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Manjushree Annual Report 2023

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203 views170 pages

Manjushree Annual Report 2023

Uploaded by

Sairam
Copyright
© © All Rights Reserved
We take content rights seriously. If you suspect this is your content, claim it here.
Available Formats
Download as PDF, TXT or read online on Scribd

Annual Report - 2023

BOARD OF DIRECTORS CONTENTS


Ashok Sudan Chairman Independent Director 1. Board’s Report ...................................................... 04
Thimmaiah NP Managing Director and CEO
2. Declaration from Independent Directors
Shweta Jalan Director
(Annexure I) .......................................................... 16
Pankaj Patwari Director
Manu Anand Director 3. Forum AOC-I (Annexure II) ................................. 17
Jayesh Merchant Independent Director 4. Secretarial Audit Report(Annexure III) ................ 19
Rajesh Kumar Ram Chief Financial Officer 5. Remuneration to Employees other than
Rasmi Ranjan Naik Company Secretary director’s and KMP (Annexure IV) ...................... 23
AUDITORS 6. Corporate Social Responsibility
M/s Deloitte Haskins & Sells (Annexure V) ........................................................ 24
Chartered Accountants, 19th Floor, 46, Prestige Trade Towers,
7. Form AOC-2 (Annexure VI) ................................. 28
Palace Road, High Grounds, Bengaluru - 560 001
SECRETARIAL AUDITOR 8. Standalone Independent Auditor’s Report .......... 29
Mr. Vijayakrishna K T 9. Standalone Annexure to the Auditor’s Report ... 33
496/4, 2nd Floor, 10th Cross Sadashivanagar, Bangalore-560 080 10. a) Standalone Balance Sheet ............................. 40
Cost Auditor b) Standalone Statement of Profit and Loss ..... 41
G S & Associates, Cost Accountants, c) Standalone Cash Flow Statement ................. 43
# 207, Bindu Galaxy, No. 2, 1st Main, Chord Road, d) Notes Forming part of Balance Sheet
Industrial Town, Rajajinagar, Bengalruru - 560 044 and Statement Profit and Loss ...................... 45
CONSORTIUM BANKERS e) Notes and other explanatory information ...... 79
State Bank of India, Industrial Finance Branch,
11. Consolidated Independent Auditor’s Report ....... 92
# 61, Residency Plaza, Residency Road, Bangalore-560 025
12. Consolidated Annexure to the Auditor’s Report . 97
ICICI Bank Limited,
# 1, Ground Floor, Commissariat Road, Bengaluru-560 025 13. a) Consolidated Balance Sheet .......................... 99
HDFC Bank Limited, # 8/24, 4th Floor, Salco Centre, b) Consolidated Statement of Profit and Loss .. 100
Richmond Road, Bengaluru-560025 c) Consolidated Cash Flow Statement ............... 102
REGISTRAR & SHARE TRANSFER AGENTS d) Notes Forming part of Balance Sheet
Integrated Registry Management Services Private Limited and Statement Profit and Loss ...................... 104
(formerly known as Integrated Enterprises (India) Limited) e) Notes and other explanatory information ...... 137
# 30, Ramana Residency, 4th Cross Sampige Road, 14. Consolidated Audited Profit & Loss Analysis
Malleswaram, Bangalore-560 003 for Last Ten Years ................................................ 152
Tel: (080) 2346 0815 / 818 fax: (080) 2346 0819
15. Consolidated Audited Balance Sheet Analysis
Email: irg@[Link]
for Last Ten Years ................................................ 153
REGISTERED OFFICE
16. Notice of the Annual General Meeting ............... 154
“MBH Tech Park”, 2nd Floor, Survey No. 46(P) and 47(P),
Begur Hobli, Electronic City Phase-II, Bangalore 560100, Karnataka 17. Sustainability and Climate Change ..................... 167

WORKS AT
Plants of Manjushree Technopack Limited
# 60 E&F, Bommasandra Ind. Area, Hosur Road, Bangalore - 560 099. Plot No. 486, Sector-8, IMT Manesar, Haryana – 122 050
# 71-72, Bidadi Ind. Area, Phase 2, Sector 2, Bidadi, Bangalore - 562109. Qilla Khasra No.138/3/4, Balkalan, Amritsar
Vill- Nizsindurighopa, Chowkigate, Changsari, Pin - 781 101, Plot No. J-59, MIDC Area, Jalgaon, Tel Dist., Jalgaon, Maharastra - 425003
Kamrup (Rural) Assam Plot No: K-44/45, UPSIDC, Jainpur Kanpur Dehat, Uttar Pradesh-209311
Plot No. 70 & 71B, 71A & 76, EPIP Phase-I, Jharmajri, Dist. Solan, Survey No. 122/1,2,3, At Post Piparia, Village Amli,Silvasa,
Himachal Pradesh-174 103 Dadra and Nagar Haveli – 396230
Plot No.23, Sector-2, Integrated Industrial Area, Pantnagar, Distt Plot No. 21, IC Pudi, Rambilli,Visakhapatnam District-531061
[Link], Uttarakhand - 53
Plants of MTL New Initiatives Private Limited
Silvassa:Haveli Estate, Building – A & B, Survey No. 121/26, Village Amli of U.T. of Dadra & Nagar Haveli - 396230
Bidadi Recycling Plant : Plot No. 74-B & 74-C (P), Bidadi Industrial Area, 2nd Phase, Sector-2, Ramanagar District-560 109, Karnataka
Nandyal Plant : Survey No. 517, Udumalpuram, Nandyal, Kurnool, Andhra Pradesh
Email: info@[Link] | Website:[Link]
2
Ladies and Gentlemen, our expertise and strategic planning to mitigate these
It is my privilege and honor to welcome all of you to the 36th challenges effectively.
Annual General Meeting of Manjushree Technopack Furthermore, during these challenging times, our
Limited, a leading player in the rigid plastic packaging commitment to innovation and sustainability remained
products manufacturing industry. I am pleased to inform you steadfast. We continued to invest in cutting-edge
that your company has done well in a volatile environment technology and research, ensuring that our products meet
in the year gone by. In FY 2023, your company’s revenues the evolving demands of the market while minimizing our
exceeded ` 2010 crores, achieving a growth rate of 44 %. environmental footprint. Our focus on sustainability not only
As the Chairman of this esteemed organization, I would like aligns with global and Indian regulatory frameworks but
to provide you with an overview of the economic scenario also reflects our dedication to responsible corporate
that shaped the year 2022-2023, both globally and in India, citizenship.
and tell you how your company navigated its way through Acquisition of new business:Your company acquired two
these challenging times. manufacturing units at Jalgaon Maharashtra from Hitesh
Global Economic Scenario 2022-2023: The year 2022- Plastics Private Limited last year. Your company has added
2023 was marked by a mix of challenges and opportunities Caps and Closures to its portfolio and providing these
on the global economic front. The world witnessed a products to its wide range of Customers.
gradual recovery from the shocks of the pandemic, with Outlook and Way Forward: Looking ahead, we remain
many economies rebounding at varying rates. Governments cautiously optimistic about the future. While uncertainties
and businesses across the globe had to adjust their persist, we are confident in the resilience of our business
strategies to cope with supply chain disruptions, inflationary model and the dedication of our workforce. As the economy
pressures, and changing consumer behaviour. gradually stabilizes, we will continue to focus on strategic
In some regions, economic growth rebounded strongly, expansion, diversification, and improving operational
fuelled by fiscal stimulus packages, monetary support, and efficiency.
increased consumer spending. However, uncertainties in Use of green energy:Your Company is continuously
international trade, geopolitical tensions, and rising input striving to use more and more green energy/renewable
costs posed challenges for businesses operating on a energy. Your company, as a captive power consumer,is
global scale. associated with Clean Max Scorpius Power LLP and Four
Indian Economic Scenario 2022-2023: The Indian EF Renewables Private Limited for procuring green energy/
economy also witnessed a gradual recovery in the fiscal renewable energy. Through this, your company is reducing
year 2022-2023. After facing significant disruptions due to its carbon footprint.
the second wave of the COVID-19 pandemic, economic As a company, we understand that our success is
activity began to rebound, primarily driven by robust intertwined with the well-being of the communities we serve.
performance in sectors such as manufacturing, agriculture, Therefore, we will continue to engage in socially responsible
and services. initiatives, contributing to the betterment of society and the
The government’s continued focus on economic reforms, environment.
infrastructure development, and easing of regulatory In conclusion, I would like to extend my heartfelt gratitude to
bottlenecks created a conducive environment for business. our shareholders, customers, employees, and all
India’s demographic dividend and the growth of digital stakeholders for their unwavering support and trust in
adoption further propelled certain sectors, contributing to Manjushree Technopack Limited. Together, we will navigate
the nation’s economic revival. the path ahead, embracing challenges as opportunities and
Impact on Rigid Plastic Manufacturing Industry: As a building a stronger, more sustainable future for our
leading player in the rigid plastic manufacturing sector, company and the industries we serve.
Manjushree Technopack Limited confronted several Thank you for your attention, and I look forward to a
challenges amid this dynamic economic landscape. We productive and insightful Annual General Meeting.
experienced significant fluctuations in raw material prices Warm Regards
and disruptions in our supply chain, which negatively
Ashok Sudan
impacted our production processes and profitability.
However, we remained resilient and adaptive, leveraging Chairman

3
Annual Report - 2023

BOARD’S REPORT
TO THE MEMBERS - MANJUSHREE TECHNOPACK LIMITED
The Board of Directors has the pleasure of presenting the Thirty-Sixth Annual Report of the Company and Audited
Financial Statements for the year ended 31st March 2023, together with the Independent Auditor's Report.
RESULTS OF OUR OPERATIONS (In accordance with IND AS)
(Rupees in Lakhs except stated otherwise)
Consolidated Consolidated Standalone Standalone
Particulars Amount As on Amount As on As on As on
31st March 2023 31st March 2022 31st March 2023 31st March 2022
Turnover - Domestic 2,01,998.80 1,41,963.79 1,94,183.11 1,35,836.16
- Exports 7,735.78 4,788.78 7,721.63 4,788.78
Total Turnover 2,09,734.58 1,46,752.57 2,01,904.74 1,40,624.94
Less - Cost of Sales
(Increase) / Decrease in Stocks (3,897.73) (5,107.15) (4,113.70) (4,776.00)
Materials Consumed 1,37,077.75 92,380.28 1,32,165.17 88,437.76
Other Expenditure 35,919.56 28,237.85 33,651.04 26,463.56
Sub Total 1,69,099.58 1,15,510.98 1,61,702.51 1,10,125.32
Gross Profit 40,635.00 31,241.59 40,202.23 30,499.62
Administrative and Selling Expenses 11,239.13 7,620.64 10,763.82 7,137.16
Operating Profit 29,395.87 23,620.95 29,438.41 23,362.46
Interest and Financial Charges 7,853.75 4,921.34 6,836.95 4,569.17
Depreciation / Write Offs 13,282.41 8,624.20 12,404.33 7,769.43
Profit after Interest and Depreciation 8,259.71 10,075.41 10,197.13 11,023.86
Other income 1,175.55 627.45 1,171.57 601.46
Profit before tax (excluding OCI) 9,435.26 10,702.86 11,368.70 11,625.32
Exceptional Items (324.99) (556.36) (324.99) (555.11)
Provision for Taxation 2,012.24 2,100.00 2,012.24 2,100.00
Deferred Tax (Provision)/Write Back 1,174.88 965.02 1,170.61 986.70
Net Profit after Tax 5,923.15 7,081.48 7,860.86 7,983.51
Proposed Dividend for the year (including taxes) - - - -
Retained Surplus 5,923.15 7,081.48 7,860.86 7,983.51
Other Comprehensive Income 63.23 41.86 66.66 15.48
Net Surplus 5,986.38 7,123.34 7,927.52 7,998.99
Add: Surplus brought forward from previous year 51,864.93 47,010.84 53,981.65 48,251.87
Less: Interim Dividend and tax thereon
Transitional adjustment for Ind AS 115
Adjustment due to restatement in PPE - - - -
Net Surplus carried to Balance Sheet 57,851.31 54,134.18 61,909.17 56,250.86
Paid-up Equity Share capital
(FV Rs.10 per Equity Share ) 1,354.77 1,354.77 1,354.77 1,354.77
Reserves and Surplus
(excluding revaluation reserves) 93,728.28 88,701.06 97,786.15 90,817.79
Weighted Average Basic EPS(Rs.) 44.19 52.58 58.52 59.04

4
Your Company had one more year of resilient financial performance compared to last year despite facing multiple
challenges.
The consolidated financial positions is as follows:
The gross turnover for FY 2023 was at Rs. 2,09,734.58 Lakhs (2022: Rs. 1,46,752.57 Lakhs). The Gross Profit during FY
2023 was Rs. 40,635.00 Lakhs (2022: Rs. 31,241.59 Lakhs), while the Operating Profit stood at Rs. 29,395.87 Lakhs
(2022: Rs. 23,620.95 Lakhs). The Profit Before Tax (excluding OCI) during FY 2023 was at Rs. 9,435.26 Lakhs (2022: Rs.
10,702.86 Lakhs). After Provision for Taxation, the Net Surplus amounted to Rs. 5,986.38 Lakhs (2022: Rs. 7,123.34
Lakhs) resulting in a basic EPS of Rs. 44.19 (2022: Rs. 52.58)
The Standalone financial position is as follows:
The gross turnover for FY 2023 was at Rs. 2,01,904.74 Lakhs (2022: Rs. 1,40,624.94 Lakhs). The Gross Profit during
FY 2023 was Rs. 40,202.23 Lakhs (2022: Rs. 30,499.62 Lakhs), while the Operating Profit stood at Rs. 29,438.41 Lakhs
(2022: Rs. 23,362.46 Lakhs). The Profit Before Tax (excluding OCI) during FY 2023 was at Rs. 11,368.70 Lakhs
(2022: Rs. 11,625.32 Lakhs). After Provision for Taxation, the Net Surplus amounted to Rs. 7,927.52 Lakhs
(2022: Rs. 7,998.99 Lakhs) resulting in a basic EPS of Rs. 58.52 (2022: Rs. 59.04).
The notes on accounts referred are self-explanatory and do not call for any further comments.
CONSOLIDATED FINANCIAL STATEMENTS
Pursuant to Section 129(3) of the Companies Act, 2013 and Ind AS 110 issued by the Institute of Chartered Accountants of
India, the Consolidated Financial Statements presented by the Company include the audited Financial Statements received
from Subsidiary Company, as approved by its Board.
SUBSIDIARIES/ASSOCIATES/JOINT VENTURES:
MTL New Initiatives Private Limited was formed on 1st January, 2020 as Wholly Owned Subsidiary of Manjushree
Technopack Limited.
AI Lenarco Midco Limited, Cyprus based Company holds 97.24% Share Capital of Manjushree Technopack Limited; hence,
Manjushree Technopack Limited is the Subsidiary of AI Lenarco Midco Limited.
RESULTS OF OPERATIONS OF MTL NEW INITIATIVES PRIVATE LIMITED (In accordance with IND AS)
(Rupees in Lakhs except stated otherwise)
Particulars As on As on
31st March, 2023 31st March, 2022
Turnover - Domestic 9,797.04 7,077.65
- Exports 14.16
Total Turnover 9,811.20 7,077.65
Less - Cost of Sales
(Increase) / Decrease in Stocks 230.17 (331.14)
Materials Consumed 6,757.97 4,811.00
Other Expenditure 2,283.55 1,750.35
Sub Total 9,271.69 6,230.20
Gross Loss 539.51 847.45
Administrative and Selling Expenses 594.99 590.88
Operating Loss 55.48 256.57

5
Annual Report - 2023

Particulars As on As on
31st March, 2023 31st March, 2022
Interest and Financial Charges 1,016.80 352.17
Depreciation / Write Offs 878.08 854.75
Loss after Interest and Depreciation (1950.36) (950.35)
Other income 16.93 26.66
Loss before tax (1,933.43) (923.69)
Provision for Taxation - -
Deferred Tax (Provision )/Write Back 4.27 (21.68)
Net Loss after Tax (1,937.70) (902.01)

CHANGE IN THE NATURE OF BUSINESS:


There were no changes in the nature of business during the year under review as prescribed in Rule 8(ii) of the Companies
(Accounts) Rules, 2014.
DIRECTORS AND KEY MANAGERIAL PERSONNEL:
In accordance with the provisions of Sections 149, 152 and other applicable provisions of the Companies Act, 2013. Mr.
Pankaj Patwari (DIN:08206620) Director of the Company will retire by rotation in the ensuing Annual General Meeting and
being eligible, offers himself for re-appointment. The Board recommends his appointment for the consideration of Members
of the Company in the ensuing Annual General Meeting.
Mr. Manu Anand (DIN:00396716) Director of the Company will retire by rotation in the ensuing Annual General Meeting and
being eligible, offers himself for re-appointment. The Board recommends his appointment for the consideration of Members
of the Company in the ensuing Annual General Meeting.
The term of 5 (five) years of Mr. Ashok Sudan (DIN: 02374967) as Independent Director of the Company will expire on 11th
March 2024. The Board recommends his appointment as Independent Director for the term of 2 (two) years with effect from
12th March 2024 for the consideration of Members of the Company in the ensuing Annual General Meeting.
The term of 5 (five) years of Mr. Jayesh Tulsidas Merchant (DIN:00555052) as Independent Director of the Company will
expire on 11th March 2024. The Board recommends his appointment as Independent Director for the term of 2 (two) years
with effect from 12th March 2023 for the consideration of Members of the Company in the ensuing Annual General Meeting.
Mr. Deepak Gupta joined as Chief Financial Officer of the Company with effect from 22nd November, 2022 and resigned
from the Office of Chief Financial Officer of the Company with effect from 17th March, 2023.
Mr. Rajesh Kumar Ram joined as Chief Financial Officer of the Company with effect from 03rd July 2023.
The Code of Conduct for Directors and to all present senior executives forming a part of the top level Management is
available at [Link]
CHANGES IN SHARE CAPITAL:
The Authorized Capital of the Company is Rs. 25.00 Crores divided into 2,50,00000 Equity Shares of Rs. 10/- each.
The subscribed/ issued and Paid-up Capital of the Company is Rs. 13,54,77,000 (Rupees Thirteen Crores Fifty-Four Lakhs
Seventy Seven Thousand Only) divided into 1,35,47,700 (One Crore Thirty Five Lakhs Forty Seven Thousand Seven
Hundred Only) Equity Shares of Rs.10/- (Rupees Ten only) each.
During the year under review, the Company has not issued any shares with differential voting right not granted stock
options or Sweat Equity Shares. Further, no shares were bought back during the year under review.

6
ISSUE OF COMPULSORILY CONVERTIBLE DEBENTURES:
Your Company had issued 5,87,21,747 (Five Crores Eighty-Seven Lakhs Twenty One Thousand Seven Hundred and Forty-
Seven Only) Compulsorily Convertible Debentures ("CCDs"), at par, with a face value of Rs. 100 (Rupees Hundred Only)
each CCD, to AI Lenarco Midco Limited (Investor), for an aggregate amount of Rs. 587,21,74,700 (Rupees Five Hundred
Eighty-Seven Crores Twenty One Lakhs Seventy Four Thousand and Seven Hundred only).
DIVIDEND:
Your Board had declared an interim dividend of Rs. 11.50 per share i.e. 115.00 % total amounted to Rs. 15.57 Crores which
was distributed in time.
BOARD AND COMMITTEES MEETINGS:
The Meetings of the Board and Committees were held at regular intervals with time gaps of not more than 120 days
between two consecutive Meetings. Additional Meetings of the Board of Directors were held when necessary. During the
year under review Nine (9) Meetings were held on 20/05/2022, 20/05/2022, 13/06/2022, 27/07/2022, 23/08/2022,
09/09/2022, 22/11/2022, 22/02/2023 and 30/03/2023.
During the year under review, six (6) Audit Committee Meetings were held on 19/05/2022, 13/06/2022, 23/08/2022,
22/11/2022, 22/02/2023 and 30/03/2023.
During the year under review, four (4) Nomination and Remuneration Committee Meetings were held on 20/05/2022,
23/08/2022, 21/11/2022 and 30/03/2023.
During the year under review, three (3) Corporate Social Responsibility Committee Meetings were held on 19/05/2022,
18/10/2022 and 22/02/2023.
During the year under review, two (2) Stakeholders Relationship Committee Meetings were held on 19/05/2022 and
22/02/2023.
The Agenda of the Meetings are circulated to the Directors and Members in advance. Minutes of the Meetings of the Board
of Directors and Committees are circulated amongst the Directors and Members for their perusal.
RECEIPT OF ANY COMMISSION BY MD/WTD FROM THE COMPANY OR FOR RECEIPT OF COMMISSION/
REMUNERATION FROM ITS HOLDING OR SUBSIDIARY
There was no commission received from the Company as well as from its holding or subsidiary company.
DECLARATIONS FROM INDEPENDENT DIRECTORS ON ANNUAL BASIS:
The Company has received necessary Declarations from all the Independent Directors of the Company under Section
149(7) of the Companies Act, 2013 stating that they meet with the criteria of their Independence laid down in Section
149(6). The same is enclosed to this Report as Annexure I.
DIRECTORS' RESPONSIBILITY STATEMENT:
In pursuance of Section 134 (5) of the Companies Act, 2013, the Directors hereby confirm that:
(a) in preparation of the Annual Accounts, the applicable Accounting Standards had been followed along with proper
explanation relating to material departures;
(b) the Directors had 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 and of the profit and loss of the Company for that period;
(c) the Directors had taken proper and sufficient care for the maintenance of adequate accounting records in accordance
with the provisions of this Act for safeguarding the assets of the Company and for preventing and detecting fraud and
other irregularities;

7
Annual Report - 2023

(d) the Directors had prepared the Annual Accounts on a going concern basis; and
(e) the Directors had devised proper systems to ensure compliance with the provisions of all applicable laws and that
such systems were adequate and operating effectively.
MATERIAL CHANGES AND COMMITMENTS:
During the period under review, there were no material changes and commitments which affect the financial position of the
Company.
CHANGE IN THE NATURE OF BUSINESS:
After the acquisition of National Plastics in FY20, your Company has acquired the B2B business of Pearl Polymers Limited
(PPL), Classy Kontaines (CK) and Hitesh Plastics Private Limited (HPPL) thereby expanding its presence at Jigani,
Karnataka, Guwahati, Assam, Pantnagar, Uttarakhand and Baddi, Himachal Pradesh, Vizag, Andhra Pradesh, Kanpur,
Uttar Pradesh and Amritsar, Punjab and Jalgaon, Maharashtra.
With the consummation of these transactions, your Company has reinforced its leadership position in the pan India and
gained access to marquee clientele in the food, beverage, Agri, paint and liquor segment.
EVENTS SUBSEQUENT TO THE DATE OF FINANCIAL STATEMENTS:
The Postal Ballot started on 28-06-2023 and will be closed on 27-07-2023 for the Shareholders' approval for the merger of
MTL New Initiatives Private Limited (wholly owned subsidiary of Manjushree Technopack Limited) with Manjushree
Technopack Limited.
INFORMATION ON THE FINANCIAL POSITION/ FINANCIAL PERFORMANCE OF THE SUBSIDIARIES /
ASSOCIATES/ JVS:
The Company has a subsidiary MTL New Initiatives Private Limited incorporated on 1st January, 2020.
The Company does not have any other associate/ JVS.
In accordance with Section 129 (3) of the Companies Act, 2013, a separate statement containing salient features of the
Financial Statement of the Subsidiary of the Company in Form AOC-1 is given in Annexure II.
DISCLOSURE RELATING TO REMUNERATION OF DIRECTORS, KEY MANAGERIAL PERSONNEL AND
PARTICULARS OF EMPLOYEES
There are no Directors/Employees who were in receipt of the remuneration as prescribed under Section 197 of the
Companies Act, 2013 read with Companies (Appointment and Remuneration) of Managerial Personnel Rules, 2014 during
the year under review and hence annexure required under the said Section is not attached.
REMUNERATION POLICY
The Company policy relating to the appointment of Directors, payment of Managerial remuneration, Directors'
qualifications, positive attributes, independence of Directors and other related matters as provided under Section 178(3) of
the Companies Act, 2013 is placed on the website of the Company at [Link].
MEETING OF INDEPENDENT DIRECTORS
The Independent Directors of the Company had met on 13th March 2023 to review the performance of Non-Independent
Directors and the Board as a whole and Non-Executive Directors and other items as stipulated under of The Companies
(Appointment and Qualification of Directors) Rules, 2014. The Independent Directors have also declared their independence.
ANNUAL EVALUATION OF THE PERFORMANCE OF THE BOARD, ITS COMMITTEES AND OF INDIVIDUAL
DIRECTORS
The Board of Directors has carried out an annual evaluation of its own performance, Board committees and individual
Directors, pursuant to the provisions of the Companies Act, 2013.

8
The performance of the Board was evaluated by the Board after seeking inputs from all the Directors based on criteria such
as Board structure and composition, formation and delegation of responsibilities to Committees, Board processes and their
effectiveness, degree of effective communication with the stakeholders.
The performance of the Board Committees was evaluated by the Board after seeking inputs from the Committee Members
based on criteria such as Committee composition, structure, effectiveness of Committee Meetings.
Independent Directors of the Company provided their views on performance of Non-Independent Directors, and the Board
as a whole, considering the views of Executive Directors and Non-Executive Directors.
Your Board has evaluated the Independent Directors and confirms that all Independent Directors fulfilled the independence
criteria as specified in the Companies Act, 2013 and their independence from the management.
AMOUNTS TRANSFERRED TO RESERVES:
The Company has transferred total profit amount to Reserve & Surplus Account
ANNUAL RETURN:
As required pursuant to Section 92(3) of the Companies Act, 2013 and Rule 12(1) of the Companies (Management and
Administration) Rules, 2014 read with Companies Amendment Act, 2020 an Annual Return in MGT-7 is placed on the
website of the Company i.e., [Link]. The link is [Link]
COMPOSITION OF THE COMMITTEES:
Following are the compositions of various Committees as on 31st March 2023:
i) Audit Committee:
a) Mr. Jayesh Merchant - Chairman
b) Mr. Ashok Sudan - Member
c) Mr. Manu Anand - Member
The Company's Whistle Blower Policy is available at [Link]
ii) Nomination and Remuneration Committee:
a) Mr. Manu Anand - Chairman
b) Mr. Jayesh Merchant - Member
c) Mr. Ashok Sudan - Member
The Company's Nomination and remuneration Policy is available at [Link]
nomination-and-remuneration-policy/.
iii) Stakeholders' Relationship Committee:
a) Mr. Ashok Sudan - Chairman
b) Mr. Pankaj Patwari - Member
c) Mr. Thimmaiah NP - Member
iv) Corporate Social Responsibility Committee:
a) Mr. Ashok Sudan - Chairman
b) Mr. Pankaj Patwari - Member
c) Mr. Thimmaiah NP - Member
AUDITORS:
Statutory Auditors: The Statutory Auditors namely Messrs Deloitte Haskins & Sells, Chartered Accountants, 19th Floor,
46, Prestige Trade Towers, Palace Road, High Grounds, Bengaluru-560001 (registered with ICAI (Firm Registration No.
008072S) were appointed as Statutory Auditors of the Company for 5 (five) years for the Financial Years 2021-2025.

9
Annual Report - 2023

Cost Auditor: Messrs G S & Associates, Cost Accountants, # 207, Bindu Galaxy, No. 2, 1st Main, Chord Road, Industrial
Town, Rajajinagar, Bengaluru-560044 were appointed as Cost Auditors for the Financial Year 2022-23 for the product
shrink film.
Secretarial Auditor: Mr. Vijayakrishna K T, FCS, Practising Company Secretary, was appointed as Secretarial Auditor of
the Company for the Financial Year 2022-23.
SECRETARIAL AUDIT REPORT:
Secretarial Audit Report as provided by Mr. Vijayakrishna K.T, Practising Company Secretary in form of MR-3 is annexed to
this Report as Annexure III.
QUALIFICATIONS IN THE AUDIT REPORTS:
There were no qualifications or observations by the Auditors in their audit reports.
CONSERVATION OF ENERGY, TECHNOLOGY ABSORPTION, FOREIGN EXCHANGE EARNINGS AND OUTGO:
A. Statement giving details of conservation of energy, technology absorption, foreign exchange earnings and outgo is as
follows:
Form for disclosure of particulars with respect to conservation of energy
I. POWER AND FUEL CONSUMPTION: 31.03.2023 31.03.2022
1. Electricity
(a) Purchased:
No. of Units in Lakhs (KWH)* 1,462.50 1,156.79
Total Amount Rs. in Lakhs 9,367.78 7,816.78
Rate / Unit (KWH) (Rs.) 6.41 6.76
(b) Own Generation through Diesel Generator
No. of Units (KWH) Generated in Lakhs 9.39 10.33
Total Amount Rs. In Lakhs 263.00 280.86
Units Per Liter of diesel oil 3.61 3.08
Cost / Unit in Rs. 28.00 27.18
*excluding generation from wind mill Units (in lakhs) 47.14 34.17
2. Coal - -
3. Furnace Oil - -
4. Others - -
II. CONSUMPTION PER UNIT OF PRODUCTION (to the extent applicable):

Particulars Standard Unit 31.03.2023 31.03.2022

Production (Containers & Performs) N.A. MT 1,03,304.88 72,158.00


Production (Conversion) N.A. MT 41,397.47 30,054.00
Consumption of Electricity per ton (incl. own generation) None KWH 1,010.69 1,142.00
Consumption of Diesel Oil per ton None Kilo Litres 1.95 3.29

10
B. TECHNOLOGY ABSORPTION:
(a) Efforts made in technology absorption as per detailed hereunder:
I. RESEARCH AND DEVELOPMENT (R & D)
1. Specific areas in which R & D : The Company is making in-house R & D efforts for
carried out by the Company. introduction / development of value added products.
2. Benefits derived as a result : New products have been introduced giving an edge
of the above R & D to the Company in present day competitive market.
3. Further Plan of action : The Company intends to continue its R & D efforts.
EXPENDITURE ON R&D:
The Expenditure incurred on Research and Development: BIDADI UNIT (Rs. in Lakhs)
Nature of Expenditure 2022 -23 2021-22
Capital Expenditure - -
Revenue Expenditure - 2.50
TOTAL 2.50
Total R&D expenditure as a percentage of total turnover 0.00% 0.00%

Expenditure incurred on Research and Development: BOMMASANDRA UNIT (Rs. in Lakhs)


Nature of Expenditure 2022 -23 2021-22
Capital Expenditure - 22.88
Revenue Expenditure - -
Total 22.88
Total R&D expenditure as a percentage of total turnover - 0.02%
Total Expenditure of both Units for Financial Year 2022-23: NIL (Previous year: Rs. 25.38 Lakhs)
Total R&D expenditure as a percentage of total turnover for Financial Year is NIL (FY 22: 0.02 %)
RESEARCH AND DEVELOPMENT(R&D)
The Company has been continuously putting efforts to develop new products with different challenges. The Company is
doing many research activities in the areas of material weight reduction, alternate material, process design, process
improvement etc.,
Benefits derived as a result of R & D:
(a) Market expansion and improved competitive position through significantly improved products for new markets.
(b) Improved competency for designing process & products for customers.
(c) Up gradation of technical skill of employees for higher productivity & more consistent quality.
Future Plan of Action:
Your Company is looking to adapt new and upgraded technologies in order to stay ahead of its competitors. Future R&D
efforts will continue along similar lines, as at present, but with more focus, thrust and endeavors.
Form for disclosure of particulars with respect to absorption
II. 1. Efforts in brief made towards technology absorption, adaptation
and innovation. : Dose not arise
2. Benefits derived as a result of the above efforts,
e.g. product improvement, cost reduction,
product development, import substitution, etc. : Dose not arise
11
Annual Report - 2023

3. (a) Technology imported : None


(b) Year of Import : NA
(c) Has technology been fully absorbed? : NA
(d) If not fully absorbed, area where this has not taken
place reason thereof and future plan of action. : NA
a) Activities relating to exports initiatives taken to increase exports, development of new export markets for products and
services export plans. : Continues strive to penetrate the exprort market.
b) Total foreign exchange used and earned: (Rupees in Lakhs except stated otherwise)
Particulars 31.03.2023 31.03.2022
A FOREIGN EXCHANGE EARNINGS:
- Export Sales (including exchange difference
& excluding Rupee exports) 7,631.12 4,279.48
B FOREIGN EXCHANGE OUTGO:
Capital Equipment 5,198.90 4,137.45
Raw Materials 8,043.75 2,316.46
Spares & Consumables 361.93 -
Travelling Expenses - -
Bank Charges (Import and FBC) 5.37 4.76
Interest on Loans - -
Membership and Subscription 12.95 11.04
Professional Fees - -
Exhibition - 4.25
Advertisement - -
Export Sales Commission 1.41 3.29
Corporate Sustainability Assessment Report Fees - 4.19
Consultancy Fees 225.18 -
Directors Commission 27.94 22.34
Others 1.24 0.35
Total (B) 13,878.67 6,504.13
RECEIPT OF ANY COMMISSION BY MD / WTD FROM A COMPANY OR FOR RECEIPT OF COMMISSION /
REMUNERATION FROM ITS HOLDING OR SUBSIDIARY:
No Director has received any commission from your Company or from Holding or Subsidiary Company.
DISCLOSURE RELATING TO REMUNERATION OF EMPLOYEES:
Statement pursuant to Sub Rule 5(2) of the Companies (Appointment and Remuneration of Managerial Personnel) Rules,
2014 is given in Annexure IV.
DETAILS OF ADEQUACY OF INTERNAL FINANCIAL CONTROLS:
The Company is following adequate Internal Financial Controls with reference to the Financial Statements.
PARTICULARS OF LOANS, GUARANTEES OR INVESTMENTS:
The Company has given Loan to MTL New Initiatives Private Limited, a Wholly Owned Subsidiary amounting to Rs.
155,43,34,426/-. The Company also subscribed to entire Equity Shares of MTL New Initiatives Private Limited i.e. 10,000

12
Equity Shares @ Rs.10/- each for its incorporation during the period under review. Your Company has not given
Guarantees. The Company, to get captive power consumption benefit, has invested in the equity of Four EF Renewables
Private Limited of Rs. 2.50 Crores and partnership contribution Clean Max Scorpius Power LLP of Rs. 13.54 Crores. Your
Company has complied with the provisions of Section 186 of the Companies Act, 2013 to the extent applicable.
CORPORATE SOCIAL RESPONSIBILITY (CSR) POLICY:
The CSR Committee comprises of Mr. Ashok Sudan,Independent Director, as Chairman and Mr. Pankaj Patwari, Director
and Mr. Thimmaiah NP, Managing Director and CEO as other Members. The CSR Committee has been entrusted with the
responsibility of formulating and recommending to the Board, a Corporate Social Responsibility Policy (CSR Policy)
indicating the activities to be undertaken by the Company, monitoring the implementation of the framework of the CSR
Policy and recommending the amount to be spent on CSR activities.
The CSR Committee has recommended to the Board to initiate the action for spending on the CSR activities to comply with
the provisions of the Companies Act, 2013. The details of the spending on CSR activities are attached as Annexure-V to
this Report.
Company's CSR Policy is available at [Link]
RELATED PARTY TRANSACTIONS:
Particulars of contracts or arrangements with related parties referred to in Section 188(1) are enclosed in the prescribed
format, Form AOC-2, as Annexure-VI. The Transactions are in the ordinary course of business and at arm's length terms.
The Company's Policy on Related Party Transactions is available at [Link]
party-transaction-policy/.
TRANSFER TO IEPF:
Pursuant to the provisions of the Companies Act, 2013 read with the Investor Education and Protection Fund Authority
(Accounting, Audit, Transfer and Refund) Rules, 2016 ("The Rules"), the Company had sent individual notices and also
advertised in the newspapers seeking action from the Shareholders who have not claimed their Dividends for past seven
consecutive years i.e. for final Dividend of the Financial Year ended 2015-2016, and thereafter, had transferred such unpaid
or unclaimed Dividends and corresponding 3969 Equity Shares held by 19 Shareholders to the IEPF Authority on April 24,
2023. Shareholders /claimants whose Shares, unclaimed Dividend, have been transferred to the afforested IEPF Suspense
Account or the Fund, as the case may be, may claim the Shares or apply for refund by making an application to the IEPF
Authority in Form IEPF-5 (available on [Link] along with requisite fee as decided by the IEPF Authority from
time to time.
DETAILS RELATING TO DEPOSITS:
Your Company has not invited/accepted/renewed any Deposits from the public as defined under the provisions of the
Companies Act, 2013 and accordingly, there were no Deposits which were due for repayment on or before 31st March
2023.
RISK MANAGEMENT:
Your Company has formed Risk Management Committee. As on 31st March 2023 the Committee has following Members:
(a) Mr. Ashok Sudan, Independent Director as Chairman
(b) Mr. Pankaj Patwari, Director as Member
(c) Mr. Thimmaiah NP, Managing Director and CEO as Member
An efficient Management team identifies various risks and takes necessary mitigating actions against the same.

13
Annual Report - 2023

EVENT BASED DISCLOSURES:


There were no such events during the year to disclose under this Section.
REVISION OF FINANCIAL STATEMENTS OR THE REPORT
As per the Secretarial Standards-4 in case the Company has revised its Financial Statements or the Report in respect of
any of the three preceding Financial Years either voluntarily or pursuant to the order of a judicial authority, the detailed
reasons for such revision shall be disclosed in the Report of the year as well as in the Report of the relevant financial year
in which such revision is made.
There was no revision of Financial Statements in any of the three preceding Financial Years.
CORPORATE INSOLVENCY RESOLUTION PROCESS INITIATED UNDER THE INSOLVENCY AND BANKRUPTCY
CODE, 2016 (IBC):
There was no such process initiated during the year under consideration.
CREDIT RATING OF SECURITIES:
Your Company has not obtained any rating from the credit rating agency for the securities during the year. Therefore, the
said clause is not applicable to the Company.
INDUSTRIAL RELATIONS:
Industrial relations have been cordial and constructive, which has helped your Company to achieve production targets.
DISCLOSURE UNDER THE SEXUAL HARASSMENT OF WOMEN AT WORKPLACE (PREVENTION, PROHIBITION
AND REDRESSAL) ACT, 2013:
Your Company has always believed in providing a safe and harassment free workplace for every individual working in
Company's premises through various interventions and practices. The Company always endeavors to create and provide
an environment that is free from discrimination and harassment including sexual harassment.
A policy on Prevention of Sexual Harassment at Workplace has been released by the Company. The policy aims at
prevention of harassment of employees and lays down the guidelines for identification, reporting and prevention of
undesired behavior. Three-member Internal Committee (IC) was set up from the senior management with women
employees constituting majority. The IC is responsible for redressal of complaints related to sexual harassment and follows
the guidelines provided in the Policy.
No complaint pertaining to sexual harassment was reported during the year.
MATERIAL ORDER PASSED BY ANY COURT OR REGULATOR OR TRIBNUALS IMPACTING GOING CONCERN
STATUS OF COMPANY:
No order was passed by any court or regulator or tribunal during the period under review which impacts going concern
status of the Company.
FRAUD REPORTING (REQUIRED BY COMPANIES AMENDMENT BILL, 2014):
The Auditors of the Company have not reported any fraud as specified under Section 143(12) of the Companies Act, 2013.
Further, no case of Fraud has been reported to the Management from any other sources.
VIGIL MECHANISM:
Your Company is committed to highest ethical and legal standards. Accordingly, the Board of Directors has formulated a
Whistle Blower Policy which is in compliance with the provisions of Section 177 (10) of the Companies Act, 2013.

14
COMPLIANCE WITH THE APPLICABLE SECRETARIAL STANDARDS:
The Company has complied with Secretarial Standards issued by the Institute of Company Secretaries of India on Board
Meetings and Annual General Meetings.
MAINTENANCE OF COST RECORDS:
Your Company has complied with the Maintenance of Cost Records as specified by the Central Government under Sub-
Section (1) of Section 148 of the Companies Act, 2013.
ACKNOWLEDGEMENTS:
The Directors wish to place on record their sincere gratitude for the co-operation, guidance, support and assistance
provided during the year by its Bankers, Registrars and Industries Dept. of Govt., Local Authorities, Suppliers, Contractors,
Customers and Vendors. Your Directors also wish to express their deep sense of appreciation for the dedicated services
rendered by the staff at all levels towards its successful operations. The Directors also thank the Shareholders of the
Company for reposing their faith in the Company and for giving their dedicated and ever-willing support towards taking the
Company forward on the path of progress and growth.

For and on behalf of the Board

Thimmaiah NP Ashok Sudan


Bengaluru Managing Director and CEO Chairman
03rd July 2023 DIN: 01184636 DIN: 02374967

15
Annual Report - 2023

Annexure-I

DECLARATION FROM INDEPENDENT DIRECTORS ON ANNUAL BASIS


To,
THE BOARD OF DIRECTORS
MANJUSHREE TECHNOPACK LIMITED

Dear Sirs & Madam,


We undertake to comply with the conditions laid down in Section 149 of the Companies Act, 2013 in relation to conditions
of independence and in particular:
(a) We declare that up to the date of this certificate, apart from receiving commission for attending Board and
Committee Meetings, we did not have any material pecuniary relationship or transactions with the Company, its
Promoters, its Directors, Senior Management or its Holding Company, its Subsidiary and Associates as named
in the Annexure thereto which may affect our independence as Director on the Board of the Company. We further
declare that we will not enter into any such relationship/transactions. However, if and when we intend to enter
into such relationships/transactions, whether material or non-material we shall keep prior approval of the Board.
We agree that we shall cease to be an Independent Director from the date of entering into such relationship/
transaction.
(b) We declare that we are not related to Promoters or Persons occupying management positions at the Board level
or at one level below the Board and also have not been executive of the Company in the immediately preceding
three Financial Years.
(c) We were not partners or executives or were also not partners or executives during the preceding three years,
of any of the following:
(i) the statutory audit firm or the internal audit firm that is associated with the Company and
(ii) the legal firm(s) and consulting firm(s) that have a material association with the Company
(d) We have not been material supplier, service provider or customer or lessor or lessee of the Company, which may
affect independence of the Director, and was not a substantial Shareholder of the Company i.e., owning two
percent or more of the block of voting shares.
Thanking You
Yours faithfully

Date: 03th July 2023 Jayesh Merchant Ashok Sudan


Place: Bengaluru Director Independent Director Independent
DIN: 00555052 DIN:02374967

16
Annexure – II
Form AOC-1
(Pursuant to first proviso to Sub-Section (3) of Section 129 read
with rule 5 of Companies (Accounts) Rules, 2014)
Statement containing salient features of the Financial Statements of
subsidiaries / associate companies / joint ventures
Part “A”: Subsidiaries
(Information in respect of each subsidiary to be presented with amounts in Rs.)
Sl. No. Particulars Details

1 Name of the subsidiary MTL New Initiatives Private Limited


2 Reporting period for the subsidiary concerned, if different from the 1st April 2022 to 31st March, 2023
holding company’s reporting period
3 Reporting currency and Exchange rate as on the last date of the INR
relevant Financial year in the case of foreign subsidiaries
4 Share capital INR 1,00,000/-
5 Reserves & surplus INR (40,57,81,000/-)
6 Total assets INR 149,31,76,000/-
7 Total Liabilities INR 149,31,76,000/-
8 Investments NIL
9 Turnover INR 98,11,20,000/-
10 Profit / (loss) before taxation INR (19,37,70,000/-)
11 Provision for taxation INR NIL
12 Profit / (loss) after taxation INR (19,37,70,000/-)
13 Proposed Dividend NIL
14 % of shareholding 100%

Notes: The following information shall be furnished at the end of the statement:
1. Names of subsidiaries which are yet to commence operations : Not Applicable
2. Names of subsidiaries which have been liquidated or sold during the year : Not Applicable

17
Annual Report - 2023

Part “B”: Associates and Joint Ventures


Statement pursuant to Section 129 (3) of the Companies Act, 2013 related to Associate Companies and Joint
Ventures : NIL
Name of associates/Joint Ventures
1. Latest audited Balance Sheet Date Not Applicable Not Applicable Not Applicable
2. Shares of Associate/Joint Ventures held by Not Applicable Not Applicable Not Applicable
the company on the year end
No. Not Applicable Not Applicable Not Applicable
Amount of Investment in Associates/ Joint Venture Not Applicable Not Applicable Not Applicable
Extend of Holding% Not Applicable Not Applicable Not Applicable
3. Description of how there is significant influence Not Applicable Not Applicable Not Applicable
4. Reason why the associate / joint venture is Not Applicable Not Applicable Not Applicable
not consolidated
5. Net worth attributable to shareholding as Not Applicable Not Applicable Not Applicable
per latest audited Balance Sheet
6. Profit/Loss for the year
i. Considered in Consolidation Not Applicable Not Applicable Not Applicable
ii. Not Considered in Consolidation Not Applicable Not Applicable Not Applicable

1. Names of associates or joint ventures which are yet to commence operations : Not Applicable
2. Names of associates or joint ventures which have been liquidated or sold during the year : Not Applicable
Note: This Form is to be certified in the same manner in which the Balance Sheet is to be certified.

For and on behalf of the Board

Thimmaiah NP Ashok Sudan


Bengaluru Managing Director and CEO Chairman
03rd July 2023 DIN: 01184636 DIN: 02374967

18
Annexure- III
Form No. MR-3
SECRETARIAL AUDIT REPORT
FOR THE FINANCIAL YEAR ENDED 31.03.2023
[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
MANJUSHREE TECHNOPACK LIMITED
I have conducted the Secretarial Audit of the compliance of applicable statutory provisions and the adherence to good
corporate practices by Manjushree Technopack Limited bearing CIN: U67120KA1987PLC032636 (hereinafter called ‘the
Company’). Secretarial Audit was conducted in a manner that provided me a reasonable basis for evaluating the corporate
conducts/statutory compliances and expressing my opinion thereon.
Based on my verification of the books, papers, minute books, forms and returns filed and other records maintained by the
Company and also the information provided by the Company, its officers, agents and authorized representatives during the
conduct of Secretarial Audit, I hereby report that in my opinion, the Company has, during the audit period covering the
financial year ended on 31.03.2023 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:
I have examined the books, papers, minute books, forms and returns filed and other records maintained by the Company
for the financial year ended 31.03.2023 according to the provisions of:
(i) The Companies Act, 2013 (the Act) and the Rules made there under;
(ii) The Securities Contracts (Regulation) Act, 1956 (‘SCRA’) and the rules made thereunder;
(iii) The Depositories Act, 1996 and the Regulations and Bye-laws framed there under;
(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) There were no industry specific laws applicable to the Company from the list provided by the Institute of Company
Secretaries of India.
(vi) The other general laws as may be applicable to the Company including the following:
(1) Employer/Employee Related Laws & Rules:
Ø Industries (Development & Regulation) Act, 1951
Ø The Factories Act, 1948
Ø The Apprentices Act, 1961
Ø The Employment Exchanges (Compulsory notification of Vacancies) Act, 1959
Ø The Employees Provident Fund & Miscellaneous Provisions Act, 1952
Ø The Employees State Insurance Act, 1948
Ø The Workmen’s Compensation Act, 1923
Ø The Maternity Benefits Act, 1961
19
Annual Report - 2023

Ø The Payment of Gratuity Act, 1972


Ø The Payment of Bonus Act, 1965
Ø The Industrial Disputes Act, 1947
Ø The Trade Unions Act, 1926
Ø The Payment of Wages Act, 1936
Ø The Minimum Wages Act, 1948
Ø The Child Labour (Regulation & Abolition) Act, 1970
Ø The Contract Labour (Regulation & Abolition) Act, 1970
Ø The Industrial Employment (Standing Orders) Act, 1946
Ø Equal Remuneration Act, 1976
Ø Inter-State Migrant Workmen (Regulation of Employment and Conditions of Services) Act, 1979
Ø The Sexual Harassment of Women at Work Place (Prevention, Prohibition & Redressal) Act, 2013
Ø Persons with Disabilities (Equal Opportunities, Protection of Rights and Full Participation) Act, 1996
Ø Prohibition of Employment as Manual Scavengers and their Rehabilitation Act, 2013
Ø The Industrial Establishments (National and Festival Holidays) Act, 1963
Ø The Karnataka Daily Wage Employees Welfare Act, 2012
Ø Dangerous Machines (Regulation) Act, 1983
Ø Indian Boilers Act, 1923
Ø The Labour Welfare Fund Act, 1965
Ø Karnataka Shops & Commercial Establishment Act, 1961
Ø For majority of Central Labour Laws the State has introduced Rules [names of each of the Rules is not
included here]
(2) Environment Related Acts & Rules:
Ø The Environment Protection Act, 1986‘
Ø The Water (Prevention & Control of Pollution) Act, 1974
Ø The Air (Prevention & Control of Pollution) Act, 1981
Ø Hazardous Wastes (Management, Handling and Transboundary Movement) Rules, 2008.
Ø The Karnataka Ground Water (Regulation for Protection of Sources of Drinking Water) Act, 1999
(3) Economic/Commercial Laws & Rules:
Ø The Competition Act, 2002
Ø The Indian Contract Act, 1872
Ø The Sales of Goods Act, 1930
Ø The Forward Contracts (Regulation) Act, 1952
Ø The Indian Stamp Act, 1899
Ø The Transfer of Property Act, 1882
Ø The Patents Act, 1970
Ø The Trade Marks Act, 1999
Ø The Explosives Act, 1884
Ø Legal Metrology Act, 2009

20
I have also examined compliances with the applicable clauses of the Secretarial Standards issued by the Institute of
Company Secretaries of India on the Board and General Meetings i.e. SS - 1 and SS – 2.
During the period under review, the Company has complied with the provisions of the Acts, Rules, Regulations, Guidelines,
Standards, etc. mentioned above as may be applicable during the year under review. Certain non material findings made
during the course of the audit relating to the provisions of Companies Act and Labour Laws were addressed suitably by the
Management.
I further state that during the period under the review and based on my verification of the records maintained by the
Company and also on the review of compliance reports/statements by respective department heads/Chief Financial Officer/
Company Secretary taken on record by the Board of Directors of the Company, in my opinion, adequate systems and
process and control mechanism exist in the Company to monitor and ensure compliance with applicable Labour Laws,
environmental laws and other applicable laws as mentioned above.
Further, I report that with regard to financial and taxation matters, I have relied up on the Audit Reports, Limited Review
Reports and the Internal Audit Reports provided by the Statutory/Internal Auditors, as the case may be.
I 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 which took
place during the period under review were carried out in compliance with the provisions of the Act.
As per the information received from the Company Secretary, adequate notice is given to all Directors to schedule the
Board Meetings, agenda and detailed notes on agenda were sent at least seven days in advance, 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.
Majority decision is carried through while the dissenting members views are captured and recorded as part of the minutes
as per the practice followed. However, during the period under report, there was no such case instance.
I 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.

Place: Bangalore Vijayakrishna K T


Date: 03.07.2023 Practising Company Secretary
FCS: 1788 C P: 980
UDIN: F001788E000535354

Note: This report is to be read with my letter of even date which is annexed as Annexure and forms an integral part of this
report.

‘Annexure’
My report of even date is to be read along with this letter:
1. Maintenance of secretarial record is the responsibility of the Management of the Company. My responsibility is
to express an opinion on these secretarial records based on our audit.
2. I have followed the audit practices and processes as were appropriate to obtain reasonable assurance about the
correctness of the contents of Secretarial Records. The verification was done on test basis to ensure that correct

21
Annual Report - 2023

facts are reflected in the secretarial records. I believe that the processes and practices, I have followed provide a
reasonable basis for our opinion.
3. I have not verified the correctness and appropriateness of financial records and Books of Accounts of the
Company including records under The Income Tax Act, The Customs Act, The Goods and Services Tax Act.
4. Where ever required, the Company has represented about the compliance of laws, rules and regulations and
happening of events etc. as applicable from time to time.
5. The compliance of the provisions of Corporate and other applicable laws, rules, regulations, standards is the
responsibility of Management. My examination was limited to the verification of procedures on test basis.
6. 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.

Place: Bangalore Vijayakrishna K T


Date: 03.07.2023 Practising Company Secretary
FCS: 1788 C P: 980
UDIN: F001788E000535354

22
Annexure-IV
Statement pursuant to sub Rule 5(2) of the Companies
(Appointment and Remuneration of Managerial Personnel) Rules, 2014

Remuneration to Managerial Personnel:


Employees except Directors and KMPs
The Company had five (05) employees on standalone basis as of March 31, 2023. The percentage increase in remuneration,
ratio of remuneration of each Director and key managerial personnel (KMP) (as required under the Companies Act, 2013)
to the median of employees’ remuneration, and the list of top 10 employees in terms of remuneration drawn, as required
under Section 197(12) of the Companies Act, 2013, read with Rule 5 of the Companies (Appointment and Remuneration
of Managerial Personnel) Rules, 2014, form part of Annexure IV to this Board’s report. The statement containing particulars
of employees employed throughout the year and in receipt of remuneration of INR 1.02 crore or more per annum and
employees employed for part of the year and in receipt of remuneration of INR 8.5 lakh or more per month, as required
under Section 197(12) of the Companies Act, 2013, read with Rule 5 of the Companies (Appointment and Remuneration
of Managerial Personnel) Rules, 2014, is provided in a separate exhibit forming part of this report and is available on the
website of the Company i.e., [Link]. The link is [Link]
The Annual Report and accounts are being sent to the shareholders excluding the aforesaid exhibit. Shareholders interested
in obtaining this information may access the same from the Company website. In accordance with Section 136 of the
Companies Act, 2013, this exhibit is available for inspection by shareholders through electronic mode.
Notes:
1. The employees mentioned in the aforesaid exhibit have / had permanent employment contracts with the Company.
2. The employees are neither relatives of any directors of the Company nor hold 2% or more of the paid-up equity
share capital of the Company as per Rule 5 of the Companies (Appointment and Remuneration of Managerial
Personnel) Rules, 2014.
3. The details of employees posted outside India and in receipt of a remuneration of INR 60 lakh or more per
annum or INR 5 lakh or more a month can be made available on specific request.

23
Annual Report - 2023

Annexure-V
CORPORATE SOCIAL RESPONSIBILITY POLICY:
(Pursuant to Section 135 of the Companies Act, 2013)
THE ANNUAL REPORT ON CSR ACTIVITIES
1. Brief outline on CSR Policy of the Company. The CSR Policy available in company’s website
[Link]
2. Composition of CSR Committee:
Sl. No. Name of Director Designation Number of meetings Number of meetings of
/Nature of of CSR Committee CSR Committee
Directorship held during attended during
the year the year
1 Mr. Ashok Sudan Independent Director Three Three
2 Mr. Pankaj Patwari Director Three Two
3 Mr. Thimmaiah N.P. Managing Director and CEO Three Two

3. Provide the web-link where Composition of CSR committee, CSR Policy.


[Link]
4. Provide the details of Impact assessment of CSR projects carried out in pursuance of sub-rule (3) of rule 8 of the
Companies (Corporate Social responsibility Policy) Rules, 2014, if applicable (attach the report).- Not Applicable.
Details of the amount available for set off in pursuance of sub-rule (3) of rule 7 of the Companies (Corporate Social
responsibility Policy) Rules, 2014 and amount required for set off for the financial year, if any : NIL
5. Average net profit of the company as per Section135(5).: Rs. 108,89,35,510/-
6. (a) Two percent of average net profit of the company as per Section135 (5): Rs. 2,17,78,710/-
(b) Surplus arising out of the CSR projects or programs or activities of the previous financial years: NIL
(c) Amount required to be set off for the Financial Year, if any.: NIL
(d) Total CSR obligation for the Financial Year (7a+7b- 7c). Rs. 2,17,78,710/-
7. (a) CSR amount spent or unspent for the Financial Year:

Total Amount Amount Unspent (in Rs.)


Spent for the
Total Amount transferred to Amount transferred to any fund specified under
Financial Year.
Unspent CSR Account as per Schedule VII as per second proviso to section 135(5).
(in Rs.)
section 135 (6)
Amount Date of transfer. Name of the Fund Amount Date of transfer.

2,20,55,000/- NIL Not Applicable NA NA NA

24
(b) Details of CSR amount spent against ongoing projects for the financial year: NIL

(1) (2) (3) (4) (5) (6) (7) (8) (9) (10) (11)

[Link]. Name Item from Local Location Project Amount Amount Amount Mode of Mode of
of the the list of area of the dura- allocated spent in trans- Implemen- Imple-
Project. activities (Yes / project tion for the the ferred to tation - mentation
in No) project current Unspent – Through
Schedule (in Rs.) financial CSR Direct Imple-
VII to the Year Account menting
Act. (in Rs.) for the (Yes/No) Agency
project
as per
Section
135(6)
(in Rs.)

State Dist. CSR


Name
Regis-
tration
number

1.
TOTAL

(b) Details of CSR amount spent against other than ongoing projects for the financial year:

(1) (2) (3) (4) (5) (6) (7) (8)

Sl. Name of the Item from Local Location of the Amount Mode of Mode of Implementation –
No. Project. the list of area project Spent Implemen- Through Implementing
activities (Yes for the tation - Agency
in /No) project
Schedule State District. (in Rs.) Direct Name CSR
VII to the Registration
Act. (Yes/No) Number

1. Promoting Swachh Swachh No All over India 63,55,000 No Pt. Deendayal CSR000
Bharat Mission Bharat Upaphyay
14664
Smriti
Sansthan
2. Promoting Education No All over India 65,00,000 No Indian Instit- CSR0000
Education ute of Science 7370
Bengaluru

25
Annual Report - 2023

(1) (2) (3) (4) (5) (6) (7) (8)

Sl. Name of the Item from Local Location of the Amount Mode of Mode of Implementation –
No. Project. the list of area project Spent Implemen- Through Implementing
activities (Yes for the tation - Agency
in /No) project
Schedule State District. (in Rs.) Direct Name CSR
VII to the Registration
Act. (Yes/No) Number

3. Sports Sports No All over India 10,00,000 No Rohan CSR000


Development Bopanna 17527
Tennis Deve-
lopment
4. Education under- Education No All over India 82,00,000 No Jan Jagriti CSR0000
privileged Students Sevarth 6903
Sansthan
TOTAL 2,20,55,000

(d) Amount spent in Administrative Overheads : NIL


(e) Amount spent on Impact Assessment, if applicable : NIL
(f) Total amount spent for the Financial Year (7b+7c+7d+7e) : Rs. 2,20,55,000/-
(g) Excess amount for set off, if any :

Sl. No. Particular Amount (in Rs.)


(i) Two percent of average net profit of the company
as persection 135(5) -
(ii) Total amount spent for the Financial Year -
(iii) Excess amount spent for the financial year [(ii)-(i)] -
(iv) Surplus arising out of the CSR projects or programmes
oractivities of the previous financial years, if any -
(v) Amount available for set off in succeeding financial years[(iii)-(iv)] -

8. (a) Details of Unspent CSR amount for the preceding three financial years: NIL

Sl. Preceding Amount Amount Amount transferred to any fund specified Amount
No. Financial transferred to spent in the under Schedule VII as per section 135(6), remaining to
Year Unspent CSR reporting if any be spent in
Account under Financial Name of the Amount Date of succeeding
section 135 (6) Year Fund (in Rs). transfer financial years.
(in Rs.) (in Rs.) (in Rs.)

1.
TOTAL

26
(b) Details of CSR amount spent in the financial year for ongoing projects of the preceding financial year(s): NIL

(1) (2) (3) (4) (5) (6) (7) (8) (9)


[Link]. Project Name of Financial Year Project Total Amount spent Cumulative Status of
ID the Project in which the duration amount on the project amount spent at the project -
project was allocated for in the reporting the end of Completed/
commenced the project Financial Year reporting Ongoing.
(in Rs.) (in Rs) Financial Year.
(in Rs.)

1.
TOTAL

9. In case of creation or acquisition of capital asset, furnish the details relating to the asset so created or acquired
through CSR spent in the financial year. NIL
(Asset-wise details).
(a) Date of creation or acquisition of the capital asset(s). Not Applicable
(b) Amount of CSR spent for creation or acquisition of capital asset. Not Applicable
(c) Details of the entity or public authority or beneficiary under whose name such capital asset is registered, their
address etc. Not Applicable
(d) Provide details of the capital asset(s) created or acquired (including complete address and location of the capital
asset). Not Applicable
10. Specify the reason(s), if the company has failed to spend two per cent of the average net profit as per section135(5).
Not Applicable
Sd/- Sd/-
Ashok Sudan Thimmaiah NP
DIN: 02374967 DIN: 01184636
(Chairman CSR Committee) (Managing Director and CEO)

27
Annual Report - 2023

Annexure - VI
FORM NO. AOC.2
Form for disclosure of particulars of contracts/arrangements entered into by the Company with related parties referred to in
sub-section (1) of Section 188 of the Companies Act, 2013 including certain arms length transactions under third proviso
thereto
(Pursuant to clause (h) of sub-section (3) of Section 134 of the Act and Rule 8(2)
of the Companies (Accounts) Rules, 2014)
1. Details of contracts or arrangements or transactions not at arm’s length basis : NIL
2. Details of material contracts or arrangement or transactions at arm’s length basis :
SL. NO. PARTICULARS Details
(a) Name(s) of the related party and nature of : 1) Mr. Manu Anand (Mr. Manu)
relationship 2) Mr. Jayesh Merchant (Mr. Jayesh)
3) MTL New Initiatives Private Limited (MTLNIPL)
(b) Nature of contracts / arrangements / transactions : Mr. Manu and Mr. Jayesh drawing professional fees
more than threshold limit.
Sale of fixed assets/ stock and unsecured loan to
MTL NIPL, wholly owned subsidiary of
Manjushree Technopack Limited (Manjushree)
(c) Duration of the contracts / arrangements : Mr. Manu and Mr. Jayesh during the term of
/ transactions directorship.
MTL NIPL till wholly owned subsidiary of Manjushree.
(d) Salient terms of the contracts or arrangements : Mr. Manu and Mr. Jayesh drawing professional fees
or transactions including the value, if any more than threshold limit.
Sale of fixed assets/ stock and unsecured loan to
MTL NIPL, wholly owned subsidiary of Manjushree
(e) Justification for entering into such contracts : Mr. Manu and Mr. Jayesh are experienced Directors
or arrangements or transactions and Manjushree will get benefit from their experience.
MTL NIPL is doing its business in Silvassa and Bidadi,
Karnataka and Nandyal, Andhra Pradesh
(f) Date(s) of approval by the Board : Mr. Manu -22-04-2019, Mr. Jayesh – 19-02-2020
MTL NIPL-17-06-2020
(g) Amount paid as advances, if any: : NIL
(h) Date on which the ordinary resolution was : Mr. Manu- 06-06-2019, Mr. Jayesh 09-04-2020
passed in general meeting/postal ballot as MTL NIPL-not applicable as wholly owned subsidiary
required under first proviso to section 188. of Manjushree

For and on behalf of the Board

Thimmaiah NP Ashok Sudan


Bengaluru Managing Director and CEO Chairman
03rd July 2023 DIN: 01184636 DIN: 02374967

28
INDEPENDENT AUDITOR’S REPORT
TO
THE MEMBERS OF MANJUSHREE TECHNOPACK LIMITED
Report on the Audit of the Ind AS Standalone Financial Statements
Opinion
We have audited the accompanying standalone financial statements of Manjushree Technopack Limited (“the Company”),
which comprise the Balance Sheet as at March 31, 2023, and the Statement of Profit and Loss (including Other Comprehensive
Income), the Statement of Cash Flows Statement and the Statement of Changes in Equity for the year then ended, and
a summary of significant accounting policies and other explanatory information.
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 March 31, 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.
Information Other than the Financial Statements and Auditor’s Report Thereon
l The Company’s Board of Directors is responsible for the other information. The other information comprises the
Director’s report, but does not include the consolidated financial statements, standalone financial statements and our
auditor’s report thereon.
l Our opinion on the standalone financial statements does not cover the other information and we do not express any
form of assurance conclusion thereon.
l 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 [Link] responsibility also includes maintenance of
adequate accounting records in accordance with the provisions of the Act for safeguarding the assets of the Company and
29
Annual Report - 2023

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:
l 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.
l 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 statementsin
place and the operating effectiveness of such controls.
l Evaluate the appropriateness of accounting policies used and the reasonableness of accounting estimates and related
disclosures made by the management.
l 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.
l 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

30
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.
Report on Other Legal and Regulatory Requirements
1. 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 Statement 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 IndAS specified under Section 133
of the Act.
e) On the basis of the written representations received from the directors as on March 31, 2023 taken on record by
the Board of Directors, none of the directors is disqualified as on March 31, 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 - Refer Note 35 to the 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, as disclosed in the
note 13 to the standalone financial statements, no funds have been advanced or loaned or invested

31
Annual Report - 2023

(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 13 to the standalone 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. The interim dividend declared and paid by the Company during the year 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) facilityis applicable to the Company
w.e.f. April 1, 2023, and accordingly, reporting under Rule 11(g) of Companies (Audit and Auditors) Rules,
2014 is not applicable for the financial year ended March 31, 2023.
2. 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.

Place: Bengaluru For Deloitte Haskins & Sells


Date: July 3, 2023 Chartered Accountants
(Firm’s Registration No. 008072S)
Monisha Parikh
(Partner)
(Membership No. 47840)
UDIN : 23047840BGUCLH4641

32
ANNEXURE “A” TO THE INDEPENDENT AUDITOR’S REPORT
(Referred to in paragraph 1(f) under ‘Report on Other Legal and
Regulatory Requirement’s 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 statementsof Manjushree
Technopack Limited (“the Company”) as of March 31, 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 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 standalone 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 standalone 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

33
Annual Report - 2023

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 standalone 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 standalone 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 March 31, 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.

Place: Bengaluru For Deloitte Haskins & Sells


Date: July 3, 2023 Chartered Accountants
(Firm’s Registration No. 008072S)
Monisha Parikh
(Partner)
(Membership No. 47840)
UDIN : 23047840BGUCLH4641

34
ANNEXURE B TO THE INDEPENDENT AUDITOR’S REPORT
(Referred to in paragraph 2 under ‘Report on Other Legal and
Regulatory Requirement’s 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. (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, investment properties 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 verification of property, plant and equipment, capital work-in-progress,
investment properties and right-of-use assets so to cover all the items once every three 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 no such assets were due for physical verification during the year. Since no physical verification of
property, plant and equipment was due during the year the question of reporting on material discrepancies noted
on verification does not arise.
(c) Based on the examination of the registered sale 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) of all land and buildings disclosed in the standalone
financial statements included in property, plant and equipment, capital work-in-progress and investment
properties are held in the name of the Company as at the balance sheet date. Immovable properties of land and
buildings whose title deeds have been pledged as security for loans, are held in the name of the Company
based on the confirmations directly received by us from lenders.
(d) The Company has not revalued any of its property, plant and equipment and intangible assets during the year.
(e) No proceedings have been initiated during the year or are pending against the Company as at March 31, 2023
for holding any benami property under the Benami Transactions (Prohibition) Act, 1988 (as amended in 2016)
and rules made thereunder.
ii. (a) The inventories except for goods-in-transit, were physically verified during the year by the Management at
reasonable intervals. In our opinion and according to the 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 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 the books of account.
(b) According to the information and explanations given to us, at any point of time of the year, the Company has been
sanctioned working capital limits in excess of Rs. 5 crores, in aggregate, from banks or financial institutions on the
basis of security of current assets of the Company. In our opinion and according to the information and explanations
given to us, the quarterly returns or statements comprising stock statements filed by the Company with such banks till
the date of this report are in agreement with unaudited books of account of the Company for the respective quarters
ended June 30, 2022, September 30, 2022 and December 31, 2022. The Company has filed the revised quarterly
returns/statements for the quarter ended March 31, 2023 with the banks on July 3, 2023.
iii. The Company has made investments in, provided guarantee or security and granted loans or advances in the nature
of loans, secured or unsecured, to companies, firms, Limited Liability Partnerships or any other parties during the
year, in respect of which:
35
Annual Report - 2023

(a) The Company has provided loans or advances in the nature of loans during the year and details of which are
given below:
Aggregate amount granted / provided during the year: Loans
(Amount Rs in Lakhs)

Subsidiary company 2,829.24


Key management personnel 72.00
Loans to other employees 68.05
Balance outstanding as at balance sheet date in respect of the above cases:
Subsidiary company 15,543.34
Key management personnel 72.00
Loans to other employees 75.56
* The amounts reported are at gross amounts, without considering provisions made. There are no provisions
made against these loans given.
The Company has not provided any guarantee or security to any other entity during the year.
(b) The Company has not made any investments or guarantee or security during the year. The terms and conditions
of the above-mentioned loans or advances in the nature of loan are, in our opinion, prima facie, not prejudicial to
the Company’s interest.
(c) The Company has granted loans or provided advances in the nature of loan to the subsidiary which are payable
on demand. During the year the Company has not demanded such loan or advances in the nature of loan.
Having regard to the fact that the repayment of principal or payment of interest has not been demanded by the
Company, in our opinion the repayments of principal amounts and receipts of interest are regular. In respect of
loans to employees, 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) According to information and explanations given to us and based on the audit procedures performed, in respect
of loans granted by the Company, there is no overdue amount remaining outstanding as at the balance sheet
date.
(e) No loan or advance in the nature of loan granted by the Company which has fallen due during the year, has
been renewed or extended or fresh loans granted to settle the overdues of existing loans given to the same
parties.
(f) The Company has granted Loans or advances in the nature of loans which are repayable on demand or without
specifying any terms or period of repayment details of which are given below:
Related Parties(Rs. in Lakhs)
Aggregate of loans/advances in nature of loans
- Repayable on demand (A)
- Agreement does not specify any terms or period of repayment (B) 15,543.34
Total (A+B) 15,543.34
Percentage of loans/advances in nature of loans to the total loans 100%
iv. The Company has complied with the provisions of Sections 185 and 186 of the Companies Act, 2013 in respect of
loans granted, investments made and guarantees and securities provided, as applicable.

36
v. The Company has not accepted any deposit or amounts which are deemed to be deposits. Hence, reporting under
clause 3(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 books of account maintained by the Company pursuant to the
Companies (Cost Records and Audit) Rules, 2014, as amended, prescribed by the Central Government for
maintenance of cost records under Section 148(1) 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. (a) Undisputed statutory dues, including Goods and Services tax, Provident Fund, Employees’ State Insurance,
Income-tax, duty of custom, cess and other material statutory dues applicable to the Company have generally
been regularly deposited by it with the appropriate authorities in all cases during the year.
Undisputed amounts payable in respect of Goods and Service tax, Provident Fund, Employees’ State Insurance,
Income-tax, duty of customs, cess and other material statutory dues in arrears as at March 31, 2023 for a period
of more than six months from the date they became payable are as given below:
Name of Nature of Amount Period to Due Date Amount paid Remarks,
Statute the Dues (Rs. Lakhs) which the (Rs. Lakhs) if any
amount (Date of
relates payment)
The Employees’ Provident Fund 4.28 01 April 2022 Various Rs. 3.49 lakhs Delay in payment
Provident Funds to dates (26June 2023) due to delay
Scheme, 1952 31 August 2022 in linking of
Aadhar with UAN
(b) Details of statutory dues referred to in sub-clause (a) above which have not been deposited as on March 31, 2023on
account of disputes are given below:
Name of the Nature of the Dues Amount Amount Period to Forum where
Statute Involved Unpaid which the Dispute
(Rs. Lakhs) (Rs. Lakhs) Amount Relates Pending is
Income Tax Act, 1961 Income tax dues 207.65 207.65 2013-2014 Income tax
appellate tribunal
Income Tax Act, 1961 Income tax dues 1,557.17 1,532.17 2014-2015,
2015-2016, National Faceless
2016-2017, Appeal Centre
2019-2020,
2020-2021 and
2021-2022
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.

37
Annual Report - 2023

(c) To the best of our knowledge and belief, in our opinion, term loans availed by the Company were, applied by the
Company during the year for the purposes for which the loans were obtained.
(d) On an overall examination of the standalone 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 standalone 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 subsidiary
(f) The Company has not raised loans during the year on the pledge of securities held in its subsidiary.
x. (a) The Company has not issued any of its securities (including debt instruments) during the year and hence
reporting under clause 3(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.
xi. (a) To the best of our knowledge, no fraud by the Company and no material fraud on the Company has been noticed
or reported during the year.
(b) To the best of our knowledge, no report under sub-section (12) of section 143 of the Companies Act 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) As represented to us by the Management, there were no whistle blower complaints received by the Company
during the year.
xii. The Company is not a Nidhi Company and hence reporting under clause 3(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, where applicable, for
all transactions with the related parties and the details of related party transactions have been disclosed in the
standalone 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 issued to the Company during the year and covering the period
upto November 30,2022 and the internal audit reports for the period December 01, 2022 to March 31, 2023
which were issued after the balance sheet date.
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 it’s subsidiary 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 3(xvi)(a), (b) and (c) of the Order is not applicable.
(d) The Group does not have any CIC as part of the group and accordingly reporting under clause 3(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.
xix. On the basis of the financial ratios, ageing and expected dates of realization of financial assets and payment of
financial liabilities and other information accompanying the standalone financial statements and our knowledge of the

38
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 amounts 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 3(xx) of the Order is not applicable for the year.

Place: Bangalore For Deloitte Haskins & Sells


Date: July 3, 2023 Chartered Accountants
(Firm’s Registration No. 008072S)
Monisha Parikh
(Partner)
(Membership No. 47840)
UDIN : 23047840BGUCLH4641

39
Annual Report - 2023

STANDALONE BALANCE SHEET AS AT 31 MARCH 2023 ( ` in lakhs except stated otherwise)


Particulars Note No. As at As at
31 March 2023 31 March 2022
I. Assets
Non-current assets
a) Property, plant and equipment 2 70,422.18 64,267.06
b) Right of use assets 2B 16,290.24 3,982.81
c) Capital work-in-progress 2E 1,953.41 3,347.07
d) Investment Properties 2A - 2,332.13
e) Goodwill (refer note 34) 2 18,482.81 15,130.72
f) Other Intangible assets 2 21,103.41 19,766.79
g) Financial assets - Loans & advances
i) Loans 4 15,543.34 13,857.32
ii) Other financial assets 4 1,996.04 1,086.68
h) Long term Investments 3 1,601.41 1,206.41
i) Other non-current assets 5 5,906.23 4,013.10
Total non-current assets 153,299.07 128,990.09
Current assets
a) Inventories 6 34,249.97 33,651.91
b) Financial assets
i) Trade receivables 7 29,576.76 23,655.82
ii) Cash and cash equivalents 8 145.42 19.66
iii) Other bank balances 9 7,740.46 5,299.66
iv) Other financial assets 10 98.28 147.40
c) Other current assets 11 5,893.75 8,053.72
d) Assets held-for-sale 11A 2,332.13 -
Total current assets 80,036.77 70,828.17
Total Assets 233,335.84 199,818.26
II. Equity and Liabilities
Equity
a) Equity share capital 12A 1,371.86 1,371.86
b) Other equity 12B 97,786.15 90,817.79
Total equity 99,158.01 92,189.65
Liabilities
Non-current liabilities
a) Financial liabilities
i) Borrowings 13 43,391.23 33,922.86
ii) Lease liabilities 2C 9,907.52 1,698.57
iii) Other financial liabilities 14 2,404.14 1,747.17
b) Provisions 15 693.62 675.11
c) Deferred tax liabilities (net) 16 3,059.49 1,888.88
Total non-current liabilities 59,456.00 39,932.59
Current liabilities
a) Financial liabilities
i) Borrowings 17 37,125.41 33,486.89
ii) Lease liabilities 2C 2,084.79 464.88
iii) Trade payables
Due to Micro Enterprises and Small Enterprises 18 1,414.26 933.13
Other than Micro Enterprises and Small Enterprises 18 26,417.77 22,887.37
iv) Other financial liabilities 19 5,780.93 6,076.57
b) Provisions 20 69.13 153.88
c) Other current liabilities 21 1,829.54 3,693.30
Total current liabilities 74,721.83 67,696.02
Total Equity and Liabilities 233,335.84 199,818.26
Company profile and background 1.A
Significant accounting policies 1.D
Notes on Standalone Financial Statements and other explanatory information 2 to 52
The notes referred to above form an integral part of the Standalone Financial Statements
As per our report of even date for and on behalf of the Board

For Deloitte Haskins & Sells Thimmaiah NP Ashok Sudan


Chartered Accountants Managing Director & CEO Chairman
DIN: 01184636 DIN: 02374967
Place : Bengaluru Place : Arizona, USA
Monisha Parikh
Partner Rajesh Kumar Ram Rasmi Ranjan Naik
Membership No. 47840 Chief Financial Officer Company Secretary
Place : Bengaluru Place : Bengaluru Place : Bengaluru
Date : 03 July 2023 Date : 03 July 2023 Date : 03 July 2023

40
STANDALONE STATEMENT OF PROFIT AND LOSS FOR THE YEAR ENDED 31 MARCH 2023
( ` in lakhs except stated otherwise)
Particulars Note No. Year Ened Year Ened
31 March 2023 31 March 2022
I. Revenue from operations 22 201,904.74 140,624.94
201,904.74 140,624.94
II. Other income 23 1,171.57 601.46
III. Total income (I +II) 203,076.31 141,226.40
IV. Expenses
a) Cost of materials consumed 24 131,306.93 87,704.85
b) Purchase of stock in trade 858.24 732.91
c) Changes in inventories of finished goods,
stock-in-trade and work-in-progress 25 (4,113.70) (4,776.00)
d) Employee benefits expense 26 13,055.74 10,196.18
e) Other manufacturing expenses 27 20,480.30 16,152.38
f) Finance cost 28 6,836.95 4,569.17
g) Depreciation and amortisation expenses 2 12,404.33 7,769.43
h) Other expenses 29 10,878.82 7,252.16
Total expenses 191,707.61 129,601.08
V. Profit before exceptional items and tax (III-IV) 11,368.70 11,625.32
VI. Exceptional items 44 (324.99) (555.11)
VII. Profit before tax (V+VI) 11,043.71 11,070.21
VIII. Tax expense: 45
i) Current tax 2,139.30 2,100.00
ii) Current tax relating to earlier years (127.06) (135.23)
iii) Deferred tax expense 1,170.61 1,121.93
IX. Profit after Tax 7,860.86 7,983.51
X. Other Comprehensive Income
Items that will not be reclassified to profit or loss
i) Remeasurements of net defined benefit liability 89.08 20.69
ii) Income tax relating to net defined benefit liability (22.42) (5.21)
XI. Total Comprehensive Income 7,927.52 7,998.99
Earnings (basic) per share in rupees (face value of Rs 10/- each) . 58.02 59.04
Earnings (diluted) per share in rupees (face value of Rs 10/- each) . 57.85 50.44
Company profile and background 1.A
Significant accounting policies 1.D
Notes on Standalone Financial Statements and other explanatory information 2 to 52

As per our report of even date for and on behalf of the Board

For Deloitte Haskins & Sells Thimmaiah NP Ashok Sudan


Chartered Accountants Managing Director & CEO Chairman
DIN: 01184636 DIN: 02374967
Place : Bengaluru Place : Arizona, USA
Monisha Parikh
Partner Rajesh Kumar Ram Rasmi Ranjan Naik
Membership No. 47840 Chief Financial Officer Company Secretary
Place : Bengaluru Place : Bengaluru Place : Bengaluru
Date : 03 July 2023 Date : 03 July 2023 Date : 03 July 2023

41
Annual Report - 2023

STANDALONE STATEMENT OF CHANGES IN EQUITY FOR THE YEAR ENDED 31 MARCH 2023
(` in lakhs except stated otherwise)
A. Equity Share Capital (Refer Note 12 A)
Particulars (Amount in ` in lakhs)
Balance as on 31 March, 2021 1,371.86
Changes in share capital during the year -
Balance as on 31 March, 2022 1,371.86
Changes in share capital during the year -
Balance as on 31 March, 2023 1,371.86
B. Other Equity (Refer Note 12 B)

Reserves and Surplus Employee Other


Particulars Share-based Compre-
Equity component Total
Securities General Retained Payments hensive
of compound fin-
Premium Reserve Earnings Outstanding income/(loss)
ancial instruments
Balance As on 1 April 2021 2,735.32 1,300.00 48,414.74 1,901.70 731.83 (162.84) 54,920.75
Profit/(Loss) for the year - - 7,983.51 - - - 7,983.51
Equity component of com
pulsorily convertible debentures - - - 29,816.50 - - 29,816.50
Recognition of share-based
payments - - - 350.79 - 350.79
Dividend - (2,269.24) - - (2,269.24)
Other comprehensive income - - - - 15.48 15.48
Balance As on 31 March 2022 2,735.32 1,300.00 54,129.01 31,718.20 1,082.62 (147.36) 90,817.79
Profit/(Loss) for the period - - 7,860.87 - - - 7,860.87
Recognition of share-based
payments (refer Note 41) - - - 598.82 - 598.82
Share based payments relating to
forfeited Options (refer note 41) - 244.93 - - (244.93) - -
Other comprehensive income - - - - - 66.66 66.66
Dividend
(inclusive of dividend tax)* - - (1,557.99) - - - (1,557.99)
Balance As on 31 March 2023 2,735.32 1,544.93 60,431.89 31,718.20 1,436.52 (80.70) 97,786.15
The Board of Directors in the meeting held on 22nd November, 2022 recommended Interim Dividend of Rs 11.50 per share. Accordingly,
the aggregate amount of dividend of Rs 1403.39 (net of dividend tax) was paid on 20th December 2022. The Board of directors have not
declared any final dividend for the year.
As per our report of even date for and on behalf of the Board

For Deloitte Haskins & Sells Thimmaiah NP Ashok Sudan


Chartered Accountants Managing Director & CEO Chairman
DIN: 01184636 DIN: 02374967
Place : Bengaluru Place : Arizona, USA
Monisha Parikh
Partner Rajesh Kumar Ram Rasmi Ranjan Naik
Membership No. 47840 Chief Financial Officer Company Secretary
Place : Bengaluru Place : Bengaluru Place : Bengaluru
Date : 03 July 2023 Date : 03 July 2023 Date : 03 July 2023

42
STANDALONE STATEMENT OF CASH FLOW FOR THE YEAR ENDED 31 MARCH 2023
(` in lakhs except stated otherwise)
Year Ended Year Ended
Particulars March 31, 2023 March 31, 2022
A. Cash flow from operating activities
Profit/(Loss) before tax 11,043.71 11,090.90
Adjustments for:
Depreciation and amortisation expense 12,404.33 7,769.43
Loss on sale/discard of Property, plant and equipment (net) (109.71) 109.93
Provision for doubtful trade receivables 139.14 214.48
Trade advances written off 0.88 0.20
Interest income (440.41) (103.77)
Rental Income (330.00) -
Share-based payments 598.82 350.80
Finance costs 6,836.95 4,569.18
Operating profit before working capital changes 30,143.71 24,001.15
Adjustments for:
Inventories 2,191.71 (13,808.72)
Trade receivables (3,179.28) (9,387.45)
Current and non current assets & other financial assets 2,163.06 2,230.97
Trade payables 3,115.86 20,361.30
Other liabilities 2,625.91 8,109.33
Provisions (66.25) 176.63
Cash generated from operations 36,994.72 31,683.21
Income taxes paid (2,737.03) (4,216.79)
Net cash generated from operating activities 34,257.69 27,466.42
B. Cash flow from investing activities
Purchase of Property, plant and equipment & Capital work in progress (16,564.85) (12,763.04)
Payment for acquisition of New business (15,232.59) (41,397.98)
Proceeds from sale of Property, plant and equipment 551.62 72.07
Payment to Classy Kontainers (3,788.29) -
Purchase of Investment (395.00) (959.00)
Fixed deposits with banks matured/(paid) (2,818.94) (4,872.27)
Rental received 330.00 -
Margin Money deposit (18.00) -
Interest received 440.41 103.77
Net cash used in investing activities (37,495.64) (59,816.45)
C. Cash flow from financing activities
Proceeds from long term borrowings 15,500.00 17,330.00
Repayment of long term borrowings (2,091.12) (31,944.06)
Proceeds from/(repayment) of short term borrowings (net) 1,284.76 4,356.89
Loan given to subsidiary (net) (1,686.02) (5,102.31)
Proceeds from compulsorily convertible debentures - 55,200.13
43
Annual Report - 2023

STANDALONE STATEMENT OF CASH FLOW FOR THE YEAR ENDED 31 MARCH 2023 (Contd...)
(` in lakhs except stated otherwise)
Year Ended Year Ended
Particulars March 31, 2023 March 31, 2022

Repayment of lease liabilities (1,247.28) (642.38)


Dividend and tax thereon paid (1,559.68) (2,269.24)
Interest paid on Lease Liabilities (642.77) -
Interest paid other than Lease Liabilities (6,194.18) (4,569.18)
Net cash generated from financing activities 3,363.71 32,359.85
Net increase in cash and cash equivalents (A+B+C) 125.76 9.82
Cash and cash equivalents at the beginning of the year 19.66 9.84
Cash and cash equivalents at the end of the year/period 145.42 19.66
Notes:
1. Cash and cash equivalents at the end of the year comprises of:
Cash on hand 6.31 9.63
Balance with banks:
In current accounts 139.11 10.03
Total 145.42 19.66

2. Reconciliation of lease liabilities for the year ended 31 March 2023


Particulars As at 31 March Impact of Repayment As at 31 March
2022 Ind AS 116 changes 2023
Lease liabilities 2,163.45 11,718.91 (1,890.05) 11,992.31

Reconciliation of lease liabilities for the year ended 31 March 2022


Particulars As at 31 March Impact of Repayment As at 31 March
2021 Ind AS 116 changes 2022
Lease liabilities 1,388.42 1,417.41 (642.38) 2,163.45

3. The above Statement of Cash Flow has been prepared under the Indirect Method as set out in Ind AS 7 “Statement
of Cash Flows”.

As per our report of even date for and on behalf of the Board

For Deloitte Haskins & Sells Thimmaiah NP Ashok Sudan


Chartered Accountants Managing Director & CEO Chairman
DIN: 01184636 DIN: 02374967
Place : Bengaluru Place : Arizona, USA
Monisha Parikh
Partner Rajesh Kumar Ram Rasmi Ranjan Naik
Membership No. 47840 Chief Financial Officer Company Secretary
Place : Bengaluru Place : Bengaluru Place : Bengaluru
Date : 03 July 2023 Date : 03 July 2023 Date : 03 July 2023

44
NOTES FROMING PART OF THE STANDALONE BALANCE SHEET AS AT 31 MARCH 2023 (Contd...)
NOTE ‘2’ : Property, plant & equipment as at 31st March 2023 (` in lakhs except stated otherwise)
(I) Other than research & development
Gross Block Accumulated Depreciation And Amortization Net Block
ITEM Opening Additions Opening Depreciation Eliminated on Closing As on As on As on
as on (Refer Note Closing as on as on & Amortization disposal 31 March 31 March 31 March
Disposals
1 April 2022 No 39 B 31 March 2023 1 April 2022 for the Year of assets 2023 2023 2022
A. Tangible Assets
1. Land 6,520.14 119.14 217.81 6,421.47 - - - - 6,421.47 6,520.14
2. Building & Civil Works 15,985.87 1,115.16 130.00 16,971.03 4,592.47 683.44 14.46 5,261.45 11,709.58 11,393.40
3. Plant & Machinery 81,740.49 9,724.68 665.43 90,799.74 41,995.07 4,946.34 529.18 46,412.23 44,387.51 39,745.42
4. Utility Installations 8,304.21 1,189.23 3.05 9,490.39 4,829.44 458.70 20.28 5,267.86 4,222.53 3,474.77
5. Computer Systems 456.82 130.11 - 586.93 268.87 85.58 - 354.45 232.48 187.95
6. Furniture & Fixtures 796.44 358.65 - 1,155.09 448.09 73.55 - 521.64 633.45 348.35
7. Vehicles 122.28 112.32 9.42 225.18 101.03 15.98 8.95 108.06 117.12 21.25
8. Other Equipments 3,419.49 461.75 13.94 3,867.30 1,537.18 280.14 24.88 1,792.44 2,074.86 1,882.31
Total - A 117,345.74 13,211.04 1,039.65 129,517.13 53,772.15 6,543.73 597.75 59,718.13 69,799.00 63,573.59
B. Intangible Assets
9. Computer Software 175.30 39.25 - 214.55 155.53 5.89 - 161.42 53.13 19.77
10. Patents & Trade Marks 14,006.50 - - 14,006.50 11,908.32 740.11 - 12,648.43 1,358.07 2,098.18
11. Customer Relationship 18,272.25 4,551.99 - 22,824.24 1,296.86 3,720.48 - 5,017.34 17,806.90 16,975.39
12. Brands and Designs - 938.00 - 938.00 - 98.63 - 98.63 839.37 -
13. Non-Compete Fees 932.00 619.72 - 1,551.72 258.55 247.23 - 505.78 1,045.94 673.45
14. Goodwill 15,130.72 3,352.09 - 18,482.81 - - - - 18,482.81 15,130.72
Total - B 48,516.77 9,501.05 - 58,017.82 13,619.26 4,812.34 - 18,431.60 39,586.22 34,897.51
Grand Total (A+B) 165,862.51 22,712.09 1,039.65 187,534.95 67,391.41 11,356.07 597.75 78,149.73 109,385.22 98,471.10
(II) Research & Development (` in lakhs except stated otherwise)
Gross Block Accumulated Depreciation And Amortization Net Block
ITEM Opening Opening Depreciation Eliminated on Closing As on
Closing as on As on As on
as on Additions Disposals as on & Amortization disposal 31 March 31 March 2023 31 March 2022
1 April 2022 31 March 2023 1 April 2022 for the Year 2023
of assets
A. Tangible Assets
1. Building & Civil Works 167.48 - - 167.48 34.98 2.33 - 37.31 130.17 132.50
2. Plant & Machinery 1,754.10 - - 1,754.10 1,261.61 53.65 - 1,315.26 438.84 492.49
3. Computer Systems 1.31 - - 1.31 0.76 - - 0.76 0.55 0.55
4. Furniture & Fixture 167.17 - - 167.17 133.22 7.60 - 140.82 26.35 33.95
5. Other Equipments 131.26 - - 131.26 97.28 6.72 - 104.00 27.27 33.99
Total 2,221.32 - - 2,221.32 1,527.85 70.30 - 1,598.15 623.18 693.47
A. Tangible Assets 119,567.06 13,211.04 1,039.65 131,738.45 55,300.00 6,614.03 597.75 61,316.28 70,422.18 64,267.06
B. Goodwill 15,130.72 3,352.09 - 18,482.81 - - - - 18,482.81 15,130.72
C. Other Intangible Assets 33,386.05 6,148.96 - 39,535.02 13,619.26 4,812.34 - 18,431.60 21,103.41 19,766.79

45
Grand Total 168,083.83 22,712.09 1,039.65 189,756.27 68,919.26 11,426.37 597.75 79,747.88 110,008.40 99,164.57
46
NOTES FROMING PART OF THE STANDALONE BALANCE SHEET AS AT 31 MARCH 2023 (Contd...)
NOTE “2” : Property, plant & equipment as at 31st March 2022
(I) Other than research & development (` in lakhs except stated otherwise)
Gross Block Accumulated Depreciation And Amortization Net Block
ITEM Opening Opening Depreciation Eliminated on Closing as on As on As on
as on Closing as on as on & Amortization 31 March
Additions Disposals disposal 31 March 2022 31 March 2021
1 April 2021 31 March 2022 1 April 2021 for the Year 2022
of assets
Annual Report - 2023

A Tangible Assets
1. Land 2,760.12 3,760.02 - 6,520.14 - - - - 6,520.14 2,760.12
2. Building & Civil Works 12,494.88 3,490.99 - 15,985.87 4,187.15 405.32 - 4,592.47 11,393.40 8,307.73
3. Plant & Machinery 65,306.40 17,137.99 703.90 81,740.49 38,529.11 4,027.09 561.13 41,995.07 39,745.42 26,777.29
4. Utility Installations 7,733.80 656.57 86.16 8,304.21 4,543.60 364.19 78.35 4,829.44 3,474.77 3,190.20
5. Computer Systems 386.74 84.84 14.76 456.82 205.45 76.82 13.40 268.87 187.95 181.29
6. Furniture & Fixture 779.83 80.18 63.57 796.44 447.80 49.73 49.44 448.09 348.35 332.03
7. Vehicles 127.88 3.82 9.42 122.28 103.29 6.69 8.95 101.03 21.25 24.59
8. Other Equipments 2,742.67 734.27 57.45 3,419.49 1,355.13 224.50 42.45 1,537.18 1,882.31 1,387.54
Total - A 92,332.32 25,948.68 935.26 117,345.74 49,371.53 5,154.34 753.72 53,772.15 63,573.59 42,960.79
B. Intangible Assets
9. Computer Software 175.54 8.97 9.21 175.30 152.51 11.77 8.75 155.53 19.77 23.03
10. Patents & Trade Marks 14,006.50 - - 14,006.50 11,090.80 817.52 - 11,908.32 2,098.18 2,915.70
11. Customer Relationship 1,327.25 16,945.00 - 18,272.25 353.85 943.01 - 1,296.86 16,975.39 973.40
12. Non-Compete Agreement 519.00 413.00 - 932.00 138.34 120.21 - 258.55 673.45 380.66
13. Goodwill 8,000.00 7,130.72 - 15,130.72 - - - - 15,130.72 8,000.00
Total - B 24,028.29 24,497.69 9.21 48,516.77 11,735.50 1,892.51 8.75 13,619.26 34,897.51 12,292.79
Grand Total (A+B) 116,360.61 50,446.37 944.47 165,862.51 61,107.03 7,046.85 762.47 67,391.41 98,471.10 55,253.58
(II) Research & Development (` in lakhs except stated otherwise)
Gross Block Accumulated Depreciation And Amortization Net Block
ITEM Opening Opening Depreciation Eliminated on Closing as on
Closing as on As on As on
as on Additions Disposals as on & Amortization disposal 31 March 31 March 2022 31 March 2021
1 April 2021 31 March 2022 1 April 2021 for the Year 2022
of assets
A. Tangible Assets
1. Building & Civil Works 167.48 - - 167.48 32.65 2.33 - 34.98 132.50 134.83
2. Plant & Machinery 1,731.21 22.89 - 1,754.10 1,205.82 55.79 - 1,261.61 492.49 525.39
3. Computer Systems 1.31 - - 1.31 0.76 - - 0.76 0.55 0.55
4. Furniture & Fixture 167.17 - - 167.17 125.62 7.60 - 133.22 33.95 41.55
5. Other Equipments 131.26 - - 131.26 90.32 6.96 - 97.28 33.98 40.94
Total 2,198.43 22.89 - 2,221.32 1,455.17 72.68 - 1,527.85 693.47 743.26
A. Tangible Asset 94,530.75 25,971.57 935.26 119,567.06 50,826.70 5,227.02 753.72 55,300.00 64,267.06 43,704.05
B. Goodwill 8,000.00 7,130.72 - 15,130.72 - - - - 15,130.72 8,000.00
C. Other Intangible Assets 16,028.29 17,366.97 9.21 33,386.05 11,735.50 1,892.51 8.75 13,619.26 19,766.79 4,292.79
Grand Total 118,559.04 50,469.26 944.47 168,083.83 62,562.20 7,119.53 762.47 68,919.26 99,164.57 55,996.84
NOTES FORMING PART OF THE STANDALONE BALANCE SHEET AS AT 31 MARCH 2023 (Contd...)
NOTE “2A (1)” : Investment Properties at 31st March 2023 (` in lakhs except stated otherwise)
Gross Block Accumulated Depreciation And Amortization Net Block
ITEM Opening Transfer to Assets Depreciation Transfer to Assets Closing as on
Closing as on As on As on
as on Additions held for sale Accumulated and Amortization
held for sale 31 March
Depreciation 31 March 2023 31 March 2022
1 April 2022 (refer Note 11A 31 March 2023 for the year (refer Note 11A 2023

Leasehold Land 998.53 - 998.53 - - - - - - 998.53


Building & Civil Works 2,102.07 - 2,102.07 - 774.59 - 774.59 - - 1,327.48
Utility Installations 26.19 - 26.19 - 20.07 - 20.07 - - 6.12
TOTAL 3,126.79 - 3,126.79 - 794.66 - 794.66 - - 2,332.13

NOTE 2A (ii) : Investment Properties at 31st March 2022


Gross Block Accumulated Depreciation And Amortization Net Block
ITEM Opening Opening Depreciation Eliminated on Closing as on
Closing as on As on As on
as on Additions Disposals as on & Amortization disposal 31 March
31 March 2022 31 March 2022 31 March 2021
1 April 2021 1 April 2021 for the Year of assets 2022
Leasehold Land 998.53 - - 998.53 - - - - 998.53 998.53
Building & Civil Works 2,102.07 - - 2,102.07 723.68 50.92 - 774.60 1,327.47 1,378.39
Utility Installations 26.19 - - 26.19 18.78 1.28 - 20.06 6.13 7.41
TOTAL 3,126.79 - - 3,126.79 742.46 52.20 - 794.66 2,332.13 2,384.33

NOTE “2A” : ADDITIONAL NOTES


Investment properties comprise of a factory at Harohalli, Karnataka and the Utility Installations thereon, which has been leased to third parties for a period of nine years with initial lock in period of 3 years.
Pursuant to an agreement for sale dated 23rd January 2023, the said Investment properties have been re-classified as ‘Assets held for sale’ at their carrying values as at 31 March 2023 (Refer Note no. 11A).

Amounts recognised in profit and loss for investment properties 31 March 2023 31 March 2022
Rental income derived from investment properties 330.00 330,00
Less: Depreciation - 52.20
Profit arising from investment properties before indirect expenses 330.00 277.80

Estimation of fair value : The fair valuation is based on current prices in the active market for similar properties. The main inputs used are quantum, area, location, accessibility, frontage and visibility.
The aforesaid fair value is based on valuations performed by an accredited independent valuer.
Fair Value of Investment Property

As at 31 March 2022
Level 2 Fair value
Land and Building 3,800.00
Utilities 6.13

47
48
Annual Report - 2023

NOTES FORMING PART OF THE STANDALONE BALANCE SHEET AS AT 31 MARCH 2023 (Contd...)
NOTE “2B (i)” : Right of use (Assets) - As at March 31, 2023 (` in lakhs except stated otherwise)
Gross Block Accumulated amortization Net Block
ITEM Reclassified /
As on Deductions/ As on 31, As on Charge for Deductions/ As on 31, As on 31,
Recognised
1, April 2022 during the year adjustment March 2023 1, April 2022 the year adjustment March 2023 March 2023

Leases - Land 2,023.84 595.13 - 2,618.97 59.94 35.13 - 95.07 2,523.90


Leases - Building 3,450.89 441.14 - 3,892.03 1,431.98 528.90 - 1,960.88 1,931.15
Leases - Machine - 12,249.12 - 12,249.12 - 413.93 - 413.93 11,835.19
Total 5,474.73 13,285.39 - 18,760.12 1,491.92 977.96 - 2,469.88 16,290.24

NOTE “2B (ii)” : Right of use (Assets) - As at March 31, 2022

Gross Block Accumulated amortization Net Block


ITEM
As at Recognised Deductions/ As at March 31, As at April 1, Charge for Deductions/ As on 31, As on 31,
1, April 2021 during the year adjustment 2022 2021 the year adjustment March 2022 March 2022

Leases- Land 1,471.37 552.47 - 2,023.84 36.18 23.76 - 59.94 1,963.90


Leases -Building 2,150.34 1,300.55 - 3,450.89 858.03 573.95 - 1,431.98 2,018.91
Total 3,621.71 1,853.03 - 5,474.73 894.21 597.70 - 1,491.92 3,982.81
NOTES FORMING PART OF THE STANDALONE BALANCE SHEET AS AT 31 MARCH 2023 (Contd...)
NOTE “2 C” : LEASE LIABILITIES (` in lakhs except stated otherwise)
Lease liabilities As at 31 March 2023 As at 31 March 2022
Non-current lease liabilities 9,907.52 1,698.57
Current lease liabilities 2,084.79 464.88
Movement in lease liabilities
Opening Lease Liability 2,163.45 1,388.42
Addition during the year 11,076.14 1,258.06
Cancellation of lease contracts - -
Finance Cost accrued during the year 642.77 159.34
Payment of Lease Liabilities 1,890.05 642.37
Closing Lease Liability 11,992.31 2,163.45
Maturity analysis of lease liabilities (Cash Outflow undiscounted)
a. Not later than one year 3,087.84 638.51
b. Later than one year and not later than five years 9,998.98 1,773.42
c. Later than five years 2,807.36 288.01
NOTE “2 D” : SUMMARY OF DEPRECIATION & AMORTISATION (` in lakhs except stated otherwise)
Lease liabilities As at 31 March 2023 As at 31 March 2022
Property, Plant & Equipment 6,614.03 5,227.02
Intangible Assets 4,812.34 1,892.51
Investment Properties - 52.20
Right of use Assets 977.96 597.70
Total 12,404.33 7,769.43
NOTE “2 E” : CAPITAL WORK-IN-PROGESS
Ageing Schedule as at March 31, 2023 (` in lakhs except stated otherwise)
Particulars Amount of CWIP for period of Total
< 1 year 1-2 years 2-3 years > 3 years
Projects in progress 1,161.29 64.62 28.20 699.30 1,953.41
Projects temporarily suspended - - - - -
In respect of projects where the completion is overdue, the schedule for completion is given below:
Particulars To be completed in Total
< 1 year 1-2 years 2-3 years > 3 years
Research, Development and
training facility 429.11 - - - 429.11
Factory building 138.00 - - - 138.00
Plant & Equipment 191.00 - - - 191.00
Others 34.00 - - - 34.00
Total 792.11 - - - 792.11
Ageing Schedule as at March 31, 2022
Particulars Amount of CWIP for period of Total
< 1 year 1-2 years 2-3 years > 3 years
Projects in progress 2,658.03 100.58 30.24 558.22 3347.07
Projects temporarily suspended - - - - -
As on the date of the balance sheet, there are no projects where the completion is overdue or has exceeded the cost,
based on approved plan/budget.
49
Annual Report - 2023

NOTES FORMING PART OF THE STANDALONE BALANCE SHEET AS AT 31 MARCH 2023 (Contd...)
(` in lakhs except stated otherwise)
As at As at
Particulars 31 March 2023 31 March 2022
NOTE “3” : LONG TERM INVESTMENTS
(i) Unquoted, at cost, in a wholly owned subsidiary
MTL New Initiatives Private Limited
10,000 Equity shares of Rs.10 each 1.00 1.00
(ii) Others (at fair value through other comprehensive income)
Four EF Renewables Private Limited
82,135 Equity shares of Rs.100 each 82.14 82.14
1,64,271 Compulsorily Convertible Preference Shares of Rs.100 each 164.27 164.27
Clean Max Scorpius Power LLP
Capital Contribution (Refer note 3(i) below) 1,354.00 959.00
1,601.41 1,206.41

Name of Partners Capital Profit


Contribution sharing ratio
“3 (i)” Particulars relating to total capital, partners and profit sharing ratio
Clean Max Enviro Energy Solutions Private Limited 3,853.70 74%
Manjushree Technopack Limited 1,354.00 26%
Kuldeep Jain * - -
TOTAL 5,207.70 100%
* Capital Contributuion is only Rs. 10 which is less than rounding off norms adopted by the Company.
Financial Assets
NOTE “4” : LOANS & ADVANCES
(Unsecured, considered good)
Non-Current
- Loans
Due from subsidiary (Refer note below and note 37) 15,543.34 13,857.32
- Others
Security deposits 1,002.13 710.17
Rental deposits 993.91 376.51
TOTAL 1,996.04 1,086.68
Additional Regulatory disclosure:
As at 31 March 2023 As at 31 March 2022
Rs. Lakhs Rs. Lakhs
Name of Party Loans / advances % of total Loans/advances % of total
in the nature Loans/advances in the nature Loans/advances
loans in the loans in the
outstanding nature loans outstanding nature loans
MTL New Initiatives Private Limited-
wholly owned subsidiary*# 15,543.34 100.00 13,857.32 100.00
* The loans are repayable on demand and there are no stipulations as to terms of repayment.

50
NOTES FORMING PART OF THE STANDALONE BALANCE SHEET AS AT 31 MARCH 2023 (Contd...)

# The Board of directors of the Company in their meeting held on February 22, 2023 has approved a scheme of
Amalgamation of its wholly owned subsidiary (WOS) with the Company with Appointed date as September 1, 2023,
subject to the approval of the shareholders. The scheme of Amalgamation was filed with Regional Director, South-east
Region, Hyderabad, Telangana on March 17, 2023. The scheme provides for the Amalgamation of its WOS with the
Company wherein the entire business and undertaking(s) including the assets and liabilities of the WOS shall be
transferred to and vested with the Company with effect from the Appointed Date. Consequent to the Amalgamation, the
loan and the investment included Note no 3 and Note no 4 respectively, will be cancelled.
(` in lakhs except stated otherwise)
As at As at
Particulars 31 March 2023 31 March 2022

NOTE “5” : OTHER NON-CURRENT ASSETS


Prepaid Expenses 97.39 6.30
Capital advances 1,630.41 530.75
Balances with Government Authorities 0.10 0.10
Advance tax (Net of Provision for tax) * 4,178.33 3,475.95
TOTAL 5,906.23 4,013.10
* Includes Income Tax Demand paid under protest of Rs. 25 Lakhs (previous year Rs. 25 Lakhs) relating to Assessment
Year 2002-2003.
Current Assets
NOTE “6” : INVENTORIES
(At cost or net realisable value whichever is lower)
Raw materials 11,663.22 16,556.72
Packing materials 835.66 929.47
Work-in-progress 689.68 587.49
Finished goods 16,841.51 13,230.98
Stock-in-trade (Acquired for trading) 788.11 387.12
Stores, Spares and Consumables 3,431.79 1,960.13
TOTAL 34,249.97 33,651.91
Financial Assets
NOTE “7” : TRADE RECEIVABLES (Refer note 31(b) and note 32)
Current
Unsecured, considered good 29,576.76 23,655.82
Unsecured, considered doubtful 485.95 535.32
30,062.71 24,191.14
Less : Expected credit loss provision 485.95 535.32
TOTAL 29,576.76 23,655.82
The average credit period on sale of goods is ranging from 1 to 120 days
Movement in Expected Credit Loss Allowance:
Balance at the beginning of the year 535.32 348.18
Add: Movement in expected credit loss allowance on
trade receivables calculated at lifetime expected credit losses 139.13 214.48
Less: Bad debts written off against provision 188.50 27.34
Balance at the end of the year 485.95 535.32
51
(` in lakhs except stated otherwise)

52
Particulars As at 31 March 2023 As at 31 March 2022
Trade Receivables
Considered good - unsecured 29,576.76 23,655.82
Trade Receivables – credit impaired 485.95 535.32
Less: Allowance for expected credit losses (485.95) (535.32)
Annual Report - 2023

TOTAL 29,576.76 23,655.82


Ageing Schedule of trade receivables as at 31 March 2023
Not Outstanding for the following period from due date of payments:
Particulars Unbilled Due < 6 months 6 months- 1-2 years 2-3 years > 3 years Total
1 year
(i) Undisputed Trade Receivables –
Considered Good – 24,577.38 4,864.31 124.64 8.59 1.84 29,576.76
(ii) Undisputed Trade Receivables –
which have significant increase in credit risk – – – – – – – –
(iii) Undisputed Trade Receivables – credit impaired – – 55.11 244.08 108.02 78.74 485.95
(iv) Disputed Trade Receivables –
Considered Good – – – – – – – –
(v) Disputed Trade Receivables –
which have significant increase in credit risk – – – – – – – –
(vi) Disputed Trade Receivables – credit impaired – – – – – – – –
Ageing Schedule of trade receivables as at 31 March 2022
(i) Undisputed Trade Receivables -
Considered Good – 17,725.30 5,524.07 403.07 3.38 – 23,655.82
(ii) Undisputed Trade Receivables -
which have significant increase in credit risk – – – – – – – –
(iii) Undisputed Trade Receivables - credit impaired – – 0.05 138.68 152.59 76.98 167.02 535.32
(iv) Disputed Trade Receivables -
Considered Good – – – – – – – –
(v) Disputed Trade Receivables -
which have significant increase in credit risk – – – – – – – –
(vi) Disputed Trade Receivables - credit impaired – – – – – – – –
NOTES FORMING PART OF THE STANDALONE BALANCE SHEET AS AT 31 MARCH 2023 (Contd...)
NOTES FORMING PART OF THE STANDALONE BALANCE SHEET AS AT 31 MARCH 2023 (Contd...)
(` in lakhs except stated otherwise)
As at As at
Particulars 31 March 2023 31 March 2022

NOTE “8” : CASH AND CASH EQUIVALENTS


Cash on hand 6.31 9.63
Balances with banks
In Current accounts 139.11 10.03
TOTAL 145.42 19.66
NOTE “9” : BANK BALANCES OTHER THAN CASH & CASH EQUIVALENTS
Margin Money deposits 50.20 32.20
Term deposits 7,675.83 4,856.89
Unclaimed dividend accounts 14.43 12.73
Escrow Account (Refer note no 39) - 397.84
TOTAL 7,740.46 5,299.66
NOTE “10” : OTHER FINANCIAL ASSETS
Current
Interest accrued but not received 13.69 136.66
Derivative Assets-Foreign exchange forward contracts - 10.74
Other Receivables (Refer Note No. 37) 84.59 -
TOTAL 98.28 147.40
NOTE “11” : OTHER CURRENT ASSETS
Balances with government authorities :
Customs duty deposit 43.87 3.22
GST receivable 560.59 1,010.27
Other deposits 23.19 25.85
TOTAL A 627.65 1,039.44
Other loans and advances:
Prepaid expenses 241.00 282.29
Advance to employees (Refer Note 37) 147.56 30.11
Advance to suppliers 4,843.13 6,662.37
Earnest money deposit 34.41 39.51
TOTAL B 5,266.10 7,014.28
TOTAL (A+B) 5,893.75 8,053.72
NOTE “11 A” : ASSET HELD FOR SALE
Asset held for sale (refer note below) 2,332.13 -
2,332.13 -
The above represents land & building at Harohalli, Karnataka, and utility installations thereon. The land which was initially
leased to the Company by Karnataka Industrial Area Development Board (“KIADB”) in July 2017, was transferred in the
name the Company by KIADB in November 2022. Pursuant to an agreement for sale dated 23 January 2023, the above
assets which were held as investment properties have now been classified as ‘Assets held for sale’. The sale is expected
to be completed during the year ending 31 March 2024. An amount of Rs. 999.14 Lakhs has been received as advance
towards the proposed sale (Refer Note no. 19)
53
Annual Report - 2023

NOTES FORMING PART OF THE STANDALONE BALANCE SHEET AS AT 31 MARCH 2023 (Contd...)
(` in lakhs except stated otherwise)

NOTE “12 A” : SHARE CAPITAL


Particulars No. of Shares Amount No. of Shares Amount
Authorised Capital
Equity Shares of ` 10/- each
(Previous year ` 10/- each ) 25,000,000 2,500.00 25,000,000 2,500.00
Issued, Subscribed and Paid-up Capital
Equity Shares of ` 10/- each
(Previous year ` 10/- each )
Fully Called up and Paid up in Cash 13,547,700 1,354.77 13,547,700 1,354.77
Add: Forfeited shares (amount originally paid up) 239,500 17.09 239,500 17.09
(239,500 equity shares were forfeited on
30 Sep. 1997 for non-payment of allotment money.)
TOTAL 1,371.86 1,371.86
(i) Reconciliation of no. of Equity Shares outstanding at the beginning and at the end of the current period:

Particulars No. of Shares Amount No. of Shares Amount


Equity Shares of face value ` 10/- each
As at beginning of the year 13,547,700 1,354.77 13,547,700 1,354.77
Add: number of shares issued during the year - - - -
Less: number of shares bought back during the year - - - -
As at end of the year 13,547,700 1,354.77 13,547,700 1,354.77

(ii) Share holders holding more than 5% Equity Shares in the Company:
Class of share / No of % of No of % of
Name of the shareholder Shares held Shares held Shares Held Shares held
Equity Shares of face value ` 10/- each
AI Lenarco Midco Limited 13,173,990 97.24% 13,173,990 97.24%
(iii) The Company has only one class of shares. Each Equity Share holder is entitled to one vote per share. The dividend
proposed by the Board of Directors is subject to the approval of the shareholders in the ensuing Annual General
Meeting, except in case of interim dividend. In the event of liquidation, the equity shareholders are eligible to receive
the remaining assets of the Company after distribution of all preferential amounts, in proportion to their shareholding.
As at As at
Particulars 31 March 2023 31 March 2022

NOTE “12 B” : OTHER EQUITY


General Reserve:
Balance as at the beginning of the year. 1,300.00 1,300.00
Add/(Less): Share based payments relating to forfeited Options (refer note 41) 244.93 -
Balance as at the end of the year 1,544.93 1,300.00
54
NOTES FORMING PART OF THE STANDALONE BALANCE SHEET AS AT 31 MARCH 2023 (Contd...)
(` in lakhs except stated otherwise)
As at As at
Particulars 31 March 2023 31 March 2022

The general reserve is used from time to time to transfer profits from retained
earnings for appropriation purposes. There is no policy for regular transfer. As the
general reserve is created by a transfer from one component of equity to another
and is not an item of other comprehensive income, items included in the general
reserve will not be reclassified subsequently to statement of profit and loss.
Securities Premium:
Balance as at the beginning of the year 2,735.32 2,735.32
Add/(Less) : Premium on Fresh Issue of Shares - -
Balance as at the end of the year 2,735.32 2,735.32
Securities Premium is used to record the premium on issue of shares.
The reserve is utilised in accordance with the Provisions of the
Companies Act, 2013.
Equity component of compulsorily convertible debentures
Balance as at the beginning of the year 31,718.20 1,901.70
Add/(Less) : Issue and conversion of Compulsorily
Convertible Debentures -Equity Component (Refer Note no. 13.2) - 29,816.50
Balance as at the end of the year 31,718.20 31,718.20
Retained Earnings (Including other comprehensive income)
Balance as at the beginning of the year 53,981.65 48,251.90
Add/(Less): Net Profit after tax transferred
from Statement of Profit and Loss 7,927.53 7,998.99
Add/(Less): Interim Dividend paid (1,557.99) (2,269.24)
Balance as at the end of the year 60,351.19 53,981.65
Employee Share-based Payments Outstanding
Balance as at the beginning of the year 1,082.62 731.83
Recognition of share-based payments (refer Note 41) 598.82 350.79
Share based payments relating to forfeited Options (refer note 41) (244.93) -
Balance as at the end of the year 1,436.51 1,082.62
Total as at the end of the year 97,786.15 90,817.79

Financial liabilities
NOTE “13” : NON-CURRENT BORROWINGS
Secured
Term loans
Particulars As at 31 March 2023 As at 31 March 2022
Current Non Current Current Non Current
(i) Rupee term loan (refer note 13.1 below) 3,988.86 20,420.02 2,132.35 8,757.15
(iii) Compulsorily convertible debentures
(refer note 13.2 below) 2,726.70 22,971.21 2,229.45 25,165.71
TOTAL 6,715.56 43,391.23 4,361.80 33,922.86
55
Annual Report - 2023

NOTES FORMING PART OF THE STANDALONE BALANCE SHEET AS AT 31 MARCH 2023(Contd...)


(` in lakhs except stated otherwise)
NOTE “13.1” :
Current Non- Current Non- Repayable Repay- Rate of Number Security
current current in number ment interest of instal-
Particulars of commen in % ments Hypothecation of
install- -cing remain- Company’s
31 March 2023 31 March 2022 ments from ing present and future
HDFC Term Loan 562.60 1,477.80 672.00 1,848.84 18 01/05/2022 8.85% 15 movable fixed
assets comprising
Plant and
HDFC Term Loan 1,755.03 12,285.21 - - 16 01/12/2023 8.05% 14 Machineries,
Equipment, etc.
HDFC Term Loan 119.97 839.79 - - 16 01/12/2023 8.05% 14 along with
equitable
mortgage of
ICICI Term Loan 1,460.35 5,476.31 1,460.35 6,908.31 23 01/04/2022 9.31% 19 immovable
properties located
ICICI Term Loan 90.91 340.91 - - 22 01/07/2022 9.67% 19 at Bengaluru,
Baddi, Pantnagar,
and Amritsar.
TOTAL 3,988.86 20,420.02 2,132.35 8,757.15

NOTE “13.2” : COMPULSORY CONVERTIBLE DEBENTURES


The Company has issued following Compulsory Convertible Debentures (“CCD”) at par with face value of Rs.100 each. The
“CCD” shall have a tenure of 8 years and is convertible into equity shares at the earlier of: (i) the exercise of its right to
convert the CCDs into Equity Shares by the Investor, by issuing a notice to the Board in this regard; or (ii) the expiry of
tenor . The simple interest rate of 9% is payable on the face value of CCD on half yearly basis. The Company has classifed
the “CCD” as compound financial instrument and has computed debt and equity element in accordance with IndAs 109,
“Financials Instruments”
Allotment date No of CCDs Amount Conversion price No. of
(Rs.) (Rs.) equity share
18 December 2019 3,521,614 35,21,61,400 1,637.96 215,000
12 April 2021 2,500,133 250,013,300 1637.96 152,637
07 January 2022 26,500,000 2,650,000,000 1620.23 1,635,570
18 January 2022 26,200,000 2,620,000,000 1620.23 1,617,054
58,721,747 5,872,174,700 3,620,262

NOTE “13.3” : QUARTERLY RETURNS SUBMITTED TO BANKS


The Company has been sanctioned working capital limits in excess of Rs. 5 crores, in aggregate, from banks on the basis
of security of current assets of the Company. The quarterly returns and stock statements submitted by the Company to the
said banks are in agreement with unaudited books of account of the Company for the respective quarters ended 30 June
2022, 30 September 2022 and 31 December 2022. The revised return/ statements for the quarter ended 31 March 2023,
has been filed with the banks on 03 July 2023
NOTE “13.4” : WILFUL DEFAULTER
The Company has not been declared wilful defaulter by any bank or financial institution or government or any government
authority.
56
NOTES FORMING PART OF THE STANDALONE BALANCE SHEET AS AT 31 MARCH 2023 (Contd...)
(` in lakhs except stated otherwise)
NOTE “13.5” : APPLICATION OF TERM LOANS
Term loans availed by the Company were applied by the Company during the year for the purposes for which the loans
were obtained.
NOTE “13.6” : ADDITIONAL REGULATORY DISCLOSURE
The Company has not advanced or loaned or invested funds to any other person(s) or entity(ies), including foreign entities
(Intermediaries) with the understanding that the Intermediary shall: (a) 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 (b) provide any
guarantee, security or the like to or on behalf of the Ultimate Beneficiaries.
The Company has not received any fund from any person(s) or entity(ies), including foreign entities (Funding Party) with
the understanding (whether recorded in writing or otherwise) that the Company shall (a) 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 (b) provide any guarantee, security or the like on behalf of the Ultimate Beneficiaries,

As at As at
Particulars 31 March 2023 31 March 2022
NOTE “14” : OTHER FINANCIALS LIABILITIES
Non-Current
Rental deposit 100.00 100.00
Security deposit 1,369.92 978.92
Gratuity (refer note 40) 934.22 668.25
TOTAL 2,404.14 1,747.17
NOTE “15” : NON-CURRENT PROVISIONS
Compensated absences 693.62 675.11
TOTAL 693.62 675.11
NOTE “16” : DEFERRED TAX LIABILITIES (NET)
Deferred tax assets
Provision of expenses 192.20 192.40
Employee benefits 665.13 559.19
Provision for doubtful Trade receivables 122.30 134.74
TOTAL ‘A’ 979.63 886.33
Deferred Tax Liabilities
Depreciation/Amortization on property, plant & equipment and goodwill 2,957.42 2,317.32
Right of use assets 1,081.70 457.89
TOTAL ‘B’ 4,039.12 2,775.21
Deferred Tax Liabilities (Net) (B-A) 3,059.49 1,888.88
Financial Liabilities
NOTE “17” : CURRENT BORROWINGS
Secured (refer Note 17.1 below)
Working capital loans 30,409.85 29,125.09
Current maturities of Long term borrowings (Refer Note no. 13) 6,715.56 4,361.80
TOTAL 37,125.41 33,486.89
Note “17.1” : Working Capital loans from Bank : Working capital loans are secured against property, plant and equipment,
and current assets of the Company, present and future.
57
Annual Report - 2023

NOTES FORMING PART OF THE STANDALONE BALANCE SHEET AS AT 31 MARCH 2023 Contd...)
(` in lakhs except stated otherwise)
As at As at
Particulars 31 March 2023 31 March 2022

NOTE “18” : TRADE PAYABLE


Current
Due to Micro Enterprises and Small Enterprises (refer note below ) 1,414.26 933.13
Other than Micro Enterprises and Small Enterprises 26,417.77 22,887.37
TOTAL 27,832.03 23,820.50
Note : Due to Micro Enterprises and Small Enterprises
Details relating to dues to Micro and Small enterprises as per Micro, Small
and Medium Enterprises Development Act, 2006 is on the basis of such
parties having been identified by the Management and relied upon by the
Auditors’. The Company has not received any claim for interest from any
supplier under the said Act. The following table provides the details:
The principal amount due thereon remaining unpaid to any supplier as at
the end of each accounting year. 1,414.26 933.13
Interest due there on remaining unpaid to any supplier at the end of each
accounting year. 18.34 9.18
The amount of interest paid by the Company along with the amounts of the
payment made to the supplier beyond the appointed day during the year. 0.01 -
The amount of interest due and payable for the period of delay in making
payment (which have been paid but beyond the appointed day during the
year) but without adding the interest specified under this Act. 18.33 9.18
The amount of interest accrued and remaining unpaid at the end of the year. 18.34 9
The amount of further interest remaining due and payable even in the
succeeding years, until such date when the interest dues as above are
actually paid to the small enterprise. - -
TOTAL 1,432.60 942.31

Ageing Schedule of trade receivables as at 31 March 2023


Not Outstanding for the following period from
Particulars Unbilled Due due date of payments: Total
< 1 year 1-2 years 2-3 years > 3 years
(i) MSME – 1,266.17 121.56 23.37 0.03 3.13 1,414.26
(ii) Others – 14,695.81 11,159.16 442.24 60.41 60.15 26,417.77
(iii) Disputed dues
– MSME – – – – – – –
(iv) Disputed dues
– Others – – – – – – –

58
NOTES FORMING PART OF THE STANDALONE BALANCE SHEET AS AT 31 MARCH 2023 Contd...)
(` in lakhs except stated otherwise)

Ageing Schedule of trade payables as at 31 March 2022

Not Outstanding for the following period from


Particulars Unbilled Due due date of payments: Total
< 1 year 1-2 years 2-3 years > 3 years
(i) MSME – 597.92 322.87 3.22 6.04 3.08 933.13
(ii) Others – 14,641.71 7,950.30 105.23 127.15 62.98 22,887.37
(iii) Disputed dues
– MSME – – – – – – –
(iv) Disputed dues
– Others – – – – – – –

As at As at
Particulars 31 March 2023 31 March 2022

NOTE “19” : OTHER FINANCIAL LIABILITIES


Current
Interest accrued and not due on borrowings 18.37 1.20
Creditors for capital goods 1,587.31 1,684.65
Gratuity (Refer note 40) 268.21 226.35
Derivative Liabilities-Foreign exchange forward contracts 5.27 -
Unclaimed dividends 14.42 12.73
Advance against sale of property (Refer Note no. 11A) 999.14 -
Deferred purchase consideration:
- Packing Business of Varahi Limited 35.96 35.96
- B2B plastic business (Refer note 39) - 397.84
- Plastic packaging products business (Refer note 39A) 158.20 3,717.84
- HPPL business (Refer note 39B) 2,694.05 -
TOTAL 5,780.93 6,076.57
NOTE “20” : PROVISIONS
Current
Compensated absences 69.13 153.88
TOTAL 69.13 153.88
NOTE “21” : OTHER CURRENT LIABILITIES
Statutory Liabilities
- Tax deducted at source 214.49 138.37
- Other statutory liabilities 179.58 167.60
Advances from customers 1,435.47 3,387.33
TOTAL 1,829.54 3,693.30

59
Annual Report - 2023

NOTES TO THE STANDALONE STATEMENT OF PROFIT AND LOSS FOR THE YEAR ENDED
31 MARCH 2023
(` in lakhs except stated otherwise)
Year Ended Year Ended
Particulars March 31, 2023 March 31, 2022

NOTE “22” : REVENUE FROM OPERATIONS


Products
Domestic ( Refer note 22(i) below) 181,462.40 126,856.77
Exports 7,721.63 4,788.78
Other operating income
Job-work income 11,829.95 8,162.01
Trading of Export incentive scrips 60.97 3.83
Storage and goods handling income 441.86 422.97
Design and Development Services 145.19 77.25
Discount and rebates 100.44 47.82
Miscellaneous receipts 142.30 265.51
TOTAL 201,904.74 140,624.94
Notes “22 (i)” The Company derives its revenue from sale of Preforms, Containers, Pumps, Dispensers, Caps and closures
and recycling in the “Rigid Plastic Packaging” business segment, which constitutes a single operating business segment. (Refer
Note 47). The entire portion of Company’s Revenue comprises of ‘Performance obligations satisfied at a point in time’.
Year Ended Year Ended
Particulars March 31, 2023 March 31, 2022

NOTE “23” : OTHER INCOME


A. Interest
On margin money deposits 379.42 61.07
On other deposits 61.00 42.70
TOTAL (A) 440.42 103.77
B. Other Non-Operating Income
Profit on Sale of Property, Plant and Equipment 109.70 -
Rental income 330.00 330.00
Foreign currency exchange gain (Net) 291.45 167.69
TOTAL (B) 731.15 497.69
TOTAL (A+B) 1,171.57 601.46
NOTE “24” : COST OF MATERIALS CONSUMED
Opening Stock - Raw Materials 16,556.72 12,612.05
Opening Stock - Packing Materials 929.47 488.33
Add: Purchase of Raw Materials (Net of Returns) 118,289.62 85,650.24
Add: Purchase of Packing Materials (Net of Returns) 8,030.00 6,440.42
143,805.81 105,191.04
Less: Closing Stock - Raw Materials 11,663.22 16,556.72
Less: Closing Stock - Packing Materials 835.66 929.47
Sub Total 131,306.93 87,704.85
Cost of Materials Consumed 131,306.93 87,704.85

60
NOTES TO THE STANDALONE STATEMENT OF PROFIT AND LOSS FOR THE YEAR ENDED
31 MARCH 2023
(` in lakhs except stated otherwise)
Year Ended Year Ended
Particulars March 31, 2023 March 31, 2022

NOTE “25” : CHANGE IN INVENTORIES OF FINISHED GOODS,


STOCK-IN-TRADE AND WORK-IN-PROGRESS
Opening stock of finished goods 13,230.98 8,640.13
Opening stock-in-trade 387.12 333.21
Opening stock of work-in-progress 587.49 456.25
Less : Closing stock of finished goods 16,841.50 13,230.98
Less : Closing stock-in-trade 788.11 387.12
Less : Closing stock of work-in-progress 689.68 587.49
Net (Increase) / Decrease (4,113.70) (4,776.00)
NOTE “26” : EMPLOYEE BENEFITS EXPENSE
Salaries, wages and allowances 10,302.24 8,635.06
Directors’ remuneration (Refer note 37) 806.69 269.80
Contribution to Provident and other funds 429.63 375.28
Gratuity (Refer note 40) 229.59 175.22
Share-based payments (Refer note 41) 598.82 350.79
Staff welfare expenses 688.77 390.03
TOTAL 13,055.74 10,196.18
NOTE “27” : OTHER MANUFACTURING EXPENSES
Power and Fuel charges 9,630.37 8,103.91
Repairs & Maintenance
Building & Civil Works 211.87 194.59
Plant & Machinery 445.33 258.91
Others 193.31 170.12
Others
Labour and Job work charges 7,225.02 5,134.47
Consumable & Stores 2,102.11 1,836.33
Freight and Others 672.29 454.05
TOTAL 20,480.30 16,152.38
NOTE “28” : FINANCE COST
A) Interest
Term loans 983.32 1,776.65
Cash credit 1,819.99 1,588.13
CCD’s 2,995.16 902.30
Deferred purchase consideration (Refer notes nos. 19, 39A and 39B) 308.47 72.07
Lease liabilities 642.77 159.34
Others 18.36 16.25
B) Other borrowing cost
Bank commission and charges 68.88 54.43
TOTAL 6,836.95 4,569.17
61
Annual Report - 2023

NOTES TO THE STANDALONE STATEMENT OF PROFIT AND LOSS FOR THE YEAR ENDED
31 MARCH 2023 (Cond.)
(` in lakhs except stated otherwise)
Year Ended Year Ended
Particulars March 31, 2023 March 31, 2022

NOTE “29” : OTHER EXPENSES


Rent 438.24 136.36
Rates, taxes and other fees 313.69 207.61
Insurance premium 481.98 338.18
Conveyance 179.87 125.09
Vehicles running and maintenance 102.67 104.53
Telephone charges 66.75 59.03
Printing and stationery 71.70 52.27
Postage and telegrams 86.24 74.94
Professional charges 1,778.03 632.11
Electricity charges 41.78 26.30
Membership and subscription 27.23 22.31
Computer maintenance 240.04 193.04
Hire charges of equipments 61.16 63.05
Directors Fees 115.00 115.00
Auditors Remuneration
- Statutory audit (including remuneration relating to
previous year - Rs.7.50 Lakhs (previous year - NIL) 47.50 26.75
- Certificate 0.50 -
- Out of pocket expenses 3.19 -
Security service charges 289.12 225.55
Travelling expenses 485.79 317.36
Provision for doubtful trade receivables (net) 139.14 214.48
Loans & advances written off 0.88 0.20
Loss on Property, plant and equipment sold / discarded (net) - 109.93
Corporate Social Responsibility (Refer note 48) 220.55 219.95
Advertisement , publicity and sales promotion 176.85 141.10
Freight outwards 5,363.42 3,700.86
Miscellaneous expenses 147.50 146.16
Total 10,878.82 7,252.16

NOTE “30” : FINANCIAL INSTRUMENTS - FAIR VALUE MEASUREMENT


(a) Accounting classifications and fair values
The financial assets and financial liabilities of the Company are of Level III catergory except for forward contracts
derivative instruments which are classified as Level [Link] following table shows the carrying amounts and fair values
of the financial assets and liabilities.

62
NOTES TO THE STANDALONE STATEMENT OF PROFIT AND LOSS FOR THE YEAR ENDED
31 MARCH 2023
(` in lakhs )
As at 31 March 2023 As at 31 March 2022
PARTICULARS Carrying amount Carrying amount
/ Fair Value / Fair Value
Financial assets measured at amortised cost
Trade receivables 29,576.76 23,655.82
Cash and cash equivalents 145.42 19.66
Other bank balance 7,740.46 5,299.66
Investments 1,601.41 1,206.41
Security deposits 1,002.13 710.17
Rental deposits 993.91 376.51
Due from Subsidiary 15,543.34 13,857.32
Other financial assets 98.28 136.66
Financial assets measured at fair value
Forward contracts Receivable (net of payable) - 10.74
TOTAL 56,701.71 45,272.95
Financial liabilities measured at amortised cost
Borrowings 80,516.64 67,409.75
Lease deposits 100.00 100.00
Security deposits 1,369.92 978.92
Trade payables 27,832.03 23,820.50
Other financial liabilities 6,709.88 6,744.82
Lease liabilities 11,992.31 2,163.45
Financial liabilities measured at fair value
Forward contracts payable (net of receivable) 5.27 -
TOTAL 128,526.05 101,217.44
Note: “30 (i)” The Management assessed that cash and cash equivalents, trade receivables, trade payables, and other
current liabilities approximate their carrying amounts largely due to the short-term maturities of these
instruments.
Note: “30 (ii)” The Forward contracts have been taken by the Company for hedging its foreign currency exposures for both
receivable and payable in foreign currencies, and its fair value has been determined based on the forward
rate provided by the bank for outstanding forward contracts.

NOTE “31” : FINANCIAL INSTRUMENTS - RISK MANAGEMENT


The Company has exposure to the following risks arising from financial instruments: - credit risk (refer note (b) below)-
liquidity risk (refer note (c) below)- market risk (refer note (d) below)
(a) Risk management framework
The Company’s board of directors has overall responsibility for the establishment and oversight of the Company’s risk
management framework.
The Company’s risk management policies are established to identify and analyse the risks faced by the Company, to
set appropriate risk limits and controls and to monitor risks and adherence to limits. Risk management policies and

63
Annual Report - 2023

NOTES TO THE STANDALONE STATEMENT OF PROFIT AND LOSS FOR THE YEAR ENDED
31 MARCH 2023
systems are reviewed regularly to reflect changes in market conditions and the Company’s activities. The Company,
through its training and management standards and procedures, aims to maintain a disciplined and constructive control
environment in which all employees understand their roles and obligations.
The Company’s audit committee oversees how management monitors compliance with the Company’s risk
management policies and procedures, and reviews the adequacy of the risk management framework in relation to the
risks faced by the Company.
(b) Credit risk
Credit risk is the risk of financial loss to the Company if a customer or counterparty to a financial instrument fails to
meet its contractual obligations, and arises principally from the Company’s receivables from customers, loans to related
parties and cash and cash [Link] carrying amount of financial assets represents the maximum credit
exposure.
(i) Trade and other receivables:
The Company’s exposure to credit risk is influenced mainly by the individual characteristics of each customer.
However, management also considers the factors that may influence the credit risk of its customer base, including
the default risk associated with the industry and country in which customers operate.
Deposits mainly consist of deposits made to government entities.
Expected credit loss (ECL) assessment for customers
The Company provides for loss allowance on trade receivables based on life-time expected credit loss. For the
assessment of life-time expected credit loss, assets are classified into three categories as Standard and doubtful
based on the counter-party’s capacity to meet the obligations and provision is determined accordingly. Standard
assets are those where the risk of default is negligible. Doubtful assets are those where the credit risk is
significantly increased / are [Link] assets are written off when there is no reasonable expectations of
recovery, such as a debtor failing to repay the Company, as per the agreed terms. Where loans or receivables have
been written off, the Company continues to engage in recovery of the receivables due. Where recoveries are made,
these are recognized in Statement of Profit and Loss.
(ii) Cash and cash equivalents
The Company holds cash and cash equivalents of `145.41 lakhs at 31 March 2023 (31 March 2022: ` 19.66 lakhs).
The cash and cash equivalents are mainly held with nationalised banks which have a very low risk of default.
(c) Liquidity risk
Liquidity risk is the risk that the Company will encounter difficulty in meeting the obligations associated with its financial
liabilities that are settled by delivering cash or another financial asset. The Company’s approach to managing liquidity is
to ensure, as far as possible, that it will have sufficient liquidity to meet its liabilities when they are due, under both
normal and stressed conditions, without incurring losses or causing damage to the Company’s reputation.
Maturities of financial liabilities
The following are the remaining contractual maturities of financial liabilities at the reporting date. The amounts are gross
and undiscounted contractual cash flow, and include contractual interest payments and exclude the impact of netting
agreements.

64
NOTES TO THE STANDALONE STATEMENT OF PROFIT AND LOSS FOR THE YEAR ENDED
31 MARCH 2023
( ` in lakhs )
As at 31 March 2023 Carrying Total 0–12 1–5 years More than
amount months 5 years
Borrowings 80,516.64 80,516.64 43,391.23 37,125.41 -
lease liabilities 11,992.31 11,992.31 2,084.79 7,986.65 1,920.87
Lease deposits 100.00 100.00 100.00 - -
Security deposits 1,369.92 1,369.92 - - 1,369.92
Trade payables 27,832.03 27,832.03 27,832.03 - -
Other payables 6,715.15 6,715.15 5,780.93 934.22 -
128,526.05 128,526.05 79,188.98 46,046.28 3,290.79

As at 31 March 2022 Carrying Total 0–12 1–5 years More than


amount months 5 years
Borrowings 67,409.75 67,409.75 33,486.88 33,922.87 -
lease liabilities 2,163.45 2,163.45 464.88 1,433.54 265.03
Lease deposits 100.00 100.00 - - 100.00
Security Deposit 978.92 978.92 - - 978.92
Trade payables 23,820.50 23,820.50 23,820.50 - -
Other payables 6,744.82 6,744.82 6,076.57 668.25 -
101,217.44 101,217.44 63,848.83 36,024.66 1,343.95

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 Future plans of the Board of Directors and
Management, no material uncertainty exists as on the date of the approval of rhe financial statements 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.
NOTE: 33 MARKET RISK
Market risk is the risk that changes in market prices, such as foreign exchange rates and interest rates, which will affect the
Company’s income or the value of its holdings of financial instruments. The objective of market risk management is to
manage and control market risk exposures within acceptable parameters, while optimising the return.
i) Currency risk
Majority of the transactions entered into the company are denominated in INR. However, for certain transactions which
are entered in foreign currency, the Company enters into forward exchange contract to mitigate the risks associated
with foreign currency fluctuations.
Outstanding forward contracts
i. Outstanding short term forward exchange contracts entered into by the Company on account of payables:

65
Annual Report - 2023

NOTES TO THE STANDALONE STATEMENT OF PROFIT AND LOSS FOR THE YEAR ENDED
31 MARCH 2023
(Amount in lakhs `)

As at No. of Contracts Currency Amount


31 March 2023 20 USD 3,507.86
31 March 2022 1 USD 184.58
ii. Outstanding Short Term Forward Exchange Contracts entered into by the Company on account of receivables:
(Amount in lakhs `)
As at No. of Contracts Currency Amount
31 March 2023 8 USD 1,126.04
31 March 2022 13 USD 1,106.04
Foreign Currency Exposure
The company exposure to foreign currency risk at the end of the reporting period expressed in INR as follows:
(Amount in lakhs ` )
Particulars Currency As at 31 March 2023 As at 31 March 2022
Trade Receivables USD 763.21 1,106.04
GBP 20.24 69.77
Trade Payables USD 289.75 331.32
EURO 3.36 8.62
ii) Interest rate risk
The Company’s main interest rate risk arises from long-term borrowings with variable rates, which expose the
Company to cash flow interest rate risk.
Exposure to interest rate risk
The exposure of the Company’s borrowing to interest rate changes at the end of the year are as follows :-
31 March 2023 31 March 2022
Variable rate borrowings 30,409.85 29,125.09
Total Borrowings 30,409.85 29,125.09
Cash flow sensitivity analysis for variable-rate instruments
A reasonably possible change of 100 basis points in interest rates at the reporting date would have increased
(decreased) profit or loss by the amounts shown below. This analysis assumes that all other variables, in particular
foreign currency exchange rates, remain constant.
Impact on Profit or Loss
1% increase or decrease
31 March 2023
Variable rate borrowings 304.10
31 March 2022
Variable rate borrowings 291.25

66
NOTES TO THE STANDALONE STATEMENT OF PROFIT AND LOSS FOR THE YEAR ENDED
31 MARCH 2023
(` in lakhs except stated otherwise)
NOTE “34” : GOODWILL
Particulars Note No. Year Ened Year Ened
reference 31 March 2023 31 March 2022
Pumps and Dispensers 8,000.00 8,000.00
Pre-forms, Containers and Shrink Film 39 327.49 327.49
Plastic Pails and Containers 39A 6,803.23 6,803.23
Caps and Closures 39B 3,352.09 -
TOTAL 18,482.81 15,130.72
Goodwill is tested for impairment at least annually. Impairment is recognized, if present value of future cash flows is less
than the carrying value of goodwill. Future cash flows are forecast for 3 years and then on perpetuity on the basis of certain
assumptions which includes revenue growth, earnings before interest and taxes, capital outflow and working capital
requirement. The assumptions are taken on the basis of past trends and management estimates and judgement. Future
cash flows are discounted using “Weighted Average Cost of Capital”.
Assumptions As at 31 March 2023 As at 31 March 2022
Terminal growth rate (%) 5% 5%
Discount rate (%) 12% 12%
As at 31 March 2023 the estimated recoverable amount of the Cash Generating Unit exceeded it’s carrying amount and
accordingly, no impairment was recognized.
NOTE “35” :CONTINGENT LIABILITIES NOT PROVIDED FOR IN BOOKS OF ACCOUNTS :
Future cash flows in respect of (i) above are determinable only on receipt of judgments / decisions pending with various
forums / authorities. The Company is confident of defending the above claims and expects no liability on these counts.
As on 31 March 2023 As on 31 March 2022
Particulars Total Margin/ Net Total Margin/ Net
liability deposits liability liability deposits liability
Disputed liability towards income tax
under appeal relating to
i) Allowance for depreciation on Goodwill
and other Intangible assets ii) Weighted
deduction for scientific research expenditure. 1,846.52 25.00 1,821.52 1,164.99 25.00 1,139.99

NOTE “36” : CAPITAL COMMITMENTS


Particulars Year ended 31 Year ended 31
March 2023 March 2022
Estimated amount of contracts remaining to be executed
on capital account (net of advances) 6,745.90 3,720.31

67
Annual Report - 2023

NOTES TO THE STANDALONE STATEMENT OF PROFIT AND LOSS FOR THE YEAR ENDED
31 MARCH 2023 (` in lakhs except stated otherwise)
NOTE “37” : RELATED PARTY DISCLOSURES
A) Advent International, Ultimate Holding Company
AI Lenarco Midco Limited, Holding company
MTL New Initiatives Private Limited , Subsidiary
B) Enterprises in which Directors have significant influence N.A.
C) Key managerial person (KMP)
a) Napanda Poovaiah Thimmaiah, Managing Director & Chief Executive Officer (w.e.f. 30 May 2022)
b) Sanjay Kapote, Managing Director & Chief Executive Officer (upto 30 May 2022)
D) Other Related Parties
a) Jayesh Merchant, Director
b) Ashok Sudan, Director
c) Manu Anand, Director
Year Ended Year Ended
Nature of transactions and related parties March 31, 2023 March 31, 2022

(i) Sale of raw material


MTL New Initiatives Private Limited 1,125.08 370.38
(ii) Other cross charges (rent and interest)
MTL New Initiatives Private Limited 1,073.01 372.85
(iii) Purchase of finished goods
MTL New Initiatives Private Limited 750.75 884.28
(iv) Purchase of property,plant and equipments
MTL New Initiatives Private Limited 239.27 1,293.42
(v) Directors Fees
Jayesh Merchant 40.00 40.00
Ashok Sudan 25.00 25.00
Manu Anand 50.00 50.00
vi) Remuneration paid to KMP
Sanjay D Kapote 9.32 269.80
Napanda Poovaiah Thimmaiah 797.37 -
(vii) Advances given
KMP 72.00 -
Ultimate Holding Company 83.20 -
(viii) Loans given
MTL New Initiatives Private Limited 1,686.02 5,102.31
Year Ended Year Ended
Nature of transactions and related parties March 31, 2023 March 31, 2022

Receivable from related parties


i) MTL New Initiatives Private Limited
Loan 15,543.34 13,857.32
Accounts receivable 3,059.97 20.67
Accounts Payables 616.29 1,852.66
ii) Ultimate Holding Company 83.20 -
iii) KMP 72.00 -

68
NOTES TO THE STANDALONE STATEMENT OF PROFIT AND LOSS FOR THE YEAR ENDED
31 MARCH 2023
Note (i) - Remuneration to KMP does not include provision for gratuity and compensated absences, which are determined
based on actuarial valuation for the Company as a whole.

NOTE “38” : TRANSACTIONS WITH STRUCK OFF COMPANIES


The Company does not have any transactions with companies struck off.

NOTE “39” : ACQUISITION OF PEARL POLYMERS LIMITED


On 12 April 2021, the Company completed the acquisition of B2B plastic business of Pearl Polymers Limited (“PPL”) for a
consideration of Rs. 8,712.62 Lakhs. The Company acquired certain immoveable properties and Plant & machinery, and certain
items of current assets and current liabilities, at their respective fair values as determined by Independent Registered Valuers.
The acquisition was accounted for in accordance with IndAs 103, “Business Combination”. The consideration transferred for the
acquisition comprised of Fair values of the assets, as reduced by Liabilities relating to the acquired business.
Of the total purchase consideration, the Company had paid Rs. 8,314.78 Lakhs upto 31 March 2022. The balance amount
payable which was reflected under Note no. 19, “Other financial liabilities’ and also deposited in a separate ESCROW Bank
account (Refer note no. 9) was released to the seller on 26 April 2022, on completion of closing conditions.
The details of assets and liabilities taken over, and resultant goodwill is given below:

Particulars Fair value recognized on


acquisition
Assets
Property, plant and equipment 7,322.54
Current Assets:
- Stock-in trade 1,329.40
- Trade and Other receivables 2,373.13
Total assets 11,025.07
Liabilities
Current Liabilities:
- Trade payables 2,639.94
Total liabilities 2,639.94
Total identifiable net assets at fair value 8,385.13
Purchase consideration 8,712.62
Goodwill 327.49
NOTE “39 A” : ACQUISITION OF PLASTIC PACKAGING PRODUCTS BUSINESS OF Ms. CLASSY KONTAINERS
A) During the year 2021-2022, the Company acquired on a slump sale basis, business of manufacturing, trading and/
or sale of plastic packaging products of “Classy Kontainers” (a partnership firm) pursuant to Business Transfer
Agreement signed on 16 August 2021, for a consideration of ` 34,677.07 lakhs (including contingent consideration of
` 3,653.05 Lakh). Pursuant to achieving all the closing conditions, the transaction was closed on 18 January 2022 and
payment of ` 31,024.02 lakhs was made upto 31 March 2022. During the year, the Company paid ` 3,494.85 lakhs.
The balance amount of Rs. 158.20 Lakhs is expected to be paid during the year ending 31 March 2024.

69
Annual Report - 2023

NOTES TO THE STANDALONE STATEMENT OF PROFIT AND LOSS FOR THE YEAR ENDED
31 MARCH 2023 (` in lakhs except stated otherwise)

The details of assets and liabilities taken over, and resultant goodwill is given below:

B) Particulars Fair value recognized on


acquisition
Assets
Property, plant and equipment 6,074.30
Intangible assets (Customer Relationships and others) 17,358.00
Current Assets :
- Stock-in trade 2,758.98
- Trade and other receivables 2,682.58
Total assets 28,873.86
Liabilities
Current Liabilities:
- Trade Payables 1,000.02
Total liabilities 1,000.02
Total identifiable net assets at fair value 27,873.84
Purchase consideration 34,677.07
Goodwill 6,803.23

NOTE “39B” : ACQUISITION OF PLASTIC PACKAGING PRODUCTS BUSINESS OF HITESH PLASTICS


PRIVATE LIMITED (“HPPL BUSINESS”)
A) During the year, the Company acquired on slump sale basis, business of manufacturing, trading and/or sale of plastic
packaging products of “Hitesh Plastics Private Limited” pursuant to a Business Transfer Agreement signed on
09 September 2022, for a consideration of ` 17,853.61 lakhs (including contingent consideration of ` 2,621.02 lakhs).
Pursuant to achieving all the closing conditions, the transaction was closed on 21 September 2022 and payment of
` 15,232.59 lakhs has been made upto 31 March 2023. The contingent consideration of Rs. 2,694.05 Lakhs(including
interest of Rs. 73.03 Lakhs) is expected to be paid during the year ending 31 March 2024.
The details of assets and liabilities taken over, and resultant goodwill is given below:
B) Particulars Fair value recognized on
acquisition
Assets
Land 292.00
Building and civil works 970.00
Computer Systems 5.00
Furniture & Fixtures 14.00
Vehicles 34.00
Other Equipments 4.00
Intangible assets
(Customer Relationships, Brands and Non-compete Fees) 6,109.71

70
NOTES TO THE STANDALONE STATEMENT OF PROFIT AND LOSS FOR THE YEAR ENDED
31 MARCH 2023 (` in lakhs except stated otherwise)
Particulars Fair value recognized on
acquisition (Net of taxes)
Current Assets :
- Stock 2,789.77
- Trade and other receivables 2,857.68
- Other current assets 2,191.41
Total assets 15,267.57
Liabilities
Current Liabilities:
- Trade Payables 766.05
Total liabilities 766.05
Total identifiable net assets at fair value 14,501.52
Purchase consideration 17,853.61
Goodwill 3,352.09
Note “40”: EMPLOYEE BENEFITS
Gratuity: In accordance with the applicable laws, the Company provides for gratuity, a defined benefit retirement plan (“The
Gratuity Plan”) covering eligible employees. The Gratuity Plan provides for a lump sum payment to vested employees on
retirement (subject to completion of five years of continuous employment), death, incapacitation or termination of employment
that are based on last drawn salary and tenure of employment. Liabilities with regard to the Gratuity Plan are determined
by actuarial valuation on the reporting date and the Company makes annual contribution to the gratuity fund administered
by Life Insurance Companies under their respective Group Gratuity Schemes.
The disclosure in respect of the defined gratuity plan are given below:
Table showing changes in present value of obligations (DBO): (Amount in lakhs ` )
Year Ended Year Ended
Period March 31, 2023 March 31, 2022

Present value of the obligation at the beginning of the period 1,051.69 781.16
Interest cost 74.48 54.30
Current service cost 162.49 134.39
Benefits paid (if any) (117.31) (30.68)
Acquisitions (Transfer in) - 165.48
Actuarial (gain)/loss 83.52 (52.95)
Present value of the obligation at the end of the period 1,254.87 1,051.69
Break-down of actuarial (gain)/loss
Year Ended Year Ended
Period March 31, 2023 March 31, 2022
Actuarial gain / losses from changes in Demographics assumptions (mortality) NA NA
Actuarial (gain)/ losses from changes in financial assumptions 11.59 (38.94)
Experience adjustment (gain)/ loss for plan liabilities 71.92 (14.01)
Return on Plan Assets (Greater)/Less than Discount rate (5.28) 30.98
Total amount recognised in other comprehensive Income 78.24 (21.97)

71
Annual Report - 2023

NOTES TO THE STANDALONE STATEMENT OF PROFIT AND LOSS FOR THE YEAR ENDED
31 MARCH 2023 (` in lakhs except stated otherwise)
The amount to be recognised in the Balance Sheet
As at As at
Period March 31, 2023 March 31, 2022

Present value of the obligation at the end of the period 1,254.87 1,051.69
Fair value of plan assets at end of period 52.44 157.09
Net liability/(asset) recognized in Balance Sheet and related analysis 1,202.43 894.61
Funded status - surplus/ (deficit) (1,202.43) (894.61)
Expense recognized in the statement of profit and loss:
As at As at
Period March 31, 2023 March 31, 2022

Interest cost 74.48 54.30


Current service cost 162.49 134.39
Expected return on plan asset (7.38) (13.47)
Expenses to be recognized in P&L 229.59 175.22
Table showing changes in the fair value of planned assets:
As at As at
Period March 31, 2023 March 31, 2022

Fair value of plan assets at the beginning of the period 157.09 205.28
Expected return on plan assets 7.38 13.47
Contributions - -
Benefits paid (117.31) (30.68)
Actuarial gain/(loss) on plan assets 5.28 (30.98)
Fair value of plan asset at the end of the period 52.44 157.09

The assumptions employed for the calculations are tabulated:


Discount rate (per annum) 7.41% 7.5%
Salary Growth Rate (per annum) 8.00 % 8.00 %
Mortality IALM 2012-14 IALM 2012-14
Withdrawal rate (Per Annum) 6.00% 6.00%
Current Liability (Expected payout in next year as per schedule III of the Companies Act, 2013):
As at As at
Period March 31, 2023 March 31, 2022

Current liability (short term) 268.21 226.35


Non current liability (long term) 934.22 668.25
Total liability 1,202.43 894.61

72
NOTES TO THE STANDALONE STATEMENT OF PROFIT AND LOSS FOR THE YEAR ENDED
31 MARCH 2023 (` in lakhs except stated otherwise)
Sensitivity Analysis disclosure for financial year ended 31 March 2023:
Particulars % increase in DBO Liability Increase in DBO
Discount Rate +100 Basis Points -8.72% 1,145.42 (109.44)
Discount Rate -100 Basis Points 10.27% 1,383.70 128.84
Salary Growth +100 Basis Points 9.73% 1,376.92 122.05
Salary Growth -100 Basis Points -8.44% 1,148.94 (105.92)
Attrition Rate +100 Basis Points -1.15% 1,240.42 (14.44)
Attrition Rate-100 Basis Points 1.31% 1,271.25 16.38
Mortality Rate 10% Up -0.03% 1,254.45 (0.42)
Effect of Ceiling 2.58% 1,287.28 32.41

NOTE “41” : SHARE-BASED PAYMENTS


The Company has approved the ‘Manjushree Technopack Limited - Employee Stock Option Plan 2019’ (“ESOP 2019” /
“Plan”) on 6 June 2019 and has granted stock option to certain employees and Directors with grant date as 8 July 2019.
The company has granted further ESOP under above plan to employees during the FY 2022-23.
The number and weighted average exercise prices of share options for each of the following groups of options

Year Ended Year Ended


Particulars March 31, 2023 March 31, 2022
Number of Weighted average Number of Weighted average
share options exercise price share options exercise price
(in Rs.) (in Rs.)
Outstanding at the beginning of the period; 541,908 1,637.60 541,908 1,637.60
Granted during the period 499,515 1,637.60 - -
Forfeited during the year* (110,179) - - -
Outstanding at the end of the period 931,244 1,637.60 541,908 1,637.60
* During the year, the services of certain employees (CEO, CFO, COO and CHRO) were terminated. Consequently the
number of options vested with those employees have been forfeited and recognised in General Reserve
Compensation expense arising on account of Share based payments
Year ended Year ended
Particulars March 31, 2023 March 31, 2022
Employee Share-based payment (refer note 26) 598.82 350.79
The Company has determined the fair value of option based on Black-Scholes-Merton model which is one of the prescribed
method under Ind AS 102.

73
Annual Report - 2023

NOTES TO THE STANDALONE STATEMENT OF PROFIT AND LOSS FOR THE YEAR ENDED
31 MARCH 2023 (` in lakhs except stated otherwise)
The fair value of each equity settled award is estimated as on grant date using Black Scholes Merton model with the
following assumptions.
Particulars Details
Share price 1,637.60
Exercise price 1,637.60
Expected volatility 0.10%
Expected life of options 1-5
Risk free rate 5.9% to 6.5%
Attrition rate 10.00%
Year ESOP price `
Year 1 94.44
Year 2 187.50
Year 3 278.35
Year 4 366.31
Year 5 450.24
Vesting year 607.17
The relevant details of the scheme are as under
Date of the Grant 08 July 2019
Date of the Board Approval 06 June 2019
Date of Shareholder’s Approval 06 June 2019
Number of options granted 931,244
Method of settlement Cash
Vesting period 1-5 years
Fair value on the date of grant Rs.94.44 to Rs.607.17
Exercise period As specified in ESOP scheme
Vesting conditions Service and change of control
New Allotment
Particulars Details
Share price 1,637.60
Exercise price 1,637.60
Expected volatility 0.10%
Expected life of options 1-4
Risk free rate 4.3% to 5.8%
Attrition rate 10.00%

Year ESOP price `


Year 1 69.25
Year 2 155.01
Year 3 256.32
Year 4 338.60

74
NOTES TO THE STANDALONE STATEMENT OF PROFIT AND LOSS FOR THE YEAR ENDED
31 MARCH 2023 (` in lakhs except stated otherwise)

NOTE “42” : OPERATING LEASE COMMITMENTS


The Company’s significant leasing arrangements comprise of operating leases for premises (staff quarters, office, stores,
etc.). These leasing arrangements range between 1 year and 15 years generally, or longer, and are usually renewable by
mutual consent on mutually agreeable terms. During the year the company has entered into operating lease agreement for
lease of plant and machinery from lessor “OPC Asset Solutions Pvt ltd” for a period of 15 years. The aggregate lease rentals
payable are charged as rent in the Statement of Profit and Loss. The future aggregate minimum lease payments under non-
cancellable operating leases are as follows:

Year ended Year ended


Particulars March 31, 2023 March 31, 2022

Not later than one year 3,087.84 638.51


Later than one year and not later than five years 9,998.98 1,773.42
Later than five years 2,807.36 288.01

NOTE “43” : EARNING PER SHARE


Earnings Per Share (EPS) – EPS is calculated by dividing the profit/ (loss) attributable to the equity shareholders by the
weighted average number of equity shares outstanding during the year. The earnings and weighted average numbers of
equity shares used in calculating basic and diluted earnings per equity share are as follows:

Year ended Year ended


Particulars March 31, 2023 March 31, 2022
Basic earnings per share
Profit after tax available for equity shareholders 7,860.86 7,983.51
Weighted average number of equity shares 135.48 135.48
Basic earning per share 58.02 58.93
Face value of equity share (`) 10.00 10.00
Diluted earnings per share
Profit after tax available for equity shareholders 8,050.57 8,658.70
Total Weighted Average Number of Equity
Shares for calculating Diluted EPS (nos.)* 139.15 171.68
Diluted earning per share 57.85 50.44
* Since 32.53 lakhs Potential Equity Shares are Anti-dilutive in nature, they have not been considered in determining
Diluted earnings per share.

NOTE “44” : EXCEPTIONAL ITEMS


Year ended Year ended
Particulars March 31, 2023 March 31, 2022

Legal and Professional expenses incurred in connection with


acquisition of new businesses (Refer note nos. 39, 39A and 39B) (324.99) (555.11)

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Annual Report - 2023

NOTES TO THE STANDALONE STATEMENT OF PROFIT AND LOSS FOR THE YEAR ENDED
31 MARCH 2023
(` in lakhs except stated otherwise)
NOTE “45” : INCOME TAX
A Income tax expense in the statement of profit and loss consists of:
Year ended Year ended
Particulars March 31, 2023 March 31, 2022
Current income tax for the year 2,012.24 1,964.77
Deferred tax for the year 1,170.61 1,121.93
TOTAL 3,182.85 3,086.70
B Reconciliation of tax expense and the accounting profit multiplied by India’s domestic tax rate for 31 March
2023 and 31 March 2022:

Year ended Year ended


Particulars March 31, 2023 March 31, 2022
Accounting profit before income tax 11,043.71 11,070.21
At India’s statutory income tax rate of 25.17% 2,779.48 2,786.37
Non deductible expenses/(income) for tax purposes:
Non deductible expenses for tax purposes 243.53 98.33
Deferred tax liability on goodwill - 169.31
Impact of operating leases 286.89 167.92
Adustment for current relating to an earlier year (127.06) (135.23)
Income tax expense 3,182.84 3,086.70

NOTE “46” : UNRECORDED TRANSACTIONS


There are no transactions not recorded in the books of accounts that has been surrendered/ disclosed as income during
the year in the tax assessments. Further, 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.
NOTE “47” : OPERATING SEGMENT
The Company is engaged in manufacture and sale of Preforms, Containers, Pumps, Dispensers, Caps and closures and
recycling in the “Rigid Plastic Packaging” business segment, which constitutes a single operating business segment. The
Chief Executive Officer, decision maker of the Company, evaluates the Company’s performance and allocates resources
on overall basis and hence there are no segment reporting disclosures. Secondary segment information has also not been
disclosed as more than 96% of the Revenue is within India.
NOTE “48” : CORPORATE SOCIAL RESPONSIBILITY
Pursuant to section 135 of the Companies act 2013, the Company has incurred expenses on corporate social responsibility (CSR)
Year ended Year ended
Particulars March 31, 2023 March 31, 2022
Gross amount required to be spent during the year 217.79 196.71
Amount of Expenditure incurred on :
i) Construction/acquistion of any asset
ii) For purposes other than (i) above 220.55 219.95
Amount remaining unspent at the end of the year - -
Nature of CSR activities Refer Note below Refer Note below
76
NOTES TO THE STANDALONE STATEMENT OF PROFIT AND LOSS FOR THE YEAR ENDED
31 MARCH 2023
(` in lakhs except stated otherwise)
Nature of CSR activities:
All CSR projects of the Company work towards holistic development of the individual and society. To optimize impact of
its CSR activities, the Company focuses its support and CSR spends on specific pre-determined causes relating to
Environmental protection, Health care, Education, Women empowerment and Rural development.

NOTE “49” : FINANCIAL RATIOS


Year ended Year ended
Ratio / Measure Numerator Denominator 31 March 31 March Variance
2023 2022
Current Ratio Current assets Current liabilities 1.07 1.05 2.38%

Debt-Equity Ratio Total Debt Shareholders Equity 0.81 0.73 11.05%

Debt Service Coverage Earnings available Debt Service 2.80 6.05 -53.73%
Ratio # for debt service

Return on Equity Ratio Net Profits after Average Shareholder’s


(ROE) taxes Equity 8.29% 10.77% -23.09%

Inventory turnover ratio Cost of Goods sold Average Inventory 3.75 4.88 -23.30%

Trade receivables Revenue Average Trade 7.59 6.51 16.50%


turnover ratio Receivable

Trade payables Purchases of services Average


turnover ratio and other expenses Trade Payable 5.07 5.31 -4.44%

Net capital turnover ratio Revenue Working Capital 37.99 44.90 -15.39%

Net profit ratio * Net Profit Total Income 3.90% 5.69% -31.37%

Return on capital Earning before Capital Employed 12.04% 11.99% 0.44%


employed (ROCE) interest and taxes

Explanations for variations exceeding 25%


* Decrease in Net profit and increase in Total Income
# Increase in term loans by Rs 15,500 availed during the year.
NOTE “50” : SUBSEQUENT EVENTS
The Company evaluated all events or transactions that occurred after 31 March 2023 up through 03 July, 2023, the date
the standalone financial statements were authorized for issue by the Board of Directors. Based on this evaluation, the
Company is not aware of any events or transactions that would require recognition or disclosure in the standalone financial
statements.

77
Annual Report - 2023

NOTES TO THE STANDALONE STATEMENT OF PROFIT AND LOSS FOR THE YEAR ENDED
31 MARCH 2023 (` in lakhs except stated otherwise)

NOTE “51” : PREVIOUS YEARS FIGURES


Previous period’s figures have been regrouped/reclassified, wherever necessary, to conform to current year classification.
NOTE “52” : Approval of Financial Statements
The standalone financial statements for the year ended 31 March 2023 were approved by the Board of Directors and
authorised for issuance on 03 July 2023.

As per our report of even date for and on behalf of the Board
For Deloitte Haskins & Sells Thimmaiah NP Ashok Sudan
Chartered Accountants Managing Director & CEO Chairman
DIN: 01184636 DIN: 02374967
Place : Bengaluru Place : Arizona, USA
Monisha Parikh
Partner Rajesh Kumar Ram Rasmi Ranjan Naik
(Membership No. 47840) Chief Financial Officer Company Secretary
Place : Bengaluru Place : Bengaluru Place : Bengaluru
Date : 03 July 2023 Date : 03 July 2023 Date : 03 July 2023

78
NOTE NO. 1
NOTES AND OTHER EXPLANATORY INFORMATION FORMING PART OF THE
STANDALONE FINANCIAL STATEMENTS FOR THE YEAR ENDED 31 MARCH 2023
A. COMPANY PROFILE AND BACKGROUND
Manjushree Technopack Limited (the Company) is a public limited Company incorporated in the year 1987 under the
Companies Act, 1956. The Company is engaged in providing packaging solutions, manufacturing and selling PET,
Plastic Preforms and Containers. These products are significantly sold in domestic markets and also exported. The
Company has its production facilities spread across states of Karnataka, Andhra Pradesh, Punjab, Uttar Pradesh,
Himachal Pradesh, Uttarakhand, Haryana, Assamand Maharashtra in India. The registered office of the Company is
situated in Bengaluru, [Link] the current year, The Company acquired on slump sale basis, business of
manufacturing, trading and sale of plastic packaging products of “Hitesh Plastics Private Limited” (“HPPL”), as a
strategic buy out to extend their customer base, and their product range of Caps and Closures.
B. BASIS OF PREPARATION OF FINANCIAL STATEMENTS
The standalone financial statements are prepared under historical cost convention on a going concern and accrual
basis in accordance with the provisions of the Companies Act, 2013, and comply with the Indian Accounting
Standards notified under the Companies (Indian Accounting Standards) Rules, 2015 (as amended from time to time)
and presentation requirements of Division II of Schedule III to the Companies Act, 2013, (Ind AS compliant Schedule
III), as applicable to the standalone financial statements. All the assets and liabilities have been classified as current
or non-current as per the Company’s normal operating cycle and other criteria set out in the Schedule III to the
Companies Act, 2013 as well as guidance note issued by the Institute of Chartered Accountants of India.
The standalone financial statements have been prepared on a historical cost basis except for the following assets and
liabilities which have been measured at fair value or revalued amount:
i. Financial instruments;
ii. Lease deposits;
iii. Lease obligations and Right of Use assets;
iv. Goodwill and Intangible assets arising out of business combinations;
v. Deferred consideration payable to Pearl Polymers Limited, Classy Kontainers and Varahi; and
vi. ESOP liability.
The standalone financial statements are presented in INR and all values are rounded to the nearest lakhs
(INR 00,000), except when otherwise indicated.
RECENT ACCOUNTING PRONOUNCEMENTS
On March 31, 2023, the Ministry of Corporate Affairs (MCA) has notified Companies (Indian Accounting Standards)
Amendment Rules, 2023. This notification has resulted into amendments in the following existing accounting
standards which are applicable from April 1, 2023.
Ind AS 101 – First time adoption of Ind AS
Ind AS 102 – Share-based payment
Ind AS 103 – Business Combination
Ind AS 107 – Financial Instruments: Disclosures
Ind AS 109 – Financial Instruments
Ind AS 115 – Revenue from Contracts with Customers

79
Annual Report - 2023

Ind AS 1 – Presentation of Financial Statements


Ind AS 8 – Accounting Policies, Changes in Accounting Estimates and Errors
Ind AS 12 – Income Taxes
Ind AS 34 – Interim Financial Reporting
The Company is assessing the impact of the application of above amendments on the Company’s financial
statements.
C. CRITICAL ESTIMATES AND JUDGEMENTS
The preparation of the financial statements requires the management to make estimates and assumptions that affect
the reported amounts of assets and liabilities, disclosure of contingent liabilities as at the date of the financial
statements and the reported amounts of revenue and expenses during the reporting period. The recognition,
measurement, classification or disclosure of an item or information in the financial statements is made relying on
these estimates.
The estimates and judgements used in the preparation of the financial statements are continuously evaluated by the
Company and are based on historical experience, various other assumptions and factors (including expectations of
future events) that the Company believes to be reasonable under the existing circumstances. Actual results could
differ from those estimates. Any revision to accounting estimates is recognized prospectively in current and future
periods.
The areas involving critical estimates or judgements are:
i) Amortization of Intangible Assets – Refer note (IV)
ii) Depreciation of Property Plant & Equipment – Refer note (V)
iii) Estimation of defined benefit obligation – Refer note (XIII)
iv) Estimation of current tax expenses – Refer note (XIV)
v) Recognition of Deferred tax asset – Refer note (XIV)
vi) Impairment of Non- Financial assets – Refer note XV)
vii) Provisions and Contingent liabilities – Refer note (XVI)
All the assets and liabilities have been classified as current or non-current as per the Company’s normal operating
cycle of twelve months and other criteria set out in Schedule III to the Companies Act, 2013.
D. CURRENT VERSUS NON-CURRENT CLASSIFICATION
The Company presents assets and liabilities in the balance sheet based on current/ non-current classification. An
asset is treated as current when it is:
Ø Expected to be realised or intended to be sold or consumed in normal operating cycle
Ø Held primarily for the purpose of trading
Ø Expected to be realised within twelve months after the reporting period, or
Ø Cash or cash equivalent unless restricted from being exchanged or used to settle a liability for at least twelve
months after the reporting period
All other assets are classified as non-current.
A liability is current when:
Ø It is expected to be settled in normal operating cycle
Ø It is held primarily for the purpose of trading

80
Ø It is due to be settled within twelve months after the reporting period, or
Ø There is no unconditional right to defer the settlement of the liability for at least twelve months after the reporting
period
The terms of the liability that could, at the option of the counterparty, result in its settlement by the issue of equity
instruments do not affect its classification.
The Company classifies all other liabilities as non-current.
Deferred tax assets and liabilities are classified as non-current assets and liabilities.
The operating cycle is the time between the acquisition of assets for processing and their realisation in cash and cash
equivalents. The Company has identified twelve months as its operating cycle.
E. SIGNIFICANT ACCOUNTING POLICIES
This note provides a list of the significant accounting policies adopted in the preparation of these financial statements.
These policies have been consistently applied to all the years presented, unless otherwise stated.
I) PROPERTY, PLANT AND EQUIPMENT (PPE)
a) Land, both freehold and leasehold is carried at historical cost.
b) Items of property, plant and equipment are measured at cost, which includes capitalized borrowing costs
less accumulated depreciation and accumulated impairment losses, if any.
Cost of an item of property, plant and equipment comprises its purchase price, including import duties and
non-refundable purchase taxes, after deducting trade discounts and rebates, any directly attributable cost
of bringing the item to its working condition for its intended use and estimated costs of dismantling and
removing the item and restoring the site on which it is located. If significant parts of an item of property,
plant and equipment have different useful lives, then they are accounted for as separate items (major
components) of property, plant and equipment.
Items such as stand-by equipment and servicing equipment that meet the definition of property, plant and
equipment are capitalized at cost and depreciated over their useful life.
Costs in nature of repairs and maintenance, other than those resulting in enduring benefit and increases
the economic life of the asset, are recognized in the Statement of Profit and Loss.
c) Any gain or loss on disposal of an item of property, plant and equipment is recognized in Statement of
Profit and Loss.
d) Non-current assets held for sale
Non-current assets are classified as held for sale if their carrying amount will be recovered principally
through a sale transaction rather than through continuing use and a sale is considered highly probable.
They are measured at the lower of their carrying amount and fair value less costs to sell, except for assets
such as deferred tax assets, assets arising from employee benefits, financial assets and contractual rights
under insurance contracts, which are specifically exempt from this requirement.
Non-current assets are not depreciated or amortized while they are classified as held for sale.
II) INVESTMENT PROPERTIES
Property that is held for long-term rental yields or for capital appreciation or both, and that is not occupied by the
Company, is classified as investment property.
Investment property is measured at its cost, including related transaction costs and where applicable borrowing
costs less depreciation and impairment if any.

81
Annual Report - 2023

Depreciation on building is provided over its useful life using the straight line method, in a manner similar to
PPE.
III) CAPITAL WORK-IN-PROGRESS
Projects under which assets are not ready for their intended use and other capital work-in-progress are carried
at cost, comprising direct cost, related incidental expenses and attributable interest.
IV) INTANGIBLE ASSETS
Intangible assets except goodwill are stated at cost less accumulated amortisation and impairment losses, if any.
Intangible assets developed or acquired with finite useful life are amortized on straight line basis. Goodwill is not
amortized but tested for impairment on annual basis.
Intangible assets consist of, Customer Relationships, Brands and Designs, Non-competing fees and Goodwill
which were acquired from Varahi, National Plastics, Pearl Polymers Limited,Classy Kontainers and Hitesh Plastic
Private Limited.
V) DEPRECIATION AND AMORTISATION
Property, plant and equipment are depreciated over the useful life prescribed under Schedule II to the
Companies Act, 2013 under straight line method on a proportionate basis depending upon the period of use.
Those assets acquired/discarded during the year are depreciated on pro-rata basis. Depreciation is provided
from the date of capitalization on a Straight Line Method (SLM) at the rate prescribed under Schedule II to the
Companies Act, 2013 or the rates determined based on management’s estimate of useful lives of assets based
on technical evaluation of the useful lives of such assets which reflects the nature, size and operations of the
Company.
Intangible assets (Patents, Trademark, Brand and Customer Relationship Contracts) are amortized over their
estimated useful life of five to ten years, depending upon the useful life of the asset.
Computer software is amortized as per straight line method prescribed under Schedule II to the Companies Act,
2013.
VI) BORROWING COSTS
Borrowing costs that are directly attributable to the acquisition, construction, or production of a qualifying asset
are capitalized as a part of the cost of such asset till such time the asset is ready for its intended use or sale. All
other borrowing costs are expensed in the period in which they are incurred.
Borrowing costs consist of interest and other costs that an entity incurs in connection with the borrowing of funds
and also includes exchange differences to the extent it is regarded as an adjustment to it.
Borrowing costs pertaining to financial liabilities classified under amortized costs are amortized over the tenure
of the borrowings using effective interest rate method.
A qualifying asset is an asset that necessarily requires a substantial period of time (presently, management
considers 12 months as the time period for such qualifying assets) to get ready for its intended use or sale.
VII) VALUATION OF INVENTORIES
a) Raw materials, semi-finished goods, finished goods, packing materials, stores, spares, components,
consumables and stock-in-trade are carried at the lower of cost and net realizable value. However,
materials and other items held for use in production of inventories are not written down below cost if the
finished goods in which they will be incorporated are expected to be sold at or above cost. The comparison
of cost and net realizable value is made on an item-by-item basis.
b) In determining the cost of raw materials, packing materials, stock-in-trade, stores, spares, components and
82
consumables, first-in, first-out (FIFO) method is used. Cost of inventory comprises all costs of purchase,
duties, taxes (other than those subsequently recoverable from tax authorities) and all other costs incurred
in bringing the inventory to their present location and [Link] of purchased inventory are determined
after deducting rebates and discounts.
c) Cost of finished goods and semi-finished goods includes the cost of raw materials, packing materials, an
appropriate share of fixed and variable production overheads, taxes and duties as applicable and other
costs incurred in bringing the inventories to their present location and condition. Fixed production
overheads are allocated on the basis of normal capacity of production facilities.
VIII) FOREIGN CURRENCY TRANSACTIONS AND DERIVATIVE INSTRUMENTS
1) Foreign currency transactions
Initial recognition - Transactions in foreign currency are recorded at the exchange rate prevailing on the
date of the transaction. Exchange differences arising on foreign currency transactions settled during the
year are recognized in the Statement of Profit and Loss.
Measurement of foreign currency items at the Balance Sheet date - Foreign currency monetary assets and
liabilities are restated at the closing exchange rates. Foreign currency transactions are recorded at the
exchange rate prevailing on the date of the transaction. Exchange differences arising out of these
transactions are charged to the Statement of Profit and Loss.
2) Derivative instruments
The Company uses derivative financial instruments, such as forward foreign exchange contracts, to hedge
its foreign currency risks. Such derivative financial instruments are initially recognized at fair value on the
date on which a derivative contract is entered into and are subsequently remeasured at fair value, with
changes in fair value recognized in Statement of Profit and Loss.
Derivatives are carried as financial assets when the fair value is positive and as financial liabilities when the
fair value is negative.
IX) REVENUE RECOGNITION
a) Revenue from contracts with customers
b) Revenue from the sale of goods is recognized on satisfaction of performance obligation upon transfer of
control of promised goods to the buyer either at the time of dispatch or delivery or when the risk of loss
[Link] is measured at the amount of transaction price (net of variable consideration), taking
into account contractually defined terms of payment. Goods and Services tax (GST) are not received by
the Company on its own account. GST is tax collected on value added to the commodity by the seller on
behalf of the government. Accordingly, it is excluded from revenue.
Revenue from job work is recognized on completion of service under the contract.
Revenue from Design and Development services is recognized when the services are completed as per
the terms of the agreement and when no significant uncertainty as to its determination or realisation exists.
c) Interest income from a financial asset is recognised when it is probable that the economic benefits will flow
to the Company and the amount of income can be measured [Link] income is accrued on a time
basis, by reference to the principal outstanding and at the effective interest rate applicable.
d) Export benefits in the nature of duty drawback are accounted as income in the year of exports based on
eligibility/expected eligibility duly considering the entitlements as per the policy, management assessment,
etc. and when there is no uncertainty in receiving the same duly considering the realisability.

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Annual Report - 2023

e) Rental income, and Income from storage and goods handling,are recognized based on contractual terms
and conditions.
f) Dividend income is recognized when the Company’s right to receive is established.
g) Income from sale of scrap is recognized upon dispatch.
X) FINANCIAL INSTRUMENTS
Financial assets
a) Initial recognition
Financial assets are recognized when the Company becomes a party to the contractual provisions of the
instruments. Financial assets are initially recognized at fair value plus transaction costs for all financial
assets not carried at fair value through Profit or Loss. Financial assets carried at fair value through Profit or
Loss are initially recognized at fair value, and transaction costs are expensed in the Statement of Profit and
Loss.
b) Subsequent measurement
Financial assets, other than equity instruments, are subsequently measured at amortized cost, fair value
through Other Comprehensive Income (OCI) or fair value through Profit or Loss on the basis of:
i) The entity’s business model for managing the financial assets; and
ii) The contractual cash flow characteristics of the financial asset.
i) Measured at amortized cost
A financial asset is measured at amortized cost, if it is held under “the hold to collect business
model” i.e. held with an objective of holding the assets to collect contractual cash flows and the
contractual cash flows are solely payments of principal and interest on the principal outstanding.
Amortized cost is calculated using the effective interest rate (“EIR”) method by taking into
account any discount or premium on acquisition and fees or costs that are an integral part of the
EIR. The EIR amortisation is included in interest income in the Statement of Profit and Loss.
The losses arising from impairment of these assets are recognized in the Statement of Profit and
Loss.
On derecognition of these assets, gain or loss, if any, is recognized to Statement of Profit and
Loss.
ii) Measured at fair value through Other Comprehensive Income (FVTOCI)
A financial asset is measured at FVTOCI, if it is held under “the hold to collect and sell business
model” i.e. held with an objective to collect contractual cash flows and selling such financial
asset, and the contractual cash flows are solely payments of principal and interest on the
principal outstanding.
It is subsequently measured at fair value with fair value movements recognized in the OCI,
except for interest income which is recognized using EIR method.
The losses arising from impairment of these assets are recognized in the Statement of Profit and
Loss.
On derecognition of these assets, cumulative gain or loss previously recognized in the OCI is
reclassified from the equity to Statement of Profit and Loss.
iii) Measured at fair value through profit or loss (FVTPL)

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Investment in financial asset other than equity instrument, not measured at either amortized cost
or FVTOCI is measured at FVTPL. Such financial assets are measured at fair value and
changes in fair value, including interest income and dividend income, if any, are recognized in
the Statement of Profit and Loss.
c) Impairment of financial assets
Expected credit losses are recognized for all financial assets subsequent to initial recognition other than
financials assets in FVTPL category.
As per Ind AS 109, for financial assets other than trade receivables, the Company recognizes 12 months
expected credit losses for all originated or acquired financial assets if at the reporting date the credit risk of
the financial asset has not increased significantly since its initial recognition. The expected credit losses are
measured as lifetime expected credit losses, if the credit risk on financial asset increases significantly since
its initial recognition. The Company’s trade receivables do not contain significant financing component, and
loss allowance on trade receivables is measured at an amount equal to lifetime expected losses i.e.
expected cash [Link] loans or receivables have been written off, the Company continues to
engage in recovery of the receivables due. Where recoveries are made, these are recognized in Statement
of Profit and Loss.
The impairment losses and reversals are recognized in Statement of Profit and Loss.
d) De-recognition
The Company derecognizes a financial asset when the contractual right to the cash flows from the financial
asset expires, or it transfers the contractual rights to receive the cash flows from the asset.
Financial Liabilities
a) Initial Recognition and measurement
Financial liabilities are recognized when the Company becomes a party to the contractual provisions
of the instruments. Financial liabilities are initially recognized at fair value net of transaction costs for
all financial liabilities not carried at fair value through profit or loss.
The Company’s financial liabilities includes trade and other payables, loans and borrowings including
bank overdrafts and derivative instruments.
b) Subsequent measurement
Financial liabilities measured at amortized cost are subsequently measured using EIR method.
Financial liabilities carried at fair value through profit or loss are measured at fair value with all
changes in fair value recognized in the Statement of Profit and Loss.
c) Loans & Borrowings
After initial recognition, interest bearing loans and borrowings are subsequently measured at
amortized cost using EIR method.
Gains and losses are recognized in the Statement of Profit and Loss when the liabilities are de-
recognized.
d) De-recognition
A financial liability is derecognized when the obligation under the liability is discharged or cancelled or
expires. When an existing financial liability is replaced by another from the same lender on
substantially different terms, or the terms of an existing liability are substantially modified, such an
exchange or modification is treated as the derecognition of the original liability and the recognition of

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a new liability. The difference in the respective carrying amounts is recognized in the Statement of
Profit and Loss.
e) Offsetting of financial instruments
Financial assets and financial liabilities are offset and the net amount is reported in the Balance Sheet if
there is a current enforceable legal right to offset the recognized amounts and there is an intention to settle
on a net basis, to realise the assets and settle the liabilities simultaneously.
XI) FAIR VALUE MEASUREMENT
a) The Company measures financial instruments, such as, derivatives at fair value at each Balance Sheet
date. Fair value is the price that would be received to sell an asset or paid to transfer a liability in an orderly
transaction between market participants at the measurement date, assuming that market participants act in
their economic best interest.
b) A fair value measurement of a non-financial asset takes into account a market participant’s ability to
generate economic benefits by using the asset in its highest and best use or by selling it to another market
participant that would use the asset in its highest and best use. The Company uses valuation techniques
that are appropriate in the circumstances and for which sufficient data is available to measure fair value,
maximising the use of relevant observable inputs and minimising the use of unobservable inputs.
c) The Company uses the following hierarchy for determining and disclosing the fair value of financial
instruments by valuation technique:
Level 1: Quoted (unadjusted) prices in active markets for identical assets or liabilities.
Level 2: Other techniques for which all inputs which have a significant effect on the recorded fair value are
observable, either directly or indirectly.
Level 3: Techniques which use inputs that have a significant effect on the recorded fair value that are not
based on observable market data.
d) For assets and liabilities that are recognized in the financial statements on a recurring basis, the Company
determines whether transfers have occurred between levels in the hierarchy by reassessing categorisation
(based on the lowest level input that is significant to the fair value measurement as a whole) at the end of
each reporting period.
e) For the purpose of fair value disclosures, the Company has determined classes of assets and liabilities on
the basis of the nature, characteristics and risks of the asset or liability and the level of the fair value
hierarchy as explained above.
XII) LEASE
The Company assesses at contract inception whether a contract is, or contains, a lease. That is, if the contract
conveys the right to control the use of an identified asset for a period of time in exchange for consideration.
Company as a lessee
The Company applies a single recognition and measurement approach for all leases, except for short-term
leases and leases of low-value [Link] Company recognizes lease liabilities to make lease payments and
right-of-use assets representing the right to use the underlying assets.
i) Right-of-use assets
The Company recognizes right-of-use assets at the commencement date of the lease (i.e., the date the
underlying asset is available for use). Right of-use assets are measured at cost, less any accumulated
depreciation and impairment losses, and adjusted for any remeasurement of lease liabilities. The cost of
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right-of-use assets includes the amount of lease liabilities recognized, initial direct costs incurred, and
lease payments madeat or before the commencement date less any lease incentives received. Right-of-
use assets are depreciated on a straight-line basis over the shorter of the lease term and the estimated
useful lives of the assets, as follows:
l Land and Building – 5 to 99 years
If ownership of the leased asset transfers to the Group at the end of the lease term or the cost reflects
the exercise of a purchase option, depreciation is calculated using the estimated useful life of the
asset.
The right-of-use assets are also subject to impairment. Refer to the accounting policies in section (xv)
Impairment of non-financial assets.
ii) Lease Liabilities
At the commencement date of the lease, the Company recognizes lease liabilities measured at the present
value of lease payments to be made over the lease term. The lease payments include fixed payments
(including in substance fixed payments) less any lease incentives receivable, variable lease payments that
depend on an index or a rate, and amounts expected to be paid under residual value guarantees.
The lease payments also include the exercise price of a purchase option reasonably certain to be
exercised by the Company and payments of penalties for terminating thelease, if the lease term reflects the
Company exercising the option to terminate. Variable lease payments that do not depend on an index or a
rate are recognized as expenses (unless they are incurred to produce inventories) in the period in which
the event or condition that triggers the payment occurs.
In calculating the present value of lease payments, the Company uses its incremental borrowing rate at the
lease commencement date because the interest rate implicit in the lease is not readily determinable. After
the commencement date, the amount of lease liabilities is increased to reflect the accretion of interest and
reduced for the lease payments made. In addition, the carrying amount of lease liabilities is remeasured if
there is a modification, a change in the lease term, a change in the lease payments (e.g., changes to future
payments resulting from a change in an index or rate used to determine such lease payments) or a change
in the assessment of an option to purchase the underlying asset.
iii) Short-term leases and leases of low-value assets
The Company applies the short-term lease recognition exemption to its short-term leases of machinery and
equipment and office premises (i.e., those leases that have alease term of 12 months or less from the
commencement date and do not contain a purchase option). It also applies the lease of low-value assets
recognition exemption to leases of office equipment that are considered to be low value. Lease payments
on short-term leases and leases of low value assets are recognized as expense on a straight-line basis
over the lease term.
The Company as a Lessor
Company Leases for which the Company is a lessor is classified as a finance or operating lease.
Whenever the terms of the lease transfer substantially all the risks and rewards of ownership to the lessee,
the contract is classified as a finance lease. All other leases are classified as operating leases.
When the Company is an intermediate lessor, it accounts for its interests in the head lease and the
subleases partly. The sublease is classified as a finance or operating lease by reference to the right-of-use
asset arising from the head lease.
For Operating leases, rental income is recognized on a straight line basis over the terms of the relevant lease.

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XIII) EMPLOYEE BENEFITS


a) Defined contribution plans
Contributions to defined contribution schemes such as employees’ state insurance, labour welfare fund,
employee provident fund scheme, etc. are charged as an expense based on the amount of contribution
required to be made as and when services are rendered by the employees. Company’s provident fund
contribution is made to a government administered fund and charged as an expense to the Statement of
Profit and Loss. The above benefits are classified as Defined Contribution Schemes as the Company has
no further defined obligations beyond the monthly contributions.
b) Defined benefit plans
The Company also provides for retirement/post-retirement benefits in the form of gratuity and compensated
absences to the employees.
For defined benefit plans, the amount recognized as ‘Employee benefit expenses’ in the Statement of Profit
and Loss is the cost of accruing employee benefits promised to employees over the year and the costs of
individual events such as past/future service benefit changes and settlements (such events are recognized
immediately in the Statement of Profit and Loss).
The liability or asset recognized in the balance sheet in respect of defined benefit pension and gratuity
plans is the present value of the defined benefit obligation at the end of the reporting period less the fair
value of plan assets. The defined benefit obligation is calculated annually by actuaries using the projected
unit credit method.
The defined benefit plan surplus or deficit on the Balance Sheet comprises the total for each plan of the fair
value of plan assets less the present value of the defined benefit [Link] classification of the
Company’s net obligation into current and non-current is as per the actuarial valuation report.
Remeasurement gains and losses arising from experience adjustments and changes in actuarial
assumptions are recognized in the period in which they occur, directly in other comprehensive income.
They are included in retained earnings in the statement of changes in equity and in the balance sheet.
c) Other employee benefits
Compensated absences which are not expected to occur within twelve months after the end of the period in
which the employee renders the related services are recognized as a liability at the present value of the
obligation as at the Balance Sheet date determined based on an actuarial valuation.
Undiscounted amount of short-term employee benefits expected to be paid in exchange for the services
rendered by employees are recognized during the period when the employee renders the inrelated
services.
XIV) TAXES ON INCOME
Income tax expense for the year comprises of current tax and deferred tax. It is recognized in the Statement of
Profit and Loss except to the extent it relates to a business combination or to an item which is recognized
directly in equity or in Other Comprehensive Income.
a) Current tax is the expected tax payable/receivable on the taxable income/loss for the year using applicable
tax rates at the Balance Sheet date, and any adjustment to taxes in respect of previous years. Interest
income/expenses and penalties, if any, related to income tax are included in current tax expense.
b) Deferred tax is recognized in respect of temporary differences between the carrying amount of assets and
liabilities for financial reporting purposes and the corresponding amounts used for taxation purposes.

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A deferred tax liability is recognized based on the expected manner of realisation or settlement of the
carrying amount of assets and liabilities, using tax rates enacted, or substantively enacted, by the end of
the reporting period.
Deferred tax assets are recognized for all deductible temporary differences and used tax losses only to the
extent that it is probable that future taxable profits will be available against which the asset can be utilised.
Deferred tax assets are reviewed at each reporting date and reduced to the extent that it is no longer
probable that the related tax benefit will be realised.
c) Current tax assets and current tax liabilities are offset when there is a legally enforceable right to set off the
recognized amounts and there is an intention to settle the asset and the liability on a net basis.
Deferred tax assets and deferred tax liabilities are offset when there is a legally enforceable right to set off
current tax assets against current tax liabilities; and the deferred tax assets and the deferred tax liabilities
relate to income taxes levied by the same taxation authority.
XV) IMPAIRMENT OF NON-FINANCIAL ASSETS
An impairment loss is recognized whenever the carrying amount of an asset or its cash generating unit (CGU)
exceeds its recoverable amount. The recoverable amount of an asset is the greater of its fair value less cost to
sell and value in use. To calculate value in use, the estimated future cash flows are discounted to their present
value using a discount rate that reflects current market rates and the risk specific to the asset. For an asset that
does not generate largely independent cash inflows, the recoverable amount is determined for the CGU to which
the asset belongs. Fair value less cost to sell is the best estimate of the amount obtainable from the sale of an
asset in an arm’s length transaction between knowledgeable, willing parties, less the cost of disposal.
Impairment losses, if any, are recognized in the Statement of Profit and Loss. Impairment losses are reversed in
the Statement of Profit and Loss only to the extent that the asset’s carrying amount does not exceed the carrying
amount that would have been determined if no impairment loss had previously been recognized.
XVI) PROVISIONS, CONTINGENT LIABILITIES AND CONTINGENT ASSETS
A provision is recognized if, as a result of a past event, the Company has a present legal or constructive
obligation that can be estimated reliably, and it is probable that an outflow of economic benefits will be required
to settle the obligation.
Provisions for onerous contracts are recognized when the expected benefits to be derived by the Company from
a contract are lower than the unavoidable costs of meeting the future obligations under the contract.
A disclosure for contingent liabilities is made where there is a possible obligation or a present obligation that may
probably not require an outflow of resources or an obligation for which the future outcome cannot be ascertained
with reasonable [Link] there is a possible or a present obligation where the likelihood of outflow of
resources is remote, no provision or disclosure is made.A contingent asset is neither recognized nor disclosed in
the financial statements.
XVII) CASH AND CASH EQUIVALENTS
Cash and cash equivalents includes cash on hand, deposits held at call with banks and financial institutions,
other short-term, highly liquid investments with original maturities of three months or less that are readily
convertible to known amounts of cash and which are subject to an insignificant risk of changes in value.
XVIII) CASH FLOW STATEMENT
As per Ind AS 107 Statement of Cash Flow is reported using the indirect method, whereby net profit before tax
is adjusted for the effects of transactions of a non-cash nature, any deferrals or accruals of past or future

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operating cash receipts or payments and item of income or expenses associated with investing or financing
cash flows.
XIX) RESEARCH AND DEVELOPMENT EXPENSES
Research costs are expensed as incurred. Product development costs are expensed as incurred unless
technical and commercial feasibility of the project is demonstrated, further economic benefits are probable and
the Company has an intention and ability to complete and use or sell the product and the costs can be
measured reliably. Such intangible assets are amortized over its useful life.
XX) EARNING PER SHARE (EPS)
Basic EPS is arrived at based on net profit after tax available to equity shareholders to the weighted average
number of equity shares outstanding during the year.
The diluted EPS is calculated on the same basis as basic EPS, after adjusting for the effects of potential
dilutive equity shares unless impact is anti-dilutive.
XXI) BUSINESS COMBINATION
Business combinations 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 assets transferred to the Company, liabilities incurred by the
Company to the former owners of the acquiree and the equity interest issued by the Companyin exchange for
control of the acquiree.
Acquisition related costs are recognized in profit or loss as incurred. At the acquisition date, the identifiable
assets acquired and the liabilities assumed are recognized at their fair value at the acquisition date, except that
deferred tax assets or liabilities and assets or liabilities related to employee benefit arrangements are
recognized and measured in accordance with Ind AS 12 and Ind AS 19 respectively;
Goodwill is measured as the excess of the sum of the consideration transferred, the amount of any non-
controlling interests in the acquiree, and the fair value of the acquirer’s previously held equity interest in the
acquiree (if any) over the net of the acquisition-date amounts of the identifiable assets acquired and the
liabilities assumed. If the net of the acquisition-date amounts of the identifiable assets acquired and liabilities
assumed exceeds the sum of the consideration transferred, the amount of any non-controlling interests in the
acquiree and the fair value of the acquirer’s previously held interest in the acquiree (if any), the excess, after
reassessment, is recognized in capital reserve through other comprehensive income or directly depending on
whether there exists clear evidence of the underlying reason for classifying the business combination as a
bargain purchase.
When the consideration transferred by the Company in a business combination includes a contingent
consideration arrangement, the contingent consideration is measured at its acquisition-date fair value and
included as part of the consideration transferred in a business combination. Changes in fair value of the
contingent consideration that qualify as measurement period adjustments are adjusted retrospectively, with
corresponding adjustments against Goodwill/capital reserve.
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. The subsequent accounting for changes in the fair value of the contingent
consideration that do not qualify as measurement period adjustments depends on how the contingent
consideration is classified.

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When the Company acquires a business, it assesses the financial assets and liabilities assumed for
appropriate classification and designation in accordance with the contractual terms, economic circumstances
and pertinent conditions as at the acquisition date.
Contingent consideration that is classified as equity is not remeasured at subsequent reporting dates and its
subsequent settlement is accounted for within equity. Other contingent consideration is remeasured to fair
value at subsequent reporting dates with changes in fair value recognized in profit or loss.
Goodwill
Goodwill is initially recognized and measured as set out above. Goodwill is not amortized but is reviewed for
impairment at least annually. For the purpose of impairment testing, goodwill is allocated to each of the
Company’s cash-generating units (or group’s of cash-generating units) expected to benefit from the synergies
of the combination. Cash-generating units to which goodwill has been allocated are 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 the carrying amount of the unit, 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 on the basis of the carrying amount of each asset in the unit. An impairment loss recognized for
goodwill is not reversed in a subsequent period. On disposal of a cash-generating unit, the attributable amount
of goodwill is included in the determination of the profit or loss on disposal.
XXII) EXCEPTIONAL ITEMS
When items of income and expense within statement of profit and loss from ordinary activities are of such size,
nature or incidence that their disclosure is relevant to explain the performance of the enterprise for the period,
the nature and amount of such materialitems are disclosed separately as exceptional items.
XXIII) SHARE BASED PAYMENTS
Selected employees of the Company receive remuneration in the form of equity settled instruments for
rendering services over a defined vesting. Equity instruments granted are measured by reference to the fair
value of the instrument at the date of grant. The expense is recognized in the statement of profit and loss with
a corresponding increase to the share options outstanding account, a component of [Link] equity
instruments generally vest in a graded manner over the vesting period. The fair value determined at the grant
date is expensed over the vesting period of the respective tranches of such grants. The compensation expense
is determined based on the Company’s estimate of equity instruments that will eventually vest.

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INDEPENDENT AUDITOR’S REPORT


TO THE MEMBERS OF MANJUSHREE TECHNOPACK LIMITED
Report on the Audit of the Consolidated Financial Statements

Opinion
We have audited the accompanying consolidated financial statements of Manjushree Technopack Limited (“the Parent”)
and its subsidiary, (the Parent and its subsidiary together referred to as “the Group”) which comprise the Consolidated
Balance Sheet as at March 31, 2023 and the Consolidated Statement of Profit and Loss (including Other Comprehensive
Income), the Consolidated Cash Flow Statement and the Consolidated Statement of Changes in Equity for the year then
ended, and a summary of significant accounting policies and other explanatory information.
In our opinion and to the best of our information and according to the explanations given to us, 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 March 31, 2023, and their consolidated
profit, their consolidated total comprehensive profit, 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 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 is sufficient and
appropriate to provide a basis for our audit opinion on the consolidated financial statements.
Information Other than the Financial Statements and Auditor’s Report Thereon
l The Parent’s Board of Directors is responsible for the other information. The other information comprises the Director’s
Report but does not include the consolidated financial statements, standalone financial statements and our auditor’s
report thereon.
l Our opinion on the consolidated financial statements does not cover the other information and we do not express any
form of assurance conclusion thereon.
l In connection with our audit of the consolidated financial statements, our responsibility is to read the other information
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 subsidiary,is traced from their financial statements audited by us.
l 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 Board of Directors are responsible for the matters stated in section 134(5) of the Act with respect to the

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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 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 are responsible for maintenance of adequate
accounting records in accordance with the provisions of the Act for safeguarding the assets of the Group 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.
In preparing the consolidated financial statements, the respective Management of the companies included in the Group 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 are also responsible for overseeing the financial
reporting process of the Group.
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:
l 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.
l 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.
l Evaluate the appropriateness of accounting policies used and the reasonableness of accounting estimates and related
disclosures made by the management.
l 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 associate 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

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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 associate to cease to continue as a going concern.
l 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.
l Obtain sufficient appropriate audit evidence regarding the financial information of the business activities within the
Group to express an opinion on the consolidated financial statements.
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.
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.
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 statements certified by the Management.
Report on Other Legal and Regulatory Requirements
1. As required by Section 143(3) of the Act, based on our audit 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.
c) The Consolidated Balance Sheet, the Consolidated Statement of Profit and Loss including Other Comprehensive
Income, the Consolidated Cash Flow Statement 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 March 31, 2023 taken
on record by the Board of Directors of the Company and the reports of the statutory auditors of its subsidiary
company incorporated in India, none of the directors of the Group are disqualified as on March 31, 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

94
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 and subsidiary company. 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, the remuneration
paid by the Parent to their directors during the year is in accordance with the provisions of section 197 of the
[Link] on the auditor’s report of the subsidiary companyincorporated India,being a private company, section
197 of the Act related to the managerial remuneration is not applicable.
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 - Refer Note 35 to the consolidated financial statements.
ii) The Group did not have any material foreseeable losses on long-term contracts including derivative contracts.
iii) There were no amounts which were required to be transferred to the Investor Education and Protection Fund
by the Parentand its subsidiary company incorporated in India
iv) (a) The respective Managements of the Parent, its subsidiary which are companies incorporated in India,
whose financial statements have been audited under the Act, have represented to us to the best of their
knowledge and belief, as disclosed in the note 13 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 and associate 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
and associate (“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 subsidiary, which are companies incorporated in India,
whose financial statements have been audited under the Act, have represented to us that, to the best
of their knowledge and belief, as disclosed in the note 13 to the consolidated financial statements, no
funds have been received by the Parent or any of such subsidiaries and associate 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 and associate 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, 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.

95
Annual Report - 2023

(c) The interim dividend declared and paid by the Parentduring the year is in accordance with section 123
of the Act, as applicable.
(d) 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. April 1,
2023 to the Parent, its subsidiary which are companies incorporated in India, and accordingly, reporting
under Rule 11(g) of Companies (Audit and Auditors) Rules, 2014is not applicable for the financial year
ended March 31, 2023.
2. 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 respective companies included in the consolidated
financial statements except for the following:
Name of the company CIN Nature of Clause Number of CARO report
relationship with qualification or adverse remark
MTL New Initiatives U25209KA2020PTC131209 Wholly Owned The Company has incurred cash losses
Private Limited Subsidiary amounting to Rs.1,055.36 Lakhs during
the financial year covered by our audit
and Rs. 47.25 Lakhs in the immediately
preceding financial year

For Deloitte Haskins & Sells


Chartered Accountants
(Firm’s Registration No. 008072S)
Monisha Parikh
(Partner)

Place: Bengaluru (Membership No. 47840)


Date: July 3, 2023 UDIN : 23047840BGUCLI9338

96
ANNEXURE - “A” TO THE INDEPENDENT AUDITOR’S REPORT
(Referred to in paragraph 1(g) 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
March 31, 2023, we have audited the internal financial controls with reference to consolidated financial statements of
Manjushree Technopack Limited (hereinafter referred to as “Parent”) and its subsidiary company (“the Group”) which
includes internal financial controls with reference to its subsidiary which are companies incorporated in India, as of that date.
Management’s Responsibility for Internal Financial Controls
The respective Board of Directors of the Parent and its subsidiary, 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 statementscriteria 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 and its subsidiary companies, 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 is sufficient and appropriate to provide a basis for our audit opinion
on the internal financial controls with reference to consolidated financial statements Parent and its subsidiary, which are
companies incorporated in India.

97
Annual Report - 2023

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; (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.
Opinion
In our opinion to the best of our information and according to the explanations given to us the Parent and its subsidiary
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 March 31, 2023, based on, “the criteria for internal financial control with
reference to consolidated financial statementsestablished 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”.
For Deloitte Haskins & Sells
Chartered Accountants
(Firm’s Registration No. 008072S)
Monisha Parikh
(Partner)

Place: Bengaluru (Membership No. 47840)


Date: July 3, 2023 UDIN : 23047840BGUCLI9338

98
CONSOLIDATED BALANCE SHEET AS AT 31 MARCH 2023 ( ` in lakhs except stated otherwise)
Particulars Note No. As at As at
31 March 2023 31 March 2022
I. Assets
Non-current assets
a) Property, plant and equipment 2 76,440.35 69,906.81
b) Right of use assets 2B 17,493.10 5,687.80
c) Capital work-in-progress 2E 1,995.51 3,819.51
d) Investment Properties 2A - 2,332.13
e) Goodwill (refer note 34) 2 18,482.81 15,130.72
f) Other Intangible assets 2 21,103.91 19,767.52
g) Financial assets - Loans & advances
i) Other financial assets 4 2,205.37 1,283.74
h) Long term Investments 3 1,600.41 1,205.41
i) Other non-current assets 5 5,995.98 4,256.30
Total non-current assets 145,317.44 123,389.94
Current assets
a) Inventories 6 35,231.87 35,087.92
b) Financial assets
i) Trade receivables 7 30,972.55 24,985.55
ii) Cash and cash equivalents 8 160.88 110.18
iii) Other bank balances 9 7,776.75 5,335.96
iv) Other financial assets 10 102.05 147.85
c) Other current assets 11 7,878.73 10,511.01
d) Assets held-for-sale 11A 2,332.13 -
Total current assets 84,454.96 76,178.47
Total Assets 229,772.40 199,568.41
II. Equity and Liabilities
Equity
a) Equity share capital 12A 1,371.86 1,371.86
b) Other equity 12B 93,728.28 88,701.06
Total equity 95,100.14 90,072.92
Liabilities
Non-current liabilities
a) Financial liabilities
i) Borrowings 13 43,391.24 33,922.86
ii) Lease liabilities 2C 10,887.65 3,175.23
iii) Other financial liabilities 14 2,427.15 1,759.15
b) Provisions 15 711.69 697.82
c) Deferred tax liabilities (net) 16 3,059.50 1,884.61
Total non-current liabilities 60,477.23 41,439.67
Current liabilities
a) Financial liabilities
i) Borrowings 17 37,125.41 33,486.89
ii) Lease liabilities 2C 2,512.64 854.70
iii) Trade payables
Due to Micro Enterprises and Small Enterprises 18 1,619.39 1,153.55
Other than Micro Enterprises and Small Enterprises 18 25,160.16 22,353.27
iv) Other financial liabilities 19 5,839.88 6,335.02
b) Provisions 20 71.46 156.49
c) Other current liabilities 21 1,866.09 3,714.90
Total current liabilities 74,195.03 68,054.82
Total Equity and Liabilities 229,772.40 199,568.41
Company profile and background 1.A
Significant accounting policies 1.D
Notes on Consolidated Financial Statements and other explanatory information 2 to 52
The notes referred to above form an integral part of the Consolidated Financial Statements

As per our report of even date for and on behalf of the Board

For Deloitte Haskins & Sells Thimmaiah NP Ashok Sudan


Chartered Accountants Managing Director & CEO Chairman
DIN: 01184636 DIN: 02374967
Place : Bengaluru Place : Arizona, USA
Monisha Parikh
Partner Rajesh Kumar Ram Rasmi Ranjan Naik
Membership No. 47840 Chief Financial Officer Company Secretary
Place : Bengaluru Place : Bengaluru Place : Bengaluru
Date : 03 July 2023 Date : 03 July 2023 Date : 03 July 2023
99
Annual Report - 2023

CONSOLIDATED STATEMENT OF PROFIT AND LOSS FOR THE YEAR ENDED 31 MARCH 2023
( ` in lakhs except stated otherwise)

Particulars Note No. Year Ened Year Ened


31 March 2023 31 March 2022
I. Revenue from operations 22 209,734.59 146,752.57
209,734.59 146,752.57
II. Other income 23 1,175.55 627.45
III. Total income (I +II) 210,910.14 147,380.02
IV. Expenses
a) Cost of materials consumed 24 136,188.90 91,528.97
b) Purchase of stock in trade 888.85 851.31
c) Changes in inventories of finished goods,
stock-in-trade and work-in-progress 25 (3,897.73) (5,107.15)
d) Employee benefits expense 26 13,654.85 10,718.36
e) Other manufacturing expenses 27 22,149.71 17,404.49
f) Finance cost 28 7,853.75 4,921.34
g) Depreciation and amortisation expenses 2 13,282.41 8,624.20
h) Other expenses 29 11,354.13 7,735.64
Total expenses 201,474.87 136,677.16
V. Profit before exceptional items and tax (III-IV) 9,435.27 10,702.86
VI. Exceptional items 44 (324.99) (556.36)
VII. Profit before Tax (V - VI) 9,110.28 10,146.50
[Link] expense:
i) Current tax 2,139.30 2,100.00
ii) Current tax relating to earlier years (127.06) (135.23)
iii) Deferred tax expense 1,174.88 1,100.25
IX. Profit after tax (VII-VIII) 5,923.16 7,081.48
X. Other Comprehensive Income
Items that will not be reclassified to profit or loss
i) Remeasurements of net defined benefit liability 85.65 47.07
ii) Income tax relating to net defined benefit liability (22.42) (5.21)
XI. Total Comprehensive Income 5,986.39 7,123.34
Earnings (basic) per share in rupees (face value of Rs 10/- each) . 43.72 52.58
Earnings (diluted) per share in rupees (face value of Rs 10/- each) . 43.72 45.43
Company profile and background 1.A
Significant accounting policies 1.D
Notes on Consolidated Financial Statements and other explanatory information 2 to 52

As per our report of even date for and on behalf of the Board

For Deloitte Haskins & Sells Thimmaiah NP Ashok Sudan


Chartered Accountants Managing Director & CEO Chairman
DIN: 01184636 DIN: 02374967
Place : Bengaluru Place : Arizona, USA
Monisha Parikh
Partner Rajesh Kumar Ram Rasmi Ranjan Naik
Membership No. 47840 Chief Financial Officer Company Secretary
Place : Bengaluru Place : Bengaluru Place : Bengaluru
Date : 03 July 2023 Date : 03 July 2023 Date : 03 July 2023
100
CONSOLIDATED STATEMENT OF CHANGES IN EQUITY FOR THE YEAR ENDED 31 MARCH 2023
( ` in lakhs except stated otherwise)
A. Equity Share Capital (Refer Note 12 A)
Particulars (Amount in ` in lakhs)
Balance as at 31 March, 2021 1,371.86
Changes in share capital during the year -
Balance as at 31 March, 2022 1,371.86
Changes in share capital during the year -
Balance as at 31 March, 2023 1,371.86
B. Other Equity (Refer Note 12 B)
Reserves and Surplus Employee Other
Particulars Equity component Share-based Compre-
Securities General Retained Payments hensive Total
of compound fin-
Premium Reserve Earnings Outstanding income/(loss)
ancial instruments
Balance As on 1 April 2021 2,735.32 1,300.00 47,201.95 1,901.70 731.83 (191.13) 53,679.66
Profit/(Loss) for the year - 7,081.48 - - - 7,081.48
Equity component of compulsorily
convertible debentures - - - 29,816.50 - - 29,816.50
Recognition of share-
based payments - - - - 350.79 - 350.79
Dividend - - (2,269.24) - - - (2,269.24)
Other comprehensive income - - - - - 41.87 41.87
Balance As on 31 March 2022 2,735.32 1,300.00 52,014.19 31,718.20 1,082.62 (149.27) 88,701.06
Profit/(Loss) for the year - - 5,923.16 - - - 5,923.16
Recognition of share-based
payments (refer note 41) - - - - 598.82 - 598.82
Share based payments relating to
forfeited Options (refer note 41) - 244.93 - - (244.93) - -
Other comprehensive income - - - - - 63.23 63.23
Dividend
(inclusive of dividend tax)* - - (1,557.99) - - - (1,557.99)
Balance As on 31 March 2023 2,735.32 1,544.93 56,379.36 31,718.20 1,436.51 (86.04) 93,728.28

* The Board of Directors in the meeting held on 22nd November, 2022 recommended Interim Dividend of Rs 11.50 per share.
Accordingly, the aggregate amount of dividend of Rs 1,403.39 Lakhs (net of dividend tax) was paid on 20th December 2022. The
Board of directors have not declared any final dividend for the year.

As per our report of even date for and on behalf of the Board

For Deloitte Haskins & Sells Thimmaiah NP Ashok Sudan


Chartered Accountants Managing Director & CEO Chairman
DIN: 01184636 DIN: 02374967
Place : Bengaluru Place : Arizona, USA
Monisha Parikh
Partner Rajesh Kumar Ram Rasmi Ranjan Naik
Membership No. 47840 Chief Financial Officer Company Secretary
Place : Bengaluru Place : Bengaluru Place : Bengaluru
Date : 03 July 2023 Date : 03 July 2023 Date : 03 July 2023
101
Annual Report - 2023

CONSOLIDATED STATEMENT OF CASH FLOW FOR THE YEAR ENDED 31 MARCH 2023
(Rs. in lakhs except stated otherwise)
Year Ended Year Ended
Particulars March 31, 2023 March 31, 2022

A. Cash flow from operating activities


Profit/(Loss) before tax 9,110.29 10,193.57
Adjustments for:
Depreciation and amortisation expense 13,282.41 8,624.20
Loss on sale/discard of Property, plant and equipment (net) (96.78) 206.68
Provision for doubtful trade receivables 139.14 210.83
Trade advances written off 0.88 0.20
Interest income (457.91) (116.89)
Rental Income (330.00) -
Share-based payments 598.82 350.79
Finance costs 7,853.75 4,921.34
Operating profit before working capital changes 30,100.60 24,390.72
Adjustments for:
Inventories 2,660.03 (14,501.37)
Trade receivables (4,376.92) (11,934.54)
Current and non current assets & other financial assets 2,759.09 1,790.95
Trade payables 3,548.60 20,610.04
Other liabilities 2,589.95 8,109.32
Provisions (66.25) 176.62
Cash generated from operations 37,215.10 28,641.74
Income taxes paid (net of refunds) (2,681.17) (4,216.79)
Net cash generated from operating activities 34,533.93 24,424.95
B. Cash flow from investing activities
Purchase of Property, plant and equipment & Capital work in progress (17,177.94) (14,545.37)
Payment for acquisition of new business (15,232.59) (41,397.98)
Proceeds from sale of Property, plant and equipment 640.86 507.42
Payment to Classy Kontainers (3,788.29) -
Purchase of Investment (395.00) (959.00)
Fixed deposits with banks matured/(paid) (2,818.94) (4,872.27)
Rental received 330.00 -
Margin Money deposit (18.00) (11.30)
Interest received 457.91 116.89
Net cash used in investing activities (38,001.99) (61,161.61)
C. Cash flow from financing activities
Proceeds from long term borrowings 15,500.00 17,330.00
Repayment of long term borrowings (2,091.12) (31,944.06)
Proceeds from/(repayment) of short term borrowings (net) 1,284.76 4,356.89

102
CONSOLIDATED STATEMENT OF CASH FLOW FOR THE YEAR ENDED 31 MARCH 2023 (Contd...)
(Rs. in lakhs except stated otherwise)
Year Ended Year Ended
Particulars March 31, 2023 March 31, 2022

Proceeds from compulsorily convertible debentures - 55,200.13


Repayment of lease liabilities (1,761.45) (1,127.55)
Dividend and tax thereon paid (1,559.68) (2,269.24)
Interest paid on Lease Liabilities (642.77) -
Interest paid other than lease liabilities (7,210.98) (4,731.98)
Net cash generated from financing activities 3,518.76 36,814.19
Net increase in cash and cash equivalents (A+B+C) 50.70 77.53
Cash and cash equivalents at the beginning of the year 110.18 32.65
Cash and cash equivalents at the end of the year/period 160.88 110.18
Notes:
1. Cash and cash equivalents at the end of the year comprises of:
Cash on hand 6.31 9.74
Balance with banks:
In current accounts 154.57 100.44
TOTAL 160.88 110.18

2. Reconciliation of lease liabilities for the year ended 31 March 2023


Particulars As at 31 March Impact of Repayment As at 31 March
2022 Ind AS 116 2023
Lease liabilities 4,029.93 11,774.56 (2,404.20) 13,400.29
Reconciliation of lease liabilities for the year ended 31 March 2022
Particulars As at 31 March Impact of Repayment As at 31 March
2021 Ind AS 116 2022
Lease liabilities 3,401.63 1,755.84 (1,127.54) 4,029.93

3. The above Statement of Cash Flow has been prepared under the Indirect Method as set out in Ind AS 7 “Statement
of Cash Flows”.
As per our report of even date for and on behalf of the Board

For Deloitte Haskins & Sells Thimmaiah NP Ashok Sudan


Chartered Accountants Managing Director & CEO Chairman
DIN: 01184636 DIN: 02374967
Place : Bengaluru Place : Arizona, USA
Monisha Parikh
Partner Rajesh Kumar Ram Rasmi Ranjan Naik
Membership No. 47840 Chief Financial Officer Company Secretary
Place : Bengaluru Place : Bengaluru Place : Bengaluru
Date : 03 July 2023 Date : 03 July 2023 Date : 03 July 2023
103
104
NOTES FROMING PART OF THE CONSOLIDATED BALANCE SHEET AS AT 31 MARCH 2023 (Contd...)
NOTE “2” : Property, plant & Equipment as at 31st March 2023
(` in lakhs except stated otherwise)
(I) Other than research & development
Gross Block Accumulated Depreciation And Amortization Net Block
ITEM Opening Opening Depreciation Eliminated on Closing as on
Additions Closing as on As on As on
as on Disposals as on & Amortization disposal 31 March 31 March 2023 31 March 2022
(refer note 39B) 31 March 2023
Annual Report - 2023

1 April 2022 1 April 2022 for the Year of assets 2023


A. Tangible Assets
1. Land 6,520.14 119.14 217.81 6,421.47 - - - - 6,421.47 6,520.14
2. Building & Civil Works 16,024.09 1,140.58 130.00 17,034.67 4,592.47 694.42 14.46 5,272.43 11,762.24 11,431.62
3. Plant & Machinery 86,359.41 10,321.87 777.84 95,903.44 42,442.98 5,266.32 563.96 47,145.34 48,758.10 43,916.43
4. Utility Installations 9,441.14 1,258.44 5.68 10,693.90 4,877.66 533.75 0.73 5,410.68 5,283.22 4,563.48
5. Computer Systems 480.75 135.31 - 616.06 276.67 93.18 - 369.85 246.21 204.08
6. Furniture & Fixture 907.54 370.68 - 1,278.22 455.55 84.59 - 540.14 738.08 451.99
7. Vehicles 122.28 112.32 9.42 225.18 101.03 15.98 8.95 108.06 117.12 21.25
8. Other Equipments 3,668.62 693.56 16.95 4,345.23 1,564.27 315.12 24.90 1,854.49 2,490.74 2,104.35
TOTAL - A 123,523.97 14,151.90 1,157.70 136,518.17 54,310.63 7,003.36 613.00 60,700.99 75,817.18 69,213.34
B. Intangible Assets
9. Computer Software 175.30 39.24 - 214.54 155.53 5.89 - 161.42 53.12 19.77
[Link] & Trade Marks 14,006.25 - - 14,006.25 11,907.59 740.11 - 12,647.70 1,358.55 2,098.66
11. Customer Relationship 18,272.50 4,551.79 - 22,824.29 1,296.86 3,720.48 - 5,017.34 17,806.95 16,975.64
[Link] and Designs - 937.99 - 937.99 - 98.63 - 98.63 839.36 -
[Link]-Compete Agreement 932.00 619.71 - 1,551.71 258.55 247.23 - 505.78 1,045.93 673.45
[Link] 15,130.72 3,352.09 - 18,482.81 - - - - 18,482.81 15,130.72
TOTAL - B 48,516.77 9,500.82 - 58,017.59 13,618.53 4,812.34 - 18,430.87 39,586.72 34,898.24
GRAND TOTAL (A+B) 172,040.74 23,652.72 1,157.70 194,535.76 67,929.16 11,815.70 613.00 79,131.86 115,403.90 104,111.58
(II) Research & Development
Gross Block Accumulated Depreciation And Amortization Net Block
ITEM Opening Opening Depreciation Eliminated on Closing as on
Closing as on As on As on
as on Additions Disposals as on & Amortization disposal 31 March 31 March 2023 31 March 2022
1 April 2022 31 March 2023 1 April 2022 for the Year 2023
of assets
A. Tangible Assets
1. Building & Civil Works 167.48 - - 167.48 34.98 2.33 - 37.31 130.17 132.50
2. Plant & Machinery 1,754.10 - - 1,754.10 1,261.61 53.65 - 1,315.26 438.84 492.49
3. Computer Systems 1.31 - - 1.31 0.76 - - 0.76 0.55 0.55
4. Furniture & Fixture 167.17 - - 167.17 133.22 7.60 - 140.82 26.35 33.95
5. Other Equipments 131.26 - - 131.26 97.28 6.72 - 104.01 27.26 33.98
TOTAL 2,221.32 - - 2,221.32 1,527.85 70.30 - 1,598.16 623.17 693.47
GRAND TOTAL(I+II)
A. Tangible Asset 125,745.29 14,151.90 1,157.70 138,739.49 55,838.48 7,073.66 613.00 62,299.15 76,440.35 69,906.81
B. Goodwill 15,130.72 3,352.09 - 18,482.81 - - - - 18,482.81 15,130.72
C. Intangible Asset 33,386.05 6,148.73 - 39,534.78 13,618.53 4,812.34 - 18,430.87 21,103.91 19,767.52
GRAND TOTAL 174,262.06 23,652.72 1,157.70 196,757.08 69,457.01 11,886.00 613.00 80,730.02 116,027.07 104,805.05
NOTES FROMING PART OF THE CONSOLIDATED BALANCE SHEET AS AT 31 MARCH 2023(Contd...)
NOTE “2” : Property, plant & Equipment as at 31st March 2022
(I) Other than research & development (` in lakhs except stated otherwise)
Gross Block Accumulated Depreciation And Amortization Net Block
ITEM Opening Opening Depreciation Eliminated on Closing as on
Closing as on As on As on
as on Additions Disposals as on & Amortization disposal 31 March 31 March 2022 31 March 2021
1 April 2021 31 March 2022 1 April 2021 for the Year 2022
of assets
A. Tangible Assets
1. Land 2,760.12 3,760.02 - 6,520.14 - - - - 6,520.14 2,760.12
2. Building & Civil Works 12,494.88 3,529.21 - 16,024.09 4,187.15 405.32 - 4,592.47 11,431.62 8,307.73
3. Plant & Machinery 67,694.04 19,947.28 1,281.91 86,359.41 38,657.81 4,412.99 627.82 42,442.98 43,916.43 29,036.23
4. Utility Installations 7,992.27 1,543.82 94.95 9,441.14 4,552.02 404.87 79.23 4,877.66 4,563.48 3,440.25
5. Computer Systems 401.12 94.39 14.76 480.75 208.69 81.38 13.40 276.67 204.08 192.43
6. Furniture & Fixture 816.83 154.28 63.57 907.54 451.74 53.25 49.44 455.55 451.99 365.09
7. Vehicles 127.88 3.82 9.42 122.28 103.29 6.69 8.95 101.03 21.25 24.59
8. Other Equipments 2,825.61 915.19 72.18 3,668.62 1,364.63 244.40 44.76 1,564.27 2,104.35 1,460.98
Total - A 95,112.75 29,948.01 1,536.79 123,523.97 49,525.33 5,608.90 823.60 54,310.63 69,213.34 45,587.42
B. Intangible Assets
9. Computer Software 175.54 8.97 9.21 175.30 152.51 11.77 8.75 155.53 19.77 23.03
10. Patents & Trade Marks 14,006.25 - - 14,006.25 11,090.80 816.79 - 11,907.59 2,098.66 2,915.45
11. Customer Relationship 1,327.50 16,945.00 - 18,272.50 353.85 943.01 - 1,296.86 16,975.64 973.65
12. Non-Compete Agreement 519.00 413.00 - 932.00 138.34 120.21 - 258.55 673.45 380.66
13. Goodwill 8,000.00 7,130.72 - 15,130.72 - - - - 15,130.72 8,000.00
Total - B 24,028.29 24,497.69 9.21 48,516.77 11,735.50 1,891.78 8.75 13,618.53 34,898.24 12,292.79
Grand Total (A+B) 119,141.04 54,445.70 1,546.00 172,040.74 61,260.83 7,500.68 832.35 67,929.16 104,111.58 57,880.21
(II) Research & Development
Gross Block Accumulated Depreciation And Amortization Net Block
ITEM Opening Opening Depreciation Eliminated on Closing as on
Closing as on As on As on
as on Additions Disposals as on & Amortization disposal 31 March 31 March 2022 31 March 2021
1 April 2021 31 March 2022 1 April 2021 for the Year 2022
of assets
A. Tangible Assets
1. Building & Civil Works 167.48 - - 167.48 32.65 2.33 - 34.98 132.50 134.83
2. Plant & Machinery 1,731.21 22.89 - 1,754.10 1,205.82 55.79 - 1,261.61 492.49 525.39
3. Computer Systems 1.31 - - 1.31 0.76 - - 0.76 0.55 0.55
4. Furniture & Fixture 167.17 - - 167.17 125.62 7.60 - 133.22 33.95 41.55
5. Other Equipments 131.26 - - 131.26 90.32 6.96 - 97.28 33.98 40.94
Total 2,198.43 22.89 - 2,221.32 1,455.17 72.68 - 1,527.85 693.47 743.26
Grand Total(I+II)
A. Tangible Asset 97,311.18 29,970.90 1,536.79 125,745.29 50,980.50 5,681.58 823.60 55,838.48 69,906.81 46,330.68
B. Goodwill 8,000.00 7,130.72 - 15,130.72 - - - - 15,130.72 8,000.00
C. Intangible Assets 16,028.29 17,366.97 9.21 33,386.05 11,735.50 1,891.78 8.75 13,618.53 19,767.52 4,292.79
Grand Total 121,339.47 54,468.59 1,546.00 174,262.06 62,716.00 7,573.36 832.35 69,457.01 104,805.05 58,623.47

105
NOTES FROMING PART OF THE CONSOLIDATED BALANCE SHEET AS AT 31 MARCH 2023 (Contd...)

106
NOTE “2A (i)” : Investment Properties As on 31 March 2023 (refer Note 11A) (` in lakhs except stated otherwise)
GROSS BLOCK ACCUMULATED DEPRECIATION AND AMORTIZATION Net Block
ITEM Opening Transfer to Assets Depreciation Transfer to Assets Closing as on
Closing as on As on As on
as on Additions held for sale (refer
Accumulated and Amortization
held for sale (refer March 31, March 31, 2023 March 31, 2022
April 01, 2022 March 31, 2023 Depreciation for the year 2023
Note 11A) Note 11A)
Leasehold Land 998.53 - 998.53 - - - - - - 998.53
Annual Report - 2023

Building & Civil Works 2,102.07 - 2,102.07 - 774.60 - 774.60 - - 1,327.47


Utility Installations 26.19 - 26.19 - 20.06 - 20.06 - - 6.13
TOTAL 3,126.79 - 3,126.79 - 794.66 - 794.66 - - 2,332.13
NOTE 2A (ii) : Investment Properties at 31 March 2022
Gross Block Accumulated Depreciation And Amortization Net Block
ITEM Opening Depreciation Eliminated on Closing as on
Closing as on Opening As on As on As on
as on Additions Disposals & Amortization disposal March 31, March 31, 2022 March 31, 2021
April 01, 2021 March 31, 2022 April 01, 2021 for the Year 2022
of assets
Leasehold Land 998.53 - - 998.53 - - - - 998.53 998.53
Building & Civil Works 2,102.07 - - 2,102.07 723.68 50.92 - 774.60 1,327.47 1,378.39
Utility Installations 26.19 - - 26.19 18.78 1.28 - 20.06 6.13 7.41
TOTAL 3,126.79 - - 3,126.79 742.46 52.20 - 794.66 2,332.13 2,384.33
NOTE 2A : ADDITIONAL NOTES
Investment properties comprise of a factory at Harohalli, Karnataka and the Utility Installations thereon, which has been leased to third parties for a period of nine years with
initial lock in period of 3 years. Pursuant to an agreement for sale dated 23rd January 2023, the said Investment properties have been re-classified as ‘Assets held for sale’
at their carrying values as at 31 March 2023 (Refer Note no. 11A).
Amounts recognised in profit and loss for investment properties 31 March 2023 31 March 2022
Rental income derived from investment properties 330.00 330.00
Less: Depreciation 0.00 52.20
Profit arising from investment properties before indirect expenses 330.30 277.80
Estimation of fair value
The fair valuation is based on current prices in the active market for similar properties. The main inputs used are quantum, area, location, accessibility, frontage and
visibility. The aforesaid fair value is based on valuations performed by an accredited independent valuer.
Fair Value of Investment Property
As at 31 March 2022
Level 2 Fair value
Land and Building 3,800.00
Utilities 6.13
NOTES FROMING PART OF THE BALANCE SHEET AS AT 31 MARCH 2023 (Contd...)
NOTE “2B (i)” : Right of use (Assets) - As on March 31, 2023 (` in lakhs except stated otherwise)
Gross Block Accumulated Depreciation And Amortization Net Block
ITEM Opening Reclassified As on As on As on
Deductions/ As on Charge for Deductions/
as on Recognised March 31 March 31 March 31
adjustment April 1 2022 the year adjustment
1 April 2022 during the year 2023 2023 2023
Leases - Land 2,023.84 595.13 83.68 2,535.29 59.95 35.13 - 95.08 2,440.21
Leases - Building 5,979.52 441.14 - 6,420.66 2,255.61 947.35 - 3,202.96 3,217.70
Leases - Machine - 12,249.12 - 12,249.12 - 413.93 - 413.93 11,835.19
TOTAL 8,003.36 13,285.39 83.68 21,205.07 2,315.56 1,396.41 - 3,711.97 17,493.10

NOTE “2B (ii)”* : Right of use (Assets) - As on March 31, 2022


Gross Block Accumulated Depreciation And Amortization Net Block
ITEM Opening
Recognised Deductions/ As at As at Charge for Deductions/ As at 31 As at 31
as at
during the year adjustment 31 March 2022 April 1 2021 the year adjustment March 2022 March 2022
1 April 2021
Leases- Land 1,471.37 552.47 - 2,023.84 36.18 23.76 - 59.94 1,963.90
Leases -Building 4,529.90 1,449.62 - 5,979.52 1,280.74 974.88 - 2,255.62 3,723.90
TOTAL 6,001.27 2,002.09 - 8,003.36 1,316.92 998.64 - 2,315.56 5,687.80

107
Annual Report - 2023

NOTES FORMING PART OF THE CONSOLIDATED BALANCE SHEET AS AT 31 MARCH 2023 (Contd...)
(` in lakhs except stated otherwise)
As on As on
Lease liabilities March 31, 2023 March 31, 2022

NOTE “2 C”: LESS LIABILITIES


Non-current lease liabilities 10,887.65 3,175.23
Current lease liabilities 2,512.64 854.70
Movement in lease liabilities
Opening Lease Liability 4,029.93 3,401.63
Addition during the year 11,076.13 1,407.13
Cancellation of lease contracts 88.29 -
Finance Cost accrued during the year 786.72 348.70
Payment of Lease Liabilities 2,404.20 1,127.54
Closing Lease Liability 13,400.29 4,029.93
Maturity analysis of lease liabilities (Cash Outflow undiscounted)
a. Not later than one year 3,624.55 1,176.96
b. Later than one year and not later than five years 11,124.39 3,620.55
c. Later than five years 2,807.36 1,162.20

NOTE “2 D” : SUMMARY OF DEPRECIATION & AMORTISATION


Property, Plant & Equipments 7,073.66 5,681.58
Intangible Assets 4,812.34 1,891.78
Investment Properties - 52.20
Right of use Assets 1,396.41 998.64
TOTAL 13,282.41 8,624.20
As on As on
Particulars March 31, 2023 March 31, 2022

NOTE “3” : LONG TERM INVESTMENTS


(i) Unquoted, at cost, in a wholly owned subsidiary
MTL New Initiatives Private Limited
10,000 Equity shares of Rs.10 each - -
(ii) Others (at fair value through other comprehensive income)
Four EF Renewables Private Limited
82,135 Equity shares of Rs.100 each 82.14 82.14
1,64,271 Compulsorily Convertible Preference Shares of Rs.100 each 164.27 164.27
Clean Max Scorpius Power LLP
Capital Contribution (Refer note 3(i) below) 1,354.00 959.00
1,600.41 1,205.41

108
NOTES FORMING PART OF THE CONSOLIDATED BALANCE SHEET AS AT 31 MARCH 2023 (Contd...)
(` in lakhs except stated otherwise)
3 (i) PARTICULARS RELATING TO TOTAL CAPITAL, PARTNERS AND PROFIT SHARING RATIO
Capital Profit
Name of Partners Contribution sharing ratio

Name of Partners
Clean Max Enviro Energy Solutions Private Limited 3,853.70 74%
Manjushree Technopack Limited 1,354.00 26%
Kuldeep Jain * - -
TOTAL 5,207.70 100%
* Capital Contributuion is only Rs. 10 which is less than rounding off norms adopted by the Company.
As on As on
Particulars March 31, 2023 March 31, 2022

Financial Assets
NOTE “4” : LOANS & ADVANCES
(Unsecured, considered good)
- Others
Security deposits 1,037.94 745.30
Rental deposits 1,167.43 538.44
TOTAL 2,205.37 1,283.74
NOTE “5” : OTHER NON-CURRENT ASSETS
Prepaid Expenses 97.39 6.30
Capital advances 1,706.97 704.90
Balances with Government Authorities 0.10 0.10
Advance tax (Net of Provision for tax) * 4,191.52 3,545.00
TOTAL 5,995.98 4,256.30
* Includes Income Tax Demand paid under protest of Rs. 25 Lakhs (previous year Rs. 25 Lakhs) relating to Assessment
Year 2002-2003.
Current Assets
NOTE “6” : INVENTORIES
(At cost or net realisable value whichever is lower)
Raw materials 12,107.13 17,280.82
Packing materials 888.90 978.26
Work-in-progress 689.68 587.49
Finished goods 17,251.01 13,725.47
Stock-in-trade (Acquired for trading) 789.91 519.90
Stores, Spares and Consumables 3,505.24 1,995.98
TOTAL 35,231.87 35,087.92

109
Annual Report - 2023

NOTES FORMING PART OF THE CONSOLIDATED BALANCE SHEET AS AT 31 MARCH 2023 (Contd...)
(` in lakhs except stated otherwise)
As on As on
Particulars March 31, 2023 March 31, 2022

Financial Assets
NOTE “7” : TRADE RECEIVABLES (Refer note 31(b) and note 32)
Unsecured, considered good 30,972.55 24,985.55
Unsecured, considered doubtful 489.86 535.32
31,462.41 25,520.87
Less : Expected credit loss provision 489.86 535.32
TOTAL 30,972.55 24,985.55
The average credit period on sale of
goods is ranging from 1 to 120 days.
Movement in Expected Credit Loss Allowance:
Balance at the beginning of the year 535.32 348.18
Add: Movement in expected credit loss
allowance on trade receivables calculated
at lifetime expected credit losses 143.05 210.83
Less: Bad debts written off against provision 188.51 23.69
Balance at the end of the year 489.86 535.32
Trade Receivables :
Considered good - unsecured 30,972.55 24,985.55
Trade Receivables – credit impaired 489.86 535.32
Less: Allowance for expected credit losses (489.86) (535.32)
TOTAL 30,972.55 24,985.55

Ageing Schedule of trade receivables as at 31 March 2023


Outstanding for the following period from due date of payments:
Not
Particulars Unbilled < 6 6 months- 1-2 2-3 >3 Total
Due
months 1 year years years years
(i) Undisputed Trade
Receivables –
Considered Good – 24,577.38 2,613.67 1,189.55 9.65 753.55 1,828.75 30,972.55
(ii) Undisputed Trade
Receivables –
which have significant
increase
in credit risk – – – – – – – –
(iii) Undisputed Trade
Receivables
– credit impaired – – 55.16 244.43 109.21 81.06 489.86
(iv) Disputed Trade
Receivables –
Considered Good – – – – – – – –

110
NOTES FORMING PART OF THE CONSOLIDATED BALANCE SHEET AS AT 31 MARCH 2023 (Contd...)
(` in lakhs except stated otherwise)
Ageing Schedule of trade receivables as at 31 March 2023
Outstanding for the following period from due date of payments:
Not
Particulars Unbilled < 6 6 months- 1-2 2-3 >3 Total
Due
months 1 year years years years
(v) Disputed Trade Receiv-
ables – which have signi-
ficant increase in credit
risk – – – – – – – –
(vi) Disputed Trade Receiv-
ables – credit impaired – – – – – – – –

Ageing Schedule of trade receivables as at 31 March 2022


(i) Undisputed Trade
Receivables -
Considered Good – 17,136.42 6,725.96 1,119.79 3.38 – 24,985.55
(ii) Undisputed Trade
Receivables - which
have significant increase
in credit risk – – – – – – – –
(iii) Undisputed Trade Recei-
vables - credit impaired – – 0.05 138.68 152.59 76.98 167.02 535.32
(iv) Disputed Trade Receiv
ables - Considered Good – – – – – – – –
(v) Disputed Trade Receiv
ables - which have signifi-
cant increase in credit risk – – – – – – – –
(vi) Disputed Trade Receiv-
ables - credit impaired – – – – – – – –

As on As on
Particulars March 31, 2023 March 31, 2022

NOTE “8” : CASH AND CASH EQUIVALENTS


Cash on hand 6.31 9.74
Balances with banks
In Current accounts 154.57 100.44
TOTAL 160.88 110.18
NOTE “9” : BANK BALANCES OTHER
THAN CASH & CASH EQUIVALENTS
Margin Money deposits 86.50 68.50
Term deposits 7,675.82 4,856.89
Unclaimed dividend accounts 14.43 12.73
Escrow Account (Refer note 39) - 397.84
TOTAL 7,776.75 5,335.96

111
Annual Report - 2023

NOTES FORMING PART OF THE CONSOLIDATED BALANCE SHEET AS AT 31 MARCH 2023 (Contd...)
(` in lakhs except stated otherwise)
As on As on
Particulars March 31, 2023 March 31, 2022

NOTE “10” : OTHER FINANCIAL ASSETS


Current
Interest accrued but not received 17.06 137.11
Derivative Assets-Foreign exchange forward contracts - 10.74
Receivable others (Refer note 37) 84.99 -
TOTAL 102.05 147.85
NOTE “11” : OTHER CURRENT ASSETS
Balances with government authorities :
Customs duty deposit 43.87 1.22
GST receivable 1,789.10 2,341.03
Other deposit 31.90 25.87
TOTAL A 1,864.87 2,368.22
Other loans and advances
Prepaid expenses 269.82 321.42
Advance to employees (Refer note 37) 146.06 142.58
Advance to suppliers 5,563.57 7,639.28
Earnest money deposit 34.41 39.51
TOTAL B 6,013.86 8,142.79
TOTAL (A+B) 7,878.73 10,511.01
NOTE “11 A” : Asset held for sale
Asset held for sale (refer note below) 2,332.13 -
2,332.13 -
The above represents land & building at Harohalli, Karnataka, and utility installations thereon. The land which was initially leased
to the company by Kartanaka Industrial Area Development Board (“KIADB”) in July 2017, was transferred in the name the
company by KIADB in November 2022. Pursuant to an agreement for sale dated 23 January 2023, the above assets which were
held as investment properties have now been classified as ‘Assets held for sale’. The sale is expected to be completed during
the year ending 31 March 2024. An amount of Rs 999.14 Lakhs has been received as adavance towards the proposed sale (Refer
note 19).
NOTE “12 A” : Share Capital
As on 31 March 2023 As on 31 March 2022
Particulars No. of Amount No. of Amount
Shares Shares
Authorised Capital
Equity Shares of ` 10/- each (Previous year ` 10/- each) 25,000,000 2,500.00 25,000,000 2,500.00
Issued, Subscribed and Paid-up Capital
Equity Shares of ` 10/- each (Previous year ` 10/- each)
Fully Called up and Paid up in Cash 13,547,700 1,354.77 13,547,700 1,354.77
Add: Forfeited shares (amount originally paid up) 239,500 17.09 239,500 17.09
((239,500 equity shares were forfeited on
30 September 1997 for non-payment of allotment money.)
TOTAL 1,371.86 1,371.86
112
NOTES FORMING PART OF THE CONSOLIDATED BALANCE SHEET AS AT 31 MARCH 2023 (Contd...)
(` in lakhs except stated otherwise)
NOTE 12A : Share Capital (Contd...)
(i) Reconciliation of no. of Equity Shares outstanding at the beginning and at the end of the current period:
Particulars No. of Amount No. of Amount
Shares Shares
Equity Shares of face value ` 10/- each
As at beginning of the year 13,547,700 1,354.77 13,547,700 1,354.77
Add: number of shares issued during the year - - - -
Less: number of shares bought back during the year - - - -
As at end of the year 13,547,700 1,354.77 13,547,700 1,354.77

(ii) Share holders holding more than 5% Equity Shares in the Company:
Class of share / No of % of No of % of
Name of the shareholder Shares held Shares held Shares Held Shares held
Equity Shares of face value ` 10/- each
AI Lenarco Midco Limited 13,173,990 97.24% 13,173,990 97.24%
(iii) The Parent Company has only one class of shares. Each Equity Share holder is entitled to one vote per share. The
dividend proposed by the Board of Directors is subject to the approval of the shareholders in the ensuing Annual
General Meeting, except in case of interim dividend. In the event of liquidation, the equity shareholders are eligible to
receive the remaining assets of the Company after distribution of all preferential amounts, in proportion to their
shareholding

As at As at
Particulars March 31, 2023 March 31, 2022

NOTE “12 B” : Other Equity


General Reserve:
Balance as at the beginning of the year. 1,300.00 1,300.00
Add/(Less): Share based payments relating to forfeited
Options (refer note 41) 244.93 -
Balance as at the end of the year 1,544.93 1,300.00
The general reserve is used from time to time to transfer profits from
retained earnings for appropriation purposes. There is no policy for
regular transfer. As the general reserve is created by a transfer from
one component of equity to another and is not an item of other
comprehensive income, items included in the general reserve will not
be reclassified subsequently to statement of profit and loss.
Securities Premium:
Balance as at the beginning of the year 2,735.32 2,735.32
Add/(Less) : Premium on Fresh Issue of Shares - -
Balance as at the end of the year 2,735.32 2,735.32

113
Annual Report - 2023

NOTES FORMING PART OF THE CONSOLIDATED BALANCE SHEET AS AT 31 MARCH 2023 (Contd...)
(` in lakhs except stated otherwise)

As at As at
Particulars March 31, 2023 March 31, 2022

NOTE “12 B” : Other Equity (Contd...)


Securities Premium is used to record the premium on issue of shares.
The reserve is utilised in accordance with the Provisions of the
Companies Act, 2013.
Equity component of compulsorily convertible debentures
Balance as at the beginning of the year 31,718.20 1,901.70
Add/(Less) : Issue and conversion of Compulsorily
Convertible Debentures -Equity Component (refer note 13.2) - 29,816.50
Balance as at the end of the year 31,718.20 31,718.20
Retained Earnings (Including other comprehensive income)
Balance as at the beginning of the year 51,864.92 47,010.82
Add/(Less): Net Profit after tax transferred
from Statement of Profit and Loss 5,986.40 7,123.34
Add/(Less): Interim Dividend paid (1,557.99) (2,269.24)
Balance as at the end of the year 56,293.32 51,864.92
Employee Share-based Payments Outstanding
Balance as at the beginning of the year 1,082.62 731.83
Recognition of share-based payments (refer note 41) 598.82 350.79
Share based payments relating to forfeited Options (refer note 41) (244.93) -
Balance as at the end of the year 1,436.51 1,082.62
Total as at the end of the year 93,728.28 88,701.06

Financial liabilities
NOTE “13” : NON-CURRENT BORROWINGS
As at As at
Particulars 31 March 2023 31 March 2022
Current Non Current Current Non Current
Secured
Term loans
(i) Rupee term loan (refer note 13.1 below) 3,988.86 20,420.03 2,132.35 8,757.15
(iii) Compulsorily convertible debentures
(refer note 13.2 below) 2,726.70 22,971.21 2,229.45 25,165.71
Total 6,715.56 43,391.24 4,361.80 33,922.86

114
NOTES FORMING PART OF THE CONSOLIDATED BALANCE SHEET AS AT 31 MARCH 2023 (Contd...)
(` in lakhs except stated otherwise)
NOTE “13.1” :
Current Non- Current Non- Repayable Repay- Rate of Number Security
current current in number ment interest of instal-
Particulars of commen in % ments Hypothecation of
install- -cing remain- Company’s
31 March 2023 31 March 2022 ments from ing present and future
HDFC Term Loan 562.60 1,477.80 672.00 1,848.84 18 01/05/2022 8.85% 15 movable fixed
assets comprising
Plant and
HDFC Term Loan 1,755.03 12,285.21 - - 16 01/12/2023 8.05% 14 Machineries,
Equipment, etc.
HDFC Term Loan 119.97 839.79 - - 16 01/12/2023 8.05% 14 along with
equitable
mortgage of
ICICI Term Loan 1,460.35 5,476.31 1,460.35 6,908.31 23 01/04/2022 9.31% 19 immovable
properties located
ICICI Term Loan 90.91 340.91 - - 22 01/07/2022 9.67% 19 at Bengaluru,
Baddi, Pantnagar,
and Amritsar.
TOTAL 3,988.86 20,420.02 2,132.35 8,757.15

NOTE “13.2” : Compulsory Convertible Debentures


The Parent has issued following Compulsory Convertible Debentures (“CCD”) at par with face value of Rs.100 each. The
“CCD” shall have a tenure of 8 years and is convertible into equity shares at the earlier of: (i) the exercise of its right to
convert the CCDs into Equity Shares by the Investor, by issuing a notice to the Board in this regard; or (ii) the expiry of
tenor . The simple interest rate of 9% is payable on the face value of CCD on half yearly basis. The Parent has classifed
the “CCD” as compound financial instrument and has computed debt and equity element in accordance with IndAs 109,
“Financials Instruments”.

Allotment date No of CCDs Amount Conversion price No. of


(Rs.) (Rs.) equity share
18 December 2019 3,521,614 35,21,61,400 1,637.96 215,000
12 April 2021 2,500,133 250,013,300 1637.96 152,637
07 January 2022 26,500,000 2,650,000,000 1620.23 1,635,570
18 January 2022 26,200,000 2,620,000,000 1620.23 1,617,054
58,721,747 5,872,174,700 3,620,262
NOTE “13.3” : Quarterly Returns Submitted to Banks
The Parent Company has been sanctioned working capital limits in excess of Rs. 5 crores, in aggregate, from banks on
the basis of security of current assets of the Parent Company. The quarterly returns and stock statements submitted by
the Parent Company to the said banks are in agreement with unaudited books of account of the Parent Company for the
respective quarters ended 30 June 2022, 30 September 2022 and 31 December 2022. The revised return/ statements for
the quarter ended 31 March 2023, has been filed with the banks on 03 July 2023.
NOTE “13.4” : Wilful Defaulter
The Parent Company has not been declared wilful defaulter by any bank or financial institution or government or any
government authority.

115
Annual Report - 2023

NOTES FORMING PART OF THE CONSOLIDATED BALANCE SHEET AS AT 31 MARCH 2023 (Contd...)
(` in lakhs except stated otherwise)

NOTE “13.5” : Application of Term Loans


Term loans availed by the Parent Company were applied by the Parent Company during the year for the purposes for which
the loans were obtained.
NOTE “13.6” : Additional Regulatory Disclosure
The Group has not advanced or loaned or invested funds to any other person(s) or entity(ies), including foreign entities
(Intermediaries) with the understanding that the Intermediary shall: (a) directly or indirectly lend or invest in other persons
or entities identified in any manner whatsoever by or on behalf of the Group (Ultimate Beneficiaries) or (b) provide any
guarantee, security or the like to or on behalf of the Ultimate Beneficiaries.
The Group has not received any fund from any person(s) or entity(ies), including foreign entities (Funding Party) with the
understanding (whether recorded in writing or otherwise) that the Group shall (a) 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
(b) provide any guarantee, security or the like on behalf of the Ultimate Beneficiaries,

As at As at
Particulars March 31, 2023 March 31, 2022

NOTE “14” : OTHER FINANCIALS LIABILITIES


Non-Current
Rental deposit 100.00 100.00
Security deposit 1,369.92 978.92
Gratuity (refer note 40) 957.23 680.23
TOTAL 2,427.15 1,759.15

NOTE “15” : NON-CURRENT PROVISIONS


Compensated absences 711.69 697.82
TOTAL 711.69 697.82

NOTE “16” : DEFERRED TAX LIABILITIES (NET)


Deferred tax assets
Employee Benefits 665.13 553.33
Provision of expenses 192.20 192.40
Provision for doubtful debts 122.30 134.73
TOTAL A 979.63 880.46
Deferred Tax Liabilities
Depreciation/Amortization on property, plant & equipment and goodwill 2,957.42 2,332.37
Right of use assets 1,081.71 432.70
TOTAL B 4,039.13 2,765.07
Deferred Tax Liabilities (Net) (B-A) 3,059.50 1,884.61
Financial Liabilities
Note “17” : CURRENT BORROWINGS SECURED
(refer Note 17.1 below)
Working capital loans 30,409.85 29,125.09
Current maturities of Long term borrowings (Refer note 13) 6,715.56 4,361.80
TOTAL 37,125.41 33,486.89
Note 17.1 : Working Capital loans from Bank : Working capital loans are secured against property, plant and equipment,
and current assets of the Parent Company, present and future.
116
NOTES FORMING PART OF THE CONSOLIDATED BALANCE SHEET AS AT 31 MARCH, 2023 (Contd...)
(` in lakhs except stated otherwise)

As at As at
Particulars March 31, 2023 March 31, 2022

NOTE “18” : TRADE PAYABLE


Current
Due to Micro Enterprises and Small Enterprises (refer note below ) 1,619.39 1,153.55
Other than Micro Enterprises and Small Enterprises 25,160.16 22,353.27
TOTAL 26,779.55 23,506.82
Note :
Due to Micro Enterprises and Small Enterprises
Details relating to dues to Micro and Small enterprises as per Micro,
Small and Medium Enterprises Development Act, 2006 is on the basis of
such parties having been identified by the Management and relied upon
by the Auditors’. The Company has not received any claim for interest
from any supplier under the said Act. The following table provides the
details:
The principal amount due thereon remaining unpaid to any supplier
as at the end of each accounting year. 1,619.39 1,153.55
Interest due there on remaining unpaid to any supplier at the end of
each accounting year. 18.64 11.35
The amount of interest paid by the Company along with the amounts
of the payment made to the supplier beyond the appointed day during
the year. 0.01 -
The amount of interest due and payable for the period of delay in
making payment (which have been paid but beyond the appointed
day during the year) but without adding the interest specified under
this Act. 18.65 11.35
The amount of interest accrued and remaining unpaid at the end
of the year. 18.65 11.35
The amount of further interest remaining due and payable even in
the succeeding years, until such date when the interest dues as above
are actually paid to the small enterprise. - -
Ageing Schedule of trade payables as at 31 March 2023
Not Outstanding for the following period from
Particulars Unbilled Due due date of payments: Total
< 1 year 1-2 years 2-3 years > 3 years
(i) MSME – 1,468.41 123.97 23.85 0.03 3.13 1,619.39
(ii) Others – 14,756.02 9,657.04 592.34 94.60 60.16 25,160.16
(iii) Disputed dues
– MSME – – – – – – –
(iv) Disputed dues
– Others – – – – – – –

117
Annual Report - 2023

NOTES FORMING PART OF THE CONSOLIDATED BALANCE SHEET AS AT 31 MARCH 2023 (Contd...)
(` in lakhs except stated otherwise)
Ageing Schedule of trade payables as at 31 March 2022
Not Outstanding for the following period from
Particulars Unbilled Due due date of payments: Total
< 1 year 1-2 years 2-3 years > 3 years
(i) MSME – 642.30 496.14 5.99 6.04 3.08 1,153.55
(ii) Others – 14,873.54 7,115.25 174.16 127.34 62.98 22,353.27
(iii) Disputed dues
– MSME – – – – – – –
(iv) Disputed dues
– Others – – – – – – –

As at As at
Particulars March 31, 2023 March 31, 2022

NOTE “19” : OTHER FINANCIAL LIABILITIES


Current
Interest accrued and not due on borrowings 18.37 1.20
Creditors for capital goods 1,645.40 1,942.79
Gratuity (Refer note 40) 269.07 226.66
Derivative Liabilities-Foreign exchange forward contracts 5.27 -
Unclaimed dividends 14.42 12.73
Advance against sale of property (Refer note 11A) 999.14 -
Deferred purchase consideration:
- Packing Business of Varahi Limited 35.96 35.96
- B2B plastic business (Refer note 39) - 397.84
- Plastic packaging products business (Refer note 39A) 158.20 3,717.84
- HPPL business (Refer note 39B) 2,694.05 -
TOTAL 5,839.88 6,335.02
NOTE “20” : PROVISIONS
Current
Compensated absences 71.46 156.49
TOTAL 71.46 156.49
NOTE “21” : OTHER CURRENT LIABILITIES
Statutory Liabilities
- Tax deducted at source 235.71 156.43
- Other statutory liabilities 182.91 171.14
Advances from customers 1,447.47 3,387.33
TOTAL 1,866.09 3,714.90

118
NOTES TO THE CONSOLIDATED STATEMENT OF PROFIT AND LOSS FOR THE YEAR ENDED
31 MARCH 2023 (` in lakhs except stated otherwise)
Year Ended Year Ended
Particulars March 31, 2023 March 31, 2022

NOTE “22” : REVENUE FROM OPERATIONS


Products
Domestic (Refer note 22(i) below) 189,255.68 132,847.53
Exports 7,735.79 4,788.78
Other operating income
Job-work income 12,053.07 8,390.34
Trading of Export incentive scrips 60.97 3.83
Storage and goods handling income 241.91 330.16
Design and Development Services 144.14 78.01
Discount and rebates 100.71 47.82
Miscellaneous receipts 142.32 266.10
TOTAL 209,734.59 146,752.57
NOTES “22” (i) The Group derives its revenue from sale of Preforms, Containers, Pumps, Dispensers, Caps and closures
and recycling in the “Rigid Plastic Packaging” business segment, which constitutes a single operating business segment.
(Refer Note 46). The entire portion of Group’s Revenue comprises of ‘Performance obligations satisfied at a point in time’.
NOTE “23” : OTHER INCOME
A. Interest
On margin money deposits 381.24 63.20
On other deposits 76.67 53.69
TOTAL (A) 457.91 116.89
B. Other Non-Operating Income
Profit on Sale of Property, Plant and Equipment 96.78 -
Rental income 330.00 330.00
Foreign currency exchange gain (Net) 290.86 180.56
TOTAL (B) 717.64 510.56
TOTAL (A+B) 1,175.55 627.45
NOTE 24 : COST OF MATERIALS CONSUMED
Opening Stock - Raw Materials 17,280.82 13,031.62
Opening Stock - Packing Materials 978.26 507.91
Add: Purchase of Raw Materials (Net of Returns) 122,529.72 89,457.13
Add: Purchase of Packing Materials (Net of Returns) 8,396.13 6,791.39
149,184.93 109,788.05
Less: Closing Stock - Raw Materials 12,107.13 17,280.82
Less: Closing Stock - Packing Materials 888.90 978.26
Sub Total 136,188.90 91,528.97
Cost of Materials Consumed 136,188.90 91,528.97

119
Annual Report - 2023

NOTES TO THE CONSOLIDATED STATEMENT OF PROFIT AND LOSS FOR THE YEAR ENDED
31 MARCH 2023 (` in lakhs except stated otherwise)
Year Ended Year Ended
Particulars March 31, 2023 March 31, 2022

NOTE “25” : CHANGE IN INVENTORIES OF FINISHED GOODS,


STOCK-IN-TRADE AND WORK-IN-PROGRESS
Opening stock of finished goods 13,725.47 8,699.65
Opening stock-in-trade 519.90 475.72
Opening stock of work-in-progress 587.49 550.34
Less : Closing stock of finished goods 17,251.00 13,725.47
Less : Closing stock-in-trade 789.91 519.90
Less : Closing stock of work-in-progress 689.68 587.49
Net (Increase) / Decrease (3,897.73) (5,107.15)
NOTE “26” : EMPLOYEE BENEFITS EXPENSE
Salaries, wages and allowances 10,837.03 9,094.53
Directors’ remuneration (Refer note 37) 806.69 269.80
Contribution to Provident and other funds 450.54 395.56
Gratuity (Refer note 40) 236.06 183.33
Share-based payments (Refer note 41) 598.82 350.79
Staff welfare expenses 725.71 424.35
TOTAL 13,654.85 10,718.36
NOTE “27” : OTHER MANUFACTURING EXPENSES
Power and Fuel charges 10,249.14 8,551.34
Repairs & Maintenance
Building & Civil Works 231.98 236.28
Plant & Machinery 513.44 294.72
Others 221.33 180.43
Others
Labour and Job work charges 7,749.80 5,655.63
Consumable & Stores 2,427.38 1,959.24
Freight and Others 756.64 526.85
TOTAL 22,149.71 17,404.49
NOTE “28” : FINANCE COST
A) Interest
Term loans 983.32 1,776.65
Cash credit 2,692.16 1,749.54
CCD’s 2,995.17 902.30
Deferred purchase consideration (Refer notes nos. 19, 39A and 39B) 308.47 72.07
Lease liabilities 786.72 348.70
Others 18.36 16.25
B) Other borrowing cost
Bank commission and charges 69.55 55.83
TOTAL 7,853.75 4,921.34
120
NOTES TO THE CONSOLIDATED STATEMENT OF PROFIT AND LOSS FOR THE YEAR ENDED
31 MARCH 2023 (` in lakhs except stated otherwise)
Year Ended Year Ended
Particulars March 31, 2023 March 31, 2022

NOTE “29” : OTHER EXPENSES


Rent 425.26 125.70
Rates, taxes and other fees 322.45 211.81
Insurance premium 526.51 348.87
Conveyance 185.55 129.92
Vehicles running and maintenance 104.85 106.87
Telephone charges 70.78 63.41
Printing and stationery 80.13 63.28
Postage and telegrams 86.74 80.56
Professional charges 1,796.07 692.77
Electricity charges 41.87 26.30
Membership and subscription 27.23 22.86
Computer maintenance 241.50 194.11
Hire charges of equipments 56.24 66.80
Director Fees 115.00 115.00
Auditors Remuneration
- Statutory audit (inlcuding remuneration realtiong
to previous year - Rs 7.50 Lakhs (previous year-Nil)) 52.50 31.75
- Certificate 0.50 -
- Out of pocket expenses 3.19 -
Security service charges 316.84 256.15
Travelling expenses 501.58 357.13
Provision for doubtful trade receivables (net) 143.05 210.83
Loans & advances written off 0.88 0.20
Loss on Property, plant and equipment sold / discarded (net) - 206.68
Corporate Social Responsibility (Refer note 47) 220.55 219.95
Advertisement , publicity and sales promotion 180.80 141.45
Freight outwards 5,700.50 3,903.73
Miscellaneous expenses 153.56 159.51
TOTAL 11,354.13 7,735.64

NOTE “30” : FINANCIAL INSTRUMENTS - FAIR VALUE MEASUREMENT


(a) Accounting classifications and fair values
The financial assets and financial liabilities of the Group are of Level III catergory except for forward contracts derivative
instruments which are classified as Level II. The following table shows the carrying amounts and fair values of the
financial assets and liabilities.

121
Annual Report - 2023

NOTES TO THE CONSOLIDATED STATEMENT OF PROFIT AND LOSS FOR THE YEAR ENDED
31 MARCH 2023 (` in lakhs except stated otherwise)
As at 31 March 2023 As at 31 March 2022
PARTICULARS Carrying amount Carrying amount
/ Fair Value / Fair Value
Financial assets measured at amortised cost
Trade receivables 30,972.55 24,985.55
Cash and cash equivalents 160.88 110.18
Other bank balance 7,776.75 5,335.96
Investments 1,600.41 1,205.41
Security deposits 1,037.94 745.30
Rental deposits 1,167.43 538.44
Due from Subsidiary - -
Other financial assets 102.05 137.11
Financial assets measured at fair value
Forward contracts Receivable (net of payable) - 10.74
Total 42,818.01 33,068.69
Financial liabilities measured at amortised cost
Borrowings 80,516.65 67,409.75
Lease deposits 100.00 100.00
Security deposits 1,369.92 978.92
Trade payables 26,779.55 23,506.82
Other financial liabilities 6,791.84 7,015.25
Lease liabilities 13,400.29 4,029.93
Financial liabilities measured at fair value
Forward contracts payable (net of receivable) 5.27 -
TOTAL 128,963.52 103,040.67
The Management assessed that cash and cash equivalents, trade receivables, trade payables, and other current liabilities
approximate their carrying amounts largely due to the short-term maturities of these instruments.
Note: 30 (ii) The Forward contracts have been taken by the Parent Company for hedging its foreign currency exposures
for both receivable and payable in foreign currencies, and its fair value has been determined based on the
forward rate provided by the bank for outstanding forward contracts.
NOTE: 31 FINANCIAL INSTRUMENTS - RISK MANAGEMENT
The Parent Company has exposure to the following risks arising from financial instruments: - credit risk (refer note (b)
below)- liquidity risk (refer note (c) below)- market risk (refer note (d) below)
(a) Risk management framework
The Parent Company’s board of directors has overall responsibility for the establishment and oversight of the Group’s
risk management framework.
The Parent Company’s risk management policies are established to identify and analyse the risks faced by the
Company, to set appropriate risk limits and controls and to monitor risks and adherence to limits. Risk management

122
NOTES TO THE CONSOLIDATED STATEMENT OF PROFIT AND LOSS FOR THE YEAR ENDED
31 MARCH 2023 (` in lakhs except stated otherwise)
policies and systems are reviewed regularly to reflect changes in market conditions and the Company’s activities. The
Parent Company, through its training and management standards and procedures, aims to maintain a disciplined and
constructive control environment in which all employees understand their roles and obligations.
The Parent Company’s audit committee oversees how management monitors compliance with the Company’s risk
management policies and procedures, and reviews the adequacy of the risk management framework in relation to the
risks faced by the Company.
(b) Credit risk
Credit risk is the risk of financial loss to the Company if a customer or counterparty to a financial instrument fails to
meet its contractual obligations, and arises principally from the Group’s receivables from customers, loans to related
parties and cash and cash [Link] carrying amount of financial assets represents the maximum credit
exposure.
(i) Trade and other receivables:
The Group’s exposure to credit risk is influenced mainly by the individual characteristics of each customer.
However, management also considers the factors that may influence the credit risk of- its customer base,
including the default risk associated with the industry and country in which customers operate.
Deposits mainly consist of deposits made to government entities.
Expected credit loss (ECL) assessment for customers
The Group provides for loss allowance on trade receivables based on life-time expected credit loss. For the
assessment of life-time expected credit loss, assets are classified into three categories as Standard and doubtful
based on the counter-party’s capacity to meet the obligations and provision is determined accordingly. Standard
assets are those where the risk of default is negligible. Doubtful assets are those where the credit risk is
significantly increased / are [Link] assets are written off when there is no reasonable expectations
of recovery, such as a debtor failing to repay the Grouip, as per the agreed terms. Where loans or receivables
have been written off, the Company continues to engage in recovery of the receivables due. Where recoveries
are made, these are recognized in Statement of Profit and Loss.
(ii) Cash and cash equivalents
The Group holds cash and cash equivalents of ¹ 160.88 lakhs at 31 March 2023 (31 March 2022: ¹ 110.18 lakhs).
The cash and cash equivalents are mainly held with nationalised banks which have a very low risk of default.
(c) Liquidity risk
Liquidity risk is the risk that the Group will encounter difficulty in meeting the obligations associated with its financial
liabilities that are settled by delivering cash or another financial asset. The Company’s approach to managing liquidity
is to ensure, as far as possible, that it will have sufficient liquidity to meet its liabilities when they are due, under both
normal and stressed conditions, without incurring losses or causing damage to the Company’s reputation.
Maturities of financial liabilities
The following are the remaining contractual maturities of financial liabilities at the reporting date. The amounts are
gross and undiscounted contractual cash flow, and include contractual interest payments and exclude the impact of
netting agreements.

123
Annual Report - 2023

NOTES TO THE CONSOLIDATED STATEMENT OF PROFIT AND LOSS FOR THE YEAR ENDED
31 MARCH 2023
(` in lakhs except stated otherwise)
As at 31 March 2023 Carrying Total 0–12 1–5 years More than
amount months 5 years

Borrowings 80,516.65 80,516.65 43,391.24 37,125.41 -


Lease liabilities 13,400.29 13,400.29 2,512.64 7,986.65 2,901.00
Lease deposits 100.00 100.00 100.00 - -
Security deposits 1,369.92 1,369.92 - - 1,369.92
Trade payables 26,779.55 26,779.55 26,779.55 - -
Other payables 6,797.11 6,797.11 5,839.88 957.23 -
128,963.52 128,963.52 78,623.31 46,069.29 4,270.92

As at 31 March 2022 Carrying Total 0–12 1–5 years More than


amount months 5 years
Borrowings 67,409.75 67,409.75 33,486.88 33,922.87 -
lease liabilities 4,029.93 4,029.93 854.70 2,751.21 424.02
Lease deposits 100.00 100.00 - - 100.00
Security deposits 978.92 978.92 - - 978.92
Trade payables 23,506.82 23,506.82 23,506.82 - -
Other payables 7,015.25 7,015.25 6,335.02 680.23
1,03,040.67 1,03,040.67 64,183.42 37,354.31 1,502.94
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 Future plans of the Board of Directors and Management,
no material uncertainty exists as on the date of the approval of rhe financial statements indicating that Group 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.
NOTE: 33 MARKET RISK
Market risk is the risk that changes in market prices, such as foreign exchange rates and interest rates, which will affect
the Group’s income or the value of its holdings of financial instruments. The objective of market risk management is to
manage and control market risk exposures within acceptable parameters, while optimising the return.
i) Currency risk
Majority of the transactions entered into the company are denominated in INR. However, for certain transactions which
are entered in foreign currency, the Parent Company enters into forward exchange contract to mitigate the risks
associated with foreign currency fluctuations.
Outstanding forward contracts
i. Outstanding short term forward exchange contracts entered into by the Company on account of payables:

As at No. of Contracts Currency Amount


31 March 2023 20 USD 3,507.86
31 March 2021 1 USD 184.58

124
NOTES TO THE CONSOLIDATED STATEMENT OF PROFIT AND LOSS FOR THE YEAR ENDED
31 MARCH 2023 (` in lakhs except stated otherwise)
ii. Outstanding Short Term Forward Exchange Contracts entered into by the Company on account of receivables:
As at No. of Contracts Currency Amount
31 March 2023 8 USD 1,126.67
31 March 2022 13 USD 1,106.04
Foreign Currency Exposure
The company exposure to foreign currency risk at the end of the reporting period expressed in INR as follows:
Particulars Currency As at 31 March 2023 As at 31 March 2022
Trade Receivables USD 763.21 1,106.04
GBP 20.24 69.77
Trade Payables USD 289.75 325.29
EURO 3.36 8.62
ii) Interest rate risk
The Company’s main interest rate risk arises from long-term borrowings with variable rates, which expose the
Company to cash flow interest rate risk.
Exposure to interest rate risk
The exposure of the Company’s borrowing to interest rate changes at the end of the year are as follows :-
31 March 2023 31 March 2022
Variable rate borrowings 30,409.85 29,125.09
Total Borrowings 30,409.85 29,125.09

Cash flow sensitivity analysis for variable-rate instruments


A reasonably possible change of 100 basis points in interest rates at the reporting date would have increased
(decreased) profit or loss by the amounts shown below. This analysis assumes that all other variables, in
particular foreign currency exchange rates, remain constant.
Impact on Profit or Loss
1% increase or decrease
31 March 2023
Variable rate borrowings 304.10
31 March 2022
Variable rate borrowings 291.25

125
Annual Report - 2023

NOTES TO THE CONSOLIDATED STATEMENT OF PROFIT AND LOSS FOR THE YEAR ENDED
31 MARCH 2023
NOTE “34” : GOODWILL ( ` in lakhs except stated otherwise)
Particulars Note As at As at
reference 31 March 2023 31 March 2022
Pumps and Dispenser Business 8,000.00 8,000.00
Pre-forms, Containers and Shrink Film 39 327.49 327.49
Plastic Pails and Containers 39A 6,803.23 6,803.23
Caps and Closures 39B 3,352.09 -
Total 18,482.81 15,130.72
Goodwill is tested for impairment at least annually. Impairment is recognized, if present value of future cash flows is less
than the carrying value of goodwill. Future cash flows are forecast for 3 years and then on perpetuity on the basis of certain
assumptions which includes revenue growth, earnings before interest and taxes, capital outflow and working capital
requirement. The assumptions are taken on the basis of past trends and management estimates and judgement. Future
cash flows are discounted using “Weighted Average Cost of Capital”.
The key assumptions are as follows:

Assumptions As at 31 March 2023 As at 31 March 2022


Terminal growth rate (%) 5% 5%
Discount rate (%) 12% 12%

As at 31 March 2023 the estimated recoverable amount of the Cash Generating Unit exceeded it’s carrying amount
and accordingly, no impairment was recognized.

NOTE “ 35” : CONTINGENT LIABILITIES NOT PROVIDED FOR IN BOOKS OF ACCOUNTS:


Future cash flows in respect of (i) above are determinable only on receipt of judgments / decisions pending with various
forums / authorities. The Company is confident of defending the above claims and expects no liability on these counts.
Particulars As on 31 March 2023 As on 31 March 2022
Total Margin/ Net Total Margin/ Net
liability deposits liability liability deposits liability
Disputed liability towards income tax
under appeal relating to
i) Allowance for depreciation on Goodwill
and other Intangible assets ii) Weighted
deduction for scientific research expenditure. 1,846.52 25.00 1,821.52 1,164.99 25.00 1,139.99

NOTE “36” : CAPITAL COMMITMENTS


Particulars Year ended Year ended
31 March 2023 31 March 2022
Estimated amount of contracts remaining to be executed
on capital account (net of advances) 6,869.76 4,885.20

126
NOTES TO THE CONSOLIDATED STATEMENT OF PROFIT AND LOSS FOR THE YEAR ENDED
31 MARCH 2023 (` in lakhs except stated otherwise)
NOTE “37” : RELATED PARTY DISCLOSURES
A) Advent International, Ultimate Holding Company
AI Lenarco Midco Limited, Holding company
B) Enterprises in which Directors have significant influence : N.A.
C) Key managerial person (KMP)
a) Napanda Poovaiah Thimmaiah, Managing Director & Chief Executive Officer (w.e.f. 30 May 2022)
b) Sanjay Kapote, Managing Director & Chief Executive Officer (upto 30 May 2022)
D) Other Related Parties
a) Jayesh Merchant, Director
b) Ashok Sudan, Director
c) Manu Anand, Director (`in lakhs)
Year Ended Year Ended
Nature of transactions and related parties March 31, 2023 March 31, 2022
Director Fees
Jayesh Merchant 40.00 40.00
Ashok Sudan 25.00 25.00
Manu Anand 50.00 50.00
Remuneration paid to KMP
Sanjay D Kapote 9.32 269.80
Napanda Poovaiah Thimmaiah 797.37 -
Advances given
KMP 72.00 -
Ultimate Holding Company 83.20
Receivable from related parties
ii) Ultimate Holding Company 83.20
iii) KMP 72.00
Note (ii) - Remuneration to KMP does not include provision for gratuity and compensated absences, which are determined
based on actuarial valuation for the Parent as a whole
NOTE “38” : TRANSACTIONS WITH STRUCK OFF COMPANIES
The Group does not have any transactions with companies struck off.

NOTE “39” : ACQUISITION OF PEARL POLYMERS LIMITED


On 12 April 2021, the Company completed the acquisition of B2B plastic business of Pearl Polymers Limited (“PPL”) for a
consideration of Rs. 8,712.62 Lakhs. The Company acquired certain immoveable properties and Plant & machinery, and
certain items of current assets and current liabilities, at their respective fair values as determined by Independent
Registered Valuers. The acquisition was accounted for in accordance with IndAs 103, “Business Combination”. The
consideration transferred for the acquisition comprised of Fair values of the assets, as reduced by Liabilities relating to the
acquired business.
Of the total purchase consideration, the Company had paid Rs. 8,314.78 Lakhs upto 31 March 2022. The balance amount
payable which was reflected under Note no. 19,”Other financial liabilities’ and also deposited in a separate ESCROW Bank
account (Refer note no. 9) was released to the seller on 26 April 2022, on completion of closing conditions.

127
Annual Report - 2023

NOTES TO THE CONSOLIDATED STATEMENT OF PROFIT AND LOSS FOR THE YEAR ENDED
31 MARCH 2023 ( ` in lakhs except stated otherwise)
The details of assets and liabilities taken over, and resultant goodwill is given below:
Particulars Fair value recognized on
acquisition
Assets
Property, plant and equipment 7,322.54
Current Assets:
- Stock-in trade 1,329.40
- Trade and Other receivables 2,373.13
Total assets 11,025.07
Liabilities
Current Liabilities:
- Trade payables 2,639.94
Total liabilities 2,639.94
Total identifiable net assets at fair value 8,385.13
Purchase consideration 8,712.62
Goodwill 327.49

NOTE “39 A” : ACQUISITION OF PLASTIC PACKAGING PRODUCTS BUSINESS OF Ms. CLASSY KONTAINERS
A) During the year 2021-2022, the Company acquired on a slump sale basis, business of manufacturing, trading and/or sale
of plastic packaging products of “Classy Kontainers” (a partnership firm) pursuant to Business Transfer Agreement signed
on 16 August 2021, for a consideration of ` 34,677.07 lakhs (including contingent consideration of ` 3,653.05 Lakh).
Pursuant to achieving all the closing conditions, the transaction was closed on 18 January 2022 and payment of ` 31,024.02
lakhs was made upto 31 March 2022. During the year, the Company paid ` 3,494.85 lakhs. The balance amount of
Rs. 158.20 Lakhs is expected to be paid during the year ending 31 March 2024.
The details of assets and liabilities taken over, and resultant goodwill is given below: (`in lakhs)
B) Particulars Fair value recognized on
acquisition
Assets
Property, plant and equipment 6,074.30
Intangible assets (Customer Relationships and others) 17,358.00
Current Assets :
- Stock-in trade 2,758.98
- Trade and other receivables 2,682.58
Total assets 28,873.86
Liabilities
Current Liabilities:
- Trade Payables 1,000.02
Total liabilities 1,000.02
Total identifiable net assets at fair value 27,873.84
Purchase consideration 34,677.07
Goodwill 6,803.23
128
NOTES TO THE CONSOLIDATED STATEMENT OF PROFIT AND LOSS FOR THE YEAR ENDED
31 MARCH 2023 (` in lakhs except stated otherwise)
NOTE “39B” : ACQUISITION OF PLASTIC PACKAGING PRODUCTS BUSINESS OF
HITESH PLASTICS PVT. LTD.
A) During the year, the Company acquired on slump sale basis, business of manufacturing, trading and/or sale of plastic
packaging products of “Hitesh Plastics Private Limited” pursuant to a Business Transfer Agreement signed on
09 September 2022, for a consideration of ` 17,853.61 lakhs (including contingent consideration of ` 2,621.02 lakhs).
Pursuant to achieving all the closing conditions, the transaction was closed on 21 September 2022 and payment of
` 15,232.59 lakhs has been made upto 31 March 2023. The contingent consideration of Rs. 2,694.05 Lakhs(including
interest of Rs. 73.03 Lakhs) is expected to be paid during the year ending 31 March 2024.
The details of assets and liabilities taken over, and resultant goodwill is given below:
B) Particulars Fair value recognized on
acquisition (Net of taxes)
Assets
Land 292.00
Building and civil works 970.00
Computer Systems 5.00
Furniture & Fixtures 14.00
Vehicles 34.00
Other Equipments 4.00
Intangible assets
(Customer Relationships, Brands and Non-compete Fees) 6,109.71
Current Assets :
- Stock 2,789.77
- Trade and other receivables 2,857.68
- Other current assets 2,191.41
Total assets 15,267.57
Liabilities
Current Liabilities:
- Trade Payables 766.05
Total liabilities 766.05
Total identifiable net assets at fair value 14,501.52
Purchase consideration 17,853.61
Goodwill 3,352.09

Note 40 : EMPLOYEE BENEFITS


Gratuity: In accordance with the applicable laws, the Group provides for gratuity, a defined benefit retirement plan (“The
Gratuity Plan”) covering eligible employees. The Gratuity Plan provides for a lump sum payment to vested employees on
retirement (subject to completion of five years of continuous employment), death, incapacitation or termination of employment
that are based on last drawn salary and tenure of employment. Liabilities with regard to the Gratuity Plan are determined
by actuarial valuation on the reporting date and the Group makes annual contribution to the gratuity fund administered by
Life Insurance Companies under their respective Group Gratuity Schemes.

129
Annual Report - 2023

NOTES TO THE CONSOLIDATED STATEMENT OF PROFIT AND LOSS FOR THE YEAR ENDED
31 MARCH, 2023
The disclosure in respect of the defined gratuity plan are given below:
Table showing changes in present value of obligations (DBO): (` in lakhs except stated otherwise)

As at As at
Period March 31, 2023 March 31, 2022

Present value of the obligation at the beginning of the period 1,063.98 813.73
Interest cost 75.17 56.64
Current service cost 168.27 140.16
Benefits paid (if any) (123.38) (30.68)
Acquisitions (Transfer in) - 165.48
Actuarial (gain)/loss 94.71 (81.35)
Present value of the obligation at the end of the period 1,278.74 1,063.98

Break-down of actuarial (gain)/loss (` in lakhs except stated otherwise)


As at As at
Period March 31, 2023 March 31, 2022

Actuarial gain / losses from changes in Demographics assumptions (mortality)


Actuarial (gain)/ losses due to Demographic Assumption chnages in DBO (0.26) -
Actuarial (gain)/ losses from changes in financial assumptions 11.85 (39.34)
Experience adjustment (gain)/ loss for plan liabilities 83.12 (42.01)
Return on Plan Assets (Greater)/Less than Discount rate (5.28) 30.98
Total amount recognised in other comprehensive Income 89.43 (50.37)

The amount to be recognised in the Balance sheet: (` in lakhs except stated otherwise)
As at As at
Period March 31, 2023 March 31, 2022

Present value of the obligation at the end of the period 1,278.74 1,063.98
Fair value of plan assets at end of period 52.44 157.09
Net liability/(asset) recognized in Balance Sheet and related analysis 1,226.31 906.89
Funded status - surplus/ (deficit) (1,226.31) (906.89)

Expense recognized in the statement of profit and loss: (` in lakhs except stated otherwise)

As at As at
Period March 31, 2023 March 31, 2022

Interest cost 75.17 56.64


Current service cost 168.27 140.16
Expected return on plan asset (7.38) (13.47)
Expenses to be recognized in P&L 236.06 183.33

130
NOTES TO THE CONSOLIDATED STATEMENT OF PROFIT AND LOSS FOR THE YEAR ENDED
31 MARCH, 2023
Table showing changes in the fair value of planned assets: (` in lakhs except stated otherwise)

As at As at
Period March 31, 2023 March 31, 2022

Fair value of plan assets at the beginning of the period 157.09 205.28
Expected return on plan assets 7.38 13.47
Contributions - -
Benefits paid (117.31) (30.68)
Actuarial gain/(loss) on plan assets 5.28 (30.98)
Fair value of plan asset at the end of the period 52.44 157.09
The assumptions employed for the calculations are tabulated:
Discount rate 7.41% (per annum) 7.5% (per annum)
Salary Growth Rate (per annum) 8.00 % (per annum) 8.00 % (per annum)
Mortality IALM 2012-14 IALM 2012-14
Withdrawal rate (Per Annum) 6.00% (per annum) 6.00% (per annum)

Current Liability (Expected payout in next year as per schedule III of the Companies Act, 2013):
As at As at
Period March 31, 2023 March 31, 2022

Current liability (short term) 269.07 226.66


Non current liability (long term) 957.23 680.23
Total liability 1,226.31 906.89

Sensitivity Analysis disclosure for financial year ended 31 March 2023: (` in lakhs except stated otherwise)

Particulars % increase in DBO Liability Increase in DBO


Discount Rate +100 Basis Points -9.11% 1,167.08 (111.67)
Discount Rate -100 Basis Points 10.72% 1,410.16 131.41
Salary Growth +100 Basis Points 10.16% 1,403.33 124.59
Salary Growth -100 Basis Points -8.82% 1,170.60 (108.14)
Attrition Rate +100 Basis Points -1.20% 1,264.04 (14.70)
Attrition Rate-100 Basis Points 1.36% 1,295.39 16.65
Mortality Rate 10% Up -0.03% 1,278.32 (0.42)
Effect of Ceiling 2.64% 1,311.15 32.41

NOTE 41 : SHARE-BASED PAYMENTS


The Company has approved the ‘Manjushree Technopack Limited - Employee Stock Option Plan 2019’ (“ESOP 2019” /
“Plan”) on 6 June 2019 and has granted stock option to certain employees and Directors with grant date as 8 July 2019.
The company has granted further ESOP under above plan to employees during the FY 2022-23.

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Annual Report - 2023

NOTES TO THE CONSOLIDATED STATEMENT OF PROFIT AND LOSS FOR THE YEAR ENDED
31 MARCH 2023 (` in lakhs except stated otherwise)
The number and weighted average exercise prices of share options for each of the following groups of options
As on As on
Period March 31, 2023 March 31, 2022
Number of Weighted average Number of Weighted average
share options exercise price share options exercise price
(in Rs.) (in Rs.)
Outstanding at the beginning of the period; 541,908 1,637.60 541,908 1,637.60
Granted during the period 499,515 1,637.60 - -
Forfeited during the year* (110,179) - - -
Outstanding at the end of the period 931,244 1,637.60 541,908 1,637.60

* During the year, the services of certain employees (CEO, CFO, COO and CHRO) were terminated. Consequently the
number of options vested with those employees have been forfeited and recognised in General Reserve.
Compensation expense arising on account of Share based payments
As on As on
Period March 31, 2023 March 31, 2022
Employee Share-based payment (refer note 26) 598.82 350.79

The Parent Company has determined the fair value of option based on Black-Scholes-Merton model which is one of the
prescribed method under Ind AS 102.
The fair value of each equity settled award is estimated as on grant date using Black Scholes Merton model with the
following assumptions.
Particulars Details
Share price 1,637.60
Exercise price 1,637.60
Expected volatility 0.10%
Expected life of options 1-5
Risk free rate 5.9% to 6.5%
Attrition rate 10.00%
Year ESOP price `
Year 1 94.44
Year 2 187.50
Year 3 278.35
Year 4 366.31
Year 5 450.24
Vesting year 607.17

132
NOTES TO THE CONSOLIDATED STATEMENT OF PROFIT AND LOSS FOR THE YEAR ENDED
31 MARCH 2023 (` in lakhs except stated otherwise)
The relevant details of the scheme are as under
Date of the Grant 08 July 2019
Date of the Board Approval 06 June 2019
Date of Shareholder’s Approval 06 June 2019
Number of options granted 931,244
Method of settlement Cash
Vesting period 1-5 years
Fair value on the date of grant Rs.94.44 to Rs.607.17
Exercise period As specified in ESOP scheme
Vesting conditions Service and change of control

New Allotment
Particulars Details
Share price 1,637.60
Exercise price 1,637.60
Expected volatility 0.10%
Expected life of options 1-4
Risk free rate 4.3% to 5.8%
Attrition rate 10.00%

Year ESOP price `


Year 1 69.25
Year 2 155.01
Year 3 256.32
Year 4 338.60

NOTE “42” : OPERATING LEASE COMMITMENTS


The Company’s significant leasing arrangements comprise of operating leases for premises (staff quarters, office, stores,
etc.). These leasing arrangements range between 1 year and 15 years generally, or longer, and are usually renewable by
mutual consent on mutually agreeable terms. During the year the company has entered into operating lease agreement for
lease of plant and machinery from lessor “OPC Asset Solutions Pvt ltd” for a period of 15 years. The aggregate lease rentals
payable are charged as rent in the Statement of Profit and Loss. The future aggregate minimum lease payments under non-
cancellable operating leases are as follows:
Year Ended Year Ended
Particulars March 31, 2023 March 31, 2022

Not later than one year 3,624.55 1,176.96


Later than one year and not later than five years 11,124.39 3,620.55
Later than five years 2,807.36 1,162.20

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Annual Report - 2023

NOTES TO THE CONSOLIDATED STATEMENT OF PROFIT AND LOSS FOR THE YEAR ENDED
31 MARCH 2023
NOTE “43” : EARNING PER SHARE
Earnings Per Share (EPS) – EPS is calculated by dividing the profit/ (loss) attributable to the equity shareholders by the
weighted average number of equity shares outstanding during the year. The earnings and weighted average numbers of
equity shares used in calculating basic and diluted earnings per equity share are as follows:
(` in lakhs except stated otherwise)
Year Ended Year Ended
Particulars March 31, 2023 March 31, 2022

Basic earnings per share


Profit after tax available for equity shareholders 5,923.16 7,081.48
Weighted average number of equity shares 135.48 135.48
Basic earning per share 43.72 52.27
Face value of equity share (` ) 10.00 10.00
Diluted earnings per share
Profit after tax available for equity shareholders 5,923.16 7,798.51
Total Weighted Average Number of
Equity Shares for calculating Diluted EPS (nos.)* 135.48 171.68
Diluted earning per share 43.72 45.43

* Since 36.20 lakhs Potential Equity Shares are Anti-dilutive in nature, they have not been considered in determining
Diluted earnings per share.
NOTE “44” : EXCEPTIONAL ITEMS
Year Ended Year Ended
Particulars March 31, 2023 March 31, 2022

Legal and Professional expenses incurred in connection with acquisition


of new businesses (Refer note nos. 39, 39A and 39B) (324.99) (556.36)

NOTE “45” : UNRECORDED TRANSACTIONS


There are no transactions not recorded in the books of accounts that has been surrendered/ disclosed as income
during the year in the tax assessments. Further, 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.
NOTE “46” : OPERATING SEGMENT
The Group is engaged in manufacture and sale of Preforms, Containers, Pumps, Dispensers, Caps and closures and
recycling in the “Rigid Plastic Packaging” business segment, which constitutes a single operating business segment. The
Chief Executive Officer, decision maker of the Group, evaluates the Company’s performance and allocates resources on
overall basis and hence there are no segment reporting disclosures. Secondary segment information has also not been
disclosed as more than 96% of the Revenue is within India.

134
NOTES TO THE CONSOLIDATED STATEMENT OF PROFIT AND LOSS FOR THE YEAR ENDED
31 MARCH 2023
NOTE “47” : CORPORATE SOCIAL RESPONSIBILITY
Pursuant to section 135 of the Companies act 2013, the Parent Company has incurred expenses on corporate social
responsibility (CSR) (` in lakhs except stated otherwise)
Year Ended Year Ended
Particulars March 31, 2023 March 31, 2022
Gross amount required to be spent during the year 217.79 196.71
Amount of Expenditure incurred on :
i) Construction/acquistion of any asset - -
ii) For purposes other than (i) above 220.55 219.95
Amount remaining unspent at the end of the year - -
Nature of CSR activities Refer Refer
Note below Note below

Nature of CSR activities:


All CSR projects of the Parent Company work towards holistic development of the individual and society. To optimize impact
of its CSR activities, the Parent Company focuses its support and CSR spends on specific pre-determined causes relating
to Environmental protection, Health care, Education, Women empowerment and Rural development.
NOTE “48”: ADDITIONAL INFORMATION AS REQUIRED UNDER SCHEDULE III TO THE COMPANIES
ACT, 2013:
Net Assets i.e. total assets Share in
Name of Entity minus total liabilities profit or loss
As a % of Amount As a % of Amount
consolidated net consolidated net
Holding Company
Manjushree Technopack Limited
As at 31 March 2023 104% 99,291.02 135% 8,061.61
As at 31 March 2022 102% 92,188.60 112% 7,998.97
Subsidiary
MTL New Initiatives Private Limited
As at 31 March 2023 -4% (4,190.88) -35% (2,075.22)
As at 31 March 2022 -2% (2,115.68) -12% (875.63)

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Annual Report - 2023

NOTES TO THE CONSOLIDATED STATEMENT OF PROFIT AND LOSS FOR THE YEAR ENDED
31 MARCH 2023 (` in lakhs except stated otherwise)

NOTE “49” : FINANCIAL RATIOS


Year ended Year ended
Ratio / Measure Numerator Denominator 31 March 31 March Variance
2023 2022
Current Ratio Current assets Current liabilities 1.14 1.12 1.69%
Debt-Equity Ratio Total Debt Shareholders Equity 0.85 0.75 13.13%
Debt Service Coverage Earnings available Debt Service 2.45 5.88 -58.37%
Ratio # for debt service
Return on Equity Ratio Net Profits after Average Shareholder’s
(ROE) taxes Equity 6.47% 9.82% -34.14%
Inventory turnover ratio Cost of Goods sold Average Inventory 3.76 4.91 -23.39%
Trade receivables Revenue Average Trade 7.50 6.53 14.84%
turnover ratio Receivable
Trade payables Purchases of services Average
turnover ratio and other expenses Trade Payable 5.41 5.65 -4.19%
Net capital turnover ratio Revenue Working Capital 20.44 18.07 13.16%
Net profit ratio * Net Profit Total Income 2.84% 4.83% -41.27%
Return on capital Earning before Capital Employed 11.74% 11.78% -0.29%
employed (ROCE) interest and taxes
Explanations for variations exceeding 25%
* Decrease in Net profit and increase in Total Income
# Increase in term loans by Rs 15,500 availed during the year.
NOTE 50: SUBSEQUENT EVENTS
The Group evaluated all events or transactions that occurred after 31 March 2023 up through 03 July, 2023, the date the
Consolidated financial statements were authorized for issue by the Board of Directors. Based on this evaluation, the
Company is not aware of any events or transactions that would require recognition or disclosure in the Consolidated
financial statements.
NOTE 51 : PREVIOUS YEARS FIGURES
Previous period’s figures have been regrouped/reclassified, wherever necessary, to conform to current year classification.
NOTE 52: APPROVAL OF FINANCIAL STATEMENTS
The standalone financial statements for the year ended 31 March 2023 were approved by the Board of Directors and
authorised for issuance on 03 July 2023.
for and on behalf of the Board
Thimmaiah NP Ashok Sudan
Managing Director & CEO Chairman
DIN: 01184636 DIN: 02374967
Place : Bengaluru Place : Arizona, USA
Date : 03 July 2023 Date : 03 July 2023

Rajesh Kumar Ram Rasmi Ranjan Naik


Chief Financial Officer Company Secretary
Place : Bengaluru Place : Bengaluru
Date : 03 July 2023 Date : 03 July 2023
136
NOTE NO. 1
NOTES AND OTHER EXPLANATORY INFORMATION FORMING PART OF THE
CONSOLIDATED FINANCIAL STATEMENTS FOR THE YEAR ENDED 31 MARCH 2023
A. GROUP PROFILE AND BACKGROUND
The consolidated financial statements comprise financial statements of Manjushree Technopack Limited
(“the Parent Company”) and its subsidiary (collectively, Manjushree Group or the Group) for the year ended 31 March
2023. The Parent Company is a public company domiciled in India and is incorporated under the provisions of the
Companies Act, 2013 applicable in India. The Parent Company has invested in its wholly owned subsidiary, MTL New
Initiatives Private Limited on 1 January 2020.
The Group is engaged in providing packaging solutions, manufacturing and selling Preforms, Containers, Pumps,
Dispensers, Caps and closures and Post Consumer Recycled Resin in the “Rigid Plastic Packaging” business
segment.. These products are significantly sold in domestic markets and also exported. The Grouphas its production
facilities spread across states of Karnataka, Andhra Pradesh, Punjab, Uttar Pradesh, Himachal Pradesh, Uttarakhand,
Haryana, Maharashtra. Silvassa and Assam in India. The registered office of the Parent Company is situated in
Bengaluru, Karnataka. During the current year, the Group acquired on slump sale basis, business of manufacturing,
trading and sale of plastic packaging products of “Hitesh Plastics Private Limited” (“HPPL”), as a strategic buy out
to extend their customer base, and their product range of Caps and Closures.
B. BASIS OF PREPARATION OF FINANCIAL STATEMENTS
The consolidated financial statements are prepared under historical cost convention on a going concern and accrual
basis in accordance with the provisions of the Companies Act, 2013, and comply with the Indian Accounting Standards
notified under the Companies (Indian Accounting Standards) Rules, 2015 (as amended from time to time) and
presentation requirements of Division II of Schedule III to the Companies Act, 2013, (Ind AS compliant Schedule III),
as applicable to the consolidated financial statements. All the assets and liabilities have been classified as current
or non-current as per the Group’snormal operating cycle and other criteria set out in the Schedule III to the Companies
Act, 2013 as well as guidance note issued by the Institute of Chartered Accountants of India.
The consolidated financial statements have been prepared on a historical cost basis except for the following assets
and liabilities which have been measured at fair value or revalued amount:
i. Financial instruments;
ii. Lease deposits;
iii. Lease obligations and Right of Use assets;
iv. Goodwill and Intangible assets arising out of business combinations;
v. Deferred consideration payable to Classy Kontainers, Hitesh Plastics Pvt Limited and Varahi; and
vi. ESOP liability.
The consolidated financial statements are presented in INR and all values are rounded to the nearest lakhs
(INR 00,000), except when otherwise indicated.
RECENT ACCOUNTING PRONOUNCEMENTS
On March 31, 2023, the Ministry of Corporate Affairs (MCA) has notified Companies (Indian Accounting Standards)
Amendment Rules, 2023. This notification has resulted into amendments in the following existing accounting standards
which are applicable from April 1, 2023.
Ind AS 101 – First time adoption of Ind AS
Ind AS 102 – Share-based payment
137
Annual Report - 2023

Ind AS 103 – Business Combination


Ind AS 107 – Financial Instruments: Disclosures
Ind AS 109 – Financial Instruments
Ind AS 115 – Revenue from Contracts with Customers
Ind AS 1 – Presentation of Financial Statements
Ind AS 8 – Accounting Policies, Changes in Accounting Estimates and Errors
Ind AS 12 – Income Taxes
Ind AS 34 – Interim Financial Reporting
The Group is assessing the impact of the application of above amendments on the Company’s financial statements.
C. BASIS OF CONSOLIDATION
The consolidated financial statements incorporate the financial statements of the Parent Company and an entity
controlled by the Parent Company (its subsidiary), as mentioned below, made up to 31 March each year.
Relationship Name of Company Country of % of voting % of voting
incorporation power held as at power held as at
31 March 2023 31 March 2023
Subsidiary MTL New Initiatives Private Limited India 100.00% 100.00%
Control is achieved when the Parent Company:
Ø has the power over the investee;
Ø is exposed, or has rights, to variable returns from its involvement with the investee; and
Ø has the ability to use its power to affects its returns.
Ø The Parent Company 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. When the Parent Company has
less than a majority of the voting rights of an investee, it considers that 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 Parent Company considers all relevant facts and circumstances in assessing whether or not the Parent
Company’s voting rights in an investee are sufficient to give it power, including:
Ø the size of the Parent Company’s holding of voting rights relative to the size and dispersion of holdings of the
other vote holders;
Ø potential voting rights held by the Parent Company, other vote holders or other parties;
Ø rights arising from other contractual arrangements; and
Ø any additional facts and circumstances that indicate that the Parent Company 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 Parent Company obtains control over the subsidiary and ceases when
the Parent Company loses control of the subsidiary. Specifically, the results of subsidiaries acquired or disposed of
during the year are included in profit or loss from the date the Parent Company gains control until the date when the
Parent Company ceases to control the subsidiary. Where necessary, adjustments are made to the financial statements
of subsidiaries to bring the accounting policies used into line with the Group’s accounting policies.

138
Consolidated financial statements are prepared using uniform accounting policies for like transactions and other events
in similar circumstances. Ifa member of the Group uses accounting policies other than those adopted in the consolidated
financial statements for like transactions and eventsin similar circumstances, appropriate adjustments are made to that
Group member’s financial statements in preparing the consolidated financial
statements to ensure conformity 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 company,i.e., year ended on 31 March. When the end of the reporting period of the parent is different
from that of a subsidiary, the subsidiary prepares, forconsolidation purposes, additional financial information as of the
same date as the financial statements of the parent to enable the parent toconsolidate the financial information of the
subsidiary, unless it is impracticable to do so.
Consolidation procedure:
(a) Combine like items of assets, liabilities, equity, income, expenses and cash flows of the parent with those of its
subsidiary. For thispurpose, income and expenses of the subsidiary are based on the amounts of the assets and
liabilities recognized in the consolidated financial statements at the acquisition date.
(b) Offset (eliminate) the carrying amount of the Parent Company’s investment in the subsidiary and the Parent
Company’s portion of equity in the [Link] combinations policy explains how to account for any related
goodwill.
(c) Eliminate in full intragroup assets and liabilities, equity, income, expenses and cash flows relating to transactions
between entities of the group (profits or losses resulting from intragroup transactions that are recognized in assets,
such as inventory and fixed assets, are eliminated in full). Intragroup losses may indicate an impairment that
requires recognition in the consolidated financial statements. Ind AS 12Income Taxes applies to temporary differences
that arise from the elimination of profits and losses resulting from intragroup transaction. Non-controlling interests
in subsidiaries are identified separately from the Group’s equity therein. Those interests of non-controlling
shareholders that are present ownership interests entitling their holders to a proportionate share of net assets
upon liquidation may initially be measured at fair value or at the non-controlling interests’ proportionate share of
the fair value of the acquiree’s identifiable net assets. The choice of measurement is made on an acquisition-by-
acquisition basis. Other non-controlling interests are initially measured at fair value. Subsequent to acquisition, the
carrying amount of non-controlling interests is the amount of those interests at initial recognition plus the non-
controlling interests’ share of subsequent changes in equity.
Profit or loss and each component of other comprehensive income are attributed to the owners of the Parent
Company and to the non-controlling interests. Total comprehensive income of the subsidiaries is attributed to the
owners of the Parent Company and to the non-controlling interests even if this results in the non-controlling
interests having a deficit balance.
Changes in the Group’s interests in subsidiaries that do not result in a loss of control are accounted for as equity
transactions. The carrying amount of the Group’s interests and the non-controlling interests are adjusted to reflect
the changes in their relative interests in the subsidiaries. Any difference between the amount by which the non-
controlling interests are adjusted and the fair value of the consideration paid or received is recognized directly in
equity and attributed to the owners of the Parent Company.
When the Group loses control of a subsidiary, the gain or loss on disposal recognized in profit or loss is calculated
as the difference between

139
Annual Report - 2023

(i) the aggregate of the fair value of the consideration received and the fair value of any retained interest and
(ii) the previous carrying amount of the assets (including goodwill), less liabilities of the subsidiary and any non-
controlling interests.
All amounts previously recognized in other comprehensive income in relation to that subsidiary are accounted
for as if the Group had directly disposed of the related assets or liabilities of the subsidiary (i.e. reclassified
to profit or loss or transferred to another category of equity as required/permitted by applicable Ind ASs). The
fair value of any investment retained in the former subsidiary at the date when control is lost is regarded as
the fair value on initial recognition for subsequent accounting under Ind AS 109 when applicable, or the cost
of initial recognition of an investment in an associate or a joint venture.
D. USE OF ESTIMATES AND JUDGEMENTS
The preparation of the financial statements requires the Management to make estimates and assumptions that affect
the reported amounts of assets and liabilities, disclosure of contingent liabilities as at the date of the financial
statements and the reported amounts of revenue and expenses during the reporting period. The recognition,
measurement, classification or disclosure of an item or information in the financial statements is made relying on these
estimates.
The estimates and judgements used in the preparation of the financial statements are continuously evaluated by the
Group and are based on historical experience, various other assumptions and factors (including expectations of future
events) that the Group believes to be reasonable under the existing circumstances. Actual results could differ from
those estimates. Any revision to accounting estimates is recognized prospectively in current and future periods.
The areas involving critical estimates or judgements are:
i) Amortization of Intangible Assets – Refer note (IV)
ii) Depreciation of Property Plant & Equipment- Refer note (V)
iii) Estimation of defined benefit obligation - Refer note (XIII)
iv) Estimation of current tax expenses - Refer note (XIV)
v) Recognition of Deferred tax asset - Refer note (XIV)
vi) Impairment of Non- Financial assets – Refer note XV)
vii) Provisions and Contingent liabilities - Refer note (XVI)
All the assets and liabilities have been classified as current or non-current as per the Group’s normal operating cycle
of twelve months and other criteria set out in Schedule III to the Companies Act, 2013.
E. CURRENT VERSUS NON-CURRENT CLASSIFICATION
The Group presents assets and liabilities in the balance sheet based on current/ non-current classification. An asset
is treated as current when it is:
Ø Expected to be realised or intended to be sold or consumed in normal operating cycle.
Ø Held primarily for the purpose of trading.
Ø Expected to be realised within twelve months after the reporting period, or
Ø Cash or cash equivalent unless restricted from being exchanged or used to settle a liability for at least twelve
months after the reporting period.
All other assets are classified as non-current.
A liability is current when:

140
Ø It is expected to be settled in normal operating cycle
Ø It is held primarily for the purpose of trading
Ø It is due to be settled within twelve months after the reporting period, or
Ø There is no unconditional right to defer the settlement of the liability for at least twelve months after the reporting period
The terms of the liability that could, at the option of the counterparty, result in its settlement by the issue of equity
instruments do not affect its classification.
The Group classifies all other liabilities as non-current.
Deferred tax assets and liabilities are classified as non-current assets and liabilities.
The operating cycle is the time between the acquisition of assets for processing and their realisation in cash and cash
equivalents. The Grouphasidentified twelve months as its operating cycle.
F. SIGNIFICANT ACCOUNTING POLICIES
This note provides a list of the significant accounting policies adopted in the preparation of these financial statements.
These policies have been consistently applied to all the years presented, unless otherwise stated.
I) PROPERTY, PLANT AND EQUIPMENT (PPE)
a) Land, both freehold and leasehold is carried at historical cost.
b) Items of property, plant and equipment are measured at cost, which includes capitalized borrowing costs
less accumulated depreciation and accumulated impairment losses, if any.
Cost of an item of property, plant and equipment comprises its purchase price, including import duties and
non-refundable purchase taxes, after deducting trade discounts and rebates, any directly attributable cost
of bringing the item to its working condition for its intended use and estimated costs of dismantling and
removing the item and restoring the site on which it is located. If significant parts of an item of property,
plant and equipment have different useful lives, then they are accounted for as separate items (major
components) of property, plant and equipment.
Items such as stand-by equipment and servicing equipment that meet the definition of property, plant and
equipment are capitalized at cost and depreciated over their useful life.
Costs in nature of repairs and maintenance, other than those resulting in enduring benefit and increases
the economic life of the asset, are recognized in the Statement of Profit and Loss.
c) Any gain or loss on disposal of an item of property, plant and equipment is recognized in Statement of Profit
and Loss.
d) Non-current assets held for sale
Non-current assets are classified as held for sale if their carrying amount will be recovered principally
through a sale transaction rather than through continuing use and a sale is considered highly probable.
They are measured at the lower of their carrying amount and fair value less costs to sell, except for assets
such as deferred tax assets, assets arising from employee benefits, financial assets and contractual rights
under insurance contracts, which are specifically exempt from this requirement.
Non-current assets are not depreciated or amortized while they are classified as held for sale.
II) INVESTMENT PROPERTIES
Property that is held for long-term rental yields or for capital appreciation or both, and that is not occupied by
the Group, is classified as investment property.

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Investment property is measured at its cost, including related transaction costs and where applicable borrowing
costs less depreciation and impairment if any.
Depreciation on building is provided over its useful life using the straight line method, in a manner similar to PPE.
III) CAPITAL WORK-IN-PROGRESS
Projects under which assets are not ready for their intended use and other capital work-in-progress are carried
at cost, comprising direct cost, related incidental expenses and attributable interest.
IV) INTANGIBLE ASSETS
Intangible assets except goodwill are stated at cost less accumulated amortisation and impairment losses, if any.
Intangible assets developed or acquired with finite useful life are amortized on straight line [Link] is not
amortized but tested for impairment on annual basis.
Intangible assets consist of, Customer Relationships, Brands and Designs, Non-competing fees and Goodwill
which were acquired from Varahi, National Plastics, Pearl Polymers Limited,Classy Kontainers and Hitesh Plastic
Private Limited .
V) DEPRECIATION AND AMORTISATION
Property, plant and equipment are depreciated over the useful life prescribed under Schedule II to the Companies
Act, 2013 under straight line method on a proportionate basis depending upon the period of use. Those assets
acquired/discarded during the year are depreciated on pro-rata basis. Depreciation is provided from the date of
capitalization on a Straight Line Method (SLM) at the rate prescribed under Schedule II to the Companies Act,
2013 or the rates determined based on management’s estimate of useful lives of assets based on technical
evaluation of the useful lives of such assets which reflects the nature, size and operations of the Group.
Intangible assets (Patents, Trademark, Brand and Customer Relationship Contracts) are amortized over their
estimated useful life i.e. five years to ten years, depending upon the useful life of the asset.
Computer software is amortized as per straight line method prescribed under Schedule II to the Companies Act,
2013.
VI) BORROWING COSTS
Borrowing costs that are directly attributable to the acquisition, construction, or production of a qualifying asset
are capitalized as a part of the cost of such asset till such time the asset is ready for its intended use or sale.
All other borrowing costs are expensed in the period in which they are incurred.
Borrowing costs consist of interest and other costs that an entity incurs in connection with the borrowing of funds
and also includes exchange differences to the extent it is regarded as an adjustment to it.
Borrowing costs pertaining to financial assets and liabilities classified under amortized costs are amortized over
the tenure of the borrowings using effective interest rate method.
A qualifying asset is an asset that necessarily requires a substantial period of time (presently, management
considers 12 months as the time period for such qualifying assets) to get ready for its intended use or sale.
VII) VALUATION OF INVENTORIES
a) Raw materials, semi-finished goods, finished goods, packing materials, stores, spares, components,
consumables and stock-in-trade are carried at the lower of cost and net realizable value. However, materials
and other items held for use in production of inventories are not written down below cost if the finished
goods in which they will be incorporated are expected to be sold at or above cost. The comparison of cost
and net realizable value is made on an item-by-item basis.
b) In determining the cost of raw materials, packing materials, stock-in-trade, stores, spares, components and
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consumables, first-in, first-out (FIFO) method is used. Cost of inventory comprises all costs of purchase,
duties, taxes (other than those subsequently recoverable from tax authorities) and all other costs incurred
in bringing the inventory to their present location and condition. Cost of purchased inventory are determined
after deducting rebates and discounts.
c) Cost of finished goods and semi-finished goods includes the cost of raw materials, packing materials, an
appropriate share of fixed and variable production overheads, taxes and duties as applicable and other
costs incurred in bringing the inventories to their present location and condition. Fixed production overheads
are allocated on the basis of normal capacity of production facilities.
VIII) FOREIGN CURRENCY TRANSACTIONS AND DERIVATIVE INSTRUMENTS
1) Foreign currency transactions
Initial recognition - Transactions in foreign currency are recorded at the exchange rate prevailing on the
date of the transaction. Exchange differences arising on foreign currency transactions settled during the
year are recognized in the Statement of Profit and Loss.
Measurement of foreign currency items at the Balance Sheet date - Foreign currency monetary assets and
liabilities are restated at the closing exchange rates. Foreign currency transactions are recorded at the
exchange rate prevailing on the date of the transaction. Exchange differences arising out of these transactions
are charged to the Statement of Profit and Loss.
2) Derivative instruments
The Group uses derivative financial instruments, such as forward foreign exchange contracts, to hedge its
foreign currency risks. Such derivative financial instruments are initially recognized at fair value on the date
on which a derivative contract is entered into and are subsequently remeasured at fair value, with changes
in fair value recognized in Statement of Profit and Loss.
Derivatives are carried as financial assets when the fair value is positive and as financial liabilities when
the fair value is negative.
IX) REVENUE RECOGNITION
a) Revenue from contracts with customers
Revenue from the sale of goods is recognized on satisfaction of performance obligation upon transfer of
control of promised goods to the buyer either at the time of dispatch or delivery or when the risk of loss
[Link] is measured at the amount of transaction price (net of variable consideration), taking into
account contractually defined terms of payment. Goods and Services tax (GST) is not received by the
Group on its own account. GST is tax collected on value added to the commodity by the seller on behalf
of the government. Accordingly, it is excluded from revenue.
Revenue from job workis recognized on completion of service under the contract.
Revenue from Design and Development services is recognized when the services are completed as per the
terms of the agreement and when no significant uncertainty as to its determination or realisation exists.
b) Interest income from a financial asset is recognised when it is probable that the economic benefits will flow
to the Company and the amount of income can be measured [Link] income is accrued on a time
basis, by reference to the principal outstanding and at the effective interest rate applicable.
c) Export benefits in the nature of duty drawback are accounted as income in the year of exports based on
eligibility/expected eligibility duly considering the entitlements as per the policy, management assessment,
etc. and when there is no uncertainty in receiving the same duly considering the realisability.

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d) Rental income, and Income from storage and goods handling,are recognized based on contractual terms
and conditions.
e) Dividend income is recognized when the Group’s right to receive is established.
f) Income from sale of scrap is recognized upon dispatch.
X) FINANCIAL INSTRUMENTS
Financial assets
a) Initial recognition
Financial assets are recognized whenthe Groupbecomes a party to the contractual provisions of the
instruments. Financial assets are initially recognized at fair value plus transaction costs for all financial
assets not carried at fair value through Profit or Loss. Financial assets carried at fair value through Profit
or Loss are initially recognized at fair value, and transaction costs are expensed in the Statement of Profit
and Loss.
b) Subsequent measurement
Financial assets, other than equity instruments, are subsequently measured at amortized cost, fair value
through Other Comprehensive Income (OCI) or fair value through Profit or Loss on the basis of:
i) The Group’s business model for managing the financial assets; and
ii) The contractual cash flow characteristics of the financial asset.
i) Measured at amortized cost
A financial asset is measured at amortized cost, if it is held under “the hold to collect business model”
i.e. held with an objective of holding the assets to collect contractual cash flows and the contractual
cash flows are solely payments of principal and interest on the principal outstanding.
Amortized cost is calculated using the effective interest rate (“EIR”) method by taking into account any
discount or premium on acquisition and fees or costs that are an integral part of the EIR. The EIR
amortisation is included in interest income in the Statement of Profit and Loss.
The losses arising from impairment of these assets are recognized in the Statement of Profit and
Loss.
On derecognition of these assets, gain or loss, if any, is recognized to Statement of Profit and Loss.
ii) Measured at fair value through Other Comprehensive Income (FVTOCI)
A financial asset is measured at FVTOCI, if it is held under “the hold to collect and sell business
model” i.e. held with an objective to collect contractual cash flows and selling such financial asset, and
the contractual cash flows are solely payments of principal and interest on the principal outstanding.
It is subsequently measured at fair value with fair value movements recognized in the OCI, except for
interest income which recognized using EIR method.
The losses arising from impairment of these assets are recognized in the Statement of Profit and
Loss.
On derecognition of these assets, cumulative gain or loss previously recognized in the OCI is reclassified
from the equity to Statement of Profit and Loss.
iii) Measured at fair value through profit or loss (FVTPL)
Investment in financial asset other than equity instrument, not measured at either amortized cost or

144
FVTOCI is measured at FVTPL. Such financial assets are measured at fair value and changes in fair
value, including interest income and dividend income, if any, are recognized in the Statement of Profit
and Loss.
c) Impairment of financial assets
Expected credit losses are recognized for all financial assets subsequent to initial recognition other than
financials assets in FVTPL category.
As per Ind AS 109, for financial assets other than trade receivables, Manjushree recognizes 12 months
expected credit losses for all originated or acquired financial assets if at the reporting date the credit risk
of the financial asset has not increased significantly since its initial recognition. The expected credit losses
are measured as lifetime expected credit losses, if the credit risk on financial asset increases significantly
since its initial recognition Where loans or receivables have been written off, the Group continues to engage
in recovery of the receivables due. Where recoveries are made, these are recognized in Statement of Profit
and Loss.
The impairment losses and reversals are recognized in Statement of Profit and Loss.
d) De-recognition
Manjushree derecognizes a financial asset when the contractual right to the cash flows from the financial
asset expires, or it transfers the contractual rights to receive the cash flows from the asset.
1) Financial Liabilities
a) Initial Recognition and measurement
Financial liabilities are recognized when Manjushree becomes a party to the contractual provisions
of the instruments. Financial liabilities are initially recognized at fair value net of transaction costs
for all financial liabilities not carried at fair value through profit or loss.
Manjushree’s financial liabilities includes trade and other payables, loans and borrowings including
bank overdrafts and derivative instruments.
b) Subsequent measurement
Financial liabilities measured at amortized cost are subsequently measured using EIR method.
Financial liabilities carried at fair value through profit or loss are measured at fair value with all
changes in fair value recognized in the Statement of Profit and Loss.
c) Loans & Borrowings
After initial recognition, interest bearing loans and borrowings are subsequently measured at
amortized cost using EIR method.
Gains and losses are recognized in the Statement of Profit and Loss when the liabilities are de-
recognized.
d) De-recognition
A financial liability is derecognized when the obligation under the liability is discharged or cancelled
or expires. When an existing financial liability is replaced by another from the same lender on
substantially different terms, or the terms of an existing liability are substantially modified, such
an exchange or modification is treated as the derecognition of the original liability and the
recognition of a new liability. The difference in the respective carrying amounts is recognized in
the Statement of Profit and Loss.

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e) Offsetting of financial instruments


Financial assets and financial liabilities are offset and the net amount is reported in the Balance
Sheet if there is a current enforceable legal right to offset the recognized amounts and there is
an intention to settle on a net basis, to realise the assets and settle the liabilities simultaneously.
XI) FAIR VALUE MEASUREMENT
a) The Group measures financial instruments, such as, derivatives at fair value at each Balance Sheet date.
Fair value is the price that would be received to sell an asset or paid to transfer a liability in an orderly
transaction between market participants at the measurement date, assuming that market participants act
in their economic best interest.
b) A fair value measurement of a non-financial asset takes into account a market participant’s ability to
generate economic benefits by using the asset in its highest and best use or by selling it to another market
participant that would use the asset in its highest and best use. The Groupuses valuation techniques that
are appropriate in the circumstances and for which sufficient data is available to measure fair value,
maximising the use of relevant observable inputs and minimising the use of unobservable inputs.
c) The Groupuses the following hierarchy for determining and disclosing the fair value of financial instruments
by valuation technique:
Level 1: Quoted (unadjusted) prices in active markets for identical assets or liabilities.
Level 2: Other techniques for which all inputs which have a significant effect on the recorded fair value are
observable, either directly or indirectly.
Level 3: Techniques which use inputs that have a significant effect on the recorded fair value that are not
based on observable market data.
d) For assets and liabilities that are recognized in the financial statements on a recurring basis, Manjushree
determines whether transfers have occurred between levels in the hierarchy by reassessing categorisation
(based on the lowest level input that is significant to the fair value measurement as a whole) at the end
of each reporting period.
e) For the purpose of fair value disclosures, the Grouphas determined classes of assets and liabilities on the
basis of the nature, characteristics and risks of the asset or liability and the level of the fair value hierarchy
as explained above.
XII) LEASE
The Group assesses at contract inception whether a contract is, or contains, a lease. That is, if the contract
conveys the right to control the use ofan identified asset for a period of time in exchange for consideration.
Group as a lessee
The Group applies a single recognition and measurement approach for all leases, except for short-term leases
and leases of low-value [Link] Group recognizes lease liabilities to make lease payments and right-of-use
assets representing the right to use the underlying assets.
i) Right-of-use assets
The Group recognizes right-of-use assets at the commencement date of the lease (i.e., the date the
underlying asset is available for use). Rightof-use assets are measured at cost, less any accumulated
depreciation and impairment losses, and adjusted for any remeasurement of leaseliabilities. The cost of
right-of-use assets includes the amount of lease liabilities recognized, initial direct costs incurred, and lease
payments madeat or before the commencement date less any lease incentives received. Right-of-use

146
assets are depreciated on a straight-line basis over theshorter of the lease term and the estimated useful
lives of the assets, as follows:
• Land and Building – 5 to 99 years
If ownership of the leased asset transfers to the Group at the end of the lease term or the cost
reflects the exercise of a purchase option,depreciation is calculated using the estimated useful life
of the asset.
The right-of-use assets are also subject to impairment. Refer to the accounting policies in section (xv)
Impairment of non-financial assets.
ii) Lease Liabilities
At the commencement date of the lease, the Group recognizes lease liabilities measured at the present
value of lease payments to be made overthe lease term. The lease payments include fixed payments
(including in substance fixed payments) less any lease incentives receivable, variable lease payments that
depend on an index or a rate, and amounts expected to be paid under residual value guarantees.
The lease payments alsoinclude the exercise price of a purchase option reasonably certain to be exercised
by the Group and payments of penalties for terminating thelease, if the lease term reflects the Group
exercising the option to terminate. Variable lease payments that do not depend on an index or a rate
arerecognized as expenses (unless they are incurred to produce inventories) in the period in which the
event or condition that triggers the payment occurs.
In calculating the present value of lease payments, the Group uses its incremental borrowing rate at the
lease commencement date because theinterest rate implicit in the lease is not readily determinable. After
the commencement date, the amount of lease liabilities is increased to reflect theaccretion of interest and
reduced for the lease payments made. In addition, the carrying amount of lease liabilities is remeasured
if there is a modification, a change in the lease term, a change in the lease payments (e.g., changes to
future payments resulting from a change in an index orrate used to determine such lease payments) or a
change in the assessment of an option to purchase the underlying asset.
iii) Short-term leases and leases of low-value assets
a) The Group applies the short-term lease recognition exemption to its short-term leases of machinery
and equipment and office premises (i.e., those leases that have alease term of 12 months or less from
the commencement date and do not contain a purchase option). It also applies the lease of low-value
assets recognition exemption to leases of office equipment that are considered to be low value. Lease
payments on short-term leases and leases of low value assets are recognized as expense on a
straight-line basis over the lease term.
The Group as a Lessor
Leases for which the Group is a lessor is classified as a finance or operating lease. Whenever the
terms of the lease transfer substantially all the risks and rewards of ownership to the lessee, the
contract is classified as a finance lease. All other leases are classified as operating leases.
When the Group is an intermediate lessor, it accounts for its interests in the head lease and the
subleases partly. The sublease is classified as a finance or operating lease by reference to the right-
of-use asset arising from the head lease.
For Operating leases, rental income is recognized on a straight line basis over the terms of the
relevant lease.

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The Group as a Lessor:


Whenever the terms of the lease transfer substantially all the risks and rewards of ownership to the
lessee, the contract is classified as a finance lease. All other leases are classified as operating leases.
When the Group is an intermediate lessor, it accounts for its interests in the head lease and the
subleases partly. The sublease is classified as a finance or operating lease by reference to the right-
of-use asset arising from the head lease.
For Operating leases, rental income is recognized on a straight line basis over the terms of the
relevant lease.
XIII) EMPLOYEE BENEFITS
a) Defined contribution plans
Contributions to defined contribution schemes such as employees’ state insurance, labour welfare fund,
employee provident fund scheme, etc. are charged as an expense based on the amount of contribution
required to be made as and when services are rendered by the employees. The Group’s provident fund
contribution is made to a government administered fund and charged as an expense to the Statement of
Profit and Loss. The above benefits are classified as Defined Contribution Schemes as the Group has no
further defined obligations beyond the monthly contributions.
b) Defined benefit plans
The Group also provides for retirement/post-retirement benefits in the form of gratuity and compensated
absences to the employees.
For defined benefit plans, the amount recognized as ‘Employee benefit expenses’ in the Statement of Profit
and Loss is the cost of accruing employee benefits promised to employees over the year and the costs of
individual events such as past/future service benefit changes and settlements (such events are recognized
immediately in the Statement of Profit and Loss).
The liability or asset recognized in the balance sheet in respect of defined benefit pension and gratuity
plans is the present value of the defined benefit obligation at the end of the reporting period less the fair
value of plan assets. The defined benefit obligation is calculated annually by actuaries using the projected
unit credit method.
The defined benefit plan surplus or deficit on the Balance Sheet comprises the total for each plan of the
fair value of plan assets less the present value of the defined benefit [Link] classification of the
Group’s net obligation into current and non-current is as per the actuarial valuation report.
Remeasurement gains and losses arising from experience adjustments and changes in actuarial assumptions
are recognized in the period in which they occur, directly in other comprehensive income. They are included
in retained earnings in the statement ofchanges in equity and in the balance sheet.
c) Other employee benefits
Compensated absences which are not expected to occur within twelve months after the end of the period
in which the employee renders the related services are recognized as a liability at the present value of the
obligation as at the Balance Sheet date determined based on an actuarial valuation.
Undiscounted amount of short-term employee benefits expected to be paid in exchange for the services
rendered by employees are recognized during the period when the employee renders the related services.
XIV) TAXES ON INCOME
Income tax expense for the year comprises of current tax and deferred tax. It is recognized in the Statement
148
of Profit and Loss except to the extent it relates to a business combination or to an item which is recognized
directly in equity or in Other Comprehensive Income.
a) Current tax is the expected tax payable/receivable on the taxable income/loss for the year using applicable
tax rates at the Balance Sheet date, and any adjustment to taxes in respect of previous years. Interest
income/expenses and penalties, if any, related to income tax are included in current tax expense.
b) Deferred tax is recognized in respect of temporary differences between the carrying amount of assets and
liabilities for financial reporting purposes and the corresponding amounts used for taxation purposes.
A deferred tax liability is recognized based on the expected manner of realisation or settlement of the
carrying amount of assets and liabilities, using tax rates enacted, or substantively enacted, by the end of
the reporting period.
Deferred tax assets are recognized for all deductible temporary differences and used tax losses only to the
extent that it is probable that future taxable profits will be available against which the asset can be utilised.
Deferred tax assets are reviewed at each reporting date and reduced to the extent that it is no longer
probable that the related tax benefit will be realised.
c) Current tax assets and current tax liabilities are offset when there is a legally enforceable right to set off
the recognized amounts and there is an intention to settle the asset and the liability on a net basis.
Deferred tax assets and deferred tax liabilities are offset when there is a legally enforceable right to set off
current tax assets against current tax liabilities; and the deferred tax assets and the deferred tax liabilities
relate to income taxes levied by the same taxation authority.
XV) IMPAIRMENT OF ASSETS
An impairment loss is recognized whenever the carrying amount of an asset or its cash generating unit (CGU)
exceeds its recoverable amount. The recoverable amount of an asset is the greater of its fair value less cost
to sell and value in use. To calculate value in use, the estimated future cash flows are discounted to their present
value using a discount rate that reflects current market rates and the risk specific to the asset. For an asset that
does not generate largely independent cash inflows, the recoverable amount is determined for the CGU to which
the asset belongs. Fair value less cost to sell is the best estimate of the amount obtainable from the sale of an
asset in an arm’s length transaction between knowledgeable, willing parties, less the cost of disposal.
Impairment losses, if any, are recognized in the Statement of Profit and Loss. Impairment losses are reversed
in the Statement of Profit and Loss only to the extent that the asset’s carrying amount does not exceed the
carrying amount that would have been determined if no impairment loss had previously been recognized.
XVI) PROVISIONS, CONTINGENT LIABILITIES AND CONTINGENT ASSETS
A provision is recognized if, as a result of a past event, the Grouphas a present legal or constructive obligation
that can be estimated reliably, and it is probable that an outflow of economic benefits will be required to settle
the obligation.
Provisions for onerous contracts are recognized when the expected benefits to be derived by the Group from
a contract are lower than the unavoidable costs of meeting the future obligations under the contract.
A disclosure for contingent liabilities is made where there is a possible obligation or a present obligation that may
probably not require an outflow of resources or an obligation for which the future outcome cannot be ascertained
with reasonable certainty. When there is a possible or a present obligation where the likelihood of outflow of
resources is remote, no provision or disclosure is made.A contingent asset is neither recognized nor disclosed
in the financial statements.

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XVII) CASH AND CASH EQUIVALENTS


Cash and cash equivalents includes cash on hand, deposits held at call with banks and financial institutions,
other short-term, highly liquid investments with original maturities of three months or less that are readily
convertible to known amounts of cash and which are subject to an insignificant risk of changes in value.
XVIII) CASH FLOW STATEMENT
As per Ind AS 107 Statement of Cash Flow is reported using the indirect method, whereby net profit before tax
is adjusted for the effects of transactions of a non-cash nature, any deferrals or accruals of past or future
operating cash receipts or payments and item of income or expenses associated with investing or financing cash
flows.
XIX) RESEARCH AND DEVELOPMENT EXPENSES
Research costs are expensed as incurred. Product development costs are expensed as incurred unless technical
and commercial feasibility of the project is demonstrated, further economic benefits are probable and Manjushree
has an intention and ability to complete and use or sell the product and the costs can be measured reliably. Such
intangible assets are amortized over its useful life.
XX) EARNING PER SHARE (EPS)
Basic EPS is arrived at based on net profit after tax available to equity shareholders to the weighted average
number of equity shares outstanding during the year.
The diluted EPS is calculated on the same basis as basic EPS, after adjusting for the effects of potential dilutive
equity shares unless impact is anti-dilutive.
XXI) BUSINESS COMBINATION
Business combinations 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 assets transferred to the Group, liabilities incurred by the Group to the
former owners of the acquiree and the equity interest issued by the Group in exchange for control of the
acquiree.
Acquisition related costs are recognized in profit or loss as incurred. At the acquisition date, the identifiable
assets acquired and the liabilities assumed are recognized at their fair value at the acquisition date, except that
deferred tax assets or liabilities and assets or liabilities related to employee benefit arrangements are recognized
and measured in accordance with Ind AS 12 and Ind AS 19 respectively;
Goodwill is measured as the excess of the sum of the consideration transferred, the amount of any non-
controlling interests in the acquiree, and the fair value of the acquirer’s previously held equity interest in the
acquiree (if any) over the net of the acquisition-date amounts of the identifiable assets acquired and the liabilities
assumed. If the net of the acquisition-date amounts of the identifiable assets acquired and liabilities assumed
exceeds the sum of the consideration transferred, the amount of any non-controlling interests in the acquiree and
the fair value of the acquirer’s previously held interest in the acquiree (if any), the excess, after reassessment,
is recognized in capital reserve through other comprehensive income or directly depending on whether there
exists clear evidence of the underlying reason for classifying the business combination as a bargain purchase.
When the consideration transferred by the Group in a business combination includes a contingent consideration
arrangement, the contingent consideration is measured at its acquisition-date fair value and included as part of
the consideration transferred in a business combination. Changes in fair value of the contingent consideration
that qualify as measurement period adjustments are adjusted retrospectively, with corresponding adjustments
against Goodwill/capital reserve.
150
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. The subsequent accounting for changes in the fair value of the contingent
consideration that do not qualify as measurement period adjustments depends on how the contingent consideration
is classified.
When the Group acquires a business, it assesses the financial assets and liabilities assumed for appropriate
classification and designation in accordance with the contractual terms, economic circumstances and pertinent
conditions as at the acquisition date.
Contingent consideration that is classified as equity is not remeasured at subsequent reporting dates and its
subsequent settlement is accounted for within equity. Other contingent consideration is remeasured to fair value
at subsequent reporting dates with changes in fair value recognized in profit or loss.
Goodwill
Goodwill is initially recognized and measured as set out above. Goodwill is not amortized but is reviewed for
impairment at least annually. For the purpose of impairment testing, goodwill is allocated to each of the Group’s
cash-generating units (or group’s of cash-generating units) expected to benefit from the synergies of the
combination. Cash-generating units to which goodwill has been allocated are 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 the carrying amount of the unit, 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 on the basis
of the carrying amount of each asset in the unit. An impairment loss recognized for goodwill is not reversed in
a subsequent period. On disposal of a cash-generating unit, the attributable amount of goodwill is included in
the determination of the profit or loss on disposal.
XXII) EXCEPTIONAL ITEMS
When items of income and expense within statement of profit and loss from ordinary activities are of such size,
nature or incidence that their disclosure is relevant to explain the performance of the enterprise for the period,
the nature and amount of such material items are disclosed separately as exceptional items.
XXIII) Share Based Payments
Selected employees of the Group receive remuneration in the form of equity settled instruments for rendering
services over a defined vesting. Equity instruments granted are measured by reference to the fair value of the
instrument at the date of grant. The expense is recognized in the statement of profit and loss with a corresponding
increase to the share options outstanding account, a component of [Link] equity instruments generally vest
in a graded manner over the vesting period. The fair value determined at the grant date is expensed over the
vesting period of the respective tranches of such grants. The compensation expense is determined based on the
Group’s estimate of equity instruments that will eventually vest.

151
152
AUDITED PROFIT & LOSS ANALYSIS (` in Lakhs)
ITEMS 31.03.23 31.03.22 31.03.21 31.03.20 31.03.19 31.03.18 31.03.17 31.03.16 31.03.15 31.03.14 31.03.13
(Ind As) (Ind As) (Ind As) (Ind As) (Ind As) (Ind As) (Ind As)
INCOME
Gross Turnover 201,904.74 140,624.94 103,379.37 108,050.24 114,890.22 92,437.11 74,694.58 64,403.60 62,075.87 52,454.27 43,701.98
Annual Report - 2023

Less: Central Excise Duty - - - 3,364.63 10,328.02 10,142.34 9,620.78 8,685.48 7,579.95
Net 201,904.74 140,624.94 103,379.37 108,050.24 114,890.22 89,072.48 64,366.56 54,261.26 52,455.09 43,768.79 36,122.03
Other Income 1,171.57 601.46 699.98 1,686.91 548.65 179.03 353.31 576.73 351.03 655.14 284.11
Increase / (Decrease) in Stocks (4,113.70) (4,776.00) 2,361.42 2,959.36 (1,110.78) 1,252.22 3,245.17 (876.04) (3,112.20) 5,952.38 1,220.40
Total 207,190.01 146,002.40 101,717.93 112,696.51 114,328.09 90,503.73 67,965.04 53,961.95 49,693.92 50,376.31 37,626.54
EXPENDITURE
Raw Materials Consumed 132,165.17 88,437.76 52,537.88 63,923.57 67,349.72 49,985.35 35,310.87 28,000.91 29,111.58 31,866.94 22,987.65
Manufacturing Expenses 20,480.30 16,152.38 12,423.26 13,003.08 12,796.31 10,499.39 7,663.12 6,129.38 3,823.55 4,117.45 3,022.68
Salary & Wages 13,081.66 10,290.49 9,270.33 7,823.93 6,751.50 5,826.87 3,888.01 2,699.53 3,188.56 2,590.01 1,721.05
Operating Cost 165,727.13 114,880.63 74,231.47 84,750.58 86,897.53 66,311.61 46,862.00 36,829.82 36,123.69 38,574.40 27,731.38
Administrative & Selling Expenses 10,763.82 7,137.16 6,195.61 7,478.08 5,579.61 4,037.90 2,498.78 2,144.61 1,905.99 1,399.01 1,716.33
Interest & Financial Charges 6,836.95 4,569.17 3,997.92 4,242.80 4,124.59 4,200.44 2,679.62 1,508.59 1,994.49 2,167.45 1,204.09
Depreciation & Write offs 12,404.33 7,769.43 7,549.44 6,463.61 10,062.35 10,753.27 8,112.48 4,762.28 4,725.47 4,303.74 3,193.49
Total Cost 195,732.23 134,356.39 91,974.44 102,935.07 106,664.08 85,303.22 60,152.88 45,245.30 44,749.64 46,444.60 33,845.29
NET PROFIT FOR THE YEAR 11,457.78 11,646.01 9,743.49 9,761.44 7,664.01 5,200.51 7,812.16 8,716.65 4,944.28 3,931.71 3,781.25
Exceptional Items (324.99) (555.11) 2,396.30 - 58.43 – – – (6.01) (2.09) –
PROFIT BEFOR TAXATION 11,132.79 11,090.90 12,139.79 9,761.44 7,605.58 5,200.51 7,812.16 8,716.65 4,938.26 3,929.62 3,781.25
Provision for Taxation 2,034.66 1,969.98 2,056.56 1,940.00 2,872.07 2,350.30 2,101.82 2,844.45 1,982.97 1,314.35 877.96
Deferred Tax Provision 1,170.61 1,121.93 78.77 885.93 (200.20) (778.72) (101.24) 98.47 (510.15) (23.34) 488.92
NET PROFT AFTER TAXATION 7,927.52 7,998.99 10,004.46 6,935.51 4,933.71 3,628.93 5,811.58 5,773.73 3,465.43 2,638.61 2,414.32
Less: Dividends & Tax thereon 1,557.99 2,269.24 - 1,175.95 - - 326.11 161.52 160.61 157.45
Profits after Dividends 6,369.53 5,729.75 10,004.46 6,935.51 3,757.76 3,628.93 5,811.58 5,447.62 3,303.94 2,478.00 2,256.92
Surplus brought forward from PY 53,981.66 48,251.91 38,247.45 31,311.94 27,713.96 24,008.65 18,137.96 12,690.34 9,386.40 6,908.40 4,651.54
Ind As adjustment in Opening
Reserves as on 01.04.2016* – – – – – – 59.11 – – – –
Adjustment on restatement of PPE – – – – – 76.38 – – – – –
Transitional adjustment of IndAs 115 – – – – (159.78)
Less: Transfer to General Reserve – – – – – – – – – – –
NET SURPLUS CARRIED TO BS 60,351.20 53,981.66 48,251.91 38,247.45 31,311.94 27,713.96 24,008.65 18,137.96 12,690.34 9,386.40 6,908.46
PAT / Net Sales 0.04 0.06 0.10 0.06 0.04 0.04 0.09 0.11 0.07 0.06 0.07
PBT / Net Sales 0.06 0.08 0.12 0.09 0.07 0.06 0.12 0.16 0.09 0.09 0.10
PBDIT / Net Sales 0.15 0.17 0.23 0.19 0.19 0.23 0.29 0.28 0.22 0.24 0.23
Earnings per share (FV: Rs. 10) 58.52 59.04 73.85 51.19 36.42 27.14 42.94 42.62 25.58 19.48 17.82
Cash Accruals 18,773.86 13,499.18 17,553.90 13,399.12 13,820.11 14,382.20 13,924.06 10,536.10 8,196.94 6,944.44 5,607.86
AUDITED BALANCE SHEET ANALYSIS (` in Lakhs)
ITEMS 31.03.23 31.03.22 31.03.21 31.03.20 31.03.19 31.03.18 31.03.17 31.03.16 31.03.15 31.03.14 31.03.13
(Ind As) (Ind As) (Ind As) (Ind As) (Ind As) (Ind As) (Ind As)
SHAREHOLDERS’ FUNDS
Share Capital 1,371.86 1,371.86 1,371.86 1,371.86 1,371.86 1,371.86 1,371.86 1,371.86 1,354.77 1,354.77 1,354.77
Reserves & Surplus 97,786.15 90,817.79 54,920.75 44,510.58 35,347.23 31,672.89 28,043.96 22,173.27 16,742.74 13,438.80 10,960.78
Share Issue Expenses – – – – – – – – – – –
Net Worth 99,158.01 92,189.65 56,292.61 45,882.44 36,719.09 33,044.75 29,415.82 23,545.13 18,097.51 14,793.57 12,315.55
DEFERRED TAX PROVISION 3,059.49 1,888.89 766.95 688.18 (197.76) 2.44 781.16 882.40 783.94 1,294.08 1,317.42
LOAN FUNDS
Term Loans 20,420.03 8,757.15 17,820.66 15,682.11 15,555.91 21,867.25 22,460.26 11,168.26 8,579.64 10,211.61 9,994.51
Debt Component of CCD 22,971.21 25,165.71 1,221.73 1,488.23 – – – – – – –
Unsecured / Buyers Credit – – – 1,587.37 2,661.54 3,961.91 4,913.63 1,059.15 4,778.28 5,451.07 4,254.41
Long Term Debt 43,391.23 33,922.86 19,042.39 18,757.71 18,217.45 25,829.16 27,373.89 12,227.41 13,357.92 15,662.68 14,248.92
Cash Credit Limit 30,409.85 29,125.09 20,657.30 25,010.72 21,173.97 13,174.36 15,290.12 6,177.87 6,540.36 11,749.90 8,132.51
Overall Debt 73,801.08 63,047.95 39,699.69 43,768.43 39,391.42 39,003.52 42,664.01 18,405.28 19,898.28 27,412.58 22,381.43
Lease Obligations 9,907.52 1,698.58 992.12 1,726.88 – – – – – – –
TOTAL 185,926.10 158,825.07 97,751.37 92,065.93 75,912.75 72,050.71 72,860.99 42,832.81 38,779.73 43,500.23 36,014.40
APPLICATION OF FUNDS
FIXED ASSETS
Gross Block 189,756.12 168,083.83 118,559.03 110,957.06 91,595.33 87,431.23 81,128.25 50,300.29 40,556.96 37,355.44 34,429.34
Less : Depreciation to date 79,747.73 68,919.26 62,562.20 56,487.24 51,473.60 42,629.65 32,053.90 23,989.38 19,378.25 14,683.05 10,886.60
Capital Work-in-Progress 1,953.41 3,347.08 4,154.32 4,830.53 3,325.22 1,597.84 1,579.87 268.96 2,136.66 1,423.49 531.03
Net Block 111,961.81 102,511.66 60,151.15 59,300.35 43,446.95 46,399.42 50,654.22 26,579.87 23,315.37 24,095.88 24,073.77
INVESTMENT PROPERTIES - 2,332.13 2,384.33 2,439.31 2,495.23 – – – – – –
LONG TERM INVESTMENTS 1,601.41 1,206.41 247.41 1.00 – – – – – – –
RIGHT OF USE ASSETS 16,290.24 3,982.81 2,727.49 3,155.39 – – – – – – –
CURRENT ASSETS, LOANS & ADVANCES
Inventories 34,249.97 33,651.91 23,931.57 22,831.30 21,316.33 18,475.36 14,179.52 8,426.62 8,653.19 10,987.09 4,862.51
Sundry Debtors 29,576.76 23,655.82 19,538.56 18,720.95 24,082.58 20,443.23 17,171.21 10,365.68 8,692.66 7,886.48 6,556.01
Other Current & Non-Current Assets 39,655.65 32,477.54 16,815.44 13,545.25 7,695.09 5,538.16 5,851.88 4,099.09 7,103.38 7,378.53 7,057.59
TOTAL 103,482.38 89,785.27 60,285.57 55,097.50 53,094.00 44,456.75 37,202.61 22,891.39 24,449.23 26,252.10 18,476.11
Current and Non-current Liabillities
& Provisions 47,409.74 40,993.21 28,044.58 27,927.62 23,123.43 18,805.46 14,995.84 6,638.45 8,984.87 6,847.75 6,535.48
Net Current Assets 56,072.64 48,792.06 32,240.99 27,169.88 29,970.57 25,651.29 22,206.77 16,252.94 15,464.36 19,404.35 11,940.63
TOTAL 185,926.09 158,825.07 97,751.37 92,065.93 75,912.75 72,050.71 72,860.99 42,832.81 38,779.73 43,500.23 36,014.40
Current Ratio 1.33 1.28 1.24 1.04 1.20 1.39 1.23 1.79 1.57 1.41 1.26
Long Term Debt / Net Worth 0.44 0.37 0.34 0.41 0.50 0.78 0.93 0.52 0.74 1.06 1.16
Overall Debt / Net Worth 1.22 1.13 1.20 1.56 1.70 1.75 1.96 1.06 1.60 2.32 2.35
Total Assets / Net Worth 2.17 2.09 2.14 2.49 2.63 2.75 2.99 2.10 2.64 3.40 3.45
Book Value Per Share (fv: Rs. 10) 731.92 680.48 415.51 338.67 271.04 243.91 217.13 173.79 133.58 109.20 90.91

153
Annual Report - 2023

MANJUSHREE TECHNOPACK LIMITED


CIN: U67120KA1987PLC032636
Registered & Corporate Office: “MBH Tech Park”, 2nd Floor, Survey No. 46(P) and 47 (P),
Begur Hobli, Electronic City Phase-II, Bangalore 560100, Karnataka
Telephone: 080-43436200
Email: info@[Link] Web: [Link]

NOTICE OF ANNUAL GENERAL MEETING


Notice is hereby given that the Thirty Sixth Annual General Meeting of the Members of Manjushree Technopack Limited will
be held on Thursday, 14th day of September 2023 at 10.30 A.M. through Video Conference (VC) or Other Audio Visual
Means (OAVM) to transact the following business:

ORDINARY BUSINESS:
1. To receive, consider and adopt the Audited Financial Statements (including the Consolidated Financial Statements)
of the Company for the Financial Year ended March 31, 2023, together with the Independent Auditor’s Report and
the Board’s Report including Secretarial Audit Report thereon.
2. To confirm the interim dividend declared by the Board of Directors.
3. To appoint Mr. Pankaj Patwari (DIN: 08206620), Director who retires by rotation and, being eligible, seeks re-
appointment.
4. To appoint Mr. Manu Anand (DIN: 00396716), Director who retires by rotation and, being eligible, seeks re-
appointment.
SPECIAL BUSINESS:
5. Re-appointment of Mr. Ashok Sudan (DIN: 02374967), as an Independent Director:
To consider and, if thought fit, to pass the following resolution as a Special Resolution:
“RESOLVED THAT pursuant to provisions of Sections 149, 150, 152, 197 read with Companies (Appointment and
Qualification of Directors) Rules, 2014 and other applicable provisions of Companies Act, 2013 and rules made
thereunder (including any statutory modification(s) or re-enactment thereof for the time being in force) read with
Schedule IV to the Companies Act, 2013, the approval of the Members/Shareholders of the Company be and is
hereby accorded for the re-appointment of Mr. Ashok Sudan (DIN: 02374967), as Independent Director of the
Company for a second term of 2 (two) consecutive years effective 12th March 2024, not liable to retire by rotation.
RESOLVED FURTHER THAT the Board of Directors be and is hereby authorized to take such steps and do all such
acts, deeds, matters and things as may be considered necessary, proper and expedient to give effect to this
Resolution.”
6. Re-appointment of Mr. Jayesh Tulsidas Merchant (DIN:00555052), as an Independent Director:
To consider and, if thought fit, to pass the following resolution as a Special Resolution:
“RESOLVED THAT pursuant to provisions of Sections 149, 150, 152, 197 read with Companies (Appointment and
Qualification of Directors) Rules, 2014 and other applicable provisions of Companies Act, 2013 and rules made
thereunder (including any statutory modification(s) or re-enactment thereof for the time being in force) read with
Schedule IV to the Companies Act, 2013, the approval of the Members/Shareholders of the Company be and is
hereby accorded for the re-appointment of Mr. Jayesh Tulsidas Merchant (DIN: 00555052), as Independent Director

154
of the Company for the second term of 2 (two) consecutive years effective 12th March 2024, not liable to retire by
rotation.
RESOLVED FURTHER THAT the Board of Directors be and is hereby authorized to take such steps and do all such
acts, deeds, matters and things as may be considered necessary, proper and expedient to give effect to this
Resolution.”
7. Ratification of Cost Auditor’s Remuneration:
To consider and if thought fit, to pass, the following resolution as an Ordinary Resolution:
“RESOLVED THAT pursuant to the provisions of Section 148 and all other applicable provisions of the Companies Act,
2013, Companies (Cost Records and Audit) Rules 2014 and the Companies (Audit and Auditors) Rules, 2014 (including
statutory modiûcation(s) or re-enactment(s) thereof, for the time being in force), payment of remuneration of Rs.
1,10,000/- (Rupees one lakh ten thousand only) to Messrs G S & Associates, Cost Accountants, # 207, Bindu Galaxy,
No. 2,1st Main, Chord Road, Industrial Town, Rajajinagar, Bengaluru-560044 (Registration Number 00301), the Cost
Auditor appointed by the Board of Directors of the Company, to conduct the audit of the cost records of the Company
for the Financial Year ending 31 March, 2024, be and is hereby approved.
RESOLVED FURTHER THAT the Board of Directors of the Company be and is hereby authorised to do all acts 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


For Manjushree Technopack Limited

Bengaluru Rasmi Ranjan Naik


03-07-2023 Company Secretary
FCS: 7599
[Address: “MBH Tech Park”, 2nd Floor,
Survey No. 46(P) and 47 (P), Begur Hobli,
Electronic City Phase-II, Bangalore 560100, Karnataka]

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Annual Report - 2023

EXPLANATORY STATEMENT PURSUANT TO SECTION 102 OF THE COMPANIES ACT 2013 FOR
CONDUCT OF SPECIAL BUSINESS
Item No. 5:

Re-appointment of Mr. Ashok Sudan (DIN: 02374967), as Independent Director:

Based on the recommendation of the Nomination and Remuneration Committee, the Board of Directors at its Meeting held
on 03-07-2023 had recommended for reappointment of Mr. Ashok Sudan (DIN: 02374967) as Independent Director of the
Company for the 2nd term of 2 (two) years with effect from 12th March 2024. Accordingly, the Special Resolution seeking
appointment of Mr. Ashok Sudan (DIN: 02374967) as Independent Director of the Company is included in the Notice
convening the Annual General Meeting at Item No. 5.

None of the Directors/Key Managerial Personnel of the Company/their relatives except Mr. Sudan himself, is, in any way,
concerned or interested, financially or otherwise, in this resolution.

Your Directors recommend the resolution for approval of the Members by way of a Special Resolution.

Item No. 6:

Re-appointment of Mr. Jayesh Tulsidas Merchant (DIN:00555052), as Independent Director:

Based on the recommendation of the Nomination and Remuneration Committee, the Board of Directors at its Meeting held
on 03-07-2023 had recommended for reappointment of Mr. Jayesh Tulsidas Merchant (DIN:00555052) as Independent
Director of the Company for the 2nd term of 2 (two) years with effect from 12th March 2024. Accordingly, the Special
Resolution seeking the appointment of Mr. Jayesh Tulsidas Merchant (DIN: 00555052) as Independent Director of the
Company is included in the Notice convening the Annual General Meeting at Item No. 6.

None of the Directors/Key Managerial Personnel of the Company/their relatives, except Mr. Merchant himself, is, in any
way, concerned or interested, financially or otherwise, in this resolution.

Your Directors recommend the resolution for approval of the Members by way of a Special Resolution.

Item No. 7:

Ratification of remuneration of Cost Auditor:

Based on the recommendation of the Audit Committee, your Board approved the appointment of Messrs G S & Associates,
Cost Accountants, # 207, Bindu Galaxy, No. 2,1st Main, Chord Road, Industrial Town, Rajajinagar, Bengalruru-560044
(Registration Number 00301) as Cost Auditor of the Company for the Financial Year ending 31st March, 2024, in its Meeting
held on 03-07-2023 to conduct audit of cost accounting records of the Company as may be required for Cost Audit under the
Companies Act, 2013, and Rules made thereunder, at a remuneration of Rs. 1,10,000/- (Rupees one lakh ten thousand
only), applicable taxes and out of pocket expenses, at actual. In accordance with the provisions of Section 148 of the Act
read with the Companies (Audit and Auditors) Rules, 2014, the remuneration to the Cost Auditor is required to be ratified by
the shareholders of the Company.

Accordingly, consent of the Members is sought for passing an Ordinary Resolution as set out in Item No. 7 of the Notice for
ratification of the remuneration payable to the Cost Auditors.

156
None of the Directors/Key Managerial Personnel of the Company/their relatives is in any way, concerned or interested,
financially or otherwise, in this resolution.

Your Directors recommend the resolution for approval of the Members by way of an Ordinary Resolution.
By order of the Board of Directors
For Manjushree Technopack Limited

Bengaluru Rasmi Ranjan Naik


03-07-2023 Company Secretary
FCS: 7599
[Address: “MBH Tech Park”, 2nd Floor,
Survey No. 46(P) and 47 (P), Begur Hobli,
Electronic City Phase-II, Bangalore 560100, Karnataka]

157
Annual Report - 2023

NOTES:
1. The Register of Members and Share Transfer books of the Company shall remain closed from September 08, 2023
to September 14, 2023 (both days inclusive).
2. Members holding Shares in electronic form are requested to intimate any change in address to their respective Depository
Participants and those holding Shares in physical form are to intimate the above said changes to INTEGRATED REGISTRY
MANAGEMENT SERVICES PRIVATE LIMITED, 30, Ramana Residency, 4th Cross, Sampige Road Malleshwaram,
Bangalore - 560 003 Tel: 080 23460815 / 818 Fax: 080-23460819, Email: irg@[Link].
3. The Ministry of Corporate Affairs (“MCA”) has vide its circular dated April 8, 2020, April 13, 2020, June 15, 2020,
September 28, 2020, December 31, 2020, June 23, 2021, December 08, 2021, May 05, 2022, December 28, 2022
(collectively referred to as “MCA Circulars”) has permitted holding of Annual General Meeting (“AGM”) through video
conferencing (VC), without the physical presence of the Members at a common venue, till September 30, 2023. In
compliance with the MCA Circulars, AGM of the Company is being held through VC.
4. Pursuant to the provisions of the Act, a Member entitled to attend and vote at the AGM is entitled to appoint a proxy
to attend and vote on his/her behalf and the proxy need not be a Member 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.
5. Members attending the AGM through VC / OAVM shall be counted for the purpose of reckoning the quorum under
Section 103 of the Act.
6. Members who have not registered their email addresses so far, are requested to register their email IDs for receiving all
communications including Annual Report, Notices etc. from the Company electronically.
7. Annual Report for the Financial year 2022-23 along with Notice of the 36th Annual General Meeting of the Company inter
alia indicating the process and manner of e-Voting is being sent only through electronic mode to the Members whose
email IDs are registered with the Company/Depository Participant(s). Members may note that the Notice and Annual
Report 2022-23 will also be available on the Company’s website at [Link], website of the and
on the website of CDSL at [Link].
8. In compliance with the provisions of Section 108 of the Companies Act, 2013 read with the Companies (Management
and Administration) Rules, 2014 as substituted by the Companies (Management and Administration) Amendment
Rules, 2015 and Secretarial Standard on General Meetings (SS-2) issued by the Institute of Company Secretaries of
India, the Members are provided with the facility to cast their vote by electronic means through e-voting platform
provided by CDSL VC Facility. The detailed instructions for e-voting are annexed to this Notice.
9. Since the AGM will be held through VC / OAVM, the Route Map is not annexed in this Notice.
By order of the Board of Directors
For Manjushree Technopack Limited

Bengaluru Rasmi Ranjan Naik


03-07-2023 Company Secretary
FCS: 7599
[Address: “MBH Tech Park”, 2nd Floor,
Survey No. 46(P) and 47 (P), Begur Hobli,
Electronic City Phase-II, Bangalore 560100, Karnataka]

158
ELECTRONIC VOTING (E-VOTING) AND E-VOTING DURING AGM
1. As you are aware, in view of the situation arising due to COVID-19 global pandemic, the general meetings of the
companies shall be conducted as per the guidelines issued by the Ministry of Corporate Affairs (MCA) vide Circular
No. 14/2020 dated April 8, 2020, Circular No.17/2020 dated April 13, 2020 and Circular No. 20/2020 dated May 05,
2020. The forthcoming AGM/EGM will thus be held through through video conferencing (VC) or other audio visual
means (OAVM). Hence, Members can attend and participate in the ensuing AGM/EGM through VC/OAVM.
2. Pursuant to the provisions of Section 108 of the Companies Act, 2013 read with Rule 20 of the Companies (Management
and Administration) Rules, 2014 (as amended) and Regulation 44 of SEBI (Listing Obligations & Disclosure Requirements)
Regulations 2015 (as amended), and MCA Circulars dated April 08, 2020, April 13, 2020 and May 05, 2020 the
Company is providing facility of remote e-voting to its Members in respect of the business to be transacted at the AGM/
EGM. For this purpose, the Company has entered into an agreement with Central Depository Services (India) Limited
(CDSL) for facilitating voting through electronic means, as the authorized e-Voting’s agency. The facility of casting
votes by a member using remote e-voting as well as the e-voting system on the date of the AGM / EGM will be
provided by CDSL.
3. The Members can join the AGM / EGM in the VC/OAVM mode 15 minutes before and after the scheduled time of the
commencement of the Meeting by following the procedure mentioned in the Notice. The facility of participation at the
AGM / EGM through VC/OAVM will be made available to at least 1000 members on first come first served basis. This
will not include large Shareholders (Shareholders holding 2% or more shareholding), Promoters, Institutional Investors,
Directors, Key Managerial Personnel, the Chairpersons of the Audit Committee, Nomination and Remuneration Committee
and Stakeholders Relationship Committee, Auditors etc. who are allowed to attend the AGM / EGM without restriction
on account of first come first served basis.
4. The attendance of the Members attending the AGM/EGM through VC/OAVM will be counted for the purpose of
ascertaining the quorum under Section 103 of the Companies Act, 2013.
5. Pursuant to MCA Circular No. 14/2020 dated April 08, 2020, , the facility to appoint proxy to attend and cast vote for
the members is not available for this AGM/EGM. However, in pursuance of Section 112 and Section 113 of the
Companies Act, 2013, representatives of the members such as the President of India or the Governor of a State or
body corporate can attend the AGM/EGM through VC/OAVM and cast their votes through e-voting.
6. In line with the Ministry of Corporate Affairs (MCA) Circular No. 17/2020 dated April 13, 2020, the Notice calling the
AGM/EGM has been uploaded on the website of the Company at [Link]. The AGM/EGM Notice
is also disseminated on the website of CDSL (agency for providing the Remote e-Voting facility and e-voting system
during the AGM/EGM) i.e. [Link].
7. The AGM/EGM has been convened through VC/OAVM in compliance with applicable provisions of the Companies Act,
2013 read with MCA Circular No. 14/2020 dated April 8, 2020 and MCA Circular No. 17/2020 dated April 13, 2020
and MCA Circular No. 20/2020 dated May 05, 2020.
8. In continuation of this Ministry’s General Circular No. 20/2020, dated 05th May, 2020 and after due examination, it
has been decided to allow companies whose AGMs were due to be held in the year 2020, or become due in the year
2021, to conduct their AGMs on or before 31.12.2021, in accordance with the requirements provided in paragraphs
3 and 4 of the General Circular No. 20/2020 as per MCA circular no. 02/2021 dated January,13,2021.
THE INTRUCTIONS OF SHAREHOLDERS FOR E-VOTING AND JOINING VIRTUAL MEETINGS ARE AS UNDER:
Step 1 : Access through Depositories CDSL/NSDL e-Voting system in case of individual shareholders holding shares in
demat mode.
Step 2 : Access through CDSL e-Voting system in case of shareholders holding shares in physical mode and non-
individual shareholders in demat mode.

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Annual Report - 2023

(i) The voting period begins on 11-09-2023 (09.00 AM) and ends on 13-09-2023 (05.00 PM). During this period
shareholders’ of the Company, holding shares either in physical form or in dematerialized form, as on the
cut-off date (record date) of 07-09-2023 may cast their vote electronically. The e-voting module shall be
disabled by CDSL for voting thereafter.
(ii) Shareholders who have already voted prior to the meeting date would not be entitled to vote at the meeting
venue.
(iii) Pursuant to SEBI Circular No. SEBI/HO/CFD/CMD/CIR/P/2020/242 dated 09.12.2020, under Regulation 44
of Securities and Exchange Board of India (Listing Obligations and Disclosure Requirements) Regulations,
2015, listed entities are required to provide remote e-voting facility to its shareholders, in respect of all
shareholders’ resolutions. However, it has been observed that the participation by the public non-institutional
shareholders/retail shareholders is at a negligible level.
Currently, there are multiple e-voting service providers (ESPs) providing e-voting facility to listed entities in
India. This necessitates registration on various ESPs and maintenance of multiple user IDs and passwords
by the shareholders.
In order to increase the efficiency of the voting process, pursuant to a public consultation, it has been
decided to enable e-voting to all the demat account holders, by way of a single login credential,
through their demat accounts/ websites of Depositories/ Depository Participants. Demat account
holders would be able to cast their vote without having to register again with the ESPs, thereby, not only
facilitating seamless authentication but also enhancing ease and convenience of participating in e-voting
process.
Step 1 : Access through Depositories CDSL/NSDL e-Voting system in case of individual shareholders holding shares in
demat mode.
(iv) In terms of SEBI circular no. SEBI/HO/CFD/CMD/CIR/P/2020/242 dated December 9, 2020 on e-Voting facility
provided by Listed Companies, Individual shareholders holding securities in demat mode are allowed to vote
through their demat account maintained with Depositories and Depository Participants. Shareholders are advised
to update their mobile number and email Id in their demat accounts in order to access e-Voting facility.
Pursuant to abovesaid SEBI Circular, Login method for e-Voting and joining virtual meetings for Individual
shareholders holding securities in Demat mode CDSL/NSDL is given below:

Type of Login Method


shareholders
Individual 1) Users who have opted for CDSL Easi / Easiest facility, can login through their existing user id
Shareholders and password. Option will be made available to reach e-Voting page without any further
holding authentication. The URL for users to login to Easi / Easiest are [Link]
myeasinew/Home/Login or visit [Link] and click on Login icon and select New
securities in
System Myeasi.
Demat mode
with CDSL 2) After successful login the Easi / Easiest user will be able to see the e-Voting option for eligible
Depository companies where the evoting is in progress as per the information provided by company. On
clicking the evoting option, the user will be able to see e-Voting page of the e-Voting service
provider for casting your vote during the remote e-Voting period or joining virtual meeting &
voting during the meeting. Additionally, there is also links provided to access the system of all e-
Voting Service Providers i.e. CDSL/NSDL/KARVY/LINKINTIME, so that the user can visit the e-
Voting service providers’ website directly.

160
Type of Login Method
shareholders
3) If the user is not registered for Easi/Easiest, option to register is available at https://
[Link]/myeasinew/Registration / Easi Registration
4) Alternatively, the user can directly access e-Voting page by providing Demat Account Number and
PAN No. from a e-Voting link available on [Link] home page or click on https://
[Link]/Evoting/Evoting Login The system will authenticate the user by sending
OTP on registered Mobile & Email as recorded in the Demat Account. After successful
authentication, user will be able to see the e-Voting option where the evoting is in progress and
also able to directly access the system of all e-Voting Service Providers.

Type of Login Method


shareholders

Individual 1) If you are already registered for NSDL IDeAS facility, please visit the e-Services website of
Shareholders NSDL. Open web browser by typing the following URL: [Link] either on a
holding securities Personal Computer or on a mobile. Once the home page of e-Services is launched, click on the
in demat mode “Beneficial Owner” icon under “Login” which is available under ‘IDeAS’ section. A new screen
with NSDL will open. You will have to enter your User ID and Password. After successful authentication,
Depository you will be able to see e-Voting 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.
2) If the user is not registered for IDeAS e-Services, option to register is available at https://
[Link]. Select “Register Online for IDeAS “Portal or click at https://
[Link]/SecureWeb/[Link]
3) Visit the e-Voting website of NSDL. Open web browser by typing the following URL: https://
[Link]/ 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 hold with NSDL), Password/OTP and a Verification Code as shown
on the screen. After successful authentication, you will be redirected to NSDL Depository site
wherein you can see e-Voting page. Click on company name or e-Voting service provider 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

Individual You can also login using the login credentials of your demat account through your Depository
Shareholders Participant registered with NSDL/CDSL for e-Voting facility. After Successful login, you will be able
(holding securities to see e-Voting option. Once you click on e-Voting option, you will be redirected to NSDL/CDSL
in demat mode) Depository site after successful authentication, wherein you can see e-Voting feature. Click on
login through their company name or e-Voting service provider name and you will be redirected to e-Voting service
Depository provider website for casting your vote during the remote e-Voting period or joining virtual meeting &
Participants (DP) voting during the meeting

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Annual Report - 2023

Important note: Members who are unable to retrieve User ID/ Password are advised to use Forget User ID and Forget
Password option available at above mentioned website.
Helpdesk for Individual Shareholders holding securities in demat mode for any technical issues related to login
through Depository i.e. CDSL and NSDL

Login type Helpdesk details


Individual Shareholders holding securities in Members facing any technical issue in login can contact CDSL helpdesk by
Demat mode with CDSL sending a request at [Link]@[Link] or
contact at toll free no. 1800 22 55 33
Individual Shareholders holding securities in Members facing any technical issue in login can contact NSDL helpdesk by
Demat mode with NSDL sending a request at evoting@[Link] or call at toll free no.: 1800 1020 990
and 1800 22 44 30

Step 2 : Access through CDSL e-Voting system in case of shareholders holding shares in physical mode and non-
individual shareholders in demat mode.
(v) Login method for e-Voting and joining virtual meetings for Physical shareholders and shareholders other
than individual holding in Demat form.
1) The shareholders should log on to the e-voting website [Link].
2) Click on "Shareholders" module.
3) Now enter your User ID
a. For CDSL: 16 digits beneficiary ID,
b. For NSDL: 8 Character DP ID followed by 8 Digits Client ID,
c. Shareholders holding shares in Physical Form should enter Folio Number registered with the
Company.
4) Next enter the Image Verification as displayed and Click on Login.
5) If you are holding shares in demat form and had logged on to [Link] and voted on an
earlier e-voting of any company, then your existing password is to be used.
6) If you are a first-time user follow the steps given below:

For Physical shareholders and other than individual shareholders holding shares in Demat.
PAN Enter your 10 digit alpha-numeric *PAN issued by Income Tax Department (Applicable for both demat
shareholders as well as physical shareholders)·
l Shareholders who have not updated their PAN with the Company/Depository Participant are requested
to use the sequence number sent by Company/RTA or contact Company/RTA.
Dividend Enter the Dividend Bank Details or Date of Birth (in dd/mm/yyyy format) as recorded in your demat
Bank account or in the company records in order to login.·
Details OR
Date of l If both the details are not recorded with the depository or company, please enter the member id
Birth (DOB) / folio number in the Dividend Bank details field.

(vi) After entering these details appropriately, click on “SUBMIT” tab.


(vii) Shareholders holding shares in physical form will then directly reach the Company selection screen. However,

162
shareholders holding shares in demat form will now reach ‘Password Creation’ menu wherein they are required
to mandatorily enter their login password in the new password field. Kindly note that this password is to be also
used by the demat holders for voting for resolutions of any other company on which they are eligible to vote,
provided that company opts for e-voting through CDSL platform. It is strongly recommended not to share your
password with any other person and take utmost care to keep your password confidential.
(viii) For shareholders holding shares in physical form, the details can be used only for e-voting on the resolutions
contained in this Notice.
(ix) Click on the EVSN for the relevant Manjushree Technopack Limited on which you choose to vote.
(x) On the voting page, you will see “RESOLUTION DESCRIPTION” and against the same the option “YES/NO”
for voting. Select the option YES or NO as desired. The option YES implies that you assent to the Resolution
and option NO implies that you dissent to the Resolution.
(xi) Click on the “RESOLUTIONS FILE LINK” if you wish to view the entire Resolution details.
(xii) After selecting the resolution, you have decided to vote on, click on “SUBMIT”. A confirmation box will be
displayed. If you wish to confirm your vote, click on “OK”, else to change your vote, click on “CANCEL” and
accordingly modify your vote.
(xiii) Once you “CONFIRM” your vote on the resolution, you will not be allowed to modify your vote.
(xiv) You can also take a print of the votes cast by clicking on “Click here to print” option on the Voting page.
(xv) If a demat account holder has forgotten the login password then Enter the User ID and the image verification
code and click on Forgot Password & enter the details as prompted by the system.
(xvi) There is also an optional provision to upload BR/POA if any uploaded, which will be made available to
scrutinizer for verification.
(xvii) Additional Facility for Non – Individual Shareholders and Custodians –For Remote Voting only.
l Non-Individual shareholders (i.e. other than Individuals, HUF, NRI etc.) and Custodians are required to log
on to [Link] and register themselves in the “Corporates” module.
l A scanned copy of the Registration Form bearing the stamp and sign of the entity should be emailed to
[Link]@[Link].
l After receiving the login details a Compliance User should be created using the admin login and password.
The Compliance User would be able to link the account(s) for which they wish to vote on.
l The list of accounts linked in the login will be mapped automatically & can be delink in case of any wrong
mapping.
l It is Mandatory that, a scanned copy of the Board Resolution and Power of Attorney (POA) which they have
issued in favour of the Custodian, if any, should be uploaded in PDF format in the system for the scrutinizer
to verify the same.
l Alternatively Non Individual shareholders are required mandatory to send the relevant Board Resolution/
Authority letter etc. together with attested specimen signature of the duly authorized signatory who are
authorized to vote, to the Scrutinizer and to the Company at the email address viz;
naik@[Link] (designated email address by company) , if they have voted from individual tab
& not uploaded same in the CDSL e-voting system for the scrutinizer to verify the same.

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Annual Report - 2023

INSTRUCTIONS FOR SHAREHOLDERS ATTENDING THE AGM/EGM THROUGH VC/OAVM & E-VOTING DURING
MEETING ARE AS UNDER:
1. The procedure for attending meeting & e-Voting on the day of the AGM/ EGM is same as the instructions mentioned
above for e-voting.
2. The link for VC/OAVM to attend meeting will be available where the EVSN of Company will be displayed after
successful login as per the instructions mentioned above for e-voting.
3. Shareholders who have voted through Remote e-Voting will be eligible to attend the meeting. However, they will not
be eligible to vote at the AGM/EGM.
4. Shareholders are encouraged to join the Meeting through Laptops / IPads for better experience.
5. Further shareholders will be required to allow Camera and use Internet with a good speed to avoid any disturbance
during the meeting.
6. Please note that Participants Connecting from Mobile Devices or Tablets or through Laptop connecting via Mobile
Hotspot may experience Audio/Video loss due to Fluctuation in their respective network. It is therefore recommended
to use Stable Wi-Fi or LAN Connection to mitigate any kind of aforesaid glitches.
7. Shareholders who would like to express their views/ask questions during the meeting may register themselves as a
speaker by sending their request in advance atleast 2 days prior to meeting mentioning their name, demat account
number/folio number, email id, mobile number at (company email id). The shareholders who do not wish to speak
during the AGM but have queries may send their queries in advance 2 days prior to meeting mentioning their name,
demat account number/folio number, email id, mobile number at (company email id). These queries will be replied to
by the company suitably by email.
8. Those shareholders who have registered themselves as a speaker will only be allowed to express their views/ask
questions during the meeting.
9. Only those shareholders, who are present in the AGM/EGM 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 available during the AGM / EGM
10. If any Votes are cast by the shareholders through the e-voting available during the AGM / EGM and if the same
shareholders have not participated in the meeting through VC/OAVM facility, then the votes cast by such shareholders
may be considered invalid as the facility of e-voting during the meeting is available only to the shareholders attending
the meeting.
PROCESS FOR THOSE SHAREHOLDERS WHOSE EMAIL/MOBILE NO. ARE NOT REGISTERED WITH THE
COMPANY / DEPOSITORIES.
1. For Physical shareholders- please provide necessary details like Folio No., Name of shareholder, scanned copy of
the share certificate (front and back), PAN (self attested scanned copy of PAN card), AADHAR (self attested scanned
copy of Aadhar Card) by email to Company/RTA email id.
2. For Demat shareholders-, Please update your email id & mobile no. with your respective Depository Participant (DP)
3. For Individual Demat shareholders – Please update your email id & mobile no. with your respective
Depository Participant (DP) which is mandatory while e-Voting & joining virtual meetings through
Depository.
If you have any queries or issues regarding attending AGM & e-Voting from the CDSL e-Voting System, you can write
an email to [Link]@[Link] or contact at toll free no. 1800 22 55 33

164
All grievances connected with the facility for voting by electronic means may be addressed to Mr. Rakesh Dalvi, Sr.
Manager, (CDSL, ) Central Depository Services (India) Limited, A Wing, 25th Floor, Marathon Futurex, Mafatlal Mill
Compounds, N M Joshi Marg, Lower Parel (East), Mumbai - 400 013 or send an email to
[Link]@[Link] or call toll free no. 1800 22 55 33.
GENERAL INSTRUCTIONS:
a) Mr. Vijayakrishna K T, Practising Company Secretary (Membership No. FCS 1788 & CP 980) has been appointed as
the Scrutinizer to scrutinize the e-voting process in a fair and transparent manner.
b) The Scrutinizer will submit his report to the Chairman of the Company or to any other person authorized by the
Chairman after the completion of the scrutiny of the e-voting (votes casted during the AGM and votes casted through
remote e-voting), not later than 48 hours from the conclusion of the AGM. The results declared along with the
Scrutinizer’s Report will be communicated to CDSL and RTA and will also be displayed on the Company’s website.
c) The voting rights of Shareholders shall be in proportion to their Shares of the Paid up Equity Share Capital of the
Company as on September 07, 2023.
By order of the Board of Directors
For Manjushree Technopack Limited

Rasmi Ranjan Naik


Company Secretary
FCS: 7599
[Address: “MBH Tech Park”, 2nd Floor,
Bengaluru Survey No. 46(P) and 47 (P), Begur Hobli,
03-07-2023 Electronic City Phase-II, Bangalore 560100, Karnataka]

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Annual Report - 2023

MANJUSHREE TECHNOPACK LIMITED


CIN: U67120KA1987PLC032636
Registered & Corporate Office: “MBH Tech Park”, 2nd Floor, Survey No. 46(P) and 47 (P), Begur Hobli,
Electronic City Phase-II, Bangalore 560100, Karnataka
Telephone: 080-43436200
Email: info@[Link] Web: [Link]

Dear Shareholder,
The Ministry of Corporate Affairs, Government of India (“MCA”) has, by its circular dated 21st April, 2011 announced a
“Green Initiative in the Corporate Governance “by allowing paperless compliance by companies. In terms of the said
circular, service of notice/documents by a Company to its Shareholders required to be made under the provisions of the
Companies Act, 2013 can be made through the electronic mode.
In line with the above initiative of the MCA, the Company proposes to send documents such as the Notice of the Annual
General Meeting, Audited financial statements, Board’s Report, Auditors’ Report, Postal Ballots etc., henceforth to all its
esteemed Shareholders, including your good self, in electronic form, through e-mail. To facilitate the same, we request you
to furnish your e-mail id, quoting your folio number/DPID/Client ID to our Registrar and Share Transfer Agent at the following
address:
Integrated Registry Management Services Private Limited
No. 30, Ramana Residency,
4th Cross, Sampige Road,
Malleswaram, Bangalore – 560 003
Phone: 080-23460815-18, Fax: 080-23460819,
E-mail: irg@[Link]
We are sure you would appreciate this welcome initiative taken by the MCA to reduce consumption of paper and
thereby, protect the environment. We expect to receive your support and co-operation in helping the Company to
contribute its share to the said initiative.
Thanking you,
Yours faithfully,
For Manjushree Technopack Limited

Rasmi Ranjan Naik


Company Secretary
FCS: 7599
[Address: “MBH Tech Park”,
2nd Floor, Survey No. 46(P) and 47 (P),
Begur Hobli, Electronic City Phase-II,
Bangalore 560100, Karnataka]

166
Sustainability and Climate Change
The success of our business over the long term will depend on the social and environmental sustainability of our operations,
the resilience of our supply chain and our ability to manage any potential climate change impacts. To address long-term
sustainability challenges and understand potential impacts of climate change on our business, in both operational and
financial terms, an exercise is in progress.
This exercise will inform the development of cross-functional action plans to help mitigate long-term risks and future-proof
our business.
Link to Strategy
Our commitment to being an industry leader in responsible, sustainable packaging is embedded in our products and
strategic pillars. This underpins and supports our strategic focus to establish ourselves firmly in packaging and deliver
sustainable, long-term value.
Risk Tolerance
We have a zero tolerance for risk when protecting the human and environmental resources we depend on. However, given
the long-term nature of some sustainability risks and the significant level of uncertainty associated with their occurrence
and potential impact, we accept that some risks are inevitable.
Action taken by Management
We are responsible for ethical trading, community investment and environmental sustainability matters and regularly reports
on these topics to the Management Risk Committee and the Board.
l A new strategy was launched in June 2019, setting ambitious five-year goals: to drive positive change through all
products, to achieve environmental excellence, to revalue waste, and to explore the opportunity of renewable energy
by 2023.
l Our new strategy takes us beyond compliance to enhance employee’s wellbeing and ensure product safety.
l Our Energy & Water Reduction Program continues to drive resource efficiency in our direct and indirect operations,
while our new strategy includes a commitment to switch to 30% renewable energy by 2023.
Business Interruption
A major incident at one of the MTL’s main locations, at its suppliers or affecting key products, which significantly interrupts
the business. This could be caused by a wide range of events including natural catastrophe, fire, terrorism, or quality control
failures.
Link to Strategy
Our Product and Distribution strategies enable us to operate effectively and efficiently, delivering Operational Excellence
through continuity of supply of compliant products and services of the highest quality to our customers. Ensuring our ability
to continually operate key sites and factories to develop, manufacture, distribute and sell our products is a key strategic priority.
Risk Tolerance
We have a low tolerance for risk in this area, particularly in respect of product safety and quality.
Actions Taken by Management
We have policies and procedures designed to ensure the health and safety of our employees and products and to deal
with major incidents, including business continuity and disaster recovery.
l MTL continues to evolve its supply chain organisational design to develop its manufacturing base, reducing dependence
on key sites and vendors.

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Annual Report - 2023

l MTL Incident Management Program is in place to ensure that incidents are reported, investigated and managed
effectively. Across MTL our Incident Management Teams took part in training and incident Management exercise.
l Our product suppliers and vendors are subject to a quality control program which includes regular site inspections and
independent product testing.
l Robust security arrangements are in place across our Plants to protect people and products in case of security
incidents.
l Full business continuity plans are in place for our Operation Facilities and Offices. Business continuity plans have been
established and tested.
l MTL’s key IT systems are protected to prevent and minimize any potential interruption. This includes resilient design
and the provision of disaster recovery services to continue operating within pre-agreed times in case of a major
incident.
l Management regularly review and manage business continuity and disaster recovery risks recognising that these plans
cannot always ensure the uninterrupted operation of the business, particularly in the short term.
l A comprehensive insurance program is in place to offset the financial consequences of insured events, including fire,
flood, natural catastrophes, etc.
Regulatory Risk & Environmental Standards
MTL operations are subject to a broad spectrum of Central and regional laws and regulations in the various jurisdictions
in which we operate. These include product safety, employee and customer health & safety, data, corporate governance,
employment and tax. Changes to laws and regulations or a major compliance breach could have a material impact on the
business.
Link to Strategy
Compliance with applicable laws and regulations and doing the right thing underlie all our strategic pillars.
Risk Tolerance
In complying with laws and regulations, including customer, employee safety and bribery and corruption, we have a zero
tolerance for risk.
Actions Taken by Management
l We have an established framework of policies that aim to drive best practice across our direct and indirect operations,
including Environmental, Health, Safety and Sustainability Policy.
l Policies are available at [Link]/v2/, are owned by senior leadership, issued to all stake holders
and implementation monitored on a regular basis.
l We have established a Compliance Committee to oversee compliance with applicable legislation
l Our culture and policies encourage employees to speak up and report any issues without fear of retribution. A
confidential employee helpline is in place in substantially all places where we have our operations and offices
Environmental & Sustainability Initiatives
We have continued our efforts to improve environment management, reduce energy and water consumption and increase
the use of renewable energy in our direct and indirect operation and supply chain.
We work closely with our partners to improve Environment Management practices and support research into new technologies,
while taking steps to minimize use of natural resources.

168
Manjushree Technopack Ltd. (MTL) focuses on environmental aspect and considers usage of natural resources and the
effects of its operations on the environment.
Manjushree Technopack Ltd. (MTL) has developed Environment Management Systems as per ISO 14001:2015, to ensure
Zero Non-Compliance and sound Environment Management Systems.
We have continued to evolve our Energy & Water Reduction program,
1. Water Conservation: - Manjushree Technopack Ltd (MTL) has initiated Rainwater Harvesting and recharging projects
at Baddi, Bidadi and Bommasandra Units, by which rainfall is gathered and used for recharge purposes. The process
involves collection and storage of rainwater with help of artificially designed systems, that runs off natural or man-made
catchment areas e.g., rooftop, or artificially repaired impervious/semi-pervious land surface. The collected rainwater
from surfaces on which rain falls may filtered, and directly used for recharge purposes. With depleting groundwater
levels and fluctuating climate conditions, this measure can go a long way to help mitigate the adverse effects rising
water scarcity. Reserving rainwater can help recharge local aquifers, reduce urban flooding and most notably, ensure
water availability in water-scarce zones. During the year 2020-21, Rainwater Harvesting Projects at Pantnagar, Guwahati,
Silvassa and Amritsar unit are initiated, with potential of 60 million of rainwater diverting towards ground water recharge.
At Pantnagar, we have initiated and maintained a Farm Pond which has capacity of collection of 50 million Litres of
rainwater per year. Same has been provided for farmers during non-rainy days.
l Water Consumption – Manjushree Technopack Ltd (MTL) has initiated special drive towards water conservation,
reduction, recycling, and reuse. Following program has initiated to ensure responsible water management:
Ø Rainwater Harvesting and recharging of borewell pits.
Ø Treatment of Domestic Effluents
Ø Treatment of Industrial Effluents
2. Sewage Treatment Plant: -MTLhas invested in treatment of Domestic Effluent Treatment Plant at Amritsar, Bidadi,
Bommasandra, Guwahati and Pantnagar Unit and there by treating 60,000 Liters of domestic effluent daily. Every year
MTL is treating more than 21 millionLiters of domestic effluent and reused for gardening and toilet flushing.
We are continuously taking effort towards use of water consumption by improving and investing in our product
efficiency. This has resulted in reduction of Water requirement per ton of production.
3. Energy: -Manjushree Technopack Ltd. (MTL) is focusing on consuming electricity generated from renewable source of
energy and has tied up with group captives for renewable energy - Solar and Wind energy [Link] 40%
of our Total energy is from renewable sources and MTL has set a long-term goal to use 50% of renewable energy by
2023, and 55% by 2028 thus reducing carbon footprint on environment.
a. 3.4 MW of our energy requirement was fulfilled by our wind plant set up in Karnataka which also contributed to
reduce environmental footprint. By the end of 2023, we will be able to generate 17.5 MW energy by our upcoming
Windmill project.
b. 13 MW of our existing energy requirement was fulfilled by solar panels. By end of 2023, we will be able to generate
22.5 MW energy by solar.
Various power optimization projects were taken over the years inManjushree Technopack Ltd (MTL) plants. For
example, installation of Centrifugal Compressor with investment of Rs. 1.15 crore with energy reduction of 6,50,000
Units (kWh), installation of IE1 to IE4/IE5 with investment of 0.80 crores with savings of 60,00,000 units (kWh)
in 2022-23, installation of Hot well and Cold well system for water balancing with additional 25 MM of insulation
layer on Chilled water pipes to avoid heat loss of 1. 5 to 2 °C, and many more.

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Annual Report - 2023

4. Waste Reduction: - Manjushree Technopack Ltd (MTL) has initiated reduction and reprocessing of Process plastic
waste by providing equipment for segregation and grinding. Manjushree Technopack Ltd. (MTL) has in-house reprocessing
facility for plastic waste processing and reusing and has overall recycled and reused approx. ~20,000 tons per annum.
5. Post Consumed Plastic Waste Recovery Plant:-As a part MTL Strategy towards Environment excellence and Swatch
Bharat Mission, MTL has installed recycling plant of ~6000 T/Annum at Bidadi for treatment and recycling of Post
Consumed Plastic Waste. Post Consumed Plastic Waste(HDPE, PP) collected by engaging NGO’s, and Waste
Management Companies, will be treated and recycled at our plant.

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