,461.08
Range of exercise price for options outstanding at the end of the year		1 - 2,390.75		1 - 2,390.75
* Lapsed due to termination of employment with the Company

Lapsed due to termination of employment with the Company

241

Notes forming part of the consolidated financial statements

50 Financial Instruments

(A) Capital Management

The Group manages its capital to ensure that the Group will be able to continue as going concern while maximising the returns to stakeholders through the optimum utilisation of the equity balance. The capital structure of the Group consists of equity and borrowings.

(B) Categories of Financial Instruments

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( in crores)
As at As at
31 [st] March 31 [st] March
2023 2022
Financial Assets
Measured at Fair Value Through Profit or Loss (FVTPL)
Investments in Mutual funds, Preference Shares, Debentures and Bonds 598.26 229.47
Derivative assets towards foreign exchange forward contracts 0.06 0.44
Measured at fair value through other comprehensive income (FVTOCI)
Investments in Equity Instruments, Preference Shares and Debentures 187.58 167.83
Measured at amortised cost
Investments in Promissory Notes - 0.65
Trade Receivables 1,535.27 1,430.54
Cash and Cash Equivalents 310.16 352.07
Other Bank balances 16.49 3.10
Loans 33.52 22.27
Other Financial Assets 154.10 150.02
Total Financial Assets 2,835.44 2,356.39
Financial liabilities
Measured at Fair Value Through Profit or Loss (FVTPL)
Derivative liabilities towards foreign exchange forward contracts 0.60 0.67
Measured at amortised cost
Borrowings 163.26 287.34
Trade Payables 1,063.59 1,049.29
Lease Liabilities 227.35 128.49
Other Financial liabilities 951.91 799.59
Total Financial Liabilities 2,406.71 2,265.38
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(C) Financial risk management objectives

The Group’s Treasury function provide services to the business, co-ordinates access to domestic and international financial markets, monitors and manages the financial risks relating to the operations of the Group through internal risk reports which analyse exposures by degree and magnitude of risks. These risks include market risk, credit risk and liquidity risk. The Group undertakes transactions denominated in foreign currencies; consequently, exposures to exchange rate fluctuations arise. Exchange rate exposures are managed within approved policy parameters utilising foreign exchange forward contracts. Compliance with policies and exposure limits is a part of Internal Financial Controls. The Group does not enter into or trade in financial instruments, including derivative financial instruments, for speculative purposes.

(D) Market risk

The Group’s activities expose it primarily to the financial risk of changes in foreign currency exchange rates (see Note E below). The Group enters into foreign exchange forward contracts to manage its exposure to foreign currency risk of net imports.

242

Notes forming part of the consolidated financial statements

(E) Foreign currency risk management

The carrying amounts of the Group’s foreign currency denominated monetary assets and monetary liabilities at the end of the reporting period are as follows.

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Foreign Currency Exposure Foreign Currency Exposure
(in FC) ( in crores)
31 [st] March 31 [st] March 31 [st] March 31 [st] March
2023 2022 2023 2022
Amounts recoverable / (advance) in foreign currency on account of the following:
EUR 11,71,830.37 8,97,400.36 10.49 7.58
USD 1,87,76,424.67 1,28,78,819.85 154.15 97.51
GBP 1,68,840.00 15,929.25 1.72 0.16
Amounts (payable) / advance in foreign currency on account of the following:
AED 2,64,462.44 2,88,560.60 0.59 0.59
AUD 1,820.00 29,820.00 0.01 0.17
CHF (9,347.80) (13,780.80) (0.08) (0.11)
EUR 17,97,299.41 15,25,661.40 16.09 12.89
GBP 1,90,429.40 (17,06,367.06) 1.94 (16.94)
JPY (60,00,000.00) (1,14,28,300.00) (0.37) (0.72)
SGD (3,04,090.88) - (1.88) -
USD (2,90,25,731.31) (4,11,90,526.05) (238.30) (311.85)
ZAR 64,255.58 64,255.58 0.03 0.03
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(i) Foreign currency sensitivity analysis

The Group is mainly exposed to the USD, EUR and GBP. The following table demonstrates the sensitivity to a 2% increase or decrease in the USD, EUR and GBP against INR with all other variables held constant. The sensitivity analysis is prepared on the net unhedged exposure of the Group as at the reporting date. 2% represents management assessment of reasonably possible changes in foreign exchange rates.

in foreign exchange rates.
	( in crores)
	USD impact
	For the year ended 31stMarch 2023	For the year ended 31stMarch 2022
Impact on proft or loss for the year (a)	(1.68)	(4.29)
	( in crores)
	EUR impact
	For the year ended 31stMarch 2023	For the year ended 31stMarch 2022
Impact on proft or loss for the year (b)	0.53	0.41

243

Notes forming part of the consolidated financial statements

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( in crores)
GBP impact
For the For the
year ended year ended
31 [st] March 31 [st] March
2023 2022
Impact on profit or loss for the year (c) 0.07 (0.34)
(a) This is mainly attributable to the exposure of outstanding USD receivables and payables at the end of the reporting period.
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(b) This is mainly attributable to the exposure of outstanding EUR receivables and payables at the end of the reporting period.

(c) This is mainly attributable to the exposure of outstanding GBP receivables and payables at the end of the reporting period.

In management’s opinion, the sensitivity analysis is unrepresentative of the inherent foreign exchange risk because the exposure at the end of the reporting period does not reflect the exposure during the year.

(ii) Foreign exchange forward contracts

It is the policy of the Group to enter into foreign exchange forward contracts to cover foreign currency payments (net of receipts) in USD, EUR, GBP and AUD. The Group enters in to contracts with terms upto 90 days. The Group’s philosophy does not permit any speculative calls on the currency. It is driven by conservatism which guides that we follow conventional wisdom by use of Forward contracts in respect of Trade transactions.

Regulatory Requirements: The Group will alter its hedge strategy in relation to the prevailing regulatory framework and guidelines that may be issued by RBI, FEDAI, ISDA or other regulatory bodies from time to time.

Mode of taking Cover: Based on the outstanding details of import payable and exports receivable (in weekly baskets) the net trade import exposure is arrived at (i.e. Imports – Exports = Net trade exposures). The Net trade import exposure arrived at is netted off with the outstanding forward cover as on date and with the surplus foreign currency balance available in EEFC A/Cs. Forward cover is obtained from bank for each of the aggregated exposures and the Trade deal is booked. The forward cover deals are all backed by actual trade underlines and settlement of these contracts on maturity are by actual delivery of the hedged currency for settling the underline hedged trade transaction.

The following table details the foreign exchange forward contracts outstanding at the end of the reporting period:

Outstanding contracts	Average exchange rates ( )	Average exchange rates ( )	Foreign Currency (Amount)	Foreign Currency (Amount)
	31stMarch 2023	31stMarch 2022	31stMarch 2023	31stMarch 2022
USD - Buy	82.65	76.07	2,32,38,224.00	3,23,26,444.10
	Nominal	Amounts	( in crores) Fair value assets / (liabilities)
Outstanding contracts
	31stMarch 2023	31stMarch 2022	31stMarch 2023	31stMarch 2022
USD - Buy	191.99	246.06	(0.60)	(0.16)

The line-items in the balance sheet that include the above hedging instruments are “Other financial assets” of 0.06 crores ( 0.44 crores as at 31[st] March 2022) and “Other financial liabilities” 0.60 crores ( 0.67 crores as at 31[st] March 2022) (refer Note 14 and 28 respectively).

At 31[st] March 2023, the aggregate amount of loss under foreign exchange forward contracts recognised in the Consolidated Statement of Profit and Loss is 0.44 crores (gain of 0.14 crores as at 31[st] March 2022).

(F) Credit risk management

Credit risk refers to risk that a counterparty will default on its contractual obligations resulting in financial loss to the Group. Credit risk arises primarily from financial assets such as trade receivables (refer Note 10), investment in mutual funds, derivative financial instruments, other balances with banks, loans and other receivables.

The Group has adopted a policy of only dealing with counterparties that have sufficiently high credit rating. The Group’s exposure and credit ratings of its counterparties are continuously monitored and the aggregate value of transactions is reasonably spread amongst the counterparties.

244

Notes forming part of the consolidated financial statements

(G) Liquidity risk management

Liquidity risk is the risk that the Group will encounter difficulty in raising funds to meet commitments associated with financial instruments that are settled by delivering cash or another financial asset. Liquidity risk may result from an inability to sell a financial asset quickly at close to its fair value.

The Group has an established liquidity risk management framework for managing its short term, medium term and long term funding and liquidity management requirements. The Group’s exposure to liquidity risk arises primarily from mismatches of the maturities of financial assets and liabilities. The Group manages the liquidity risk by maintaining adequate credit facilities in cash and cash equivalents. The Group also has adequate credit facilities agreed with banks to ensure that there is sufficient cash to meet all its normal operating commitments in a timely and cost-effective manner.

(i) Liquidity risk tables

The following tables detail the Group’s remaining contractual maturity for its derivative and non-derivative financial liabilities with agreed repayment periods. The tables have been drawn up based on the undiscounted cash flows of financial liabilities based on the earliest date on which the Group will be liable to pay.

					( in crores)
	Less than 1 year	1-5 years	More than 5 years	TOTAL	Carrying Amount
As at 31stMarch 2023
Non-interest bearing
- Trade Payables	1,063.59	-	-	1,063.59	1,063.59
- Other Financial Liabilities	740.11	14.45	-	754.56	754.56
	1,803.70	14.45	-	1,818.15	1,818.15
- Lease Liabilities (undiscounted)	62.72	168.67	24.13	255.52	227.35
Fixed interest rate instruments
- Trade / Security Deposit received	197.35	-	-	197.35	197.35
Variable interest rate instruments
- Borrowings	163.26	-	-	163.26	163.26
- Current Maturity of Term Loan	-	-	-	-	-
Derivative liabilities towards foreign exchange forward contracts	0.60	-	-	0.60	0.60
As at 31stMarch 2022
Non-interest bearing
- Trade Payables	1,049.29	-	-	1,049.29	1,049.29
- Other Financial Liabilities	623.60	19.94	-	643.54	643.54
	1,672.89	19.94	-	1,692.83	1,692.83
- Lease Liabilities (undiscounted)	40.21	90.24	32.64	163.09	128.49
Fixed interest rate instruments
- Trade / Security Deposit received	156.05	-	-	156.05	156.05
Variable interest rate instruments
- Borrowings	284.37	1.72	-	286.09	286.09
- Current Maturity of Term Loan	1.25	-	-	1.25	1.25
Derivative liabilities towards foreign exchange forward contracts	0.67	-	-	0.67	0.67

(H) Fair value measurements

This note provides information about how the Group determines fair values of various financial assets and financial liabilities.

245

Notes forming part of the consolidated financial statements

(i) Fair value of the Group’s financial assets and financial liabilities that are measured at fair value on a recurring basis.

Some of the Group’s financial assets and financial liabilities are measured at fair value at the end of each reporting period. The following table gives information about how the fair values of these financial assets and financial liabilities are determined (in particular, the valuation technique(s) and inputs used).

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Financial Assets / Financial Liabilities Fair value Fair value Valuation
hierarchy Technique(s)
As at As at and key input(s)
31 [st] March 31 [st] March
2023 2022
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Financial Assets / Financial Liabilities Fair value As at 31stMarch 2023 As at 31stMarch 2022	Financial Assets / Financial Liabilities Fair value As at 31stMarch 2023 As at 31stMarch 2022	Financial Assets / Financial Liabilities Fair value As at 31stMarch 2023 As at 31stMarch 2022	Fair value hierarchy	Valuation Technique(s) and key input(s)
		As at 31stMarch 2022
1 Investment in Mutual Funds, Preference Shares, Debentures and Bonds (FVTPL)	Various funds - aggregate fair value of 576.80 crores	Various funds - aggregate fair value of 217.84 crores	Level 1	Refer note i.
2 Derivative assets & liabilities towards foreign currency forward contracts and Alternative Investment Fund (FVTPL)	Assets - 0.06 crores Liabilities- 0.60 crores Investment funds - aggre- gate fair value of 21.05 crores	Assets - 0.44 crores Liabilities- 0.67 crores Investment funds - aggre- gate fair value of 11.64 crores	Level 2	Refer note ii.
3 Investment in Equity and Preference Shares (FVTOCI)	Aggregate fair value of 181.84 crores	Aggregate fair value of 166.32 crores	Level 3	Refer note iii.
4 Investment in Promissory Notes (amortised cost) and Debentures (FVTOCI)	Aggregate fair value of 6.14 crores	Aggregate fair value of 2.15 crores	Level 3	Refer note iii.
Notes:

i. Quoted bid prices in active market.

ii. Mark to market values acquired from banks/ financial institution, with whom the Group has contracts.

iii. If one or more of the significant inputs is not based on observable market data, the fair value is determined using generally accepted pricing models based on a discounted cash flow analysis, with the most significant inputs being the discount rate. Similarly, unquoted equity instruments where most recent information to measure fair value is insufficient, or if there is a wide range of possible fair value measurements, cost has been considered as best estimate of fair value.

There has been no change in the valuation methodology for Level 3 inputs during the year.

A one percentage point change in the unobservable inputs used in fair valuation of Level 3 assets and liabilities does not have a significant impact in its value.

(ii) Financial instruments measured at amortised cost

The carrying amount of financial assets and financial liabilities measured at amortised cost in the financial statements are a reasonable approximation of their fair values since the Group does not anticipate that the carrying amounts would be significantly different from the values that would eventually be received or settled.

246

Notes forming part of the consolidated financial statements

51 Employee Benefits

The Group has classified various employee benefits as under:

(A)	Defned Contribution Plans	Defned Contribution Plans
	(a)	Provident Fund
	(b)	Superannuation Fund
	(c)	State Defned Contribution Plans
		- Employers' Contribution to Employees' State Insurance
		- Employers' Contribution to Employees' Pension Scheme 1995
		- Labour Welfare Fund
	(d)	National Pension Scheme

The Provident Fund and the State Defined Contribution Plans are operated by the Regional Provident Fund Commissioner, the Superannuation Fund is administered by the LIC of India and National Pension Fund is administered by Pension Fund Regulatory and Development Authority (PFRDA), as applicable, for all eligible employees. Under the schemes, the Group is required to contribute a specified percentage of payroll cost to the retirement benefit schemes to fund the benefits. These funds are recognised by the Income Tax Authorities.

The Group has recognised the following amounts in the Consolidated Statement of Profit and Loss:

( in crores)

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For the year ended For the year ended
31 [st] March 2023 31 [st] March 2022
(i) Contribution to Provident Fund 41.75 36.11
(ii) Contribution to Employees' Superannuation Fund 0.66 0.80
(iii) Contribution to Employees' State Insurance Scheme & Labour Welfare Fund 0.22 0.29
(iv) Contribution to Employees' Pension Scheme 1995 11.19 9.91
(v) Contribution to National Pension Scheme 5.90 4.77
vi) Other Funds (International) 0.86 1.29
TOTAL 60.58 53.17
(B) Defined Benefit Plans
Gratuity
(C) Other Long-Term Benefits
(a) Compensated Absences
(b) Anniversary Awards
(c) Premature Death Pension Scheme
(d) Total Disability Pension Scheme
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Valuations in respect of above have been carried out by independent actuary, as at the balance sheet date, based on the following assumptions:

			Valuations as at	Valuations as at
			31stMarch 2023	31stMarch 2022
	(i)	Discount Rate (per annum)	7.31% - 25.00%	6.25% - 14.97%
	(ii)	Rate of increase in Compensation levels (per annum)	6.50% - 10%	6.50% - 10%
	(iii)	Expected Rate of Return on Assets	7.31% - 25.00%	6.91% - 14.97%
	(iv)	Attrition Rate	1.00% to 26.00%	1.00% to 26.00%
(v)		Retirement Age	60 years	60 years

(vi) The expected rate of return on plan assets is determined after considering several applicable factors such as the composition of the plan assets, investment strategy, market scenario,etc. In order to protect the capital and optimise returns within acceptable risk parameters, the plan assets are well diversified.

(vii) The discount rate is based on the prevailing market yields of Government of India securities as at the balance sheet date for the estimated term of the obligations.

(viii) The estimate of future salary increases considered, takes into account the inflation, seniority, promotion, increments and other relevant factors.

247

Notes forming part of the consolidated financial statements

Note on other risks:

1 Investment Risk - The funds are invested by LIC and they provide returns basis the prevalent bond yields, LIC on an annual basis requests for contributions to the fund, while the contribution requested may not be on the same interest rate as the bond yields provided, basis the past experience it is low risk.
2 Interest Risk – LIC does not provide market value of assets, rather maintains a running statement with interest rates declared annually – The fall in interest rate is not therefore offset by increase in value of Bonds, hence may pose a risk.
3 Longevity Risk – Since the gratuity payment happens at the retirement age of 58-60, longevity impact is very low at this age, hence this is a non-risk.
4 Salary Risk - The liability is calculated taking into account the salary increases, basis past experience of the Group’s actual salary increases with the assumptions used, they are in line, hence this risk is low risk.

( in crores)

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31 [st] March 2023 31 [st] March 2022
Gratuity Gratuity Gratuity Gratuity
Funded Unfunded Funded Unfunded
(i) Changes in Present value of Obligation
1 Present value of defined benefit obligation at the beginning of 127.30 6.46 106.72 5.06
the year
2 Previous period adjustments 1.82 6.29 (0.54) -
3 Current Service Cost 12.22 0.90 10.55 0.73
4 Interest Cost 8.36 0.38 6.67 0.30
5 Actuarial (Gains) / Loss arising from changes in:
- demographic assumption - (0.18) - (0.11)
- financial assumption (3.11) (0.12) (2.77) (0.13)
- experience adjustment 1.54 0.64 15.65 1.08
6 Benefits Paid (12.05) (0.57) (9.05) (0.31)
7 Foreign Currency Translation (0.56) 0.01 0.07 (0.16)
8 Present value of defined benefit obligation at the end of the year 135.52 13.81 127.30 6.46
(ii) Changes in Fair value of Plan Assets
1 Fair value of plan assets at the beginning of the year 108.18 - 102.89 -
2 Expected Return on Plan Assets 7.69 - 6.97 -
3 Actuarial Loss 0.73 - 0.78 -
4 Employer's Contributions 18.99 - 7.27 -
5 Benefits Paid (11.29) - (7.14) -
6 Benefits to be receivable from fund (0.84) - (2.66) -
7 Foreign Currency Translation (0.68) - 0.07 -
8 Fair value of plan assets at the end of the year 122.78 - 108.18 -
(iii) Net Benefit (Asset) / Liability
1 Defined benefit obligation 135.52 13.81 127.30 6.46
2 Fair value of plan assets 122.78 - 108.18 -
3 Net Benefit (Asset) / Liability 12.74 13.81 19.12 6.46
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248

Notes forming part of the consolidated financial statements

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( in crores)
31 [st] March 2023 31 [st] March 2022
Gratuity Gratuity Gratuity Gratuity
Funded Unfunded Funded Unfunded
(iv) Expenses recognised in the Consolidated Statement of Profit and Loss
1 Current Service Cost 12.22 0.90 10.55 0.73
2 Past Service Cost - (0.01) - (0.01)
3 Interest cost on benefit obligation (net) 0.67 0.38 (0.33) 0.27
4 Total Expenses recognised in the Consolidated Statement of 12.89 1.27 10.22 0.99
Profit and Loss
(v) Remeasurement Effects recognised in Other Comprehensive Income for the year
1 Actuarial (Gains) / Loss arising from changes in:
- demographic assumption - (0.18) - (0.11)
- financial assumption (3.11) (0.12) (2.77) (0.13)
- experience adjustment 1.48 0.64 15.59 1.08
2 Return on plan asset (0.64) - (0.78) -
3 Recognised in Other Comprehensive Income (2.27) 0.34 12.04 0.84
(vi) Actual return on plan assets 8.69 - 4.91 -
(vii) Sensitivity Analysis
Defined Benefit Obligation
Discount Rate
a Discount Rate - 100 basis points 144.88 7.19 135.73 6.89
b Discount Rate + 100 basis points 126.43 6.39 118.39 6.09
Salary Increase Rate
a Rate - 100 basis points 126.31 6.39 118.29 6.09
b Rate + 100 basis points 144.85 7.17 135.68 6.89
Note on Sensitivity Analysis
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1 Sensitivity analysis for each significant actuarial assumptions of the Group which are discount rate and salary assumptions as of the end of the reporting period, showing how the defined benefit obligation would have been affected by changes is called out in the table above.

2 The method used to calculate the liability in these scenarios is by keeping all the other parameters and the data same as in the base liability calculation except for the parameters to be stressed.

	1 Sensitivity analysis for each signifcant actuarial assumptions of the Group which are discount rate and salary assumptions as of the end of the reporting period, showing how the defned beneft obligation would have been afected by changes is called out in the table above. 2 The method used to calculate the liability in these scenarios is by keeping all the other parameters and the data same as in the base liability calculation except for the parameters to be stressed.	1 Sensitivity analysis for each signifcant actuarial assumptions of the Group which are discount rate and salary assumptions as of the end of the reporting period, showing how the defned beneft obligation would have been afected by changes is called out in the table above. 2 The method used to calculate the liability in these scenarios is by keeping all the other parameters and the data same as in the base liability calculation except for the parameters to be stressed.	1 Sensitivity analysis for each signifcant actuarial assumptions of the Group which are discount rate and salary assumptions as of the end of the reporting period, showing how the defned beneft obligation would have been afected by changes is called out in the table above. 2 The method used to calculate the liability in these scenarios is by keeping all the other parameters and the data same as in the base liability calculation except for the parameters to be stressed.	1 Sensitivity analysis for each signifcant actuarial assumptions of the Group which are discount rate and salary assumptions as of the end of the reporting period, showing how the defned beneft obligation would have been afected by changes is called out in the table above. 2 The method used to calculate the liability in these scenarios is by keeping all the other parameters and the data same as in the base liability calculation except for the parameters to be stressed.	1 Sensitivity analysis for each signifcant actuarial assumptions of the Group which are discount rate and salary assumptions as of the end of the reporting period, showing how the defned beneft obligation would have been afected by changes is called out in the table above. 2 The method used to calculate the liability in these scenarios is by keeping all the other parameters and the data same as in the base liability calculation except for the parameters to be stressed.
	3 There is no change in the method from the previous period and the points / percentage by which the assumptions are stressed are same to that in the previous year.
(viii)	Expected Future Cashfows Year 1	17.00	1.56	16.37	1.10
	Year 2	21.73	1.12	19.32	0.85
	Year 3	12.79	0.96	10.73	0.77
	Year 4	11.32	0.86	10.95	0.68
	Year 5	11.58	0.70	10.02	0.66
	Year 6 to 10	58.41	2.42	55.60	2.45

(ix)	Average Expected Future Working Life (yrs)	7.13	7.78	12.04	5.93

249

Notes forming part of the consolidated financial statements

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52 Subsidiaries
Details of the Group’s subsidiaries at the end of the reporting period are as follows:
Name of Subsidiary Place of Proportion of ownership
incorporation and interest and voting rights
operation held by the Group
As at As at
31 [st] March 2023 31 [st] March 2022
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Name of Subsidiary	Place of incorporation and operation	Proportion of ownership interest and voting rights held by the Group	Proportion of ownership interest and voting rights held by the Group
		As at 31stMarch 2023	As at 31stMarch 2022
a. Fevicol Company Ltd (Fevicol)	India	100.00%	100.00%
b. Bhimad Commercial Company Pvt Ltd (Bhimad)	India	100.00%	100.00%
c. Pidilite Ventures Private Limited (formerly known as Madhumala Ventures Pvt Ltd)	India	100.00%	100.00%
d. Pagel Concrete Technologies Pvt Ltd (PCTPL)	India	80.00%	80.00%
e. Building Envelope Systems India Ltd (BESI)	India	60.00%	60.00%
f. Nina Percept Private Limited	India	74.58%	74.58%
g. Hybrid Coatings (Hybrid)	India	60.00%	60.00%
h. Pidilite International Pte Ltd (PIPL)	Singapore	100.00%	100.00%
i. Pidilite Middle East Ltd (PMEL)	United Arab Emirates	100.00%	100.00%
j. Pulvitec do Brasil Industria e Comercio de Colas e Adesivos Ltda (Pulvitec)	Brazil	100.00%	100.00%
k. Pidilite USA Inc (PUSA)	USA	100.00%	100.00%
l. Pidilite MEA Chemicals LLC (Jupiter)*	United Arab Emirates	49.00%	49.00%
m. PT Pidilite Indonesia (PTPI)	Indonesia	100.00%	100.00%
n. Pidilite Speciality Chemicals Bangladesh Pvt Ltd (PSCB)	Bangladesh	100.00%	100.00%
o. Pidilite Innovation Centre Pte Ltd (PICPL)	Singapore	100.00%	100.00%
p. Pidilite Industries Egypt SAE (PIE)	Egypt	100.00%	100.00%
q. Pidilite Bamco Ltd (Bamco)	Thailand	100.00%	100.00%
r. Pidilite Chemical PLC (PCPLC)	Ethiopia	100.00%	100.00%
s. PIL Trading (Egypt) LLC (PTC)	Egypt	100.00%	100.00%
t. Pidilite Industries Trading (Shanghai) Co Ltd (Pidilite Shanghai)	China	100.00%	100.00%
u. Bamco Supply and Services Ltd (BSSL)*	Thailand	49.00%	49.00%
v. ICA Pidilite Pvt Ltd (ICA)*	India	50.00%	50.00%
w. Cipy Polyurethanes Pvt Ltd (refer Note 56c)	India	100.00%	100.00%
x. Pidilite Lanka (Pvt) Ltd (PLPL)	Sri Lanka	76.00%	76.00%
y. Nebula East Africa Pvt Ltd (Nebula)	Kenya	100.00%	100.00%
z. Nina Lanka Construction Technologies (Pvt) Ltd (Nina Lanka)**	Sri Lanka	72.70%	72.70%
aa. Pidilite Ventures LLC	USA	100.00%	100.00%
ab. Pidilite East Africa Limited	Kenya	55.00%	55.00%
ac. Pidilite Grupo Puma Pvt Ltd (PGPPL)*#	India	50.00%	50.00%
ad. Pidilite C-Techos Pvt Ltd#	India	60.00%	60.00%
ae. Pidilite Litokol Pvt Ltd	India	60.00%	60.00%
af. Pidilite Grupo Puma Manufacturing Ltd (PGPML)*	India	50.00%	50.00%
ag. Nina Percept (Bangladesh) Pvt Ltd***	Bangladesh	71.81%	71.81%
ah. Pidilite C-Techos Walling Ltd	India	60.00%	60.00%
ai. Tenax Pidilite India Pvt Ltd	India	70.00%	70.00%
aj. Pidilite Adhesives Pvt Ltd (refer Note 56c)	India	100.00%	100.00%
Pidilite MEA Chemicals LLC, BSSL, ICA, PGPPL, and PGPML are subsidiaries of the Group even though the Group has 49%, 49%, 50%, 50% and 50% ownership interest and voting rights in the subsidiaries respectively. However, based on the relevant facts and circumstances, control and management of these entities lie with the Group. The Group has the power to direct the relevant activities of these entities and therefore controls these entities. Nina Lanka Construction Technologies (Pvt) Ltd (Nina Lanka) is a 100% subsidiary of Nina Percept Private Limited and Pidilite Lanka (Pvt) Ltd ** Nina Percept (Bangladesh) Pvt Ltd (Nina Bangladesh) is a 100% subsidiary of Nina Percept Private Limited and Pidilite Speciality Chemicals Bangladesh Pvt Ltd (PSCB) # During the previous year, on completion of winding up procedures, Pidilite Grupo Puma Private Limited (w.e.f. 27thOctober 2021) and Pidilite C-Techos Private Limited (w.e.f. 1stFebruary 2022) were struck of by Registrar of Companies.

250

Notes forming part of the consolidated financial statements

( in crores)

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53 Taxes
1. Deferred Tax
As at As at
Particulars
31 [st] March 31 [st] March
2023 2022
Deferred Tax Assets (net) (20.15) (21.28)
Deferred Tax Liabilities (net) 398.15 398.45
TOTAL 378.00 377.17
a 2022-23
Deferred tax (assets) / liabilities in relation to:
Particulars Opening Recognised in Recognised Foreign Closing
Balance Profit or Loss in Other Currency Balance
Comprehensive Translation
Income
Property, Plant and Equipment & 450.83 (4.10) - 0.79 447.52
Intangible Assets
FVTPL financial assets 4.29 (3.03) 4.33 0.01 5.60
Other Provisions (9.31) - - (0.68) (9.99)
Allowance for Doubtful Debts (24.13) (0.83) - (0.21) (25.17)
Provision for Employee Benefits (19.82) (3.16) 0.48 - (22.50)
Share issue and buy-back costs (1.11) 1.11 - - -
Tax Losses (23.58) 6.21 - (0.09) (17.46)
TOTAL 377.17 (3.80) 4.81 (0.18) 378.00
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b 2021-22

Deferred tax (assets) / liabilities in relation to:

	Opening	Recognised in	Recognised	Foreign	Closing
	Balance	Proft or Loss	in Other	Currency	Balance
			Comprehensive	Translation
			Income
Property, Plant and Equipment &	446.04	5.41	-	(0.62)	450.83
Intangible Assets
FVTPL fnancial assets	6.82	(2.53)	-	-	4.29
Other Provisions	(7.99)	(1.39)	-	0.07	(9.31)
Allowance for Doubtful Debts	(20.18)	(3.91)	-	(0.04)	(24.13)
Provision for Employee Benefts	(16.33)	(0.26)	(3.23)	-	(19.82)
Share issue and buy-back costs	(1.78)	0.67	-	-	(1.11)
Tax Losses	(25.14)	1.09	-	0.47	(23.58)
TOTAL	381.44	(0.92)	(3.23)	(0.12)	377.17


2.	Income Taxes
a	Income Tax recognised in Consoldated Statement of Proft and Loss
Particulars			For the	For the
			year ended	year ended
			31stMarch	31stMarch
			2023	2022
Current Tax
	In respect of the current year		438.16	407.40
	In respect of prior years		0.01	0.54
	TOTAL		438.17	407.94
Deferred Tax
	In respect of the current year		(3.80)	(0.92)
Income tax expense recognised in the Consolidated Statement of		Proft and Loss	434.37	407.02

251

Notes forming part of the consolidated financial statements

( in crores)

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b The Income Tax expense for the year can be reconciled to the accounting profit as follows:
Particulars For the For the
year ended year ended
31 [st] March 31 [st] March
2023 2022
Profit before tax (after exceptional items) 1,716.60 1,601.90
Income Tax Rate (%) 25.17 25.17
Income Tax expense 432.03 403.17
Effect of income that is exempt from taxation (3.05) (1.90)
Effect of expenses that are not deductible in determining taxable profit 10.35 8.95
Effect of lower rate of tax (0.46) (0.72)
Effect of previously unrecognised and unused tax losses and deductible temporary 0.60 0.04
differences now recognised as deferred tax liabilities
Effect of subsidiary companies taxed at a different rate than the Parent Company 10.00 2.92
Effect of concessions (Deduction u/s 35(iv) for Capital Expenditure) (5.26) (1.31)
Others (9.85) (4.67)
TOTAL 434.36 406.48
Adjustments recognised in the current year in relation to the current tax of prior years 0.01 0.54
Income tax expense recognised in the Consolidated Statement of profit and Loss 434.37 407.02
The Tax rate used for the above reconciliation is the corporate tax rate of 25.17% (25.17% for the year ended 31 [st] March 2022) payable by
corporate entities in India on taxable profits under Indian Tax Law.
c Income Tax recognised in Other Comprehensive Income
For the For the
year ended year ended
31 [st] March 31 [st] March
2023 2022
Tax arising on income and expenses recognised in Other Comprehensive Income:
Re-measurement of Defined Benefit Obligation (4.81) 3.23
Income Tax recognised in Other Comprehensive Income (4.81) 3.23
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( in crores)

54	Lease	Lease
Impact of Ind AS 116 on the Consolidated Statement of Profit and Loss:
Particulars	For the year ended 31stMarch 2023	For the year ended 31stMarch 2022
Interest on lease liabilities (refer Note 38)	13.10	8.92
Depreciation of Right-of-use assets (refer Note 39)	52.53	40.35
Deferred tax (credit)	(3.43)	(0.64)
Impact on the Consolidated Statement of Proft and Loss for the year	62.20	48.63

Expenses related to short term lease incurred during the year (refer Note 40)	36.44	24.62

252

Notes forming part of the consolidated financial statements

55 Details of provisions

The Group has made provision for various contractual obligations and disputed liabilities based on its assessment of the amount it estimates to incur to meet such obligations, details of which are given below:

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Particulars Opening Additions Utilisation Foreign Closing
Balance Currency Balance
Translation
Provision for Warranty Expenses 3.81 0.60 (2.06) 0.01 2.36
(3.02) (4.43) ((3.85)) (0.21) (3.81)
Provision for Others 1.43 0.00 (1.23) (0.02) 0.18
(0.67) (0.99) - (( 0.23)) (1.43)
TOTAL 5.24 0.60 (3.29) (0.01) 2.54
(3.69) (5.42) ((3.85)) ((0.02)) (5.24)
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Figures in brackets () represents previous year

56 Other Information

a) Pidilite Ventures Private Limited (formerly known as Madhumala Ventures Pvt Ltd), a wholly owned subsidiary of the Company:
(i) invested an amount of 3.65 crores in current year in the Abeyaantrix Technology Private Limited. The company operates a software-enabled platform for construction contractors to manage documents, and record financial transactions, known by the name of Onsite.
(ii) invested an amount of 23.89 crores in current year in the Buildnext Construction Solutions Private Limited. The company is engaged in providing end to end home construction services.
(iii) invested an amount of 15.37 crores in previous year in the Aapkapainter Solutions Pvt Ltd (Aapkapainter). The company is engaged in providing painting and waterproofing solutions to retail consumer.
(iv) invested an amount of 1.50 crores in previous year in the Pepperfry Private Limited (formerly known as M/s. Trendsutra Platform Services) by subscription to Non Cumulative Compulsory Convertible Debentures / Compulsory Convertible Non-Cumulative Preference Shares. Pepperfry is an online furniture chain in India.
(v) invested an amount of 18.45 crores in previous year in the Homevista Décor & Furnishings Pvt Ltd (HomeLane) by subscription to Equity and Compulsory Convertible Cumulative Preference Shares. HomeLane is a fast growing home interiors company backed by strong tech-stack and presence in 7 cities with 16 experience centers in India.
(vi) invested an amount of 1.56 crores in previous year in the Constrobot Robotics Pvt Ltd by subscription to Equity Shares. The company is engaged in the business of research and development, designing, manufacturing, trading and dealing in robotic equipments etc.
(vii) invested an amount of 3.75 crores in previous year in the Kaarwan Eduventures Private Limited by subscription to Cumulative Compulsory Convertible Preference Shares. The company is engaged in the business of Architecture, Interior and General Designing etc.
(viii) invested an amount of 9.00 crores in current year ( 2.00 crores in previous year) in the Finemake Technologies Private Limited by subscription to Preference Shares. The company is engaged in business of providing interior designing services.
(ix) invested an amount of 0.49 crores in current year ( 10,000 in previous year) in the Climacrew Private Limited by subscription to Equity Shares.The company is engaged in business of supply of seaweed and seaweed products.
b) During the previous year, ICA Pidilite Pvt Ltd, subsidiary of the Company made buy back of shares from the Parent Company and other shareholder. Tax paid on such buy back is debited to Retained Earnings in Consolidated Financials.

253

Notes forming part of the consolidated financial statements

c) During the previous year, the Parent Company has filed two merger applications with National Company Law Tribunal (NCLT) with respect to merger of its wholly owned subsidiaries namely Pidilite Adhesives Pvt Ltd (PAPL). and Cipy Polyurethanes Pvt Ltd (CIPY). Consequent to the filing of NCLT orders approving the mergers with Registrar of Companies, mergers have become effective from Appointed date 1[st] April 2022. This being a common control transaction accordingly, no impact on the Consolidated Financial Statements.
d) During the current year, the Company has paid Dividend of 10.00 per equity share of 1 each for the financial year 2021-22.
e) Pidilite USA Inc, a wholly owned subsidiary of the Parent Company has decided to discontinue the operations of its Sargent Art Division, in a phased manner, over the next year. Revenue from operations and Profit / (Loss) before tax pertaining to Sargent Art Division for the year ended 31[st] March 2023 is 128.8 crores and ( 5.2 crores) respectively. The above does not constitute a material event to the Group.
f) During the current year, Plus Call Technical Services LLC, Joint Venture of the Group have been wound up on 31[st] October 2022.
57 Additional Regulatory Information Required By Schedule III To The Companies Act, 2013: a) Details of struck off companies with whom the Group has transaction during the year or outstanding balance as on Balance Sheet date:

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Name of Struck off Company Nature of As at As at
transactions with 31 [st] March 31 [st] March
struck-off Company 2023 2022
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Prarabdh Commercial India Private Limited	Receivable	0.62	-
Surface Care Technologist Private Limited#	Receivable	0.31	0.31
Afnity Cine Media Private Limited#	Payable	0.00*	-
Winsel Marketing Private Limited#	Payable	0.00*	-
Nespal Air Water Heater Private Limited#	Payable	0.05	-
Unickon Fincap Private Limited	Dividend	0.00*	-
Crystal Infowave Solutions Private Limit	Dividend	0.00*	-
* denotes amount less than 50,000 # there were no new transactions with these companies during the year

b) The Parent and Indian subsidiaries does not have any benami property held in its name. No proceedings have been initiated on or are pending against the Company for holding benami property under the Benami Transactions (Prohibition) Act, 1988 (45 of 1988) and Rules made thereunder.
c) The Parent and Indian subsidiaries has not been declared wilful defaulter by any bank or financial institution or other lender or government or any government authority.
d) The Parent and Indian subsidiaries has complied with the requirement with respect to number of layers as prescribed under Section 2(87) of the Companies Act, 2013 read with the Companies (Restriction on number of layers) Rules, 2017.
e) There is no income surrendered or disclosed as income during the year in tax assessments under the Income Tax Act, 1961 (such as search or survey), that has not been recorded in the books of account.
f) The Parent and Indian subsidiaries has not traded or invested in crypto currency or virtual currency during the year.
g) The Parent and Indian subsidiaries does not have any charges or satisfaction of charges which is yet to be registered with Registrar of Companies beyond the statutory period.
h) The Parent and its subsidiaries, associates and joint venture which are companies incorporated in India, whose financial statements have been audited under the Act, have not received any funds from any person(s) or entity(ies), including foreign entities (“Funding Parties”), with the understanding, whether recorded in writing or otherwise, that the Parent or any of such subsidiaries, associates and joint venture shall, directly or indirectly, lend or invest in other persons or entities identified in any manner whatsoever by or on behalf of the Funding Party (“Ultimate Beneficiaries”) or provide any guarantee, security or the like on behalf of the Ultimate Beneficiaries except as disclosed in Note 56(a).

Approval of financial statements

The consolidated financial statements are approved for issue by the Audit Committee and by the Board of Directors at their respective meetings held on 8[th] May 2023.

254

Notes forming part of the consolidated financial statements

59[Additional information as required by Paragraph 2 of the General Instructions for Preparation of Consolidated Financial Statements to ] Schedule III to the Companies Act, 2013

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( in crores)
Name of the entity Net assets, i.e., Total Share of Profit Share in Other Share in Total
Assets - Liabilities and Loss Comprehensive Income Comprehensive Income
As % of Amount As % of Amount As % of Amount As % of Amount
consolidated consoli- consolidated consolidated
net assets dated Other total
Profit and Comprehensive Comprehensive
Loss Income Income
Pidilite Industries Limited 82.24 6,123.80 91.86 1,184.02 434.61 141.01 100.28 1,325.03
Indian Subsidiaries
Bhimad Commercial Co Pvt Ltd 0.02 1.48 - 0.06 - - 0.00 0.06
Building Envelope Systems India Ltd 0.07 5.53 (1.22) (15.66) - - (1.19) (15.66)
Fevicol Company Ltd 0.00 0.29 - (0.01) - - (0.00) (0.01)
Hybrid Coatings 0.09 6.71 (0.80) (10.29) (0.03) (0.01) (0.78) (10.30)
Pidilite Ventures Private Limited 2.58 191.97 - 0.05 39.45 12.80 0.97 12.85
(formerly known as Madhumala Ventures
Pvt Ltd) (Madhumala)
Nina Percept Private Limited 1.48 110.42 3.53 45.48 (3.76) (1.22) 3.35 44.26
Pagel Concrete Technologies Pvt Ltd - 0.07 - - - - - -
ICA Pidilite Pvt Ltd 1.40 104.34 (4.26) (54.96) (0.31) (0.10) (4.17) (55.06)
Pidilite C-Techos Walling Ltd 0.02 1.14 (0.04) (0.46) - - (0.03) (0.46)
Pidilite Grupo Puma Manufacturing Ltd 0.33 24.80 (0.14) (1.79) - - (0.14) (1.79)
Pidilite Litokol Pvt Ltd 0.35 26.04 (0.25) (3.25) - - (0.25) (3.25)
Tenax Pidilite India Pvt Ltd 0.42 31.34 (2.51) (32.29) - - (2.44) (32.29)
Foreign Subsidiaries
Pidilite Bamco Ltd 0.69 51.07 0.44 5.61 5.71 1.85 0.56 7.46
Bamco Supply and Services Ltd 0.06 4.55 0.14 1.82 0.58 0.19 0.16 2.01
Pidilite MEA Chemicals LLC 0.87 65.10 6.67 85.96 16.71 5.42 6.92 91.38
Pidilite Chemical PLC (0.00) (0.00) - - (0.22) (0.07) (0.01) (0.07)
Pidilite Industries Egypt SAE 0.27 20.03 1.25 16.02 37.48 12.16 2.13 28.18
Pidilite Industries Trading (Shanghai) Co Ltd 0.00 0.25 (0.07) (0.96) 0.03 0.01 (0.07) (0.95)
Pidilite Innovation Centre Pte Ltd 0.14 10.11 (0.50) (6.38) 0.89 0.29 (0.46) (6.09)
Pidilite International Pte Ltd 0.41 30.45 (1.27) (16.40) (415.91) (134.94) (11.45) (151.34)
Pidilite Lanka (Pvt) Ltd 0.36 26.45 1.21 15.60 26.67 8.65 1.84 24.25
Pidilite Middle East Ltd 0.00 0.02 (0.01) (0.16) (29.57) (9.59) (0.74) (9.75)
Pidilite Speciality Chemicals Bangladesh 1.40 104.32 4.23 54.45 (13.69) (4.44) 3.78 50.01
Pvt Ltd
Pidilite USA Inc 1.54 114.60 (0.89) (11.53) (11.40) (3.70) (1.15) (15.23)
PIL Trading (Egypt) LLC 0.04 3.30 0.36 4.48 8.77 2.84 0.55 7.32
PT Pidilite Indonesia 0.04 2.74 (0.05) (0.65) (0.46) (0.15) (0.06) (0.80)
Pulvitec do Brasil Industria e Commercio 0.52 38.80 (0.02) (0.25) (3.85) (1.25) (0.11) (1.50)
de Colas e Adesivos Ltda
Nina Lanka Construction Technologies 0.01 0.64 0.06 0.79 (1.62) (0.52) 0.02 0.27
(Pvt) Ltd
Nebula East Africa Pvt Ltd 0.01 0.53 - - (0.03) (0.01) (0.00) (0.01)
Pidilite Ventures Ltd 0.13 9.48 - 0.02 0.22 0.07 0.01 0.09
Pidilite East Africa Limited 0.09 6.69 0.57 7.31 0.55 0.18 0.57 7.49
Nina Percept (Bangladesh) Pvt Ltd 0.00 0.21 - (0.02) - - (0.00) (0.02)
Non-Controlling Interest 3.14 233.64 1.21 15.62 9.18 2.98 1.41 18.60
Aapkapainter Solutions Pvt Ltd (Associate) 0.19 13.840 (0.28) (3.60) - - (0.27) (3.60)
Vinyl Chemicals (India) Ltd (Associate) 0.62 46.290 1.12 14.48 - - 1.10 14.48
Plus Call Technical Services LLC (Joint - - - - - - - -
Venture) (Refer Note 41A)
Kaarwan Eduventures Private Limited 0.05 3.55 (0.02) (0.20) - - (0.02) (0.20)
(Associate)
Climacrew Private Limited (Associate) 0.00 0.15 (0.03) (0.34) - - (0.03) (0.34)
Buildnext Construction Solutions Pvt Ltd 0.29 21.43 (0.19) (2.45) - - (0.19) (2.45)
(Associate)
Finemake Technologies Private Limited 0.13 9.75 (0.10) (1.25) - - (0.09) (1.25)
(Associate)
TOTAL 100.00 7,445.92 100.00 1,288.87 100.00 32.45 100.00 1,321.32
denotes amount less than 50,000
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255

Notes forming part of the consolidated financial statements

I N F O R M A T I O N O N S U B S I D I A R Y C O M P A N I E S

(Pursuant to first proviso to sub-section (3) of section 129 read with rule 5 of Companies (Accounts) Rules, 2014) in Form AOC-1

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( in crores)
Name of entity
Pidilite International 29.12.2004 31.03.2023 USD 82.17 230.78 (1.21) 229.67 0.10 - - 10.14 2.42 7.72 - 100.00%
Pte Ltd
Pidilite Middle East Ltd 18.05.2005 31.03.2023 AED 22.37 232.17 (112.83) 119.43 0.10 - - (0.16) - (0.16) - 100.00%
Pidilite MEA Chemicals 28.06.2005 31.03.2023 AED 22.37 0.67 (182.43) 149.42 331.17 - 178.58 3.99 - 3.99 - 49.00%
(LLC)
Pidilite Speciality Chemicals 29.12.2005 31.03.2023 Taka 0.77 27.17 71.61 139.79 41.01 - 187.99 11.41 4.45 6.96 - 100.00%
Bangladesh Pvt Ltd
Pidilite Bamco Ltd 27.02.2006 31.03.2023 Baht 2.40 8.41 15.76 32.47 8.30 - 52.04 8.45 1.56 6.89 - 100.00%
PT Pidilite Indonesia 01.03.2006 31.03.2023 IDR 0.01 6.83 (4.05) 2.80 0.03 - - 0.07 0.01 0.06 - 100.00%
Pidilite USA Inc 12.05.2006 31.03.2023 USD 82.17 121.45 (7.12) 123.97 9.63 - 128.77 (7.65) 1.96 (9.61) - 100.00%
Pidilite Innovation Center 20.12.2006 31.03.2023 SGD 61.81 6.15 5.41 17.72 6.16 - 5.30 1.91 0.03 1.88 - 100.00%
Pte Ltd
Pidilite Industries Egypt 18.10.2007 31.03.2023 EGP 2.66 29.29 (15.28) 28.42 14.41 - 45.15 (6.80) 0.17 (6.97) - 100.00%
- SAE
Pulvitec do Brasil Industria 10.05.2005 31.03.2023 BRL 16.13 119.84 (81.06) 87.55 48.77 - 129.20 (0.33) - (0.33) - 100.00%
e Comercio de Colas e
Adesivos Ltda
Bamco Supply and 22.04.2008 31.03.2023 Baht 2.40 0.24 9.00 9.89 0.65 - 7.73 0.85 0.14 0.71 - 49.00%
Services Limited
PIL Trading (Egypt) LLC 27.07.2009 31.03.2023 EGP 2.66 1.44 (3.41) 5.66 7.62 - 8.12 (0.44) (0.02) (0.42) - 100.00%
Pidilite Industries Trading 22.11.2010 31.03.2023 RMB 11.95 1.15 0.73 1.98 0.10 - 1.07 0.33 - 0.33 - 100.00%
(Shanghai) Co Ltd
Pidilite Chemical PLC 10.12.2014 31.03.2023 Birr 1.52 2.71 (2.72) 0.03 0.04 - - - - - - 100.00%
Pidlite Ventures LLC 08.08.2018 31.03.2023 USD 82.17 8.63 0.85 9.49 0.01 6.72 - 0.02 - 0.02 - 100.00%
Nebula East Africa Pvt Ltd 09.09.2015 31.03.2023 KES 0.62 0.31 0.20 1.44 0.94 - 1.68 (0.04) - (0.04) - 100.00%
Pidilite Lanka (Pvt) Ltd 07.08.2015 31.03.2023 LKR 0.25 22.00 10.21 44.41 12.21 - 57.92 13.25 2.97 10.28 - 76.00%
Nina Lanka Construction 20.02.2017 31.03.2023 LKR 0.25 0.40 0.42 2.30 1.48 - 1.83 0.63 0.12 0.52 - 72.70%
Technologies (Pvt) Limited
Pidilite East Africa Limited 12.02.2019 31.03.2023 KES 0.62 10.79 (2.01) 16.17 7.39 - 28.98 (0.34) 0.04 (0.37) - 55.00%
Nina Percept (Bangladesh) 29.01.2020 31.03.2023 Taka 0.77 0.34 (0.04) 0.33 0.03 - - (0.02) - (0.02) - 71.81%
Pvt Ltd
Fevicol Company Limited 28.07.1979 31.03.2023 INR - 0.27 2.05 2.32 - 0.28 - 0.04 0.01 0.03 - 100.00%
Pidilite Ventures Private 01.06.1989 31.03.2023 INR - 0.28 240.42 245.02 4.33 240.91 - 0.08 0.03 0.05 - 100.00%
Limited (formerly known
as Madhumala Ventures
Pvt Ltd)
Bhimad Commercial 01.06.1989 31.03.2023 INR - 0.01 1.47 1.51 0.03 - - 0.09 0.03 0.06 - 100.00%
Company Pvt Ltd
Pagel Concrete 24.01.2007 31.03.2023 INR - 0.10 (0.43) - 0.33 - - - - - - 80.00%
Technologies Pvt Ltd
Building Envelope Systems 07.09.2012 31.03.2023 INR - 8.35 16.56 25.77 0.86 - 18.31 2.49 0.84 1.65 - 60.00%
India Ltd
Nina Percept Private 30.03.2015 31.03.2023 INR - 1.18 81.69 321.45 238.58 - 288.00 (10.31) (2.77) (7.54) - 74.58%
Limited
ICA Pidilite Pvt Ltd 20.11.2015 31.03.2023 INR - 6.66 257.77 371.54 107.11 - 351.79 43.67 11.01 32.67 - 50.00%
Pidilite C-Techos Walling Ltd 05.03.2020 31.03.2023 INR - 1.82 (0.78) 1.94 0.91 - 0.47 (0.83) - (0.83) - 60.00%
Pidilite Litokol Pvt Ltd 07.10.2019 31.03.2023 INR - 2.60 42.25 48.26 3.40 - 3.49 (0.21) (0.04) (0.18) - 60.00%
Pidilite Grupo Puma 13.01.2020 31.03.2023 INR - 1.84 39.33 57.38 16.21 - - (5.29) 0.03 (5.32) - 50.00%
Manufacturing Ltd
Tenax Pidilite India Private 28.05.2020 31.03.2023 INR - 0.60 45.18 58.39 12.62 - 35.53 3.56 0.84 2.72 - 70.00%
Limited
% of holding and voting power either directly or indirectly through subsidiary as at 31 [st] March 2023.
Name of Subsidiaries which have been liquidated, merged or sold during the year: Pidilite Adhesives Pvt Ltd (PAPL) and Cipy Polyurethanes Pvt Ltd (CIPY) (Refer Note 56c).
Date of acquisition / incorporation of subsidiary Reporting period (FY) Reporting Currency Exchange Rates as at year end Share Capital (includes Share application Money) Reserves & Surplus Total Assets Total Liabilities Investments (except in case of subsidiaries) Turnover Profit / (Loss) Before Taxation Provision For Tax (including Deferred Tax) Profit / (Loss) After Taxation Proposed Dividend % of shareholding
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256

Notes forming part of the consolidated financial statements

I N F O R M A T I O N O N A S S O C I A T E S

(Statement pursuant to Section 129 (3) of the Companies Act, 2013 related to Associate Companies)

( in crores)

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Name of Associates Vinyl Aapkapainter Kaarwan
Chemicals Solutions Private Eduventures
(India) Ltd Limited Private Limited
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Name of Associates	Name of Associates	Name of Associates	Vinyl Chemicals (India) Ltd	Aapkapainter Solutions Private Limited	Kaarwan Eduventures Private Limited
1	Latest audited Balance Sheet Date		31stMarch 2023	31stMarch 2023	31stMarch 2023
2	Share of Associate held by the Company at the year end
		Number	74,51,540	8,380	406
		Amount of Investment in Associate	1.18	20.37	3.75
		Extent of Holding %	40.64%	47.67%	28.88%
3	Description of how there is signifcant infuence		Associate	Associate	Associate
4	Reason why Associate is not consolidated		refer Note 2.5	refer Note 2.5	refer Note 2.5
5	Networth attributable to Shareholding as per latest audited Balance Sheet		46.05	17.22	0.89
6	Proft / (Loss) for the year
	(i)	Considered in Consolidation	14.48	(3.59)	(0.20)
	(ii)	Not Considered in Consolidation	21.17	(3.94)	(0.69)

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( in crores)
Name of Associates Climacrew Buildnext Finemake
Private Limited Construction Technologies
Solutions Pvt Ltd Private Limited
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Name of Associates	Name of Associates	Name of Associates	Climacrew Private Limited	Buildnext Construction Solutions Pvt Ltd	Finemake Technologies Private Limited
1	Latest audited Balance Sheet Date		31stMarch 2023	31stMarch 2023	31stMarch 2023
2	Share of Associate held by the Company at the year end
		Number	4,94,900	50,474	5,483
		Amount of Investment in Associate	0.49	23.89	11.00
		Extent of Holding %	33.33%	24.13%	32.20%
3	Description of how there is signifcant infuence		Associate	Associate	Associate
4	Reason why Associate is not consolidated		refer Note 2.5	refer Note 2.5	refer Note 2.5
5	Networth attributable to Shareholding as per latest audited Balance Sheet		0.00*	15.51	2.27
6	Proft / (Loss) for the year
	(i)	Considered in Consolidation	(0.34)	(2.45)	(1.25)
	(ii)	Not Considered in Consolidation	(0.69)	(7.71)	(2.62)
	* denotes amount less than 50,000

FOR AND ON BEHALF OF THE BOARD OF DIRECTORS

BHARAT PURI

Managing Director DIN:02173566

M B PAREKH MANISHA SHETTY

Executive Chairman Company Secretary DIN:00180955

SANDEEP BATRA

Director Finance & Chief Financial Officer DIN:00871843

Place: Mumbai Date : 8[th] May 2023

257

N O T E S

258

N O T E S

259

N O T E S

260

261

Pidilite Industries Limited Registered Office: Regent Chambers, 7[th] Floor, Jamnalal Bajaj Marg, 208 Nariman Point, Mumbai 400 021.

www.pidilite.com

AI assistant

Pidilite Industries Ltd. — AGM Information 2023

61002_rns_2023-07-14_3655f9fb-209d-42ab-b256-950771231988.pdf

Sub: Notice of 54[th] Annual General Meeting and Annual Report

For Pidilite Industries Limited

Pidilite Industries Limited

NOTICE

ORDINARY BUSINESS:

SPECIAL BUSINESS:

BY ORDER OF THE BOARD OF DIRECTORS

Notes:

21. Voting through electronic means

THE INSTRUCTIONS FOR MEMBERS FOR e-VOTING ON THE DAY OF THE AGM ARE AS UNDER:-

General Guidelines for shareholders

INSTRUCTIONS FOR MEMBERS FOR ATTENDING THE AGM THROUGH VC/OAVM ARE AS UNDER:

Explanatory Statement

Item No. 5

Item No. 6

A. Basic Salary:

B. Special Allowance:

C. Perquisites/ Benefits/ Allowances:

Item No. 7

A. Salary:

B. Commission:

C. Special Allowance:

D. Perquisites/Benefits/ Allowances:

Item No. 8

Item No. 9

BY ORDER OF THE BOARD OF DIRECTORS

Additional information on Directors seeking election at the Annual General Meeting

GIVING BACK

M B Parekh

Changing Lives, One Act at a Time

Turning over a new leaf

Natural Farming initiative at Mota Khuntavada

3,500[+] 18,000[+]

Dare to Dream

Runaway River

132[METERS]

Ashok Humbal

The Plumber and Problem Solver

Three Life-saving Days

C O N T E N T S

Corporate Office

Registered Office

Registrar & Transfer Agent

Company Secretary

Chief Financial Officer

Internal Auditors

Auditors

Solicitors & Advocates

Bankers

Board of Directors

M B Parekh

A B Parekh

Sudhanshu Vats

B S Mehta

Vinod Dasari

Rajeev Vasudeva

Meher Pudumjee

Marketing Campaigns

Fevicol

Araldite

Fevicol

ICA Pidilite

WD-40

M-seal

Dr. Fixit

M-Seal

Pulvitec

(STANDALONE)

Profit & Loss Metrices

Balance Sheet Metrices

(STANDALONE)

Current Ratio

PBIT & Interest Cover

PBT & PBT As % To Net Sales

Debt Equity Ratio

Value Addition To Business Through Reserves

Financial Review

Pidilite Industries Ltd. AGM Information 2023