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PIRAMAL ENTERPRISES LIMITED

Annual Report
2018-19
"You are what your deep driving desire is.
As your desire is, so is your will.
As your will is, so is your deed.
As your deed is, so is your destiny."
Brihadaranyaka Upanishad IV.4.5

Since 1988:

24% CAGR
29% CAGR
28% Annualised
returns

Annual Revenues over Net Profit over the To shareholders over


the last 31 years1 last 31 years1,2 the last 31 years3

Since Abbott deal:

28% CAGR
50% CAGR
32% Annualised
returns

Annual Revenues over Normalised Net Profit To shareholders over


the last 7 years4 over the last 7 years2,4 the last 7 years3,4

Notes: 1. FY1988 Revenue and PAT numbers were for the year ending June 30, 1988. FY2019 numbers are reported as per Ind AS, rest of the numbers are as reported. Income
under share of associates primarily includes our share of profits at Shriram Capital and profit under JV with Allergan, as per the new accounting standards.
2. Normalised profit excludes exceptional items. FY2018 Normalised Net Profit excludes synergies on account of merger of subsidiaries in Financial Services segment.
FY2019 normalised net profit excludes non-recurring and non-cash accounting charge towards imaging assets & non-recurring exceptional item
3. Total shareholder returns are as on March 31, 2019. Assumes re-investment of dividend in the stock (Source : Bloomberg)
4. For the period FY2012 to FY2019.
Prudence
Contents
Persistence STRATEGIC OVERVIEW . . . . . . . . . . . . . . . . . 1-43
Piramal Enterprises at a Glance . . . . . . . . . . . . . . . . . . . . . . 2
Financial Services . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 4
Key Highlights. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 6

Performance
Pharma and Healthcare Insights & Analytics . . . . . . . . . . . . . 8
Key Highlights. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 10
Chairman’s Message . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 12
Key Performance Indicators . . . . . . . . . . . . . . . . . . . . . . . . . . 16
Performing Stronger Despite Roadblocks . . . . . . . . . . . . . 18
Stringent USFDA Audits . . . . . . . . . . . . . . . . . . . . . . . . . . . . 20
Pricing Pressures in Pharma . . . . . . . . . . . . . . . . . . . . . . . . 22
Demonetisation, RERA and GST . . . . . . . . . . . . . . . . . . . . . 24
NBFC Liquidity Tightening. . . . . . . . . . . . . . . . . . . . . . . . . . 26
Differentiators driving PEL's superior performance . . . . . 28
High Promoter Commitment . . . . . . . . . . . . . . . . . . . . . . . 30
Strong Balance Sheet & Efficient Capital Allocation. . . . . 31
Thinking Ahead of the Curve . . . . . . . . . . . . . . . . . . . . . . . 32
Proactive measures to mitigate risks . . . . . . . . . . . . . . . . . 33
Innovation Culture . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 34
Multiple Drivers of Value Creation. . . . . . . . . . . . . . . . . . . 36
Trusted Partnerships . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 37
Board and Governance . . . . . . . . . . . . . . . . . . . . . . . . . . . . 38
Trusteeship approach
Delivering to Our Employees . . . . . . . . . . . . . . . . . . . . . 40
Delivering to Our Customers . . . . . . . . . . . . . . . . . . . . . 41
Delivering to Our Investors . . . . . . . . . . . . . . . . . . . . . . . 42
Delivering to Our Society . . . . . . . . . . . . . . . . . . . . . . . . 43

MANAGEMENT DISCUSSION & ANALYSIS . . .44


Financial Review . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 46
Operational Review
Financial Services. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 50
Pharma . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .74
Healthcare Insights & Analytics . . . . . . . . . . . . . . . . . . . . . 86
Risk Management . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 92
Human Resources . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 98
Information Technology & Digital . . . . . . . . . . . . . . . . . . . . 102
Analytics . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 106
Environment, Health & Safety . . . . . . . . . . . . . . . . . . . . . . . 108
Corporate Social Responsibility . . . . . . . . . . . . . . . . . . . . . . 110
Awards & Recognition. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 116
10-year Financial Highlights . . . . . . . . . . . . . . . . . . . . . . . . . 119

BOARD & MANAGEMENT PROFILES . . . 120-130


Board of Directors . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 122
Management Team . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 128

STATUTORY REPORTS . . . . . . . . . . . . . 130-191


Report on Corporate Governance . . . . . . . . . . . . . . . . . . . . 132
Board's Report & Annexures . . . . . . . . . . . . . . . . . . . . . . . . 146
Business Responsibility Report . . . . . . . . . . . . . . . . . . . . . . 180

FINANCIAL STATEMENTS . . . . . . . . . . . . 192-390


Standalone . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 194
Consolidated . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 278

NOTICE AND PROXY . . . . . . . . . . . . . . . 391-400


CORPORATE INFORMATION . . . . Inside Back Cover
PIRAMAL ENTERPRISES AT A GLANCE

Piramal Enterprises Limited (PEL) is one of India’s HIGHLIGHTS OF THE COMPANY


large diversified companies, with a presence in
Financial Services, Pharmaceuticals and Healthcare
Insights & Analytics. PEL’s consolidated revenues
were $1.9 Billion in FY2019, with 40% of revenues
7,820
Employees
generated from outside India.

Presence in

45
In Financial Services, Piramal Capital & Housing Finance Limited
(PCHFL), a wholly owned subsidiary of Piramal Enterprises Limited
(the flagship company of Piramal Group), is registered as a housing
finance company with the National Housing Bank (NHB) and locations in 18 countries
is engaged in various financial services businesses. It provides
wholesale financing to real estate developers and corporate clients,

24%
and retail housing loans to individual customers. In real estate, the
platform provides financing solutions across the entire capital stack
such as structured debt, construction finance, flexi lease rental
discounting etc. to developers and housing finance to home buyers. Revenue CAGR for 31 years
The wholesale business in non-real estate sectors includes separate
verticals – Corporate Finance (CFG) and Emerging Corporate Lending

29%
(ECL). CFG provides customised funding solutions to companies
across sectors such as infrastructure, renewable energy, roads,
industrials, auto components etc. while ECL focuses on lending
towards Small and Medium Enterprises (SMEs). Net Profit CAGR for 31 years
PCHFL’s group companies maintain strategic partnerships with
leading global pension funds such as CPPIB, APG and Ivanhoe

29%
Cambridge.
The division has also launched a distressed asset investing platform
with Bain Capital Credit - India - RF that will invest in equity and / Dividend Payout Ratio1
or debt in assets across sectors (other than real estate) to drive
restructuring with active participation in turnaround. PEL also has

28%
long term equity investments worth ~$1 Billion in Shriram Group, a
leading financial conglomerate in India.
In Pharma, through an end-to-end manufacturing capabilities across
Annualised shareholder
13 global facilities and a large global distribution network to over
returns for 31 years
100 countries, PEL sells a portfolio of niche differentiated pharma
products and provides an entire pool of integrated pharma services
including in the areas of injectable, HPAPIs (High Potency Active

`50,810 Crores
Pharmaceutical Ingredients), ADCs (Antibody Drug Conjugates) etc.
The Company is also focusing on growing the Consumer Products
segment in India.
Market Capitalisation as on March 31, 2019
PEL’s Healthcare Insights & Analytics business is the premier provider
of healthcare analytics, data & insight products and services to the
Notes: 1. Recommended by the Board
world’s leading pharma, biotech and medical technology companies
and enables them to take informed business decisions.

02
C O R E VA L U E S

Expertise Entrepreneurship Trusteeship Performance


We strive for a deeper We are empowered to act We protect and enhance the We strive to achieve market
understanding of our domain. decisively and create value. interests of our customers, leadership in scale and
community, employees, profitability, wherever we
partners and shareholders. compete.

KNOWLEDGE AC T I O N CARE I M PAC T


Innovation Integrity Humility Resilience
We aspire to do things We are consistent in our We aspire to be the best, yet We aspire to build businesses
creatively. thought, speech and action. strive to be humble. that anticipate, adapt and
endure for generations.

At Piramal Group, our core values of Knowledge, Action, Care and Impact are integral to our guiding philosophy. These values represent our
deeply held beliefs and define us at the individual as well as the organisational levels. We encourage a deep understanding of these core
values and believe in institutionalising them across the organisation to build a distinctive Piramal culture.

We stay true to our purpose of ‘Doing Well and Doing Good’ by following three basic tenets
Serving People Making a Positive Difference Living Our Values
We aim to serve our customers, community, We aim to make a positive difference We live by our values in our everyday
employees, partners and all other through our products, services, customer- actions, decisions and conduct, at a personal
stakeholders by putting their needs and centric approach and innovation-led as well as a professional level.
well-being first. research.

C O R P O R AT E S T R U C T U R E

Piramal Enterprises
FY2019 Revenues: `13,215 Cr (~$1.9 Bn)3

Financial Services Pharma Healthcare Insights and Analytics


FY2019 Revenue contribution 54% FY2019 Revenue contribution 36% FY2019 Revenue contribution 10%

Wholesale Lending Global Pharma Decision Resources Group (DRG)


• Loan Book of `51,436 Cr (~$7.4bn)3 • Strong portfolio of differentiated • Serving a large number of healthcare
• ROE of 19%2; GNPA ratio of 0.9% branded generic products companies
• Distribution to 100+ countries • Leveraging proprietary data
Housing Finance
• Integrated solutions across APIs, • Offers information and analytical
• Loan Book Size: `5,188 Cr
formulations and delivery systems insights
(~$0.75 bn)
• 13 sites (9 USFDA inspected) across • Over 400 employees operating out
• Launched HFC in Sep 2017 and
US, UK and India of India offices at Gurugram and
expanded presence to Mumbai, Pune,
Bengaluru
Delhi-NCR, etc. India Consumer Products
• Recurring revenue model and high
• Among the leading Indian OTC players
Alternative Asset Management client retention
• Pan-India distribution network
• AUM of `10,013 Cr (~$1.4bn)
• Marquee partners: CDPQ, APG, Bain,
CPPIB
Diversified Retail Exposure via Shriram
• 20% stake in SCL, 10% stake in both
STFC and SCUF4
• Strong position in CVs, SME, Insurance

2019 Capital Employed1 60% 2019 Capital Employed1 23% 2019 Capital Employed1 17%
Notes: 1. As per books. Excludes unallocated portion of capital employed to various business segments;
2. ROE for current reported period FY2019 is considering Cash Tax and other synergies from merger;
3. Average exchange rate for period is 69.9/USD and Closing exchange rate is 69.3/USD
4. SCL: Shriram Capital Limited; STFC: Shriram Transport Finance; and SCUF: Shriram City Union Finance

03
FINANCIAL SERVICES

PEL’s Financial Services segment offers a comprehensive suite of financial products to


meet the diverse and evolving needs of its customers. The Company has created its
unique positioning in the financial services space through its strong presence in the
following sub-segments:

Business Description Loan Book / AUM Offerings


Real Estate (RE) Wholesale Lending
End–to–end real estate financing `40,160 Crores
Mezzanine Lending
Construction Finance—Residential
Construction Finance—Commercial
model Lease Rental Discounting

Page 58
Corporate Finance Group (CFG)
Sector agnostic corporate lending `9,889 Crores
Senior Lending
Promoter Funding
Loan Against Shares
book (non – Real Estate) Mezzanine & Structured Lending
Project Finance
Acquisition Funding
Capex Funding
Page 60 Working Capital Term loan

Emerging Corporate Lending (ECL)


`1,387
Senior Debt
Crores Loan Against Property
Lending to emerging and mid-market
Lease Rental Discounting
companies Structured Debt
Loan Against Shares
Project Finance
Loan against receivables
Page 61 Acquisition financing

Housing Finance Company (HFC)


Retail lending `5,188 Crores
Retail Housing Loans
Loan Against Property
Small Construction Finance
Affordable housing

Page 62
Investments in Shriram
`Book7,253
10% in Shriram Transport Finance Company
Crores 20% in Shriram Capital Limited
Leading player in used 10% in Shriram City Union Finance
value of investments
Commercial Vehicle and MSME
Financing

Page 63
IndiaRF
Debt and/or equity in assets across
₹744
AUM
Crores
JV with Bain Capital Credit
Initial contribution of $100 Mn each by PEL and Bain
Capital Credit
sectors (other than real estate)
to drive restructuring with active
participation in turnaround
Page 64
Alternative AUM
The platform manages alternate AUM
`AUM9,269 Crores
Alternate Funds
Third party mandate
Managed account
under several categories Strategic partnerships: APG, CPPIB, CDPQ

Page 65

04
D7,063 Crores
Revenues

Strategic Overview
Loan Book
(` Crore)
FY2019 ROE1 of 19%
56,624
Gross NPA ratio as on
March 31, 2019 is 0.9%
42,168

K E Y D E V E L O P M E N T S I N F Y2019
24,975
13,338

Management Discussion & Analysis


• Loan Book Growth of 34% y-o-y
2,016 2,861 4,766
350
• Healthy Asset Quality with GNPA FY12 FY13 FY14 FY15 FY16 FY17 FY18 FY19
Ratio of <1% Note: 1. On cash-tax basis and other synergies from merger

• Delivered robust ROE1 of 19% for Consistently diversifying the loan book to reduce the risk profile
FY2019 (%)

100
• Relationship with 147 developers 3
2 9
Housing Finance

Board & Management Profiles


17 16 15 2
across 400+ projects pan-India 19 Emerging
80 4 6 5 17 Corporate Lending
3 8
• Diversification of the loan book – 3 Corporate
6 4 Finance Group
wholesale RE loans (excl. LRD and 6 4
60 34 4 Hospitality
Hospitality) contribute ~63% of overall
43
loans vs. ~83% as on March 31, 2015 Lease Rent
Discoun�ng (LRD)
40 40
76 41 Construc�on
• Significant scaling-up of the housing Finance - Commercial

Statutory Reports
finance business – loan book grew to Construc�on
Finance - Residen�al
20 44 2 2
₹5,188 Crores as on March 31, 2019 29 Loans Against
19 16 Property (LAP)
from ₹1,210 Crores a year ago
0 Structured Debt
Mar- Mar- Mar- Mar- Mar-
15 16 17 18 19
• Housing finance presence in 15 cities
through 16 branches
Rapidly Growing Income from Financial Services
(` Crore)
• Partnered with 740+ Direct Sales Agents
7,063
and 1,850+ Connectors on
Financial Statements

the housing finance platform 4,982

• 28 Corporate borrower groups 3,352


on our Corporate Finance Group
1,740
(CFG) platform 937
726
297 389

FY12 FY13 FY14 FY15 FY16 FY17 FY18 FY19


05
KEY HIGHLIGHTS FOR THE FINANCIAL SERVICES BUSINESS

Growing through Significantly


diversification improved borrowing
despite a mix towards long-
volatile business term sources of
environment funds, despite
• 34% y-o-y growth in loan book in
liquidity tightening
FY2019
• Disbursements of `29,762 Crores during • Raised nearly `16,500 Crores in of bank
the year loans and NCDs during H2 FY2019

• Housing finance became the major • Reduced CPs from nearly `18,000
driver of growth since Sep-2018, loan Crores to nearly `8,900 Crores during
book increased from `1,210 Crores to H2 FY2019
`5,188 Crores during the year • Banks contributes 71% of borrowing in
• Housing finance accounts for 9% of the March 2019 vs. 49% in Sep 2018 in Q3
overall loan book versus only 3% a FY2018 and Q4 FY2018
year ago

06
Consistently Amongst the
maintained healthy least levered
asset quality with NBFCs / HFCs in
GNPA <1% and India
delivered robust • Debt-to-equity ratio (excluding
ROE even after the investments in Shriram) of 3.9x
and debt-to-equity ratio (including
fund raise investments in Shriram) of 2.2x as of
March 31, 2019 – amongst the lowest
across sizeable NBFCs / HFCs in India
• GNPA ratio of 0.9% as on March 31, 2019 – • Allocated ~ `5,000 Crores from the
among lowest across major NBFCs/HFCs in capital raise to the Financial Services
India business in Q3 FY2018 and
• Provisions of 1.9% of the total loan book, Q4 FY2018
despite healthy asset quality
• Post-tax ROE* of 19% in FY2019 for the
Financial Services business (excluding
investments in Shriram)
*On a cash-tax basis and other synergies from merger

07
PHARMA

Business Description Products/Services

Global Pharma Services Business • Discovery Services • API Manufacturing


Contract Development and • Process R&D • Finished Dosage
Manufacturing Organisation (CDMO) • Pharmaceutical Development Manufacturing (Oral Solids,
offering end-to-end solutions across Services Sterile Injectables)
the drug life cycle through a globally • Clinical Trial Supply Services • Antibody Drug Conjugates
integrated network of facilities • High Potency API
Development & Manufacturing
Page 81

Global Pharma Products Business Inhalation Anaesthetics Intrathecal Severe Spasticity /


• Sevoflurane Pain Management
A strong product portfolio of niche • Isoflurane • Gablofen®
differentiated branded generic products • Halothane • MITIGOTM
that are difficult to manufacture, sell or
Injectable Anaesthesia / Injectable for Myxodema
distribute Pain Management Coma
• Sublimaze® • Levothyroxine sodium
• Sufenta®
• Rapifen® Capsule for type I Gaucher &
• Dipidolor® Niemann-Pick disease:
• Hypnomidate® • Miglustat
Others
• API Generics
• Vitamins & Premixes
Page 81

India Consumer Products Business Brands among India’s Presence in Segments


top OTC brands • Skin care
It caters to the Indian self-care market.
• Saridon • Pain management
Today, PEL’s OTC range comprises 18 • Lacto Calamine • Oral care
major brands from the pharmaceutical • i-pill • Respiratory
and personal care space, in diverse • Tetmosol • Gastro-intestinal
product categories like Vitamins & • Polycrol • Women’s health
• Naturolax • Baby care and kids wellbeing
Nutrition, Dermatological & Antacids,
• Caladrylh
Analgesics and Baby Care • Little’s

Page 82

HEALTHCARE INSIGHTS & ANALYTICS


Business Description Products/Services

Healthcare Insights and Analytics Offerings include


The Healthcare Insights and Analytics • Research & Data
business is a premier provider of • Custom Analytics
healthcare analytics, data and insight • Consulting & Managed Services
products and services offering data-
Segments Covered
driven decision-making resources and
• Pharma
workflow solutions to the world’s leading
• Medtech
pharma, biotech and medical technology
• Payer and Provider
companies.
The Company’s best-in-class methodology,
talent and technology enables customers
to make informed business decisions
around their most critical commercial
Page 86 challenges.

08
K E Y D E V E L O P M E N T S I N F Y2019
D4,786 Crores

Strategic Overview
• Successfully completed 2 USFDA inspections, 42 other
Revenues
regulatory inspections and 163 customer audits during
FY2019
Pharma Revenues
• Integrated model of services spanning across the entire
(` Crores)
drug life-cycle
4,786
15
• Over 70 integrated projects completed till date; 28
integrated projects in FY2019 % 4,322
• 13 manufacturing facilities across North America, 8 years 3,893
Europe and Asia Revenue CAGR 3,467
• Built strong capabilities in High Potency APIs and
3,008
Antibody Drug Conjugates 2,715
• Built niche capabilities in injectable anesthesia,

Management Discussion & Analysis


2,339
inhalation anesthesia, intrathecal spasticity and pain 1,906
management
1,537
• Integration of key acquired products from Janssen on
track
• Launched Sevoflurane Integrated Closure variant in FY11 FY12 FY13 FY14 FY15 FY16 FY17 FY18 FY19
select European countries Note: Pharma includes Global Pharma and India Consumer Products
• Launched MITIGO TM in the US and Miglustat in select
European markets
Global Pharma EBITDA Margins
(%)
23
22
• Added a few brands in the Vitamins, Minerals, and

Board & Management Profiles


20
Nutrients category
17
• E-commerce channel was established in FY2019 16 16
• Increasingly using technology and analytics for making 14
decisions in sales and operations 10 11
• Direct reach to ~4.2 lakh outlets with chemist coverage
comparable to top OTC players
• Large field force of around 2,000 people
• Asset-light model

FY11 FY12 FY13 FY14 FY15 FY16 FY17 FY18 FY19

`1,332 Crores

Statutory Reports
Revenue
K E Y D E V E L O P M E N T S I N F Y2019

• Assisting clients in Pharma, MedTech, Payer, and Healthcare Insights & Analytics - Addressable Market Size
Provider sectors, addressing some of the most pressing ($ Billions)
commercial questions facing the healthcare industry
• Margins to improve through strengthening of India
presence, with over 400 employees operating out of
Healthcare Life Provider Payer Total
India Sciences
services
Financial Statements

• Addressable market size in excess of $16 Billion


• 100 terabyte, cloud-based, real-world data repository Solution Market 3.0 0.3 0.5 3.8
covering >300 Million US patients, and linking >90 areas Research
Million patients across claims and HER Consulting 2.7 0.6 0.8 4.1
• Clients including 48 of the top 50 life sciences Services
companies, Data & 4.5 2.4 1.5 8.4
18 of the top 20 medical device companies, and 8 of the Analytics
top 10 US payers and top US health systems
Total 10.2 3.3 2.8 16.3
• 96% client retention by value

09
KEY HIGHLIGHTS FOR THE PHARMA BUSINESS

Pharma revenue Global Pharma


delivered EBITDA margin at
consistent 23%, Global Pharma
growth at a EBITDA crossed
CAGR of 15% ₹1,000 Crores in
over last 8 years FY2019
• Delivered revenues of `4,786 Crore • Global Pharma EBITDA grew at a CAGR of
in FY2019, growing 11% y-o-y and 24% over last 3 years
contributing 36% to overall PEL revenue • Global Pharma EBITDA margins at 23% in
mix FY2019 as compared to 10% in FY2011
• Strong presence in regulated markets • Margin expansion primarily driven by
• Strong focus in the areas of quality, synergies from acquisitions, growth
compliance and reliability helped from high margin businesses, niche
consistent revenue growth since manufacturing capabilities, higher
FY2011, despite challenging business capacity utilisation, process optimisations,
environment global distribution presence, cost
improvement initiatives, and backward
integration of raw material

10
Differentiated Growing India
business model Consumer Products
for sustained through launches,
growth acquisitions,
• Our differentiated business model has
e-commerce and
enabled us to perform better than most
other Indian pharma companies
technology
• Over 90% of revenues derived from
niche businesses of complex generics • Business seeing recovery post GST impact
and Contract Development and with H2 FY2019 revenues up 30% as
Manufacturing Operations (CDMO), as compared to H1 FY2019
compared with less than 5% for most • Tapping ecommerce, rural, exports and
large Indian Pharma companies alternate opportunities in order to widen
• Built strong capabilities in High Potency the distribution network
Active Pharmaceutical Ingredients and • Using analytics for developing sales
Antibody Drug Conjugates strategy and setting credit limits for
• Positioned ourselves as partner of distributors
choice for large Global Pharma and • Improving reach to match complete
virtual Biotech companies product availability and reducing
• Built niche capabilities in complex stock-outs
products such as injectable anesthesia,
inhalation anesthesia, intrathecal
spasticity etc.

11
CHAIRMAN'S MESSAGE

The unique combination of a strong balance sheet, uncompromising focus on quality &
compliance, pro-active risk management and our trusteeship approach creating maximum
value for all stakeholders in tandem with our strong values-driven culture has held us in
good stead, despite the challenging industry environment.

Dear Shareholders, funds that are amongst the largest providers of funds to the sector,
resorted to a cautious approach towards financing NBFCs. Our strong
My warm greetings to you.
reputation as a Group, our company’s robust balance sheet, strong
I look forward to this time of the year to re-connect with you on track-record of growth, asset quality & profitability, enabled us to
how we have fared both as an enterprise as well as an organisation receive adequate funds during the peak of the tightened liquidity
engaged in creating social impact at scale. environment. Even in the current environment, stronger NBFCs such
as ours, continue to receive sufficient funding. This is a testament
Delivering Strong Performance to our ‘best-in-class’ asset quality that is reflected in the gross NPA
Our ability to think ahead of the curve, create innovative, ratio of less than 1% for the past 12 quarters, and a debt-to-equity
differentiated and sustainable business models combined with multiple of 3.9x, which makes us one of the least leveraged NBFCs
seamless execution capabilities, has enabled us to create new in India.
businesses whilst bolstering existing ones. This is reflected in the
robust performance recorded consistently, over the last 31 years, Our Performance
where we have delivered a revenue CAGR of 24%, net profit CAGR of Several NBFCs saw their loan book stagnate or shrink in the second
29% and annual shareholder return of 28%. half of FY2019, due to funding constraints. Despite a challenging
business environment our loan book grew 34% y-o-y to ₹56,624
Over the recent years, the sectors that we operate in, have faced
Crores. We disbursed ₹29,762 Crores during the full year, of which
multiple challenges. The real estate sector in which, through our
₹11,241 Crores was disbursed, in the last 6 months. In addition, we
financial services business, we lend to tier-1 real estate developers,
received re-payments amounting to ₹16,658 Crores during the year,
was impacted by the introduction of RERA, GST and demonetisation.
nearly half of which was repaid in the last 6 months.
Increasingly, the Pharma sector has also been witnessing significant
pricing pressure and stringent regulatory scrutiny. More recently, Our Financial Services business delivered robust returns, generating
the NBFC sector was impacted by a liquidity tightening situation, an ROE of nearly 19% for FY2019, despite the continuous de-risking
triggered by a default by a large financial services company. of the loan book and fund raise in the previous year.
The unique combination of a strong balance sheet, uncompromising
Measures Taken to Further Strengthen the Balance Sheet
focus on quality & compliance, pro-active risk management and our
While we were well-positioned to navigate the headwinds in
trusteeship approach creating maximum value for all stakeholders
the NBFC sector, we continue to build resilience, by further
in tandem with our strong values-driven culture has held us in good
strengthening our liability and asset side.
stead, despite the challenging industry environment.
Liability Side:
Financial Performance Recognising the sector sentiment, we shifted our borrowing mix
We have recorded another year of robust performance despite towards longer-term sources of funds and significantly reduced the
liquidity tightening in the NBFC sector in the second half of FY2019. dependence on Commercial Papers (CPs) from ~₹18,000 Crores as
During the year, our revenues grew 24% y-o-y to ₹13,215 Crores of September 2018 to ~₹8,900 Crores in March 2019. We raised
and normalised net profit in FY2019 grew 25% to ₹1,936 Crores as ~₹16,500 Crores (i.e. nearly 30% of the loan book) via NCDs and bank
compared to ₹1,551 Crores in FY2018. We have delivered a 4-year loans between September 2018 and March 2019. Additionally, we
revenue CAGR of 27% and 4-year normalised net profits CAGR of have a well-matched ALM, with cumulative inflows higher than the
46%. We have been consistently delivering 20%+ growth in revenues cumulative outflows in almost every bucket.
and net profit, over past 15 quarters.
Asset Side:
For FY2019, the Board has recommended, subject to your approval, We continue to diversify our loan book and increase its granularity,
a dividend of ₹28 per share at a dividend payout ratio of 29%. as we aim to reduce the overall risk profile. Wholesale real estate
exposure has decreased from 83% in March 2015 to 63% in March
Financial Services 2019, excluding Hospitality and Lease Rental Discounting. Housing
Finance now constitutes 9% of our overall book vs. only 3% as
The Liquidity Tightening Situation in the NBFC Sector
of March 2018. We also conducted a sensitivity analysis on our
In September 2018, the default on payment obligations by a large
residential real estate portfolio, testing it against hypothetical, worst-
financial services company on its debt instruments, resulted in
case scenarios such as a significant drop in sales velocity, decline
a sector-wide liquidity tightening. As a result, banks and mutual
in selling prices and delay in project completion. Subsequently, we
12
24%
31-Year CAGR of Revenue

29%
31-Year CAGR of Net Profit

28%
Annualised returns to shareholders over
the last 31 years1

`6,238
Returned to its shareholders in the form of
Crores

dividends, special dividend and buyback since


FY2011

Note: 1. Total shareholder returns are as on March 31, 2019.


Assumes re-investment of dividend in the stock
(Source : Bloomberg)

13
CHAIRMAN'S MESSAGE

initiated several proactive measures on a small number of deals, as compared to H1 FY2019. We added a few brands in the Vitamins,
identified as part of the scenario analysis, to address any potential Minerals, and Nutrients category and established our e-commerce
risks in the future. channel, during the year. Additionally, the business is increasingly
leveraging technology and analytics to augment decision-making
Strategic Priorities in sales and operations and forging partnerships with leading
We continue to constantly improve and transform our business e-commerce players.
model with the following key strategic priorities: (i) Increase Loan
Book Diversification; ii) Reduce Client Concentration; (iii) Improved Imaging
Borrowing Mix; (iv) Maintain a Healthy Asset Quality; and (v) Deliver In June 2018, we concluded the sale of the Imaging business to
Robust Returns. Alliance Medical Group (AMG). The sale of the business had resulted
in a non-recurring and non-cash accounting charge of ₹452 Crores
We expect these recent developments to lead to constructive
towards Imaging Assets.
consolidation in the NBFC sector where stronger NBFCs such as
ours, with a healthy asset quality and access to funds, will emerge
Healthcare Insights & Analytics
as winners and play a larger role in India’s economic growth. We are
The changing face of the healthcare and life sciences industry
gearing up to leverage such market opportunities.
has resulted in a tidal wave of digital healthcare data, leading to
increased demand for high-quality information and analytical
Pharma
decision-support tools and services. Recognising this shift, we have
Business Performance increased our investment in technology, data assets and analytical
Our differentiated business model in Pharma has enabled sustained capabilities that enable us to provide user-centric solutions, to
revenue growth despite pricing pressures and regulatory concerns address high-value client needs.
that impacted the industry. During the year, our Pharma business
The revenues in our Healthcare Insights & Analytics business grew
grew 11% y-o-y to ₹4,786 Crores. The margin profile for this business
by 10% to ₹1,332 Crores in FY2019, primarily driven by strong
has improved significantly, over the last few years.
growth in its Life Sciences Data & Analytics and Consulting Services.
To accelerate product development, bolster innovation and boost
Global Pharma
margins, we expanded our India operations with over 400 employees
Our Global Pharma business EBITDA crossed ₹1,000 Crores in
at our Bengaluru and Gurugram offices, representing 36% of total
FY2019, with EBITDA margins at 23% in FY2019 as compared to 10%
employees.
in FY2011. We successfully launched Sevoflurane Integrated Closure
variant in select European markets. The integration of key products In FY2019, we undertook a broad cost-reduction initiative to
acquired from Janssen and Mallinckrodt, remains on track. streamline operating processes, flatten organisational structure,
and prioritise resources and investments on increasing client
Focus on Quality engagement and improving client satisfaction.
Quality remains an ongoing concern for many Indian and global
pharma companies, with many facing scrutiny by regulatory Building Leaders of the Future
authorities such as the US FDA. Similar to the risk monitoring and To deliver on PEL’s growth blueprint, we continue to invest in our
assessment framework that we have set up in the Financial Services human capital that plays a valuable role in our growth and success.
business, we have implemented stringent controls in line with our Our Top Talent Programs aim to provide high potential employees
high focus on compliance and quality in Pharma, too. Since 2011, with personalised skill development and a differentiated career path
we have successfully cleared all 33 US FDA inspections, 143 other that is aligned with their aspirations and our vision.
regulatory inspections and 989 customer audits. Reflecting our
Our ASCEND and SUMMIT platforms offer employees at mid and
commitment to quality and excellence is the exemplary framework
senior management levels, the opportunity to accelerate their
that we have implemented across our manufacturing facilities.
growth and development. Till date, over 180 high performers have
Similar to other functions such as Risk, Legal and Compliance, our
undergone the ASCEND development journey, of which 105 have
Quality function too reports independently to the Board.
been identified as ‘High Potentials’ and are being groomed to take on
larger roles. The SUMMIT Leadership Program focuses on developing
India Consumer Products
and preparing the senior leadership for Top Management roles. Till
Our India Consumer Products business delivered a revenue
date, 58 leaders have undergone the SUMMIT Program. The IGNITE
performance of ₹334 Crores. In H2 FY2019 revenues were up 30%
Program that focuses on junior management, enables and develops

14
Strategic Overview
identified emerging leaders for mid-management roles. So far, 67 from across the country, an opportunity to work with education
‘High Potential’ young leaders have been offered an 18-month officials as they discover their own journey in the social sector.
developmental journey.
In Closing
Doing Well and Doing Good Our agility, future-readiness and ability to transform will enable us
Our corporate purpose of ‘Doing Well and Doing Good’ is embodied to emerge stronger, as we continue to stay razor-focused on market
in our constant endeavour to make a positive difference by serving leadership and increased profitability.

Management Discussion & Analysis


people and living our values. We are committed to transforming
With utmost humility, we would like to express our gratitude for
Primary Healthcare & Nutrition, Education, Safe Drinking Water,
the trust placed in us by our valued stakeholders that include
and Social Sector ecosystems through high impact solutions,
our shareholders, employees, customers, partners as well as the
thought leadership and partnerships. To achieve our goals, we have
government. We remain resolute on our commitment to create
established a presence across multiple states in India, delivering
sustained long-term value for all our stakeholders.
innovative solutions through government institutions and are
engaging– from the block level to central ministries - to improve the
efficiency of government programs. Additionally, we collaborate with
Best Regards,
like-minded partners and foundations to nurture scalable sustainable
high impact projects. We conduct our CSR initiatives through Piramal
Foundation and its initiatives – Piramal Swasthya Management and

Board & Management Profiles


Research Institute and Piramal Foundation for Education Leadership
(PFEL).
Piramal Swasthya works in collaboration with the government’s A J AY G . P I R A M A L
healthcare delivery system across multiple states, to improve Chairman, Piramal Enterprises Limited
healthcare access for underserved communities. Our solutions
address challenges such as accessibility, availability and affordability
of primary healthcare in remote areas. Piramal Swasthya is present
across 14 states and has helped over 10.6 crore beneficiaries with
health advice and facilities.
As part of its ASARA Tribal Health Programme, the Piramal Swasthya
team travels to remote inaccessible areas of Araku valley in Andhra

Statutory Reports
Pradesh while specialist doctor consultations are facilitated through
telemedicine centres. Starting with 181 Habitations in 2011, the
ASARA program currently works in 6 ‘Mandals’ covering 720
Habitations, through its 6 Telemedicine Centres and Nutrition Hubs,
and has Zero Maternal Mortality recorded in the last 2 years. In
March 2019, it was awarded the Business Standard Socially Aware
Corporate Award.
PFEL is focused on catalysing behaviour change at scale in
partnership with District, State and Central Governments, by
supporting government officials across the value chain, to develop
Financial Statements

mind-sets, leadership skills, and knowledge to improve the quality


of learning imparted to children. Till date, 4.4 Crore students across
4.37 lakh schools in 10 states have benefited indirectly from the
State Transformation Programme. As part of its School Development
Leadership Programme, 684 Headmasters and 2062 teachers are
working with over 57,000 students.
Our highly coveted Gandhi Fellowship Programme, an intensive
two-year youth leadership development programme, provides youth

15
KEY PERFORMANCE INDICATORS

Consistently delivering strong Annual Total Revenue Trend


(` Crores)
performance across financial, operational
and sustainability parameters

13,215

10,639

8,547

6,381
5,123
4,503
3,544

FY13 FY14 FY15 FY16 FY17 FY18 FY19


Note: FY2016 - FY2019 results have been prepared based on Ind-AS, prior periods are as per
Indian GAAP

Total Assets
(` Crores)
85,626

72,800

48,239

30,980

20,252 21,505 22,003

FY13 FY14 FY15 FY16 FY17 FY18 FY19

16
Net Profit & Margin Trend Market Capitalisation

Strategic Overview
(` Crores)

-6 -11 8 14 15 15 15 50,810

44,002
Net Profit Margin (In %)
1,936
Net Profit (In ` Crores)
1,551 32,825
1,252

Management Discussion & Analysis


905 17,885
15,029
421 10,549 9,465

-227 -501

FY13 FY14 FY15 FY16 FY17 FY18 FY19 FY13 FY14 FY15 FY16 FY17 FY18 FY19
Note: 1. FY2015 net profit excludes exceptional gain on sale of 11% stake in Vodafone Note: As on March 31st for the respective financial year

Board & Management Profiles


India partly offset by the amount written down on account of scaling back of our
investments in NCE research
2. FY2018 normalised net profit after tax excludes synergies on account of merger of
subsidiaries in Financial Services segment
3. FY2019 normalised net profit excludes non-recurring and non-cash accounting
charge towards imaging assets and a non-recurring exceptional item

CSR — Unique Beneficiaries Added Annually EHS — y- o-y Increase in EHS Training Man-Hours
(Millions) (Number of training man-hours)
74.8 82,350
77,644

Statutory Reports
40,182
35,513
29,480
21.6 24,064
14.4 16,283
9.5
6.0
Financial Statements

2.1 4.0

FY13 FY14 FY15 FY16 FY17 FY18 FY19 FY13 FY14 FY15 FY16 FY17 FY18 FY19

17
Performing Stronger Despite Roadblocks

The sectors we operate in, got impacted by various macro, regulatory and policy developments,
along with changing market and competitor dynamics, over the last few years.

Stringent USFDA inspections

Pricing pressures in the pharma sector

Real Estate Regulation and Development Act (RERA)

Demonetisation

Goods and Services Tax (GST)

NBFC liquidity tightening

Most of these changes are expected to be beneficial in the long run. However, the pace of
change adversely impacted the performance of the financial services and pharma sectors over
the last few years.

18
Stringent USFDA Inspections

How was the Pharma sector impacted?

The regulators have become increasingly more active


• The USFDA set up a local office in India in 20081
• Between 2010 and 2015, the number of USFDA inspections of Indian companies more than doubled to 270 from 1082
• Several surprise inspections are conducted at Indian drug units
• In 2018, India had 174 inspections by USFDA or 14% of the total inspection conducted by the US drug regulator around the globe3

Pharma players faced significant performance issues due to lapses surfacing


during inspections
• Over the past few years, almost all leading Indian pharma players have faced USFDA issues
• Seven of the top ten Indian pharma companies have been issued import alerts or warning letters by the USFDA.4
• Even the leading and well-established players have been grappling with concerns including those related to data integrity lapses. 17% of
the 483 observations in 2018 were due to critical data integrity issues.5
Notes: 1. USFDA data
2. Economic Times
3. USFDA data
4. Various media sources
5. USFDA data

20
PERFORMING STRONGER DESPITE ROADBLOCKS

How did PEL perform?

Strategic Overview
PEL’s strategic choices and consistent execution enabled it to
emerge stronger despite challenging circumstances
• The Company focussed on building a quality-driven culture
• It maintained a strong focus on robust regulatory compliance, stringent quality control, and providing reliable services
to its clientele
• Put in place a strong quality governance model, with the quality function reporting to a Board Member

Management Discussion & Analysis


• The Company embraced world class practices and stayed away from cutting corners

Hence, PEL maintained an exceptional track record despite increasingly


stringent regulatory regime
• PEL has successfully maintained a strong track record of inspections
• Cleared 33 US FDA inspections, 143 other regulatory inspection and 989 customer audits in last 8 years

Board & Management Profiles


Strong track record of successful inspections
Total regulatory
Financial
USFDA Inspections inspections (including Customer audits
Year
USFDA)

2012 5 13 60
2013 2 10 71
2014 4 14 116

Statutory Reports
2015 7 17 115
2016 5 26 140
2017 5 25 157
2018 3 27 167
2019 2 44 163
Total 33 176 989
Financial Statements

21
Pricing Pressures in Pharma

How were the pharma players impacted?

Buyer’s consolidation has impacted the regular generics businesses


• Consolidation and integration of purchasing organisations has adversely affected pharmaceutical manufacturers and
increased the product pricing pressures
• Most peers are increasingly realising the importance of establishing presence in Specialty Pharma therapies
• Buyer consolidation in the US has left just three distributors controlling 85% of the market1

Faster drug approvals have kept up pricing pressure for


pharma firms
• The faster pace of ANDA approvals by USFDA has increased competitive intensity thereby impacting generic prices
• Record 781 ANDA approvals were granted by the USFDA in FY2018, as against 763 approvals in FY20172

Regulators are becoming ever-more stringent with increased


scrutiny on pricing actions
• Several regulators have started to benchmark pricing across countries and regions
• Regulators are also controlling the prices of pharmaceutical drugs in India

Notes: 1. Edelweiss
2. USFDA data

22
PERFORMING STRONGER DESPITE ROADBLOCKS

How did PEL perform?

PEL had strategically chosen to stay ahead of the curve and


expanded into niche specialty businesses
• In 2010, The Company sold the India Formulations business to Abbott at a record 30x EBITDA, as the company
could sense the impending pricing pressure impacting the domestic pharma business.
• It focused on niche areas of CMO and complex generics while most Indian pharma peers have been focusing on
competitive large volume generics business

Hence, PEL’s Pharma business delivered consistent performance,


with improving revenues and steady profitability
• PEL’s Pharma revenue has consistently grown at a CAGR of 15% over last 8 years
• Global Pharma has a strong presence in regulated markets
• Global Pharma EBITDA margin increased from 10% in FY2011 to 23% in FY2019

Significant improvement in Global Pharma EBITDA over the last few years

10 11 14 16 16 17 20 22 23

Pharma revenue (` Crores)1 4,786


Global Pharma EBITDA margins (%)
4,322

3,893

3,467

3,008
2,715

2,339

1,906

1,537

FY11 FY12 FY13 FY14 FY15 FY16 FY17 FY18 FY19

Note: 1. Pharma revenues include Global Pharma and India Consumer Products

23
Demonetisation, RERA and GST

How were the Financial Services and Real Estate sectors impacted?

• The Real Estate sector was one of the most affected sectors, as a sizeable
proportion of transactions by tier-3 and tier-4 developers were in the form of
cash prior to demonetisation.
Demonetisation • Loans disbursed by NBFCs declined significantly in November 2016, as
(announced in November 2016)
compared to the monthly average disbursals during April-October 2016.
According to the RBI estimates, disbursements declined 15% for asset finance
companies and 25% for loan companies.

RERA • The implementation of RERA, although increased transparency across the Real
(finalised in October 2016
Estate sector, aggravated the slowdown of residential real estate launches and
and enforced nationwide in
sales in 2016-2017.
May 2017)

• While GST simplified the tax treatment for the economy and has potentially
GST benefited the end-customers, inadequate IT infrastructure, lack of clarity on
(implemented in July 2017) input-tax credit and anti-profiteering provisions resulted in a slowdown in real
estate sales and additional compliance burden for developers.

The impact of these


regulatory and policy
changes was the most
prominent in H2 2017,
which led to a significant
decline in sales and new
launches in the
real estate sector.

24
PERFORMING STRONGER DESPITE ROADBLOCKS

How did PEL perform?

Strategic Overview
No significant impact on sales of our developer portfolio
Our clientele constitutes of quality tier-1 developers in large cities where we operate and they were
relatively less impacted by these regulatory and policy changes.

Hence, PEL’s Financial Services business continued to demonstrate strong


performance, navigating these headwinds

Management Discussion & Analysis


The business posted healthy loan book growth, while maintaining robust asset quality, which resulted in
strong returns during the period.

Quarterly Revenues Loan Book

Quaterly
Revenues Loan Book
NOV 2016

Board & Management Profiles


(` Crores) (` Crores)
Demonetisation
OCT 2016
33,261
States and UTs finalised
MAY 2017
governing rules for RERA
RERA's nationwide
enforcement
2,500 28,648 30,000

JUL 2017
GST
2,000 24,975 25,000
Implementation
22,651

Statutory Reports
1,500 19,640 20,000

15,998 1,186
1,084
999
1,000 902 15,000
815
635
500 10,000
Financial Statements

Jun-16 Sep-16 Dec-16 Mar-17 Jun-17 Sep-17


(%)

GNPA 0.6 0.4 0.5 0.4 0.2 0.2

ROE 25+ 25+ 25+ 25+ 25+ 25+


Note: Year-to-date ROE for the respective periods.
25
NBFC liquidity tightening

How did the NBFC sector get impacted?

Post the defaults by a large entity, liquidity tightened for


the NBFC sector
• A large number of HFCs / NBFCs were not getting enough liquidity
• MFs reduced their exposure to NBFCs / HFCs by nearly ~₹67,000 Crores between September 2018 and April 2019

NBFCs / HFCs witnessed a slowdown in loan disbursements


• The combined loan book growth of NBFCs and HFCs slowed down significantly in Q3 and Q4 FY2019 to 18% y-o-y
and 13% y-o-y respectively, from ~23% in H1 20191
• HFCs’ monthly average disbursement fell to ₹13,500 Crores post September 2018, as compared to ₹25,000 Crores
per month in the past four quarters2

Few NBFCs / HFCs also resorted to portfolio sell downs


• Few players, who were not getting enough liquidity, had to resort to portfolio sell-downs, which resulted in
subdued performance of the overall sector

Notes: 1. Credit Suisse


2. India Ratings

26
PERFORMING STRONGER DESPITE ROADBLOCKS

How did PEL perform?

Strategic Overview
Raised long-term funds amounting to nearly ₹16,500 Crores in
H2 FY2019, which is equivalent to 30% of loan book size

Reduced commercial paper (CP) exposure to ₹8,900 Crores


as on March 31, 2019 from ₹18,000 Crores in September 2019

Management Discussion & Analysis


Significant increase in the share of bank loans in the overall borrowing mix
Share of bank borrowings in Share of mutual funds in
overall borrowings1 overall borrowings1
(%) (%)

71
62 29

49 21

Board & Management Profiles


11

Sep-18 Dec-18 Mar-19 Sep-18 Dec-18 Mar-19

Consistent quarterly performance, with improving revenues and steady

Statutory Reports
profitability throughout the year, despite system-wide liquidity tightening

Financial Services ROE2 (FY2019)


Financial Services Revenues (FY2019)
(%)
(` Crores)
1,933 20
19 19 19
1,840
1,732
1,559
Financial Statements

Q1 Q2 Q3 Q4 Q1 H1 9M FY

Note: 1. Data for PCHFL


2. Considering Cash Tax and other synergies from merger

27
Why PEL is able to deliver stronger performance
despite these challenges?
Despite challenges, the Company was able to deliver stronger performance
over a long period due to the following key differentiating factors:

Values driven High commitment Strong balance


culture from promoter sheet
Page 3 Page 30 Page 31

Innovation culture Multiple drivers Trusted


Page 34
of value creation partnerships
Page 36 Page 37

28
Efficient capital Constantly thinking Proactive measures
allocation ahead of the curve to mitigate risks
Page 31 Page 32 Page 33

Strong Trusteeship High focus on quality


governance approach and compliance
Page 38 Page 40 Page 84

29
DIFFERENTIATORS DRIVING PEL'S SUPERIOR PERFORMANCE

High commitment from Promoter with


solid track record
Promoter holding of nearly 50% serves as a strong foundation for the Company. PEL has the highest
effective promoter holding amongst sizable financial institutions in India. Even during the fund raise in
FY2018, the Promoter invested in the company through the rights issue.

PEL Shareholding Mix Under their leadership, the Company has consistently delivered
As of March 2019 (%)
strong performance across the long, medium and near-term
17 periods.
Long term Medium term Near term
24% 28% 27%
Revenue CAGR for Revenue CAGR over Revenue CAGR for
50
31 years the last 7 years 3 years

33
29% 50% 29%
Net Profit CAGR for Net Profit CAGR for Normalised Net
31 years 7 years Profit1,2,3 CAGR for
Promoter Group
3 years
Institutional Investors
Public & Others
28% 32% 25 %
Shareholder returns4 Shareholder returns4 Shareholder returns 4

for 31 years for 7 years for 3 years

Note: 1. FY2016 to FY2019 results have been


prepared based on IND AS, prior
periods are IGAAP
2. FY2019 normalised net profit
excludes non-recurring and non-cash
accounting charge towards imaging
assets and non-recurring exceptional
item
3. FY2018 normalised net profit after
tax excludes synergies on account of
merger of subsidiaries in Financial
Services segment
4. Total shareholder returns are as
on March 31, 2019. Assumes re-
investment of dividend in the stock
(Source : Bloomberg)

30
Strong balance sheet and
efficient capital allocation
The Company has total equity of more than ₹27,000
Equity (Book Value) - % split1
Crores on its balance sheet. Of this, nearly ₹22,000
Crores of equity is allocated to the Financial Services
business versus a loan book of nearly ₹56,600 Crores. Investments in Shriram
of ~D6,700 Cr.
As on March 31, 2019 the Financial Services business had
a debt-to-equity multiple of 3.9x (excluding investments
~D11,400 Cr
in Shriram) and 2.2x (including investments in Shriram) – Invested in the
making it one of the least levered financial institutions Lending business
in India.
Incl. ~D3,500 Cr
Synergies from reverse
The Company has successfully transformed itself merger
Lending
multiple times on its strength of efficient allocation
Shriram Investments
of capital across the business portfolio. Ever since
Others**
the Company commenced its journey, it has always
remained committed towards efficient capital allocation, **“Others” includes DTA benefit from reverse merger and equity allocated to the
while undertaking controlled risks, to consistently Alternative AUM business Note: 1. Based on estimated allocation

generate higher profitability and deliver superior


shareholder returns.

Loan book of `56,624 `4,583 Crores invested


Crores (on B/S) and AUM in Shriram Group
of `10,013 Crores (off
B/S) in FS • Return generating
investments
• FY2019 loan book growth: 34% • Capital pool for future growth
y-o-y opportunities
• FY2019 RoE: 19%
• GNPA ratio (as of Mar-2019): 0.9%

~ `7,200 Crores invested in ₹6,238 Crores of capital


Pharma returned to shareholders
Key since 2010
• 8-Year revenue CAGR: 15% Capital
• FY2019 Global Pharma EBITDA
margin: 23%
Allocations • Buyback of ₹2,508 Crores
• Annual dividends of ₹3,126 Crores
& Special dividend of ₹604 Cr
• FY2019 dividend payout – 29 %

Demonstrated track record for delivering


~ `5,300 Crores invested in
value through focus on operating excellence,
HIA
timely investments as well as disciplined
• More than 30% appreciation in USD
exits
(relative to ₹) since investment
• Peers trading at attractive valuations
in US

31
DIFFERENTIATORS DRIVING PEL'S SUPERIOR PERFORMANCE

Constantly thinking ahead of the curve


Over the last three decades, we have undertaken several bold initiatives and made key strategic choices
to transform PEL multiple times. Most of these decisions taken, while thinking ahead of the curve, have
proved quite successful in the long term. These are recurring patterns of success which have resulted in
significant value creation for all our stakeholders over the years.

Key Decision Strategy and Execution Outcome

1988 • Indian Pharma promoters were not keen on M&As Created 3rd largest Pharma company of
India
Entered Pharma • Grew through a series of acquisitions and alliances
• Derived synergies by rationalising manufacturing
& distribution cost

2010 • India started recognising drug patents effective 2005 Exited at 9x sales and 30x EBITDA – one
of the highest valued deal in branded
Exited Domestic • Anticipated price control & heightened competitive regime
generics space globally
Formulations • Growth of domestic branded generic business had peaked
Domestic industry was later impacted by
tighter regulatory environment

2011 • Entered the sector post 2008 financial crisis Created the 2nd largest real estate
developer financing platform in India with
Entered • Capital constraint created potential for higher yields
a loan book size of ₹56,624 Crores
Financial • Leveraged our strong in-house capabilities & experience
Consistently maintained a healthy asset
Services in the sector
quality with GNPA ratio of <1% for the
last 12 quarters

2017-18 • In October 2017, raised capital to primarily fund the growth Raised ~₹7,000 Crores through QIP of
of the Financial Services business CCDs and rights issue, with widespread
Raised participation by marquee investors
~$1 Billion • The fund raise was done much in advance before the need
to raise capital Further strengthened our balance sheet
enabling the Company to remain strong
despite tightened liquidity environment
post September 2018

32
Proactive measures to mitigate
potential risks
Conservative proactive measures have always complemented PEL’s bold strategic decisions,
which enabled the Company navigate through challenging business environments.
Some of these proactive measures generally taken by the Company include:

Always maintained low Created independent risk Unique asset monitoring Maintained conservative
leverage in the Financial and legal teams reporting process, that gives early provisioning despite
Services business and directly to the Board warning signals healthy asset quality –
allocated significant capital 1.9% of overall loan book
of ~₹5,000 Crores to the vs. GNPA ratio of 0.9%;
business post the ~₹7,000 224% PCR1 - higher than top
Crore fund-raise in FY2018 players in the industry

Proactively improved Nurtured a strong Periodic portfolio stress


borrowing mix, by reducing quality-driven culture test – identified 18 deals
share of CPs over the last in the Pharma business and addressed potential
6 months from ₹18,000 and hence, successfully asset quality stress under
Crores as on Sep-2018 to completed 33 USFDA hypothetical, worst-case
₹8,900 Crores as on Mar- inspections scenarios
2019
Note: 1. PCR - Provision Coverage Ratio

Sensitivity Analysis: Residential Real Estate Portfolio

Proactive measures taken for these 18 deals


Even in the hypothetical worst case
scenario, only 18 of 242 deals
required ‘proactive measures’

Stronger developer brought on-board, either through sale


Deals which meet internal thresholds
8 or a joint development agreement to complete the project
Deals which require proactive actions

Took additional security; or were able to monetise the


additional security
Number of deals: 18

Capital infusion from a private equity player or from


the promoter
224 Total Deals 18 3
242
In the process of getting re-financed

2
Initiate legal action while monetising other land
parcels / projects
2
Factors considered for sensitivity
analysis: Provided a composite work out solution – a combination
• Cash cover 2 of top-up to provide working capital and a land sale
• Pricing
• Construction status
• Financial closure 1

33
DIFFERENTIATORS DRIVING PEL'S SUPERIOR PERFORMANCE

Innovation driving creation of differentiated


and sustainable business models
Through our innovation-led approach, the Company has created differentiated business
models that have been tested even in the most difficult business environments and
have consistently delivered stronger performance. In Financial Services, the innovative
differentiation in our business model primarily includes:

End-to-end real 100% secured B2B2C Housing Strong relationships Ability to cross- Ability to take
estate financing lending Finance business, with tier-1 collateralise and over, complete and
platform to partner with focus developers innovatively sell the project, if
with developers on building a structure deals needed
throughout the technology-driven
project life-cycle model

Integrated service-led platform creating significant values for customers


Created the
2nd largest Marrying Working closely
Real estate developer distressed partners with regulators
with others with to assist in critical
financing platform in capabilities to industry policies
India with a loan book execute
size of ₹56,624 Crores
Asset Monitoring Brickex assists in
enables on time boosting partner’s
project completion sales

22 Key
Products

Plan long term Providing insights


growth strategy for to partners through
out partners proprietary data

Cross sharing of Working towards


best practices creating a fiduciary
amongst partners platform providing
across regions exit opportunities
to partners

34
The differentiation in our Pharma business model primarily includes:

Built niche capabilities Integrated model Built strong Considered as Focusing on


across complex products in of contract capabilities in niche a preferred e-commerce to
injectable anesthesia, inhalation manufacturing Highly Potency APIs integrated partner expand India Consumer
anesthesia, intrathecal spasticity services spanning and Antibody Drug in the area of Products business
and pain management across the entire Conjugates cancer
drug life-cycle

PEL’s Strong presence in Specialty and CDMO


Over 90% India Generics/OTC Specialty API
of revenues derived International Generics CDMO
from niche businesses
of complex generics and %
CDMO, as compared 100
with less than 5%
90
for most large Indian
pharma companies 80

70

60

50

40

30

20

10
Note: Pharma peer set includes (not necessarily in the
same order) Aurobindo Pharma, Cipla, 0
Dr. Reddy’s Lab, Lupin and Sun Pharma Peer 1 Peer 2 Peer 3 Peer 4 Peer 5 PEL

35
DIFFERENTIATORS DRIVING PEL'S SUPERIOR PERFORMANCE

Multiple drivers of value creation –


Constantly building and transforming
our businesses
Over the years, the Company has demonstrated the ability to successfully build and
constantly transform several business. The businesses built by the Company include
Domestic Formulations, Real Estate Developer Financing, Corporate Financing, Global
Pharma Services, Global Pharma Products, India Consumer Products, Healthcare Insights
& Analytics, Lab Diagnostics, Housing Finance, and Distressed Asset Fund across its
chosen sectors. The ability to constantly build and transform businesses has enabled the
Company to create significant value through leveraging multiple drivers of growth.

Organically building
Built the distressed
and growing the housing
asset fund in partnership
finance business –
with Bain Capital Credit,
currently working towards
with an active pipeline
transforming it towards
of signficant scale across
a more technology-led
sectors
business at its core

Significantly expanding Built integrated model


the CFG platform by Moved up the value of providing contract
entering new sectors chain in the Global manufacturing services
and adding customised Pharma business across the entire drug
innovative products life-cycle

Transforming
real estate developer Transforming the
financing model to focus Healthcare Insights & Tapping e-commerce,
M&A continues to remain
on creating a pool of ‘like- Analytics business to exports and institutional
one of the key drivers of
minded’ partners such as focus more on big data sales in the India
growth
foreign banks and global and analytics Consumer Products
pension funds

36
Trusted, long-standing partnerships
PEL, since its inception, has practised and maintained the highest standards of ethics, integrity
and corporate governance in each of its business dealings. This gets reflected through the fact
that the Company today is considered as one of the most preferred partners in India by leading
organisations across the globe.

O U R S T R AT EG I C PA R T N E R S

OUR TOP INVESTORS

ABERDEEN E A S T B R I D G E C A P I TA L SOCIETE GENERALE

ABU DHABI INVESTMENT FIDELITY S TAT E S T R E E T G L O B A L A D V I S O R S


AUTHORITY

BLACKROCK GIC (SINGAPORE) STICHTING PENSIOENFONDS ABP

B A R O N C A P I TA L JUPITER ASSET MANAGEMENT T H E M A S T E R T R U S T B A N K O F J A PA N

CALIFORNIA PUBLIC EMPLOYEES LEGAL & GENERAL UNIVERSITY OF CALIFORNIA


RETIREMENT SYSTEM

C A P I TA L G R O U P LIC OF INDIA VA N G U A R D

CDPQ NOMURA WA R D F E R R Y

DIMENSIONAL FUND ADVISORS NORGES BANK WELLINGTON MANAGEMENT

37
BOARD AND GOVERNANCE

Sitting
A J AY P I R A M A L
Chairman
Chairman, Shriram Capital Limited
Non-Executive Director of Tata Sons Private Limited
Co-Chair, India-UK CEO Forum

Upper row
(Left to right)
N VA G H U L S RAMADORAI DR R MASHELKAR P R O F G O V E R D H A N M E H TA
Former Chairman, Former Vice Chairman, Eminent Scientist Eminent Scientist
ICICI Bank Limited Tata Consultancy Services Former DG, CSIR Former Director, IISc

D E E PA K M S AT WA L E K A R S I D D H A R T H (B O B BY) M E H TA KEKI DADISETH


Former MD & CEO, Former President & CEO, Former Chairman,
HDFC Standard Life Transunion Hindustan Unilever Limited

Bottom row
(Left to right)
A RU N D H AT I B H AT TAC H A RYA NANDINI PIRAMAL D R S WAT I P I R A M A L
Former Chairperson Executive Director Vice Chairperson
State Bank of India Leads CPD, HR, Risk & Quality Eminent Scientist
MBA, Stanford

G A U TA M B A N E R J E E V I J AY S H A H ANAND PIRAMAL
Senior MD, Blackstone Group Executive Director Non-Executive Director
Chairman, Blackstone Singapore Turnaround Businesses Heads Piramal Realty
25+ years with Group MBA, Harvard

Names of Independent Directors indicated in blue

38
ROBUST GOVERNANCE MECHANISM

B OA R D O F D I R E C T O R S

Strategic Overview
B OA R D S U B - C O M M I T T E E

Financial Services Pharma Healthcare Insights and Analytics


Five Investment Committees for Real Estate Pharma Operations Board Healthcare Insights &
Lending, Real Estate Fund Management, Analytics Board
Corporate Finance Transactions, Emerging
Corporate Lending and Housing Finance

Management Discussion & Analysis


• Executive Directors • Executive Directors • Independent Directors
• Independent Directors • Key Business CEOs • Business CEO
• Financial Services CEO • External Experts • External Experts
• External Experts
• Business Vertical Heads

M A N AG E M E N T T E A M
Khushru Jijina Peter DeYoung Vivek Sharma
MD, CEO, CEO,
Piramal Capital & Piramal Critical Care Piramal Pharma
Housing Finance Experience: Solutions

Board & Management Profiles


Experience: 16 years, Experience:
30+ years, 6 years with 25+ years,
18+ years with Piramal Group 8+ years with
Piramal Group Piramal Group

Rallis (Tata Group) Blackstone, McKinsey & Company THL Partner, Motorola, AMD
CA Finance BSc Engg - Princeton; MBA - Stanford CA, CPA, MBA

Nitish Bajaj Vivek Valsaraj Shantanu Nalavadi


CEO, CFO, MD,
Consumer Products Piramal Enterprises Distressed Asset

Statutory Reports
Division Limited Fund
Experience: Experience: Experience:
21+ years 29+ years, 28 years,
18+ years with 3 years with
Piramal Group Piramal
Group

CEAT, Reckitt Benckiser, Ranbaxy, Heinz Wockhardt Ltd, Bharat Bijlee Ltd. New Silk Route Advisors
IIM Ahmedabad, IIT BHU CMA CA

M A N AG E M E N T A DV I S O R S
Nitin Nohria Shikhar Ghosh
Financial Statements

Dean, Harvard Professor, Harvard


Business School Business School
Experience: Experience:
25+ years as 35+ years
Harvard faculty

Ph.D in Management - Sloan School, MBA - HBS


MIT, IITB Prior Affiliation Qualification

39
TRUSTEESHIP APPROACH – DELIVERING IN THE INTERESTS OF ALL OUR STAKEHOLDERS

Delivering to Our Employees


PEL cares to nurture the spirit of entrepreneurship and overall employee
wellbeing. Our policies such as Flexi Work Hour Policy, Flexi-Pay, Crèche facilities,
and flexible maternal and paternal leaves help us achieve the same.

Our leadership development programmes such as ASCEND, SUMMIT and IGNITE


impart world-class training and exposure to our employees. 105 of the high
performers have undergone the ASCEND development journey, 58 leaders have
undergone the SUMMIT program, and 67 young leaders have been offered an
18-month IGNITE developmental journey.

Young talent initiatives like Launchpad, Future Leaders Program and Business
Management Trainee programmes provide an opportunity for the employees to
better understand their work environment and culture.

Piramal Learning University continues to nurture a world-class integrated


learning ecosystem for the employees. MOOC (Massive Open Online Courses)
policy enables employees to avail online learning solutions including 27,000+
online learning modules for their professional development.

Chairman’s Award, a group-wide recognition framework celebrates


individuals who exemplify the Group’s philosophy of Values create enduring
value and exponential impact. 53 employees across the globe have been
Chairman’s Award 2019 felicitated for their exceptional contribution.

NANDINI PIRAMAL
Executive Director, PEL
“The HR function today is playing a far more proactive, forward- signature leadership development experiences such as IGNITE,
looking role in driving our ambitious growth plans. Our investments ASCEND and SUMMIT. We now have technology-enabled goals and
in building our employer brand are beginning to reap rich returns as performance management processes through MyPiramal, thus
we enhance our connect with millennials on premium graduate and bringing in strong alignment to our organisational goals. The Piramal
postgraduate campuses. We are also supporting business growth Learning University also continues to deliver measurable impact
through agile, on-demand hiring and robust on-boarding practices. through focused capability-building via its Leadership and Functional
We continue to invest in developing our top talent through our Academies, as well as its Virtual Campus.”

40
Delivering to Our Customers
Getting into the hearts and minds of our customers

Our Customer Base Process


Voice of customers, employees, processes, and businesses are
• Positioned as partner of choice for top pharma gauged to gather the Customer Experience (CX). Insights through
companies various channels such as CSI (Customer satisfaction index) surveys*,
internal partner surveys, customer calls, workshops etc. are
• Over 4.2 Lakh outlets in India Consumer compiled and based on the same, an action plan is designed to focus
Products on the identified key areas.
• Over 5,500 hospitals around the world
Voice of Business Voice of Customer
under Global Pharma product business • Predictive Modelling Quantitative:
• In Healthcare Insights and Analytics, • Customer Account CSI1 Analysis, NPS2 & IPSAT3
Analysis Qualitative:
48 of the top 50 life sciences companies, • Key Account • Call Quality
18 of the top 20 medical device Management • Feedback Mechanism
• Customer Interviews
companies, and 8 of the top 10 US payers
and top US health systems CX INSIGHTS
• 175+ real estate developers (including Voice of Process Voice of Employee
mid-market clients) in major cities of India • Customer Journey Mapping • Workshops
• Customer Experience • CC4 Self Assessment
• 28 corporate borrower groups on the Auditing • Reward & Recognition
CFG platform
PEL has evolved from being product-centric to customer-
centric, while improving processes, communications and project Internal External
management. This enables the Company to better understand and Note:
*PEL's customer satisfaction surveys have been designed to understand the importance
predict customer needs. While the Company continues to rely on of delivery, quality, service, people, innovation and value in the minds of the customers
the quality and uniqueness of its products and services, it is able to engaged with the Company in Global Pharma services business.
differentiate itself across end-to-end customer experience. 1. CSI - Customer Satisfaction Index Analysis, 2. NPS - Net Promoter Score
3. IPSAT - Internal Partner Satisfaction 4. CC - Core Competencies

Customer Satisfaction Index (CSI) Score


Overall CSI score has gone up; Parameters of Delivery, Service, and People have improved rating compared to last year
scores, whereas parameter of Quality has slightly decreased. Value and Innovation remain same as last year.

Overall CSI Score:


CSI FY19 — 88.8%
15.9% 16.2%
15.2%
14.4%
15.3% 15.1% 15.2% CSI FY16 — 81%
13.7% 13.3% 12.7%
11.1% 11.1%

Number of Respondents:
FY19 — N = 69
FY16 — N = 52
Delivery Quality Service Value Innovation People

Parameter score FY2016 Parameter score FY2019 N: Number of Respondents

41
TRUSTEESHIP APPROACH – DELIVERING IN THE INTERESTS OF ALL OUR STAKEHOLDERS

Delivering to Our Investors


The Company has a strong track record of generating superior shareholder returns over the
preceding three decades. Post the Abbott deal, during the phase of developing new businesses
and growing the remaining healthcare businesses, the Company has delivered outstanding
shareholder returns in the last five years, significantly higher than benchmark indices.

Consistently delivered strong shareholder returns –


significantly higher than benchmark indices¹
5-year Annualized Returns2

PEL 42%
6,282%
Ni�y 13%

Ni�y PEL

28%
Annualised returns to
1,738% shareholders over the last
1,367% 31 years

42%
481% 344%
57% 173% 86%
3 Yrs 5 Yrs 10 Yrs 20 Yrs
Annualised returns delivered
over the last five years vs. 13%
₹6,238 Cr3,4,5,6 returned to shareholders since sale of by Nifty 50
Domestic Formulations business in 2010

Normal dividend Special dividend Buyback

4525
(` Cr)

5586 6,238
29%
Dividend payout7 for FY2019

362
302 Notes: 1. T otal shareholder returns are as on March 31,
345 2019. Assumes re-investment of dividend in the
906 stock (Source: Bloomberg)
2. Annualised returns are as on March 31, 2019
604 3. O f the buyback of 41.8 mn shares shown in
302 FY2011, buyback of 0.7 mn shares happened in
302 302 FY2012
2,709 4. C apital returned to shareholders through
dividends, doesn’t include amount paid as
Dividend Distribution Tax
5. F Y2018 Excludes any dividend pay-out upon
conversions of CCDs & related Rights till book
closure date
2,508 FY2019 Dividend Payout7 – 29% 6. F Y2019 includes any dividend pay-out upon
conversion of CCDs & Rights till book closure
date for FY2019
7. Recommended by the Board
201
FY11 FY12 FY13 FY14 FY15 FY16 FY17 FY18 FY19 Total

42
Delivering to Our Society

Strategic Overview
VISION

Piramal Foundation is committed to transforming health, education, water and social sector
ecosystems through high impact solutions, thought leadership and partnerships.

Outcome of CSR initiatives Key Achievements

Management Discussion & Analysis


Healthcare
Piramal Foundation of Education
14 30,000 75+ Leadership
• Partnered with many governments,
States calls per day Telemedicine centers
corporates and educational institutions
under the School Leadership Development
368 417 Programme
• Collaborated with the 10 state
Call center seats Medical Mobile Vans
governments to build institutional
capabilities of state level education
Education
institutions

Board & Management Profiles


44 437,000 27,192
• Established two empathetic call centres
by developing 75 community women to
Million students Schools Support calls provide support to government education
officials

10 182 700 Piramal Swasthya


States Anganwadi workers Gandhi Fellows
• Piramal Swasthya partners with
Ujjivan Finance Ltd., 2 mobile medical
units launched in Karnataka and 3 in
Maharashtra
• Expanded Shriram Transport Finance

Statutory Reports
Company Limited MMUs across 13 states
• Launched 75 Telemedicine nodes in
Himachal Pradesh in collaboration with
the state government
• 104 Health Helpline launched in Sikkim in
DR. SWATI PIRAMAL
partnership with the state government
Vice Chairperson, PEL
• Partnered with Govt. of Maharashtra to
provide technical support to NCD cell
“At PEL, we continuously strive to create a positive difference to all our
• Expanded health and nutrition program
stakeholders including our society at large. We are committed to our
across 6 mandals of Vishakhapatnam
transforming health, education, water and social sector ecosystems
tribal belt
Financial Statements

through high impact solutions, thought leadership and partnerships. We


• Won the Best Employer Brand – Telangana
have collaborated with several central and state governments as well as
award by World HRD Congress
organisations of repute including Harvard Graduate School of Education and
Harvard School of Public Health, New York University, Michael & Susan Dell
Foundation, World Diabetes Foundation and USAID support our initiatives in Employee Social Impact
our unwavering pursuit to accomplish our mission. Today, we are one of the • Over 60,500 volunteering hours by
largest implementers of Public Private Partnership programmes in India. While Piramal Group employees
over 10.6 Crore beneficiaries have received health facilities at their doorstep
through our swasthya initiatives, over 4.4 Crore students have indirectly
benefitted from our State Transformation Programme across 4,37,000 schools.”

43
MANAGEMENT DISCUSSION & ANALYSIS
Financial Review . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 46
Operational Review
Financial Services. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 50
Pharma. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 74
Healthcare Insights & Analytics. . . . . . . . . . . . . . . . . . . . . . 86
Risk Management . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 92
Human Resources. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 98
Information Technology & Digital . . . . . . . . . . . . . . . . . . . . . 102
Analytics. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 106
Environment, Health & Safety. . . . . . . . . . . . . . . . . . . . . . . . 108
Corporate Social Responsibility. . . . . . . . . . . . . . . . . . . . . . . 110
Awards & Recognition. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 116
10-year Financial Highlights. . . . . . . . . . . . . . . . . . . . . . . . . . 119
FINANCIAL REVIEW

P I R A M A L E N T E R P R I S E S LT D.
FY2019 Revenue – `13,215 Crores

FINANCIAL SERVICES PHARMA HEALTHCARE INSIGHTS & ANALYTICS


FY2019 Revenue Contribution – 54% FY2019 Revenue Contribution – 36% FY2019 Revenue Contribution – 10%

WHOLESALE LENDING GLOBAL PHARMA DECISION RESOURCES GROUP

RETAIL LENDING INDIA CONSUMER PRODUCTS

INVESTMENTS IN SHRIRAM

ALTERNATIVE AUM

INDIA RESURGENCE FUND

* i.e. excluding exceptional gain/losses

Total Operating Income Break-up


(₹ Crores or as stated)

Revenues Break-up % Sales FY2019 FY2018 % Change


Financial Services 54% 7,063 4,982 42%
Pharma 36% 4,786 4,322 11%
Healthcare Insights & Analytics 10% 1,332 1,209 10%
Others - 34 127 -
Total 100% 13,215 10,639 24%

46
C O N S O L I DAT E D F I N A N C I A L P E R F O R M A N C E Business-wise Revenue Trend and Normalised Net Profit

Strategic Overview
and Margin Trend
PEL’s consolidated revenues grew by 24% to ₹13,215 Crores in
FY2019 as compared with ₹10,639 Crores in FY2018. The rise in
revenues is primarily driven by growth in the Financial Services Business-wise Revenue Trend
segment. Revenues generated in foreign currencies are 40% of (₹ Crores)

28% 24%
PEL’s FY2019 revenues.

Business-wise Revenue Performance 7-year CAGR FY2019 y-o-y change

Income from the Financial Services business expanded by 42% 13,215


to ₹7,063 Crores in FY2019 as compared to ₹4,982 Crores in the 1,332
FS Pharma4 HIA Others
previous year. This growth was on account of 34% growth in 10,639

Management Discussion & Analysis


loan book from ₹42,168 Crores as on March 31, 2019 to ₹56,624 1,209
8,547 4,786
Crores as on March 31, 2018. The growth in loan book is largely 1,222
attributed to an increase in Real Estate Developer Financing and 6,381
4,322
5,123 1,156
Housing Finance. 4,503 3,893
1,020
3,544 899
The Pharma4 business revenues increased by 11% in FY2019 to 651 3,467
2,352 3,008 7,063
₹4,786 Crores vis-à-vis ₹4,322 Crores for FY2018. Global Pharma, 2,715 4,982
2,339 3,352
which accounts for 93% of the Pharma revenues, reported a 1,906
726 937 1,740
growth of 12% in FY2019 to ₹4,452 Crores as against ₹3,976 Crores 297 389
in FY2018. The increase was on account of strong order book and FY12 FY13 FY14 FY15 FY16 FY17 FY18 FY19
delivery across all key segments of the business. India Consumer
Products reported revenues for FY2019 at ₹334 Crores.

Board & Management Profiles


Normalised Net Profit1,2,3
Revenues from the Healthcare Insights & Analytics business
(₹ Crores)
increased by 10% in FY2019 to ₹1,332 Crores vis-à-vis
₹1,209 Crores for FY2018. Revenue growth was primarily driven by
strong growth in Life Sciences and Data Analytics. The Company 50% 25%
7-year CAGR FY2019 y-o-y change
continues to evolve its delivery model from large, static research
reports to digitally delivered, user-centric applications and 5 (6) (11) 8 14 15 15 15
analytics services. 1,936
Net Profit
Net Profit Margin (%) 1,551
1,252

Statutory Reports
905

421
112
(227) (501)

VIJAY SHAH
FY12 FY13 FY14 FY15 FY16 FY17 FY18 FY19
Executive Director, PEL

Notes: 1. FY2016 - FY2019 results have been prepared based on IND AS; prior periods are
"Despite a challenging business environment, PEL continued to IND GAAP.
deliver robust performance driven by growth across our Financial 2. FY2015 net profit excludes exceptional gain on sale of 11% stake in Vodafone
India, partly offset by the amount written down on account of scaling back of our
Services and Pharma businesses. In Financial Services, we continued
Financial Statements

investments in NCE research .


to grow by further diversifying our loan book and increasing the 3. FY2019 normalised net profit excludes non-recurring and non-cash accounting
share of Housing Finance, despite system-wide liquidity tightening. charge towards imaging assets and non-recurring exceptional item and FY2018
normalised net profit after tax excludes synergies on account of merger of
We also tapped additional sources of long-term funds and diversified subsidiaries in the Financial Services segment.
our borrowing mix. In the Pharma business, our differentiated 4. Pharma includes Global Pharma and India Consumer Products.
business model and focus on quality has enabled us to consistently
grow revenues and improve margins, despite pricing pressures and
regulatory headwinds being faced by the industry. Going forward, we
remain committed to generating value for all our stakeholders.”

47
FINANCIAL REVIEW

Financial Highlights (Consolidated)


P&L Performance
(₹ Crores or as stated)

Particulars FY2019 FY2018 % Change


Net Sales 13,215 10,639 24%
Non-operating Other Income 313 260 21%
Total income 13,528 10,899 24%
Other Expenses 6,121 5,479 12%
OPBIDTA 7,407 5,419 37%
Interest Expenses 4,410 2,978 48%
Depreciation 520 477 9%
Profit before Tax & Exceptional Items 2,478 1,964 26%
Exceptional items expenses/(Income) 466 -
Income Tax 861 (2,876) -130%
Profit after Tax (before MI & Prior Period items) 1,151 4,840 -76%
Minority Interest - - -
Share of Associates1 319 280 14%
Net Profit after Tax 1,470 5,120 -71%
Net Profit Margin % 11% 48%
Normalised Net Profit2,3 1,936 1,551 25%
Normalised Net Profit Margin % 15% 15%
Basic EPC (₹/Share) 74.2 281.8 -74%
Diluted EPS (₹/Share)4 73.9 281.7 -74%
Normalised EPS (₹/Share)2,3 97.6 85.4 14%
Normalised Diluted EPS (₹/Share)2,3,4 97.2 85.4 14%

Notes: 1. Income under share of associates primarily includes our share of profits at Shriram Capital and profit under JV with Allergan, as per the new accounting standards.
2. FY2019 normalised net profit excludes non-recurring and non-cash accounting charge towards imaging assets and non-recurring exceptional item.
3. FY2018 normalised net profit after tax excludes synergies on account of merger of subsidiaries in the Financial Services segment.
4. Diluted EPS for March 31, 2019 and Mar 31, 2018 have been restated for effect of rights issue.

Finance Costs Net Profit after Tax


Finance costs for FY2019 were ₹4,410 Crores as compared to Reported net profit after tax for FY2019 stood at ₹1,470 Crores vis-
₹2,978 Crores in FY2018. The increase was primarily due to higher à-vis ₹5,120 Crores in FY2018 as a non-recurring exceptional gain
borrowings in the Financial Services business and a marginal increase amounting to ₹3,569 Crores on account of creation of deferred tax
in interest rates. asset due to merger of subsidiaries in FY2018.
Normalised net profit for FY2019 grew 25% to ₹1,936 Crores
Depreciation
vis-à-vis ₹1,551 Crores in FY2018 on account of improved operational
Depreciation for FY2019 stood at ₹520 Crores as compared to
performance across businesses.
₹477 Crores in FY2018. The increase was primarily due to increased
capitalisation of the amounts invested for Pharma acquisitions.
Dividend
The Company paid a final equity dividend of ₹28 per share.
Taxation
This would entail a total payout of ₹558 Crores (excluding dividend
Current tax and deferred tax expenses were at ₹861 Crores in
distribution tax). The dividend payout ratio was 29% for FY2019.
FY2019 as compared ₹693 Crores in FY2018, primarily on account
of an increase in profits largely from the Financial Services business.
Net Worth
During FY2018, there was a creation of deferred tax asset of ₹3,569
The net worth as on March 31, 2019 was ₹27,253 Crores as
Crores on account of the merger of subsidiaries in the Financial
compared to ₹26,562 Crores as on March 31, 2018. The increase in
Services business, which led to an exceptional gain in reported net
the equity is primarily on account of an increase in profits due to
profits.
improved operational performance across all segments.

48
Strategic Overview
Balance Sheet
(₹ Crores)

Particulars As on Mar 31, 2019 As on Mar 31, 2018


Equity Share Capital 37 36
Other Equity 27,216 26,526
Non-controlling Interest 9 12
Borrowings (Current and Non-current) 56,023 44,161
Deferred Tax Liabilities (Net) 19 29

Management Discussion & Analysis


Other Liabilities 2,111 1,901
Provisions 211 135
TOTAL 85,626 72,800
PPE, Intangibles (Incl. Under Development), CWIP 5,751 5,740
Goodwill on Consolidation 5,939 5,633
Financial Assets
Investments
• Investments Accounted for Using the Equity Method 3,694 3,128
• Other Investments 19,606 20,516
• Current investments 2,448 5,198

Board & Management Profiles


• Others 33,661 21,287
Other Non-current Assets 632 437
Deferred Tax Assets (Net) 4,068 4,244
Current Assets
• Inventories 835 774
• Trade Receivables 1,406 1,355
• Cash & Cash Equivalents and Other Bank Balances 918 2,467
• Other Financial and Non-financial Assets 6,667 2,021
TOTAL 85,626 72,800

Statutory Reports
Financial Assets
Financial assets as on March 31, 2019 is ₹59,409 Crores compared to
₹50,129 Crores as on March 31, 2018. The rise is mainly on account
of an increase in the size of the loan book.

Goodwill
During FY2019, goodwill increased by ₹307 Crores, primarily on
VIVEK VALSARAJ
account of translation of goodwill from functional currency to
CFO, PEL
reporting currency.

Borrowings
Financial Statements

"The consistent growth in profits is driven by strong performance


Total borrowings as on March 31, 2019 were ₹56,023 Crores as across our business segments. We had made significant capital
compared to ₹44,161 Crores as on March 31, 2018. Increase in allocations to our businesses following the fund raise of
borrowings during the year was primarily on account of higher ~₹7,000 Crores in the prior year, which has increased the resilience
investments in the Financial Services segment . of our businesses and yielded strong results."

49
FINANCIAL SERVICES

PEL's Financial Services business offers a complete suite of financial products to meet the diverse needs
of its customers. The business has a diversified exposure across both wholesale and retail financing.

50
O V E R V I E W A N D F Y2019 P E R F O R M A N C E Alternative Assets Under Management
HIGHLIGHTS • Strategic partnership ventures with Bain Capital Credit, CPPIB,
APG and Joint Venture (JV) with Ivanhoe Cambridge, a real estate
PEL's Financial Services business offers a wide range of financial
subsidiary of Caisse de dépôt et placement du Québec (CDPQ)
products and services to cater to the diverse needs of its clients.
The Financial Services business has a strong portfolio with loans, • AUM of ₹10,013 Crores across various investment platforms and JVs
alternative Assets Under Management (AUM) and investments of
nearly ₹74,000 Crores as of March 31, 2019.
MARKET SCENARIO
The Company has created its unique positioning in the financial
services space, with a diversified exposure across both wholesale In September 2018, the default on payment obligations by IL&FS
and retail financing, through its strong presence in the following Group companies on their debt instruments resulted in a system‑wide
sub‑segments: liquidity tightening. The default raised concerns over asset-liability
mismatches at Non-banking Financial Companies (NBFCs), which
Wholesale Lending traditionally relied on short-term market borrowings, such as
• Real Estate Developer financing loan book stood at ₹40,160 Crores commercial papers, to finance long-term assets. During the peak of
the liquidity tightening situation, banks and mutual funds, which are
• Corporate Financing loan book (including education loans) stood
among the largest providers of funds to NBFCs, became cautious and
at ₹9,889 Crores
selective towards financing NBFCs.
• Emerging Corporate Lending loan book stood at ₹1,387 Crores
Since then, lenders started to classify NBFCs into three broad
categories based on their (i) performance track record of growth, asset
Retail Lending
quality and return profile, (ii) promoter’s reputation and commitment
• Strategic investments of ₹4,583 Crores in Shriram Group of
and (iii) balance sheet strength. The first category, of ‘best-in-class’
Companies, which was valued at ₹7,253 Crores1 as of March 31,
NBFCs, across the parameters mentioned earlier, continued to receive
2019
funds, although their cost of borrowing increased marginally. For
• Housing Finance loan book of ₹5,188 Crores, accounted for 9% of the second category of NBFCs, which were relatively good, but not
overall loan book among the ‘best-in-class’, liquidity was available, but only selectively.

As on March 31, 2019


FINANCIAL SERVICES
Loan Book: AUM: Investments in Shriram:
₹56,624 Cr ₹10,013 Cr ₹7,253 Cr1

Wholesale Business Retail Business

Lending Alternative AUM Housing Finance Investments in Shriram


Loan Book: AUM: Loan Book: Total Investments:
₹51,436 Cr ₹10,013 Cr ₹5,188 Cr ₹7,253 Cr1

Real Estate CFG ECL Real Estate CFG Indian RF SCL STFC SCUF
Loans: Loans: Loans: AUM: AUM: AUM: ~20% ~10% ~10%
₹40,160 Cr ₹9,889 Cr ₹1,387 Cr ₹7,439 Cr ₹1,830 Cr ₹744 Cr stake stake stake

Strong portfolio with total investments, loans and


AUM of CFG - Corporate Finance Group; ECL - Emerging Corporate Lending;

~ `74,000 Crores
HFC - Housing Finance Company; India RF - India Resurgence Fund (JV with Bain Capital Credit);
SCL - Shriram Capital Limited; SCUF - Shriram City Union Finance;
STFC - Shriram Transport Finance Corp

Note: 1. Investments in STFC, SCUF and SCL at book value

51
FINANCIAL SERVICES

Continued Loan Book Growth and Consistent Expansion of Product Portfolio

Outstanding Loan Book


(₹ Crores)

`56,624 Crores `29,762 Crores `16,658 Crores


Total loan book with growth Disbursements in FY2019 Repayments in FY2019
of 34% y-o-y

56,624
55,255
52,793
46,995
Robust asset quality

42,168
Gross NPA ratio (based on 90 dpd) was 0.9%

38,036
Provisioning stood at 1.9% of loan book

33,261
28,648
24,975
22,651
19,640
15,998
13,338
11,069
9,020
7,611
4,766
3,933
3,602
3,193
2,861
2,588

2,650

2,590
2,016
1,349
812
350

498
Mar-12

Jun-12

Sep-12

Dec-12

Mar-13

Jun-13

Sep-13

Dec-13

Mar-14

Jun-14

Sep-14

Dec-14

Mar-15

Jun-15

Sep-15

Dec-15

Mar-16

Jun-16

Sep-16

Dec-16

Mar-17

Jun-17

Sep-17

Dec-17

Mar-18

Jun-18

Sep-18

Dec-18

Mar-19
Note: Carrying value till Dec'15 and amortised cost thereafter

For the third category of NBFCs, which were the relatively weaker in the next 3-4 years. The real estate sector, which contributes more
ones, liquidity was not available and they were forced to sell their loan than 5% to GDP and hires 17% of labour force directly or indirectly, is
portfolios / businesses. also dependent on NBFCs and Housing Finance Companies (HFCs) for
funds. Going forward, the latent credit demand of an emerging India
As a result of these funding constraints, only a few top-quality NBFCs
will require NBFCs to fill the gaps where traditional banks have been
could grow their loan book in H2 FY2019. Subsequently, interventions
wary to serve.
by the Reserve Bank of India (RBI) and the government helped
relatively ease system-wide liquidity to a certain extent, particularly Additionally, higher credit penetration, increased consumption and
for good quality players. digital disruption present significant opportunities for NBFCs and
HFCs to tap their growth potential. PEL is well positioned to capitalise
At the macro level, India’s GDP is expected to reach $5 Trillion in the
on this opportunity owing to its high capitalisation, high commitment
next 5 years and it aspires to become a $10 Trillion economy by 2030.
from a reputed promoter, robust governance, conservative internal
A significant pool of capital will be needed to fund this economic
processes and deep sectoral understanding.
growth. As public sector banks remain capital constrained due to
severe asset quality issues, NBFCs, along with a few private sector
banks, will need to step in to support demand for growth capital.
Over the past couple of years, NBFCs have played a critical role in
India’s economic growth, as they have been instrumental in extending
credit to Micro, Small and Medium Enterprises (MSMEs), real estate
and retail consumers. MSMEs account for 31% of GDP, 40% of exports
and hire 25% of labour force. Banks lending to MSMEs have declined
significantly and it is estimated that NBFCs will have to lend ~₹2 Lakh
Crores, or nearly 75% of the incremental credit demand, to MSMEs

52
Strategic Overview
Total number of products – 22
+11
Loans Against Property
Alternative Asset Management Top-up on Existing Loans
Corporate Finance Mid Market CF
India Resurgence Fund Home Loans
Real Estate Loan Against Shares
Emerging Corporate Lending Loan Against Property (LAP)
Housing Finance Senior Debt

Management Discussion & Analysis


Working Capital Term Loan
Capex Funding
Promoter Funding
+3 Project Finance
Products Added

India Resurgence Fund


Acquisition Funding
+2 Lease Rental Discounting (LRD)
Corporate Finance - AUM
+3 Senior Lending
CF - Commercial
CF - Residential
+1 Loans Against Shares

Board & Management Profiles


+1 Mezzanine Lending & Structural Lending
1 Mezzanine Lending
Real Estate - AUM

FY2006 FY2012 FY2013 FY2015 FY2016 FY2017 FY2018 onwards


CF - Construction Finance

Statutory Reports
KHUSHRU JIJINA
Managing Director, PCHFL

“Despite a system-wide liquidity tightening, we delivered a strong on further de-risking our portfolio and have already taken proactive
performance during the year and further strengthened our balance measures to further strengthen the quality of our real estate loan
sheet. On the liability side, we demonstrated a strong ability to raise book given the volatile market.
resources from a diversified set of investors and also substantially
Going forward, we remain focused on delivering robust returns
improved the borrowing mix by reorienting towards longer term
Financial Statements

and are also proactively creating additional sources of fee income


funds. We will continue to further diversify our borrowings by
through asset aggregation opportunities, as we further reduce
tapping new funding sources, such as an External Commercial
the overall risk profile of the loan book. We believe with long-term
Borrowings (ECB), new bank lines, Tier II capital, etc.
funding locked-in, a diversified loan book and healthy asset
Our asset quality remained robust even as we increased the quality, we are well positioned to capitalise on potential future
granularity of our loan book with a significantly increased share of opportunities.”
Housing Finance (to 9% from only 3% a year ago). We remain focused

53
KEY HIGHLIGHTS – FINANCIAL SERVICES

Strong Commitment from the Promoter Group

PEL Shareholding Mix (%) Comparison of Effective Promoter Holding* with Large
As on March 31, 2019 NBFCs/HFCs1 (%)
As on March 31, 2019
17
High Medium Low Very Low

50 50
40 39 38
33 33
26 25
22 21
Promoter Group 11
Institutional Investors 0 0
Public & Others
PEL P1 P2 P3 P4 P5 P6 P7 P8 P9 P10 P11

* Estimated based on available disclosures. Effective promoter shareholding is defined as the stake of the promoter group in the Company, adjusted for any cross-holdings or indirect
holdings through a holding company-subsidiary structure. In case of no single promoter/founder or promoter group, it has been considered as zero.
Notes: 1
 . P1 - P11 represents the peer set, which includes (not necessarily in the same order) HDFC Ltd., LIC Housing Finance, Bajaj Finance, Indiabulls Housing Finance, Dewan Housing
Finance, Aditya Birla Capital, PNB Housing Finance, L&T Finance, Mahindra & Mahindra Financial Services, Edelweiss and Cholamandalam Finance.
2. Data for peers as on March 31, 2019.
3. Data for Aditya Birla Capital as on June 30, 2018.

Among the Least Levered Large NBFCs in India

Equity (Book Value) (% split1) Comparison of D/E Multiple with Large NBFCs/HFCs2
As on March 31, 2019 As on March 31, 2019
Investments in
Shriram of D6,700 Cr.
Best-in-class Strong Good Average
31
Debt to
˜D11,400 Cr Equity (x)
invested in
the Lending
business
53
16
11.4x
9.3x

Lending Incl. ˜D3,500 Cr


3.9x*

8.2x

Shriram Investments synergies from reverse


6.5x
6.4x
5.8x

merger
5.5x
4.8x

Others**
4.7x
4.4x
4.0x
2.2x

PEL P1 P2 P3 P4 P5 P6 P7 P8 P9 P10 P11

~Total`equity
22,000 Crores
in the Financial Services
business vs. loan book of ~ `56,624 Cores

* D/E multiple of 3.9x for PEL’s Lending business only. Overall D/E multiple for PEL’s Financial Services business was 2.2x, including investments in Shriram.
** Others includes DTA benefit from reverse merger and equity allocated to Alternative AUM business.
Notes: 1. Based on estimated allocation.
2. P1 - P11 represent the peer set, which includes (not necessarily in the same order) HDFC Ltd., LIC Housing Finance, Bajaj Finance, Indiabulls Housing Finance, Aditya Birla Capital,
PNB Housing Finance, L&T Finance, Mahindra & Mahindra Financial Services, Edelweiss, Repco Home Finance and Cholamandalam Finance.

54
'Best-in-class' Asset Quality, as a Result of Robust Risk Management

PEL's Financial Services GNPA Performance Comparison of GNPA Ratio with Large Banks/NBFCs/HFCs1
(%) (%)
~ `110 Crores recovered from 2 NPA
cases, due as of March 2019, by bringing a
Best-in-class Strong Good Average
stronger developer on board to complete
the project

6.7
5.9
5.9
5.3
0.9

3.0
2.3
2.1
0.6

1.9
1.5
0.5 0.5 0.5

1.5
1.5
1.4
0.4 0.4 0.4

1.2
0.3 0.3

0.9
0.9
0.2 0.2

0.5
1Q17 2Q17 3Q17 4Q17 1Q18 2Q18 3Q18 4Q18 1Q19 2Q19 3Q19 4Q19 P1 PEL P2 P3 P4 P5 P6 P7 P8 P9 P10 P11 P12 P13 P14 P15

Notes: 1
 . P1-P15 represent the peer set, which includes (not necessarily in the same order) HDFC Ltd., LIC Housing Finance, Bajaj Finance, Indiabulls Housing Finance, Repco Home Finance,
Aditya Birla Capital, PNB Housing Finance, L&T Finance, Mahindra & Mahindra Financial Services, Edelweiss, Cholamandalam Finance, HDFC Bank, ICICI Bank, Kotak Mahindra Bank
and Axis Bank.

Delivering Strong Returns

PEL's Financial Services ROE1 Performance Comparison of ROE with Large Banks/NBFCs/HFCs2
(%) (%)

Best-in-class Strong Good Average


25+ 25+ 25+ 25+ 25+ 25+ Post fund raise *
24

21
23

20
21

19 19 19 19
19
18
18
18
17
17
16
15
14
14
11
8
3

1Q17 2H17 9M17 FY17 1Q18 1H18 9M18 FY18 1Q19 1H19 9M19 FY19 P1 P2 P3 PEL P4 P5 P6 P7 P8 P9 P10 P11 P12 P13 P14 P15

* In 3Q18, ~₹2,300 Crores was allocated to Financial Services from the ~₹7,000 Crores fund raised. In 4Q18, the entire ~₹5,000 Crores (of the estimated allocation) was allocated to the
business.
Notes: 1. ROE calculation for PEL on a cash tax basis, considering the capital allocation from the fund raise
2. P1-P15 represent the peer set, which includes (not necessarily in the same order) HDFC Ltd., LIC Housing Finance, Bajaj Finance, Indiabulls Housing Finance, Repco Home Finance,
Aditya Birla Capital, PNB Housing Finance, L&T Finance, Mahindra & Mahindra Financial Services, Edelweiss, Cholamandalam Finance, HDFC Bank, ICICI Bnk, Kotak Mahindra Bank
and Axis Bank.

55
KEY HIGHLIGHTS – FINANCIAL SERVICES

Continuous Loan Book Diversification: Increased Granularity to Reduce the Overall Risk-Profile

Trend of Changing Portfolio Mix


(%)
4,766 13,338 24,975 42,168 56,624 Total (` Crores)
100
3
2 9 Housing Finance
17 17 16 15

Others
2
19 Emerging Corporate Lending (ECL)
80 4 6 5 17
3 37
8 3 Corporate Finance Group
6 4
6 4
60 34 4 Hospitality

(Excl . Hospitality & LRD)


43 Lease Rent Discounting (LRD)

Wholesale RE Loans
83
40 40 Construction Finance - Commercial
76 41
Construction Finance - Residential

20 44 2 2 Loans Against Property (LAP)


63
29
19 16 Structured Debt
Note: 1. CFG, including
0
education loans Mar-2015 Mar-2016 Mar-2017 Mar-2018 Mar-2019

Diversifying Borrowing Mix: Shifted Borrowing Mix towards Long-term Funds

Raised long-term funds Borrowing Mix of Investor Type*


amounting to nearly J16,500 (%)
Crores in the last two quarters

Exposure to CPs has reduced Sep-2018 Mar-2019


to ~J8,900 Crores from
~J18,000 Crores as of
22 18
September 2018

Significant increase in
borrowing from banks from 49 11
49% as of September 2018 to
71% in March 2019

Simultaneously, reduced
dependence on funding from
29 71
MFs to 11% as of March 2019
from 29% as of September
2018
Banks   MFs   Others**

* Data for PCHFL


** Includes insurance companies, pension funds, Foreign Institutional Investors (FIIs), NBFCs and others

56
Management Depth: Highly Talented and Experienced Team

Workforce Distribution
Team of 1,300+ professionals,
with a healthy mix of investing
and operating experience, Financial Services
across both wholesale and 1,309
retail lending
The wholesale lending
business headcount of
~396 employees includes Wholesale Business Retail Business
dedicated teams for various
‘Partner Functions’ – such
as Risk Management, Asset CFG ECL Housing Finance
Real Estate1 Partner Functions2
Monitoring, Legal and IT 89 32 19 256 913
– which constitute nearly
two-thirds of the overall
headcount of the business
Notes: 1. Includes Capital Markets Advisory business
Local teams in the cities where 2. Partner Functions includes Risk Management, Asset Monitoring, Legal, Treasury, Brickex, Human
the Company operates Resources, Information Technology etc.

Long-standing Partnerships with Global Firms: Strong Relationships Providing an


Access to Patient and Intelligent Capital

JV with Bain Capital Credit to create a distressed asset investment platform, India RF, to invest in debt and
equity across distressed companies

Partnered with Ivanhoé Cambridge, a real estate subsidiary of CDPQ, to provide long-term equity to blue
chip residential real estate developers

Alliance with APG to invest in rupee-denominated mezzanine instruments issued by infrastructure


companies in India

Strategic alliance with CPPIB to provide rupee-denominated debt financing to residential projects ;
partnered to launch InvIT in India and focused on renewables

$100 Million investor in India Resurgence Fund; anchor investor in upcoming ECB issuance

57
FINANCIAL SERVICES

WHOLESALE LENDING

R E A L E S TAT E D E V E L O P E R F I N A N C E

Market Scenario PEL’s Positioning


In the last few years, the real estate sector has witnessed several PEL’s portfolio withstood the impact of RERA successfully, due to our
regulatory and policy reforms, such as demonetisation, followed by developer selection criteria – i.e., partnering with top-tier developers
the implementation of Real Estate Regulation (and Development) in select micro-markets. Further, the platform’s ability to foresee
Act (RERA) and GST, and changes in accounting standards. Although market headwinds and swiftly adapt to changing norms has helped in
these reforms reduced the pace of growth of the real estate sector creating a book that is resilient to market dynamics.
in the near term, they are contributing positively towards healthy
Going forward, real estate sales are expected to improve, driven by
consolidation, increased transparency and sustained growth in the
increasing end-user affordability and rising demand for projects by
medium to long term.
quality developers. In FY2019, residential real estate sales grew by 5%
However, increased compliance norms along with the recent y-o-y across Tier I cities in India3. We are relatively better positioned
liquidity tightening situation in NBFCs/HFCs have accelerated the to benefit from the pick-up in residential real estate sales, as our
consolidation in the real estate sector. clients have a track record of superior project performance and a
relatively high share in overall sales in the markets they operate.
As the pace of consolidation picks up, the real estate sector is witnessing
the following trends:
• Distressed developers are either partnering with or exiting to
Operational Performance during the Year
stronger players: Several distressed developers are partnering The real estate developer financing loan book grew 26% to
with stronger developers to either jointly develop projects or ₹40,160 Crores as on March 31, 2019 from ₹31,833 Crores as
completely take over projects. Moreover, some of these distressed on March 31, 2018. In FY2019, the Company’s incremental
developers and NBFCs are even selling land banks at a steep disbursements stood at ₹20,992 Crores, of which ₹6,692 Crores was
discount. Also, several large Indian corporate houses are foraying disbursed in H2 FY2019. Also, ₹13,357 Crores was repaid / pre-paid
into the real estate sector. during the year, equivalent to 42% of the opening loan book as of
April 1, 2018, of which ₹5,893 Crores was in H2 FY2019.
• Rising interest of Private Equities (PEs) as they are trying to fill
the space vacated by struggling NBFCs: Real estate continues to Construction finance contributed nearly 64% to the real estate
remain an attractive sector – this is evident from the rising interest loan book and lending to commercial real estate, which includes
of PE firms. PE firms have invested nearly $1.8 Billion1 across 20 construction finance, hospitality loans and LRD, now constitutes ~17%
deals between October 2018 and March 2019. of the real estate loan book. LRD was at ₹2,318 Crores, constituting
6% of the real estate loan book.
• Market is shifting towards quality developers, amid faster
consolidation in the real estate sector: With consolidation In FY2018, the Company forayed into the hospitality sector, given the
speeding up in the real estate sector, we see that the larger, opportunities to invest in quality assets at good locations, which have
well-organised developers, with balance sheet strength and thrived across business cycles. As of March 2019, PEL had committed
delivery capabilities, are gaining market share. Market shares of nearly ₹2,109 Crores across marquee hotel assets in Gurugram,
top developers have improved across Tier I cities in India. They Bengaluru and Pune.
estimate that in CY 2018, the Top 10 developers in each of the
Tier I cities cumulatively accounted for 34% of total area sold (on
an average) versus only 24% in CY 20132 .
Notes: 1. Source: Venture Intelligence, ET Realty (April 17, 2019)
2. Source: HSBC Research
3. Source: Liases Foras

58
Reducing Developer Concentration Loan Book Breakdown
Top 10 Developer Loans vs. Other Loans
We also continue to make efforts to reduce developer concentration
(%)
to lower the risk profile of our loan book. As of March 2019, our Top
10 developer exposures constituted less than one-third of our overall
loan book.
Total I56,624 Crores
Going forward, we plan to further reduce single borrower exposure. 9 2 7
However, consolidation in the real estate sector and the shift in
5
market share towards larger, well-organised, quality developers
5
will create a significant opportunity for us to continue to work with
3
Tier I clients and enable them to gain market share in this phase of 17 2
consolidation.
2
Nevertheless, in our endeavour to reduce developer concentration, 2
while continuing to participate in deals by these quality clients, we 2
have created a pool of like-minded partners, such as foreign banks 2
and pension funds, who will co-lend with us. We will also generate fee 40
Other 137 2
income through such co-investment deals, as we would take a lead Developers
in these transactions in terms of underwriting, asset monitoring and
loan servicing.

Developer 1 Developer 6 Other Developers

Developer 2 Developer 7 CFG

Developer 3 Developer 8 Housing Finance

Developer 4 Developer 9 ECL

Developer 5 Developer 10

59
FINANCIAL SERVICES

C O R P O R AT E F I N A N C E G R O U P (C F G)

Market Scenario
In India, corporate lending covers a wide range of financing CFG’s philosophy is to identify particular sectors and work closely
requirements, which were traditionally served by the banking with clients to develop credit solutions that tie in to the underlying
system. However, over the last few years, with rising NPA levels cash flows of the business. Accordingly, the team started with
especially in public sector banks, NBFCs have stepped in to fill the infrastructure and renewable energy in FY2014, and over a period,
void. The share of NBFCs in the overall system credit increased to has added cement, auto components, hospitality, logistics, cash
23% in FY2019 from 13% in FY2012, according to a research house. management and various sub-segments within the manufacturing
and services industries to its focus area.
Wholesale and diversified NBFCs/HFCs continue to gain market share
in corporate lending as a result of their ability to price risks, flexibility in The Asset Monitoring team is a four-member team, which works
loan structuring and faster turnaround periods. closely with portfolio companies to identify potential early-warning
signals .
Going forward, credit demand is expected to increase as the
government plans to boost infrastructure spending by targeting The Capital Markets and Advisory group was formed in April 2017
~$1.4 Trillion of capital investment in infrastructure by 2024. PEL’s CFG to develop deeper relationships with Indian corporates and engage
is well positioned to capture this growth opportunity and will likely with them on an ongoing basis. The objective of this group is to
benefit from its ability to offer customised solutions to customers and build a relationship-driven lending business, offering customised
expand its product portfolio and sector coverage. financing solutions across the risk curve. The Capital Markets and
Advisory group houses the Corporate Client Coverage Group (CCG)
and the Syndication Group (SG). CCG is responsible for developing
CFG’s Approach to Lending and maintaining direct relationships with corporates on a pan-India
We have established and strengthened the CFG business over more basis across sectors and works towards originating deals across
than 5 years by building a robust process framework and focusing on various products viz., project finance, senior debt, structured debt,
all aspects of a deal, i.e., sourcing, evaluation, approval, monitoring loan against shares, mezzanine debt and acquisition finance. SG is
and exit. CFG has strengthened its investment team by increasing the responsible for the down-selling of underwritten transactions across
team size and forming dedicated teams to evaluate specific sectors. the real estate and CFG platforms. SG works with various banks,
The CFG underwriting process has multiple layers to analyse risk – financial institutions, mutual funds, NBFCs, Alternative Investment
starting with a deep dive sector study for each new sector followed Funds (AIFs) and Foreign Portfolio Investments (FPIs) and has a strong
by deal-specific due diligence and analysis.

60
E M E R G I N G C O R P O R AT E L E N D I N G (E C L)

Strategic Overview
Business Overview and Market Scenario
network across the market. The syndication capability enables PEL The Emerging Corporate Lending (ECL) vertical was launched by the
to underwrite large transactions, thereby providing a comprehensive Company in FY2018 with the objective of catering to the financing needs
one-stop solution to clients. CFG has also strengthened its Deal of emerging and mid-market businesses in India.
Clearing Committee by on-boarding independent experts with
ECL is a sector-agnostic platform and engages with clients from
decades of experience in corporate banking, private equity and
manufacturing to trade and services, offering funding with a ticket size of
credit research.
₹10 Crores to ₹125 Crores. With the flexibility to offer multiple products
Finally, CFG maintains a high focus on potential exit alternatives. at competitive rates, ECL is able to cater to the borrower’s requirements
While structuring a deal, CFG evaluates and factors in exit with customised solutions, in terms of security and repayment tenor to

Management Discussion & Analysis


alternatives, with extensive exit rights ensured. Strong asset match the underlying cash flows of the business.
monitoring helps in timely exit. PEL taps its vast network to assist
clients in providing exits and has a strong, six-member syndication
team that facilitates down-selling.
A Unique Approach to Lending
ECL has adopted a regional origination and a centralised underwriting
CFG successfully exited or downsold deals amounting to
model. Origination efforts are led by Senior Relationship Managers
₹2,021 Crores in FY2019. The exited investments have ranged from
based out of Mumbai, Delhi, Chennai, Ahmedabad, Hyderabad and Pune,
₹50 Crores to ₹1,000 Crores and spanned across sectors such as
while the centralised underwriting team operates out of Mumbai. ECL is
renewables, infrastructure, cement, warehousing and building
supported by dedicated teams from various partner functions—Legal,
materials. CFG downsold/syndicated sanctions to other NBFCs, banks
Asset Management, Credit Operations and Risk.
and other financial institutions amounting to ₹627 Crores.
Key Differentiators

Board & Management Profiles


Operational Developments during the Year • Regional origination: Regionally dedicated teams, with presence
in six cities and nine relationship managers, improve turnaround
CFG’s loan book grew by 20% to ₹9,889 Crores in FY2019 from
time for loan approvals and disbursals (executed deals with client
₹8,209 Crores in FY2018.
relationships in 11 metros / Tier I and II towns)
Initially, the products offered by CFG primarily comprised high‑yield
• 'Solution' versus 'Product' approach: Ability to provide all
structured credit solutions to the infrastructure sector. However,
products under one umbrella and also provide customised
the business has gradually diversified its risk profile and now offers
solutions based on client requirements while maintaining a
multiple solutions-, with Internal Rate of Return (IRR) ranging from
rigorous underwriting process
11% to 18%. The product suite has expanded from mezzanine and
structured debt to promoter funding, capex financing, acquisition • Robust risk management driven by centralised underwriting:
funding, senior corporate lending, project financing and loan against Standardised underwriting practices across regions with focused

Statutory Reports
shares. sector approach
CFG continues to focus on creating differentiated product offerings As of March 31, 2019, with 29 members across underwriting,
based on client needs: takeover of the entire capital stack, growth investment, dedicated business operations, legal and asset
funding, construction line, structured repayment profiles, special management, ECL had executed 36 deals.
situations, etc.
The ECL loan book stood at ₹1,383 Crores as on March 31, 2019.

Financial Statements

61
FINANCIAL SERVICES

R E TA I L L E N D I N G

R E TA I L H O U S I N G F I N A N C E

Market Scenario Key Developments during the Year


The housing finance market is expected to witness growth in the The HFC loan book more than quadrupled to ₹5,188 Crores as of
coming years due to under-penetration, increased urbanisation, March 31, 2019 from ₹1,210 Crores a year ago. Additionally, loans that
favourable demographics, improving affordability due to the are sanctioned but not yet disbursed stood at nearly ₹2,500 Crores
stabilisation of housing prices and higher deployment of funds towards as of March 31, 2019. During FY2019, the HFC business acquired
housing loans by banks and NBFCs. Additionally government and ~₹500 Crores of loan portfolios from other NBFCs/HFCs, capitalising
regulatory impetus are likely to create a huge demand potential for on the opportunity created by the tightening liquidity situation. As on
the sector. March 31, 2019, the HFC loan book accounted for 9% of the overall
loan book versus only 3% a year ago.
In the past few years, HFCs have been increasing their presence in the
housing loan market. However, tight liquidity since September 2018 has
Geographic Presence
forced HFCs to lower their disbursements and meet a sizeable portion
The HFC business has a presence in 15 cities across India through
of their funding requirement through portfolio sales. Housing loan
16 branches.
portfolio growth of HFCs/NBFCs reduced to 13% y-o-y for the period
ended December 31, 2018 versus 18% for the same period the previous
Customer Mix
year1. The total housing credit outstanding stood at more than ₹18 Lakh
As of March 2019, the average ticket size of home loans within the HFC
Crores as of December 31, 2018.
business was ~₹70 lakhs, with 59% of customers comprising of salaried
PEL leveraged this opportunity as the HFC business demonstrated individuals and 41% comprising of self-employed individuals.
robust growth during the year and remains well-positioned to capitalise
on opportunities in the retail lending space going forward.

Note: 1. Estimates by ICRA

62
INVESTMENTS IN SHRIRAM GROUP

Strategic Overview
Product Offerings Strategic Investments in Shriram Group
HFC offers a range of products to homeowners, homebuyers and Companies
construction finance to mid-size developers.
PEL had made strategic investments in Shriram Group companies due
The business continues to expand its product offerings to cater to
to the Group’s strong business attributes and its leadership position in
evolving customer needs. During FY2019, two new products were
its focused segments.
launched – AdvantAGE Loans and Bridge Loans. To service additional
lead flows from alternative channels, tie-ups have been initiated with Shriram Group is a leading player in the NBFC asset financing space,

Management Discussion & Analysis


third parties. with AUM of $22 Billion+, 3,600+ branches and a customer base of
19 Million+ (as on December 31, 2018), primarily catering to unbanked
The business also organised boot camps for new hires and regular
and under-banked customers and with a strong presence in rural and
training programmes for current employees have been undertaken
semi-urban markets.
by the HR team to boost employee productivity. A new-age IT system
will be rolled out during H2 FY2020 under Project Elixir. The system will PEL had invested a total amount of ₹4,583 Crores in Shriram Group
enable to underwrite a loan with minimal human intervention; e-loans companies, which comprised ₹1,636 Crores for a 10% stake in STFC,
will be operational in FY2020. The new system will enhance customer ₹2,146 Crores for a 20% stake in SCL and ₹801 Crores for a 10% stake
experience, facilitate productivity and improve cost efficiency. in SCUF. The book value of these investments was ₹7,253 Crores as of
March 31, 2019.
Housing Finance: Focus Areas These investments have strengthened PEL’s presence in Retail

Board & Management Profiles


Financial Services, gaining exposure to businesses such as MSME
• Significant opportunity from existing developer relationships:
lending, consumer and gold loans, general and life insurance, broking
Our wholesale lending business is currently funding 439 projects
and retail asset management. Moreover, the strategic investment
of nearly 150 grade ‘A’ developers in key micro-markets across
in Shriram Group companies also serves as an accessible, return-
Tier I and Tier II cities. Tapping a fraction of these existing
generating pool of capital for PEL’s future growth initiatives.
developer relationships creates significant growth opportunities
for the Housing Finance business.
• Leveraging Brickex: Our in-house distribution arm, Brickex, is
India’s leading B2B aggregation platform focusing on sales and
marketing of Real Estate and Financial Services products with a
network of 10,000+ distributors across Tier I cities. We continue to
leverage this platform to source loans, resulting in lower customer

Statutory Reports
acquisition costs.
• Focusing on Tier II and Tier III cities: Initially, the focus of the
HFC business was primarily on Tier I cities. Going forward, we plan
to increase our presence in Tier II cities gradually, by partnering
with grade ‘A’ developers and aim to open 50% of our branches in
these markets in the coming year.
• Extending loans to self-employed individuals: A large proportion
of India’s workforce is self-employed and the Company has created
a proprietary set of underwriting parameters to assess the credit
worthiness of self-employed individuals. We aim to increase the
Financial Statements

share of self-employed customers to 70% in our customer mix,


given that the category offers better yields.

63
FINANCIAL SERVICES

S T R AT EG I C PA R T N E R S H I P S A N D A L L I A N C E S

J V W I T H B A I N C A P I TA L C R E D I T Our Differentiated Positioning and


Strategy
Indian Distressed Asset Market
For decades, India lacked efficient resolution mechanisms
and enforcement laws for distressed companies.
Previously, resolution mechanisms were ineffective as they
neither drove real resolutions nor were they time bound. This
eventually resulted in the incumbent stress of nearly ₹15 Lakh
Crores, which adversely impacted capital availability and credit Board and Sponsors’ track
growth in the economy. investment record in
committee with turnaround
Under the Insolvency and Bankruptcy Code (IBC), introduced deep insights investments
in 2016, a failure to pay dues on time by the borrower would
result in a shift of controls to the hands of the creditor(s).
Flexible and Engagement
The IBC aims to rescue and drive resolutions of defaulting efficient with regulators
borrowers in a time-bound manner, and provides a moratorium investment to particpate in
to facilitate the resolution and empowers creditors to take structure policy making
decisions on the resolution of borrowers’ debt, backed by the
National Company Law Tribunal (NCLT).
As of March 2019, a total of 1,858 corporate debtors were Ability to carry Tailored
out deep business investment
admitted under the IBC and nearly ₹1.7 Lakh Crores of unpaid diligence approach
claims of financial creditors were resolved (yielding a 43%
realisation on their admitted claims). Over the next six months,
nearly ₹1 Lakh Crores of unpaid claims are likely to be resolved,
once the final rulings on the ongoing litigations come in.
With a large quantum of assets still to be resolved, in
capital-intensive sectors such as power, steel, Engineering
Progress So Far
Procurement Construction, textiles, telecom and industrials, The Fund’s platform is fully operational and includes a
we expect distressed asset resolution to remain an overarching licence for an asset reconstruction business.
theme for the Indian economy. In turn, the sheer magnitude of
In November 2018, IndiaRF concluded its first
distress and complexity requires active participation of third-
transaction by investing $156 Million along with
party capital and best-in-class turnaround capabilities.
its affiliates in a company in the marine chemicals
business, in the form of debt and equity. The Fund’s
Fund Overview and Mandate investment has gone towards substituting current debt
with more flexible commercials linked to a business
In August 2016, PEL entered into a JV with Bain Capital Credit
turnaround, working capital financing and capex for
to tap into Indian distressed market opportunity. PEL and
business expansions into new lines of existing products
Bain Capital Credit each committed $100 Million to India
and diversification into downstream derivatives over
Resurgence Fund (IndiaRF), which invests capital directly into
time. The Fund is working closely with the Company’s
businesses and/or acquires debt of distressed businesses
management to implement the turnaround plan.
to drive restructuring with active participations in their
turnaround. The Fund’s mandate is to look at all sectors, IndiaRF, along with its affiliates, invested $144 Million
except real estate, for distressed assets. The preference is for in a pharmaceutical and vaccines player through
businesses that have fundamentally strong growth prospects non-convertible debentures and share warrants in
linked to India’s infrastructure and consumption needs and April 2019. The investment proceeds will be used for
require restructuring. a one-time settlement with existing lenders, general
working capital and growth requirements of the
The Fund aims to drive a resolution plan focused on specific
Company. Further, IndiaRF aims to work with the
financial and operational turnarounds with dedicated
promoters and management team to provide long-term
management oversight, as it looks to protect the sustainable
strategic solutions that enable an effective turnaround
debt value and maximise stakeholder value.
driving sustainable revenue growth and improvement
in profitability.

64
PROGRESS ON JV WITH P R O G R E S S O N S T R AT EG I C A L L I A N C E
I VA N H O É C A M B R I D G E W I T H A P G A S S E T M A N AG E M E N T

In February 2017, PEL had announced a strategic PEL and APG Asset Management (a Dutch pension fund
co-investment platform with Ivanhoé Cambridge to asset manager) have a strategic alliance for investing
provide long-term equity capital to top-tier residential in rupee-denominated mezzanine instruments issued
real estate developers across India. Ivanhoé Cambridge by India’s infrastructure companies and focus on
had committed an initial $250 Million for both pure and operational and near-completion projects with limited
preferred equity transactions. PEL had committed to execution risks and high visibility of cash flows coming
co-invest 25% of pure equity transactions and 50% of from a portfolio of projects.
preferred equity transactions, with the balance coming
Under this 50:50 strategic alliance, PEL and APG
from Ivanhoé Cambridge. The platform’s investment
jointly committed ₹4,745 Crores as on March 31, 2019.
focus included the Mumbai Metropolitan Region,
Of this, ₹3,799 Crores were disbursed jointly by APG
Delhi-NCR, Bengaluru, Pune and Chennai.
and PEL across five deals in the renewable energy and
In February 2019, Piramal and Ivanhoé Cambridge infrastructure sectors. The investments were used
announced an equity investment of ₹500 Crores in a primarily towards growth capital and to provide exit
smart city being developed by a large developer, located to existing investors. In the Renewable Energy space,
in the Mumbai Metropolitan Region. This was the first the investments have helped facilitate an increase in
deal through the Piramal-Ivanhoé Residential Equity capacity across the country.
Fund. The investment was made towards enabling the
development of the second phase of the project, an
established integrated smart city near Mumbai with over P R O G R E S S O N S T R AT EG I C A L L I A N C E
4,500 acres of land under development across phases. WITH CPPIB
While Phase I has already been delivered, the Fund’s
investment is towards Phase II, which is spread across PEL has a strategic alliance with CPPIB Credit Investments
~700 acres and is currently under development with a Inc., a wholly owned subsidiary of CPPIB, to provide
potential saleable area of ~57 Million sq. ft. rupee debt financing to residential projects across India’s
major urban centres. Under this alliance, PEL and CPPIB
The Fund is evaluating several other deals with Tier I
have jointly invested in one transaction in the NCR,
developers across Mumbai, Bengaluru, NCR, Pune and
which has been fully exited.
Chennai. The objective is to invest in high-quality real
estate properties, with a long-term view to generate
optimal, risk-adjusted returns.

65
FINANCIAL SERVICES

Financial Performance for the Year


Despite a challenging business environment, income from Company has significantly diversified its existing wholesale
Financial Services increased 42% y-o-y to ₹7,063 Crores lending portfolio with the addition of new products, entry
during FY2019. The growth in income was primarily driven into retail housing finance, widening of the CFG platform
by an increase in the size of loan book, which grew by 34% and the launch of Distressed Asset Fund, thereby reducing
to ₹56,624 Crores as on March 31, 2019 versus ₹42,168 the overall risk profile of the loan book.
Crores as on March 31, 2018.
Asset quality remains healthy with a GNPA ratio of 0.9%,
The increase in loan book was driven by strong growth driven by the stringent underwriting parameters and
across all business verticals, particularly Housing Finance robust asset monitoring systems built by the Company.
– which grew to ₹5,188 Crores as on March 31, 2019 from Despite the healthy asset quality, the Company continues
₹1,210 Crores a year ago. to be conservative, maintaining provisions of 1.9% of the
overall loan book.
The growth was accompanied by loan book diversification,
geographic expansion and new product launches. The Financial Services business continued to deliver a
The Wholesale RE loan book (excluding Hospitality and healthy ROE of 19% in FY2019 on a cash tax basis and
LRD loans) constituted ~63% of overall loan book as on considering other synergies from the reverse merger.
March 31, 2019 versus ~83% as on March 31, 2015. The

Income from Financial Services KPIs: PEL Financial Services (Excluding Investments in
(₹ Crores) Shriram Companies)

42 % y-o-y 7,063 Particulars FY2019

Total Loan Book Size ₹56,624 Crores

Total Equity on Lending1 ₹11,442 Crores

Debt-to-Equity (for Lending business) 3.9x


4,982 Average Yield on Loans 13.7%

Average Cost of Borrowings 9.0%

Net Interest Margin 6.4%


3,352
Cost to Income Ratio 18.0%

Total Provisioning2 as on March 31, 2019 1.9%

Gross NPA ratio (Based on 90 dpd) 0.9%


1,740
ROA 3.2%

937 ROA (Considering cash tax and synergies from merger) 3.8%
726
297 389 ROE 16%

ROE (Considering cash tax and synergies from merger) 19%

FY12 FY13 FY14 FY15 FY16 FY17 FY18 FY19


Notes: 1. Including utilised synergies from reverse merger
2. Provisioning numbers are in line with IND AS

66
BORROWING SIDE

Strategic Overview
Market Scenario & Key Developments Cost of Borrowings
In September 2018, the default on payment obligations by IL&FS The average cost of borrowings was 9.0% in FY2019, marginally higher
Group companies on their debt instruments raised concerns over from FY2018. The increase in funding costs reflects the system-wide
asset liabilities mismatches at NBFCs. We saw banks and mutual funds liquidity shortage following the default by IL&FS in September 2018
become cautious towards financing NBFCs. and the shift in the borrowing mix towards long-term sources of funds.
PEL was relatively better positioned during the liquidity tightening We continue to closely monitor our borrowing costs by selecting the
situation. The Company received sufficient liquidity from banks and right mix of funding sources while carefully managing our asset liability
mutual funds during this period of tight liquidity, due to the credibility profile.
of our Group, our balance sheet strength, relatively low leverage levels

Management Discussion & Analysis


and strong track record of growth, asset quality and returns profile.
Since September 2018, we have raised nearly ₹16,500 Crores through
Measures in the Pipeline to Strengthen Liquidity
bank loans and Non-convertible Debentures (NCDs). and Funding Profile
The Company is taking additional steps to further strengthen its
Funding Sources liquidity position and diversify its borrowing profile. Some of these
measures include (a) long-term funds from PSU institutions, (b) Tier II
The Company primarily sources funds through term loans, NCDs and
offering, (c) maiden ECB issuance, (d) foreign currency borrowings and
commercial papers. Our borrowings are primarily long term in nature,
(e) additional bank lines.
with the predominance of term loans and NCDs in the funding mix.
The Company reduced its Commercial Papers (CP) exposure to
~₹8,900 Crores as of March 2019 from ~₹18,000 Crores as of
Capital Adequacy Ratio

Board & Management Profiles


September 2018. As of March 31, 2019, PCHFL’s Tier I ratio was 27.3%, marginally
higher than 26.9% as of March 31, 2018 and well above the minimum
regulatory requirement prescribed by the RBI.

Borrowing Mix for PCHFL

Borrowing Mix by Type of Instrument Borrowing Mix by Investor

Statutory Reports
(%) (%)
3 5 5 7
2 9 10 2 3 11 12
16 3 18 2
2 2 12 2 2
18 2 3 8
2 15 2
17 2
28 11
18 19 21
29
23 17 29
20
17
Financial Statements

71
63 Loans Banks
56 62
54 51 NCDs/Bonds 62 MFs
47 55 49
CP Insurance

Tier II FIIs

Others Others
Mar’18 Jun’18 Sep’18 Dec’18 Mar’19 Mar’18 Jun’18 Sep’18 Dec’18 Mar’19

67
FINANCIAL SERVICES

Asset Liability Management (ALM) LIQUIDITY


The Risk Management team and the Treasury team had initiated RISK
the ALM process for the Financial Services business. The Board has
approved the ALM Policy and its formation, including scope and
responsibility of the Asset Liability Management Committee (ALCO).
The ALCO includes the Company’s senior management and an external ALCO
industry expert, and defines the strategy for managing liquidity and
interest rate risks in the business.
As per regulatory requirement, the ALCO has been set up for the
TRANSFER INTEREST
subsidiaries to deliberate the strategy for managing liquidity and PRICING RATE RISK
interest rate risks in the business. The responsibilities of ALCO include:
• Monitoring the implementation of the ALM Policy and regulatory
and prudent gap limits and ensuring adherence to RBI/NHB
guidelines issued in respect to the ALM management. Liquidity Risk
• Monitoring market conditions in terms of interest rate scenario, The ALCO assesses the static liquidity gap statement, future asset
analysing its impact on the balance sheet and accordingly growth plans, tenor of assets, market liquidity and pricing of various
recommending the actions needed to manage the risk and comply sources of funds. It decides on the optimal funding mix taking into
with prudent gap limits. It reviews the interest rate gap statement consideration the asset strategy and a focus on diversifying sources of
and the mix of floating and fixed rate assets and liabilities. funds.
• The in-house economist presents a forward-looking interest rate
view based on which the Risk Management Group (RMG) prepares Interest Rate Risk
a scenario analysis to assess the short-term impact of interest The ALCO reviews the interest rate gap statement and the mix of
rates on Net Interest Income (NII). This helps ALCO decide the floating and fixed rate assets and liabilities. The in-house economist
strategy to mitigate interest rate risks promptly. presents a forward-looking interest rate view based on which the RMG
• Monitoring liquidity position both on static and dynamic basis prepares scenario analysis to assess the short-term impact of interest
(projected disbursements and contracted inflows and outflows) rates on NII. This helps the ALCO promptly formulate a strategy to
and deliberating on actions required (if any) to ensure enough mitigate interest rate risks.
liquidity under all potential scenarios. It assesses the static
liquidity gap statement, future asset growth plans, tenor of assets, Status of ALM
market liquidity and pricing of various sources of funds. It decides
• The ALM required to be maintained for subsidiaries complies with
on the optimal funding mix, taking into consideration the asset
the regulatory requirement in respect to prudential gap limits
strategy, and focuses on diversifying sources of funds.
• In respect to liquidity, there is adequate cash surplus and
• The ALCO meetings are held as and when needed depending on
unutilised bank lines being maintained at all times
the market conditions and generally, at least once every quarter.

ALM Profile
As of March 31, 2019 (₹ Crores)
73,114

Cumulative Inflows
65,055

Cumulative Outflows
51,347
41,168
36,386
34,834
12,066
11,247
8,906
7,761

17,847
5,898
5,194

17,816
3,042
1,864
1,776
539

Up to 14d Up to 1m Up to 2m Up to 3m Up to 6m Up to 1yr Up to 3yrs Up to 5yrs > 5yrs

68
WAY F O R WA R D

Strategic Overview
Strategic Priorities Focus Areas

• Further increase granularity of the loan book by growing


the share of retail loans
Continued diversification of

Management Discussion & Analysis


loan book to lower the risk • Housing Finance accounts for 9% of the overall loan
profile book as of March 2019; expected to increase to 15% by
March 2020

• Raise additional long-term funds from public sector


institutions
Further diversify our • Reduced exposure to CPs
borrowing mix
• Tap new sources of funds such as ECB, Tier II capital and

Board & Management Profiles


foreign currency borrowings, while adding new bank
lines

• In case of larger deals, co-invest with strategic, like-minded


partners, such as foreign banks and pension funds
Reduce developer
concentration • Take the lead on driving co-investment deals in terms of
underwriting and servicing

Statutory Reports
• Maintain ‘best-in-class’ asset quality
Maintain healthy • Continue with conservative provisioning and a high
asset quality provision coverage ratio, much higher than industry
standards Financial Statements

• Generate additional fee income to boost ROE:


Deliver robust returns by
I. Co-investments in large deals with like‑minded
tapping additional sources
partners
of fee income
II. Creation of asset-aggregation platforms

69
FINANCIAL SERVICES

A S S E T Q UA L I T Y

PEL has a strong risk management framework and


robust asset monitoring in its -Financial Services
business. The risk management framework spans
across the pre-qualification and pre-approval stage,
whereas asset monitoring takes place throughout
the life cycle of an underlying project. As part of our
Review and Governance mechanism, Risk and Legal
teams are independent and report directly to the Board.
The Investment Committees, apart from Executive The team for monitoring corporate lending comprises
Directors and Business Heads, also include Independent members with multi-sectoral and multi-product
Directors and External Experts. expertise, tracking various sectors and managing
multiple projects across India.

Review and Governance Mechanism

BOARD OF DIREC TORS


Legal and Risk teams are
independent and report
directly to the Board members
BOARD SUB-COMMIT TEE
FOR FINANCIAL SERVICES

This sub-committee comprises of Executive Directors,


Independent Directors and External Experts

F I V E I N V E S T M E N T C O M M I T T E E S F O R R E A L E S TAT E L E N D I N G ,
R E A L E S TAT E F U N D M A N A G E M E N T, C O R P O R AT E F I N A N C E T R A N S A C T I O N S ,
E M E R G I N G C O R P O R AT E L E N D I N G A N D H O U S I N G F I N A N C E

These investment committees comprise of Executive


Directors, Managing Director, Independent Directors and
External Experts and Business Heads

DEAL CLEARANCE COMMITTEE

Independent Risk Independent Asset Management Finance and


Brickex
Management Team Legal Team Team Compliance

INVESTMENT TEAM

70
Strategic Overview
Pre-sanction Process
At the pre-qualification stage of financing projects, the Also, our long-standing strategic partnerships with
Company is very selective of the developers or businesses marquee investors such as CPPIB, CDPQ and APG, who
to which it provides funding. It takes into consideration a independently assess each investment, serves as an
multitude of factors i.e., management risk, business risk, external validation of our investment thesis and decisions.
financial risk as well as structural risk. Specifically, factors The financing is structured in a manner that links the
such as the promoter’s track record, market reputation, disbursements of loans to the milestones linked to sales/
balance sheet and the status of the projects/business are collection of rental income, etc.
taken into consideration. It primarily selects projects that
The Company maintains independence among the
are located in select micro-markets in Tier I cities
Risk, Legal and Investment teams so that investment

Management Discussion & Analysis


of India.
decisions can be overruled by its Risk or Legal team, if
required. In addition, its investment committees include
Controls at the Pre-qualification Stage independent directors and third-party external experts
who keep an independent check on the quality of the
transactions.
Real Estate lending in the Tier I
cities of Mumbai, Pune, Bengaluru 97% The Company maintains a healthy security and cash
Hyderabad, Chennai and NCR cover, which varies across deals, based on its conservative
underwriting assumptions, with the ability to enforce
security. Also, all our deals follow the escrow mechanism
and hypothecation of receivables, resulting in visibility and
Portfolio comprising
70%+ control of project-level cash flows.

Board & Management Profiles


Grade A Developers

Post-sanction Process and Asset


At the pre-approval stage, the Company analyses the Monitoring
potential investment by leveraging Brickex, our in-house
real estate distribution arm, to verify price, ticket size As part of its constant asset monitoring efforts, the
and sales velocity assumptions. For corporates, detailed business has set up dedicated local teams in cities where
due diligence of business and its financials are conducted it has investments. The local teams constantly assess the
along with detailed market feedback. Moreover, every performance of each project from the time of its initial
potential investment is subject to a standard risk scoring investment up to the Company’s exit or completion
system by the Risk team to measure risks associated with of such investment. Most importantly, this helps the
the investment . business continuously ‘cure’ its investments by proactively

Statutory Reports
measuring actual progress versus underwriting
assumptions and immediately react to any deviation, no
Controls at Pre-approval Stage
matter how small, by taking a range of remedial measures
such as increasing security, modifying business plan,
Deals with underwriting adopting a new marketing strategy, changing the sweep
assumptions based on delay in 100% ratio of the designated escrow accounts or proactively
velocity by 6-12 months seeking a refinance in some cases.

100 %
Deals with escrow A/C 100%
Financial Statements

Project-level escrow accounts monitored every


month, along with developer sales MIS and periodic
site visits, across our real estate deals

71
FINANCIAL SERVICES

This is the most important factor in maintaining a low could potentially go into stress in the next six months.
incidence of Gross NPA ratio. Further, by leveraging both the Company’s proprietary
data as well as the rich external data sources, the team
The team is monitoring more than 400 real estate
identifies ways to minimise NPA risk.
projects, developed by 175 developers, including
mid-market developers. The Risk team also periodically assesses the risk levels
of its investment portfolio by measuring a project’s
performance against certain factors including sales
Controls at Post-disbursement Stage
velocity, pricing of the project, approval timelines, ability
to meet principal and interest obligations, and site visit
findings. This allows the teams to map and monitor
Site visits / month 220+ the portfolio-level risks and accordingly adjust overall
exposure in each city or region/micro-market.
All deals in the portfolio are categorised under one of the
four categories:
Developer sales MIS and
escrow accounts monitored 100% 1) Green: Deals where there are no major concerns
per month
2) Yellow: Deals that need to be monitored closely for the
next six months
For Corporate Lending, the Company has adopted the
3) Amber: Deals where stress is envisaged over the next
best practices from real estate monitoring. As corporate
six months
lending has diversified into multiple sectors, there are
sectoral experts who not only help in investments but 4) Red: Deals where payments are overdue / default
also in the monitoring process. The team for monitoring
The teams devote significant time post disbursement to
corporate lending comprises members with multi-sectoral
detect and react to early warning signals. Monthly EWS
and multi-product expertise, tracking various sectors and
meetings are held to highlight cases that require
managing multiple projects across India.
management attention.
The Asset Monitoring team critically analyses the key set
Moreover, the Asset Monitoring team constantly loops in
of triggers such as financials, operational performance,
learnings based on that existing data set to enhance the
regulatory changes and macro-economic factors and
underwriting for new deals.
highlighting the Early Warning Signals (EWS). The early-
warning predictive model helps in identifying deals that

Physical Presence at Site Operating Performance EWS Meetings

‘Ears to the Ground’ Approach Adherence to Business Plan EWS Identified

• Periodic site visits (monthly/quarterly) • Actual v/s budget (sales velocity, selling • Project performance
price, collection, costs)
• Construction status • Key issues highlighted
• Cash cover ratio (actual v/s budget)
• Real time feedback to team • Action items
• Sales trend analysis
• Micro-market analysis / sector updates • Market trends
• Operating and financial analysis
• PMC & Board Meetings • Regulatory developments
• NOC issuance
• Engagement with Lender’s Engineer • APG portfolio updates
• Escrow statement

72
Stressed Case Sensitivity Analysis – The results of the sensitivity analysis indicated that for
Residential Real Estate Portfolio a small number of our deals – 18 out of 242 deals –
some proactive measures were required to be taken, to
Post the liquidity tightening event in September 2018, as avoid any potential asset quality issues, under stressed
part of the EWS framework, we proactively conducted scenarios. We made significant progress in addressing
a stressed case sensitivity analysis on our residential most of these 18 potential cases identified as part of
real estate portfolio – testing it against hypothetical, the sensitivity analysis and some of the key pro-active
worst-case scenarios during the year. Some of the measures included were:
key factors considered for the scenario analysis were
• For 8 deals, a stronger developer was brought
a significant decline in sales price, severe fall in sales
on-board, either through sale or a joint development
velocity and anticipated delay in project completion by
agreement to complete the project
more than 6-12 months.
• For 3 deals, we have taken over additional security or
have been able to monetise the additional security
Factors considered for the sensitivity analysis
• For 2 deals, we received capital infusion from a private
equity player or from the promoter
Cash • For 2 deals, the Company is getting itself completely
Cover re-financed
Sensitivity
• For 2 deals, we initiated legal action under NCLT, while
we have also started to monetise the project
• For 1 deal, we provided a composite ‘work out’
Financial Closure Residential Construction solution, which was a combination of a top-up loan to
Sensitivity RE Portfolio Status Sensitivity provide working capital and a land sale

Pricing
Sensitivity

73
PHARMA

The pharma vertical of PEL is uniquely positioned with a strong presence both within and
outside India. It is divided into three businesses – Global Pharma Services, Global Pharma
Products, and India Consumer Products.

74
Global Pharma Services Business
• Well-integrated, end-to-end development and manufacturing
services, ranging from drug discovery and clinical development to
commercial manufacturing of Active Pharmaceutical Ingredients
(APIs) and Formulations for global pharmaceuticals companies
• Capabilities include handling niche injectables, HPAPIs and ADCs
• ‘Partner of Choice’ for large pharmaceuticals and virtual biotech
companies across the drug life cycle
• Supported over 34 commercial launches for its customers and has
an attractive pipeline of over 150 molecules at various stages of
development
• Development and manufacturing facilities located across the globe,
inspected by global pharma regulatory agencies, including the
US Food and Drug Administration, the UK Medicines and Healthcare
products Regulatory Agency, Japan Pharmaceuticals and Medical
Devices Agency, Agência Nacional de Vigilância Sanitária and Health
Canada

Global Pharma Products Business


• Differentiated branded hospital generics portfolio comprising
inhalation and injectable anaesthesia, pain management drugs and
intrathecal spasticity management drugs
• One of the few global suppliers of inhaled anaesthetics with an
internal capability to manufacture all four generations of inhalation
anaesthetic products
• State-of-the-art manufacturing facilities inspected by the US FDA,
the UK MHRA and other pharma regulators
• Distribution to >100 countries leveraging direct sales force as well as
distributor channel

India Consumer Products Business


• Over-the-counter (OTC) market portfolio comprising marquee
brands and various products across key categories including
skincare, gastro-intestinal care, women's intimate range, kid's
well-being and baby care, pain management, and oral and
respiratory healthcare
• Well-established brands include Saridon, Lacto Calamine, i-pill,
Supradyn, Polycrol and Tetmosol
• Large India-wide distribution network with chemist coverage
comparable with the top OTC players across over 1,500 towns

75
KEY HIGHLIGHTS – PHARMA

Differentiated Business Model PEL's Strong Presence in Specialty and CDMO


(%)
Over 90% of revenues derived from
niche businesses of complex generics and 100
Contract Development and Manufacturing
Operations (CDMOs)
80
Positioned as partner of choice for
large global pharma and virtual biotech
companies
60
Robust performance despite the sector
facing pricing pressures and stringent
regulatory regime 40

India Generics/OTC
International Generics
20
APIs
Specialty
CDMO

0
Peer 1 Peer 2 Peer 3 Peer 4 Peer 5 PEL

Note: Pharma peer set includes (not necessarily in the same order) Aurobindo Pharma, Cipla,
Dr. Reddy’s Lab, Lupin and Sun Pharma

Strong Portfolio of Complex Products in the Global Pharma Products Business

Niche capabilities in injectable


Categories and Products
anesthesia, inhalation anesthesia,
intrathecal spasticity and pain Category Products
management
Inhalation Anaesthesia Sojourn® Sevoflurane USP,
Integration of key acquired products Terell® Isoflurane USP,
from Janssen and Mallinckrodt on track Fluothane® Halothane USP
Strategically chosen portfolio comprising
Intrathecal Spasticity Gablofen® Baclofen,
of products with high entry barriers
Pain Management MITIGO™ Morphine Sulfate Injection*

Injectable Anaesthesia/ Sublimaze® Fentanyl citrate*,


Pain Management Sufenta® Sufentanil citrate*,
Rapifen® Alfentanil hydrochloride*,
Dipidolor® Piritramide*,
Hypnomidate® Etomidate

Injectable for Myxedema Coma Levothyroxine Sodium

Type I Gaucher and Yargesa™ Miglustat


Niemann-Pick disease capsule

Other Products Generic APIs, Vitamins and Premixes,


Established Products

*Controlled substances

76
Strong Focus on Quality and Compliance
A strong quality governance model,
Strong Track Record of Successful Inspections
treating quality as an autonomous and
independent function in itself, governed
by a Board member Financial USFDA Total Regulatory Customer
Year Inspections Inspections Audits
Completed 33 USFDA inspections, 143
(Including USFDA)
other regulatory inspections and over 989
customer audits, since inception 2012 5 13 60

Successfully cleared 2 USFDA inspections, 2013 2 10 71


42 other regulatory inspections and 163 2014 4 14 116
customer audits during FY2019
2015 7 17 115
Robust review process using various tools,
2016 5 26 140
including data integrity calculations and
drive towards an audit readiness scorecard 2017 5 25 157
2018 3 27 167
2019 2 44 163
Total 33 176 989

Integrated Model in the Global Pharma Services Business


Integrated model of services spanning across the Considered as a preferred integrated partner in
entire drug life cycle the area of cancer
Built strong capabilities in HPAPIs and ADCs ʻXcelerate Integrated Solutions’ platform to
facilitate strategic collaboration with customers

Capabilities across the Entire Drug Life Cycle

Discovery Preclinical Phase 1 Phase 2 Phase 3 Launch On-patent Off-patent

CRO Development (CDMO and Generic API) Late Phase and Commercial (CDMO), Generic API
Discovery Early Phase Formulation, API and HPAPI Late Phase API and HPAPI, Late Phase Formulation

Phase Early Phase Early-Late Phase Late Phase


Type of Project Route Scouting – Formulation Formulation: Development, API and FDF: DMF Development to API development, API and FDF: Development
Intermediate dev . Development Manufacturing Development Manufacture to Filing Clinical Supply and to Manufacturing to NDA
~API supply and Supply and Supply and Supply Commercial Supply Filing
Ahmedabad (PDS) 
Ahmedabad   
Ennore    
Digwal 
Pithampur  
Riverview 
Lexington  
Aurora  
Morpeth  
Grangemouth 
* Representative Integrated Projects

77
KEY HIGHLIGHTS – PHARMA

India-wide Distribution Network in the Our chemist


India Consumer Products Business coverage is now
comparable with
the top OTC players
Wide Distribution Network

FY2008 FY2012 Now


No. of Towns 16 481 1,500+
Present
Total Outlet 24,000 2,00,000 4,20,000+
presence
Chemist Outlet 16,000 1,00,000 1,78,000+
presence
Field Force 80 800 2,000

Using E-commerce and Technology to Grow the India Consumer Products Business
Established the e-commerce channel in FY2019
• Tapping e-commerce, exports and institutional sales to widen the distribution network
• Focusing on further growth by increasing the number of SKUs listed in this channel

Using technology in unique ways across operations


• Using Analytics for making business decisions such as trade schemes and distributor credit limits
• Training the field force that is spread pan-India
• Real-time tracking and reporting of sales data

Partnerships with Leading E-commerce Players Leveraging Technology across Operations

78
Strong Growth Track Record and Significant Improvement in Global Pharma EBITDA Margins
8 Year revenue CAGR of 15% for the Global Pharma business
Margins have improved from 10% in FY2011 to 23% in FY2019 for Global Pharma business

Consistency in PEL’s Revenue Growth Stands out When Compared with Peers
(%)

Year PEL - Median - Peer 1 Peer 2 Peer 3 Peer 4 Peer 5


Pharma1 Peers
Revenue Growth

FY2016 16 12 12 4 5 22 15
FY2017 12 8 23 11 (9) 6 8
FY2018 11 1 (9) (14) 1 3 9
FY2019 11 8 5 10 8 8 19
Global Pharma
EBITDA margins

FY2019 23 20 20 21 22 19 20
Notes: 1. Pharma includes Global Pharma and India Consumer products.
2. Pharma peer set includes (not necessarily in the same order) Aurobindo, Cipla, Dr. Reddy’s, Lupin and Sun Pharma.

Strong Presence in Regulated markets

Strong Presence Expanding Presence Expanding Presence Strong Presence


in North America in Europe in Japan in India

Manufacturing Facilities • Aurora: API Dev & Mfg • Grangemouth: Antibody Drug • One of the two approved • Mumbai: API Dev
• Lexington: Sterile Dev & Mfg Conjugates, Dev & Mfg generics in the market for • Digwal: API Dev & Mfg &
• Riverview: HPAPI Dev & Mfg • Morpeth: API & Form. Sevoflurane, with leading Anaesthesia Manufacturing
• Bethlehem: Anaesthesia Mfg Dev & Mfg market share • Pithampur: Form. Mfg
• Leading market share for • Ahmedabad: Drug Discovery
Fentanyl with the only and Form. Dev
Distribution Presence Strong presence in the US in Expanding presence in key currently approved generic in • Ennore: API Dev & Mfg
Inhalation Anesthesia countries including UK, Italy, the market • Mahad: Vitamins & Minerals
Germany, etc. Premixes
Distribution Model Through direct sales force Through direct sales force and
distributors

Notes: 1. Form - Formulations


2. Dev - Development
3. Mfg - Manufacturing

79
PHARMA

MARKET SCENARIO
Globally, healthcare spending is expected to increase to more than In other products too, PEL benefits from unique factors. For a number
$10 Trillion by 2022, accordingly to Deloitte. Pharma spending is of its inhalation anesthesia products, the Company provides its
expected to hit $1.2 Trillion by 2022, growing at a CAGR of above institutional customers in developed markets with vaporisers, which
6%. This acceleration is likely to be driven by growth in specialty are necessary to administer drugs. Branded intrathecal products
medicines such as oncology and autoimmune biologics, rising share of are injected by a physician into a pump, which is implanted into the
pharmerging markets, novel therapies that address key unmet needs, patient on a long-term basis and for which regular refilling is required.
and increased access to medicines as a result of new pricing policies The Company sells controlled substances in several markets outside
around the world. the US, where original innovator brands have maintained legacy
value .
Global Pharma Services Business
Contract Development and Manufacturing Organisations (CDMOs)
India Consumer Products Business
offer services ranging from preclinical and clinical development The OTC products comprise several therapeutic applications,
through commercialisation. With the increasing trend of outsourcing including vitamin and dietary supplements, weight management
in the pharmaceutical industry, the contract manufacturing market and analgesics. The India Brand Equity Foundation (IBEF) expects
will continue to grow. The extended footprint has also allowed the Indian OTC market to grow at around 9% annually to reach
CDMOs to become integrated full-service providers or ‘one-stop ₹44,000 Crores by 2026. The growth of the OTC market is likely to be
shops’ offering end-to-end solutions. This trend is expected to driven by the following factors:
continue as both large and small pharmaceuticals and biotech
• Growth in GDP and purchasing power
companies prefer to work with strategically integrated partners.
• Propensity for self-medication
CDMOs are increasingly benefitting from the strong funding • Rise in geriatric population
environment in Biotech in the developed world. New drug • Likely new regulations leading to liberalisation of OTC drug sales
approvals are on the rise, signaling a robust clinical development • Increased use of media, particularly digital, to reach and educate
pipeline. The number of approved oncology therapies continue to consumers (in certain categories)
rise. CDMOs serving API clients are likely to benefit due to sector
Over the past couple of years, the Indian OTC industry has
consolidation and erratic API supplies from China. Consolidation
been impacted due to the GST rollout and demonetisation.
among players has resulted in making the buyers’ position strong in
Channel partners (distributors and to some extent retailers) started
the pharma industry. PEL, through its recent acquisitions of Sterile
down-stocking as the GST deadline approached, leading to shrinking
injectables and HPAPI facilities in the US, has proactively set itself
of the wholesale channel. The companies that are able to optimise
to create a one-stop shop for its customers. This has resulted in
their supply chain and rationalise CFAs and distributors stand to
making our value proposition much stronger and attractive for the
benefit from the reduced compliance burden.
big pharma companies to not only continue outsourcing, but to also
consider PEL as a strategic partner for new/existing initiatives. The PEL undertook key initiatives both at strategic and operational levels
Company, with its integrated approach, is offering custom end-to-end in preparation for and after GST implementation. The Company
services to accelerate the route of drugs to the market and reduce supported its channel partners with additional credit, held extensive
the cost and complexity of development. interaction to educate and understand their concerns and invested
in capability building and people development to create sustained
advantages. The GST rollout has provided the Company an
Global Pharma Products Business opportunity to simplify operations and achieve better efficiencies.
PEL was initially present in the $1.1 Billion market of inhalation PEL should benefit due to supply chain optimisation and reduced
anesthesia. The Company’s addressable market size has expanded compliance burden in the GST era.
to $55 billion in the hospital generics market. PEL’s careful portfolio
selection ensures that the Company experiences lesser competitive
pressures than most peers. PEL serves the institutional market,
with a diverse set of buyers. The Company is predominantly in
injectable and inhalation anesthesia dosage forms, which are difficult
to manufacture and in the case of inhalation anaesthesia, the
manufacturing as well as delivering requirements are unique.

80
O P E R AT I O N A L P E R F O R M A N C E

Global Pharma Services Business Global Pharma Products Business


During the year, PEL stayed on course to execute and deliver on its 3C During the year, the business has witnessed strong growth, driven
strategy – Customers, Capability and Capacity � as evidenced by the by PEL’s focus on forging deeper relationships with its extensive
highlights below: customer base:
• Substantial growth in the order book in FY2019 - • The year saw the launch of Sevoflurane Integrated Closure variant
>50 new customers during the year and in select European markets
>75% order book from existing customers • The Company also launched marquee products such as MITIGO™,
• >70 integrated projects till date; 28 integrated projects in FY2019 which is an opioid agonist indicated for the management of
• Completed a High Potency API plant annexed to the Riverview intractable chronic pain
facility • Integration of key acquired products from Janssen and
• Completed a major API investment in support of a key innovator Mallinckrodt remains on track. The acquired products have high
customer at Morpeth site entry barriers as they are complex in terms of manufacturing,
selling or distribution, resulting in limited competition

VIVEK SHARMA PETER DEYOUNG


CEO, Piramal Pharma Solutions CEO, Piramal Critical Care

“The integrated business model we have built, complemented by “Last year, we were able to demonstrate the value of our portfolio
our focus on quality, reliability, and customer centricity, has helped of differentiated products that are difficult to manufacture and
us successfully establish ourselves as the ‘partner of choice’ for both distribute as well as our strong customer connections directly
large pharma and biotech firms. During the year, we continued to and through partners into the hospital and institutional channel
see growth in our Order Book and an upward trend in our biotech through the continuation of our profitable growth trajectory. In
relationships. Our extensive global capabilities in the segments of addition, during the year, we launched products such as MITIGO™
Antibody Drug Conjugates, High Potency APIs, Oral Solid Dosages and continued to make progress on the transition and integration of
and Sterile Injectables enable us to work with customers across a the products acquired from Janssen. We realise that our customers
number of therapy areas including oncology, HIV, diabetes, malaria depend on us for reliable high-quality supply of products, for use in
and metabolic diseases, among others. We remain committed to life-saving or life-improving medical procedures across the world.
partnering with our customers to serve the patient community and Hence, maintaining an absolute commitment to quality will always be
reduce the burden of disease while continuing to deliver a strong a core pillar of our strategy. We are confident that this unique platform
performance.” and capabilities will enable us to continue to defend and grow our
existing products as well as provide us the opportunity to distribute
additional products over the course of next year.”

81
PHARMA

India Consumer Products FINANCIAL PERFORMANCE


During the year, the business continued to focus on its strategic Revenue from the Pharma business grew by 11% y-o-y in FY2019 to
endeavours: ₹4,786 Crores on account of growth in base business, integration of
acquired products into the sales force, strong order book and robust
• Added key brands in the Vitamins, Minerals and Nutrients
demand. Revenue has grown at a CAGR of 15% over the last 8 years,
categories
now contributing 36% to the overall PEL revenue mix. Our Global
• Successfully initiated national distribution and sale of Digeplex.
Pharma business, which accounts for 93% of Pharma revenues, has
Products sold under Digeplex brand names are digestive enzymes
delivered a strong growth in EBITDA margins, from 10% in FY2011 to
used as remedies for digestive disorders
23% in FY2019.
• E-commerce channel was established in FY2019. The Company is
tapping e-commerce, rural, exports and alternate opportunities in
order to widen the distribution network
Pharma Performance
• Increasingly using technology and analytics for making decisions in
(₹ Crores)
sales and operations

10 11 14 16 16 17 20 22 23

4,786

4,322

3,893
3,467

3,008
2,715
2,339
1,906
1,537

FY11 FY12 FY13 FY14 FY15 FY16 FY17 FY18 FY19

Pharma Revenue 1
Global Pharma EBITDA Margin (%)

Note: 1. Pharma revenues include Global Pharma and India Consumer Products

NANDINI PIRAMAL
Executive Director, PEL

“We remain committed to our strategy of growing India Consumer safe healthcare solutions that address the unique needs of Indian
Products through launches, acquisitions, e-commerce and consumers. Going forward, the industry is expected to exhibit a
technology. The year saw us acquire marketing rights of leading remarkable recovery post recent headwinds and PEL is excited to
products, while establishing our e-commerce channel and deploying ride the imminent growth wave and expand our business. We will
technology across operations. The Supreme Court ruling of continue to expand our portfolio with an aim to be among the top
exempting Saridon from the list of banned fixed dose combinations OTC product companies in India.”
is an affirmation to our commitment to provide effective and

82
WAY F O R WA R D

Strategic Overview
Over the past few years, PEL has made significant investments in activating
various growth levers, which are expected to drive the next round of growth
for its Pharma business. In the coming years, the Company will continue to
develop new products, while evaluating inorganic growth opportunities.
Following strategic initiatives and focus areas will shape its Pharma business for
the years to come:
Strategic Priorities Focus Areas

Management Discussion & Analysis


• Over 90% of revenues derived from niche
Differentiated business
businesses of complex generics and CDMO, as
model for sustained
compared with less than 5% for most large Indian
growth
pharma companies

• A strong quality governance model, with the


Quality function reporting to a Board member

Board & Management Profiles


Maintaining a strong focus
• Stellar record in quality and compliance, having
on quality and compliance
successfully cleared all regulatory inspections since
2011

Leveraging our integrated • Integrated model of services spanning across the


business model in the entire drug life cycle with strong capabilities in
services business High Potency APIs and Antibody Drug Conjugates

Statutory Reports
• Continue the pursuit to build strong brands while
Growing India Consumer
tapping e-commerce, exports and institutional sales
Products through launches,
• Using analytics for making business decisions such as
acquisitions, e-commerce
designing trade schemes and setting credit limits for
and technology
distributors
Financial Statements

• Focus on steadfastly moving up the value chain in


chosen business lines while seeking opportunities
Continue to improve
that complement the existing portfolio
profitability
• Profitably defending stronghold markets and
and return profile
increasing share in lower share markets, aided by
growth through capacity expansions

83
PHARMA

Q UA L I T Y A N D B U S I N E S S E XC E L L E N C E
PEL is committed to consistently meet or exceed the requirements directly to the Board. IDEATE is an initiative that serves as a guide to
and expectations of its patients, customers, regulators and partners. building a sustainable governance model at PEL.
In its pursuit to harness quality as a culture and for quality to
IDEATE stands for:
continue to be a key differentiator, the Company ensures timely
• Independent Quality Reporting
scale up of its standards to align with the industry benchmarks.
• Data Integrity Compliance
The Company has a strong belief that quality is driven by a concern
• Effective Governance
for patient safety. A deep commitment to building a quality-driven
• Aligned Systems
organisational culture has helped PEL achieve regulatory
• Transparent Work Culture
compliances with zero defaults.
• Empowered Teams
Data Governance and Risk Mitigation Strategies
Robust Governance Strategies Data within pharmaceutical business is the most critical element
and adequate data governance forms the foundation of an effective
Quality Governance
Quality Management System. PEL is committed to ensure that the
A strong governance and escalation mechanism is the foundation
data it generates is reliable to enable correct decision-making by the
of PEL’s quality management framework. The Company’s quality
Company, its customers and the regulators.
management system is independent of its businesses and reports

84
P E L’S Q UA L I T Y M O D E L

Strategic Overview
Global Regional Local (Site)
Strategy: Strategy: Strategy:
• Business aligned • Region-based cultural challenges • Product profile
• Compliance standards • Local regulatory mandate • Customer base
• Regulatory interpretation • Linker between site and centre • Site-based regulatory pathway
• Piramal Quality System • Site satellite support • Facility, technology and people
• Data integrity governance • New site integration • State-specific statutory and
• Due diligence and integration regulatory norms

Management Discussion & Analysis


• Site-specific challenges
• Site business-quality alignment

Execution: Execution: Execution:


• Escalation decisions • Quality roadmap • Product assurance
• Policies and white papers • Continuous improvement • System compliance
• Corporate guidelines • Customer steering committee • Audit facing
• Monthly reviews: Weekly check-in • Two-way connect: Weekly and • Customer connect
• Biweekly operation alignment fortnightly • Internal audits
• Corporate audits • Regional regulation training • Investigations
• Global QTA and key customer • Supplier management
facing • GMP, SOP Training

Board & Management Profiles


• Tools to assess quality health
• Global risk management engine
• Best practice training

Quality Tool Kit In addition, the Company has multiple layers of vigilance, which
PEL’s quality team also uses several tools used for quality focus and include surprise corporate inspections of manufacturing sites by the
risk avoidance at the site level. Proprietary tools for quality health QA team. These inspections lead to proactive identification of risks
evaluation and risk minimisation include: and their mitigation in a timely manner.
Over the past several years, PEL has invested significant capital into

Statutory Reports
Tools Details
its India Consumer Product infrastructure, which has contributed to
SENSOR Measuring the quality health of sites and the Company’s strong product portfolio and far-reaching distribution
Quality Health predicting inspection readiness network. Its emphasis on quality and its compliance track record has
Barometer allowed it to move up the value chain in its business.

CALCULUS Determining compliance against data integrity The India Consumer Products business utilises flexible manufacturing
Data Integrity regulations at external sites by third-party vendors. The in-house business
Calculator development team follows stringent protocols for selection of such
vendors. This team conducts detailed checks at all critical points in
PREDICT Assessing the probable outcome of regulatory the chain from sourcing to finished products.
Audit Readiness inspections at a site
Summary
Financial Statements

Scorecard
PEL is on a quality advancement journey from 'Quality for
QUALITY Due diligence, transition and integration of Compliance' to 'Quality as a Culture', with a focus on systems,
INTEGRATION acquisitions (sites and products) processes, technology and people. The Company believes that
quality is a collective responsibility and this belief is woven into the
very fabric of the organisation. The belief is vindicated by the fact
QUENCH Site-based quality metrics towards global risk that all key facilities are approved and successfully inspected by the
Quality mitigation and continuous improvement USFDA, a testament to the high compliance standards.
Intelligence
Platform

85
HEALTHCARE INSIGHTS & ANALYTICS

PEL’s Healthcare Insights & Analytics business has evolved from being a provider of syndicated
market research reports into a diversified data, and analytics business, offering best-in-class,
high-value healthcare analytics, data and insights products and services to the world’s leading
pharmaceutical, biotech and medical technology companies, enabling them to make informed
business decisions.

86
PEL’s Healthcare Insights & Analytics business has expanded to meet the growing needs among life sciences companies. The business helps

Strategic Overview
clients better assess market opportunities, quantify the value of their products, target niche patients and medical specialist segments, and
identify unmet customer needs. It has a global team of industry experts and data scientists, including world-class epidemiologists, engineers,
industry-leading healthcare market forecasters and predictive modelers, among others.

MARKET SCENARIO
PEL provides business information services in the life sciences, healthcare provider and payer industries, competing in an addressable market
in excess of $16 Billion across various solution areas, which is expected to reach $24.7 Billion by 2021. Healthcare businesses increasingly
need up-to-date and easily-accessible solutions leveraging complex data sets and advanced analytics and therefore, there is increased
demand for high-quality analytics and decision support tools and services.

Management Discussion & Analysis


Increasing Demand for High-Quality Analytics

$16 BN
Payer $2.8 Bn Feb 2016
Acquired Adaptive Software
Provider $3.3 Bn • Leading solutions for health plans

$6 BN

Board & Management Profiles


and pharmacy benefit managers
• Marks Company's entry into the

$2 BN
Life sciences
Payer space
$10.2 Bn
Life sciences
May 2015
Life sciences
Acquired HBI
2012 2014 NOW
• Trusted provider of best practice
Solutions Data Research Consulting Services Consulting Services research, training and services to
Products Research Products Research Products >1,400 hospitals in the US
Data and Analytics Data and Analytics • Marks Company's entry into the
Provider space

Statutory Reports
Financial Statements

JONATHAN SANDLER
CEO, Healthcare Insights & Analytics

“PEL continues to provide its customers with access to industry- customer engagement, effectiveness and ROI. Going forward, we
leading research, expertise and insights. Positioned at the remain committed to leverage the India advantage for enhancing
intersection of health and information, our Healthcare Insights & margins by growing our Bengaluru and Gurugram offices. A globally
Analytics business has a truly unique value proposition. Our best-in- recognised brand with the most diverse proprietary assets in the
class products and services, paired with our commitment to client industry, PEL’s Healthcare Insights & Analytics business is well
satisfaction, have established PEL as a leading provider of trusted, positioned to capitalise on opportunities, both domestically and
accurate real-world data and analytics, with a proven ability to internationally, across all of our offerings.”
positively impact client decision-making as they look to increase
87
KEY HIGHLIGHTS

India Advantage
Over 400 employees operating out of offices in
Gurugram and Bengaluru, in India
India-based teams across marketing, technology,
digital and research operations
Leveraging Piramal’s brand recognition in India in the
recruitment of critical talent
India presence has helped PEL build 24/7 capabilities

Notable Statistics
PEL has several milestones to its credit, which are highly
valued by its clients:
26 Billion+ medical and pharmacy claims and
Electronic Health records (EHRs)
100% coverage of insured lives of the US population
50,000+ hospitals and health systems providers
networked
5,400+ patient segments covered globally by
epidemiologists
1,000+ custom consulting engagements to date

88
Long-Term Revenue Visibility
PEL’s clients comprise nearly all leading life sciences
Top 10 Relationships Comprise <30% of Revenue
companies, including:
(%)
• 48 of the top 50 life sciences companies
• 18 of the top 20 medical device companies
4.3
• 8 of the top 10 US payers and top US health systems 3.9
3.8
PEL’s business is well de-risked, as evidenced in the 3.1
following facts: 3.0
2.7
• Top 10 relationships comprise <30% of revenue
2.3
• >10-year relationships with top 10 customers
2.3
• 96% client retention by value 2.2
• 70% of total revenue highly recurring in nature 2.2
70.4

>10-year relationships with our Top 10 customers

Comprehensive Product Suite


Comprehensive suite of end-to-end expertise,
including bespoke solutions services
Offerings include Data and Analytics, Research
Products and Global Consulting Services
Significant investments in cross-functional data and
analytics talent
Shift in the delivery mode to digitally delivered
modular content

89
HEALTHCARE INSIGHTS & ANALYTICS

CUSTOMER SPOTLIGHT O P E R AT I O N A L P E R F O R M A N C E FINANCIAL PERFORMANCE


PEL Analytics Helping in Successful PEL’s Healthcare Insights & Analytics In FY2019, PEL undertook a broad cost-
Product Launches business is undergoing a transformation reduction initiative to streamline operating
and aims to drive revenue growth through processes, flatten organisational structure,
Issue technology-based offerings and delivering and prioritise resources and investments
A mid-sized biotech based on the end-to-end solutions that directly address on increasing client engagement, improving
East Coast of the US was working at high-value client problems. This best-in- client satisfaction and driving innovation.
the frontiers of genetic medicine to class client support earned PEL the 2018
For FY2019, revenue from Healthcare
develop treatments for devastating Best Partner Award in Market Access and
Insights & Analytics business stood at ₹1,332
rare and infectious diseases. Their Reimbursement – TGAS Vendor Insights.
Crores, up 10% y-o-y from ₹1,209 Crores
late-stage pipeline was full of
During the year, PEL undertook several steps in FY2018. Revenue growth was primarily
promising candidates, and they had
to strengthen its offerings: driven by strong growth in Life Sciences Data
just launched their first product, a
& Analytics and Consulting Services.
novel therapeutic for a paediatric • A noteworthy key launch was Healthbase,
disease for which treatment options a platform that provides customers with
were few and prognoses grim. The both granular data and the 'big picture'
drug was hailed as a breakthrough, analyst view on integrated delivery Revenue Performance
but the company was flying blind with networks (₹ Crores)
the drug’s commercialisation strategy. • The Company launched a learning
Competitors were waiting in the
wings and payers were asking tough
division, which connects expert
insights, proprietary data, and analytics
10 % y-o-y 1,332
questions about the treatment’s high with experienced learning architects,
1,222
price, reflecting the staggering costs instructional designers and educational 1,209
1,156
of development. technologists
1,020
• Additionally, PEL expanded the Global
Market Access Solution (GMAS) platform 899
PEL’s Solution to include the first and only available
The Company brought in PEL to help Managed Entry Agreement (MEA)
assess the market access landscape database in the industry
around their new product and • The Company doubled the size of data
establish a plan for successful market repository (healthcare claims, outcomes,
penetration. A small brief broadened formulary and insurance coverage) to 100
into a large partnership to enhance Terabytes
the client’s go-to-market strategy, • PEL has partnered with EUnetHTA and
using PEL’s unparalleled store of other Health Technology Assessment
medical data and expertise to shape (HTA) support projects to ensure seamless
FY14 FY15 FY16 FY17 FY18 FY19
the value story pitched to payers and client submissions
inform the sales force for engaging
physicians across multiple global
markets .

Consequences

As a result, a mid-cap biopharma


was able to pull off the launch
of its first therapy like a large,
more established firm, and is
now positioned to launch further
transformational therapies. A year
on, our partnership continues as
the company taps PEL’s real-world
data analytics for insights into the
category, and to prepare for the
launch of their next product, pending
regulatory approval.

90
WAY F O R WA R D

Strategic Overview
Over the past few years, PEL’s Healthcare Insights & Analytics
business has undergone a transformation from a syndicated market
research company into a data- and technology-enabled insights
firm. This transformation has helped accelerate business growth
and expand product and services offerings in response to client
needs. As the Company continues on this path, it is focusing on the
strategic priorities defined below.

Management Discussion & Analysis


Strategic Priorities Focus Areas

Using cutting-edge
A unified commercial team offering one of the most
technology and analytics
diverse proprietary, integrated data sets in the
to transform data into
industry
critical insights

Board & Management Profiles


Expanding into new
Creation of syndicated products, based on bespoke
markets to capture
analytics and consulting services and best-in-class
significant market
oncology offering
opportunities

Leveraging India presence,


Ongoing expansion of the business’s Bengaluru and
technology and global
Gurugram offices and a focus on 'Build Once, Sell
procurement to improve

Statutory Reports
Many' products to enable margin improvement
EBITDA margins

Integrating solutions from


best-in-class businesses to Combining data assets in the process of development
provide unparalleled client and enhancement of products
value
Financial Statements

De-risking business profile


to deliver strong revenue Strong relationships with customers resulting in high
visibility and quality client retention
earnings

91
RISK MANAGEMENT

A well-defined risk management framework is integral to any business. PEL has an independent and
dedicated Enterprise Risk Management (ERM) system to identify, manage and mitigate business
risks. Risk management, internal controls and assurance processes are embedded into all activities of
the Company.

92
E N T E R P R I S E R I S K M A N AG E M E N T
Board of Directors

Strategic Overview
PEL’s ERM framework is designed by integrating the COSO*
framework at its core.
The Risk Management Group (RMG) establishes the risk policy and
processes for risk evaluation and measurement, whereas business Board-level Risk Committee
units focus on developing and implementing mitigation measures,
while taking controlled risks. Specific risk approaches are in place for
financial and non-financial businesses.
The Company ensures seamless interaction between the Strategic Risk Management Group
Business Units (SBUs) and RMG to assess the real risks and their
severity on the business. The RMG is independent of SBUs and Independent of business head and

Management Discussion & Analysis


reports directly to the Board. PEL believes in embedding a risk operational teams
management culture in all facets of business decisions to ensure
sustainable growth of the organisation.

The Board
The Board oversees PEL’s risk management programme. It regularly Periodically, the RMG appraises the portfolio health in the the
reviews and evaluates the programme to ensure adequate policies, Financial Services vertical and the risk profile of the business
procedures and systems are in place to execute the strategy and verticals in non-Financial Services businesses to the Board.
manage related risk. The Board-level Risk Committee reviews the
macro-level risks and reports it to the Board. In FY2018, in addition Business Heads and Teams

Board & Management Profiles


to the existing Audit and Risk Committee, a new Board-level Business heads and operational teams assess the risk profile of their
committee – Risk Management Committee for Financial Services businesses/transactions and propose measures to mitigate the risks.
– was formed to focus on strategy and risk management practices They work closely with RMG to provide requisite information about
followed in the Financial Services business unit. the transactions or business environments and assist in creating risk
registers.

*COSO - Committee of Sponsoring Organisations of the Treadway Commission

Evolution of the Risk Management Group

Statutory Reports
2014 2015 2016 2017 2018 onwards
• ERM Policy in place • ALM Policy in • Portfolio • Enhanced Portfolio • Macro-economic
• Risk Evaluation place Analytics Analytics stress testing
Model for • Risk Rating • Transfer Pricing • Proposed limits • Designed
structured for individual mechanism for framework frameworks for
transactions transactions in Financial Services • Developed product- sectoral limits
Financial Services • Model wise provisioning • ALM Analytics
• Implementation Development structure • Developed
of Risk Registers • Extensive review Credit Approval
Financial Statements

for new Financial


for non-Financial Services products of Corporate Authorisation
Services • Focus on existing Governance Matrix
businesses model calibration practices • New model
• Review of risk (benchmarked development for
registers against international new products
best practices)

93
RISK MANAGEMENT

FINANCIAL SERVICES BUSINESS Underwriting and Risk Mitigation


The RMG independently assesses all investments and loans of PEL’s Generally a conservative, data-driven underwriting and structuring
Financial Services business. The Group uses internal risk assessment approach is adopted. The deal-related idiosyncratic risk and the risks
models to evaluate credit, market and concentration risks embedded emanating from exogenous events are thoroughly analysed as a part
in any deal. Based on the assessment, the Group recommends a plan of the risk assessment process. The impact of any event on specific
to mitigate or eliminate the identified risks in the investments. micro-markets, industries and product segments are carefully
analysed and the deal underwriting criteria is altered accordingly.
Risk Assessment Approach Additionally, in case of non-real estate loans and investments, a
detailed external due diligence is conducted. The external due
The approach involves identification and measurement of risk for
diligence combined with internal understanding is assessed by Credit
each investment. Risks are classified into quantifiable and non-
Underwriting and Risk teams to structure and analyse the deal.
quantifiable risks.
Larger deals and deals done in new sectors are presented to internal
1) Quantifiable risks are estimated as the deficit in cash flow under committees, which have independent experts with considerable
stress testing experience.
2) Non-quantifiable risks are estimated through comprehensive
scorecards and standard mark-ups Governance Structure
• Security value, promoter evaluation, exit options, etc. are rated A robust governance structure for risk management process has
through scorecards been put in place. Various committees, both at Senior Executive
Management level and at Board Sub-committee level, have been
• Operational and concentration risks are covered through standard
formed to evaluate the risk and risk management process at PEL.
mark-ups
The Risk team considers various factors such as historical
performance, execution capability, financial strength of the
Framework to evaluate Risk Adjusted Returns
promoter and company, competitive landscape in the industry The Risk team assesses every loan proposal independently using
and specific segment, regulatory framework and certainty, impact proprietary risk assessment models.
of macro-economic ‘changes’, etc. while assessing the deal. The
security structure is assessed for value, enforceability and liquidity. Risk Assessment & Measurement: Transaction Assessment
The rating generated is used for internal benchmarking and pricing.
The Credit team take inputs from the RMG to arrive at optimal deal Identify primary risk drivers: Industry/Company
structuring.
Cash flow modelling-stress case scenario
Security risk: Adequacy & enforceability
Portfolio Revaluation Process
Proprietary Model

Promoter risk: Track record, management strength


All executed deals are re-valued by the RMG at regular intervals.
The portfolio revaluation provides the Management with the latest Exit risk: Refinance ability, capital markets, liquidity event
overview of the portfolio performance. It also triggers specific action
Output: Risk adjusted return, risk rating, commentary
plans for identified deals and data-based insights for enhancing
underwriting criteria for future deals. The deal-specific action plans • Quantitative and score cards based rating methodology
are duly executed by business teams to mitigate or eliminate the • Scoring of around 40+ parameters
identified risks. Also, the insights are used as feedback for better • Comparability across transactions; clear record of
credit underwriting in the future. transitional matrices
• Amenable to analytics
Stress Testing Appropriate Stress is Assumed for Key Project Variables to Compute
Stress Testing is one of the key tools to assess balance sheet strength Cash Flow at Risk
under various macro-economic scenarios. The Group has a Board-
approved macro-economic Stress Testing mechanism, which has Cash Flow at Risk
been designed internally, incorporating some of the best global
practices. The Stress Testing framework covers both the assets and
Rises in input
liabilities. The results of the stress test are discussed at the Risk Drop in Delay in
costs /delay
Management Committee (Financial Services) of the Board. revenues sales ramp-up
in execution
Factors such as business strength, competition and industry risks
are evaluated to arrive at cash flow at risk

94
R E TA I L R I S K M A N AG E M E N T

Strategic Overview
PEL determines the creditworthiness of a borrower, based on the policy and process standards set by the Company. There are several credit
checks and controls, at multiple stages of the loan process, to maintain and strengthen the asset quality of the portfolio. Following are the
credit checks and controls at various stages:

Onboarding Credit Appraisal Credit Appraisal


(Documentation & Verification) Customer Assessment Collateral Assessment

• Collection of mandatory • Bureau assessment • Legal assessment


documents • Registrar of companies & other • Technical assessment
• Residence & office address relevant checks (litigations, stake • Dual valuation

Management Discussion & Analysis


verification holding and sister concerns, etc.) • Project-level feedback
• KYC authenticity & independent • Negative & defaulter database • Collateral visit
fraud check check
• Fraud Analytics Rule Engine • Internal application scorings
trigger • Financial & banking assessment
• Internal dedupe • Personal discussion

Approval Process and Delegations NON-FINANCIAL SERVICES BUSINESSES

Board & Management Profiles


The sanctioning authority has been assigned based on the level of Risk assessment at Non-Financial Services business units is carried
hierarchy within the organisation to ensure smooth processing of out using risk registers. Risks across different business units and their
loan applications. However, at the transaction level, exceptions are probability, impact and mitigation plans are properly documented
built in to capture the severity of risk. Also, critical policy revisions at regular intervals. These risks are then aggregated, and key risks
(new product / income programmes, etc.) are jointly approved by the across each business units along with the proposed mitigants are
National Credit Manager, COO and Compliance Head and placed to presented to and reviewed by the Board on a periodic basis.
the Group Risk Head and Board for ratification on quarterly basis.
Another important focus area for PEL in mitigating risks associated
with the non-Financial Services business is to harness quality as
Operational Risk a culture. The Company has a strong belief that quality is driven
by a concern for patient safety. An exemplary quality framework
Operational risk is the risk of loss resulting from inadequate or failed
is implemented at PEL’s facilities as well as at several contract
internal processes, people and systems or from external events.

Statutory Reports
manufacturing operations. A deep commitment to building a quality-
To manage risk of loss resulting from Retail Operational Risk, an driven organisational culture has helped PEL achieve the highest
independent Operational Risk Management (ORM) Team is putting in level of regulatory compliance. These have been explained in detail
place the framework and review mechanism to manage and measure in the Pharma section. (Page 84)
the effectiveness of governance, risk management and internal
controls. This framework comprises two lines of defence:
• Line Business Management (Including Support and Operations):
Manages operational risk on a daily basis, maintains internal
controls, designs and implements internal control-related policies
and procedures
• Operational Risk Management: Develops and implements
Financial Statements

policies, procedures, tools and techniques to assess and monitor


the adequacy and effectiveness of the internal controls

95
RISK MANAGEMENT

M A J O R R I S K S A N D M I T I G AT I N G AC T I O N S
The major risks perceived by PEL, along with the measures taken to mitigate them are as follows:

Impact Mitigating Measures

Default and Concentration Risk in the Financial Services Business

In the Financial Services business, the risk of default At PEL, each investment is assessed by the investment team as well as an
and non-payment by borrowers may adversely affect independent risk team on the risk-return framework. The combined analysis of these
profitability and asset quality. teams is presented to the Investment Committee for investment decision.
The Company may also be exposed to concentration risks Concentration risk is partly mitigated by the concentration risk framework, which
across sectors, counterparties and geographies. incentivises businesses to diversify portfolio across counterparties, sectors and
geographies. Some of the key measures during the year to mitigate default and
concentration risks in the Financial Services business are:
• Stress Case Sensitivity Analysis: As part of the Early Warning Signal (EWS)
framework, conducted a stressed case sensitivity analysis on the entire residential
real estate portfolio and evaluated various deals against hypothetical, worst-case
scenarios. Identified various deals and took proactive measures to address any
potential asset quality concerns.
• Diversification of Loan Book: Continued to increase granularity of the loan book
through diversification, to reduce the overall risk profile. The share of wholesale
real estate lending (excluding Hospitality and LRD) reduced to 63% of the overall
loan book as on March 31, 2019 versus 83% as on March 31, 2015.
• Steps to Reduce Developer Concentration: Top 10 developer exposures account
for nearly one-third of the overall loan book. Going forward, the business aims to
reduce single borrower exposure by co-investing in large deals with like-minded
partners, such as foreign banks and pension funds.
Client and Product Concentration Risk in the Non-Financial Services Businesses

PEL’s primary businesses are based on contracts with PEL’s business development teams continue to actively seek to diversify its client base
customers. In some contracts, a large portion is transacted and products to mitigate concentration risk. For instance, in our Healthcare Insights
with a few major customers. Therefore, any set back & Analytics business, the Top 10 clients account for less than 30% of revenues, with
at customers’ end may adversely affect the Company’s whom we continue to have over 10-year long relationships.
financials.
While some particular products generate a significant
portion of the Company’s overall revenue, any drop in
demand for these products may adversely affect profit
margins.
Product and Quality Risk

PEL is expected to maintain global quality standards A dedicated Corporate Quality Assurance Group actively monitors adherence to
in manufacturing. Some of PEL’s products are directly prescribed quality standards.
consumed/applied by consumers.
PEL has a strong governance and escalation mechanism. The Company’s quality
Therefore, any deviation with regards to quality compliance management system is independent of its businesses and reports directly to the
of products would impact consumers worldwide, and Board.
hence, adversely affect the Company’s performance.
PEL is on a quality advancement journey from ‘Quality for Compliance’ to ‘Quality as
a Culture’, with a focus on systems, processes, technology and people.
PEL has successfully cleared 33 USFDA inspections, 143 other regulatory audits and
989 customer audits, since FY2011.

96
Strategic Overview
Impact Mitigating Measures

Adverse Fluctuations in Foreign Exchange Risk

PEL has significant revenues in foreign currencies – The centralised treasury function aggregates the foreign exchange exposures and
through exports and foreign operations. Thus, the takes prudent measures to hedge these exposures based on prevalent macro-
Company is exposed to risks arising out of changes in economic conditions.
foreign exchange rates.

Management Discussion & Analysis


Interest Rate Risk

Volatility in interest rates in PEL’s investment and treasury The ALCO actively reviews the interest rate risk and ensures that interest rate gaps
operations could cause the net interest income to decline. are maintained as per ALCO’s interest rate view. A healthy mix of fixed-and-floating
This would adversely affect profitability of the Financial assets and liabilities enables PEL to pass on any changes in borrowing costs to
Services business. customers.
Liquidity and ALM Risk

Mismatch in the tenor of assets and liabilities in the The ALCO reviews the GAP statements and formulates appropriate strategy to
Financial Services business could lead to liquidity risk. manage the risk.
At PCHFL, we maintain a positive Gap between cumulative inflows and cumulative
outflows across all maturity buckets as on March 31, 2019.

Board & Management Profiles


The Company shifted its borrowing mix towards long-term sources of funds
and reduced its CP exposure to ~₹8,900 Crores as on March 31, 2019 versus
~₹18,000 Crores six months ago.
Regulatory Risk

PEL requires certain statutory and regulatory approvals The applicable regulatory framework is continuously tracked by various teams within
for conducting businesses. Any failure to obtain, retain PEL.
or renew them in a timely manner may adversely affect
Necessary and appropriate actions are undertaken to ensure compliance with all
operations.
regulatory requirements.
A change in laws or regulations made by the government
or a regulatory body can increase the costs of operating a

Statutory Reports
business, reduce the attractiveness of investment and/or
change the competitive landscape.
Also, PEL is structured through various subsidiaries across
various countries in a tax-efficient manner. Regulatory
changes in terms of repatriation and funding may lead to
adverse financial impacts.
Investment Risk

PEL has equity investments in various companies in India. The Company continues to effectively evaluate various risks involved in
Like any other equity investment, these are subject to underlying assets, before and after making any such strategic investments.
market conditions.
Financial Statements

Environmental Risk

PEL is committed to conserving resources as it recognises The Company has adopted the 'reduce, reuse and recycle' mantra for natural
the importance of preserving the environment. resources. Several sustainability initiatives are underway in areas such as reduction
of carbon footprint, water conservation and waste reuse/recycle.
Any non-adherence to our approved EHS practices
and procedures may expose the Company to adverse
consequences.

97
HUMAN RESOURCES

PEL’s Human Resources function embarked on an extensive transformation journey called SEEDS
(Strategy for Employee Engagement and Development Support) in 2014. A core theme of this journey
has been to ‘create an environment where employees can thrive and are enabled to deliver sustainable
organisational performance’.

98
The key headcount numbers are as follows:

Strategic Overview
PEL’s people initiatives focus on enabling its Function
March March
Change
31, 2019 31, 2018
diverse and global workforce to consistently
Pharma 5,329 5,129 200
deliver on the Group’s purpose of ‘Doing
Well and Doing Good’ and facilitating a value
Financial Services 1,330 545 785
driven, high-performance culture.
Healthcare Insights 1,161 1,169 -8
& Analytics

Management Discussion & Analysis


Total 7,820 6,843 977

D O I N G W E L L – E N A B L I N G S U S TA I N A B L E O R G A N I S AT I O N P E R F O R M A N C E

Augmenting Performance through HR Recognising Exceptional Value-driven


Technology Performance

Board & Management Profiles


The Human Resources function has facilitated improved Chairman’s Award, a group-wide recognition framework, was
decision-making and real-time monitoring of the overall launched during the year to celebrate individuals who exemplify the
health of PEL’s human capital by leveraging a cloud-based Group’s philosophy – values create enduring value and exponential
intelligence platform that links key business metrics performance and impact. In the first edition of the Chairman’s
to people metrics. The advent of employee-centric Award, out of 500+ nominations, 53 employees across the globe
applications including The MyPiramal HR Management were felicitated for their exceptional contribution.
System and the Payroll application (MyPay), continues
to significantly enhance employee experience. The
consolidation of payrolls and payroll-related compliance
Institutionalising a Robust Leadership Pipeline
has not just strengthened controls and data privacy, but
Nurturing Home-grown Leaders
has also helped optimise costs of payroll operations and

Statutory Reports
The central objective of PEL’s talent development initiatives is to
payroll compliances by more than 25%.
grow our own leaders and ensure every critical role has a ready
successor identified and groomed. Our high-potential development
programmes are aimed at preparing our top talent to take on next-
level roles:

7,820 IGNITE: The programme identifies and develops young leaders from
junior management to take on mid-management leadership roles.
The participants undergo an 18-month development journey that
includes multiple aspects of functional and leadership learning.
Employees
ASCEND: The platform selects and grooms high-performing
Financial Statements

employees at the middle management level for senior leadership


roles. High Potentials, who qualify, undergo a one-year structured

45 18
development process through virtual learning platforms in
partnership with Harvard Business School.
SUMMIT: The leadership programme focuses on preparing senior
leaders to become successors to the CEOs of PEL businesses.
Locations Countries Senior leaders define their own ‘business mandate’ – to act as true
entrepreneurs of their business units or functions.

99
HUMAN RESOURCES

personalised learning journeys to build identified behavioural,


● The Company aspires to have 60% of the open positions
functional or technical capabilities of employees. Today, the Piramal
at senior and mid-management levels staffed by internal
Learning University provides bespoke learning solutions catering to
promotions of high potentials in a 3-year time frame
the unique learning needs of 15,000+ learners across businesses
and geographies. 27,000+ online learning modules have been
● 360+ nominations were received, out of which ~180 high
accessed by over 5,000 active learners through the Piramal Learning
performers have undergone the ASCEND programme. Of this,
University Virtual Campus till date.
105 were identified as High Potentials

● 58 senior leaders are currently being groomed for top


management under the SUMMIT programme The Induction Bootcamp: This programme of Piramal Housing
Finance has been institutionalised to enhance productivity of
● 800+ applications were received, of which 67 IGNITORS have new hires by providing blended learning experiences facilitated
been identified across 2 cohorts by instructor-led training, e-learning and on the job simulations
within the first week of joining. This has helped in driving
standardised ways of working and a value-based culture, and has
Piramal Group’s unique campus engagement initiative, TANGRAM: played a critical role in PCHFL being consistently recognised as a
Students from premier business schools are provided an opportunity Great Place to Work over the past few years.
to engage with the organisation through a creative and interactive
learning experience. Additionally, at an entry level, the Company’s OWN IT: To establish integrated ways of working across the
flagship campus programmes focus on bringing in high-quality diverse and geographically dispersed workforce of the Pharma
talent from leading institutes. 75% of new hires are in the top 3 Solutions business, the initiative focuses on empowering
performance ratings in their first year. employees to act like entrepreneurs and work collaboratively
across diverse units to ensure customer delight while keeping
Bespoke High-impact Learning through Academies patients at the core of all that the business does. This internal
The Piramal Learning University provides high-impact learning mission has been cascaded to 4,000+ employees across
solutions catering to the unique learning needs of employees across geographies through leader-led workshops and projects taken up
the globe. Modelled on the philosophy of continuous learning, the by employees in different functions.
Leadership Academy and other functional academies at PEL offer

Building a Robust Leadership Pipeline

Talent Acquisition Talent Development


Graduate & Management Trainee Programmes

SUMMIT
Revamping recruitment with scientific tools

Architects

ASCEND

Translators
Design Your Destiny

Career Architecture
Learning University

IGNITE
Performers

Robust Infuse Employer Accelerated Overall Group


recruitment fresh entry- value leadership capability mobility
process level talent proposition development building

Infuse high-quality entry-level talent and Systematic identification of High Potentials at junior/middle management
strengthen employer brand equity and recruitment Accelerated development and cross-business mobility for High Potentials
process to improve quality of hire to focus on basic skill-building at the grassroot level

100
D O I N G G O O D – VA L U E S B A S E D Embedding a Consistent Understanding of Our Values
A N D I N C L U S I V E C U LT U R E W I T H across Piramal Group
C A R E AT T H E C O R E • Continuation of Values Cascade: The Company uses innovative
learning methods such as LEGO® SERIOUS PLAY® to gain insights
Our philosophy is to institutionalise a value-driven high-performance
into how values have seeped into the culture of the organisation.
culture and build an employee base, which is as diverse as our
This technique has helped make abstract concepts of values more
customer base to ensure we are able to deliver continuous value to
tangible and concrete to employees.
our diverse customers.
• Values Dialogue: A focused action on role modelling our core
Diversity at PEL values of Knowledge, Action, Care and Impact was initiated
At the heart of PEL’s diversity agenda is the promise to be an equal through a Values Dialogue Process with the top leaders of PEL.
opportunity employer. The PEL’s code of conduct emphasises the This process, conducted by the method of appreciative inquiry,
Company’s commitment towards supporting diversity in hiring and is intended to encourage values-aligned behaviour right from the
promotions across levels. Gender diversity is the first area of focus in topmost echelons of the organisation.
building a culture of diversity and inclusion.
• Piramal Success Factors (PSFs): PSFs is a framework of everyday
high-performance behaviours based on the Company's values,
Women Employees Comprise
which has been customised for various levels in the organisation.

15% 38%
The Company has partnered with world leaders in personality
assessment, to administer the Person Job Match report based
on the PSFs for all new joinees. Additionally, hiring managers are
Of the workforce Of the corporate level being encouraged to use the Behavioural Event Interviewing (BEI)

25% 27%
technique to interview candidates during the recruitment process
– the BEI is also based on the PSFs.

Of High Potential employees Of IGNITE participants


Inclusivity at the Workplace
Safety at PEL • Flexi-work policies: PEL’s flexi-time policies empower employees
The Company is committed to build a safe and inclusive workplace to balance their personal and professional commitments.
and has a Zero Tolerance policy towards any form of discrimination,
• Childcare support: The Company provides childcare support to
including sexual, racial or other unlawful harassment, threats or
employees who have children below the age of six years. An in-
acts of violence or physical intimidation, abuse of authority or any
house crèche was launched at the Kurla office in Mumbai. PEL also
other discriminatory conduct. PEL is a 100% Prevention of Sexual
collaborates with childcare facilities in a 5-km radius for other
Harassment (PoSH) compliant through the 14 Internal Complaints
offices in Mumbai.
Committee (ICC) panels that were institutionalised across all the Indian
sites to swiftly address any incidence of sexual harassment, bullying or • Parental Support Programme: The Company adopts a gender-
misdemeanour. Awareness campaigns are regularly conducted across neutral leave policy for the primary caregiver and has in place a
the organisation to sensitise employees. Parental Support Scheme.

101
INFORMATION TECHNOLOGY & DIGITAL

In this interconnected world, Information Technology (IT) and now Digital Technology can create and
drive market differentiation. Technology is redefining the competitive landscape. It is creating new
business models, value chains and revolutionising the way a company engages with customers, partners
and employees.

102
V I S I O N A N D S T R AT EG Y

Strategic Overview
Technology & Digital has become an integral part of the Company
as it remains aligned to its IT Vision: ‘Aspire to be a Strategic Partner
through Innovative solutions for Rapid growth Enablement’.

Management Discussion & Analysis


The Company has made significant progress by combining its assets, Key Group-level Initiatives
knowledge and digital technologies and is investing heavily to
improve processes, increase productivity and delight customers. Getting Technology-ready for Business
• Established Centre of Excellence: Set up a Centre of Excellence
While the Company has launched multiple initiatives in getting
for Digital, Robotic Process Automation (RPA) and Business
technology-ready for business to build an enterprise ecosystem, it
Intelligence. RPA enables automating select processes and
continues to embrace the industry-proven bimodal IT approach of
redeploying or removing excess capacity. Seven processes were
strengthening the core and building for the future.
automated across Financial Services, Shared Services and PCC,
resulting in significant time savings of employees towards process
execution.
• Enhanced employee experience: Enhanced the online Human

Board & Management Profiles


RE RE Resources portal, My>Piramal, and improved its user interface,
through increased standardisation and automation.
O
U

C
UT

HEN THE

• Effective communication and collaboration: The best-in-class


THE F

Enterprise Service Management platform, iHelp, has been


enhanced with self-service capabilities. New workflows and
functions such as HR and Supply Chain are being added to enhance
FOR

visibility, transparency and productivity. iHelp has emerged as a


GT

single unified tool for the Company: One Piramal – One Tool.
LD

EN

I R • Cloud journey: The Company has migrated the Global Human


BU ST Resource (HRMS) function and corporate websites and portals to

Statutory Reports
the Cloud. The Company has also initiated migration to Microsoft’s
cloud platform, Office 365, to improve employee productivity and
collaboration, and increase flexibility and cost.
While the Company realises the importance of getting technology- • Information security, data protection and privacy: The Company
ready for business and has created a strong foothold, it has started developed a New Data Privacy Management Framework and
focusing on getting business-ready for technology. The first step in continues to invest in implementing data protection management
this direction was the ‘Piramal TechFest’ platform, which created systems to ensure privacy of employees, customers, suppliers and
excitement and enthusiasm about technology in the Company. business partners. The programme is split into two waves. Wave-1
focuses on achieving compliance with the General Data Protection
Regulation (GDPR) for the European Union and Wave-2 for non-
European Union locations. As part of this programme, Data Privacy
Financial Statements

Policies and Procedures have been developed and necessary


website notices, consent statements and privacy clauses have
been added, wherever applicable. To educate employees on Data
Protection, Privacy and Compliance, we have initiated necessary
employee awareness programmes.

103
INFORMATION TECHNOLOGY & DIGITAL

Getting Business-ready for Technology Financial Services


• Build digital culture: We launched Piramal TechFest
The Financial Services business has identified and
to introduce emerging technologies, which can
shortlisted key opportunities across multichannel
be implemented in its businesses and individual
products and services and the following four technology
functions, to all its employees. The inaugural event
pillars are helping the Company to build a state-of-the-
had 1,000+ participants, including business leaders,
art technology-driven business.
leading technology partners and start-ups. The second
‘Piramal TechFest’ is planned for all major locations in
Strengthening Our Core Platforms
India and international Piramal sites over the year.
The Company is focused on building scalable, secure
• Continuous learning: The IT Academy is an integrated and resilient core systems. This is being achieved by re-
platform that addresses gaps in individual technology hosting and re-platforming the technology architecture
capabilities and expands domain knowledge by using a loosely coupled framework for efficient scale-ups
providing access to a multitude of learnings. To create enabling a faster go-to-market.
a digital culture in the Company and build a strong
network of Tech Champs, the IT Academy platform Digital Innovation for Enhanced Customer
was extended to all business employees. Engagement
The Company is:
• Developing more digital channels for customer
interactions
• Adopting new generation technologies such as AI,
Robotics, RPA and Mobility Solutions
• Adopting cloud and open source technologies
• Moving aggressively towards integrating third-party
systems using APIs

104
Effective Risk Management Quality/Compliance

Strategic Overview
IT facilitates in implementing a strong Risk Management The Company continues to drive automation of
Framework by: regulatory and quality systems across locations. Further
• Building tight information security controls to ensure steps to enhance compliance have been taken using
insulation from threats innovative solutions such as chatbots for IT compliance
• Developing pro-active and robust risk detection, and RPA for improving workforce productivity.
management and mitigation mechanisms
• Implementing robust IT governance models Capability
• Leveraging technology-based tools for better Newly acquired entities and products have been
underwriting and decision-making seamlessly integrated into enterprise-wide core systems
and processes to increase overall productivity. The
Key Differentiators Company has leveraged technology to enable business

Management Discussion & Analysis


The Company is imbibing technology learnings from expansion to newer geographies while being compliant
peers and engaging partner ecosystems, as well as with local regulations.
implementing them by:
The Company has started its transformation journey
• Using agile fintech ecosystem to bring competitive
with new-age technologies such as RPA, chatbots, and
advantage and operational efficiency
Business Intelligence. Some of the use cases in the focus
• Aligning technology strategy and design with
areas are digitalising R&D, digitalising supply chain using
enterprise goals to ensure optimal delivery for
blockchain, real-time data-driven business reviews
sustained growth
using the Business Intelligence platform, customer and
• Continuously engaging with external thought leaders
employee facing chatbots, and Virtual Reality (VR)-based
through the technology review council
site tour.
• Developing new and enhanced business engagement
frameworks and synergistic alliances with fintech

Board & Management Profiles


players The Way Forward
• Creating smarter execution plans (right-sourcing)
The Company’s aim is to create value for its customers
as well as shareholders by enhancing its Technology
Pharma & Digital footprint. Our technology strategy will
continue to play a vital role in renewing customer
The Pharma business strategy continues to focus on
experience, automating core business processes, and
Customer, Quality, Workforce and Capabilities. It is
improving technology systems by deploying cloud and
aligned with the Company’s Technology and Digital
cyber security solutions and as-a-service models. The
strategy with an aim of creating a differentiator, and
Company will continue to build on a digital culture
generating higher stakeholder value through improved
that is closely aligned with the business, talent and
profitability, better operational efficiency, and higher
technology strategies to facilitate digital transformation

Statutory Reports
customer and employee satisfaction.
at a greater scale.
Enhanced Customer Experience
The Company has taken several initiatives to increase
transparency and discipline while achieving data
accuracy. The Company has introduced newer
technologies to improve customer experience by
providing a virtual laboratory tour using Tele-presence via
physical robots at the site.

Workforce Efficiency
Financial Statements

The Company plans to improve workforce efficiency


using chatbots for HR-related functions, enhance
collaboration using Microsoft O365 and digitalise all
offline processes.

105
ANALYTICS

At PEL, we believe in making strategic decisions backed by data-driven insights and aim to embed the
same in day-to-day processes. Our global presence, diversity of businesses and multiple touchpoints
give the Company access to a significant amount of data. As we become more proficient at collecting
and managing data, the opportunity to find valuabale insights through analytics is ever-expanding. The
Analytics function enables the Company to leverage this data and attain competitive advantage across
business lines.

106
A brief summary of tools utilised by the Company across its Financial Services and Pharma businesses is as follows:

Strategic Overview
Financial Services Pharma
Fraud Analytics Rule Engine (FARE) for Retail Global Pharma Products business
Housing For the Global Pharma Products business, a tool has
The Fraud Analytics Rule Engine (FARE) aims to create been created to automate the sales reporting process
a data-driven fraud detection platform. Some of the for certain products. The automation ensures a
approaches followed include: standardised and error-free process and considerably
reduces the report creation time.
• Machine-enabled checks for aspects that are currently
performed manually, e.g., PAN checks Another core initiative includes building a model to

Management Discussion & Analysis


• Integration of information from third-party fraud predict likelihood of purchases using relevant metrics,
detection service providers, which match loan application such as monetary value, repeatability and recency.
data against fraud databases and dedicated ‘watch-lists’
Hence, using advanced technologies, the Analytics
The system ensures minimal fraudulent applications function is supporting businesses in maintaining and
and improves the overall quality of lending. Further, it enhancing their competitive advantage
categorises the applications under various risk heads
ranging from ‘Deep Red’ (high risk) to ‘Green’ (least risk). India Consumer Products
Going forward, we plan to further enhance fraud analytics Use of analytics has been instrumental in identification
through collarboration with fintech partners. of the following goals for the Consumer Products
Division:
Credit Analytics Rule Engine (CARE) in Retail
• Categorisation of distributors based on key

Board & Management Profiles


Housing
parameters such as business relevance, risk etc.
The Company has developed a proprietary predictive
• Smart Selling model, which enables terrirtory sales
credit risk model for retail housing. This helps assess the
officers (TSOs) in recommending brands to retailers
probability of an applicant to go over 90 dpd (days past due)
and driving cross-sales
in the next 24 months. Going forward, we plan to further
• Analytics are being used for enhancing sales through
enhance the model by incorporating additional credit
right hiring and retention of well-performing TSOs
assessments criteria, such as loan-to-value, fixed obligation-
• Optimising spends on Search Engine Marketing (SEM)
to-income ratio, etc.
across multiple e-commerce channels such as Amazon
and Flipkart
Account Monitoring Framework for Retail Housing
The Company has developed an account monitoring
framework for retail housing. This ranks customers in Machine learning to reduce risk exposure

Statutory Reports
the order of possible default within a 3-month horizon, In the India Consumer Products business, we
by leveraging internal performance, bureau scrub and categorised distributors based on business relevance
underwriting score. and risk, to minimise any high-risk exposure. We
leveraged a machine learning algorithm called
Sales and Marketing for Retail Housing ‘K-Means’ to create heterogeneous clusters of
Sales And Marketing Analytics Rule Engine (SMARE) helps distributors, by utilising in-house data on their
in stiching the data across multiple systems to track the performance. Subsequently, results from the exercise
end-to-end journey of a prospective customer, starting were collated to arrive at individualised credit-
from lead generation campaigns to the final loan disbursal. limits for distributors. Additionally, the movement
This has resulted in improved customer experience and led of distributors across categories is monitored on a
to higher conversion improvement in client acquisition / monthly basis to reset the individualised credit limits,
Financial Statements

conversion rates. if required.

Financial Model for Mid-Market Construction


Financing
For evaluating mid-market construction fianancing deals,
Analytics helped in the automation of financial modelling
to facilitate decision-making for the Deal Clearance
Committee. This led to significant time savings for analysts,
as well as reduction of manual errors, thereby improving
employee productivity.
107
ENVIRONMENT, HEALTH AND SAFETY

The Company’s Environment, Health and Safety (EHS) initiatives are designed to create long-
term sustainability and value for the Company, its shareholders and other stakeholders.
Preserving the natural environment and promoting the well-being of the community are
integral aspects of the Company’s business responsibility. The Company has also implemented
the ‘CORE’ (Creating Optimal and Responsible Environment) programme, which has helped
contribute to the larger goal of sustainable development.

ENVIRONMENT H E A LT H
PEL is committed to conserving resources as it recognises • Health of employees and contractors is monitored
the importance of preserving the environment. We have through pre-medical check-ups and periodic medical
Zero Liquid Discharge (ZLD) system at the key facilities. check-ups .
The Company has adopted the 'reduce, reuse and • Employees are provided counselling after every
recycle' mantra for natural resources, and has developed medical check-up by a factory medical officer.
adequate infrastructure to treat and reuse waste • The Company commenced a risk-based employee
water. The CORE programme was launched to drive assessment programme to assess chemical
sustainability initiatives across Piramal Pharma Solutions. concentration exposure to employees.
A few initiatives under the CORE programme are:

SAFET Y
Energy Efficiency
The Company ensures the well-being of its employees,
Initiatives such as reduction in the power usages by
partners, and visitors to its offices. A safe working
using energy efficient alternatives, modifications in the
environment is non-negotiable at PEL, for which it
utility pipelines, using timers to control light fixtures
follows global safety standards in all its operations. The
etc. resulted in reduction of carbon footprint. These
Company has been achieving continuous improvements
initiatives have resulted in overall power consumption
in safety performance through a combination of systems
reduction by 2%.
and processes as well as cooperation, involvement and
support of all employees. During the year, there was no
Water Conservation fatal injury at any site. The First Aid Injury Rate (FAIR)
and Total Recordable Injury Rate (TRIR) decreased during
Initiatives such as steam condensation to recirculate to
the year .
boiler, modifications in manufacturing processes and use
of efficient alternatives to reduce tap water flow. These
initiatives have resulted in overall Water consumption
reduction by 3%.

Waste re-use and re-cycle


rate increased by 5% in FY2019
• 100% Non-hazardous waste sent for recycling
• Increased tree plantation by 3% over the previous year
• CO2 offset by tree plantation by 3%
Risk assessment and management Enhancing Near-miss Reporting
Safety is periodically reviewed at the enterprise level
An efficient indicator of risk reduction that shows the
while the sites have deployed structured risk assessment
organisational bent towards improving the EHS culture.
and management processes. Hazards are identified
For FY2019, we increased our near miss reporting by 10%.
using techniques such as Hazard and Operability Study
(HAZOP), Hazard Identification and Risk Analysis (HIRA),
Near-miss reporting
What-if-Analysis, Failure Mode Effect Analysis and are
addressed by following the hierarchy of risk control.
Unsafe conditions and hazards are reported and tracked
10%
for their completion. Employees working in high-risk
3,196
areas are given specialised training and retrained 2,906
periodically. Business continuity plans are in place to
manage crises .

Building our Safety and Health competency


Health and safety considerations are integrated in overall Near-miss incidents are incidents that have the
management systems and are an important driving force potential to harm or injure a person. The graph
FY18 FY19 shows the number of near-miss incidents.
for our operations. The standards for best practices in
health and safety are visible, robust, sustainable, and
subject to continuous review.
Developing an EHS Learning Culture
Incident Statistics The Company invests resources and efforts into training
and hardware upgradation to improve its safety
Loss Time Injury Rate performance every year. The total training man-hours
exceeded 10% of the target in FY2019.
0 .14

0 .06 Safety Training Man-hours Per Person Per Year


0.05

10%
Lost Time Injury Rate (LTIR) = LTIs*2,00,000/
number of hours worked Lost Time Injury /
Illness (LTI) are the hours lost due to injuries
resulting in one day or more away from work
FY17 FY18 FY19
2 .2
2

FY18 FY19
CORPORATE SOCIAL RESPONSIBILITY

PEL conducts its CSR initiatives through the subsidiaries of Piramal Foundation – Piramal
Swasthya Management and Research Institute, and Piramal Foundation for Education
Leadership (collectively referred hereinafter as “CSR entities”). The CSR entities develop
innovative approaches and solutions to resolve issues that are critical roadblocks towards
unlocking India’s economic potential. The Company believes in collaborating with like-minded
partners and nurtures projects that are scalable and deliver a sustainable impact.

Piramal Group’s core values of Knowledge, Action, Care Operating Model


and Impact guide the organisation in carrying out its
The operating model of the CSR entities is built on the following
responsibilities towards society. In line with the Group’s
principles:
sustainable development goals, the CSR entities are
focused on:
Seeding The CSR entities attempt to address complex and
• Universal primary education innovation deep-rooted issues by developing ‘out-of-the-box’
• Youth empowerment approaches and solutions. The solutions address
• Maternal health, child health and non-communicable not only symptoms but also the root cause.
diseases Partnerships The CSR entities’ philosophy is rooted in
are a way of partnerships to deliver holistic solutions,
Vision life including Public-Private Partnerships (PPPs) with
governments
Piramal Foundation is committed to In touch with In order to generate an optimal social return
transforming Health, Education, Water ground reality on investment, approaches and solutions are
developed in conjunction with stakeholders,
and Social Sector ecosystems through tested for ‘proof of concept’ and fine-tuned
high impact solutions, thought leadership Technology as Technology is used to automate processes and
a key enabler digitise data to enhance seamless operations
and partnerships. across the delivery chain, and promote
accountability and transparency
Scale, an The organisation ensures that all its efforts are
important maximised for improved social returns with
lever solutions that are robust and scalable across
geographies and different socio-economic
contexts

110
O U R I N I T I AT I V E S

Democratising Healthcare –
Piramal Swasthya
Piramal Swasthya is working in collaboration with Public Health Scenario in India
various corporate and public sector organisations for Some of the initiatives under Piramal Swasthya are:
increasing the reach and deepening the traction within
Remote Health Advisory and Information
communities, thereby impacting beneficiaries on a large
This service provides validated health and medical advice, especially
scale and complementing the government’s healthcare
to vulnerable sections of the society, through a toll-free health
delivery efforts while empowering communities. The
helpline number and Mother and Child Tracking System (MCTS)
solutions deal with issues of accessibility, availability
across 7 states. Tele-medicine services virtually connect doctors
and affordability in remote areas, and also serve as a
to patients. Health Information Helpline is a health contact centre
platform through which IT-enabled quality healthcare
that provides 24X7 basic medical advice and counselling services,
services can be rendered and customized to fulfil specific
handling over 30,000 calls a day.
needs of the society.
Community Outreach Programme: Mobile Health Services
This service aims at ensuring access to primary healthcare in rural
areas. Mobile vans equipped with medical devices, medicines,
India ranked

130th
doctors, paramedics and health workers are deployed at regular
intervals. This programme currently operates 417 mobile medical
units and operates as a CSR intervention for several public and
On the Human Development Index (2018) private sector organisations.
Source: UNDP

Piramal Swasthya's Milestones in Primary Healthcare

14 10.6 Crores
States impacted by Healthcare Beneficiaries received health
initiatives facilities at their doorstep

2.2+ Lakhs 30,000


Specialist consultation Calls per day providing 24X7
beneficiaries basic medical advice and
counselling services

4,000+ 75+
Strong workforce Telemedicine centers

580+ 417
Doctors and specialists Medical mobile vans

368
Call centre seats

One of the largest implementers of


Public Private Partnerships (PPP)
in India

111
CORPORATE SOCIAL RESPONSIBILITY

ASARA Tribal Health Programme D.E.S.H. Cancer Screening Programme


Mobile health workers travel to remote areas of Araku Valley in Andhra This initiative creates awareness and screens the community
Pradesh while specialist doctor consultations are facilitated through in Kamrup, Assam for oral, breast and cervical cancer through
telemedicine centres. The Programme’s Gosthani Nutrition intervention mobile screening units, equipped with the best devices, including
brings awareness of the importance and benefits of a healthy and a mammography unit, and staffed with doctors, nurses and
nutritious diet. Dedicated community nutrition hubs have been set up radiographers. Patients are screened and those who test ‘positive’
to help prepare and preserve nutritional, traditional and local food items are treated. The programme covers a population of 15 Lakh people
for families. The Programme is also actively working with the Integrated in the rural remote villages of Kamrup and has screened 6,000
Tribal Development Agency and Integrated Child Development Services people, of which 203 were diagnosed with cancer.
locally to address the challenges of the tribal location. The Programme
won the Business Standard Socially Aware Corporate Award in March Prerna – Integrated Healthcare Delivery Model
2019 . This initiative screens and offers validated healthcare services and
specialist consultation through Mobile Telemedicine in the Majuli
• ASARA tribal health Programme is a unique model in the country
(Jorhat) region of Assam where the maternal and infant mortality
which has demonstrated the meaning of sustainable impact in the
rates are higher than the rest of Assam.
toughest of the situations of Araku Valley and 720 hard-to-reach
tribal habitations of Andhra Pradesh. Accessible Medical Record via Integrated Technologies (AMRIT)
• Gosthani Nutrition Programme in Araku Valley Visakhapatnam Integrated Electronic Medical Record
helps prepare, process and preserve nutritional food for families This a technology platform to create and store electronic medical
• Zero maternal deaths reported in FY2019 records of beneficiaries. Beneficiaries are given unique IDs that
• Improved percentage of institutional deliveries from 18% to 72% facilitate referral mechanism in the public health system and enable
• 10,000+ pregnant women served in the project area receiving healthcare services by creating unified health records.
AMRIT can also facilitate data sharing among various healthcare
service providers and Government schemes such as Ayushman
Bharat .
112
Piramal Foundation Of Education Leadership PFEL’s Key Milestones
(PFEL)
PFEL is a change management organisation that supports Public
44 Million 4,37,000
Indirect student Schools in 10 states under
Education System Leaders in improving learning levels of students by beneficiaries from the State State Transformation
enabling people, improving processes and embedding technology. Transformation Programme Programme
The programme is a multi–level partnership with state governments
which aims to catalyse the turnaround of failing schools and help
education system leaders in improving the learning levels of
students.
PFEL was founded with the objective of strengthening the public
27,192 182
Calls completed to support Anganwadi workers
education system by transforming the new generation of leaders in
teachers, headmasters benefitted as part of Early
education – create high performing environments for students by
and middle managers of Childhood Development
grooming school principals to be empathetic, pro-active and skilled
government education programme
practitioners.
system as part of Virtual
Field Support Centres
Major Programmes
School Leadership Development Programme (SLDP)

700 57,000
PFEL has partnered with many governments, corporates and
educational institutions under the School Leadership Development
Programme in the states of Rajasthan and Maharashtra. The Gandhi Fellows Students as part of School
programme has established two innovation hubs in the district of Leadership Development
Churu, Rajasthan for researching and developing Social Emotional Programme
Learning and its integration within the current education system.

113
CORPORATE SOCIAL RESPONSIBILITY

State Transformation Program (STP) The New Millionaire Programme


PFEL collaborated with 10 state governments to build institutional PFEL supported establishing alumni chapters in four major cities
capabilities of state level education institutions. The STP programme for facilitating alumni support and learning from one another.
refines organisational structures, capabilities, people policies and Furthermore, the programme is developing four key products for
processes to build the leadership capabilities of more than 2,000 career management, networking and L&D aimed at the alumni.
education officials across all the states. These interventions also
Advocacy
influenced the Delhi government to make education till class 12
PFEL is advocating competency-based selection, role-specific
free while enhancing the quality of teacher training and school
induction, multi-mode continuous professional development and
monitoring processes in the states of Assam and Gujarat. Alongside
linked continuous professional development with career progression
capacity building, the programme has provided support on legal
of School Heads as well as system officials in the Ministry of Human
matters and policy framing in other states as well.
Resources Development (MHRD). PFEL was nominated to the
Virtual Field Support committee on Strengthening District Institutes of Education Training
PFEL established two empathetic call centres by developing 75 (DIETs) and has supported in evolving guidelines for states.
community women to provide support to government education
officials and parents of students across Rajasthan and Gujarat.
PFEL also transformed the SLDP Fellowship model to pioneer
system immersion where Gandhi Fellows have been provided an
opportunity to work with education officials to realise the systemic
challenges in education.

Employee Social Impact (ESI)


Employee Social Impact is an effort within the Piramal Foundation, which enables employees effect real change by volunteering for various
social causes such as youth empowerment, education, health & nutrition, elderly care and environment.
ESI functions as a platform to bring volunteers, NGOs and end beneficiaries together. Volunteers are selected to engage in various skill-based
activities that either help an NGO in capacity building or meet the special needs of the community
In FY2019, Piramal volunteers worked with NGOs and helped beneficiaries on a variety of engagements:

114
Programme Details

Strategic Overview
Volunteers engaged with school students and taught them important life skills such as communication,
Life skill sessions
decision making, and creative thinking

Regular beach clean-up drives in support of Swachh Bharat and workshops on the importance of using paper
Environment
bags and minimising plastic usage

Employees reach out to the organisation’s support staff (housekeeping, security, pantry, etc.), acknowledge
Be A Santa their dedication, and conduct teaching sessions on using smartphones and computers to access online
banking, Youtube, Gmail and Google maps

Management Discussion & Analysis


Volunteers help children in low-income communities reach their full potential by forging supportive mentor-
One to One Mentoring
mentee relationships

Through ‘Building As Learning Aid’ (popularly called “BALA”), volunteers painted the walls of municipal
Paint the school walls
schools with educational concepts, cartoons, and graffitis

National festival of giving is celebrated at all plants of the Company wherein employees come together and
Daan Utsav
collectively volunteer for diverse social causes in the presence of various NGOs

Volunteers helped young adults build their career readiness by polishing their interview skills; develop

Board & Management Profiles


Coach Young adults appropriate resumes; nurture their IT skills, MS Office skills, work ethics; rehearse interactions and develop
understanding of a professional environment

Volunteers at Mahad location conducted a mass Yoga Day celebrations at nearby schools involving students
Yoga Day
and teachers

The number of volunteering hours of Piramal employees over the


past three financial years:

Statutory Reports
Year ESI – Volunteering Hours

FY2017 28,000

FY2018 41,613

FY2019 60,569

Financial Statements

115
AWARDS & RECOGNITION

Mr. Ajay Piramal, Chairman, Piramal Group, felicitated with the 'Business Leader of the Year' Award at the 45th National Management
Convention by All India Management Association-September 2018

Mr. Ajay Piramal, Chairman, Mr. Ajay Piramal, Chairman, Dr. Swati Piramal was honoured
Piramal Group, felicitated with Piramal Group conferred with with the “Business Leader of
the 'Business Leader of the the prestigious International the Year Award” at Hello Hall of
Year' Award at the 45th National Advertising Association's (IAA) Fame Awards 2019- May 2019
Management Convention by All Business Leader of the Year
India Management Association.- Award, 2018- July 2018
September 2018

116
Financial Services • Ennore (Chennai) site was recognised for 'Excellence
Award in Environment, Health & Safety (EHS)' for the
• Piramal Capital and Housing Finance recognised as
overall industry best practices by the Confederation of
'Best Debt Provider of the Year - Alternative' at
Indian Industry (CII) South Region
Private Equity Wire Awards 2019 – March 2019
• Ennore site was recognised with a 4 star rating by the
• Piramal Finance Limited was awarded "Best Overall
Confederation of Indian Industry South Region for
Investment Manager for Real Estate in India" by
“Excellence Award in Environment, Health & Safety
Euromoney, for the fourth consecutive year, for setting
(EHS)”
new benchmarks and exceptional performance in the
• Piramal Pharma Solutions won the CMO Leadership
industry – July 2018
Award 2019 in Service Category in New York –
• Piramal Finance Limited was ranked #13 among
March 2019
25 Best Small & Medium workplaces in Asia 2019 by
• National Safety Council (Maharashtra Chapter)
Great place to work Institution – March 2019
recognised light hall R&D site for the “Zero Accident
& Longest Accident free Period” facility at state
level. This is the second consecutive year of R&D
Mumbai for receiving this award in this category –
September 2018
• Lehigh Valley Business names “Piramal Critical Care”
2018’s fastest-growing companies as the region’s most
dynamic that have made significant contributions to
the local economy – September, 2018

Healthcare Analytics
• John Jaeger, Partner DRGC Market Access, won “2019
PM360 ELITE Mentor Award” – May 2019
• Won the “Best Partner Award in Market Access and
Reimbursement” by TGAS Vendor Insights Award
2018 – July 2018
• Piramal Finance Limited won “Outstanding Company
in Infra Finance” at the 8th EPC World Awards –
February 2019
Corporate Social Responsibility
• Piramal Finance Limited won “Out Of the Box • Golden Peacock Awards for “Corporate Social
Compliance Framework of the Year” at the Responsibility 2018” for Excellence in CSR by Institute
Compliance Leadership Summit 2019 organised by of Directors – January 2019
UBS Forums in partnership with Deloitte – May 2019 • Economic Times 2 Good 4 Good Rating Scheme
• Mr. Khushru Jijina was honoured with “CEO of the honoured Piramal Foundation with “4 Good’ Rating”
year: 8th EPC World Awards” at the 8th EPC World for Excellence in CSR
Awards – February 2019 • “Socially Aware Corporate of the Year” by Business
• Mr. Khushru Jijina was honoured with “The Standard – March 2019
Extraordinare Game Changer Awards 2019” by Brand • Piramal Swasthya’s Chandranna Sanchara Chikitsa
Vision Summit 2019 – February 2019 Program in Andhra Pradesh was awarded “Swachh
• Mr. Khushru Jijina was honoured with “CXO of Bharat award” for the best practices by institutions
the year: Realty Plus 2018” at the 10 th Realty Plus that play a significant role at the forefront of the
Conclave & Excellence Awards – West – January 2019 healthcare sector and service providers at the
backend – February 2019
Pharma • “SKOCH ORDER-OF-MERIT Award” for qualifying
amongst Top-50 Swasth Bharat Projects in India by
• Piramal Pharma recognized as the 'Industry Partner
SKOCH Group – February 2019
of the Year’ for the second consecutive year at the
Global Generics & Biosimilars Awards 2018, Madrid,
Spain. – November 2018
• Piramal Pharma was awarded ‘Excellence in Contract
Research and Manufacturing’ award at the India
Pharma awards during CPhI India event at Noida.-
December 2018

117
AWARDS & RECOGNITION

Corporate
• Piramal Enterprises Limited was Ranked 1st in India (across • Piramal Corporate Communications Team has been honored with
sectors) and 6th globally (across sectors) for its FY2018 Annual "Best In-House Team of the Year" by Large by Fulcrum Awards-
Report. It was also Ranked 1st globally (Platinum Award) in the April 2019
‘Conglomerates’ category, Ranked 2nd globally (Gold Award)
in the ‘Financials’, as well as the ‘Pharmaceuticals’ sector by
the League of American Communications Professionals (LACP) -
March 2019.

118
PERFORMANCE REVIEW
In accordance with the SEBI (Listing Obligations Disclosure Requirements 2018) Amendment Regulations, 2018, the Company is required to give
details of significant changes (change of 25% or more as compared to the immediately previous financial year) in key sector- specific financial ratios
Standalone Consolidated

Strategic Overview
FY2019 FY2018 FY2019 FY2018
Debtors Turnover ratio (in days) 107.07 90.59 83.81 86.46
Inventory turnover ratio (in days) 153.06 156.21 199.33 185.05
Interest Coverage ratio 1.33 1.76 1.56 1.66
Current ratio 0.21 0.43 0.39 0.54
Net Debt Equity ratio 0.89 0.66 2.03 1.57
Operating Profit Margin
Pharmaceuticals 26.18% 28.57% 20.35% 17.98%
Financial Services 17.90% 36.44% 34.70% 40.01%
Healthcare Insights & Analytics NA NA 17.01% 13.87%
Normalised Net profit margin ratio* 11.60% 15.73% 12.23% 11.95%
Return on Net worth* 2.18% 2.43% 5.93% 4.78%
*Note - FY2019 normalised net profit excludes non-recurring and non-cash accounting charge towards imaging assets and non-recurring exceptional item and FY2018 normalised net profit
after tax excludes synergies on account of merger of subsidiaries in the Financial Services segment

Management Discussion & Analysis


At Standalone level, Operating Profit Margin for Financial Services reduced on account of transfer of financial assets to its subsidiaries, (Refer
Note no. 39 of the financial statements) and Normalised Net Profit Margin reduced majorly because of increased finance cost on account of
increased borrowings and increased rate of borrowings, the increased finance cost is to some extent compensated by increased margin and
reduced operating expenses.
At both levels Current ratio has reduced from FY2018 as Long term debt borrowings moved within 1 year bucket and further increase in short
term borrowings due to the external environment. The Company has borrowed long term funding of nearly ₹16,500 Crores on a consolidated
basis in FY2019 and further is committed to borrow more long term money to improve the current ratio in FY2020.
Net Debt / Equity Ratio has increased from FY2018 because of growth in the Financial Services business. However, we still continue to be the
lowest levered large non-banking financial institutions in India.

10 YEAR FINANCIAL HIGHLIGHTS

Board & Management Profiles


(₹ Crores)
Details FY2010 FY2011 FY2012 FY2013 FY2014 FY2015 FY2016 FY2017 FY2018 FY2019
Profit and Loss Account
Revenue from Operations 3,777 2,009 2,352 3,544 4,503 5,123 6,381 8,547 10,639 13,215
EBITDA 833 379 471 611 860 1,140 1,929 3,733 5,419 7,407
Interest 184 89 215 575 1,050 511 959 2,031 2,978 4,410
Profit Before Tax 500 16,415 121 (193) (435) 3,035 954 1,480 2,244 2,797
Profit After Tax 482 12,736 115 (227) (501) 2,850 905 1,252 5,1203 1,4704
Earnings per share (₹ only) 21 572.21 7 (13) (29) 165.22 52 73 281.83 74.24
1. Includes gain on account of sale of the healthcare solutions business and sale of subsidiary - Piramal Diagnostics Services Private Limited
2. Majorly includes gain on sale of 11% equity stake in Vodafone India and amount written down on account of scaling back of investments in NCE research
3. Profit after Tax includes synergies on account of merger of subsidiaries in Financial Services segment

Statutory Reports
4. Profit after Tax includes non-recurring and non-cash accounting charge towards Imaging assets and non-recurring exceptional item

(₹ Crores)
Details FY2010 FY2011 FY2012 FY2013 FY2014 FY2015 FY2016 FY2017 FY2018 FY2019
Balance Sheet
Share Capital 42 342 353 35 35 35 35 35 364 375
Reserves and Surplus 1,643 11,803 11,208 10,689 9,287 11,701 12,914 14,848 26,526 27,216
Minority Interest - 6 10 15 - 29 - 13 12 9
Debt 1,295 757 2,047 7,688 9,552 7,306 16,279 30,451 44,161 56,023
Net Deferred Tax 57 48 50 (46) (41) (27) (288) (594) (4,215) (4,049)
Total Liabilities 3,037 12,647 13,349 18,381 18,832 19,044 28,940 44,752 66,520 79,236
Net Fixed Assets 2,113 1,582 2,089 6,081 6,682 7,342 7,880 10,852 11,373 11,690
Financial Statements

Investments 33 1,482 6,964 7,877 9,446 7,768 16,317 25,181 28,843 25,747
Other Net Assets 891 9,584 4,297 4,419 2,704 3,934 4,743 8,719 26,304 41,798
Total Assets 3,037 12,647 13,349 18,381 18,832 19,044 28,940 44,752 66,520 79,236
Notes:
1. FY2019, FY2018 and FY2017 results have been prepared based on IND AS & FY2016 results have been reinstated to make them comparable with the reported period. Prior period
numbers are as reported in their respective period
2. Buyback of 4,10,97,100 Equity Shares of ₹2 each at ₹600 per Equity Share.
3. Net increase in Equity Share Capital on account of :
– Allotment of 53,52,585 Equity Shares of ₹2 each to the shareholders of Piramal Life Sciences Limited (now known as Piramal Phytocare Limited) on demerger of its R&D NCE division into PEL
4. Net increase in Equity Share Capital on account of :
– Allotment of 225,000 Equity Shares of ₹2 each to the Compulsorily Convertible Debentures (CCDs) holders
– Allotment of 7,485,574 Equity Shares of ₹2 each under Rights Issue
5. Net increase in Equity Share Capital on account of :
– Allotment of 4,162,000 Equity shares of ₹2 each pursuant to conversion of 104,050 Compulsorily Convertible Debentures (CCDs)
– Allotment of 11,298 Equity Shares of ₹2 each under Rights Issue to the CCD holders out of the Right Equity shares reserved for them 119
BOARD & MANAGEMENT PROFILES
Board of Directors. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 122
Management Team. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 128
BOARD OF DIRECTORS

Ajay Piramal Mr. Piramal holds an Honours degree in Science from Mumbai
Chairman, Piramal Group University and a Master's degree in Management Studies from the
Jamnalal Bajaj Institute of Management Studies. He has completed
Mr. Ajay Piramal, one of India's leading industrialists and
an Advanced Management Programme from the Harvard Business
philanthropists, and Chairman of the Piramal Group, has led its
School, and has been conferred with an Honorary Doctorate in
transformation into a $10 billion global business conglomerate.
Philosophy (D. Phil) by Amity University, India, and an Honorary
Piramal Group has diverse interests in pharmaceuticals, financial
Doctor of Science (Honoris Causa) degree by IIT-Indore.
services, real estate, information services and glass packaging, with
offices in 30 countries and its products are sold in more than 100
countries. Dr. Swati A Piramal
Mr. Piramal is regarded as a torchbearer for responsible Dr. (Mrs.) Swati Piramal is the Vice Chairperson of Piramal Enterprises
entrepreneurship, with a strong focus on 'Doing Well and Doing Limited and a Whole-time Director. She is among India's leading
Good', a philosophy that has created long-term value for the Group's scientists and industrialists, and is involved in public health and
stakeholders and the community as a whole. innovation. She earned her medical degree from Mumbai University
and completed her Master's in Public Health from the Harvard
A firm believer in the tenets of the Bhagvad Gita, Mr. Piramal is a
School of Public Health. She has used her background in medicine,
passionate advocate of trusteeship and responsible business ethos.
public health and business to change the trajectory of healthcare,
He is deeply invested in unblocking India's socio-economic potential
education, and public policy in India. Dr. Piramal is a member of the
through the Piramal Foundation, and is an ardent promoter of
Dean's Advisor to Harvard Business School & Public Health and was
social entrepreneurship. Mr. Piramal actively steers the Group's
also member of Harvard Board of Overseers (2012-2018).
involvement in various social impact initiatives through the Piramal
Foundation, to develop innovative long term and scalable solutions In addition to her other commitments, Dr. Piramal is deeply
to resolve issues that are critical roadblocks towards unlocking committed to Corporate Social Responsibility activities. She is
India's economic potential. The Foundation currently works across 21 involved in projects across healthcare, education, livelihood creation
states and has impacted over 90 Million lives, mostly in partnership and youth empowerment. She aims to resolve issues that are critical
with state governments, through Piramal Swasthya, Piramal roadblocks towards unlocking India's economic potential by finding
Sarvajal and Piramal Foundation for Education Leadership. Piramal innovative solutions. She also looks at avenues for promoting health
Foundation has partnered with NITI Aayog, India's foremost think- in rural India with mobile health services, women's empowerment
tank, in 25 Aspirational Districts across 7 states in India, to improve projects and supporting community education that create young
human development indicators across Healthcare & Nutrition and leaders.
Education, amongst marginalised sections of society.
As the first woman president of India's Apex Chamber of Commerce
Mr. Piramal holds key positions on the Boards of several companies in 90 years, she helped influence important public policies and
and prestigious institutions. He serves on the Harvard Business governance. She served as an adviser to the Indian Prime Minister in
School's Board of Dean's Advisors, is co-Chair of the UK-India CEO science, technology and economic policy (2006-2014).
Forum and Non-Executive Director of Tata Sons Ltd. Passionate
Dr. Piramal is a leader who makes a positive difference to the
about contributing to education in India, Mr. Piramal also serves as
community and the world. Her contributions in innovations, new
President and Chairman of Anant National University and Chairman
medicines and public health services have touched thousands of
of the Pratham Education Foundation.
lives.
He has been conferred with several national and international
Following are some of her achievements:
recognitions including Outstanding Performance at the 9th Asia
Pacific Entrepreneurship Awards (2018); International Advertising a. Nominated as one of the 25 Most Powerful Women in India,
Association's (IAA) Business Leader of the Year Award (2018); Asia eight times in succession, from 2003 till 2011 by Business Today;
Pacific Entrepreneurship Awards (APEA) - 'Special Achievement b. Awarded the BMA Management Woman Achiever of the Year
Award' Category'(2018); CNBC India Business Leader of the Year Award during 2004-05;
(2018) and CNBC Asia Business Leader Award (2017) for his visionary c. Recipient of the Lakshmipat Singhania-IIM, Lucknow National
leadership; Hurun India Philanthropy List (2017); SEN Sustainability Leadership Award;
Award – Philanthropy and Best of Best – instituted by World d. Recipient of one of France's highest honours – 'Chevalier de
Presidents' Organisation (2015); Corporate Citizen of the Year award l'Ordre National du Merite' (Knight of the Order of Merit), for
by AIMA Managing India Awards (2016); 'Outstanding Philanthropist' medicine and trade in 2006;
(2014 and 2013) by Forbes Philanthropy Awards; 'Business Leader e. In 2006, she also received an award in the field of Science
of the Year' by the Indo-American Chamber of Commerce; and and Technology from the Prime Minister of India, and was the
'Entrepreneur of the Year' (2006) by the UK Trade and Investment recipient of the Chemtech Pharma Award for Biotech Industries;
Council. f. Received the Rajiv Gandhi Award for Outstanding Woman
Achiever, from the Rajiv Gandhi Foundation in 2007;

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g. President of ASSOCHAM and was the first woman to be elected (Honours) degree from Warwick University in 1977 and was awarded

Strategic Overview
in 90 years of the history of ASSOCHAM during 2009-10; an Honorary Doctor of Laws (LLD) by the same university in 2014.
h. In 2010, she was conferred with the Distinguished Industrialist
He was a nominated Member of Parliament in Singapore from 2007
Award for outstanding contributions to the Pharmaceutical
to 2009 and a Member of Singapore Economic Strategies Committee
Industry by VIT (Vellore Institute of Technology);
(2009/2010). He was awarded Public Service Medal by the Singapore
i. In 2011, she was nominated to the Hall of Fame as the Most
Government in 2014.
Powerful Women in Business;
j. During 2011, she was also awarded by the Hon. President of
India, for contribution to better Corporate Governance, and Keki Dadiseth
received the Global Empowerment Award - UK, from Her Royal
Mr. Keki Dadiseth joined Hindustan Lever Ltd. in India in 1973 as
Highness, the Duchess of Kent;
Manager in the Audit Department. His tenure in the Company
k. In 2012, she was honoured with the Padma Shri, by the
included a three-year secondment to Unilever PLC in London

Management Discussion & Analysis


President of India;
(1984-87) where he held senior financial and commercial positions.
l. During 2012, she was also elected as the Member of the
On his return to India in 1987, Mr. Dadiseth joined the Board of
Harvard Board of Overseers. She also received the Alumni Merit
Hindustan Lever and, until he became Chairman in 1996, headed
Award from Harvard, which is the highest award bestowed
several businesses (Detergents and Personal Products) and functions
on an Alumni;
(Personnel and Mergers & Acquisitions) for the Group in India.
m.In 2014, she received the Kelvinator Stree Shakti Award;
n. In 2015, she featured in the LinkedIn Power Profile 2015 list for He was appointed Director on the Board of Unilever PLC and Unilever
most viewed CEOs on LinkedIn, India; NV in May 2000 and Member of the Executive Committee. On
o. In 2016, she received IMC Ladies’ Wing’s prestigious “Woman of January 1, 2001, he took over as Director, Home and Personal Care,
the Year” award for her significant and outstanding contribution responsible for the HPC business of Unilever worldwide. He retired
to society in the Medical field; from Unilever in May 2005. He was also Non-Executive Director of
p. Awarded the “First Ladies Award” by the President of India in Prudential PLC from 2005-2013, and Chairman and Senior Advisor to

Board & Management Profiles


2018 in being the first woman leader of ASSOCHAM – the apex Sony India Ltd. for four years, till early 2013. He retired as Member of
chamber of commerce in 90 years of its history; the International Advisory Board of Goldman Sachs in October 2012
q. Conferred with the Business Leader of the Year Award at Hello after serving for six years. Mr. Dadiseth served on the Boards of ICICI
Hall of Fame Awards 2019. Prudential Life Insurance, ICICI Prudential Asset Management Trust
till April 2016 and Indian Hotels Co. Ltd. and PIEM Hotels Ltd. till
April 2017. He was a Trustee of Sir Ratan Tata Trust till April 2017.
Gautam Banerjee
In India, Mr. Dadiseth is closely associated with various industry,
Mr. Gautam Banerjee is Senior Managing Director of Blackstone
educational, management and medical bodies. He is Member of
Group and Chairman of Blackstone Singapore.
Managing Committee, Breach Candy Hospital Trust. He is on the
Mr. Banerjee’s non-executive corporate roles outside of Blackstone Boards of Britannia Industries, Piramal Enterprises, Siemens, Godrej
include serving as an Independent Director of Singapore Airlines, Properties Ltd., JM Financial Ltd. and JM Financial Services Ltd.

Statutory Reports
Singapore Telecommunications Limited, GIC (Singapore’s He is a Director on the Board of Indian Business School. He is also
Sovereign Wealth Fund), The Indian Hotels Company, and Piramal Chairman/Member of Audit/Remuneration/Corporate Governance
Enterprises. He also serves as member of the Singapore Legal committees in most of these companies.
Service Commission and Defence Science & Technology Agency,
Mr. Dadiseth is Non-Executive Chairman of Omnicom India, and
and Chairman of raiSE, Centre for Social Enterprise in Singapore. His
Chairman of the Convening Board of Marsh & McLennan Companies,
other roles in the not-for-profit sector include being a term Trustee
India. He is also Chairman of the India Advisory Board of World Gold
of SINDA and a Member of the Governing Board of Yale NUS College.
Council, India. Till recently, he was also Member of the Advisory
He has also been appointed as Pro-Chancellor of the National
Boards of Accenture Services Pvt. Ltd., India Infoline and PwC.
University of Singapore.
Previously, Mr. Banerjee served as Executive Chairman of
Dr. Raghunath Anant Mashelkar
Financial Statements

PricewaterhouseCoopers (PwC), Singapore, for nine years until his


retirement in December 2012. He spent over 30 years with the firm Dr. R. A. Mashelkar, National Research Professor, served as the
in various leadership roles in Singapore, India and East Asia. His Director General of Council of Scientific and Industrial Research
previous non-executive appointments included serving as a Member (CSIR), with 38 laboratories and about 20,000 employees (1995-
of Economic Development Board and National Heritage Board. 2006).
He is a Fellow of Institute of Chartered Accountants in England and He was also the President of Indian National Science Academy (2004-
Wales, Institute of Singapore Chartered Accountants and Singapore 2006), President of UK Institution of Chemical Engineers (2007) as
Institute of Directors. He graduated with a Bachelor of Science also the President of Global Research Alliance.

123
BOARD OF DIRECTORS

Forty-two universities from around the world have honoured him awareness of Intellectual Property Rights (IPR) has dawned on
with honorary doctorates, which include Universities of London, Indian academics, researches and corporates. He spearheaded
Salford, Pretoria, Wisconsin, Swinburne, Monash and Delhi. the successful challenge to the US patent on the use of turmeric
for wound healing and also the patent on Basmati rice. These
Dr. Mashelkar is only the third Indian engineer to have been elected
landmark cases have set up new paradigms in the protection of
(1998) as Fellow of Royal Society (FRS), London in the 20 th century.
India's traditional knowledge base, besides leading to the setting
He was elected Foreign Associate of US National Academy of Science
up of India's first Traditional Knowledge Digital Library. In turn, at
(2005) and also National Academy of Engineering (2003), Associate
an international level, this has led to the initiation of the change
Foreign Member, American Academy of Arts & Sciences (2011),
of the International Patent Classification System to give traditional
Fellow of Royal Academy of Engineering, UK (1996), Foreign Fellow
knowledge its rightful place.
of Australian Technological Science and Engineering Academy (2008),
Corresponding Member of Australian Academy of Sciences (2017), As Chairman of the Standing Committee on Information Technology
Fellow of World Academy of Arts & Science, US (2000), Fellow of of World Intellectual Property Organization (WIPO), as a member
US National Academy of Inventors (2017), the first ever Indian from of the International Intellectual Property Rights Commission of UK
India to be elected and TWAS-Lenovo Science Prize (2018), which is Government and as Vice Chairman on Commission in Intellectual
considered as mini – Nobel Prize for developing world scientists. Property Rights, Innovation and Public Health (CIPIH) set up by World
Health Organization (WHO), he brought new perspectives on the
Deeply connected with the innovation movement in India,
issue of IPR and the developing world concerns.
Dr. Mashelkar served as the Chairman of India’s National Innovation
Foundation (2000-2018). Currently, he chairs Reliance Innovation In the post-liberalized India, Dr. Mashelkar has played a critical
Council, KPIT Technologies Innovation Council, Persistent Systems role in shaping India's S&T policies. He was a member of the
Innovation Council and Marico Foundation’s Governing Council. He Scientific Advisory Council to the Prime Minister and also of the
co-chairs the Maharashtra State Innovation Council. Scientific Advisory Committee to the Cabinet set up by successive
governments. He has chaired high-powered committees set up
Dr. Mashelkar has been a member of External Research Advisory
to look into diverse issues of higher education, national auto fuel
Board of Microsoft (USA), Advisory Board of VTT (Finland), Corporate
policy, overhauling the Indian drug regulatory system, dealing with
Innovation Board of Michelin (France), Advisory Board of National
the menace of spurious drugs, reforming Indian agriculture research
Research Foundation (Singapore), among others.
system, etc. Currently, he is the Chairman of Government of India’s
In August 1997, Business India named Dr. Mashelkar as being among two High Powered Technology Expert Committees on Swachh Bharat
the 50 path-breakers in the post- Independent India. In 1998, Abhiyan set up by Ministry of Rural Development as well Ministry of
Dr. Mashelkar won the JRD Tata Corporate Leadership Award, the Urban Development.
only scientist so far to win it. In June 1999, Business India did a cover
Dr. Mashelkar has won over 50 awards and medals, which include
story on Dr. Mashelkar as "CEO OF CSIR Inc.", a dream that he himself
S.S. Bhatnagar Prize (1982), Pandit Jawaharlal Nehru Technology
had articulated, when he took over as DG, CSIR in July 1995. On
Award (1991), G.D. Birla Scientific Research Award (1993), Material
November 16, 2005, he received the Business Week (USA) award of
Scientist of Year Award (2000), IMC Juran Quality Medal (2002),
‘Stars of Asia’ at the hands of George Bush (Sr.), the former President
HRD Excellence Award (2002), Lal Bahadur Shastri National Award
of USA. He was the first Asian Scientist to receive it.
for Excellence in Public Administration and Management Sciences
Dr. Mashelkar has been on the Board of Directors of several reputed (2002), World Federation of Engineering Organizations (WFEO)
companies such as Reliance Industries Ltd., Tata Motors Ltd., Medal of Engineering Excellence by WFEO, Paris (2003), Lifetime
Hindustan Unilever Ltd., Thermax Ltd., Piramal Enterprises Ltd., Achievement Award by Indian Science Congress (2004), the Science
KPIT Technologies Ltd., etc. He chairs the Boards of GeneMedix Life medal by the Academy of Science for the Developing World (2005),
Sciences Pvt. Ltd., Vyome Biosciences Pvt. Ltd. and Invictus Oncology Ashutosh Mookherjee Memorial Award by Indian Science Congress
Pvt. Ltd. (2005), etc.
Dr. Mashelkar’s contributions have been multifarious. The President of India honoured Dr. Mashelkar with Padmashri (1991),
Padmabhushan (2000) and Padma Vibhushan (2014).
When Dr. Mashelkar took over as the Director General of CSIR, he
enunciated “CSIR 2001: Vision & Strategy”. This was a bold attempt
to draw out a corporate like R&D and business plan for a publicly Prof. Goverdhan Mehta
funded R&D institution. This initiative has transformed CSIR into a
Prof. Goverdhan Mehta is a leading researcher in Chemical Sciences
user-focused, performance-driven and accountable organization.
and is presently a University Distinguished Professor and Dr. Kallam
This process of CSIR transformation has been recently heralded as
Anji Reddy Chair at University of Hyderabad. He has held positions
one of the 10 most significant achievements of Indian Science and
such as Vice Chancellor of University of Hyderabad; Director of the
Technology in the 20th century.
Indian Institute of Science, Bangalore; Srinivas Ramanujam Research
Dr. Mashelkar has been propagating a culture of innovation and Professor of the Indian National Science Academy; CSIR-Bhatnagar
balanced intellectual property rights regime for over two decades. Fellow, National Research Professor; and Lilly-Jubilant Chair Professor
It was through his sustained and visionary campaign that growing at University of Hyderabad. He has published over 500 research

124
papers, delivered over 200 named and distinguished lectures successor. He was then appointed as the Vice Chairman and held

Strategic Overview
worldwide and has received over 100 medals, awards and honorary office until he retired in October 2014, after an association of over 4
Doctorate degrees. decades with the company.
Prof. Mehta is a Fellow of Royal Society (FRS), a Foreign Member of Given his keen passion to work for the social sector and community
Russian Academy of Sciences and a Fellow of all the three Science initiatives, he also serves as the Chairman on the Council of
Academies in India, and the Third World Academy of Sciences Management at the National Institute of Advanced Studies (NIAS)
(TWAS). He was President of Indian National Science Academy and and the Chairman of the Governing Board at the Tata Institute of
International Council for Science. He has been conferred ‘Padma’ Social Sciences (TISS). He is also the President of the Society for
award by the President of India, ‘Chevalier de la Legion d’Honneur’ Rehabilitation of Crippled Children (SRCC) – which has recently built a
by the President of France and ‘Cross of the Order of Merit’ by the super specialty children’s hospital in Mumbai.
President of Germany.
In recognition of Mr. Ramadorai’s commitment and dedication to the

Management Discussion & Analysis


IT industry he was awarded the Padma Bhushan (India's third highest
Siddharth N. (Bobby) Mehta civilian honour) in January 2006. In April 2009, he was awarded the
CBE (Commander of the Order of the British Empire) by Her Majesty
Mr. Siddharth Mehta was the former President and Chief Executive
Queen Elizabeth II for his contribution to the Indo-British economic
Officer of TransUnion, a global provider of credit information and
relations. In 2016, he was also awarded The Economic Times -
risk management solutions, from 2007 to 2012. From 1998 to 2007,
Lifetime Achievement Award for his glorious contribution to Tata
Mr. Mehta held a variety of positions with HSBC Finance Corporation
Consultancy Services
and HSBC North America Holdings, including as Chairman and
Chief Executive Officer of HSBC North America Holdings and Chief His academic credentials include a Bachelors degree in Physics
Executive Officer of HSBC Finance Corporation. Prior to that, he was from Delhi University (India), a Bachelor of Engineering degree
Senior Vice-President at The Boston Consulting Group and led their in Electronics and Telecommunications from the Indian Institute
North American Financial Services Practice. He has been on the of Science, Bengaluru (India) and a Masters degree in Computer

Board & Management Profiles


Board of TransUnion Corporation since 2013. He is also a Member of Science from the University of California – UCLA (USA). In 1993,
the Board of Directors of Allstate Corporation, Piramal Enterprises Mr. Ramadorai attended the Sloan School of Management’s highly
Limited, Avant, Northern Trust and Entrust Datacard, and also serves acclaimed Senior Executive Development Program.
on several not-for-profit Boards, including The Field Museum and
Mr. Ramadorai is a well recognized global leader and technocrat who
The Chicago Public Education Fund.
has participated in the Indian IT journey from a mere idea in 1960’s
to a mature industry today. Mr. Ramadorai captured this exciting
S. Ramadorai journey in a wonderfully personalized book titled 'The TCS Story...
and beyond' which was published in 2011 and remained on top of
Mr. S. Ramadorai has been in public service since February 2011
the charts for several months.
having completed a 5 year term in 2016 in the area of Skill
Development. During his tenure as the Chairman of National Skill Among his many interests, Mr. Ramadorai is also passionate about
Development Agency (NSDA) and the National Skill Development photography and Indian classical music.

Statutory Reports
Corporation (NSDC) his approach was to standardize the skilling
effort, ensure quality and commonality of outcomes by leveraging
technology and create an inclusive environment to co-operate,
Deepak M. Satwalekar
collaborate & co-exist. He strongly believes that empowering Mr. Deepak M. Satwalekar serves on the India Advisory Board of a
youth with the right skills can define the future of the country. large European bank. He is currently active on the Advisory Board of
Mr. Ramadorai is currently the Chairman of the Advisory Board a few non-profit organisations that are engaged in primary education
at Tata STRIVE, which is the Tata Group’s CSR skill development for low-income and underprivileged members of society in rural and
initiative that aims to address the pressing national need of skilling urban India. He is on the Board of a technology incubator and also
youth for employment, entrepreneurship and community enterprise. advises a venture capital fund. He was Managing Director and CEO
of HDFC Standard Life Insurance Co. Ltd. till 2008. He has also been
In addition to the above, he continues to be Chairman of Tata
a consultant to World Bank, Asian Development Bank, United States
Financial Statements

Technologies Limited. In March 2016, he retired as the Chairman of


Agency for International Development (USAID) and United Nations
the Bombay Stock Exchange (BSE Limited) after having served for a
Human Settlements Programme (HABITAT).
period of 6 years on the board. He continues to be an Independent
Director on the Boards of Hindustan Unilever Limited and Piramal Mr. Satwalekar is a recipient of ‘Distinguished Alumnus Award’ from
Enterprises Limited. Indian Institute of Technology (IIT), Bombay. He is on the Advisory
Council of IIT Bombay, and has chaired or been a member of several
Mr. Ramadorai took over as the CEO of Tata Consultancy Services
industry/Government/Reserve Bank of India expert groups. He is the
(TCS) in 1996 when the company’s revenues were at $ 155 million
Chairman, Board of Governors, of Indian Institute of Management,
and since then led the company through some of its most exciting
Indore.
phases, including its going public in 2004. In October 2009, he
retired as CEO, leaving a $6 billion global IT services company to his
125
BOARD OF DIRECTORS

Narayanan Vaghul for empowering the challenged and the differently abled with the
aim of integrating them in our society.
Mr. Narayanan Vaghul has served as a director on our Board since
August 1997. He is the Chairman of our Audit & Risk Management
Committee and Nomination & Remuneration Committee. He was the Nandini Piramal
Chairman of the Board of ICICI from September 1985 to April 2009
Ms. Nandini Piramal leads the Over-The-Counter (OTC) business of
and was on the boards of Piramal Finance Limited, Apollo Hospitals
the company. She heads the Human Resources function at Piramal
Enterprise Limited and Mahindra World City Developers Limited until
Group and the Quality & Risk functions at Piramal Enterprises.
May 2018, March 2019 and April, 2019 respectively. He is currently
on the board of Wipro Limited and IKP Trusteeship Services Private Under Nandini’s leadership, the OTC business is one of the fastest
Limited. He was a board member of Arcelor Mittal, Luxembourg growing Indian OTC companies and all its brands are either No.1
from July 1997 to May 2017. He was on the board of Universal or No.2 in their respective categories. She is leading a five-year
Trustees Private Limited until March 2019. He is the Chairman of the transformation agenda across the Piramal Group for top talent
Audit, Risk and Compliance Committee, and a member of the Board identification and development process across levels. She has been
Governance, Nomination and Compensation Committee of Wipro instrumental in setting up the Risk Function with Jaideep Sen (Chief
Limited. Risk Officer).
Mr. Vaghul holds a Bachelor (Honors) degree in Commerce from Piramal Enterprises is also the only Indian company to be part of
Madras University. He was the recipient of the Padma Bhushan Willis Towers Watson Global High Performing Norm.
award by the Government of India in 2010. He also received the
In 2014, World Economic Forum recognised Nandini as a ‘Young
Lifetime Achievement Awards from Economic Times, Ernst & Young
Global Leader’.
Entrepreneur of the Year Award Program and Mumbai Management
Association. He was given an award for the contribution to the Nandini is passionately involved with Piramal Foundation (the
Corporate Governance by the Institute of Company Secretaries of philanthropic arm of the Piramal Group), Piramal Foundation
India in 2007. Education Leadership programs, Piramal Sarvajal and Piramal
Swasthya. She graduated with BA (Hons) Politics, Philosophy and
Economics from Oxford University, followed by an MBA from
Arundhati Bhattacharya Stanford Graduate School of Business.
Mrs. Arundhati Bhattacharya was the first woman to chair SBI in its
210 years history.
Anand Piramal
Mrs. Bhattacharya’s has more than 40 years of rich and varied
Mr. Anand Piramal is the Non-Executive Director at Piramal
experience coupled with thorough insights of banking industry and
Enterprise Ltd. and he heads Piramal Realty and Executive Director at
its related technology, which not only enabled her to put her imprint
Piramal Group.
on the Indian financial world but was also acknowledged / acclaimed
globally. Anand Piramal, founded Piramal Realty, one of India’s largest and
fastest growing real estate companies in 2012. Piramal Realty is
Despite SBI being a PSU Bank, she transformed SBI to a tech savvy
a Mumbai centric real estate developer with over 20 million sq./
bank, ranked above private and foreign banks. She also overhauled
ft. under development in Worli, Mahalaxmi, Mahim, Byculla,
banks’ risk structure, inculcating risk awareness at every level.
Kurla, Thane and Mulund. In 2015, Warburg Pincus and Goldman
She has won many International Awards, recognitions in the past Sachs committed to invest $434 million for a minority stake in the
viz. inclusion in Forbes and Fortune Most Powerful Women’s list company.
and Most Powerful Women in Finance list, ranking amongst World's
Prior to Piramal Realty, Anand founded a rural healthcare start-up
Top 100 thinkers, ranking in Fortunes Greatest Leaders List, also
called ‘Piramal eSwasthya’. At eSwasthya, he led the acquisition of
acknowledged internationally for her Bank's employee satisfaction
HMRI (Health Management Research Institute). Today the merged
level. Recently she was bestowed with Life Time Achievement Award
entity ‘Piramal Swasthya’ is India’s largest private primary healthcare
by Financial Express Group in Best Banker Category.
initiative, with over 2,260 employees, 250 doctors serving 20,000
Presently she is on the boards of few prominent Indian Companies, patients daily across 20 states through its health hotlines, mobile
also offering advisory services to select Private Equity firms, medical units and telemedicine centres. Piramal Swasthya has
consultancy, law firms and foreign banks. impacted 107 million lives since inception. In 2015, it won the ‘Times
Social Impact’ Award and in 2013 the Forbes Philanthropy Award.
Indian Government has nominated her for few select Committees.
It is also taught as a case study at prestigious institutions such as
She is also on the Governing board of IIT Kharagpur and IIM
Harvard Business school and IIM-A.
Sambalpur.
Anand was conferred with the Hurun Real Estate Unicorn of the Year
She is a post graduate in English, and an Associate Member of Indian
2017 and Young Business Leader 2018 award by Hello! Magazine.
Institute of Bankers. Her interest includes reading and travel. She is
also associated and working with various initiatives and institutions

126
Anand graduated in Economics from the University of Pennsylvania,

Strategic Overview
and earned an MBA from Harvard Business School in 2011. Anand
was also the youngest President of the Youth Wing of the 100-year-
old Indian Merchant Chambers. Anand is on the board of Piramal
Enterprises.

Vijay Shah
Mr. Vijay Shah is Executive Director at Piramal Enterprises Ltd. He
is also Member of Financial Services Advisory Committee and the
Pharma Operations Board at Piramal Enterprises Ltd. He is also Vice
Chairman at Piramal Glass Pvt Ltd.

Management Discussion & Analysis


Mr. Shah started his career in 1982 as Senior Consultant with
Management Structure & Systems Pvt. Ltd., a management
consultancy organization providing services for large firms such
as Larsen & Toubro (L&T), Siemens, etc. He joined Piramal Group’s
Strategic Planning function in 1988 and later moved to Piramal Glass
as Managing Director. Under his leadership, Piramal Glass’s sales
grew from ₹26 crores in FY1992 to ₹238 crores in FY2000 (CAGR of
32%). After his successful stint at Piramal Glass, he was entrusted the
responsibility of Pharmaceutical formulations business at Piramal
Healthcare in 1999. Under his leadership, the company moved from
Rank 23 to Rank 4 in Indian Pharma industry, achieving sales of

Board & Management Profiles


₹932 crores in FY2006 (CAGR of ~28% during his tenure). After this
turnaround at Piramal Healthcare, he moved back to Piramal Glass as
Managing Director in 2006, where again during his tenure the sales
grew at CAGR of 20% (between FY2006-11).
Mr. Shah has done B.Com (1980) and is a rank holder of Institute
of Chartered Accountants of India (1981). He has also done a
Management Education Programme from IIM, Ahmedabad (1987),
and Advanced Management Program from the Harvard Business
School, Boston, USA (1997).

Statutory Reports
Financial Statements

127
MANAGEMENT PROFILES

Khushru Jijina Peter DeYoung


Managing Director – Piramal Capital & Housing Finance Ltd., Piramal Chief Executive Officer, Critical Care
Enterprises
Mr. Peter DeYoung is the CEO of Piramal Critical Care. He is a
Mr. Khushru Jijina is Managing Director, Piramal Capital & Housing member of the Piramal Pharma Operating Board.
Finance Limited (PCHFL). A Chartered Accountant with an illustrious
Prior to joining Piramal, he worked in a range of investing and
career spanning well over three decades in the field of real estate,
consulting roles in healthcare in the US, Europe and India. He joined
corporate finance and treasury management, Mr. Jijina has been
McKinsey & Company in New York after graduating from Princeton,
with the Piramal Group for close to 19 years.
US, where he worked on a number of projects for pharmaceutical
He currently spearheads Piramal Capital & Housing Finance Ltd. and medical device companies. He was seconded by McKinsey to
(PCHF), the financial services arm of Piramal Enterprises Ltd. the World Economic Forum in Geneva, Switzerland, as a Project
Under his leadership, PCHF has grown rapidly and provides both Manager for the Global Health Initiative. He returned to McKinsey as
wholesale and retail funding opportunities across sectors. an Engagement Manger in New York and later in Mumbai, where he
focused on the pharmaceutical and healthcare practice. He helped
In real estate, the platform provides housing finance and other
clients address a range of strategic, organisational and operational
financing solutions across the entire capital stack ranging from
challenges. He went on to join Blackstone's Private Equity Group in
early stage private equity, structured debt, senior secured debt,
Mumbai. He was on the deal team for several significant transactions
construction finance and flexi lease rental discounting. The
across a variety of industry sectors in India.
wholesale business in the non-real estate sector includes separate
verticals - Corporate Finance (CFG) and Emerging Corporate Mr. DeYoung has completed Bachelors of Science in Engineering
Lending (ECL). CFG provides customized funding solutions to from Princeton University, New Jersey, USA (summa cum laude, phi
companies across sectors such as infrastructure, renewable energy, beta kappa, tau beta pi) and Masters of Business Administration
roads, industrials, auto components etc. while ECL focuses on from Stanford University (Arjay Miller Scholar), California, USA.
lending towards Small and Medium Enterprises (SMEs). PCHFL
through its group companies provides customized strategies for
institutional and retail investors such as Mumbai Redevelopment
Vivek Sharma
Chief Executive Officer, Pharma Solutions
Fund focused on slum rehabilitation and Apartment Fund
focused on bulk buying individual units (through Piramal Fund Mr. Vivek Sharma currently serves as the CEO of Piramal Pharma
Management) and strategic partnerships with leading global Solutions (PPS), a global leader in providing Contract Research,
pension funds such as CPPIB, APG and Ivanhoe Cambridge. Development and Manufacturing services for the life sciences
industry. PPS offers a platform of integrated solutions from drug
Mr. Jijina has been recognized with several leadership accolades
discovery through development and commercialisation, with
namely Asia One: Global India 2017, Business Leader of the
research and manufacturing facilities in North America, Europe, and
Year: Global Real Estate Congress 2017, Visionary in Real Estate
Asia.
Financing: NDTV Property Awards 2017, Entrepreneur of the Year
in the financial services industry by Asia Pacific Entrepreneurship Under Mr. Sharma’s leadership, Piramal has established itself as the
Awards (APEA) in 2017, CXO of the year: Realty Plus 2018, CEO ‘partner of choice’ for both large pharma and biotech firms and has
of the Year: 8th EPC World Awards and the Extraordinare Game forged strategic partnerships with global pharmaceutical customers.
Changer Awards 2019: Brand Vision. He has led Piramal Pharma Solutions through rapid growth with a
strategy that augments organic growth with synergistic, well timed,
Prior to this, Mr. Jijina was the Managing Director of Piramal
acquisitions. Internal investments in fast growing segments such
Realty where he was responsible for a portfolio of real estate
as Antibody Drug Conjugate (ADC) manufacturing and hormonals,
development projects and oversaw all aspects of their execution.
have been complemented by acquisitions in High Potent Active
He was also the Executive Director of Piramal Sunteck Realty. He
Pharmaceutical Ingredients (HPAPI) manufacturing, and Injectable
joined the Piramal Group in 2001 as Vice President, Treasury, and
Development and Commercialisation Services. Vivek envisioned
was instrumental in securing debt at the lowest cost for the group,
and moulded a distinctive customer and patient centric approach
setting new benchmarks in the debt market. Mr. Jijina started his
at Piramal Pharma Solutions with a dedicated customer centricity
career with Rallis, a TATA Group company, where over a span of
team. This is the first of its kind in the pharmaceutical contract
more than a decade, he held several pivotal positions in corporate
manufacturing sector that maps the customer experience and
finance and treasury.
customer journey. This approach has been greatly appreciated by
customers across the globe and enables Piramal to reliably serve
patients through its customers.
Mr. Sharma began his stint at the Piramal Group heading the Piramal
Critical Care (PCC) business and was instrumental in improving
profitability and establishing it as the third largest and the fastest
growing Inhalation Anaesthetics company globally.

128
Prior to Piramal, Mr. Sharma was Managing Director at THL Shantanu Nalavadi

Strategic Overview
Partners, a Boston based global private equity fund, and has held Managing Director, India Resurgence Asset Management Business
senior leadership positions in Finance and Operations at AMD and Pvt. Ltd.
Motorola. With over 25 years of global management experience,
Mr. Shantanu Nalavadi carries with him more than two and half
he was recognised as the global ‘CEO of the Year’, 2015 at CPhI
decades of experience in banking and financial services. He currently
Worldwide in Madrid and has been listed among ‘the top 100 finance
is the Managing Director of India Resurgence Fund (‘IndiaRF’, A
professionals in the United States’. He is based out of Boston and
Piramal Enterprises Limited and Bain Capital Credit Partnership) a
is a Chartered Accountant from India, a qualified CPA, and holds
distress fund which focusses on investment in distress assets and
a Masters in International Business from Thunderbird School of
underlying debt from the large Indian NPL market, in growth sectors
Management.
such as industrials, infrastructure, manufacturing etc., taking direct
control / oversight through Indian bankruptcy law or outside of the
Nitish Bajaj law, and working through a financial and operational turnaround

Management Discussion & Analysis


CEO, Consumer Products Division plan.
Mr. Nitish Bajaj is CEO, Consumer Products Division. He brings with Prior to joining IndiaRF, he was the co-head of the structured
him extensive experience and knowledge in Business and Marketing investment group with Piramal Enterprises Ltd (“Piramal SIG”) and
Strategy, Process Restructuring, Innovation, Digitization, Media before that he was a Partner with New Silk Route Advisors Pvt. Ltd., a
Planning, Entry Strategy and Merger & Acquisition in the Consumer Private Equity Fund with over USD 850 million in AUM (“NSR PE”).
Healthcare and Automotive space. Nitish has been instrumental
At Piramal SIG he was focussed on investing across distressed
in launching and building the architecture of Global Power Brands
and special situations in India in myriad of sectors including
through robust consumer in-sighting and by creating innovation
infrastructure, renewable, road, cement etc. through a diverse set of
pipelines.
high yield structured credit products backing a robust and credible
Prior to joining Piramal, he was Senior Vice President (Marketing) business / turn-around plan, which enabled securing returns to all

Board & Management Profiles


at CEAT Tyres and has worked with organizations such as - Reckitt concerned stakeholders.
Benckiser (India) Limited, Ranbaxy Global Consumer Healthcare,
At NSR PE he was focussed on investing equity growth capital,
Heinz India Private Limited.
creating value and monetizing investments across several sectors,
Nitish has completed his Bachelor of Technology - Metallurgical including financial services, consumer, infrastructure, media &
Engineering from Indian Institute of Technology - Banaras Hindu manufacturing. His portfolio included controlled and turnaround
University and Post Graduate Diploma in Management from Indian deals involving active operational and turnaround management.
Institute of Management, Ahmedabad.
Mr. Nalavadi’s prior work experience includes long working tenors
with global MNCs, such as ANZ Grindlays Bank, Star TV and Walt
Vivek Valsaraj Disney with P/L and business development responsibilities. He is a
CFO, Piramal Enterprises Ltd. Chartered Accountant by qualification and did his article-ship with
Arthur Andersen.

Statutory Reports
Mr. Vivek Valsaraj is the President and Chief Financial Officer for
Piramal Enterprises and has over 20 years of overall experience in
the field of finance. He has been associate with the Piramal Group
for over 18 years and currently oversees the entire Finance & Shared
services functions for Piramal Enterprises. In his earlier stints within
the group he has been associated with roles in Corporate, the
erstwhile Domestic Formulations business and has been the CFO for
the Pharma business.
He has extensive experience in the areas of Corporate Finance,
business strategy, mergers and acquisitions, corporate structuring,
corporate governance and taxation. Over the last several years
Financial Statements

he has been closely associated with the Pharma business and has
actively participated in the affairs of these business including key
acquisitions and divestments. He has also been responsible for
executing systems and processes and internal controls of bring in
financial discipline.
He is a qualified CMA and has been with the Piramal Group for over
18 years in various roles & has had prior stints with companies like
Wockhardt Ltd. and Bharat Bijlee Ltd.

129
STATUTORY REPORTS
Report on Corporate Governance. . . . . . . . . . . . . . . . . . . . . 132
Board's Report and Annexures . . . . . . . . . . . . . . . . . . . . . . . 146
Business Responsibility Report . . . . . . . . . . . . . . . . . . . . . . . 180
REPORT ON CORPORATE GOVERNANCE
A report for the financial year ended March 31, 2019 on the consciousness. Corporate Governance is a journey for
compliance by the Company with the Corporate Governance constantly improving sustainable value creation and is an
requirements under the Securities and Exchange Board of India upward moving target. The Company’s philosophy on Corporate
(Listing Obligations and Disclosure Requirements) Regulations, 2015 Governance is guided by the Company’s philosophy of
(hereinafter referred to as ‘Listing Regulations’), is furnished below. Knowledge, Action, Care and Impact.

1. COMPANY’S PHILOSOPHY ON CORPORATE The Board of Directors fully supports and endorses the
Corporate Governance practices as envisaged in the Listing
GOVERNANCE Regulations.
Corporate Governance is the combination of voluntary practices
and compliance with laws and regulations leading to effective 2. BOARD OF DIRECTORS
control and management of the organisation. Good Corporate
Governance leads to long-term stakeholder value and enhances A. Composition and size of the Board
interests of all stakeholders. It brings into focus the fiduciary The Board is entrusted with the ultimate responsibility
and trusteeship role of the Board to align and direct the actions of the management, direction and performance of the
of the organisation towards creating wealth and stakeholder Company. The Company’s policy is to maintain an optimum
value. combination of Executive and Non-Executive/Independent
Directors. The composition of the Company’s Board, which
The Company’s essential character is shaped by the values of comprises of 14 Directors, is given in the table below and is
transparency, customer satisfaction, integrity, professionalism in conformity with Regulation 17(1) of the Listing Regulations
and accountability. The Company continuously endeavours and other applicable regulatory requirements. About 64% of
to improve on these aspects. The Board views Corporate the Company’s Board comprises of Independent Directors
Governance in its widest sense. The main objective is to (IDs). There are no Nominee Directors representing any
create and adhere to a corporate culture of integrity and institution on the Board of the Company.

Name of Director Other Directorships as on Membership of other Directorships in Listed Companies and Category of
March 31, 20191 Board Committees as on Directorship as on March 31 , 20193
March 31, 20192
as Member as Chairman as Member as Chairman
Executive Directors – Promoter Group
Mr. Ajay G. Piramal – Chairman 7 2 1 - -
Dr. (Mrs.) Swati A. Piramal – Vice Chairperson 9 1 - - Nestle India Limited (Independent Director)
Ms. Nandini Piramal 3 - 1 - The Swastik Safe Deposit and Investments Limited
(Non-Executive Director)
Non-Executive, Non-Independent Director – Promoter Group
Mr. Anand Piramal 9 - - - -
Executive Director – Non-Promoter Group
Mr. Vijay Shah 2 - - - -
Non-Executive, Independent Directors
Mr. Gautam Banerjee 2 - - - The Indian Hotels Company Limited (Independent Director)
Mr. Keki Dadiseth 5 1 3 1 Godrej Properties Limited (Independent Director)
JM Financial Limited (Independent Director)
Siemens Limited (Independent Director)
Britannia Industries Limited (Independent Director)
Dr. R.A. Mashelkar 6 - 1 - Reliance Industries Limited (Independent Director)
Godrej Agrovet Limited (Independent Director)
Prof. Goverdhan Mehta - - - - -
Mr. Siddharth Mehta - - - - -
Mr. S. Ramadorai 2 1 1 - Hindustan Unilever Limited (Independent Director)
Mr. Deepak Satwalekar 5 - - - The Tata Power Company Limited (Independent Director)
Asian Paints Limited (Independent Director)
Mr. N. Vaghul 3 1 - 1 Wipro Limited (Independent Director)
Mrs. Arundhati Bhattacharya@ 3 1 2 - Reliance Industries Limited (Independent Director)
Crisil Limited (Independent Director)
Wipro Limited (Independent Director)
@ Appointed as an Additional Director with effect from October 25, 2018.
Notes:
1 This excludes directorships in foreign companies and companies licensed under Section 8 of the Companies Act, 2013 (‘the Act’)/Section 25 of the Companies Act, 1956.
2 This relates to membership of Committees referred to in Regulation 26(1) of the Listing Regulations, viz. Audit Committee and Stakeholders Relationship Committee of all public limited
companies, whether listed or not and excludes private limited companies, foreign companies and companies licensed under Section 8 of the Act/Section 25 of the Companies Act, 1956.
3 Excludes directorship in the Company.

132 Piramal Enterprises Limited


I. Key Board qualifications, skills, expertise and attributes III. Meeting of Independent Directors
In the context of the Company’s business and activities, The Company’s Independent Directors met on 28th January,
the Company requires skills/expertise/competencies in 2019 without the presence of Non-Independent Directors
the areas of General Corporate Management, Science or members of Management. At this meeting, the

Strategic Overview
and Innovation, Public Policy, Entrepreneurship, Independent Directors reviewed the following:
Pharmaceuticals, Public Health, Business Leadership,
Strategy, Finance, Economics, Technology, Banking, 1. Performance of the Chairman;
Financial Services, Risk and Governance, Human Resources 2. Performance of the Independent and Non-Independent
and Realty. The Company’s Board is comprised of Directors;
individuals who are reputed in these skills, competence and 3. Performance of the Board as a whole and its Non-
expertise that allows them to make effective contribution Administrative Committees.
to the Board and its committees. From time to time, They also assessed the quality, quantity and timeliness of
members of the Board have also received recognition from flow of information between the Company Management
the Government, Industry Bodies and Business and the Board.
Associations for the contribution made in their respective

Management Discussion & Analysis


areas of expertise. The Chairman of the meeting of the Independent Directors
presented views of the Independent Directors to the
The Board is satisfied that the current composition reflects Chairman of the Company.
an appropriate mix of knowledge, skills, experience,
diversity and competence required for it to function IV. Familiarisation Programme for Independent Directors
effectively. The Company has established a Familiarization Programme
for Independent Directors. The framework together with
II. Role of Independent Directors the details of the Familiarization Programme conducted has
Independent Directors play a key role in the decision- been uploaded on the website of the Company. The web-
making process of the Board and in shaping various link to this is http://www.piramal.com/investor/overview.
strategic initiatives of the Company. The Independent
Directors are committed to act in what they believe is in During the year under review, the Board Members were

Board & Management Profiles


the best interests of the Company and its stakeholders. The provided with a realistic view of the Company’s businesses,
Independent Directors are professionals, with expertise challenges and its potential covering the following aspects:
and experience in general corporate management, science
and innovation, realty, public policy, business, finance • Nature of the industry in which the Company operates –
and financial services. This wide knowledge in their detailed presentation on the business operations/plans
respective fields of expertise and best-in-class boardroom are made by the respective functional heads;
practices helps foster varied, unbiased, independent and • Business model of the Company including risks and
experienced perspective. challenges being faced by the Company;
• Changes in business environment and impact thereof on
The Company benefits immensely from their inputs in the working of the Company;
achieving its strategic direction. • Strategic future outlook and way forward.

Statutory Reports
The Company has several subsidiaries, both in India V. Inter-se relationships among Directors
and overseas. In order to leverage the experience of Mr. Ajay G. Piramal and Dr. (Mrs.) Swati A. Piramal are the
Independent Directors of the Company for the benefit parents of Ms. Nandini Piramal and Mr. Anand Piramal.
of and for improved Corporate Governance and better Except for this, none of the other Directors of the Company
reporting to the Board, some of the Independent Directors are inter-se related to each other.
also serve on the Boards of certain subsidiary companies.
VI. Board Evaluation
An Independent Director is the Chairman of each of the Evaluation of performance of all Directors is undertaken
Audit & Risk Management Committee, Nomination and annually. The Company has implemented a system of
Remuneration Committee, Corporate Social Responsibility evaluating performance of the Board of Directors as a
Committee and Stakeholders Relationship Committee. whole and of its Committees and Non-Executive Directors
Financial Statements

Based on the disclosures received from all the Independent on the basis of a structured questionnaire which comprises
Directors and also in the opinion of the Board, the evaluation criteria based on the Guidance Note on Board
Independent Directors fulfil the conditions specified in the Evaluation issued by Securities and Exchange Board of
Act, the Listing Regulations and are independent of the India. The performance of the Executive Directors is
Management. evaluated on the basis of achievements of their Key Result
Areas.

The Board of Directors had discussed the feedback and


expressed its satisfaction with the evaluation process.

Annual Report 2018-19 133


REPORT ON CORPORATE GOVERNANCE
VII. Certification from Company Secretary in Practice and the functioning of the Board is democratic. Members
A certificate has been received from M/s. N. L. Bhatia & of the Senior Management team are invited to attend the
Associates, Practising Company Secretaries, that none Board Meetings, who provide additional inputs to the
of the Directors on the Board of the Company have agenda items discussed by the Board. The Company has a
been debarred or disqualified from being appointed or well-established process in place for reporting compliance
continuing as Directors of companies by the Securities and status of various laws applicable to the Company.
Exchange Board of India, Ministry of Corporate Affairs or
any such statutory authority. Update on matters arising from previous meetings are
placed at the succeeding meeting of the Board/Committees
B. Board Meetings and Procedures for discussions, approvals, notings, etc.
The yearly calendar for the Board/Committee meetings There was no instance during the financial year 2018-19,
is fixed well in advance and is in confirmation with the where the Board of Directors had not accepted the
availability of the Directors, so as to facilitate active and recommendation of any Committee of the Board.
consistent participation of all Directors in the Board/
Committee meetings. Minimum four prescheduled Board I. Meetings Held
Meetings are held every year (once every quarter). Five Board Meetings were held during the year and the
Additional Board Meetings are convened to address gap between any two Board Meetings was not more
the specific needs of the Company. In case of business than one hundred and twenty days, thereby complying
exigencies or matters of urgency, resolutions are passed with applicable statutory requirements.
by circulation, as permitted by law. Video conferencing
facilities are provided to enable active participation by Dates of meetings held during the year and Attendance
Directors who are unable to attend the meetings in person. of Directors therein is as follows:
No. of Directors
The Board has unrestricted access to all Company related Dates of the Board Meetings
Present at the Meeting
information. Detailed presentations are made to the Board
regularly which covers operations, business performance, April 2, 2018 10
May 28, 2018 9
finance, sales, marketing, global and domestic business July 30, 2018 12
environment and related details. All necessary information October 25, 2018 14
including but not limited to those mentioned in Part A of January 28, 2019 11
Schedule II to the Listing Regulations, are placed before
the Board. The Members of the Board are at liberty to
bring up any matter for discussions at the Board Meetings

II. D
 etails of Directors attendance at Board Meetings held during the year and at the last Annual General Meeting (AGM) held on July 30,
2018 are given in the following table:
Name of Director No. of Board Meetings Attended last AGM
Held Attended
Mr. Ajay G. Piramal 5 5 Yes
Dr. (Mrs.) Swati A. Piramal 5 5 Yes
Ms. Nandini Piramal 5 5 Yes
Mr. Anand Piramal 5 3 Yes
Mr. Vijay Shah 5 5 Yes
Mr. Gautam Banerjee 5 4 Yes
Mr. Keki Dadiseth 5 3 Yes
Dr. R.A. Mashelkar 5 5 Yes
Prof. Goverdhan Mehta 5 5 Yes
Mr. Siddharth Mehta 5 3 No
Mr. S. Ramadorai 5 3 Yes
Mr. Deepak Satwalekar 5 4 Yes
Mr. N. Vaghul 5 4 Yes
Mrs. Arundhati Bhattacharya @ 2 2 N.A.
@ Appointed as an Additional Director (Non-Executive, Independent) with effect from October 25, 2018.

134 Piramal Enterprises Limited


C. Shareholding of Non-Executive Directors The Board Committees play a crucial role in the governance
The individual shareholding of Non-Executive Directors as on structure of the Company and they deal with specific areas
March 31, 2019 is given below: of concern for the Company that need a closer review. The
Committees operate under the direct supervision of the

Strategic Overview
Name of Director No. of shares held
Mr. Keki Dadiseth 5,217 Board, and Chairpersons of the respective committees report
Dr. R. A. Mashelkar 8,125 to the Board about the deliberations and decisions taken by
Prof. Goverdhan Mehta 5,000 the Committees. The recommendations of the Committees
Mr. S. Ramadorai 5,300 are submitted to the Board for approval. The minutes of the
Mr. Deepak Satwalekar 10,434 meetings of all Committees of the Board are placed before the
Mr. N. Vaghul 10,434
Board for noting.
Mr. Anand Piramal 1,68,568
The Company has four Statutory Committees:
None of the Non-Executive Directors were holding any Compulsorily
Convertible Debentures as on March 31, 2019. 1. Audit & Risk Management Committee
2. Nomination and Remuneration Committee
3. STATUTORY BOARD COMMITTEES 3. Stakeholders Relationship Committee

Management Discussion & Analysis


The Board Committees are set up by the Board and are 4. Corporate Social Responsibility Committee.
governed by its terms of reference which exhibit the scope,
composition, tenure, functioning and reporting parameters.

Meetings of Statutory Committees held during the year and Directors’ Attendance
Committees of the Company Audit & Risk Nomination and Stakeholders Corporate Social
Management Remuneration Relationship Responsibility
Committee Committee Committee Committee
Number of Meetings held 5 2 4 2
Directors’ Attendance
Mr. Ajay G. Piramal - 2 - -

Board & Management Profiles


Ms. Nandini Piramal - - 1# 1
Mr. S. Ramadorai - 2 - -
Mr. Keki Dadiseth 4 2 - -
Mr. N. Vaghul 4 1 - -
Mr. Deepak Satwalekar - - 4 -
Prof. Goverdhan Mehta - - - 2
Dr. R.A. Mashelkar 5 - - -
Mr. Vijay Shah - - 4 2
# Appointed as a Member of Stakeholders Relationship Committee with effect from November 1, 2018.
Note:
Dr. (Mrs.) Swati A. Piramal, Mr. Anand Piramal, Mr. Gautam Banerjee, Mr. Siddharth Mehta and Mrs. Arundhati Bhattacharya are not members of any Statutory
Committee.

Statutory Reports
A. Audit & Risk Management Committee The composition of this Committee is in compliance with the
requirements of Section 177 of the Act and Regulations 18 and
I. Constitution of the Committee 21 of the Listing Regulations. Mr. Leonard D’Souza, Company
The Audit & Risk Management Committee is comprised of three Secretary, is the Secretary to the Committee.
members as per details in the following table:
Name Category II. Terms of Reference
Mr. N. Vaghul - Chairman Non-Executive, Independent The terms of reference of the Audit & Risk Management
Mr. Keki Dadiseth Non-Executive, Independent
Committee are aligned with the terms of reference provided
Dr. R.A. Mashelkar Non-Executive, Independent
under Section 177(4) of the Act, Part C of Schedule II and
All the members of the Committee have sound knowledge of Regulation 21 of the Listing Regulations.
Financial Statements

finance, accounts and business management. The Chairman


of the Committee, Mr. N. Vaghul has extensive accounting and
related financial management expertise.

Annual Report 2018-19 135


REPORT ON CORPORATE GOVERNANCE
III. Meetings Held Directors and whether there is any conflict of interest, voicing
The Audit & Risk Management Committee met five times during of opinions freely, etc. These are in compliance with applicable
the financial year 2018-19, on the following dates: laws, regulations and guidelines.

May 28, 2018 July 30, 2018 September 17, 2018 C. Stakeholders Relationship Committee
October 25, 2018 January 28, 2019
I. Constitution of the Committee
The frequency of the Committee Meetings was more than The Stakeholders Relationship Committee is comprised of three
the minimum limit prescribed under applicable regulatory members, as per details in the following table:
requirements and the gap between two Committee Meetings Name Category
was not more than one hundred and twenty days. Mr. Deepak Satwalekar – Chairman Non-Executive, Independent
Mr. Vijay Shah Executive
The functional/business representatives also attend the Ms. Nandini Piramal # Executive
meetings periodically and provide such information and # Appointed with effect from November 1, 2018.
clarifications as required by the Committee, which provides a
deeper insight into the respective business and functional areas The composition of this Committee is in compliance with the
of operation. The Cost Auditors and the Internal Auditors attend requirements of Section 178 of the Act and Regulation 20 of the
the respective Audit & Risk Management Committee Meetings, Listing Regulations.
where cost audit reports/internal audit reports are discussed.

Mr. N. Vaghul, Chairman of the Audit & Risk Management II. Terms of Reference
Committee was present at the last AGM. The Stakeholders Relationship Committee reviews and ensures
the existence of a proper system for timely resolution of
B. Nomination and Remuneration Committee grievances of the security holders of the Company inter alia
including complaints related to transfer of shares, non-receipt
I. Constitution of the Committee of annual reports, declared dividends, etc.
The Nomination and Remuneration Committee (‘NRC’) is
comprised of four members as per details in the following table: The terms of reference of the Committee are aligned with those
provided under Section 178 of the Act and Para B of Part D of
Name Category
Mr. N. Vaghul – Chairman Non-Executive, Independent
Schedule II of the Listing Regulations.
Mr. Keki Dadiseth Non-Executive, Independent
Mr. S. Ramadorai Non-Executive, Independent III. Meetings Held
Mr. Ajay G. Piramal Executive T he Committee met four times during the financial year 2018-
19, on the following dates:
The composition of this Committee is in compliance with the
requirements of Section 178 of the Act and Regulation 19 of the
Listing Regulations. May 28, 2018 July 30, 2018
October 25, 2018 January 28, 2019
II. Terms of Reference Mr. Deepak Satwalekar, Chairman of the Stakeholders Relationship
The terms of reference of the NRC are aligned with the terms of Committee was present at the last AGM.
reference provided under Section 178 of the Act and Para A of
Part D of Schedule II of the Listing Regulations. IV. Stakeholders Grievance Redressal
There was 1 shareholder complaint pending at the beginning
III. Meetings Held of the year. 38 complaints were received and redressed to
The Committee met two times during the financial year 2018-19 the satisfaction of shareholders during the year under review.
on the following dates: There was 1 shareholder complaint outstanding as on March 31,
2019. The Company did not receive any complaints relating to
May 28, 2018 July 30, 2018 Compulsorily Convertible Debentures during the year.

Mr. N. Vaghul, Chairman of the NRC was present at the last The Registrar and Share Transfer Agents (RTA), M/s. Link Intime
AGM. India Private Limited, attend to all grievances of shareholders
received directly or through SEBI, Stock Exchanges or the
IV. Performance Evaluation Criteria for Independent Directors Ministry of Corporate Affairs.
The Performance Evaluation Criteria for Independent The Company maintains continuous interaction with the RTA
Directors is comprised of certain parameters like professional and takes proactive steps and actions for resolving shareholder
qualifications, experience, knowledge and competency, active complaints/queries. Likewise, the Company also has regular
participation at the Board/Committee meetings, ability to interaction with the Debenture Trustees to ascertain the
function as a team, initiative, availability and attendance at grievances, if any, of the Debenture holders. There was no
meetings, commitment and contribution to the Board and the grievance received from the Debenture Trustee or from any of
Company, integrity, independence from the Company and other the Debenture holders during the financial year 2018-19.

136 Piramal Enterprises Limited


V. Compliance Officer II. Terms of Reference
Mr. Leonard D’Souza, Company Secretary, is the Compliance The terms of reference of the Corporate Social Responsibility
Officer. The Company has designated the email ID Committee are aligned with those provided under Section 135
[email protected] to enable stakeholders to of the Act.

Strategic Overview
email their queries/grievances.
Meetings Held
D. Corporate Social Responsibility Committee The Committee met two times during the financial year 2018-19
I. Constitution of the Committee on the following dates:
The Corporate Social Responsibility Committee is comprised of
three members, as per details in the following table: January 28, 2019 March 29, 2019
Name Category
Prof. Goverdhan Mehta – Chairman Non-Executive, Independent
Ms. Nandini Piramal Executive
Mr. Vijay Shah Executive

The composition of the Committee is in compliance with Section

Management Discussion & Analysis


135 of the Act.

4. REMUNERATION OF DIRECTORS
A. Remuneration to Executive Directors:
Remuneration payable to the Executive Directors is recommended by the Nomination and Remuneration Committee, approved by the
Board and is subject to the overall limits approved by the shareholders.
 Details of remuneration of the Executive Directors approved by the Board for the year ended March 31, 2019 are given below:
(`)
Name of Director Designation Salary & Performance Linked Total

Board & Management Profiles


Perquisites Incentive
Mr. Ajay G. Piramal Chairman 9,31,48,704 3,47,85,452 12,79,34,156
Dr. (Mrs.) Swati A. Piramal Vice Chairperson 4,26,93,156 1,49,42,605 5,76,35,761
Ms. Nandini Piramal Executive Director 3,10,49,568 1,08,67,349 4,19,16,917
Mr. Vijay Shah Executive Director 5,16,42,360 1,80,74,826 6,97,17,186

The variable component of remuneration (Performance Linked Incentive) for Executive Directors are determined on the basis of several
criteria including their individual performance as measured by achievement of their respective Key Result Areas, strategic initiatives
taken and being implemented, their respective roles in the organisation, fulfillment of their responsibilities and performance of the
Company. This is in accordance with the Company’s Remuneration Policy.

B. Sitting fees and commission paid to Independent Directors


Details of sitting fees and commission paid/payable to the Independent Directors for the financial year 2018-19 are given below. These

Statutory Reports
are within the limits prescribed under the Act:
(`)
Name of Independent Director Sitting Fees Commission Total
Mr. Gautam Banerjee 4,00,000 30,00,000 34,00,000
Mr. Keki Dadiseth 8,00,000 30,00,000 38,00,000
Mr. S. Ramadorai 4,00,000 30,00,000 34,00,000
Mr. Deepak Satwalekar 9,50,000 30,00,000 39,50,000
Dr. R.A. Mashelkar 10,00,000 30,00,000 40,00,000
Prof. Goverdhan Mehta 6,00,000 30,00,000 36,00,000
Mr. Siddharth Mehta 4,50,000 30,00,000 34,50,000
Mr. N. Vaghul 11,00,000 30,00,000 41,00,000
Financial Statements

Mrs. Arundhati Bhattacharya^ 2,50,000 15,00,000 17,50,000


^Appointed as an Additional Director (Non-Executive, Independent) with effect from October 25, 2018

Notes for Directors’ Remuneration:

a) Mr. Anand Piramal, Non-Executive Director does not receive any sitting fees or any other remuneration.

b) The terms of appointment of Executive Directors as approved by shareholders, are contained in their respective Agreements
entered into with the Company. The tenure of office of the Whole-Time Directors is between three to five years from their
respective date of appointment. The Agreements also contain clauses relating to termination of appointment in different
circumstances, including for breach of terms, the notice period for which is three months. While there is no specific provision

Annual Report 2018-19 137


REPORT ON CORPORATE GOVERNANCE
for payment of severance fees for any of the Executive are those that have been acquired by the ESOP Trust from
Directors, the Board is empowered to consider the same the secondary market and no new shares are issued by
at its discretion, taking into account attendant facts and the Company, there will not be any increase in the share
circumstances. capital of the Company, nor will there be any impact on the
Earnings Per Share or other ratios relating to Share Capital,
c) No amount by way of loan or advance has been given by as a result of exercise of the Stock Options.
the Company to any of its Directors.
e) There was no pecuniary relationship or transactions with
d) During the year ended March 31, 2019, 12,720 Stock Non-Executive Directors vis-à-vis the Company other
Options were granted to Mr. Vijay Shah, Executive Director than sitting fees and commission that is paid to the Non-
at an exercise price of ₹ 1,726 per Option. In addition to Executive Independent Directors.
the exercise price, applicable tax would also be payable
at the time of exercising the Stock Options. Out of the f) During the financial year ended March 31, 2019,
Options so granted, the Nomination and Remuneration Non-Executive Independent Directors were paid sitting
Committee/Board of Directors would determine the fees of ₹ 1,00,000 for attending each meeting of the Board
actual number of Stock Options that would vest, after and Audit & Risk Management Committee and ₹ 50,000 for
considering performance and other factors. It may be attending each meeting of other Committees. As regards
noted in this regard that since the Company’s ESOP Scheme commission to Non-Executive Independent Directors is
is implemented through the ESOP Trust and the shares concerned, the same is determined by the Board on the
given by the ESOP Trust against exercise of Stock Options basis of performance based criteria and other factors.

5. GENERAL BODY MEETINGS


A. Details of the AGMs held during the preceding 3 years and Special Resolutions passed thereat are given below:
Annual General Date Time Venue Details of Special Resolutions passed
Meeting (AGM)
69th AGM August 1, 3.00 p.m. Walchand Hirachand Hall, i) Inter-Corporate Investments (₹ 32,500 Crores over and above limit approved by
2016 Indian Merchants’ Chambers shareholders by Postal Ballot on November 14, 2015).
Building, 4th Floor, IMC Marg, ii) Borrowings (₹ 44,000 Crores over and above the applicable regulatory limit).
Churchgate, Mumbai - 400 020. iii) Payment of commission to Non-Executive Directors (upto 1% of net profits of
the Company).
iv) Issue of Non-Convertible Debentures on Private Placement basis.
70th AGM August 1, 3.00 p.m. Y. B. Chavan Centre, i)  e-appointment of Mr. Ajay G. Piramal as Whole-Time Director designated as
R
2017 General Jagannath Bhosale Chairman.
Marg, Opposite Mantralaya, ii) Re-appointment of Ms. Nandini Piramal as Whole-Time Director.
Nariman Point, iii) Issue of Non-Convertible Debentures on Private Placement basis.
Mumbai – 400 021.

71st AGM July 30, 3.00 p.m. Rangaswar Auditorium, i) Re-appointment of Mr. S. Ramadorai as an Independent Director.
2018 4th Floor, Yashwantrao Chavan ii) Re-appointment of Mr. Narayanan Vaghul as an Independent Director.
Pratishthan, General iii) Re-appointment of Dr. R. A. Mashelkar as an Independent Director.
Jagannathrao Bhosale Marg, iv) Re-appointment of Prof. Goverdhan Mehta as an Independent Director.
Next to Sachivalaya v) Re-appointment of Mr. Keki Dadiseth as an Independent Director.
Gymkhana, Mumbai - 400 021, vi) Re-appointment of Mr. Deepak Satwalekar as an Independent Director.
vii) Re-appointment of Mr. Gautam Banerjee as an Independent Director.
viii)
Re-appointment of Mr. Siddharth Mehta as an Independent Director.
ix) Re-appointment of Dr. (Mrs.) Swati A. Piramal as Whole-Time Director
designated as Vice-Chairperson of the Company.
x) Re-appointment of Mr. Vijay Shah as Whole-Time Director.
xi) Issue of Non-Convertible Debentures on Private Placement basis.

B. Postal Ballot
During the financial year 2018-19, no matter was transacted through Postal Ballot except for the meeting convened by the National
Company Law Tribunal as mentioned at point C below.

At present, there is no proposal to pass any Special resolution through Postal Ballot.

C. National Company Law Tribunal Convened Meeting:


As per the directions of Mumbai Bench of the National Company Law Tribunal (‘NCLT’), by its Order dated February 14, 2019, a meeting
of the Equity Shareholders of the Company was convened on April 2, 2019 (‘NCLT Meeting’), to consider and approve, if thought fit, with
or without modification(s), the arrangement embodied in the Scheme of Amalgamation between the Company and Piramal Phytocare
Limited and their respective Shareholders (‘the Scheme’).

138 Piramal Enterprises Limited


Details of voting results on the above resolution are as under: the standalone financial statements, which forms part of
Particulars Number of valid % of total number Result this Annual Report.
votes cast of valid votes cast
(by Postal Ballot/ d) The Board has approved a policy for related party

Strategic Overview
Remote e-voting transactions which has been uploaded on the
and Ballot Form)
website of the Company and can be accessed at
Valid Votes in favour of 13,72,21,748 99.94 Passed with http://www.piramal.com/investor/overview.
the resolution the requisite
Valid Votes against the 80,869 0.06 majority e) The Register of Contracts/statement of related party
resolution transactions, is placed before the Board/Audit & Risk
Total 13,73,02,617 100.00
Management Committee regularly;

Procedure adopted for Postal Ballot B. D


 etails of non-compliance, penalties, strictures imposed
The Notice for the NCLT Meeting, Explanatory Statement, Postal by the Stock Exchange(s) or SEBI or any statutory
Ballot Form and the Scheme along with necessary annexures were authority on any matter related to capital markets
despatched to all the Equity Shareholders, as at the cut-off date during the last 3 years

Management Discussion & Analysis


i.e. February 22, 2019 in the permitted mode along with a self- SEBI issued an Order dated October 3, 2016 with respect to
addressed pre-paid Business Reply Envelope & electronically to Piramal Enterprises Limited, Mr. Ajay G. Piramal, Dr. (Mrs.) Swati
those Equity Shareholders whose e-mail addresses were registered A. Piramal, Ms. Nandini Piramal and Mr. N. Santhanam (former
with the Depository(ies) or the RTA. director) imposing an aggregate penalty of ₹ 6,00,000 (Rupees
The advertisement for convening the NCLT Meeting and the Six Lakhs only) in respect of certain technical non-compliances
despatch of Notice was published in the Newspapers viz. Business with the Model Code of Conduct prescribed under the SEBI
Standard (English) and Navshakti (Marathi) on March 1, 2019 giving (Prohibition of Insider Trading) Regulations, 1992. An appeal has
requisite details as per the provision of the Act and Rules made been filed by the Company, Mr. Ajay G. Piramal, Dr. (Mrs.) Swati
thereunder. A. Piramal, Ms. Nandini Piramal with the Securities Appellate
Tribunal against the said Order. The appeal has not been
The Voting period for Postal Ballot and remote e-voting commenced disposed off till the date of this report.

Board & Management Profiles


on Sunday, March 3, 2019 at 9.00 a.m. (IST) and ended on Monday,
April 1, 2019 at 5.00 p.m. (IST). The NCLT had appointed Ms. Ashwini No other penalties or strictures have been imposed on the
Inamdar, Partner, Mehta & Mehta, Company Secretaries, Mumbai Company by Stock Exchanges or SEBI or any statutory authority
as Scrutinizer to conduct the voting process in a fair and transparent on any matter relating to capital markets during the last 3 years.
manner. Mr. Ainesh Jethwa, Practicing Company Secretary and
shareholder was appointed at the NCLT Meeting as Shareholders’ C. Listing Fees
Scrutinizer to scrutinize the votes cast through Ballot at the meeting Listing fees for financial year 2019-20 have been paid to the
as required under the Articles of Association of the Company. Stock Exchanges on which the shares of the Company are listed.
The Company had engaged the services of National Securities
Depository Limited ('NSDL') as the agency for the purpose of D. V
 igil Mechanism/Whistle-Blower Policy for Directors
providing remote e-voting facility. Voting at the venue of the NCLT and employees
Meeting was conducted through Ballot. The Company has established a Vigil Mechanism, which includes

Statutory Reports
a Whistle Blower Policy, for its Directors and employees, to
The Scrutinizers submitted a combined Report on April 3, 2019. provide a framework to facilitate responsible and secure
The resolution was passed on Tuesday, April 2, 2019 with requisite reporting of concerns of unethical behaviour, actual or
majority which was the date of NCLT meeting. suspected fraud or violation of the Company’s Code of Conduct
& Ethics. The details of establishment of Vigil Mechanism/
6. DISCLOSURES Whistle Blower Policy are posted on the website of the
Company and the weblink to the same is
A. Related Party Transactions http://www.piramal.com/investor/overview. No Director/
a) All transactions entered into with Related Parties in terms employee has been denied access to the Audit & Risk
of provisions under the Act and Regulation 23 of the Management Committee.
Listing Regulations during the financial year 2018-19 were
undertaken in compliance with the aforesaid regulatory
Financial Statements

E. C
 ompliance with mandatory/non mandatory
provisions; requirements
b) There were no materially significant transactions with a) The Company has complied with all the applicable
related parties during the financial year which were in mandatory requirements of the Listing Regulations.
conflict with the interest of the Company; b) During the year under review, there is no audit qualification
c) Suitable disclosures as required by the Indian Accounting in the Company’s financial statements. The Company
Standards (IND AS 24) have been made in Note No. 39 of continues to adopt best practices to ensure regime of
financial statements with unmodified audit opinion.

Annual Report 2018-19 139


REPORT ON CORPORATE GOVERNANCE
F. D
 etails of utilisation of funds raised through preferential D. Annual Report
allotment or qualified institutions placement as The Annual Report containing inter alia the Audited Standalone
specified under Regulation 32 (7A) of the Listing and Consolidated Financial Statements, Board’s Report,
Regulations Auditors’ Report, Corporate Governance Report and other
The Company did not raise any funds through preferential important information is circulated to Members and others
allotment or qualified institutions placement during the year entitled thereto. The Management Discussion and Analysis
under review. Report forms part of the Annual Report. The Annual Report is
also available on the website of the Company.
G. Auditors Fees
M/s. Deloitte Haskins & Sells LLP (Firm Registration No. E. Designated Exclusive Email ID
117366W/W-100018) have been appointed as the Statutory The Company has designated the Email ID
Auditors of the Company. The particulars of payment of [email protected] exclusively for investor
Statutory Auditors’ fees, on consolidated basis is given below: servicing. This Email ID has been displayed on the Company’s
(` in Crores)
website www.piramal.com.
Particulars Amount
Services as statutory auditors (including quarterly audits) 0.831
F. SEBI Complaints Redress System (SCORES)
Services for tax matters 0.064 All complaints received through SEBI SCORES are resolved in a
Other matters 1.443 timely manner by the Company.
Re-imbursement of out-of-pocket expenses 0.138
Total 2.476 G. N
 SE Electronic Application Processing System (NEAPS)
and BSE Corporate Compliance & Listing Centre (BSE
H. D
 isclosures under the Prevention of Sexual Harassment Listing Centre)
of Women at Workplace (Prevention, Prohibition and NEAPS and BSE Listing Centre are web based application
Redressal) Act, 2013 systems for enabling corporates to undertake electronic filing
The details of number of complaints filed and disposed of during of various periodic compliance related filings like shareholding
the year and pending as on March 31, 2019 are given in the pattern, results, press releases, etc. All filings made by the
Board’s Report as well as in the Business Responsibility Report. Company with the Stock Exchanges are done through NEAPS
and BSE Listing Centre.
7. MEANS OF COMMUNICATION
The Company recognises the importance of two way 8. GENERAL INFORMATION FOR SHAREHOLDERS
communication with shareholders and of giving a balanced
reporting of results and progress and responds to questions A. Company Registration Details
and issues raised in a timely and consistent manner. The Company is registered in the State of Maharashtra,
Shareholders seeking information may contact the Company India. The Corporate Identification Number (CIN) allotted to
directly throughout the year. They also have an opportunity the Company by the Ministry of Corporate Affairs (MCA) is
to ask questions in person at the AGM. Some of the modes of L24110MH1947PLC005719.
communication are mentioned below:
B. Annual General Meeting
A. Quarterly Results Day, Date and Time: Tuesday, July 30, 2019 at 3.00 p.m.
The approved financial results are forthwith sent to the Stock
Exchanges where the shares are listed and are displayed on  enue: Y. B. Chavan Centre, General Jagannathrao Bhosale
V
the Company’s website www.piramal.com and are generally Marg, Next to Sachivalaya Gymkhana, Mumbai- 400 021
published in Business Standard (all editions) (English) and
Mumbai Lakshadweep (Marathi), within forty eight hours of C. Financial Calendar
approval thereof. The financial year of the Company starts on April 1 and ends on
March 31 of next year.
B. Presentations
Presentations made to the institutional investors/analysts are D. Book Closure Period and Dividend Payment Date
intimated to the Stock Exchanges within the prescribed time The book closure for dividend will be from Saturday, July 20,
period under the Listing Regulations and are simultaneously 2019 to Tuesday, July 30, 2019 (both days inclusive) and
hosted on the website of the Company. dividend, if approved by the shareholders at the AGM, would be
paid after July 30, 2019.
C. Website
The Company’s website www.piramal.com contains a separate
dedicated section for Investors, the link to which is
http://www.piramal.com/investor/overview where all
information and relevant policies to be provided under
applicable regulatory requirements, are available in a user
friendly form.

140 Piramal Enterprises Limited


E. Listing on Stock Exchanges b) Debt Securities
Non-Convertible Debentures issued by the Company from
a) Equity Shares time to time are listed on the Wholesale Debt Market Segment
Name & Address of the Exchanges Scrip Code (WDM) of NSE.

Strategic Overview
BSE Limited ('BSE') 500302
Phiroze Jeejeebhoy Towers F. Debenture Trustees
Dalal Street, Mumbai - 400 001 IDBI Trusteeship Services Limited
National Stock Exchange of India Limited ('NSE') PEL
Asian Building, Ground Floor, 17, R Kamani Marg,
Exchange Plaza, Bandra-Kurla Complex,
Bandra (E), Mumbai - 400 051 Ballard Estate, Mumbai - 400 001.
Tel: +91 22 4080 7007
ISIN/Code Fax: +91 22 6631 1776
ISIN : INE140A01024
Reuter’s code : PIRA.BO Catalyst Trusteeship Limited (erstwhile GDA Trusteeship Limited)
: PIRA.NS GDA House, Plot No. 85, Bhusari Colony (Right),
Bloomberg code : PIEL:IN Paud Road, Pune - 411 038

Management Discussion & Analysis


Tel.: +91 20 2528 0081
Fax: +91 20 2528 0275

G. Stock Market Data


High, Low and Trading Volume of the Company’s equity shares during each month of the last financial year 2018-19 at BSE and NSE are
given below:
Month BSE Limited National Stock Exchange of India Limited
High (₹) Low (₹) Monthly High (₹) Low (₹) Monthly Volume
Volume
Apr, 2018 2,679.00 2,422.20 8,31,060 2,679.80 2,421.15 29,84,730
May, 2018 2,615.05 2,321.50 2,23,399 2,619.20 2,318.75 38,10,420

Board & Management Profiles


Jun, 2018 2,641.75 2,290.00 5,52,930 2,644.75 2,285.00 60,99,171
Jul, 2018 2,736.90 2,404.50 3,17,408 2,743.15 2,402.90 43,20,165
Aug, 2018 3,302.55 2,657.60 7,93,682 3,307.95 2,657.05 1,10,78,035
Sep, 2018 3,244.85 2,254.20 12,15,719 3,255.15 2,252.40 1,18,53,633
Oct, 2018 2,450.00 1,796.75 27,04,487 2,447.90 1,794.90 1,91,18,362
Nov, 2018 2,382.00 2,017.15 10,66,547 2,383.50 2,017.40 1,01,56,854
Dec, 2018 2,409.55 2,001.30 7,63,551 2,410.00 2,010.00 93,05,984
Jan, 2019 2,409.00 2,001.05 12,37,170 2,410.00 2,001.00 1,20,91,482
Feb, 2019 2,349.95 2,037.00 8,98,189 2,349.00 2,025.10 1,01,99,652
Mar, 2019 2,767.75 2,328.05 6,67,033 2,772.65 2,319.00 1,00,20,005

Source: BSE and NSE Websites

Statutory Reports
H. Stock Performance vs S&P BSE Sensex and NIFTY 50
Performance of the Company’s equity shares on BSE and NSE relative to the BSE Sensitive Index (S&P BSE Sensex) and CNX Nifty (NIFTY
50) respectively are graphically represented in the charts below:

Average monthly closing price of the Company’s shares on BSE as Average monthly closing price of the Company’s shares on NSE as
compared to S&P BSE Sensex compared to NIFTY 50
190
190
170
170
150
150
130
130
110
110
Financial Statements

90
90
70
70
50
50
Apr May Jun Jul Aug Sep Oct Nov Dec Jan Feb Mar
Apr May Jun Jul Aug Sep Oct Nov Dec Jan Feb Mar 18 18 18 18 18 18 18 18 18 19 19 19
18 18 18 18 18 18 18 18 18 19 19 19
 PEL NSE Stock Price  NIFTY 50
 PEL BSE Stock Price  S&P BSE Sensex

Annual Report 2018-19 141


REPORT ON CORPORATE GOVERNANCE
• Liquidity transfers in physical form. Share transfers/transmissions
Shares of the Company are actively traded on BSE and NSE as is seen approved by the RTA and/or the authorised executives are
from the volume of shares indicated in the table containing stock placed before the duly empowered Administrative Committee
market data and hence ensure good liquidity for the investors. of the Directors/Board Meeting from time to time.

I. Share Transfer Agents In case of shares in electronic form, the transfers were
M/s. Link Intime India Pvt. Ltd. ('Link Intime'), are the Share processed by NSDL/Central Depository Services (India) Ltd.
Transfer Agents of the Company. The contact details of Link ('CDSL') through respective Depository Participants.
Intime are given below: In case of shares held in physical form, all transfers were
completed within 15 days from the date of receipt of complete
Link Intime India Pvt. Ltd. documents. As at March 31, 2019 there were no equity
C 101, 247 Park, L B S Marg, Vikhroli West, Mumbai-400 083. shares pending for transfer. There were no requests for
Tel: +91 22 4918 6000/4918 6270 dematerialisation of equity shares pending as on March 31,
Fax: +91 22 4918 6060 2019.
E-mail ID: [email protected]
The Company obtains from a Company Secretary in practice,
J. Share Transfer System (in physical segment) half yearly certificate of compliance with regards to share
For administrative convenience and to facilitate speedy transfer and other formalities as required under Regulation 40
approvals, authority has been delegated to the Share Transfer of the Listing Regulations and files a copy of the certificate with
Agents (RTA) and authorised executives to approve share the Stock Exchanges.

K. Distribution of Shareholding by size as on March 31, 2019


No. of Shares held No. of shareholders % to total no. of No. of shares % to total no. of shares
shareholders
1 to 100 88,132 72.67 22,70,445 1.23
101 to 200 10,460 8.62 14,83,076 0.80
201 to 500 13,772 11.36 42,99,126 2.33
501 to 1000 5,267 4.34 38,02,442 2.06
1001 to 5000 2,958 2.44 54,69,084 2.97
5001 to 10000 252 0.21 17,38,185 0.94
10001 to 20000 166 0.14 23,23,349 1.26
20001 to 30000 50 0.04 12,10,892 0.66
30001 to 40000 42 0.03 14,50,879 0.79
40001 to 50000 28 0.02 12,68,564 0.69
50001 to 100000 51 0.04 36,14,556 1.96
Above 100000 107 0.09 15,55,16,374 84.31
TOTAL 1,21,285 100.00 18,44,46,972 100.00

L. Dematerialisation of shares
As on March 31, 2019, 17,71,35,048 equity shares (96.04% of the total number of shares) are in dematerialised form as compared to
17,25,53,392 equity shares (95.72% of the total number of shares) as on March 31, 2018.

The Company’s shares are compulsorily traded in dematerialised form and are admitted in both the Depositories in India i.e. NSDL and
CDSL.

142 Piramal Enterprises Limited


M. Statement showing shareholding pattern as on March 31, 2019
Category of Shareholder No. of shareholders Total no. of shares % to total no. of shares
Shareholding of Promoter and Promoter Group 19 9,16,786,48 49.70
Non-Promoter – Non-Public

Strategic Overview
Piramal Enterprises Limited Senior Employees Welfare Trust 1 14,98,405 0.81
Public shareholding
Mutual Funds/UTI 49 6,09,237 0.33
Financial Institutions/Banks 26 1,00,93,572 5.47
Central Government/State Government(s) 1 213 0.00
Insurance Companies 1 8,50,000 0.46
Foreign Portfolio Investors (Corporate)/FIIs 463 4,95,48,107 26.86
Foreign Banks 1 333 0.00
Non-Institutions
Bodies Corporate 1,269 27,40,013 1.49
Individuals

Management Discussion & Analysis


Indian Public Shareholder 1,12,365 2,04,21,310 11.07
Others
(i) Non-Resident Indians 2,897 4,34,168 0.24
(ii) Non Resident Indians - Non Repatriable 1,519 5,87,580 0.32
(iii) Foreign Companies 2 43,16,911 2.34
(iv) Overseas Bodies Corporate 1 3,946 0.00
(v) Clearing Member 415 5,62,501 0.30
(vi) Trusts 45 83,375 0.05
(vii) Foreign Nationals 2 175 0.00
(viii) Hindu Undivided Family 2,207 4,20,054 0.23
(ix) Unclaimed Suspense Account 1 14,588 0.01
(x) IEPF 1 5,83,836 0.32

Board & Management Profiles


Total Public Shareholding 1,21,265 9,12,69,919 49.49
Total 1,21,285 18,44,46,972 100.00

N. O
 utstanding GDRs/ADRs/Warrants or any convertible Company mandates the centralised treasury function to hedge
instruments conversion date and likely impact on Equity the same basis its view on interest rate movement.
As on March 31, 2019, 3,54,655 Compulsorily Convertible The Company has adequate risk assessment and minimisation
Debentures ('CCDs') convertible into 1,41,86,200 equity shares system in place for commodities. The Company does not have
of ₹ 2 each of the Company were outstanding. The Maturity material exposure of any commodity and accordingly, no
Date for conversion of CCDs into equity shares of ₹ 2 each of the hedging activities for the same are carried out. Therefore, there
Company was April 19, 2019. As on April 26, 2019 all the CCDs is no disclosure to offer in terms of SEBI circular no. SEBI/HO/
have been converted into equity shares. CFD/CMD1/CIR/P/2018/0000000141 dated November 15, 2018.

Statutory Reports
O. C
 ommodity Price Risk or Foreign Exchange Risk and P. Credit Ratings for Debt Instruments
Hedging Activities The Credit Ratings reaffirmed/assigned to the debt instruments
The Company is exposed to Currency Risk arising from its trade of the Company during the financial year 2018-19 are given
exposures and Capital receipt/payments denominated, in other below:
than the Functional Currency. The Company has a detailed
Instrument Credit Rating
policy which includes setting of the recognition parameters,
benchmark targets, the boundaries within which the treasury ICRA CARE
has to perform and also lays down the checks and controls to Non-Convertible Debentures AA (Stable) CARE AA (Stable)
ensure the continuing success of the treasury function. (Re-affirmed) (Re-affirmed)
Market Linked PP-MLD ICRA AA -
The Company has defined strategies for addressing the risks Non-Convertible Debentures (Stable)
Financial Statements

for each category of exposures (e.g. for exports, for imports, Short Term Non-Convertible - CARE A1+
for loans, etc.). The centralised treasury function aggregates Debentures
the foreign exchange exposure and takes prudent measures Details relating to these Credit Ratings are also available on the
to hedge the exposure based on prevalent macro-economic website of the Company.
conditions.

The Company is also exposed to interest rate risks on foreign


currency loans which are based on floating rate pegged to LIBOR
and accordingly the Forex Risk Management Committee of the

Annual Report 2018-19 143


REPORT ON CORPORATE GOVERNANCE
Q. Plant Locations of the Company and its Subsidiaries The voting rights on such unclaimed/outstanding shares lying in the
India: suspense account as on March 31, 2019 have been frozen and will
• Plot No. K-1, Additional M.I.D.C, Mahad, District Raigad, remain frozen till the rightful owner claims the shares.
402 302, Maharashtra.
• Plot No. 67-70, Sector II, Pithampur, District Dhar, 454 775, S. T ransfer of Unpaid/Unclaimed Dividend and Shares to
Madhya Pradesh. Investor Education and Protection Fund
• Digwal Village, Kohir Mandal, Sangareddy District, Pursuant to the provisions of Sections 124, 125 and other
Zaheerabad, 502 321, Telangana. applicable provisions, if any, of the Act, read with the Investor
• Ennore Express Highway, Ernavur Village, Ennore, Chennai Education and Protection Fund Authority (Accounting, Audit,
600 057, Tamil Nadu. Transfer and Refund) Rules, 2016, (hereinafter referred to
• Light Hall, A wing, Hiranandani Business Park, Saki Vihar as ‘IEPF Rules’), the amount of dividend remaining unpaid/
Road, Chandivali, Andheri (East), Mumbai - 400 072, unclaimed for a period of seven years from the date of transfer
Maharashtra. to the unpaid dividend account, is required to be transferred
• Plot Nos.18 and 19 - PHARMEZ, Village Matoda, to the Investor Education and Protection Fund (‘the IEPF’). In
Sarkhejbawala, NH 8A, Taluka Sanand, Ahmedabad - 382 213, pursuance of this, the dividend remaining unclaimed in respect
Gujarat. of dividends declared upto the financial year ended March 31,
2011 have been transferred to the IEPF.
Overseas:
Piramal Healthcare UK Limited Further, in terms of Section 124(6) of the Act, read with the IEPF
• Whalton Road, Morpeth, Northumberland, NE61 3YA, UK Rules, all the shares in respect of which dividend has remained
• Earls Road, Grangemouth, Stirlingshire, FK 38XG, Scotland, UK unpaid/unclaimed for seven consecutive years or more from the
date of transfer to the unpaid dividend account are required to
Piramal Healthcare (Canada) Limited be transferred to the demat account of the Investor Education
110, Industrial Parkway North, Aurora, and Protection Fund Authority (‘IEPFA’). Accordingly, all the
Ontario, L4G 3H4, Canada. shares in respect of which dividends were declared upto the
Piramal Critical Care Inc. financial year ended March 31, 2011 and remained unclaimed
3950 Schelden Circle, Brodhead Road, for a continuous period of seven years have been transferred to
Bethlehem, PA 18017, USA. the demat account of IEPFA.

Piramal Pharma Solutions Inc. The details of unpaid/unclaimed dividend and equity shares
1575 McGrathiana Parkway, Lexington, Kentucky, 40511, USA. so transferred are uploaded on the website of the Company
at http://www.piramal.com/investor/overview as well as that
Ash Stevens LLC of the Ministry of Corporate Affairs, Government of India at
18655 Krause Street, Riverview, MI 48193, USA www.mca.gov.in.

R. D
 isclosures with respect to the Demat Suspense During the financial year 2018-19, the Company had transferred
Account/Unclaimed Suspense Account ` 1,95,36,751 of unpaid/unclaimed dividends and 49,834 shares
In accordance with the requirement of Regulation 34(3) and to IEPFA.
Part F of Schedule V of Listing Regulations, the Company reports In the interest of shareholders, the Company sends periodic
the following details in respect of equity shares lying in the reminders to the individual shareholders to claim their dividends
suspense account: in order to avoid transfer of dividend/shares to the IEPFA.
Particulars Number of Number of
shareholders equity shares The following table provides the due dates for the transfer of
Aggregate number of shareholders 2,681 14,762 outstanding unpaid/unclaimed dividend by the Company as on
and the outstanding shares in the March 31, 2019:
suspense account lying as on
Financial Year Date of declaration Due date for
April 1, 2018 of Dividend transfer
Shareholders who approached the 21 174
Company for transfer of shares from 2011-12 July 19, 2012 August 19, 2019
suspense account and to whom 2012-13 July 25, 2013 August 25, 2020
shares were transferred during the 2013-14 July 25, 2014 August 25, 2021
year 2014-15 August 6, 2015 September 6, 2022
Aggregate number of shareholders 2,660 14,588 2015-16 (Interim) March 9, 2016 April 9, 2023
and the outstanding shares in the 2016-17 August 1, 2017 September 1, 2024
suspense account lying as on 2017-18 July 30, 2018 August 30, 2025
March 31, 2019

144 Piramal Enterprises Limited


T. Address for Correspondence with the Company “I hereby confirm that the Company has obtained from all the
Registered Office: Members of the Board and Senior Management Personnel,
Piramal Ananta, Agastya Corporate Park, Opposite Fire Brigade, affirmation that they have complied with the Codes of Conduct
Kamani Junction, LBS Marg, Kurla West, Mumbai - 400 070. and Ethics for Directors and Senior Management of the

Strategic Overview
Tel.: (91 22) 3802 3083 Company in respect of the financial year 2018-19.”
Fax: (91 22) 3802 3084
Vijay Shah
9. SUBSIDIARY COMPANIES Executive Director
The subsidiaries of the Company function independently, with Copies of the aforementioned Codes have been put
adequately empowered Boards of Directors. on the Company’s website and can be accessed at
http://www.piramal.com/investor/overview.
Policy for Material Subsidiaries
A Policy for determining Material Subsidiaries has been 11. C ODE FOR PREVENTION OF INSIDER
formulated in compliance with the requirements of
Regulation 16 of the Listing Regulations. This Policy has been
TRADING
The Company has adopted the revised Code of Conduct to

Management Discussion & Analysis


uploaded on the website of the Company and can be accessed
at http://www.piramal.com/investor/overview. regulate, monitor and report trading by designated persons in
securities of the Company and code of practices and procedures
10. CODE OF CONDUCT for fair disclosures of unpublished price sensitive information in
The Board has laid down a Code of Conduct and Ethics for terms of SEBI (Prohibition of Insider Trading) Regulations, 2015
the Board Members and Senior Management Personnel of as amended from time to time.
the Company. All Board Members and Senior Management
Personnel have affirmed compliance with the Code of Conduct 12. C ERTIFICATE ON CORPORATE GOVERNANCE
for financial year 2018-19. Requisite declaration signed by the Certificate from M/s. N. L. Bhatia & Associates, Practicing
Executive Director to this effect is given below. Company Secretaries, confirming compliance with the
conditions of Corporate Governance as stipulated under the
Listing Regulations, is attached to the Board’s Report forming

Board & Management Profiles


part of the Annual Report.

Statutory Reports
Financial Statements

Annual Report 2018-19 145


BOARD'S REPORT
Dear Shareholders,

Your Directors have pleasure in presenting the 72nd Annual Report on the business and operations of the Company and the Audited Financial
Statements for the financial year ended March 31, 2019.

(` in Crores)
Consolidated Standalone
Particulars
FY2019 FY2018 FY2019 FY2018
Net Sales 13,215.34 10,639.35 3,671.40 3,296.95
Non-operating other income 312.80 259.53 446.32 639.79
Total income 13,528.14 10,898.88 4,117.72 3,936.74
Other Expenses 6,120.74 5,479.48 1,993.55 2,082.16
OPBIDTA 7,407.40 5,419.40 2,124.17 1,854.58
Interest Expenses 4,409.74 2,978.30 1,496.61 989.55
Depreciation 520.15 477.33 131.18 111.58
Profit before tax & exceptional items 2,477.51 1,963.77 496.38 753.45
Exceptional items expenses 465.64 - 1,287.96 -
Income tax 861.13 (2,876.42) 70.40 234.98
Net Profit/ (Loss) after tax 1,150.74 4,840.19 (861.98) 518.47
Share of Net profit of Associates and Joint ventures 319.38 280.09
Net Profit/ (Loss) after tax and after Share of Net profit of Associates and Joint 1,470.12 5,120.28 (861.98) 518.47
ventures
Net Profit/ (Loss) Margin % 11.12% 48.12% (23.48%) 15.72%
Normalised Net Profit1 1,935.76 1,551.10 425.98 518.47
Normalised Net Profit Margin % 14.65% 14.58% 11.60% 15.72%
Basic EPS 74.16 281.75 (43.40) 28.52
Diluted EPS (₹/share)2 73.86 281.67 (43.40) 28.51
Normalised Basic EPS (₹/share)1 97.61 85.40 21.45 28.52
Normalised Diluted EPS (₹/share)1 97.21 85.37 21.36 28.51
Notes:
1. FY2019 normalised net profit excludes non-recurring and non-cash accounting charge towards sale of the Imaging business & non-recurring exceptional item. FY2018 normalised net
profit after tax excludes synergies on account of merger of subsidiaries in the financial services segment.

2. Diluted EPS for March 31, 2019 and March 31, 2018 have been restated for effect of Rights Issue.

DIVIDEND into equity shares in the ratio of 40 equity shares of the face
The Board has recommended dividend of ` 28 (Rupees Twenty Eight value of ` 2 each per CCD;
only) i.e. @ 1400% per equity share of the face value of ` 2 each for 2. allotted 11,298 equity shares of the face value of ` 2 each at an
the financial year ended March 31, 2019. issue price of ` 2,380 per share (including premium of ` 2,378
The dividend declared by the Company for the financial year ended per share) out of the Rights equity shares reserved for CCD
March 31, 2019 is in compliance with the Dividend Distribution Policy holders [as per Regulation 53 of erstwhile SEBI (Issue of Capital
of the Company. and Disclosure Requirements) Regulations, 2009 (‘SEBI ICDR’)]
and the Rights equity shares were kept in abeyance under the
As per Regulation 43A of the Securities and Exchange Board of Rights Issue made by the Company vide Letter of Offer dated
India (Listing Obligations and Disclosure Requirements) Regulations, February 1, 2018. As on March 31, 2019, 7,88,764 Rights equity
2015 (‘Listing Regulations’), the Company has adopted a Dividend shares were reserved for the CCD Holders [as per Regulation 53
Distribution Policy which is enclosed as Annexure A to this Report of SEBI ICDR] and 24,639 Rights equity shares were in abeyance.
and is also available on the website of the Company at
www.piramal.com. Subsequent to the year end, the Company had issued and allotted
1,42,03,785 equity shares of face value of ` 2 each upon conversion
SHARE CAPITAL of CCDs and issue of Rights equity shares. Accordingly, the issued
During the year under review, the Company had: share capital of the Company stood at ` 39,88,93,150 made up of
19,94,46,575 equity shares of ` 2 each and the subscribed and paid
1. issued and allotted 41,62,000 equity shares of the face value – up share capital of the Company was at ` 39,73,01,514 made up of
of ` 2 each pursuant to conversion of 1,04,050 Compulsorily 19,86,50,757 equity shares of ` 2 each.
Convertible Debentures (‘CCDs’). The CCDs were convertible

146 Piramal Enterprises Limited


UTILISATION OF ISSUE PROCEEDS Launch of Cinacalcet by the Company’s partner, Slate Run
There has been no deviation in the utilisation of issue proceeds of Pharmaceuticals, in USA
Qualified Institutional Placement of CCDs, from the Objects stated in In March 2019, one of the Company’s partners for its global pharma
businesses - Slate Run Pharmaceuticals LLC., launched generic

Strategic Overview
the Placement Document dated October 17, 2017.
Cinacalcet Hydrochloride tablets (30mg, 60mg and 90mg) in the
Also, there has been no deviation in the utilisation of Rights Issue United States of America. Cinacalcet tablets are indicated for
proceeds from the Objects stated in the Letter of Offer dated treatment of secondary hyperthyroidism (HPT) in adult chronic
February 1, 2018. kidney disease patients on dialysis and hypercalcemia in adult
patients with parathyroid carcinoma.
CHANGES IN SUBSIDIARIES, JOINT VENTURES
AND ASSOCIATE COMPANIES Scheme of Amalgamation between Piramal Phytocare Ltd.
Changes in subsidiaries, joint ventures and/ or associate companies (PPL) and Piramal Enterprises Ltd. (PEL)
during the year under review are listed in Annexure B to this Report. In May 2018, the Board of Directors of the Company had approved
the draft Scheme of Amalgamation between PPL (‘Transferor
FINANCIAL DETAILS OF SUBSIDIARIES, JOINT Company’) and PEL (‘Transferee Company’) and their respective

Management Discussion & Analysis


shareholders (‘the Scheme’). Upon the Scheme being approved by
VENTURES AND ASSOCIATE COMPANIES the National Company Law Tribunal (‘NCLT’), PEL will issue and allot 1
Pursuant to the provisions of Section 129(3) of the Companies Act, (one) fully paid up equity share of face value of ` 2 each for every 70
2013 (the ‘Act’), a statement containing salient features of the (seventy) fully paid up equity shares having face value of ` 10 each
financial statements of subsidiaries, associates and joint venture held by the equity shareholders of PPL, as on the Record Date which
companies in Form AOC-1 is attached to the financial statements. will be determind for this purpose.
The separate audited financial statements of the subsidiaries shall
be kept open for inspection at the Registered Office of the Company The Scheme was approved by the requisite majority of the equity
during working hours for a period of 21 days before the date of the shareholders of the Company (including public shareholders) at the
Annual General Meeting. NCLT convened meeting of the shareholders held on April 2, 2019.
The details are provided under the Report on Corporate Governance
The separate financial statements of the subsidiaries are also forming part of this Annual Report.

Board & Management Profiles


available on the website of the Company at www.piramal.com and
will also be made available upon request of any Member of the Apart from the updates mentioned above, there were no significant
Company who is interested in obtaining the same. events after the balance sheet date.

SIGNIFICANT EVENTS DURING THE FINANCIAL OPERATIONS REVIEW


YEAR 2019 Standalone
Sold Piramal Imaging SA to Alliance Medical Group Total income from operations on a standalone basis for the year
In June 2018, relevant agreements were executed by Piramal grew by 11.36% to ` 3,671.40 Crores as compared to ` 3,296.95
Holdings (Suisse) SA (wholly-owned subsidiary of the Company) Crores in FY2018. Profit before interest, depreciation and tax for
concluding the sale of the Imaging business comprising of Piramal FY2019 on a standalone basis grew by 14.54% to ` 2,124.17 Crores
Imaging SA and its subsidiaries Piramal Imaging Ltd. and Piramal as compared to ` 1,854.58 Crores in FY2018. In June 2018, the

Statutory Reports
Imaging GmbH to Alliance Medical Group (AMG). The sale of the Company’s wholly owned subsidiary, Piramal Holdings (Suisse)
business resulted in a non-recurring and non-cash accounting charge SA (‘PHSA’) sold its entire ownership interest in its wholly owned
of ` 452 Crores towards Imaging Assets. subsidiary Piramal Imaging SA and its subsidiaries. Consequently,
the Company’s cost of equity investment in PHSA amounting to
Supreme Court exempted Saridon from the list of banned ` 1,287.96 Crores has been provided for. Net Loss for the year was
FDCs ` 861.98 Crores as compared to Net Profit of ` 518.47 Crores in
In February 2019, the Supreme Court of India ruled in favour of FY2018.
Saridon, a heritage brand from the healthcare product portfolio
of the Company, exempting its formulation from the list of banned Consolidated
FDCs (Fixed Dose Combinations). Saridon is amongst India’s most The Company’s consolidated revenue grew by 24% to ₹ 13,215
widely distributed analgesic tablets with a strong distribution Crores in FY2019 as compared with ₹ 10,639 Crores in FY2018. The
Financial Statements

network across 9 lakh outlets in India. rise in revenue is primarily driven by growth in Financial Services
segment. Revenue generated in foreign currencies is 40% of the
Company’s FY2019 revenue.

Annual Report 2018-19 147


BOARD'S REPORT
A detailed discussion on operations for the year ended March 31, Piramal Critical Care Deutschland GmbH
2019 is provided in the Management Discussion and Analysis Report, Net sales of Piramal Critical Care Deutschland GmbH for FY2019
which is presented in a separate section forming part of this Annual were at ` 17.14 Crores. Loss before interest, depreciation and tax
Report. for the year was at ` 9.50 Crores. Piramal Critical Care Deutschland
GmbH reported a net loss of ` 10.79 Crores for the year.
SUBSIDIARY COMPANIES
Piramal Critical Care BV
Piramal Healthcare Inc. [Consolidated] Net sales of Piramal Critical Care BV for FY2019 were at ` 1.62 Crores
Piramal Healthcare Inc. [consolidated] includes financials of its wholly and the entity reported a net loss of ` 4.34 Crores for the year.
owned subsidiaries Piramal Critical Care Inc. and Piramal Pharma
Inc. Net sales of Piramal Healthcare Inc. [consolidated] for FY2019 Piramal Capital & Housing Finance Limited
were at ` 1,189.04 Crores. Profit before interest, depreciation and Income from operations for FY2019 was at ` 5,454.84 Crores. Profit
tax for the year was at ` 342.16 Crores. Piramal Healthcare Inc. before depreciation and tax for the year was at ` 2,218.32 Crores.
[consolidated] reported a net profit of ` 167.56 Crores for the year. Piramal Capital & Housing Finance Limited reported a net profit of
` 1,442.56 Crores for the year.
PEL Pharma Inc. [Consolidated]
PEL Pharma Inc. [consolidated] includes financials of its wholly Piramal Fund Management Private Limited [Consolidated]
owned subsidiaries Piramal Pharma Solutions Inc. and Ash Stevens Piramal Fund Management Private Limited [consolidated] includes
LLC. Net sales of PEL Pharma Inc. [consolidated] for FY2019 were at financials of Indiareit Investment Management Co., Piramal Asset
` 371.80 Crores. Loss before interest, depreciation and tax for the Management Private Limited and Asset Resurgence Mauritius
year was at ` 12.52 Crores. PEL Pharma Inc. [consolidated] reported Manager. Income from operations for FY2019 was at ` 51.68 Crores.
a net loss of ` 79.95 Crores for the year. Loss before depreciation and tax for the year was at ` 47.36 Crores.
Piramal Fund Management Private Limited [consolidated] reported a
Piramal Dutch IM Holdco B.V. [Consolidated] net loss of ` 41.62 Crores for the year.
Piramal Dutch IM Holdco B.V. [consolidated] includes financials of
its wholly owned subsidiaries PEL-DRG Dutch Holdco B.V. and the Piramal Securities Limited
Decision Resources Group. Net sales of this group for FY2019 were Piramal Securities Limited has received its merchant banking license
at ` 1,330.74 Crores. Profit before interest, depreciation and tax for from SEBI in January 2019. It had no Income from operations for
the year was at ` 233.96 Crores. Net loss for the year was at ` 217.98 FY2019. Loss before depreciation and tax for the year was at ` 15.24
Crores for the year. Crores. Piramal Securities Limited reported a net loss of ` 15.27
Crores for the year.
Piramal Healthcare UK Limited
Net sales of Piramal Healthcare UK Limited for FY2019 were at PHL Fininvest Private Limited
` 789.01 Crores. Profit before interest, depreciation and tax for the Income from operations for FY2019 was at ` 571.03 Crores. Profit
year was at ` 98.62 Crores. Piramal Healthcare UK Limited reported before depreciation and tax for the year was at ` 88.91 Crores. PHL
a net profit of ` 65.36 Crores for the year. Fininvest Private Limited reported a net profit ` 78.00 Crores for the
year.
Piramal Healthcare (Canada) Limited
Net sales of Piramal Healthcare (Canada) Limited for FY2019 were Searchlight Health Private Limited
at ` 251.26 Crores. Profit before interest, depreciation and tax for Income from operations for FY2019 was at ` 1.45 Crores. Loss before
the year was at ` 75.55 Crores. Piramal Healthcare (Canada) Limited Finance cost, depreciation and tax for the year was at ` 5.91 Crores.
reported a net profit of ` 68.88 Crores for the year. Searchlight Health Private Limited reported a net loss of ` 6.07
Crores for the year.
Piramal Critical Care Limited
Net sales of Piramal Critical Care Limited for FY2019 were at JOINT VENTURES AND ASSOCIATE COMPANIES
` 678.58 Crores. Profit before interest, depreciation and tax for the Investment in joint ventures and associates are accounted for
year was at ` 283.34 Crores. Piramal Critical Care Limited reported a using the equity method of accounting. Under the equity method
net profit of ` 10.42 Crores for the year. of accounting, the investments are initially recognised at cost and
adjusted thereafter to recognise the Company’s share of post-
Piramal Critical Care Italia SPA acquisition profits or losses and other comprehensive income of
Net sales of Piramal Critical Care Italia SPA for FY2019 were at joint ventures and associates. Dividends received or receivable from
` 38.56 Crores. Profit before interest, depreciation and tax for the associates or joint ventures are recognised as a reduction in the
year was at ` 2.90 Crores. Piramal Critical Care Italia SPA reported a carrying amount of the investment.
net profit of ` 0.97 Crores for the year.
Convergence Chemicals Private Limited is a 51:49 joint venture
Piramal Critical Care South Africa (Pty.) Ltd. between the Company and Navin Fluorine International Limited
Net sales of Piramal Critical Care South Africa for FY2019 were at set up to develop, manufacture and sell speciality fluorochemicals.
` 12.26 Crores. Profit before interest, depreciation and tax for the Share of profit (including consolidation adjustments) considered in
year was at ` 0.68 Crores. Piramal Critical Care Italia SPA reported a consolidation for FY2019 amounts to ` 1.79 Crores.
net profit of ` 1.17 Crores for the year.
148 Piramal Enterprises Limited
The Company has an effective 20% equity stake in Shriram Capital CONSERVATION OF ENERGY, TECHNOLOGY
Limited. Share of profit of Shriram Capital Limited considered in
consolidation for FY2019 amounts to ` 274.62 Crores.
ABSORPTION AND FOREIGN EXCHANGE
EARNINGS AND OUTGO

Strategic Overview
The Company owns 49% equity stake in Allergan India Private Particulars regarding Conservation of energy, technology absorption
Limited. Share of profit of Allergan India Private Limited considered and foreign exchange earnings and outgo are given as Annexure D to
in consolidation for FY2019 amounts to ` 50.99 Crores. this Report.
The Company’s share of profit of ` 1.00 Crore in Bluebird Aero
Systems Limited (Associate Company) has been considered in EXTRACT OF ANNUAL RETURN
consolidation for FY2019. The extract of the Annual Return for FY2019 is given in Annexure E
in the prescribed Form No. MGT-9, which is a part of this Report. The
India Resurgence ARC Private Limited is a 50:50 joint venture same is also available on http://www.piramal.com/investor/overview.
between the Company and Bain Capital Credit India Investments
(a company existing under the laws of the Republic of Mauritius). DIRECTORS AND KEY MANAGERIAL PERSONNEL
The share of loss of India Resurgence ARC Private Limited has been In accordance with the provisions of the Act and the Articles of

Management Discussion & Analysis


considered in consolidation for FY2019 and amounts to ` 0.32 Association of the Company, Dr. (Mrs.) Swati A. Piramal (DIN:
Crores. 00067125) retires by rotation at the ensuing AGM and being eligible
offers herself for re- appointment. The Board recommends her re-
India Resurgence Asset Management Business Private Limited is a appointment for the consideration of the Members of the Company
50:50 joint venture between the Company and Bain Capital Credit at the ensuing AGM.
India Investments. The share of loss of India Resurgence Asset
Management Business Private Limited has been considered in The Board of Directors had, on the recommendation of Nomination
consolidation for FY2019 and amounts to ` 9.87 Crores. and Remuneration Committee, appointed Mrs. Arundhati
Bhattacharya (DIN: 02011213) as an Additional Director of the
DEPOSITS FROM PUBLIC Company and also as an Independent Director, not liable to retire
The Company has not accepted any deposits from the public and as by rotation, for a term of 5 years i.e. from October 25, 2018 to
such, no amount of principal or interest was outstanding as on the October 24, 2023, subject to approval of the Members. In line

Board & Management Profiles


balance sheet date. with the Act and the Articles of Association of the Company,
Mrs. Bhattacharya is eligible to be appointed as an Independent
STATUTORY AUDITORS AND AUDITORS’ REPORT Director at the ensuing AGM.
The Auditors Report does not contain any qualification, reservation
or adverse remark on the financial statements for the year ended The Company has received declarations from all its Independent
March 31, 2019. The Notes on financial statements referred to in the Directors, confirming that they meet the criteria of independence as
Auditors’ Report are self-explanatory and do not call for any further prescribed under Section 149(6) of the Act and Regulation 16(1)(b) of
comments. the Listing Regulations.

In accordance with Section 139 of the Act, M/s Deloitte Haskins BOARD EVALUATION
& Sells LLP (‘Deloitte’), Chartered Accountants (Firm Registration Evaluation of performance of all Directors is undertaken annually.
Number 117366W/W-100018), were appointed by the shareholders The Company has implemented a system of evaluating performance

Statutory Reports
of the Company at the Annual General Meeting held on August 1, of the Board of Directors and of its Committees and the Non-
2017, as Statutory Auditors for a period of 5 years to hold office until Executive Directors on the basis of a structured questionnaire which
the conclusion of the 75th Annual General Meeting ('AGM') of the comprises evaluation criteria taking into consideration various
Company to be held in the year 2022. performance related aspects. The performance of the Executive
Directors is evaluated on the basis of achievement of their Key Result
The Ministry of Corporate Affairs vide its Notification dated May 7, Areas.
2018, has dispensed with the requirement of ratification of Auditor’s
appointment by the shareholders, every year. Hence, approval of The Board of Directors has expressed its satisfaction with the
the Shareholders for the ratification of Auditor’s appointment is not evaluation process.
being sought at the ensuing AGM.
NUMBER OF MEETINGS OF THE BOARD OF
Deloitte has furnished a certificate of their eligibility and consent
Financial Statements

under Sections 139(1) and 141 of the Act and the Rules framed
DIRECTORS
thereunder for their continuance as Statutory Auditors of the During the year, five Board Meetings were convened and held,
Company for the financial year 2019-20. details of which are given in the Report on Corporate Governance
forming part of the Annual Report.
CORPORATE SOCIAL RESPONSIBILITY
The annual report on Corporate Social Responsibility (CSR) including
a brief outline of the CSR Policy and the activities undertaken during
the FY2019 is enclosed as Annexure C to this Report. The CSR policy
is available on the website of the Company at www.piramal.com.

Annual Report 2018-19 149


BOARD'S REPORT

VIGIL MECHANISM/ WHISTLE BLOWER POLICY Details of the Nomination Policy and the Remuneration Policy are
given in Annexure F to this Report and the weblink to the same is
FOR DIRECTORS AND EMPLOYEES http://www.piramal.com/investor/overview.
The Company has established a Vigil Mechanism, which includes a
Whistle Blower Policy, for its Directors and Employees, to provide a PARTICULARS OF LOANS, GUARANTEES OR
framework to facilitate responsible and secure reporting of
concerns of unethical behavior, actual or suspected fraud or
INVESTMENTS
violation of the Company’s Code of Conduct & Ethics. The details of Reference may be made to Note nos. 6 and 13 of the standalone
establishment of Vigil Mechanism/ Whistle Blower Policy are financial statements for loans to bodies corporate and Note no. 39
posted on the website of the Company and the weblink to the same for guarantees provided by the Company.
is http://www.piramal.com/investor/overview. As regards details of Investments in bodies corporate are given in
Note no. 4 of the standalone financial statements.
AUDIT & RISK MANAGEMENT COMMITTEE
The Audit & Risk Management Committee comprises of the following RELATED PARTY TRANSACTIONS
three members, all of whom are Independent Directors: During the year, the Company had entered into contract/
1. Mr. N. Vaghul – Chairman arrangement/ transaction with related parties which were on arms’
2. Mr. Keki Dadiseth length basis but which were considered material in accordance with
3. Dr. R.A. Mashelkar the definition of materiality as included in the policy of the Company
on Related Party Transaction. Accordingly, the disclosure of Related
Further details on the Audit & Risk Management Committee are Party Transactions as required under Section 134(3)(h) of the Act in
provided in the Report on Corporate Governance forming part of the Form AOC-2 is enclosed as Annexure G to this Report.
Annual Report.
Systems are in place for obtaining prior omnibus approval of
NOMINATION AND REMUNERATION POLICIES the Audit & Risk Management Committee on an annual basis for
The Board of Directors has approved a Policy which lays down a transactions with related parties which are of a foreseeable and
framework for selection and appointment of Directors and Senior repetitive nature. The transactions entered into pursuant to the
Management and for determining qualifications, positive attributes omnibus approval so granted and a statement giving details of all
and independence of Directors. transactions with related parties are placed before the Audit & Risk
Management Committee for their review on a periodic basis.
The Board has also approved a Policy relating to remuneration of
Directors, members of Senior Management and Key Managerial The Company has formulated a policy for dealing with related party
Personnel. transactions which is also available on website of the Company at
http://www.piramal.com/investor/overview.

MANAGERIAL REMUNERATION
A) Remuneration to Directors and Key Managerial Personnel
i. The percentage increase in remuneration of each Director, Chief Financial Officer and Company Secretary during FY2019 and the
ratio of the remuneration of each Director to the median remuneration of the employees of the Company for FY2019 are as under:
Sr. Name of Director/ KMP and Designation Remuneration of % increase/ Ratio of
No. Director/ KMP decrease in remuneration of
for FY2019 Remuneration in each Whole – Time
(` in Lakhs) FY2019 Director to median
remuneration of
employees
1. Ajay G. Piramal 1,214.98 8.01% 291.34
Chairman
2. Swati A. Piramal 544.97 8.02% 130.68
Vice – Chairperson
3. Nandini Piramal 409.42 8.06% 98.18
Executive Director
4. Vijay Shah 649.12 2.71% 155.66
Executive Director
5. Anand Piramal N.A. N.A. N.A.
Non – Executive Director
6. Gautam Banerjee 31 N.A. N.A.
Independent Director
7. Keki Dadiseth 35 N.A. N.A.
Independent Director

150 Piramal Enterprises Limited


Sr. Name of Director/ KMP and Designation Remuneration of % increase/ Ratio of
No. Director/ KMP decrease in remuneration of
for FY2019 Remuneration in each Whole – Time
(` in Lakhs) FY2019 Director to median

Strategic Overview
remuneration of
employees
8. S. Ramadorai 31 N.A. N.A.
Independent Director
9. Deepak Satwalekar 36.5 N.A. N.A.
Independent Director
10. R. A. Mashelkar 37 N.A. N.A.
Independent Director
11. Goverdhan Mehta 33 N.A. N.A.
Independent Director
12. Siddharth Mehta 31.5 N.A. N.A.
Independent Director
13. N. Vaghul 38 N.A. N.A.
Independent Director

Management Discussion & Analysis


14. Arundhati Bhattacharya$ 2.5 N.A. N.A.
Independent Director
15. Vivek Valsaraj 179.57 22.64% N.A.
Chief Financial Officer
16. Leonard D’Souza 100.88 6.64% N.A.
Company Secretary

Note:
1. Independent Directors are entitled to sitting fees and commission as per the statutory provisions and within the limits approved by shareholders. Remuneration details for Independent
Directors in the above table, is comprised of sitting fees and commission. Details in the corresponding columns are applicable for Whole-Time Directors and KMPs.
2. Mr. Vijay Shah, Mr. Vivek Valsaraj and Mr. Leonard D’Souza also receive ESOPs under the Company’s ESOP Scheme.
3. Mr. Anand Piramal, Non-Executive Director does not receive any sitting fees or any other remuneration.
4. Remuneration details have been provided on the basis of remuneration/ commission paid during FY2019 and sitting fees for meetings attended during FY2019.

Board & Management Profiles


$ Appointed as an Additional Director (Non–Executive, Independent) w.e.f. October 25, 2018.

ii. The median remuneration of employees of the Company I) None of the Whole-Time Directors received any
during FY2019 was ` 4,17,024; commission nor any remuneration from any of the
Company’s subsidiaries.
iii. In the financial year, there was 8% increase in the median
remuneration of employees; II) The following details are given in the Report on Corporate
Governance forming part of this Annual Report:
iv. There were 4,017 permanent employees on the rolls of the
Company as on March 31, 2019; (i) all elements of remuneration package of all the
Directors;
v. Average percentage increase made in the salaries of
employees other than the managerial personnel in the last (ii) details of fixed component and performance linked

Statutory Reports
financial year i.e. FY2019 was 11%. As regards comparison incentives of Whole-Time Directors along with the
of Managerial Remuneration of FY2019 over FY2018, details performance criteria;
of the same are given in the above table at Sr. No. (i);
(iii) service contracts, notice period, severance fees of
vi. It is hereby affirmed that the remuneration paid is as per Whole- Time Directors;
the Remuneration Policy for Directors, Key Managerial
Personnel and other Employees. (iv) stock option details of Whole-Time Director;

III) Requisite details relating to ESOPs are available on the


B) Employee Particulars Company’s website, the weblink to which is
Details of employee remuneration as required under the http://www.piramal.com/investor/overview.
provisions of Section 197 of the Act and Rule 5(2) & 5(3) of
Companies (Appointment and Remuneration of Managerial SECRETARIAL AUDIT REPORT
Financial Statements

Personnel) Rules, 2014 is provided in a separate statement Pursuant to the provisions of Section 204 of the Act and the Rules
and forms part of the Annual Report. Further, this Report made thereunder, the Company has appointed M/s. N. L. Bhatia
is being sent to the Members excluding the said statement. & Associates, Practicing Company Secretaries as the Secretarial
The said statement is available for inspection by Members at
the Registered Office of the Company during working hours
upto the date of the AGM and shall be made available to any
Member on request. The said statement is also available on the
Company’s website, the weblink to which is
http://www.piramal.com/investor/overview.

Annual Report 2018-19 151


BOARD'S REPORT
Auditor of the Company. The Secretarial Audit Report is annexed as with the provisions of the Act for safeguarding the assets of
Annexure H and forms an integral part of this Report. The Secretarial the Company and for preventing and detecting fraud and other
Audit Report does not contain any qualification, reservation or irregularities;
adverse remark.
(d) the Directors have prepared the annual financial statements on
As per the requirements of the Listing Regulations, the material a going concern basis;
subsidiary of the Company viz. Piramal Capital and Housing
Finance Limited has undertaken secretarial audit for the (e) the Directors have laid down internal financial controls to
Financial Year 2018-19. be followed by the Company and that such internal financial
controls are adequate and operating effectively; and
CORPORATE GOVERNANCE CERTIFICATE (f) the Directors have devised proper systems to ensure
The Report on Corporate Governance as stipulated in the Listing compliance with the provisions of all applicable laws and that
Regulations forms part of the Annual Report. The requisite such systems are adequate and operating effectively.
Certificate from M/s. N. L. Bhatia & Associates, Practicing Company
Secretaries, confirming compliance with the conditions of Corporate COST AUDIT
Governance as stipulated under the Listing Regulations is annexed M/s. G.R. Kulkarni & Associates, Cost Accountants have been duly
hereto as Annexure I and forms part of this Report. appointed as Cost Auditors for conducting Cost Audit in respect
of products manufactured by the Company which are covered
RISK MANAGEMENT FRAMEWORK under the Cost Audit Rules for the financial year ending March 31,
The Company has a robust Risk Management framework to identify, 2020. They were also the cost auditors for the financial year ended
measure, manage and mitigate business risks and opportunities. This March 31, 2019. As required by Section 148 of the Act, necessary
framework seeks to create transparency, minimize adverse impact resolution has been included in the Notice convening the AGM,
on the business strategy and enhance the Company’s competitive seeking ratification by Members to the remuneration proposed
advantage. This risk framework thus helps in managing market, credit to be paid to the Cost Auditors for the financial year ending
and operational risks and quantifies potential impact at a Company March 31, 2020.
level. Further information on the risk management process of the
Company is contained in the Management Discussion & Analysis The Company is required to maintain cost records as specified
Report which forms part of this Annual Report. by the Central Government under Section 148(1) of the Act and
accordingly such accounts and records are made and maintained by
COMPLIANCE WITH SECRETARIAL STANDARDS the Company in the prescribed manner.
The Company complies with applicable secretarial standards.
BUSINESS RESPONSIBILITY REPORT
DIRECTORS’ RESPONSIBILITY STATEMENT The Business Responsibility Report of the Company for FY2019
Based on the framework of internal financial controls and systems of as required under Regulation 34(2)(f) of the Listing Regulations is
compliance which are established and maintained by the Company, enclosed as Annexure J to this Report.
audits conducted by the Internal, Statutory and Secretarial Auditors
including audit of internal financial controls over financial reporting DISCLOSURE UNDER THE SEXUAL HARASSMENT
by the Statutory Auditors and reviews by the Management and the OF WOMEN AT WORKPLACE (PREVENTION,
relevant Board Committees, including the Audit & Risk Management
Committee, the Board is of the opinion that the Company’s internal
PROHIBITION AND REDRESSAL) ACT, 2013
financial controls were adequate and effective during FY2019. The Company has always believed in providing a safe and harassment
free workplace for every individual working in Company’s premises
The Directors confirm to the best of their knowledge and ability, through various interventions and practices. The Company always
that: endeavors to create and provide an environment that is free from
discrimination and harassment including sexual harassment.
(a) in the preparation of the annual financial statements for the
year ended March 31, 2019, the applicable accounting standards The Company has in place a robust policy on prevention of sexual
have been followed with no material departures; harassment at workplace which is in line with the requirements
of the Sexual Harassment of Women at Workplace (Prevention,
(b) the Directors have selected such accounting policies and applied Prohibition and Redressal) Act, 2013. Internal Complaints Committee
them consistently and made judgments and estimates that are (‘ICC’) has been set up to redress complaints received regarding
reasonable and prudent so as to give a true and fair view of the sexual harassment. All employees (permanent, contractual,
state of affairs of the Company as at March 31, 2019 and of the temporary, trainees) are covered under this Policy. ICC has its
loss of the Company for the year ended on that date; presence at corporate office as well as at site locations.
(c) the Directors have taken proper and sufficient care for the The Policy is gender neutral. During the year under review, 1 (one)
maintenance of adequate accounting records in accordance complaint with allegation of sexual harassment was filed with ICC,

152 Piramal Enterprises Limited


detailed investigation was carried out and same was disposed-off as During the year under review, none of the Auditors of the Company
per the provisions of The Sexual Harassment of Women at Workplace have reported any fraud as specified under Section 143(12) of the
(Prevention, Prohibition and Redressal) Act, 2013. Act.

Strategic Overview
OTHERS ACKNOWLEDGEMENT
The Directors state that no disclosure or reporting is required in We take this opportunity to thank the employees for their dedicated
respect of the following items as there were no transactions related service and contribution to the Company.
to these items during the year under review:
We also thank our banks, business associates shareholders and other
1. Details relating to issue of sweat equity shares and shares with stakeholders for their continued support to the Company.
differential rights as to dividend, voting or otherwise, since there
was no such issue of shares; For and on behalf of the
2. No significant or material orders were passed by the Regulators Board of Directors
or Courts or Tribunals which impact the going concern status
and Company’s operations in future. Place: Mumbai

Management Discussion & Analysis


Date: April 26, 2019 Chairman

Board & Management Profiles


Statutory Reports
Financial Statements

Annual Report 2018-19 153


BOARD'S REPORT

ANNEXURE A

DIVIDEND DISTRIBUTION POLICY These are general indicative financial parameters. The Board
may consider other financial parameters which may not be
1. Regulatory Framework covered above.
The Securities and Exchange Board of India (“SEBI”) on July 8,
2016 inserted Regulation 43A in SEBI (Listing Obligations and 4. I nternal and external factors that shall be considered for
Disclosure Requirements) Regulations, 2015, which requires top declaration of dividend
five hundred listed companies (based on market capitalization of
every financial year) to formulate a Dividend Distribution Policy. Internal factors
i. Working capital requirements
Piramal Enterprises Limited (‘PEL’) being one of the top five ii. Capital expenditure requirement
hundred listed companies as per market capitalization as on the iii. Business expansion and growth
last day of the immediately preceding financial year, has framed iv. Capital required for Financial Services Business
this policy to comply with the requirements of the SEBI (Listing v. Additional investment in subsidiaries and associates of the
Obligations and Disclosure Requirements) Regulations, 2015. company
vi. Upgradation of technology and physical infrastructure
2. C
 ircumstances under which the Shareholders of the vii. Acquisition of brands and business
Company may or may not expect Dividend viii. Financial parameters referred to above.
The decision regarding dividend pay-out is a crucial decision
as it determines the amount of profit to be distributed among External factors
shareholders of the Company and the amount of profit to i. Economic environment
be retained in business. The decision seeks to balance the ii. Capital markets
dual objectives of appropriately rewarding shareholders iii. Global conditions
through dividends and retaining profits in order to maintain a iv. Statutory provisions and guidelines
healthy capital adequacy ratio to support future growth. The The Board may consider other internal and external factors,
shareholders of the Company may not expect dividend in the which may not be covered above.
following circumstances, subject to discretion of the Board of
Directors: 5. Utilization of Retained Earnings
i. Proposed expansion plans requiring higher capital The Board may retain its earnings in order to make better use
allocation of the available funds and/or increase shareholder value. The
ii. Decision to undertake any acquisitions, amalgamation, decision of utilization of the retained earnings of the Company
merger, joint ventures, new product launches, etc. which will be based on the following factors:
requires significant capital outflow i. Market expansion plan
iii. Requirement of higher working capital for the purpose of ii. Product expansion plan
business of the Company iii. Increase in production capacity
iv. Proposal for buy-back of securities or other corporate iv. Modernization plan
actions v. Diversification of business
v. In the event of loss or inadequacy of profit vi. Mergers & Acquisitions
However, the final decision for declaring dividend vests with the The Board may also consider other factors on the basis of which
Board, who may, decide to declare dividend despite existence of profits may be retained in the business.
the above circumstances.
6. P
 arameters that shall be adopted with regard to various
3. T he financial parameters that shall be considered while classes of shares
declaring dividend Since the Company has issued only one class of equity shares
The dividend pay-out decision of the Board depends upon the in its paid up share capital, with equal voting rights, all the
following financial parameters: members of the Company are entitled to receive the same
i. Operating cash flow of the Company amount of dividend per share. Specific parameters to be
ii. Profit earned during the year adopted for any other classes of shares that may be issued in
iii. Profit available for distribution future, shall be adopted at that time.
iv. Earnings Per Share (EPS)
v. Likelihood of crystalization of contingent liabilities, if any 7. Disclosures
vi. Creation of contingency fund The Dividend Distribution Policy shall be disclosed in the Annual
vii. Cost of external financing Report and will also be available on the website of the Company
viii. Past dividend payout ratio/ trends i.e. at www.piramal.com.

154 Piramal Enterprises Limited


ANNEXURE B

Strategic Overview
Changes in Company’s Subsidiaries, Joint Ventures and/ or Associate Companies during FY2019:

COMPANIES WHICH HAVE BECOME SUBSIDIARIES:


a) Piramal Securities Limited
b) Piramal Asset Management Private Limited
c) Piramal Capital International Limited
d) Piramal Pharma Solutions (Dutch) BV
e) Decision Resources Japan K.K.

COMPANIES WHICH HAVE CEASED TO BE SUBSIDIARIES:


a) Piramal Capital Limited

Management Discussion & Analysis


b) Piramal Finance Limited
c) Piramal Imaging SA
d) Piramal Imaging Limited
e) Piramal Imaging GmbH
f) Context Matters, Inc.
g) Activate Networks, Inc.

No entity has ceased to be a Joint Venture during FY2019.

No entity has become nor has ceased to be an Associate Company during FY2019.

ANNEXURE C

Board & Management Profiles


Annual Report on Corporate Social Responsibility activities positive change can occur, when the Company collaborates
for the financial year 2018-19 with likeminded partners and nurture projects that are scalable
ensuring a long term impact.

1. BRIEF OUTLINE OF THE COMPANY’S • Piramal Swasthya strives to provide accessible and affordable
CORPORATE SOCIAL RESPONSIBILITY healthcare across demographics with a stress on the most
vulnerable in society.
(‘CSR’) POLICY, INCLUDING OVERVIEW OF
PROJECTS OR PROGRAMS PROPOSED TO To implement this on the ground and make sure that healthcare
BE UNDERTAKEN AND A REFERENCE TO services reach the remotest sections of the country, Piramal
Swasthya provides three clinically certified services as follows:

Statutory Reports
THE WEB-LINK TO THE CSR POLICY AND
PROJECTS OR PROGRAMS. a. Health Information Helpline – A health contact centre
that acts as a medical advisor, counsellor and grievance
The CSR initiatives of the Company are either undertaken as addresser.
projects or programs or activities, whether new or ongoing, b. Telemedicine service which brings healthcare specialists
in line with the CSR Policy, or by way of providing donations, closer to the patient by using technology for connectivity
contributions or financial assistance to such projects or to other and communication.
CSR companies or entities undertaking such projects, as may c. Mobile Health Services where paramedics and healthcare
be permitted under the Companies Act, 2013 (‘the Act’) and experts, travel to remote locations in vans and try and
applicable Rules prescribed thereunder. address the humongous challenge of accessibility of
During the year ended March 31, 2019, the Company discharged healthcare in rural India.
Financial Statements

its CSR obligations through projects and programs of Piramal Key achievements during FY2019:
Foundation for Education Leadership and Piramal Swasthya
Management and Research Institute (‘Piramal Swasthya’) – Piramal Swasthya continued its outreach program with 286
(collectively referred to as ‘CSR entities’) in the education and Mobile Medical Units across 13 districts of Andhra Pradesh,
health sector. in collaboration with Government of Andhra Pradesh. The
objective was to extend the services of Public Health system by
The CSR entities develop innovative solutions to resolve issues using resources, where possible, in screening, making referrals,
that are critical roadblocks towards improving India’s health and mobilizing and following up with people with risk of chronic
education issues. The Company firmly believes that considerable diseases, those requiring Maternal or Child Healthcare services
and addressing minor ailment.

Annual Report 2018-19 155


BOARD'S REPORT
Piramal Swasthya also continued its Mother and Child initiative A total of 27,192 calls were completed to provide support to
for the remote tribal population in the Araku Valley in Andhra teachers and education officials.
Pradesh. This initiative aims to combat tribal healthcare
challenges and deliver primary healthcare to inaccessible tribal  uring FY2019 PFEL impacted more than 2,000 government
D
belts. Mobile health workers travel to remote habitations officials by expanding its State Transformation Program (STP)
while specialist doctor consultations are facilitated through to 10 states. The interventions of STP not only aims to improve
telemedicine centres. The Program’s Gosthani Nutrition processes of educational institution but enhance the motivation
intervention brings awareness of the importance and benefits of teachers and government officials as well.
of healthy and nutritious diet. Dedicated community nutrition T hrough the School Leadership and Development Program,
hubs have been set up to help prepare and preserve nutritional, PFEL has also partnered with the Government education
traditional and local, food items for families. The program is also department of Rajasthan and Haryana to improve the classroom
actively working with the Integrated Tribal Development Agency practices and leadership abilities of teachers and headmaster
and Integrated Child Development Services teams locally to of Government primary school. These interventions have led
address the challenges of the tribal location including initiatives to enhanced the learning outcomes of students in maths and
such as trainings and capacity building, community based language.
interventions for better engagement, awareness and education
of local population. Key Achievements of PFEL during the year were:

– An electronic platform namely ‘Integrated Electronic Medical • Initiated the Early Childhood Development Program by
Record’ provides each beneficiary with a Unique Identification collaborating with 182 ‘Anganwadi Workers’ to develop their
Number whereby his/ her Electronic Health Record is created, capability in early childhood education.
which immensely helps in clinical management of diseases and • Launched alumni chapters for Gandhi Fellows in four major
conditions. Accordingly, the beneficiaries need not have to cities of India to provide Learning & Development and
worry about carrying their health records. Accessible Medical networking opportunities to more than 700 Gandhi fellows.
Records via Integrated Technologies (AMRIT) as a platform is The Company has been awarded with the following awards for
built to capture data for Antenatal Care, Postnatal Care, Non its philanthropic activities during the financial year 2018-19:
Communicable Diseases (including cervical, breast and oral
cancer). - Golden Peacock Award for Corporate Social Responsibility
- Economic Times 2 Good 4 Good Rating scheme – highest
– Piramal Swasthya had launched its community-based screening rating was achieved
programme – Detect Early and Save Her & Him (D.E.S.H.) for - Business Standard Socially Aware Award
oral, breast and cervical cancers in Kamrup in the financial
year 2017-18. The programme was continued this year as The CSR Policy is posted on the Company’s website, the web link
well across components which included creating community to which is: http://www.piramal.com/investor/overview.
awareness, screening for the cancer of oral cavity, breast and
cervix through mobile cancer screening units, mobility for the 2. COMPOSITION OF THE CSR COMMITTEE
patients detected positive to a treatment centre and tracking
Name Category
and follow-up. The Mobile Cancer Screening Unit is equipped
Prof. Goverdhan Mehta – Chairman Non - Executive, Independent Director
with a mammography unit and staffed by doctors, nurses and
Ms. Nandini Piramal Executive Director
radiographers and they screen the local population for oral,
Mr. Vijay Shah Executive Director
breast and cervical cancer. Patients identified with cancer
are referred to Dr. B. Borooah Cancer Institute, Guwahati for The composition of the Committee is in compliance with Section 135
treatment. of the Act.

• Piramal Foundation for Education Leadership (‘PFEL’) provides 3. AVERAGE NET PROFIT OF THE COMPANY
quality education in the government educational system,
the objective being to shape the leaders who will dedicate
FOR LAST THREE FINANCIAL YEARS
themselves to making a positive difference in society. Average Net Profits are ` 811.80 Crores computed in line with
the requirements of Section 135 of the Act.
It believes in creating positive interventions at every level of the
education ecosystem - from headmasters, teachers, community 4. PRESCRIBED CSR EXPENDITURE
leaders, government education officials to motivated youth CSR Expenditure of ` 16.24 Crores
from India’s leading colleges and policy makers in the education
department. 5. DETAILS OF AMOUNT SPENT ON CSR
 FEL also provides employment to rural women in Rajasthan
P
ACTIVITIES DURING THE FINANCIAL YEAR
and Gujarat who operate in the Virtual Field Support Centers a) Total amount spent for the financial year – ` 31.20 Crores
to provide pedagogy services to teachers while providing
administrative and leadership support to education officials. b) Amount unspent, if any – Not Applicable
c) Manner in which the amount spent during the financial year
is detailed below:

156 Piramal Enterprises Limited


(` in Crores)
(1) (2) (3) (4) (5) (6) (7) (8)
S. CSR Project/ Activity Sector Locations Amount outlay Amount spent Cumulative Amount spent directly or

Strategic Overview
No (budget) project on the projects expenditure up through Implementing Agency
or program or to the reporting
wise programs period
1 Building Leadership of Education Rajasthan 24.53 19.00 83.48 Implementing Agency - Piramal
Government Schools Foundation for
Education Leadership
2 Operating a Rural BPO & Women Uttarakhand 0.15 0.11 1.92 Implementing Agency -
providing livelihood to Empowerment Kalimath Ghati Krishi
women Vyawasay Bahuuddeshye
Swayat Sahkarita
3. Providing Primary Healthcare Rajasthan 7.16 6.91 22.30 Implementing Agency- Piramal
Healthcare to Rural Telangana Swasthya Management &
population Andhra Pradesh Research Institute
Assam

Management Discussion & Analysis


Karnataka
Maharashtra
4. Establishment of Healthcare Maharashtra 0.00 0.00 7.00 Donation to Society for
Children’s Hospital Rehabilitation of
Crippled Children
5. Establishment of Education Pan India 0.00 0.00 4.00 Donation to Pratham Education
Educational Training Foundation
Centre
6. Informal Education of Education Madhya Pradesh 0.20 0.20 0.92 Donation to Friends
Tribal children of Tribal Society
7. Leadership Training and Education Gujarat 0.20 0.18 0.83 Donation to M.R.Pai Foundation
Career Guidance Camps Andhra Pradesh
for youth with limited Tamil Nadu

Board & Management Profiles


access, Training programs Karnataka
for teachers Maharashtra
Goa
8. Donations to support CSR Various CSR Pan India 0.00 0.00 0.57 Company’s matching
activities under Schedule activities contribution to
VII of the Act Give India under Employee
Payroll Giving Program
9. Rehabilitation & Care Healthcare Maharashtra 0.10 0.10 0.37 Donation to Kripa Foundation
of those with Chemical Goa
Dependency and HIV- Karnataka
AIDS, including relevant West Bengal
Statistical Research Manipur
Nagaland

Statutory Reports
Meghalaya
Gujarat
Uttar Pradesh
10. Empowering women Women Maharashtra 0.00 0.00 0.30 Donation to Impact Foundation
who are subjected to Empowerment Haryana India
Domestic Violence and Gujarat
relevant Advocacy for Rajasthan
State’s effective response
action
11. Care of visually Healthcare Maharashtra 0.00 0.00 1.00 Donation to Vision Foundation
challenged by giving sight India
and fighting against
preventable blindness
12. Providing artificial Healthcare Maharashtra 0.00 0.00 0.31 Donation to Yuvak
Financial Statements

limbs and rehabilitating Pratishthan


patients
13 Building and Healthcare Telangana 6.25 4.70 7.70 Donation to Piramal Swasthya
implementing Integrated Management &
Electronic Medical Research Institute
Records Platform/
Software
Total (A) 38.59 31.20 130.70

Annual Report 2018-19 157


BOARD'S REPORT

(` in Crores)
(1) (2) (3) (4) (5) (6) (7) (8)
S. CSR Project/ Activity Sector Locations Amount outlay Amount spent Cumulative Amount spent directly or
No (budget) project on the projects expenditure up through Implementing Agency
or program or to the reporting
wise programs period

14 Management and Corporate Social Pan India 1.10 1.10 17.04 Directly
Overhead Costs for Responsibility
running the Company’s
CSR Programs
Total (B) 1.10 1.10 17.04
Total (A+B) 39.69 32.30 147.74

Note:
In addition to what is stated above, subsidiaries of the Company and Group Companies contributed towards the following CSR activities:
i. Building Leadership of Government Schools (Education Sector): ` 19.60 Crores by way of donation to Piramal Foundation for Education
Leadership (Implementing Agency);
ii. Enabling Primary Healthcare (Healthcare Sector): ` 7.04 Crores by way of donation to Piramal Swasthya Management and Research
Institute (Implementing Agency).

The Promoter Group and the Company have been involved in CSR activities even before this requirement became mandatory. One of
the significant CSR initiatives being undertaken by the Promoter Group is through Piramal Water Private Limited (Sarvajal) to innovate,
demonstrate, enable and promote affordable safe-drinking water solutions using top-of-the-line technology, making pure, affordable drinking
water accessible to the underserved sections of the Society, through community based solutions. However, no contribution was made by the
Company or its subsidiaries to the Promoter Group for this CSR initiative, during the period under report.

6. I N CASE THE COMPANY HAS FAILED TO SPEND THE TWO PER CENT OF THE AVERAGE NET
PROFIT OF THE LAST THREE FINANCIAL YEARS OR ANY PART THEREOF, THE COMPANY SHALL
PROVIDE THE REASONS FOR NOT SPENDING THE AMOUNT IN ITS BOARD REPORT.
Not Applicable

7. RESPONSIBILITY STATEMENT OF THE CORPORATE SOCIAL RESPONSIBILITY COMMITTEE


 The implementation and monitoring of Corporate Social Responsibility (CSR) Policy, is in compliance with CSR objectives and policy of
the Company.

Prof. Goverdhan Mehta Nandini Piramal


(Chairman - CSR Committee) (Executive Director)

ANNEXURE D
Particulars of Conservation of Energy, Technology 2. Reduction in carbon footprint and power consumption by
Absorption and Foreign Exchange Earnings and Outgo replacing old air conditioners with new energy efficient air
required under the Companies (Accounts) Rules, 2014 for conditioners operating on eco-friendly refrigerant.
the year ended March 31, 2019.
3. Installation of energy efficient fan motor and pump for cooling
tower.
A. CONSERVATION OF ENERGY
4. Energy saving by using Light Emitting Diode (‘LED’) Lights.
(i) Steps taken for conservation of energy
During the year, the Company introduced the following Ennore
measures at its plant locations to conserve energy: 1. Replacement of 60 HP air compressors with new 40 HP energy
efficient air compressor, which resulted in reduced power
Pithampur consumption of 10,800 units per annum.
1. Reduction in power consumption and better environmental
control on account of replacement of old dust extractors of few 2. Replacement of more than 95% conventional street lights with
blocks and warehouse with energy efficient dust extractors. LED, which resulted in energy saving of 23,745 units per annum.

158 Piramal Enterprises Limited


Mahad B. TECHNOLOGY ABSORPTION
1. Replacement of reciprocating air compressors with energy
efficient screw type air compressors, which resulted in energy Pithampur
savings. 1. P-Block coating machine has been modified to handle products

Strategic Overview
requiring controlled humidity conditions.
2. Reduced power consumption by replacing centrifugal type
recirculation pumps of cooling tower with energy efficient 2. Autoclave of Ophthalmic area has been upgraded to meet
pumps. regulatory and product requirements and also for energy
efficiency.
3. Installation of heat pump for hot water generation resulted in
reduction of chilling load by 20 Ton of Refrigeration (‘TR’). 3. New technology has been introduced at site viz. Roll
Compactor, Planetary Mixer and EU Serialization for capability
Digwal enhancement.
1. Conversion of existing chilled water circuit to closed loop
system. 4. Existing Form Fill Seal machine modified for manufacturing
preservative free unit dose ophthalmic products.

Management Discussion & Analysis


2. Installation of Pressure Reducing Valve (PRV) at user point in
compressed air lines. 5. Installation of Biometric access control across the plant for
authorized man movement.
3. Installation of cooling tower fan energy saver & installation of
Star-Delta converter in air compressor. 6. Quality Systems (Investigation for Deviation, Incident, Out
of Specifications) modules designed in Trackwise system
4. Replacement of water ring type vacuum pumps with dry (software).
vacuum pumps-8nos.
7. Alarm management for manufacturing equipment done through
5. Modification of Air Handling Unit (AHUs) from V-Belt Drive to software designed by in-house team along with vendor.
Flat belt.
8. Compression machine and coating machine Programmable
6. Replacement of Flap type Non Return Valve (NRV) with Float Logic Controller (PLC) upgraded to comply with regulatory

Board & Management Profiles


type ball NRV’s in cooling tower pumps. requirements.

7. Installation of high efficiency energy saving cooling tower fan. 9. Software implemented for automated backup of Non-CDS
system (like Ultraviolet Spectrophotometer (UV) and Fourier-
8. Utilization of Effluent Treatment Plant - Reverse osmosis (ETP- Transform Infrared Spectroscopy (FTIR)).
RO) permeate.
10. High-Performance Liquid Chromatographs (HPLC) and Gas
9. Increase in the condensate recovery & reduction in Boiler fresh Chromatography (GC) software (EMPOWER) utilized for auto
water consumption (from 25% to 40%). calculations and online review e-Signature of chromatographs.

Ahmedabad Ennore
1. Modification of chilled water distribution pump system to 1. Effluent Treatment Plant (Zero Liquid Discharge) was upgraded

Statutory Reports
improve efficiency, resulting in reduced power consumption. with latest technology to achieve best and consistent results:
2. Replacement of more than 80% conventional lights with LED a. Dissolved Air Floatation (DAF) system has been introduced
lights resulting in energy saving. in HPS primary treatment to reduce Total Suspended Solids.
b. Membrane Bio Reactor (MBR) has been introduced to
3. Installation of energy efficient cooling tower, resulting in improve quality of Reverse Osmosis (‘RO’) feed and to
operation of only one chiller during summer peak season. increase RO efficiency.
Earlier we were operating two chillers during summer season. c. Mechanical filter presses and Decanter centrifuge have
been introduced to eliminate usage of open sludge drying
 he Company’s Plants have collectively made capital investments in
T beds to protect the environment.
energy conservation equipment aggregating to ` 2.2 Crores.
2. New Kilo lab – The Heating, Ventilation and Air-Conditioning
(ii) S teps taken by the Company for utilizing alternate (‘HVAC’) system has been provided with VRF (Variable
Financial Statements

sources of energy Refrigerant Flow) technology.


The Company continuously explores avenues for using alternate
sources of energy keeping in mind several parameters including 3. Advanced optimisation tool Easy max-400 has been added at
environment, production and cost efficiencies. The Company is the site.
currently exploring initiatives for generating solar power energy
for some of its plants. Mahad
1. PLC based HVAC system having motors with EC (Electronically
Commutated) fans have been installed in the new facility for
Piramal Nutrition Solution (‘PNS’).

Annual Report 2018-19 159


BOARD'S REPORT
Digwal Ahmedabad
1. Increase in capacity of Trazadone from 8 MT per month to 1. Capability enhancement for mini-tablet development by
10 MT per month with improvement in process method of upgradation of equipment like lower size cam track for
analysis of Loss on Drying (LOD) test. compression machine, coating pan with fine perforations and
short Wurster column for Fluid Bed Coater.
2. Increase in capacity of Vitamin A Palmitate (Tocopherol) from 10
MT per month to 13 MT per month. 2. Modifiction of Co-mill to enhance safety by introducing close
loop system to allow handling of molecules with low ignition
3. Increase in capacity of Verapamil Abbott process from 4.5 MT to energy.
7.5 MT with improvement in process method of analysis of LOD
test. 3. Sonic sifter for particle size distribution testing in which sample
requirement is very low i.e. 5gm.
4. All the 32 chromatographic instruments were made 21 CFR
part 11 compliant. These instruments are hooked to “Empower Expenditure on R&D
3” and QCMS (Quality Control Management System) Software T he Company incurred an expenditure of ` 54.69 Crores on Research
(Server and Client architecture) for online data saving and and Development during FY2019.
protecting data generated.
C. FOREIGN EXCHANGE EARNINGS AND OUTGO
During the year, foreign exchange earnings were ` 1,520.04
Crores as against outgo of ` 488.88 Crores.

ANNEXURE E
FORM NO. MGT 9
EXTRACT OF ANNUAL RETURN
as on financial year ended on 31.03.2019
Pursuant to Section 92(3) of the Companies Act, 2013 and Rule 12(1) of the Companies (Management and Administration) Rules, 2014.

I REGISTRATION & OTHER DETAILS:

i CIN L24110MH1947PLC005719
ii Registration Date April 26, 1947
iii Name of the Company Piramal Enterprises Limited
iv Category/Sub-category of the Company Company Limited by Shares/Indian Non-Government Company
v Address of the Registered office & contact details Piramal Ananta, Agastya Corporate Park, Opposite Fire Brigade, Kamani Junction, LBS Marg, Kurla
(West), Mumbai - 400 070
Tel No: (91 22) 3802 3000/4000 Fax No: (91 22) 3802 3084
vi Whether listed company Yes
vii Name, Address & contact details of the Registrar & Link Intime India Pvt. Ltd.
Transfer Agent, if any. C 101, 247 Park, LBS Marg, Vikhroli (West),
Mumbai 400 083.
Tel: (91 22) 4918 6000
Fax: (91 22) 4918 6060
Email: [email protected]

II PRINCIPAL BUSINESS ACTIVITIES OF THE COMPANY


All the business activities contributing 10% or more of the total turnover of the company are given below:-

Sl. Name & Description of main NIC Code of the Product /service % to total turnover
No. products/services of the company#
1  Pharmaceuticals 210 - Manufacture of pharmaceuticals, medicinal, chemical and botanical products  49.52%
2  Financial Services 649 - Other financial service activities, except insurance and pension funding 40.58%
# On the basis of Gross Turnover

160 Piramal Enterprises Limited


III PARTICULARS OF HOLDING, SUBSIDIARY & ASSOCIATE COMPANIES
Sl. Name of the Company Address of the Company CIN/GLN Holding/ % of Shares Applicable
No. Subsidiary/ Held# Section
Associate

Strategic Overview
1 Piramal Asset Management Piramal Tower, 4th Floor, Peninsula U65999MH2018PTC310752 Subsidiary 100.00 2(87)(ii)
Private Limited Corporate Park, Ganpatrao Kadam Marg,
Lower Parel, Mumbai - 400 013

2 Piramal Securities Limited Piramal Tower, 4th Floor, B Wing, Peninsula U74999MH2018PLC310476 Subsidiary 100.00 2(87)(ii)
Corporate Park, Ganpatrao Kadam Marg,
Lower Parel, Mumbai - 400 013
3 Piramal Capital & Housing Piramal Tower, 2nd Floor, Peninsula U65999MH2017PLC291071 Subsidiary 100.00 2(87)(ii)
Finance Limited (formerly Corporate Park, Ganpatrao Kadam Marg,
known as Piramal Housing Lower Parel, Mumbai - 400 013
Finance Limited)
4 PHL Fininvest Private Limited Piramal Tower, 3rd Floor, Peninsula U67120MH1994PTC078840 Subsidiary 100.00 2(87)(ii)
Corporate Park, Ganpatrao Kadam Marg,

Management Discussion & Analysis


Lower Parel, Mumbai - 400 013

5 Piramal Fund Management Ground Floor, Piramal Tower, Ganpatrao U67190MH2005PTC154781 Subsidiary 100.00 2(87)(ii)
Private Limited Kadam Marg, Lower Parel, Mumbai - 400 013
6 Piramal Systems & 1st Floor, Piramal Tower Annexe, Ganpatrao U93030MH2011PTC218110 Subsidiary 100.00 2(87)(ii)
Technologies Private Limited Kadam Marg, Lower Parel, Mumbai - 400 013
7 Piramal Investment Advisory 1st Floor, Piramal Tower Annexe, Ganpatrao U65191MH2013PTC244440 Subsidiary 100.00 2(87)(ii)
Services Private Limited Kadam Marg, Lower Parel, (W) Mumbai -
400 013
8 Piramal International 33, Edith Cavell Street, Port Louis, 11324, NA Subsidiary 100.00 2(87)(ii)
Mauritius
9 Piramal Holdings (Suisse) SA Rue des Pierres-du-Niton, 17, 1207 Geneva, NA Subsidiary 100.00 2(87)(ii)
Switzerland
10 Piramal Pharma Inc. 251 Little Falls Drive, Wilmington, County of NA Subsidiary 100.00 2(87)(ii)

Board & Management Profiles


New Castle, DE 19808, USA
11 Piramal Healthcare Inc. 251 Little Falls Drive, Wilmington, County of NA Subsidiary 100.00 2(87)(ii)
New Castle, DE 19808, USA
12 Piramal Critical Care Limited Suite 4, Ground Floor Heathrow Boulevard NA Subsidiary 100.00 2(87)(ii)
- East Wing, 280 Bath Road, West Drayton,
England, UB7 0DQ
13 Piramal Healthcare UK Limited Whalton Road, Morpeth, Northumberland, NA Subsidiary 100.00 2(87)(ii)
NE61 3YA, UK
14 Piramal Healthcare Pension Whalton Road, Morpeth, Northumberland, NA Subsidiary 100.00 2(87)(ii)
Trustees Limited NE61 3YA, UK
15 Piramal Healthcare (Canada) 110 Industrial Parkway North Aurora, NA Subsidiary 100.00 2(87)(ii)
Limited Ontario L4G3H4, Canada
16 Piramal Critical Care Italia, SPA San Giovanni Lupatoto (VR), Via XXIV NA Subsidiary 100.00 2(87)(ii)

Statutory Reports
Maggio 62/A, Cap 37057, Italy
17 Piramal Critical Care Inc. 1209 Orange Street, Wilmington, New NA Subsidiary 100.00 2(87)(ii)
Castle, Delaware, 19801, USA
18 Indiareit Investment IFS Court, Twenty Eight Cybercity, Ebene, NA Subsidiary 100.00 2(87)(ii)
Management Company Mauritius
19 Piramal Technologies SA Route de l’Ecole 13, c/o Pascale Nguyen, NA Subsidiary 100.00 2(87)(ii)
1753 Matran, Switzerland
20 Piramal Dutch Holdings N.V. WTC Tower B – 9th floor, Strawinskylaan NA Subsidiary 100.00 2(87)(ii)
937, 1077 XX Amsterdam, The Netherlands
21 Piramal Critical Care Am Soeldnermoos 17, 85399, NA Subsidiary 100.00 2(87)(ii)
Deutschland GmbH Hallbergmoos, Germany
22 Decision Resources Inc. 1209 Orange Street Wilmington, NA Subsidiary 100.00 2(87)(ii)
DE 19801, USA
23 Piramal Asset Management 9 Battery Road #15-01, Straits Trading NA Subsidiary 100.00 2(87)(ii)
Financial Statements

Private Limited Building, Singapore (049910)


24 Decision Resources 155 Federal Street, Suite 700, Boston, NA Subsidiary 100.00 2(87)(ii)
International Inc. MA 02110, USA
25 Decision Resources Group UK Hill House, 1 Little New Street, London NA Subsidiary 100.00 2(87)(ii)
Limited EC4A 3TR, UK
26 DR/ Decision Resources LLC 1209 Orange Street Wilmington, DE 19801, NA Subsidiary 100.00 2(87)(ii)
USA
27 DRG UK Holdco Limited Hill House, 1 Little New Street, London NA Subsidiary 100.00 2(87)(ii)
EC4A 3TR, UK

Annual Report 2018-19 161


BOARD'S REPORT
Sl. Name of the Company Address of the Company CIN/GLN Holding/ % of Shares Applicable
No. Subsidiary/ Held# Section
Associate
28 Millennium Research Group 175 Bloor Street East South Tower Suite NA Subsidiary 100.00 2(87)(ii)
Inc. 400 Toronto, Ontario, Canada M4W 3R8
29 Sigmatic Limited Hill House, 1 Little New Street, London NA Subsidiary 100.00 2(87)(ii)
EC4A 3TR, UK
30 Decision Resources Group Asia 3806, Central Plaza, 18 Harbour Road, NA Subsidiary 100.00 2(87)(ii)
Limited Wanchai, Hong Kong
31 Convergence Chemicals Plot No D- 2/11/A1 G.I.D.C. Phase-II Dahej U24100GJ2014PTC081290 Subsidiary 51.00 2(87)(ii)
Private Limited Tal Vagra Dahej Gujarat - 392 130
32 Allergan India Private Limited Prestige Obelisk, Level 6 and Level 7, U33201KA1994PTC023162 Associate 49.00 2(6)
Kasturba Road, Bangalore - 560 001
33 PEL Finhold Private Limited Piramal Tower Annexe, Ganpatrao Kadam U65190MH2014PTC257414 Subsidiary 100.00 2(87)(ii)
Marg, Lower Parel, (West) Mumbai - 400 013
34 Piramal Pharma Solutions Inc. 421 West Main Street, Frankfort, NA Subsidiary 100.00 2(87)(ii)
KY 40601, USA
35 DRG Holdco Inc. 2711 Centerville Road Street 400, NA Subsidiary 100.00 2(87)(ii)
Wilmington, New Castle, 19808,
Delaware, USA
36 Piramal IPP Holdings LLC 2711 Centerville Road Street 400, NA Subsidiary 100.00 2(87)(ii)
Wilmington, New Castle, 19808,
Delaware, USA
37 India Resurgence ARC Private 304, 3rd Floor, Piramal Tower, Peninsula U67190MH2016PTC272471 Associate 50.00 2(6)
Limited (formerly known as Corporate Park, Ganpatrao Kadam Marg,
Piramal Assets Reconstruction Lower Parel, Mumbai 400013.
Private Limited)
38 India Resurgence Asset 3rd Floor, Piramal Tower, Peninsula U74900MH2016PTC273377 Associate 50.00 2(6)
Management Business Private Corporate Park, Ganpatrao Kadam Marg,
Limited (formerly known as Lower Parel, Mumbai - 400 013.
PEL Asset Resurgence Advisory
Private Limited)
39 PEL-DRG Dutch Holdco B.V. WTC Tower B – 9th floor, Strawinskylaan NA Subsidiary 100.00 2(87)(ii)
937, 1077 XX Amsterdam, The Netherlands
40 Piramal Dutch IM Holdco B.V. WTC Tower B – 9th floor, Strawinskylaan NA Subsidiary 100.00 2(87)(ii)
937, 1077 XX Amsterdam, The Netherlands
41 Piramal Consumer Products 8th Floor, Piramal Tower, Ganpatrao Kadam U74120MH2012PTC233525 Subsidiary 100.00 2(87)(ii)
Private Limited Marg, Lower Parel, Mumbai - 400 013
42 DRG Analytics & Insights 1st Floor, Tower B, Prestige Shantiniketan, U74900KA2015FTC080238 Subsidiary 100.00 2(87)(ii)
Private Limited Krishnarajapuram Hobli, Bangalore South
Taluk, Bangalore-560 048
43 Piramal Critical Care South Office 2, Ground Floor, Kipersol Hous, NA Subsidiary 100.00 2(87)(ii)
Africa (Pty) Ltd Stonemill Office Park, 300 Acacia Road
Darrenwood, Gauteng 2194, South Africa
44 DRG Singapore Pte. Ltd. RHT Corporate Advisory Pte. Ltd, 6 Battery NA Subsidiary 100.00 2(87)(ii)
Road, #, 0-01 Singapore 049909
45 Ash Stevens LLC 18655 Krause Street, Riverview, Michigan NA Subsidiary 100.00 2(87)(ii)
48193, USA
46 PEL Pharma Inc. 2711, Centerville Road, Suite 400, County NA Subsidiary 100.00 2(87)(ii)
of New Castle, Wilmington, DE 19808.
47 Bluebird Aero Systems Private 8 Hamatechet Street, Kadima, 60920, Israel NA Associate 27.83 2(6)
Limited
48 Searchlight Health Private M.C.No.294/295, Amarjyothi Layout U85100KA2007PTC124079 Subsidiary 51.00 2(87)(ii)
Limited Domlur Extension Bangalore Bangalore -
560 071, Karnataka, India
49 Shrilekha Business Shriram House, No.4, Burkit Road, U74999TN2017PTC114086 Subsidiary 74.95 2(87)(ii)
Consultancy Private Limited T Nagar Chennai, 600 017
50 Zebra Management Services 101/105 B Wing, Shiv Chambers, Sector 11 U74140MH2002PTC211185 Subsidiary 74.95@ 2(87)(ii)
Private Limited CBD Belapur, Navi Mumbai- 400 614
51 Shriram Capital Limited Shriram House, No.4, Burkit Road, T. Nagar, U65993TN1974PLC006588 Associate 20.00@ 2(6)
Chennai- 600 017
52 Sharp Insight Limited Hill House, 1 Little New Street, London NA Subsidiary 100.00 2(87)(ii)
EC4A 3TR, UK
53 Piramal Critical Care B.V. WTC Tower B – 9th floor, Strawinskylaan NA Subsidiary 100.00 2(87)(ii)
937, 1077 XX Amsterdam, The Netherlands
54 Piramal Pharma Solutions WTC Tower B – 9th floor, Strawinskylaan NA Subsidiary 100.00 2(87)(ii)
(Dutch) B.V. 937, 1077 XX Amsterdam, The Netherlands

162 Piramal Enterprises Limited


Sl. Name of the Company Address of the Company CIN/GLN Holding/ % of Shares Applicable
No. Subsidiary/ Held# Section
Associate
55 Piramal Critical Care Pty. Ltd. Level 20, Tower A, The Zenith, 821 Pacific NA Subsidiary 100.00 2(87)(ii)

Strategic Overview
Highway, Chatswood, New South Wales
2067, Australia
56 Decision Resources Japan K.K Shibakoen Denki Building, 7th floor, 1-1-12 NA Subsidiary 100.00 2(87)(ii)
Shibakoen, Minato-ku, Tokyo, Japan
57 Piramal Capital International IFS Court Bank Street Twenty Eight, NA Subsidiary 100.00@ 2(87)(ii)
Limited Cybercity Ebene 72201 Mauritius
58 Asset Resurgence Mauritius Suite 110, 10th floor, Ebene Heights NA Associate 50.00 2(6)
Manager Building, 34 Ebene Cybercity Ebene,
Mauritius

@ Representing controlling interest


# Representing aggregate % of share held by the Company and/ or its subsidiaries.

Management Discussion & Analysis


IV SHAREHOLDING PATTERN (EQUITY SHARE CAPITAL BREAK UP AS % OF TOTAL EQUITY)
(i) Category - wise shareholding
Sr. Category of Shareholders No. of shares held at the beginning of the year No. of shares held at the end of the year % Change
No. during the
Demat Physical Total % of Total Demat Physical Total % of Total year
Shares Shares
(A) Shareholding of Promoter
and Promoter Group
[1] Indian
(a) Individuals / Hindu Undivided Family 6,79,827 0 6,79,827 0.38 5,06,110 0 5,06,110 0.27 (0.11)
(b) Central Government / State Government(s) 0 0 0 0.00 0 0 0 0.00 0.00
(c) Bodies Corporate 90,28,184 0 90,28,184 5.01 90,28,184 0 90,28,184 4.89 (0.12)
(d) Banks/FI 0 0 0 0.00 0 0 0 0.00 0.00

Board & Management Profiles


(e) Any Other (Specify) - Trusts 8,29,20,336 0 8,29,20,336 45.99 8,21,44,354 0 8,21,44,354 44.54 (1.45)
Sub Total (A)(1) 9,26,28,347 0 9,26,28,347 51.38 9,16,78,648 0 9,16,78,648 49.70 (1.68)
[2] Foreign
(a) Non-Resident Individuals 0 0 0 0.00 0 0 0 0.00 0.00
(b) Other Individuals 0 0 0 0.00 0 0 0 0.00 0.00
(c) Bodies Corp. 0 0 0 0.00 0 0 0 0.00 0.00
(d) Foreign Portfolio Investor 0 0 0 0.00 0 0 0 0.00 0.00
(e) Any Other 0 0 0 0.00 0 0 0 0.00 0.00
Sub Total (A)(2) 0 0 0 0.00 0 0 0 0.00 0.00
Total Shareholding of Promoter and Promoter 9,26,28,347 0 9,26,28,347 51.38 9,16,78,648 0 9,16,78,648 49.70 (1.68)
Group(A)=(A)(1)+(A)(2)
(B) Public Shareholding
[1] Institutions

Statutory Reports
(a) Mutual Funds 12,18,249 3,729 12,21,978 0.68 6,05,883 3,354 6,09,237 0.33 (0.35)
(b) Financial Institutions / Banks 47,70,513 579 47,71,092 2.65 1,00,92,993 579 1,00,93,572 5.48 2.83
(c) Central Govt 213 0 213 0.00 213 0 213 0.00 0.00
(d) State Govt(s) 0 0 0 0.00 0 0 0 0.00 0.00
(e) Venture Capital Funds 0 0 0 0.00 0 0 0 0.00 0.00
(f) Insurance Companies 8,91,391 0 8,91,391 0.49 8,50,000 0 8,50,000 0.46 (0.03)
(g) FIIs/FPIs 4,88,80,299 6 4,88,80,305 27.12 4,95,48,101 6 4,95,48,107 26.86 (0.26)
(h) Foreign Venture Capital Investors 0 0 0 0.00 0 0 0 0.00 0.00
(i) Any Other -
i) Foreign Bank 333 0 333 0.00 333 0 333 0.00 0.00
ii) AIF 24,453 0 24,453 0.01 0 0 0 0.00 (0.01)
Sub Total (B)(1) 5,57,85,451 4,314 5,57,89,765 30.95 6,10,97,523 3,939 6,11,01,462 33.13 2.18
[3] Non-Institutions
Financial Statements

(a) Bodies Corporates


i) Indian 25,83,243 41,828 26,25,071 1.46 22,52,384 38,839 22,91,223 1.24 (0.22)
ii) Overseas 3,946 0 3,946 0.00 3,946 0 3,946 0.00 0.00
(b) Individuals
i) Individual shareholders holding nominal 1,53,82,917 33,31,592 1,87,14,509 10.38 1,51,68,347 28,73,413 1,80,41,760 9.78 (0.60)
share capital upto ` 1 lakh.
ii) Individual shareholders holding nominal 25,33,817 0 25,33,817 1.41 23,79,550 0 23,79,550 1.29 (0.12)
share capital in excess of ` 1 lakh

Annual Report 2018-19 163


BOARD'S REPORT
Sr. Category of Shareholders No. of shares held at the beginning of the year No. of shares held at the end of the year % Change
No. during the
Demat Physical Total % of Total Demat Physical Total % of Total year
Shares Shares
(c) Any Other (Specify)
i) NBFCs registered with RBI 0 0 0 0.00 4,48,790 0 4,48,790 0.24 0.24
ii) Non Resident Indians (Repat) 3,42,609 23,360 3,65,969 0.20 4,11,503 22,665 4,34,168 0.24 0.04
iii) Non Resident Indians (Non Repat) 5,30,768 2,261 5,33,029 0.30 5,85,375 2,205 5,87,580 0.32 0.02
iv) Foreign Companies 0 43,16,911 43,16,911 2.39 0 43,16,911 43,16,911 2.34 (0.05)
v) Clearing Member 1,49,292 0 1,49,292 0.08 5,62,501 0 5,62,501 0.30 0.22
vi) Trusts 18,126 16 18,142 0.01 29,423 53,952 83,375 0.05 0.04
vii) Foreign Nationals 100 0 100 0.00 175 0 175 0.00 0.00
viii) Hindu Undivided Family 4,50,794 0 4,50,794 0.25 4,20,054 0 4,20,054 0.23 (0.02)
ix) IEPF 5,34,012 0 5,34,012 0.30 5,83,836 0 5,83,836 0.32 0.02
x) Ltd Liability Partnership 41 0 41 0.00 0 0 0 0.00 0.00
xi) Unclaimed Suspense Account 14,762 0 14,762 0.01 14,588 0 14,588 0.01 0.00
Sub Total (B)(2) 2,25,44,427 77,15,968 3,02,60,395 16.79 2,28,60,472 73,07,985 3,01,68,457 16.36 (0.43)

Total Public Shareholding(B)=(B)(1)+(B)(2) 7,83,29,878 77,20,282 8,60,50,160 47.74 8,39,57,995 73,11,924 9,12,69,919 49.49 1.75
(C) Shares held by Custodian for GDRs & ADRs 0 0 0 0.00 0 0 0 0.00 0.00
(D) Non Promoter - Non Public
Employee Benefit Trust [under SEBI (Share 15,95,167 0 15,95,167 0.88 14,98,405 0 14,98,405 0.81 (0.07)
based Employee Benefit) Regulations, 2014]

Total (A)+(B)+(C)+(D) 17,25,53,392 77,20,282 18,02,73,674 100.00 17,71,35,048 73,11,924 18,44,46,972 100.00 0.00

(ii) Shareholding of Promoters and Promoter Group


Sl Shareholder's Name Shareholding at the beginning of the year Shareholding at the end of the year
No
No. of Shares % of total % of Shares No. of Shares % of total % of Shares % change in
Shares of the Pledged / Shares of the Pledged / shareholding
Company encumbered to Company encumbered to during the year
total shares total shares
1 The Sri Krishna Trust [Trustees: 7,88,06,574 43.72 0.00 7,87,54,817 42.70 0.00 (1.02)
Mr. Ajay G. Piramal and Dr. (Mrs.)
Swati A. Piramal]
2 Piramal Welfare Trust [Formerly 31,45,216 1.75 0.00 21,95,517 1.20 0.00 (0.55)
known as Piramal Enterprises
Executive Trust] [Trustee: Piramal
Corporate Services Limited]
3 The Ajay G Piramal Foundation 8,69,478 0.48 0.00 8,69,478 0.47 0.00 (0.01)
4 Mr. Anand Piramal 2,76,945 0.15 0.00 1,68,568 0.09 0.00 (0.06)
5 Mr. Ajay G Piramal (Karta of Gopikisan 1,07,121 0.06 0.00 1,07,121 0.06 0.00 0.00
Piramal HUF)
6 Ms. Nandini A Piramal 1,08,377 0.06 0.00 6,712 0.00 0.00 (0.06)
7 Piramal Phytocare Limited Senior 99,068 0.06 0.00 99,068 0.05 0.00 (0.01)
Employees Option Trust (Formerly
known as Piramal Life Sciences
Limited Senior Empoyees Options
Scheme) [Trustees: Mr. P. K. Gothi and
Mr. Suhail Nathani]
8 Mr. Peter DeYoung 98,000 0.05 0.00 98,000 0.05 0.00 0.00
9 AASAN Info Solutions (India) Private 54,271 0.03 0.00 54,271 0.03 0.00 0.00
Limited
10 Ms. Anya Piramal Deyoung 43,000 0.02 0.00 43,000 0.02 0.00 0.00
11 Master Dev Piramal Deyoung 38,000 0.02 0.00 43,000 0.02 0.00 0.00
12 Mr. Ajay G Piramal (Karta of Ajay G 5,448 0.00 0.00 5,448 0.00 0.00 0.00
Piramal HUF)
13 Dr. (Mrs.) Swati A. Piramal 1,217 0.00 0.00 32,542 0.02 0.00 0.02
14 Mr. Ajay G. Piramal 1,089 0.00 0.00 1,089 0.00 0.00 0.00
15 Mrs. Lalita G Piramal 630 0.00 0.00 630 0.00 0.00 0.00
16 PRL Realtors LLP 89,73,913 4.98 0.00 89,73,913 4.87 0.00 (0.11)
17 Anand Piramal Trust 0 0.00 0.00 1,17,097 0.06 0.00 0.06
18 Nandini Piramal Trust 0 0.00 0.00 1,08,377 0.06 0.00 0.06
Total 9,26,28,347 51.38 0.00 9,16,78,648 49.70 0.00 (1.68)

164 Piramal Enterprises Limited


(iii) Change in Promoters' Shareholding
Sl. Shareholding at the beginning Cumulative Shareholding
No. of the year during the year

Strategic Overview
No. of shares % of total shares of No. of shares % of total shares of
the Company@ the Company@
1 The Sri Krishna Trust [Trustees:
Mr. Ajay G. Piramal and
Dr. (Mrs.) Swati A. Piramal]
At the beginning of the year 7,88,06,574 42.73 7,88,06,574 42.73
01.06.2018 - Transfer (15,432) (0.01) 7,87,91,142 42.72
04.06.2018 - Transfer (5,000) (0.00) 7,87,86,142 42.72
20.03.2019 - Transfer (31,325) (0.02) 7,87,54,817 42.70
At the end of the year 7,87,54,817 42.70

2 Piramal Welfare Trust


[Formerly known as Piramal Enterprises Executive Trust]

Management Discussion & Analysis


[Trustee: Piramal Corporate Services Limited]
At the beginning of the year 31,45,216 1.71 31,45,216 1.71
13.04.2018 - Transfer (100) (0.00) 31,45,116 1.71
22.05.2018 - Transfer (1,900) (0.00) 31,43,216 1.71
04.06.2018 - Transfer (70,000) (0.04) 30,73,216 1.67
05.06.2018 - Transfer (1,00,000) (0.05) 29,73,216 1.62
06.06.2018 - Transfer (70,000) (0.04) 29,03,216 1.58
07.06.2018 - Transfer (1,00,000) (0.05) 28,03,216 1.53
08.06.2018 - Transfer (1,20,000) (0.07) 26,83,216 1.46
11.06.2018 - Transfer (75,000) (0.04) 26,08,216 1.42
12.06.2018 - Transfer (1,00,000) (0.05) 25,08,216 1.37
21.06.2018 - Transfer (5,913) (0.00) 25,02,303 1.37

Board & Management Profiles


25.06.2018 - Transfer (1,00,000) (0.05) 24,02,303 1.32
26.06.2018 - Transfer (1,97,607) (0.11) 22,04,696 1.21
14.08.2018 - Transfer (1,945) (0.00) 22,02,751 1.21
23.10.2018 - Transfer (624) (0.00) 22,02,127 1.21
26.11.2018 - Transfer (6,600) (0.01) 21,95,527 1.20
02.01.2019 - Transfer (10) (0.00) 21,95,517 1.20
At the end of the year 21,95,517 1.20

3 Mr. Anand Piramal


At the beginning of the year 2,76,945 0.15 2,76,945 0.15
12.06.2018 - Transfer (1,08,377) (0.06) 1,68,568 0.09
At the end of the year 1,68,568 0.09

Statutory Reports
4 Anand Piramal Trust
At the beginning of the year 0 0.00 0 0.00
01.06.2018 - Transfer 15,432 0.01 15,432 0.01
12.06.2018 - Transfer 1,01,665 0.05 1,17,097 0.06
At the end of the year 1,17,097 0.06

5 Nandini Piramal Trust


At the beginning of the year 0 0.00 0 0.00
04.06.2018 - Transfer 5,000 0.00 5,000 0.00
08.06.2018 - Transfer (5,000) (0.00) 0 0.00
12.06.2018 - Transfer 1,08,377 0.06 1,08,377 0.06
At the end of the year 1,08,377 0.06
Financial Statements

6 Dev Piramal DeYoung


At the beginning of the year 38,000 0.02 38,000 0.02
08.06.2018 - Transfer 5,000 0.00 43,000 0.02
At the end of the year 43,000 0.02

7 Ms. Nandini A Piramal


At the beginning of the year 1,08,377 0.06 1,08,377 0.06
12.06.2018 - Transfer (1,01,665) (0.06) (6,712) 0.00
At the end of the year 6,712 0.00

Annual Report 2018-19 165


BOARD'S REPORT
Sl. Shareholding at the beginning Cumulative Shareholding
No. of the year during the year
No. of shares % of total shares of No. of shares % of total shares of
the Company@ the Company@
8 Dr. (Mrs.) Swati A. Piramal
At the beginning of the year 1,217 0.00 1,217 0.00
29.03.2019 - Transfer 31,325 0.02 32,542 0.02
At the end of the year 32,542 0.02

9 Swati Piramal Trust


At the beginning of the year 0 0.00 0 0.00
20.03.2019 - Transfer 31,325 0.02 31,325 0.02
20.03.2019 - Transfer (31,325) (0.02) 0 0.00
At the end of the year 0 0.00
@ % have been calculated on the paid up share capital of the Company as on 31.03.2019

(iv) Shareholding Pattern of top ten Shareholders (other than Directors, Promoters & Holders of GDRs & ADRs)
Sl. For each of the Top 10 Shareholders Share holding at the beginning Cumulative Shareholding
No. of the Year during the year
No. of shares % of total shares of No. of shares % of total shares of
the Company@ the Company@

1 Life Insurance Corporation of India


At the beginning of the year 46,54,076 2.52 46,54,076 2.52
01.06.2018 - Transfer 30,000 0.02 46,84,076 2.54
08.06.2018 - Transfer 1,39,728 0.08 48,23,804 2.62
15.06.2018 - Transfer 2,40,308 0.13 50,64,112 2.75
22.06.2018 - Transfer 86,419 0.05 51,50,531 2.80
30.06.2018 - Transfer 2,48,660 0.13 53,99,191 2.93
06.07.2018 - Transfer 2,31,967 0.13 56,31,158 3.06
13.07.2018 - Transfer 70,238 0.04 57,01,396 3.10
20.07.2018 - Transfer 1,21,644 0.07 58,23,040 3.17
27.07.2018 - Transfer 61,582 0.03 58,84,622 3.20
03.08.2018 - Transfer 61,970 0.03 59,46,592 3.23
10.08.2018 - Transfer 37,848 0.02 59,84,440 3.25
24.08.2018 - Transfer 48,379 0.03 60,32,819 3.28
31.08.2018 - Transfer 39,191 0.02 60,72,010 3.30
07.09.2018 - Transfer 62,383 0.03 61,34,393 3.33
21.09.2018 - Transfer 69,169 0.04 62,03,562 3.37
29.09.2018 - Transfer 1,45,025 0.08 63,48,587 3.45
21.12.2018 - Transfer 28,275 0.02 63,76,862 3.47
18.01.2019 - Transfer 1,13,477 0.06 64,90,339 3.53
25.01.2019 - Transfer 4,26,159 0.23 69,16,498 3.76
01.02.2019 - Transfer 5,55,734 0.30 74,72,232 4.06
08.02.2019 - Transfer 4,46,830 0.24 79,19,062 4.30
15.02.2019 - Transfer 4,25,285 0.23 83,44,347 4.53
22.02.2019 - Transfer 3,11,673 0.17 86,56,020 4.70
01.03.2019 - Transfer 3,34,745 0.18 89,90,765 4.88
08.03.2019 - Transfer 60,569 0.03 90,51,334 4.91
15.03.2019 - Transfer 2,19,395 0.12 92,70,729 5.03
29.03.2019 - Transfer 99,004 0.05 93,69,733 5.08
At the end of the year 93,69,733 5.08

2 East Bridge Capital Master Fund Limited


At the beginning of the year 63,18,868 3.43 63,18,868 3.43
19.10.2018 - Transfer 20,745 0.01 63,39,613 3.44
26.10.2018 - Transfer 3,955 0.00 63,43,568 3.44
At the end of the year 63,43,568 3.44

3 East Bridge Capital Master Fund I Limited


At the beginning of the year 50,81,801 2.76 50,81,801 2.76
22.06.2018 - Transfer 2,51,116 0.13 53,32,917 2.89
At the end of the year 53,32,917 2.89

166 Piramal Enterprises Limited


Sl. For each of the Top 10 Shareholders Share holding at the beginning Cumulative Shareholding
No. of the Year during the year
No. of shares % of total shares of No. of shares % of total shares of

Strategic Overview
the Company@ the Company@
4 Indiahold Limited
At the beginning of the year 41,76,468 2.26 41,76,468 2.26
At the end of the year 41,76,468 2.26

5 Aberdeen Global Indian Equity Limited


At the beginning of the year 27,12,109 1.47 27,12,109 1.47
06.04.2018 - Transfer (12,519) (0.01) 26,99,590 1.46
13.04.2018 - Transfer (1,40,000) (0.08) 25,59,590 1.38
06.07.2018 - Transfer (1,35,000) (0.07) 24,24,590 1.31
13.07.2018 - Transfer (1,35,000) (0.07) 22,89,590 1.24
07.09.2018 - Transfer (1,45,931) (0.08) 21,43,659 1.16
21.09.2018 - Transfer (82,042) (0.04) 20,61,617 1.12

Management Discussion & Analysis


21.12.2018 - Transfer 59,202 0.03 21,20,819 1.15
28.12.2018 - Transfer 2,60,798 0.15 23,81,617 1.30
22.03.2019 - Transfer (70,385) (0.04) 23,11,232 1.26
29.03.2019 - Transfer (49,615) (0.03) 22,61,617 1.23
At the end of the year 22,61,617 1.23

6 WF Asian Smaller Companies Fund Limited*


At the beginning of the year 0.00 0.00 0.00 0.00
03.08.2018 - Transfer 1,67,636 0.09 1,67,636 0.09
10.08.2018 - Transfer 5,04,186 0.27 6,71,822 0.36
29.09.2018 - Transfer 1,90,044 0.10 8,61,866 0.46
09.11.2018 - Transfer 3,94,944 0.21 12,56,810 0.67

Board & Management Profiles


25.01.2019 - Transfer 1,95,700 0.11 14,52,510 0.78
01.02.2019 - Transfer 3,87,900 0.21 18,40,410 0.99
08.02.2019 - Transfer 47,900 0.03 18,88,310 1.02
At the end of the year 18,88,310 1.02

7 Piramal Enterprises Limited Senior Employees Welfare Trust [Formerly


known as Piramal Healthcare Limited Senior Employee Option Scheme]$
At the beginning of the year 15,95,167 0.86 15,95,167 0.86
20.04.2018 - Transfer (3,584) (0.00) 15,91,583 0.86
08.06.2018 - Transfer (1,566) (0.00) 15,90,017 0.86
22.06.2018 - Transfer (2,699) (0.00) 15,87,318 0.86
06.07.2018 - Transfer (5,671) (0.01) 15,81,647 0.85
20.07.2018 - Transfer (803) (0.00) 15,80,844 0.85
10.08.2018 - Transfer (1,500) (0.00) 15,79,344 0.85

Statutory Reports
17.08.2018 - Transfer (5,018) (0.00) 15,74,326 0.85
24.08.2018 - Transfer (954) (0.00) 15,73,372 0.85
31.08.2018 - Transfer (1,849) (0.00) 15,71,523 0.85
14.09.2018 - Transfer (3,600) (0.00) 15,67,923 0.85
21.09.2018 - Transfer (3,520) (0.00) 15,64,403 0.85
29.09.2018 - Transfer (4,035) (0.00) 15,60,368 0.85
05.10.2018 - Transfer (1,428) (0.00) 15,58,940 0.85
26.10.2018 - Transfer (4,498) (0.00) 15,54,442 0.85
09.11.2018 - Transfer (256) (0.00) 15,54,186 0.85
30.11.2018 - Transfer (24,019) (0.02) 15,30,167 0.83
07.12.2018 - Transfer (10,500) (0.01) 15,19,667 0.82
21.12.2018 - Transfer (25) (0.00) 15,19,642 0.82
04.01.2019 - Transfer (2,683) (0.00) 15,16,959 0.82
Financial Statements

11.01.2019 - Transfer (25) (0.00) 15,16,934 0.82


15.02.2019 - Transfer (13,524) (0.01) 15,03,410 0.81
29.03.2019 - Transfer (5,005) (0.00) 14,98,405 0.81
At the end of the year 14,98,405 0.81

8 Vanguard Emerging Markets Stock Index Fund, A series of Vanguard


International Equity Index Fund
At the beginning of the year 15,01,464 0.81 15,01,464 0.81
06.04.2018 - Transfer (33,908) (0.02) 14,67,556 0.79
04.05.2018 - Transfer (2,540) (0.00) 14,65,016 0.79
11.05.2018 - Transfer (2,413) (0.00) 14,62,603 0.79

Annual Report 2018-19 167


BOARD'S REPORT
Sl. For each of the Top 10 Shareholders Share holding at the beginning Cumulative Shareholding
No. of the Year during the year
No. of shares % of total shares of No. of shares % of total shares of
the Company@ the Company@
01.06.2018 - Transfer (1,905) (0.00) 14,60,698 0.79
15.06.2018 - Transfer (1,905) (0.00) 14,58,793 0.79
22.06.2018 - Transfer (50,146) (0.03) 14,08,647 0.76
30.06.2018 - Transfer (28,960) (0.02) 13,79,687 0.74
06.07.2018 - Transfer (3,510) (0.00) 13,76,177 0.74
13.07.2018 - Transfer (5,590) (0.00) 13,70,587 0.74
29.09.2018 - Transfer (27,261) (0.02) 13,43,326 0.72
16.11.2018 - Transfer 2,040 0.00 13,45,366 0.72
23.11.2018 - Transfer 5,304 0.00 13,50,670 0.73
07.12.2018 - Transfer 2,584 0.00 13,53,254 0.73
21.12.2018 - Transfer 7,344 0.01 13,60,598 0.73
28.12.2018 - Transfer (34,419) (0.02) 13,26,179 0.71
01.02.2019 - Transfer 7,830 0.01 13,34,009 0.72
08.02.2019 - Transfer 24,043 0.02 13,58,052 0.74
15.02.2019 - Transfer 932 0.00 13,58,984 0.74
29.03.2019 - Transfer 3,105 0.00 13,62,089 0.74
At the end of the year 13,62,089 0.74

9 Vanguard Total International Stock Index Fund


At the beginning of the year 11,35,735 0.61 11,35,735 0.61
11.05.2018 - Transfer 16,239 0.01 11,51,974 0.62
08.06.2018 - Transfer 31,912 0.02 11,83,886 0.64
20.07.2018 - Transfer 22,598 0.01 12,06,484 0.65
24.08.2018 - Transfer 16,117 0.01 12,22,601 0.66
14.09.2018 - Transfer 11,866 0.01 12,34,467 0.67
19.10.2018 - Transfer 22,843 0.01 12,57,310 0.68
23.11.2018 - Transfer 26,189 0.01 12,83,499 0.69
04.01.2019 - Transfer 188 0.00 12,83,687 0.69
11.01.2019 - Transfer 16,244 0.01 12,99,931 0.70
08.03.2019 - Transfer 55,555 0.03 13,55,486 0.73
At the end of the year 13,55,486 0.73

10 Elara India Opportunities Fund Limited


At the beginning of the year 12,99,613 0.71 12,99,613 0.71
01.06.2018 - Transfer 800 0.00 13,00,413 0.71
30.06.2018 - Transfer (1,350) (0.00) 12,99,063 0.71
02.11.2018 - Transfer 2,500 0.00 13,01,563 0.71
08.02.2019 - Transfer 3,450 0.00 13,05,013 0.71
At the end of the year 13,05,013 0.71

11 Government of Singapore
At the beginning of the year 9,75,947 0.52 9,75,947 0.52
06.04.2018 - Transfer 1,174 0.00 9,77,121 0.52
20.04.2018 - Transfer (13,024) (0.01) 9,64,097 0.51
27.04.2018 - Transfer (845) (0.00) 9,63,252 0.51
04.05.2018 - Transfer (867) (0.00) 9,62,385 0.51
18.05.2018 - Transfer (2,155) (0.00) 9,60,230 0.51
25.05.2018 - Transfer (497) (0.00) 9,59,733 0.51
01.06.2018 - Transfer (47,509) (0.03) 9,12,224 0.48
08.06.2018 - Transfer 49,314 0.03 9,61,538 0.51
15.06.2018 - Transfer 35,068 0.02 9,96,606 0.53
22.06.2018 - Transfer 8,067 0.01 10,04,673 0.54
13.07.2018 - Transfer 27,207 0.01 10,31,880 0.55
20.07.2018 - Transfer 9,702 0.01 10,41,582 0.56
27.07.2018 - Transfer (567) (0.00) 10,41,015 0.56
03.08.2018 - Transfer (822) (0.00) 10,40,193 0.56
10.08.2018 - Transfer (6,915) (0.01) 10,33,278 0.55
24.08.2018 - Transfer 21,922 0.01 10,55,200 0.56
31.08.2018 - Transfer 46,326 0.03 11,01,526 0.59

168 Piramal Enterprises Limited


Sl. For each of the Top 10 Shareholders Share holding at the beginning Cumulative Shareholding
No. of the Year during the year
No. of shares % of total shares of No. of shares % of total shares of

Strategic Overview
the Company@ the Company@
07.09.2018 - Transfer 28,094 0.02 11,29,620 0.61
14.09.2018 - Transfer 20,854 0.01 11,50,474 0.62
21.09.2018 - Transfer 16,612 0.01 11,67,086 0.63
12.10.2018 - Transfer (1,342) (0.00) 11,65,744 0.63
19.10.2018 - Transfer 4,259 0.00 11,70,003 0.63
02.11.2018 - Transfer 2,742 0.00 11,72,745 0.63
23.11.2018 - Transfer 9,555 0.01 11,82,300 0.64
30.11.2018 - Transfer 47,127 0.03 12,29,427 0.67
07.12.2018 - Transfer (3,271) (0.00) 12,26,156 0.67
14.12.2018 - Transfer (31,141) (0.02) 11,95,015 0.65
21.12.2018 - Transfer 13,258 0.01 12,08,273 0.66
28.12.2018 - Transfer (695) (0.00) 12,07,578 0.66

Management Discussion & Analysis


04.01.2019 - Transfer 8,161 0.01 12,15,739 0.67
08.02.2019 - Transfer 25,087 0.01 12,40,826 0.68
01.03.2019 - Transfer (16,527) (0.01) 12,24,299 0.67
08.03.2019 - Transfer (27,570) (0.02) 11,96,729 0.65
22.03.2019 - Transfer 8,008 0.01 12,04,737 0.66
At the end of the year 12,04,737 0.66

12 Guardian Point, L.P.#


At the beginning of the year 10,00,000 0.54 10,00,000 0.54
19.10.2018 - Transfer 1,00,000 0.05 11,00,000 0.59
25.01.2019 - Transfer (92,000) (0.05) 10,08,000 0.54
01.02.2019 - Transfer (1,80,517) (0.10) 8,27,483 0.44

Board & Management Profiles


08.02.2019 - Transfer (67,483) (0.03) 7,60,000 0.41
29.03.2019 - Transfer (60,000) (0.03) 7,00,000 0.38
At the end of the year 7,00,000 0.38
@
% have been calculated on the paid up share capital of the Company as on 31.03.2019
* Not in the list of Top 10 shareholders as on 01.04.2018. The same is reflected above since the shareholder was one of the top 10 shareholders as on 31.03.2019
#
Ceased to be in the list of Top 10 shareholders as on 31.03.2019. The same is reflected above since the shareholder was one of the Top 10 shareholders as on 01.04.2018
Classified as Non Promoter Non Public
$

(v) Shareholding of Directors & KMP


Sl. For each of the Directors & KMP Shareholding at the Cumulative Shareholding
No. beginning of the Year during the year
No. of shares % of total shares of No. of shares % of total shares of

Statutory Reports
the Company@ the Company@
1 Mr. Ajay G. Piramal
At the beginning of the year 1,13,658 0.06 1,13,658 0.06
At the end of the year 1,13,658 0.06
2 Dr. (Mrs.) Swati A. Piramal
At the beginning of the year 1,217 0.00 1,217 0.00
29.03.2019 - Transfer 31,325 0.02 32,542 0.02
At the end of the year 32,542 0.02
3 Mr. Deepak Satwalekar
At the beginning of the year 10,434 0.01 10,434 0.01
At the end of the year 10,434 0.01
4 Prof. Goverdhan Mehta
At the beginning of the year 5,000 0.00 5,000 0.00
Financial Statements

At the end of the year 5,000 0.00


5 Mr. Keki Dadiseth
At the beginning of the year 5,217 0.00 5,217 0.00
At the end of the year 5,217 0.00
6 Mr. N. Vaghul
At the beginning of the year 10,434 0.01 10,434 0.01
At the end of the year 10,434 0.01
7 Dr. R. A. Mashelkar
At the beginning of the year 8,125 0.00 8,125 0.00
At the end of the year 8,125 0.00

Annual Report 2018-19 169


BOARD'S REPORT
Sl. For each of the Directors & KMP Shareholding at the Cumulative Shareholding
No. beginning of the Year during the year
No. of shares % of total shares of No. of shares % of total shares of
the Company@ the Company@
8 Ms. Nandini Piramal
At the beginning of the year 1,08,377 0.06 1,08,377 0.06
12.06.2018 - Transfer (1,01,665) (0.06) 6,712 0.00
At the end of the year 6,712 0.00
9 Mr. Vijay Shah#
At the beginning of the year 1,24,483 0.07 1,24,483 0.07
At the end of the year 1,24,483 0.07
10 Mr. Gautam Banerjee
At the beginning of the year NIL NIL NIL NIL
At the end of the year NIL NIL
11 Mr. Siddharth Mehta
At the beginning of the year NIL NIL NIL NIL
At the end of the year NIL NIL
12 Mr. S. Ramadorai
At the beginning of the year 5,300 0.00 5,300 0.00
At the end of the year 5,300 0.00
13 Mr. Anand Piramal
At the beginning of the year 2,76,945 0.15 2,76,945 0.15
12.06.2018 - Transfer (1,08,377) (0.06) 1,68,568 0.09
At the end of the year 1,68,568 0.09
14 Mrs. Arundhati Bhattacharya*
As on 25.10.2018 NIL NIL NIL NIL
At the end of the year NIL NIL
15 Mr. Vivek Valsaraj
At the beginning of the year 9,995 0.01 9,995 0.01
22.06.2018 - Transfer 1,450 0.00 11,445 0.01
09.07.2018 - Transfer 1,305 0.00 12,750 0.01
05.09.2018 - Transfer (300) (0.00) 12,450 0.01
27.09.2018 - Transfer 1,435 0.00 13,885 0.01
26.10.2018 - Transfer 948 0.00 14,833 0.01
04.01.2019 - Transfer 800 0.00 15,633 0.01
At the end of the year 15,633 0.01
16 Mr. Leonard D'Souza
At the beginning of the year 8,000 0.00 8,000 0.00
21.08.2018 - Transfer (500) (0.00) 7,500 0.00
At the end of the year 7,500 0.00
@
% have been calculated on the paid up share capital of the Company as on 31.03.2019
* Appointed as an Additional Director (Non–Executive, Independent) w.e.f 25.10.2018
# Includes shareholding as joint shareholder

170 Piramal Enterprises Limited


V INDEBTEDNESS
Indebtedness of the Company including interest outstanding/accrued but not due for payment
(` in Crores)

Strategic Overview
Secured Loans Unsecured Total
Deposit
excluding deposits Loans Indebtedness

Indebtedness at the beginning of the financial year


i) Principal Amount 5,025.27 8,871.00 - 13,896.27
ii) Interest due but not paid - - - -
iii) Interest accrued but not due 8.15 148.20 - 156.35
Total (i+ii+iii) 5,033.42 9,019.20 - 14,052.62

Change in Indebtedness during the financial year


Addition 9,931.71 51,712.33 - 61,644.04
Reduction: - -
Loans Repayment 4,163.08 54,118.33 - 58,281.41

Management Discussion & Analysis


Exchange Difference (gain)/Loss 32.89 1.84 - 34.73
Net Change 5,801.52 (2,404.16) - 3,397.36
-
Indebtedness at the end of the financial year -
i) Principal Amount 10,826.00 6,466.84 - 17,292.84
ii) Interest due but not paid - - - -
iii) Interest accrued but not due 134.84 (37.49) - 97.35

Total (i+ii+iii) 10,960.84 6,429.35 - 17,390.19


Note: During the previous year 4,64,330 CCDs having face value of ` 1,07,600 amounting to ` 4,996.19 Crores were issued by the Company. As at 31.03.2019 354,655 CCDs (Previous Year
458,705 CCDs) amounting to ` 3,816.09 Crores (Previous year ` 4,935.67 Crores) are outstanding.

VI REMUNERATION OF DIRECTORS AND KEY MANAGERIAL PERSONNEL

Board & Management Profiles


A) Remuneration to Managing Director, Whole time director and/or Manager:
(`)

Sl. Particulars of Remuneration Name of the MD/WTD/Manager Total Amount


No.
Ajay G. Swati A. Nandini Vijay Shah
Piramal Piramal Piramal
1 Gross salary
(a) Salary as per provisions contained in Section 17(1) of the 8,69,35,459 3,86,40,427 2,94,02,068 4,44,85,528 19,94,63,482
Income Tax Act, 1961
(b) Value of perquisites u/s 17(2) of the Income Tax Act, 1961 62,797 44,005 39,600 12,99,600 14,46,002
(c) Profits in lieu of salary under Section 17(3) of the Income Tax - - - - -
Act, 1961
2 Stock option - - - #
-

Statutory Reports
3 Sweat Equity - - - - -
4 Commission - - - - -
as % of profit - - - - -
others (specify) - - - - -
5 Others, please specify : 3,44,99,520 1,58,12,280 1,14,99,840 1,91,26,800 8,09,38,440
Performance Pay for FY2018
Total (A) 12,14,97,776 5,44,96,712 4,09,41,508 6,49,11,928 28,18,47,924
Ceiling as per the Act: @5% of Profits for each Director 27,14,88,574 27,14,88,574 27,14,88,574 27,14,88,574
@10% of Profits for all Directors 54,29,77,148
# Mr. Vijay Shah also receives ESOPs under the Company’s ESOP Scheme. Financial Statements

Annual Report 2018-19 171


BOARD'S REPORT
B) Remuneration to other directors:
(`)
Independent Directors Gautam Keki Dadiseth R. A. Goverdhan Siddharth S. Ramadorai Deepak N. Vaghul Arundhati Total Amount
Banerjee Mashelkar Mehta Mehta Satwalekar Bhattacharya $
(a) Fee for attending board / 4,00,000 8,00,000 10,00,000 6,00,000 4,50,000 4,00,000 9,50,000 11,00,000 2,50,000 59,50,000
committee meetings
(b) Commission 27,00,000 27,00,000 27,00,000 27,00,000 27,00,000 27,00,000 27,00,000 27,00,000 - 2,16,00,000
(c) Others, please specify - - - - - - - - - -
Total (1) 31,00,000 35,00,000 37,00,000 33,00,000 31,50,000 31,00,000 36,50,000 38,00,000 2,50,000 2,75,50,000
Other Non - Executive Directors@
(a) Fee for attending board - - - - - - - - - -
committee meetings
(b) Commission - - - - - - - - - -
(c) Others, please specify. - - - - - - - - - -
Total (2) - - - - - - - - - -
Total (B)=(1+2) 31,00,000 35,00,000 37,00,000 33,00,000 31,50,000 31,00,000 36,50,000 38,00,000 2,50,000 2,75,50,000
Total Managerial Remuneration (A+B)# 30,34,47,924
Overall Ceiling as per the Act 59,72,74,863
# Exclusive of Sitting Fees
$ Appointed as an Additional Director (Non–Executive, Independent) w.e.f 25.10.2018
@ Mr. Anand Piramal, Non-Executive Director does not receive any sitting fees or any other remuneration.
Remuneration details have been provided on the basis of remuneration/ commission paid during FY2019 and sitting fees for meetings attended during FY2019.

C) Remuneration to Key Managerial Personnel Other Than MD/Manager/WTD


(`)

Sl. Particulars of Remuneration Key Managerial Personnel


No.
Mr. Vivek Valsaraj Mr. Leonard D'Souza Total
CFO Company Secretary
1 Gross Salary
(a) Salary as per provisions contained in Section 17(1) of the Income Tax Act, 1961 1,79,24,257 99,69,181 2,78,93,438
(b) Value of perquisites u/s 17(2) of the Income Tax Act, 1961 32,400 1,18,578 1,50,978
(c) Profits in lieu of salary under Section 17(3) of the Income Tax Act, 1961 - - -
2 Stock Option@ - - -
3 Sweat Equity - - -
4 Commission - - -
as % of profit - - -
- Others (specify) - - -
5 Others, specify - - -
Total 1,79,56,657 1,00,87,759 2,80,44,416
@ Mr. Vivek Valsaraj & Mr. Leonard D'Souza also receives ESOPs under the Company’s ESOP Scheme.

VII P ENALTIES/PUNISHMENT/COMPOUNDING OF OFFENCES - There were no penalties/ punishment/compounding of offences for


breach of any section of the Companies Act, 2013 against the Company or its Directors or other officers in default, if any, during the year.

172 Piramal Enterprises Limited


ANNEXURE F
NOMINATION POLICY and the Regulations, as amended or re-enacted or notified
from time to time. Such candidates should also comply

Strategic Overview
I. Preamble with other applicable regulatory requirements relating to
The Nomination and Remuneration Committee (‘NRC’) of Independence or as may be laid down by the Board from
Piramal Enterprises Limited (the ‘Company’), has adopted the time to time.
following policy and procedures with regard to identification b) Such Candidates shall submit a Declaration of
and nomination of persons who are qualified to become Independence to the NRC/ Board, initially and thereafter,
directors and who maybe appointed in senior management. annually, based upon which, the NRC/ Board shall evaluate
compliance with this criteria for Independence.
This policy is framed in compliance with the applicable
provisions of Regulation 19 read with Part D of the Schedule II 5. Change in status of Independence
of the SEBI (Listing Obligations and Disclosures Requirements)
Regulations, 2015 (‘the Regulations’) and Section 178 and other Every Independent Director shall be required to inform

Management Discussion & Analysis


applicable provisions of the Companies Act, 2013. the NRC/ Board immediately in case of any change in
circumstances that may put his or her independence
II. C
 riteria for identifying persons for appointment as in doubt, based upon which, the NRC/ Board may take
Directors and Senior Management: such steps as it may deem fit in the best interest of the
A. Directors organization.
1. Candidates for Directorship should possess appropriate
qualifications, skills and expertise in one or more fields of 6. Extension of existing term of Independent Directors
finance, law, general corporate management, information Upon the expiry of the prevailing term and subject to the
management, science and innovation, public policy, eligibility of the Independent Director (‘ID’), under the
financial services, sales & marketing and other disciplines as applicable provisions of the Act, Rules, Listing Regulations
may be identified by the NRC and/or the Board from time to and other applicable law(s), as prevailing from time to time,
time, that may be relevant to the Company’s business.

Board & Management Profiles


the Board may, on the recommendations of the NRC and
2. Such candidates should also have a proven record of subject to the outcome of performance evaluation and in
professional success. compliance with applicable regulatory requirements, at its
discretion, recommend to the shareholders an extension
3. Every candidate for Directorship on the Board should have or renewal of the ID’s existing term for such period as
the following positive attributes: it may deem fit and proper, in the best interest of the
organization.
a) Possesses a high level of integrity, ethics, credibility and
trustworthiness; B. Members of Senior Management
b) Ability to handle conflict constructively and possess the 1. For the purpose of this Policy, the term ‘Senior
willingness to address critical issues proactively; Management’ shall have the same meaning as defined
c) Is familiar with the business of the Company and the in the Companies Act, 2013 and the Regulations, as

Statutory Reports
industry in which it operates and displays a keen interest in amended from time to time.
contributing at the Board level to the Company’s growth in
these areas; 2. The eligibility criteria for appointments to Senior
d) Possesses the ability to bring independent judgment to Management and continuity thereof shall include
bear on the Board’s deliberations especially on issues of integrity and ethics, in addition to possessing
strategy, performance, risk management and resource qualifications, expertise, experience and special
planning; competencies relevant to the position for which
e) Displays willingness to devote sufficient time and attention purpose the executive is being or has been appointed.
to the Company’s affairs;
f) Values Corporate Governance and possesses the skills 3. Any candidate being considered for the post of senior
and ability to assist the Company in implementing good management should be willing to comply fully with the
corporate governance practices; PEL Code of Conduct for senior management, PEL –
Financial Statements

g) Possesses leadership skills and is a team player. Code of Conduct for Prevention of Insider Trading and
other applicable policies, in force from time to time.
4. Criteria for Independence applicable for selection of
Independent Directors: III. Process for identification & shortlisting of candidates
A. Directors
a) Candidates for Independent Directors on the Board 1. The NRC shall identify the need for appointment of new
of the Company should comply with the criteria for Directors on the Board on the basis of the evaluation
Independence as stipulated in the Companies Act, 2013 process for Board as a whole and of individual Directors or
as it may otherwise determine.

Annual Report 2018-19 173


BOARD'S REPORT
2. Candidates for Board membership may be identified from REMUNERATION POLICY
a number of sources, including but not limited to past and
present members of the Board and Directors database. 1. Preamble
1.1. The Nomination and Remuneration Committee (‘NRC’)
3. NRC shall evaluate proposals for appointment of new of Piramal Enterprises Limited (the “Company”), has
Directors on the basis of qualification criteria and adopted the following policy and procedures with regard to
positive attributes referred to hereinabove and make its remuneration of Directors, Key Managerial Personnel and
recommendations to the Board. other employees.

B. Members of Senior Management 1.2. The Remuneration Policy (‘Policy’) is framed in


1. The NRC shall consider the recommendations of the compliance with the applicable provisions of
management while evaluating the selection of executives Regulation 19 read with Part D of the Schedule II of the
in senior management. The NRC may also identity potential SEBI (Listing Obligations and Disclosures Requirements)
candidates for appointment to Senior Management Regulations, 2015 (‘the Regulations’) entered by the
through referrals and recommendations from past and Company with the Stock Exchanges and Section 178
present members of the Board or from such other sources and other applicable provisions of the Companies Act,
as it may deem fit and proper. 2013.

2. The NRC shall evaluate proposals for appointments to 1.3. This Policy reflects the Company’s core values viz.
Senior Management on the basis of eligibility criteria Knowledge, Action, Care and Impact.
referred to hereinabove and such other criteria as it may
deem appropriate. 2. Designing of Remuneration Packages
2.1. While designing remuneration packages, the following
3. Based on such evaluation, the NRC shall shortlist the factors are taken into consideration:
desired candidate and make its recommendations to the
Board for appointment. a. Ability to attract, motivate and retain the best talent in the
industries in which the Company operates;
IV. Removal b. Current industry benchmarks;
c. Cost of living;
A. Directors d. Maintenance of an appropriate balance between fixed
1. If a Director incurs any disqualification mentioned performance linked variable pay and long term incentives
under the Companies Act, 2013 or any other applicable reflecting long and short term performance objectives
law, regulations, statutory requirement, the NRC may aligned to the working of the company and its goals;
recommend to the Board with reasons recorded in e. Achievement of Key Result Areas (KRAs) of the employee,
writing, the removal of the said Director subject to the concerned department/ function and of the Company.
the provisions of and compliance with the statutory
provisions. 3. Remuneration to Directors
A. Non- Executive/ Independent Directors:
2. Such recommendations may also be made on the basis The Non- Executive/ Independent directors are entitled to
of performance evaluation of the Directors or as may the following:
otherwise be thought fit by the NRC.
i. Sitting Fees: The Non- Executive/ Independent Director
B. Members of Senior Management receive remuneration in the form of sitting fees for
1. The NRC shall consider the recommendations of the attending meetings of Board or Committee thereof of
management while making recommendations to the Company and its subsidiaries where such Director
the Board for dismissal/ removal of those in Senior maybe so appointed. The Independent Directors also
Management. receive sitting fees for attending separate meetings of
the Independent Directors. Provided that the amount
2. Such recommendations may also be made on the of such fees shall not exceed such amount per meeting
basis of performance evaluation of members of Senior as may be prescribed by the Central Government from
Management to the extent applicable or as may time to time.
otherwise be thought fit by the NRC.
ii. Commission: Commission may be paid within the
V. Review monetary limit approved by shareholders subject to
The NRC shall periodically review the effectiveness of this Policy compliance with applicable regulatory requirements.
and recommend any revisions that maybe required to this Policy
to the Board for consideration and approval. B. Remuneration to Whole – Time Directors
i. The remuneration to be paid to the Whole – Time
Directors shall be in compliance with the applicable

174 Piramal Enterprises Limited


regulatory requirements, including such requisite In addition to the above mentioned remuneration package, Key
approvals as required by law. Managerial Personnel and Senior Management may also be
provided Employee Stock Options (ESOPs) in compliance with
ii. Increments may be recommended by the Committee applicable regulatory requirements.

Strategic Overview
to the Board which shall be within applicable
regulatory limits. 5. Remuneration to Other Employees
iii. The Board may at the recommendation of the NRC The remuneration packages of other employees are also
and its discretion, may consider the payment of such formulated in accordance with HR Policy of the Company in
additional remuneration within the framework of force from time to time. In addition to basic salary and other
applicable laws and regulatory requirements. components forming part of overall salary package, employees
are also provided with perquisites and retirement benefits as
4. R
 emuneration to Key Managerial Personnel and Senior per the HR Policy of the Company and statutory requirements,
Management where applicable.
Remuneration to Key Managerial Personnel and other Senior
Management shall be as per the HR Policy of the Company 6. Disclosure

Management Discussion & Analysis


in force from time to time and in compliance with applicable As per existing Applicable Regulatory Requirements, the
regulatory requirements. Total remuneration comprises of: Remuneration Policy shall be disclosed in the Board’s Report.

• A fixed Basic Salary; 7. Review


• Perquisites as per Company Policy; The NRC shall periodically review the effectiveness of this Policy
• Retirement benefits as per Company Rules and statutory and recommend any revisions that maybe required to this Policy
requirements; to the Board for consideration and approval.
• Performance linked incentive (on an annual basis) based on
the achievement of pre-set KRAs and long term incentives
based on value creation.

Board & Management Profiles


ANNEXURE G
FORM NO. AOC – 2
[Pursuant to clause (h) of sub-section (3) of Section 134 of the Companies Act, 2013 (ʻthe Act’) and Rule 8(2) of the Companies (Accounts)
Rules, 2014]

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 Act including certain arm’s length transactions under third proviso thereto

1. Details of contracts or arrangements or transactions not at arm’s length basis:


There were no contracts or arrangements or transactions entered into during the year ended March 31, 2019, which were not at arm’s
length basis.

Statutory Reports
2. Details of material contracts or arrangement or transactions at arm’s length basis:
The details of material contracts or arrangements or transactions at arm’s length basis for the year ended March 31, 2019 are as follows:

Sr. Name(s) of the related party & Nature of Nature, salient features of contracts/ Duration of Date(s) of approval Amount paid
No relationship arrangements/ transactions the contracts/ by the Board, if any
arrangements/
transactions
1. Piramal Capital and Housing Finance The Company has down-sold a portion May 28, 2018 and May 28, 2018 ` 2,207.72 Crores
Limited (Wholly owned subsidiary of the of its lending portfolio forming part of its ongoing
Company) (PCHFL)* financial services business to PCHFL and
PHL Fininvest
2. PHL Fininvest Private Limited (Wholly May 28, 2018 and May 28, 2018 ` 694.41 Crores
Financial Statements

owned subsidiary of the Company) (PHL ongoing


Fininvest)
*formerly known as Piramal Housing Finance Limited

Place: Mumbai For and on behalf of the


Date: April 26, 2019 Board of Directors

Chairman

Annual Report 2018-19 175


BOARD'S REPORT

ANNEXURE H
To,
The Members,

Piramal Enterprises Limited


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

1. Maintenance of Secretarial records is the responsibility of the Management of the Company. Our responsibility is to express an opinion
on these Secretarial records based on our audit.

2. We have followed the audit practices and processes as were appropriate to obtain reasonable assurance about the correctness of the
contents of the Secretarial records. The verification was done on test basis to ensure that correct facts are reflected in the Secretarial
records. We believe that the processes and practices, we followed provide a reasonable basis for our opinion.

3. We have not verified the correctness and appropriateness of financial records and Books of Account of the Company.

4. Where ever required, we have obtained the Management representation about the compliance of Laws, Rules and Regulations and
happening of events, etc.

5. The compliance of the provisions of Corporate and other applicable Laws, Rules, Regulations, standards is the responsibility of the
Management. Our 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 the efficacy or effectiveness with which
the Management has conducted the affairs of the Company.

For N. L. Bhatia & Associates


Practising Company Secretaries
UIN: P1996MH055800

N. L. Bhatia
Managing Partner
Place: Mumbai FCS: 1176
Date: April 26, 2019 C.P. No.: 422

176 Piramal Enterprises Limited


SECRETARIAL AUDIT REPORT
FORM NO. MR-3
FOR THE FINANCIAL YEAR ENDED MARCH 31, 2019

Strategic Overview
[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, f. The Securities and Exchange Board of India (Issue and Listing
The Members, of Debt Securities) Regulations, 2008;
Piramal Enterprises Limited g. The Securities and Exchange Board of India (Registrars to an
We have conducted the Secretarial Audit of the compliance Issue and Share Transfer Agents) Regulations, 1993 regarding
of applicable statutory provisions and the adherence to good the Act and dealing with client;
corporate practices by Piramal Enterprises Limited (herein after h. The Securities and Exchange Board of India (Delisting of Equity
called ‘the Company’). Secretarial Audit was conducted in a manner Shares) Regulations, 2009;- Not Applicable for the financial

Management Discussion & Analysis


that provided us a reasonable basis for evaluating the corporate year ended March 31, 2019;
conducts/statutory compliances and expressing our opinion thereon. i. The Securities and Exchange Board of India (Buyback of
Securities) Regulations, 1998;- Not Applicable for the
Based on our verification of the Company’s books, papers, minute financial year ended March 31, 2019; and
books, forms and returns filed and other records maintained by the
Company and also the information provided by the Company, its Amongst the various laws which are applicable to the Company,
officers, agents and authorized representatives during the conduct of following are the laws which are specifically applicable to the
Secretarial Audit, we hereby report that in our opinion, the Company Company:
has, during the audit period covering the financial year ended i. Central Goods and Services Tax Act, 2017;
on March 31, 2019 complied with the statutory provisions listed ii. Integrated Goods and Services Tax Act, 2017;
hereunder and also that the Company has proper Board-processes
and compliance-mechanism in place to the extent, in the manner iii. Drugs and Cosmetics Act, 1940 and Drugs and Cosmetics Rules,

Board & Management Profiles


and subject to the reporting made hereinafter: 1940;
iv. Drugs (Price Control) Order, 2013;
We have examined the books, papers, minute books, forms and v. Foods Standard & Safety Act (FSSA), 2006, Food Safety and
returns filed and other records maintained by the Company for the Standards Rules, 2011, Food Safety and Standards (Licensing and
financial year ended on March 31, 2019 according to the provisions Registration of Food Businesses), Regulations, 2011;
of:
vi. The Narcotic Drugs and Psychotropic Substances Act, 1985;
a) The Companies Act, 2013 (‘the Act’) and the Rules made vii. The Legal Metrology Act & Legal Metrology (Packaged
thereunder; Commodities) Rules, 2011;
b) The Securities Contracts (Regulation) Act, 1956 (‘SCRA’) and the viii. The Drugs and Magic Remedies (Objectionable Advertisements)
Rules made thereunder; Act, 1954 and Rules, 1955;

Statutory Reports
c) The Depositories Act, 1996 and the Regulations and Bye-laws ix. Gujarat Special Economic Zone Act, 2004;
framed thereunder; x. Maharashtra Prohibition Act 1949 (Bombay Act No. XXV of 1949);
d) Foreign Exchange Management Act, 1999 (‘FEMA’) and the Rules xi. Tamil Nadu Spirituous Preparations (Control) Rules, 1984;
and Regulations made thereunder to the extent of Foreign Direct
Investment, Overseas Direct Investment and External Commercial xii. National Ambient Air Quality Standards (NAAQS), 2009;
Borrowings; xiii. Hazardous Wastes (Management, Handling and Transboundary
e) The following Regulations and Guidelines prescribed under the Movement) Rules, 2008;
Securities and Exchange Board of India Act, 1992 (‘SEBI Act’):- xiv. Manufacture, Storage and Import of Hazardous
a. The Securities and Exchange Board of India (Listing Obligations Chemical Rules, 1989;
and Disclosure Requirements) Regulations, 2015; xv. Bio-Medical Waste (Management and Handling) Rules, 1998;
Financial Statements

b. The Securities and Exchange Board of India (Substantial xvi. The Chemical Weapons Convention Act, 2000;
Acquisition of Shares and Takeovers) Regulations, 2011; xvii. Ozone Depleting Substance (R&C) Rules, 2000;
c. The Securities and Exchange Board of India (Prohibition of xviii. Maharashtra Non-Biodegradable Wastes Act, 2006;
Insider Trading) Regulations, 2015;
xix. Pharmaceutical Policy 2002;
d. The Securities and Exchange Board of India (Issue of Capital
and Disclosure Requirements) Regulations, 2009; xx. Good Clinical Practice Guidelines;

e. The Securities and Exchange Board of India (Share Based xxi. NABL Accreditation India Requirements;
Employee Benefits) Regulations, 2014;

Annual Report 2018-19 177


BOARD'S REPORT

We have also examined compliance with the applicable clauses b. 2,314 Rights Equity Shares which were kept under abeyance
of the Secretarial Standards issued by The Institute of Company during the Rights Issue made vide Letter of Offer dated
Secretaries of India (ICSI) February 1, 2018;

During the period under review the Company has complied with the d. The Company has transferred certain assets and liabilities
provisions of the Act, Rules, Regulations, Guidelines, Standards, etc. forming part of the financial services business of the Company
mentioned above. to Piramal Capital & Housing Finance Limited and PHL Fininvest
Private Limited, wholly owned subsidiaries of the Company.
We further report that, The Board of Directors of the Company is Since the proposed transaction was less than 20% of the net
duly constituted with proper balance of Executive Directors, Non- value of the financial services business in the books of the
Executive Directors and Independent Directors. The changes in the Company as at the last financial year, no other approvals were
composition of Board of Directors that took place during the period required.
under review were carried out in compliance with the provisions of
the Act. e. The Members, at the Annual General Meeting held on July 30,
2018, had approved and authorised the Board to:
Adequate notice is given to all directors to schedule the Board
Meetings and Board Committee Meetings, agenda and detailed e.1 Issue secured/ unsecured redeemable Non-Convertible
notes on agenda were sent at least seven days in advance for Debentures (NCDs) on private placement basis, up to
meetings other than those held at shorter notice, and a system an aggregate amount which shall be within the overall
exists for seeking and obtaining further information and clarifications borrowing limit approved by the shareholders under
on the agenda items before the meeting and for meaningful Section 180(1)(c) of the Companies Act, 2013.
participation at the meeting. f. Pursuant to the approval under clause e.1 above, the
Majority decision is carried through while the dissenting members’ Administrative Committee has allotted:
views are captured and recorded as part of the minutes where f.1 50,900 rated, listed, redeemable, unsecured NCDs of the
applicable. All the decisions at the Board Meetings were passed nominal value of ` 10,00,000 each aggregating to ` 5,090
unanimously and with requisite majority in General Meetings. Crores; and
We further report that, there are adequate systems and processes f.2 1,500 rated, listed, redeemable, secured Non- Convertible
in the Company commensurate with the size and operations of Market Linked Debentures of the nominal value of
the Company to monitor and ensure compliance with applicable ` 10,00,000 each aggregating to ` 150 Crores.
laws, Rules, Regulations and Guidelines. All the notices and orders
received by the Company pursuant to the abovementioned laws g. The Administrative Committee has approved the repurchase
have been adequately dealt with/ duly replied/ complied with. of 4,500 NCDs of ` 10,00,000/- each in accordance with the
terms of the respective Disclosure Documents and the consents
We further report that, during the period under review, received from the Debenture Trustee and the NCD holders.
a. The Board of Directors of the Company at its meeting held
on May 28, 2018, has subject to the approval of the Hon’ble For N. L. Bhatia & Associates
National Company Law Tribunal, Bench at Mumbai (‘NCLT’) Practising Company Secretaries
and such other approvals as may be necessary, approved the UIN: P1996MH055800
Scheme of Amalgamation (‘Scheme’) under Sections 230 to 232
of the Companies Act, 2013 between Piramal Phytocare Limited N. L. Bhatia
Managing Partner
(‘PPL’ or ‘Transferor Company’) and the Company and their Place: Mumbai FCS: 1176
respective shareholders; Date: April 26, 2019 C.P. No.: 422
b. The Administrative Committee has approved the allotment of
41,62,000 equity shares of ` 2/- each at a conversion premium
of ` 2,688/- per share pursuant to conversion of 1,04,050
Compulsory Convertible Debentures (‘CCDs’) of face value of
` 1,07,600/- each aggregating to ` 11,19,57,80,000/-;

c. The Committee of Directors (Rights Issue) has approved the


allotment of the following Rights Equity Shares of face value
of ` 2/- each at an issue price of ` 2,380/- per equity share
including a premium of ` 2,378 per equity share:

a. 8,984 Rights Equity Shares to the CCD holders out of the


Right Equity shares reserved for them [as per regulation 53
of erstwhile Securities and Exchange Board of India (Issue
of Capital and Disclosure Requirements) Regulations, 2009];

178 Piramal Enterprises Limited


ANNEXURE I
CERTIFICATE ON CORPORATE GOVERNANCE

Strategic Overview
To,
The Members,
Piramal Enterprises Limited
We have examined all the relevant records of Piramal Enterprises Limited (‘the Company’) for the purpose of certifying compliance of the
conditions of the Corporate Governance under Chapter IV to the Securities and Exchange Board of India (Listing Obligations And Disclosure
Requirements) Regulations, 2015 (‘Listing Regulations’) for the period from April 1, 2018 to March 31, 2019. We have obtained all the
information and explanations which to the best of our knowledge and belief were necessary for the purpose of certification.

The compliance of conditions of Corporate Governance is the responsibility of the Management. Our examination was limited to procedures
and implementation process adopted by the Company for ensuring the compliance of the conditions of the Corporate Governance. This

Management Discussion & Analysis


certificate is neither an audit nor an expression of opinion on the financial statements of the Company.

In our opinion and to the best of our information and according to the explanations and information furnished to us, we certify that the
Company has complied with all the conditions of Corporate Governance as stipulated in the Listing Regulations.

We further state that such compliance is neither an assurance as to the future viability of the Company nor the efficiency or effectiveness
with which the Management has conducted the affairs of the Company.

For N. L. Bhatia & Associates


Practising Company Secretaries
UIN: P1996MH055800

Board & Management Profiles


N. L. Bhatia
Managing Partner
Place: Mumbai FCS: 1176
Date: April 26, 2019 C.P. No.: 422

Statutory Reports
Financial Statements

Annual Report 2018-19 179


BUSINESS RESPONSIBILITY REPORT

SECTION A: SECTION C: OTHER DETAILS


GENERAL INFORMATION ABOUT THE COMPANY 1. D
 oes the Company have any Subsidiary Company/
1. Corporate Identity Number (CIN) of the Company: Companies?
L24110MH1947PLC005719 Yes, PEL has subsidiary companies in India and overseas.

2. Name of the Company: 2. D


 o the Subsidiary Company/Companies participate in
Piramal Enterprises Limited ('the Company' or 'PEL') the BR Initiatives of the parent company? If yes, then
3. Registered Address: indicate the number of such subsidiary company(s)
Piramal Ananta, Agastya Corporate Park, Opposite Fire Brigade, The Subsidiary Companies of PEL carry out their BR initiatives on
Kamani Junction, Kurla (West), Mumbai – 400 070 a standalone basis.
4. Website:
www.piramal.com 3. D
 o any other entity/entities (e.g. Supplier, distributor
etc.) that the Company does business with, participate
5. E-mail ID: in the BR initiatives of the Company? If yes indicate the
[email protected] percentage of such entities? [Less than 30%, 30 – 60%
6. Financial Year reported: and More than 60%]
Financial year 2018-19 PEL is mindful of its duties as a responsible organisation and
7. S ector(s) that the Company is engaged in (industrial extends its Business Responsibility throughout its value chain.
activity code-wise) Providing a safe and healthy work environment for colleagues,
• 210: Manufacturing of pharmaceuticals, medicinal, chemical contractors, visitors, business partners and stakeholders is a
and botanical products business priority and is linked with Piramal’s core values. In
• 649: Other Financial service activities, except insurance and order to increase awareness on sustainable business practices,
pension funding the organisation uses a number of initiatives to engage with
suppliers and vendors who are critical to its operations. Piramal
8. L ist three key products/services that the Company uses the ‘Creating Optimal and Responsible Environment’
manufactures/provides (as in balance sheet) (CORE) platform to sensitise our supply chain about the benefits
• Pharmaceuticals of health & safety and the environment and also encourage
• Financial Services them to carry out sustainable business practices. As a part of
• Healthcare Insight and Analytics the organisation's endeavour to forge stronger relationships
9. T otal number of locations where business activity is across its value chain, periodic suppliers’ meets are organised
undertaken by the Company: by the Company. Currently, less than 30% of our vendors and
i. Number of International Locations: We have 7 locations of suppliers participate in our BR initiatives and we constantly
which 2 are in UK, 4 are in USA and 1 in Canada strive to extend this across our supply chain.
ii. Number of National Locations: We have 9 locations spread
across Mumbai (3) & Mahad (1) in Maharashtra, Pithampur SECTION D: BR INFORMATION
(1) in Madhya Pradesh, Digwal (1) in Telangana, Chennai (1)
in Tamil Nadu and Ahmedabad (2) in Gujarat 1. Details of Director/Directors responsible for BR

10. Markets served by the Company – Local/State/National/ a) D


 etails of the Director/Director responsible for
International: implementation of the Business Responsibility policy/
We serve Local/State/National/International markets. policies
Name DIN Designation
SECTION B: FINANCIAL DETAILS OF THE
COMPANY Mr. Vijay Shah 00021276 Executive Director

1 Paid Up Capital (`) ₹ 36.89 Crores b) Details of the Business Responsibility Head
2 Total Turnover (`) ₹ 3671.40 Crores
3 Total Profit/(Loss) after Taxes (`) ₹ (861.98) Crores
4 Total Spending on Corporate Social As per the provisions of the DIN (if applicable) NA
Responsibility (CSR) as percentage of Companies Act, 2013, PEL spent Name Mr. Bharat Londhe
Profit after Tax (%) ₹ 31.2 Crores* Designation Head - Environment, Health and Safety, Corporate
5 List of activities in which the expenditure Donation towards:
Telephone number 022 38023630
in 4 above has been incurred a) Education
E-mail ID [email protected]
b) Gender Equality
c) Women Empowerment
d) Healthcare
*During the year, the Company incurred losses due to certain exceptional items.
Accordingly the spending on CSR cannot be provided as a percentage of the Profit after
Tax. However, the amount spent is in excess of the statutory requirement. Details of the
same are contained in the annual report on Corporate Social Responsibility activities for the
financial year 2018-19 which is annexed to the Board’s Report.

180 Piramal Enterprises Limited


2. Principle-wise (as per NVGs) BR Policy/Policies
a) Details of compliance (Reply in Y/N)

Strategic Overview
No. Questions P1 P2 P3 P4 P5 P6 P7 P8 P9
1 Do you have policy/policies for: Y Y Y Y Y Y Y Y Y
2 Has the policy been formulated in consultation with relevant stakeholders? Y Y Y Y Y Y Y Y Y
All the policies have been formulated in consultation with
the Management of the Company
3 Does the policy conform to any national/international standards? Y Y Y Y Y Y Y Y Y
If yes, specify? (50 words)
The policies are in line with the applicable national and international
standards and compliant with the principles of the National Voluntary
Guidelines (NVG) issued by the Ministry of Corporate Affairs.
4 Has the policy been approved by the Board? Y Y Y Y Y Y Y Y Y

Management Discussion & Analysis


If yes, has it been signed by the MD/owner/CEO/appropriate Board Director?
All the policies relating to the 9 principles of the NVG have
been approved by the Board and have been signed
by the Executive Director.
5 Does the Company have a specified committee of the Board/Director/Official to Y Y Y Y Y Y Y Y Y
oversee the implementation of the policy?
PEL has appointed an Executive Director who is responsible for
implementation of BR policies and a BR head to oversee the BR
performance
6 Indicate the link to view the policy online? Y Y Y Y Y Y Y Y Y
The link to view the policies online is:
http://www.piramal.com/investor/overview

Board & Management Profiles


7 Has the policy been formally communicated to all relevant internal and external Y Y Y Y Y Y Y Y Y
stakeholders?
8 Does the Company have in-house structure to implement its policy/policies? Y Y Y Y Y Y Y Y Y
9 Does the Company have a grievance redressal mechanism related to the policy/ Y Y Y Y Y Y Y Y Y
policies to address stakeholders’ grievances related to policy/policiesw?
The queries relating to BR polices can be sent to
[email protected]
10 Has the Company carried out independent audit/evaluation of the working of this Y Y Y Y Y Y Y Y Y
policy by an internal or external agency?

b) If answer against any principle, is ‘No’, please explain why:


NA

Statutory Reports
3. Governance related to BR
a) Indicate the frequency with which the Board of Directors, Committee of the Board or CEO assess the BR performance of the Company.
Within 3 months, 3-6 months, Annually, More than 1 year.

The BR performance of PEL is reviewed annually by the Board of Directors.

b) Does the Company publish a BR or a Sustainability Report? What is the hyperlink for viewing this report? How frequently it is published?

Yes, the Business Responsibility Report has been published along with the Annual Report of PEL for Financial year 2018-19 and it can be
viewed at: http://www.piramal.com/investor/overview.

SECTION E: PRINCIPLE-WISE PERFORMANCE


Financial Statements

Principle 1: Businesses should conduct and govern themselves with Ethics, Transparency and Accountability
1. Does the policy relating to ethics, bribery and corruption cover only the company? Yes/No. Does it extend to the Group/Joint Ventures/
Suppliers/Contractors/NGOs/Others?

No, the policy relating to ethics, bribery and corruption extends beyond the Company. At PEL, we are driven by the philosophy of “Doing
Well and Doing Good” and are committed towards ethical and transparent business practices. The PEL Code of Conduct for Board
Members, PEL Code of Conduct for Senior Management and the PEL Code of Conduct applicable to all employees of the Company are

Annual Report 2018-19 181


BUSINESS RESPONSIBILITY REPORT
testaments to the Company’s efforts in ensuring that ethical (i) Reduction during sourcing/production/distribution
conduct is not compromised. PEL has implemented a Vigil achieved since the previous year throughout the value
Mechanism across the organisation to encourage reporting chain?
of unethical, unlawful or inappropriate activities and to act (ii) Reduction during usage by consumers (energy, water) has
in accordance with the highest standards of integrity. These been achieved since the previous year?
policies propose directives in relation to matters like conflict
of interest, unethical conduct, abuse of authority etc. Our We at PEL are focused on optimising resource utilisation in the
values act as guiding principles to steer the path in forming the manufacturing of our products thereby resulting in developing a
right partnerships in creating long-term stakeholder value. We strategy for consumption of resources in a sustainable manner.
have laid down a Business Code for Contractors (BCC) covering • Trazadone:
vendors and sub-vendors whom we engage with. About: It is a phenylpiperazine compound of the serotonin
2. How many stakeholder complaints have been received in the antagonist and reuptake inhibitor (SARI) class. This
past financial year and what percentage was satisfactorily antidepressant medication is used to treat major depressive
resolved by the management? If so, provide details thereof, in disorders, anxiety disorders and alcohol dependence.
about 50 words or so. Technical Improvements: Increase in the production capacity
PEL upholds high standards of integrity and ethical practices of Trazadone from 8MT per month to 10MT per month was
and acknowledges that accountability and transparency accomplished by improvement in the method of analysing the
are essential for creating value for all stakeholders. Various Loss on Drying (LOD) test.
Committees have been constituted and are in operation Outcome: This has reduced the batch cycle time and
to address the needs/grievances/complaints of our various consumption of electricity in the process. The overall product
stakeholders. For instance, the Audit & Risk Management yield increased to 345 kg against budgeted yield of 331 kg
Committee of PEL is responsible for addressing complaints from
whistle blowers, an Internal Committee has been constituted to • Verapamil Abbott:
address complaints of sexual harassment and the Stakeholder’s About: Verapamil is a calcium channel blocker. It is used to treat
Relationship Committee reviews grievances of shareholders and high blood pressure and hypertension.
debenture holders on a quarterly basis. Complaints received
are thoroughly investigated and systematically resolved. For Technical improvement: The process capacity for Verapamil
details of complaints relating to sexual harassment which have Abbott increased from 4.5 MT to 7.5 MT with improvement in
been received and addressed, please refer to Principle 3 of this the method of analysis of the LOD test.
report and for details of complaints received from investors Outcome: Reduced solvent consumption and higher cost savings
and addressed, please refer to the ‘Stakeholders Grievance were achieved due to the single purification method. The
Redressal’ section in the Corporate Governance Report. procedure has led to an increase in total Verapamil crude yield
from 420 kg to 440 kg.
Principle 2: Businesses should provide goods and services
that are safe and contribute to sustainability throughout • Mebeverine Hydrogen Chloride:
their life cycle About: It is an anti-spasmodic drug used to treat Irritable Bowel
Syndrome (IBS), relapsing disorder characterised by abdominal
1. List up to 3 of your products or services whose design has pain/discomfort and altered bowel habits. Intestinal motility
incorporated social or environmental concerns, risks and/or impairment and visceral hypersensitivity are the key factors
opportunities. among its multifactorial pathogenesis, both of which require
We at PEL, care about Planet & People and always make an effective treatment.
effort to incorporate concerns related to them whilst developing Technical Improvement: Decrease in crystallisation time from
our products. We rigorously work on innovating our products 12 hours to 3 hours due to change in the in-process method of
to make them best for our customers and the environment. analyzing of product quality.
Our products that have incorporated environmental or social
concerns, risks and opportunities in design stage have been Outcome: Significant capacity enhancement was achieved from
listed below: the existing 13.5 MT to 15.5 MT per month along with reduced
energy requirements for the process.
• Trazadone
• Verapamil • Vitamins:
• Mebeverine Hydrogen Chloride About: Vitamins are one of the essential nutrients that an
• Vitamins organism requires in limited amounts. Vitamins have been
produced as commodity chemicals and made widely available as
2. For each product, provide the following details in respect of inexpensive semisynthetic and synthetic source multivitamins,
resources (energy, water, raw material etc.) per unit of product. dietary and food supplements and additives.

182 Piramal Enterprises Limited


Technical Improvements: Reduction in testing time of • Logistics – In an import clearance, the container is usually
intermediate product. taken from Port Terminal to Container Freight Station (CFS)
first and only then is the shipment cleared to be sent to
Outcome: A 30% increase in the production capacity of Vitamin the factory. We have implemented the Direct Port Delivery

Strategic Overview
A palmitate (Tocopherol) from 10 MT per month to 13 MT per (DPD) model during the reporting period, due to which we
month was achieved. There have been savings in energy and were able to source the shipment directly from the Port to
time associated with the first stage of production. our site thereby phasing out additional transit by which we
3. Does the Company have procedures in place for sustainable have achieved reduction in fuel consumption by saving of
sourcing (including transportation)? If yes, what percentage of 18,102 km/year of transport.
your inputs was sourced sustainably? Provide details thereof, in Outcome: 5.6 MT of CO2 was saved due to optimisation of
about 50 words or so. the logistics system.
Yes, PEL has procedures in place for sustainable sourcing • Reducing Waste – With a view to minimising the waste
throughout its supply chain. In our mission to reduce our generated, we have partially replaced coffee paper cups
environmental impact, the involvement of our supply chain with re-usable mugs and disposable paper tissues with

Management Discussion & Analysis


partners is vital. We encourage our partners to adopt dryers. As a result of these replacements, a reduction in
sustainable practices in their operations for improvement in usage of 230 paper cups and 12 paper rolls per day was
their environmental performance. Management of the supply achieved.
chain is guided by our Sustainable Procurement Policy as well
as the Standard Operating Process (SOP) which evaluates Outcome: 7.9 MT of CO2 was saved on account of these
suppliers and vendors on material risk assessment, compliance replacements
to environmental regulations and labour laws, carbon footprint
and health and safety parameters for procurement process. 4. Has the Company taken any steps to procure goods and
CORE showcases the importance of a safe and healthy work services from local & small producers, including communities
environment for all members of our supply chain. Our EHS surrounding their place of work? If yes, what steps have been
Policy, Sustainability Policy and Safety management principles taken to improve their capacity and capability of local and small
vendors?

Board & Management Profiles


set out guidance to our vendors for sustainable procurement
practices. PEL places special importance to consequences of Yes, PEL sources goods from local and small producers. With
design, materials, manufacture, production, logistics, service the purpose of achieving sustainable procurement, local
delivery, operations, maintenance, recycling, and disposal that sourcing is an essential aspect in developing the supply chain.
is fundamental to its supplier selection process. By means of Sourcing of packing materials, commodity items, raw materials
the above systems we were able to procure around 60% of our and other goods and services from small producers in the
goods and services sustainably. vicinity of our operations is mutually beneficial as it decreases
Some of the initiatives that we have undertaken during the the transportation costs associated with logistics. In order to
reporting year to reduce our CO2 footprint with respect to enable our suppliers to meet quality norms and standards,
supply chain management are described below: they are subjected to regular audits. Our officials consult with
them on various topics like facility up-gradations, process
• Electricity Consumption – Earlier, electricity was operations, Effluent Treatment Plant (ETP) and waste disposal

Statutory Reports
purchased from Electricity Board Grid. We have integrated requirements. Post the audit, the suppliers are also provided
with Group Captive Generators and are now purchasing with recommendations and guidance on norms that they must
85% of our power requirement from the Group Captive adhere to. Under the ‘CORE’ programme, PEL raises awareness
Grid. Due to this shift, the consumption of coal was about environmental and social sustainability among its
optimised thereby doing away with creation of individual vendors. We also conduct supplier meets where we discuss
co-generation system. methods of improving existing procedures with our supply chain
partners.
 Outcome: 319 MT of CO2 was saved by the effective use of
the captive power plant. 5. Does the Company have mechanism to recycle products and
waste? If yes, what is the percentage of recycling of products
• IT – The consumption of power by 15 conventional servers and waste.
is estimated to be more than that of 1 VX Rail Storage. We
Financial Statements

replaced conventional servers with Power and Cooling “Dell Yes, PEL understands the role of recycling in protecting the
Power Edge” (VX Rail Storage servers). environment and has mechanisms in place to recycle the waste
generated. As our core business is pharmaceutical, the products
Outcome: 45.27 MT of CO2 was saved (energy savings) cannot be recycled. However effluent water generated is 100%
by substituting the conventional rack servers with VX Rail recycled at our Digwal, Ennore and Pithampur sites. These
storage servers. are also certified as Zero Liquid Discharge facilities where the
treated water is used for daily plant needs. In cases where there
is a lack of alternatives for waste disposal, we make efforts to
use the most environmentally friendly procedures. Some of the

Annual Report 2018-19 183


BUSINESS RESPONSIBILITY REPORT
systems set up for recycling and disposal of wastes at our sites The details of cases received under different sections is
are stated below: presented below:
Category No. of complaints No. of complaints
• The residue generated from effluent treatment is sent to received pending
cement industries where they are used as alternate fuel. during the financial year at the end of the
• Solid waste generated from the Effluent Treatment Plant is financial year
sent to a Total Solid Disposal Facility controlled by the CPCB Child Labour/Forced Labour/ 0 0
for land filling. Involuntary Labour
Sexual Harassment 1 0
• Used solvents are treated, reused or sent to authorised
Discriminatory employment 0 0
solvent recyclers.
• Fly ash is sent to brick manufacturers as raw material. As a responsible corporate citizen, PEL does not have nor encourages
• Metal catalysts are recovered & reused in production. any form of child labour, forced labour or bonded labour. Through
• Metal scrap and paper waste is sold to authorised vendors, our ‘Zero tolerance policy’ we ensure that sexual harassment is not
for recycling. tolerated throughout the organisation and the Company has a robust
• At the Digwal Site, 100% of the generated effluent water is grievance handling mechanism to deal with the same. During the
recycled. year, 32 awareness programmes against sexual harassment were
• At the Ahmedabad site, 80% of waste is recycled through conducted.
external approved agencies.
• At the Ennore (Chennai) site, 25% of waste generated is 8. What percentage of your under mentioned employees were
recycled. given safety & skill up-gradation training in the last year?

PEL understands that employees are the cornerstone to its


Principle 3: Businesses should promote the well-being of all business and is wholly committed to their wellbeing and
employees development. We lay high importance on being well informed
1. Please indicate the total number of employees and we incorporate the best employment practices in the
industry.
PEL had a total of 4,017 employees as on March 31, 2019.
During the reporting year, all permanent and contractual
2. Please indicate the total number of employees hired on employees posted at our plant sites and corporate offices
temporary/contractual/casual basis were given safety training. We at PEL, emphasise on staying
well-informed and encourage capability and knowledge
PEL hired 1,744 employees on temporary/contractual/casual building at work. A plethora of learning programmes are
basis as on March 31, 2019. conducted to enhance various skill sets amongst our employees.
3. Please indicate the number of permanent women employees Piramal Learning University (PLU) is the central learning and
development platform for the entire group providing behavioral
PEL had 388 permanent women employees as on March 31, and functional skill building programmes as needed.
2019. Employee category % of Employees % of Employees
that were given that were given
4. Please indicate the number of permanent employees with safety training skill up-gradation
disabilities training
Permanent employees 100 95
PEL had 1 permanent employee with disability as on March 31, Number of Temporary/contractual/ 100 70
2019. casual Employees
Number of permanent women 100 100
5. Do you have an employee association that is recognised by employees
management Number of employees with 100 100
disabilities
Yes, we have recognised trade unions at Pithampur, Digwal &
Mahad sites that represent the interests of the workmen and Leadership Development for High Performers: In 2017, PLU’s
staff. Leadership Academy was institutionalised to augment behavioral and
leadership excellence. The flagship Piramal Leadership Series (PLS)
6. What percentage of your permanent employees are members programmes were created with the goal of equipping a targeted
of this recognised employee association? profile of leaders at every critical career stage with essential
leadership skills in line with defined ‘Piramal Success Factors’. In
At PEL, 13.9% of permanent employees are members of year 2 (i.e. during the reporting period), based on feedback from the
recognized employee associations. pilot programmes, changes have been made to the blended journey
7. Please indicate the Number of complaints relating to child including a shift to higher learner accountability.
labour, forced labour, involuntary labour, sexual harassment in Building Functional Expertise: PLU’s functional/business academies
the last financial year and pending, as on the end of the financial focus on structured upskilling of employees on technical skills that
year. are core to their current role. In 2017, this concept was piloted with
the launch of HR Academy. Based on key learnings, the framework

184 Piramal Enterprises Limited


is now a lot sharper and more focused, to maximise impact. The 2. Out of the above, has the Company identified the
journey is also a lot more objective and personalised with the disadvantaged, vulnerable & marginalised stakeholders
introduction of ‘Skill Cards’ that report a learner’s skill proficiency
pre and post the learning journey. The other academies that are Yes, PEL has identified disadvantaged, vulnerable & marginalised

Strategic Overview
currently operational at Piramal include the IT Academy and the stakeholders as listed below:
Pharma Solutions Business Academies. • Young mothers
At PEL, we are committed to creating a robust succession pipeline • Adolescent girls
through impactful development programmes. PEL Talent function • Infants, neonates and children under 5 years
was constituted with an objective "to grow our own leaders" and • Pregnant women in tribal setups
ensure "every critical role has a ready successor identified and • Beneficiaries of age group 30-60 years who are already
groomed". To support this vision, the SUMMIT, ASCEND and IGNITE suffering from diabetes and/or hypertension or are at a risk
programmes were launched to identify and develop high potential of such diseases
talent across senior, mid and junior levels by PEL. We aspire to have • Students studying in government primary schools
60% of our open positions at senior and mid management staffed by • Rural community women, parents and youth

Management Discussion & Analysis


internal promotions of high potentials in a 3 year time frame. PEL cares for the community and has developed a framework
At entry level, we aim to augment the talent pipeline with fresh, high for contributing to their overall development. Our CSR Policy
quality external talent and groom them to take on larger leadership defines our purpose of serving the disadvantaged, marginalised,
roles. At junior, middle and senior management levels, we aim to vulnerable groups and weaker sections of the society.
strengthen our focus on systematically identifying our high potential 3. Are there any special initiatives taken by the Company to
employees, offering focused development opportunities for them engage with the disadvantaged, vulnerable, and marginalised
and facilitating internal talent movements across PEL. stakeholders? If so, provide details thereof, in about 50 words or
so.
Principle 4: Businesses should respect the interests of, and
be responsive to the needs of all stakeholders, especially PEL’s CSR initiatives are largely conducted through Piramal
those who are disadvantaged, vulnerable, and marginalised. Foundation for Education Leadership (PFEL) and Piramal

Board & Management Profiles


Swasthya Management Research Institute (Piramal Swasthya).
1. Has the Company mapped its internal and external PFEL and Piramal Swasthya have undertaken special initiatives
stakeholders? Yes/No to engage with identified disadvantaged, vulnerable &
marginalised stakeholders. The major interventions undertaken
Yes, PEL has mapped its internal and external stakeholders. We are mentioned below:
value our stakeholders and the Company’s CSR initiatives are
aimed at building trust and mutually rewarding partnerships 1. Healthcare initiatives
with internal and external stakeholders. We use formal and a) For Young Mothers, Adolescent girls, Infants,
informal means as engagement channels to reach out to Neonates, Children under 5 years and pregnant
stakeholders on matters that are of concern. Our stakeholders women in tribal setups and beneficiaries of age-group
also exhibit some of our core values in implementing processes 30-60 years who are already suffering from diabetes
and form an important part of our journey in becoming a and hypertension or have a risk of having such

Statutory Reports
sustainable organisation. diseases:
The stakeholders of PEL are listed below: • Use of technologies that are cost effective in order
to provide healthcare services that reach out to
Internal vulnerable and remotely located populations.
• Employees • Support to Government Healthcare Systems by
External remote health advisory and intervention services
• Customers and community outreach models. Our engagement
• Shareholders with various stakeholders enables larger coverage
• Investors and deepens the traction with the communities.
• Regulatory bodies • Door to door interaction, ASHAs (Accredited Social
Financial Statements

• Suppliers Health Activities)/ANMs (Auxiliary Nurse Midwifery)


• Vendors and other community volunteers spread awareness
• Distributors on healthy practices for patients and encourage
• CSR beneficiaries them to pass on this knowledge to their friends and
• Governments family members.
• Knowledge and academic partners • Information on healthy practices, immunisation,
• Government officials, Policy makers nutrition and cooking nutritive meals with locally
• Headmasters and teachers available resources and nearest medical centres
• Research organizations is communicated to pregnant women and family
• National/International organisations members.

Annual Report 2018-19 185


BUSINESS RESPONSIBILITY REPORT
b) Community and influential leaders are made aware There have been no complaints against breach of human rights
about healthy practices to be followed and various aspects in the reporting period.
services provided by Piramal Swasthya. They are also
encouraged to spread awareness throughout the Principle 6: Business should respect, protect, and make
community (including mothers, young children, etc.) to efforts to restore the environment
avail the services.
1. Does the policy related to Principle 6 cover only the Company
2. Education initiatives or extend to the Group/Joint Ventures/Suppliers/Contractors/
NGOs/ Others.
a) Students of government primary schools:
The major concern for these students is their reduced The policy related to Principle 6 extends to all permanent and
chances of development of life skills due to an contractual employees, suppliers and vendors. PEL accords
underprivileged economic and social background. In highest priority to employee health, safety and protection of
order to address the concerns of the stakeholders, environment and has the below policies in place:
PFEL has developed the following programmes – The • Environment, Health & Safety Policy
School Leadership Development Program, District • Sustainable Development Policy
Transformation Programme and State Transformation
Programme which ultimately aim at upliftment of the 2. Does the Company have strategies/initiatives to address global
marginalised sections of society through empowering environmental issues such as climate change, global warming,
and training education administrators. etc.? Y/N. If yes, please give hyperlink for webpage etc.
b) Education officials, headmasters and teachers: Yes, PEL has recognised potential for harm caused by climate
With the aim to support government school teachers, change, including rising sea levels, fresh water scarcity,
headmasters, students and parents, ‘Virtual Field severe weather events, and adverse public health impact.
Support’ was started in the reporting year that will We understand the implications of climate change and aspire
provide assistance through outbound and inbound to minimise its impact on the environment and maximise
calls. the effective use of resources. We have developed the
c) Rural community parents and youth: CORE programme that is a cornerstone for all sustainability
The primary concern of these groups is social and practices at PEL. A robust governance framework comprising
economic development. The Virtual Field Support a Governance Committee, Global Sustainability Coordinator,
Programme focuses on empowering rural women Site Sustainability Sponsor, Site Sustainability Lead and Site
while all the aforementioned programmes aim to Sustainability Champions ensure effective implementation of
improve the life chances of these stakeholders. various initiatives. Details on CORE can be found on our website:
http://piramalpharmasolutions.com/environment-health-safety
Principle 5: Businesses should respect and promote Few initiatives that have been undertaken at PEL are mentioned
human rights below:
1. Does the policy of the Company on human rights cover only a) With the aim to make our supply chain more sustainable,
the company or extend to the Group/Joint Ventures/Suppliers/ key suppliers were identified and were guided towards
Contractors/NGOs/Others? incorporation of sustainability initiatives into their
The PEL Code of Conduct includes clauses on human rights operations. A number of programmes aimed at sensitising
applicable to all group Companies/suppliers/vendors/NGOs suppliers and creating awareness has been implemented.
associated with PEL. We recognize that human rights denotes Sustainability performance scorecards have also been
respect for individuals and communities and are committed to prepared to measure the performance of key suppliers.
safeguarding these rights. PEL respects the dignity of labour and b) PEL monitors its direct energy consumption and indirect
takes efforts in ensuring freedom of association. PEL is an equal energy consumption GHG Emissions periodically through
opportunity employer and is committed to supporting gender internal systems. We calculate these emissions based on
diversity across all levels. All contracts of PEL with suppliers the internationally adopted accounting framework set by
and vendors ensure legal viability and set out the minimum the GHG Protocol. We aim to identify, quantify and disclose
requirements of compliance with clauses on human rights failing our GHG emissions with these systems.
which PEL reserves the right to terminate any purchase or other
agreement with the contractor. Besides this, we also sensitize c) PEL continues to capture data on tree species and tree
our stakeholders on the importance of Human Rights. numbers under the tree census programme.

2. How many stakeholder complaints have been received in the d) PEL is committed to procuring and using energy in an
past financial year on breach of human rights and what percent efficient, cost effective and environmentally responsible
was satisfactorily resolved by the management? manner. Conservation of energy through energy efficient
equipment forms the basis of our energy efficiency policy
for which PEL has installed the latest energy efficient

186 Piramal Enterprises Limited


technologies for its operations. For instance, at our Digwal 6. Are the Emissions/Waste generated by the Company within
plant providing auto On/Off interlock to cooling tower the permissible limits given by CPCB/SPCB for the financial year
fans with supply water temperature helped to reduce being reported?
evaporation loss. This has resulted in reduced power

Strategic Overview
consumption, evaporation loss and operating costs. PEL is mindful of its responsibilities towards the environment in
which it operates and endeavours to protect and conserve the
3. Does the Company identify and assess potential environmental same to the best of its ability and continued to do so during the
risks? Y/N reporting period.

Yes, PEL identifies climate change, scarcity of water and other 7. Number of show cause or legal notices received from CPCB or
environmental risks that can impede business operations and SPCB which are pending (i.e. not resolved to satisfaction) as on
impact the future growth of the Company. Energy cost and end of Financial Year.
availability is also a concern for the Company. The changing
weather patterns, extreme events like floods and droughts PEL has no pending show cause or legal notices from CPCB/
can cause disruption in logistics, material sourcing and affect SPCB as on March 31, 2019.
our entire supply chain. We have been recording our energy

Management Discussion & Analysis


consumption over the last few years in order to help achieve our Principle 7: Businesses, when engaged in influencing public
year 2030 public goal of a 5% reduction in energy consumption and regulatory policy, should do so in a responsible manner
from a year 2015 baseline. Assessment of viable energy efficient 1. Is your Company a member of any trade and chamber or
projects like renewables for our existing plants and processes is association? If Yes, Name only those major ones that your
a key focus area for PEL. business deals with:
4. Does the Company have any project related to Clean Yes, PEL is a member of the following Trade and Chamber
Development Mechanism? If so, provide details thereof, in associations in India:
about 50 words or so. Also, if Yes, whether any environmental
compliance report is filed? • Confederation of Indian Industry – (CII)
• Associated Chamber of Commerce and Industry –
No, PEL does not have any projects registered with the United

Board & Management Profiles


(ASSOCHAM)
Nations Framework Convention on Climate Change (UNFCCC) as • World Economic Forum
a Clean Development Mechanism (CDM) project in the reporting • Bulk Drug Manufacturers Association India
year. However, we are committed to continual improvement • National Safety Council
of environmental performance of our activities, products and • Federation of Indian Chambers of Commerce &
services and prevention of pollution. PEL has set targets for Industry – (FICCI)
itself for reducing GHG Emissions, waste disposal, energy usage
and water withdrawal in addition to using alternate sources of 2. Have you advocated/lobbied through above associations
energy and risk review for sustainable design which is outlined for the advancement or improvement of public good? Yes/
in our Sustainable Development Policy. No; if yes specify the broad areas (drop box: Governance and
5. Has the Company undertaken any other initiatives on – clean Administration, Economic Reforms, Inclusive Development
technology, energy efficiency, renewable energy, etc. Y/N. If yes, Policies, Energy security, Water, Food Security, Sustainable

Statutory Reports
please give hyperlink for web page, etc. Business Principles, Others).

Yes, PEL has established Energy Efficiency Guidelines, an Yes, PEL through its association with industrial chambers
objective of which is to reduce energy consumption through advocates issues related to societal causes. We work towards
vigilant energy management and for the adoption of emerging the advancement/improvement of public good through our
efficient renewable technologies. We also understand the CSR activities. The Senior Management represents PEL in
responsibility of a business to conserve energy and take various industry forums and is cognisant of the responsibility
into consideration various aspects such as environment, they shoulder as they engage in constructive dialogues and
manufacturing and costs while exploring new possibilities in discussions. They ensure that they refrain from influencing
energy conservation. PEL has undertaken various initiatives on public policy with vested interests.
clean technology, energy efficiency and renewable energy at
Principle 8: Businesses should support inclusive growth and
Financial Statements

various locations of its operations.


equitable development
The measures introduced by PEL for conservation of energy at
its plant locations is contained in the Report on Conservation of 1. Does the Company have specified programmes/initiatives/
Energy and Technology Absorption which forms part of the Board’s projects in pursuit of the policy related to Principle 8? If yes
Report. The weblink to the same is: details thereof.
http://www.piramal.com/investor/overview. Yes, the Company has specified initiatives in pursuit of the policy
related to Principle 8.

Annual Report 2018-19 187


BUSINESS RESPONSIBILITY REPORT
PEL is committed to contributing towards the development targeted areas. Third-Party Assessments are conducted that
of the community and society at large. Corporate Social provide feedback relating to scope for improvement of the
Responsibility at PEL is steered by our CSR policy which profiles programme. This forms the basis of constituting and framing
the vision of the Company in playing a meaningful role in public future initiatives.
welfare. We have developed programmes and initiatives for the
communities associated with us. The major focus areas of our The School Leadership Development Programme conducts
CSR initiatives include: its impact assessment on the improvement in the learning
levels of students through third party assessment. The
• Healthcare impact assessment of the rest of the stakeholders is done in
• Education consultation with experts of impact assessment.
• Gender equality
• Rural development 4. What is your Company’s direct contribution to community
• Women empowerment development projects- Amount in ₹ and the details of the
projects undertaken
PEL has an ongoing Employee Social Impact (ESI) programme
coordinated by Piramal Foundation (a company registered For the year ended March 31, 2019, PEL’s contribution to
under Section 8 of the Companies Act, 2013) which provides community development projects through its CSR partners,
volunteering opportunities to its employees. ESI is an attempt PFEL and Piramal Swasthya ₹ 31.20 Crores.
that envisages to foster a sense of responsibility and provide A] H
 ealthcare: Piramal Swasthya delivers primary healthcare
opportunity to the employees of the Piramal Group towards service by means of its creative services. It is one of the
being socially responsible at an individual level for strategic foremost entities to effect Public Private Partnerships
volunteering. In FY 2018-19 a total of 60,569 employee (PPP) in India with a presence across 14 states comprising
volunteering hours were recorded under the ESI programme. of a formidable workforce of over 3,700 which includes
2. Are the programmes/projects undertaken through in-house over 450 doctors and medical professionals. The present
team/own foundation/external NGO/government structures/any partnerships with various corporate & government bodies
other organization? and public sector organisations provides aids in enhancing
the outreach and deepening the penetration of our
PEL’s CSR initiatives during the reporting year were undertaken programmes within communities, thus increasing the scope
through it’s CSR partners, PFEL and Piramal Swasthya. of beneficiaries served.

The entities that we are associated with for carrying out a) Remote Health Advisory & Intervention Services
particular initiatives have been listed below:  This service aims at providing validated health and medical
• Remote Health Advisory & Intervention Services – advice especially to vulnerable sections of society through
Government bodies toll free health helpline numbers and Mother and Child
• Community Outreach Programme (Mobile Medical Vans) – Tracking System (MCTS) across 7 states. Further, patients
Government bodies, External NGOs receive counselling services, request directory information
• Telemedicine – Piramal Swasthya, Government bodies, like list of hospitals and services offered and can lodge a
External NGOs complaint against any public health system facility.
• ASARA Tribal Health Programme – Piramal Swasthya Health Information Helpline is a health contact centre that
• DESH (Cancer Screening Program) – Piramal Swasthya provides 24X7 basic medical advice and counseling
• AMRIT – Piramal Swasthya services alongside our front-line programmes like MCTS
• District Transformation Programme – PFEL and HIV/AIDs counseling. Piramal Swasthya handles over
• State Transformation Programme – PFEL 30,000 calls daily through its helplines. Piramal Swasthya
• School Leadership Development Programme – PFEL tele-medicine services through its 30 centres, virtually
• Virtual Field Support – PFEL connects doctors to patients and reduces the need for
3. Have you done any impact assessment of your initiative? highly-skilled health workers where they are scarce. The
entity will also be launching 50 additional Telemedicine
Yes, impact assessments of key CSR initiatives is undertaken by centers with Government of Himachal Pradesh on World
PEL. These initiatives are intended to have large beneficiaries Health Day 2019.
and are aimed at serving the interests of community welfare.
The projects associated with healthcare are assessed for b) Community Outreach Programme (Mobile Health Services)
their outcomes based on beneficiary registrations, number This service aims at tackling barriers faced by rural people
of consultations provided and individual patient disease in accessing primary healthcare. Mobile medical vans
management provided by customised patient treatment. equipped with medical devices, medicines, Doctors,
Progress made in health education and the condition of the paramedics and health workers are frequently deployed
beneficiaries is gauged through healthy practices, increase in to remote rural and tribal villages that have no access to
number of institutional deliveries, visits made to health facility public healthcare. Resources are used to screen, make
centres which ultimately leads to decline in the Maternal referrals, mobilise and follow up treatment of patients
Mortality and Infant Mortality Rates (MMR and IMR) in the with risk of chronic diseases, maternal or child health

188 Piramal Enterprises Limited


care services and minor ailments. Diagnostic and lab components of the program. The programme has screened
tests are conducted and test reports are uploaded to the around 6,000 beneficiaries in Kamrup, of which 203 people
Electronic Health Record in real time that is very useful for have been diagnosed as ‘positive’. The D.E.S.H. programme
the clinical management of diseases and conditions. This team at Dr. B. Borooah Cancer Institute (BBCI) follows up

Strategic Overview
programme currently operates over 417 mobile medical with the identified patients through a dedicated helpline,
units across 14 states. These mobile health services are also and ensures support during cancer diagnosis and treatment
employed as CSR facilitation for a some public and private procedures. This also ensures a closure of the referral loop,
sector organisations such as Shriram Transport Finance and end-to-end cancer care to communities.
Company Limited (STFCL), Ujjivan Financial Bank Ltd., etc.
The delivery of services ensure the availability of quality e) Prerona – Integrated Healthcare Delivery Model
healthcare services for employees and their families who This initiative screens and offers validated healthcare
are in the vicinity of our major manufacturing sites. This services and specialist consultation through Mobile
programme also reaches out to the remotely located and Telemedicine in the Majuli (Jorhat) region of Assam where
isolated habitations in need of primary healthcare. the maternal and infant mortality rates are higher than the
rest of Assam. The programme seeks to provide remote

Management Discussion & Analysis


c) ASARA Tribal Health Programme specialist consultation services for Antenatal Care (ANC),
Started in 2011, Piramal Swasthya as part of its Mother Reproductive, Maternal, Newborn, Child and Adolescent
and Child initiative, launched the ASARA Tribal Health Health (RMNCH+A), Diabetes and Hypertension and
Programme which focuses on the 45,000+ tribal population Non Communicable Diseases (NCDs) through Mobile
in 181 remote habitations of Araku valley in Andhra telemedicine connecting to a Specialist Doctor based
Pradesh. This initiative aims to combat tribal healthcare Guwahati. Beneficiaries are provided a state-of-the-art
challenges and deliver primary healthcare to inaccessible innovative communication unit. The Mobile Telemedicine
tribal belts. Mobile health workers travel to remote Service (MTMS) unit enables a connection to the specialist
habitations while specialist doctor consultations are remotely through video calling facility. The programme has
facilitated through telemedicine centres. The programme a potential to be expanded to other districts apart from
now aims to cover more than 2.5 lakh people in 1,179 Majuli in the near future.

Board & Management Profiles


habitations across 11 mandals of the entire tribal belt
starting with Paderu and Chintapelle. f)  ccessible Medical Record via Integrated Technologies
A
(AMRIT)
The Programme’s Gosthani Nutrition intervention brings AMRIT is a technology platform developed by Piramal
awareness of the importance and benefits of healthy Swasthya to create and store electronic medical records of
and nutritious diet. Dedicated community nutrition beneficiaries for providing primary healthcare. Beneficiaries
hubs have been set up to help prepare and preserve are given unique IDs that facilitate referral mechanism
nutritional, traditional, and local food items for families. in the public health system and enable them to receive
The programme is also actively working with the healthcare services in a way that is available, accessible and
Integrated Tribal Development Agency and Integrated affordable. By creating unified health records, beneficiaries
Child Development Services teams locally to address the from any location can avail services at a variety of platforms
challenges of the tribal location including initiatives such and healthcare facilities such as 104 Health Information

Statutory Reports
as trainings and capacity building, community based Helpline, Mother & Child Tracking Services, 1,097 HIV/AIDS
interventions for better engagement, awareness and Helpline, Community Outreach Programs through Mobile
education of local population. Medical Units among others.

d) DESH (Cancer Screening Programme) By seamlessly integrating with public health programmes,
D.E.S.H. Cancer Screening Programme creates awareness AMRIT can facilitate data sharing among various healthcare
and screens the community in Kamrup, Assam for oral, service providers and Government schemes like Ayushman
breast and cervical cancer. The programme is implemented Bharat, thereby enabling better and faster interventions
through mobile screening units, which are provided with and continuation of life-saving services. The quality of data
the best equipment, including a mammography unit and obtained helps in better tracking, analysis, projection and
are staffed by doctors, nurses and radiographers. Patients designing interventions. Moreover, it can be integrated
are screened and those who test ‘positive’ are treated. with mobile platforms and scaled up to serve secondary
Financial Statements

Tracking and follow-up of the treatment plan is also and tertiary health facilities. AMRIT paves the way for a
undertaken. Patients identified with cancer are referred to cost effective technology platform to manage complex
Cancer Institute for treatment. health data while providing available, accessible and
affordable healthcare to the masses.
Piramal Swasthya’s D.E.S.H. programme covers a population
of 15 lakh people in the rural remote villages of Kamrup. B] E ducation: PFEL has formed programmes that are intended
Community outreach, education & mobilisation, screening to meet the educational requirements of different sections
for cancer, referral and mobility for treatment at cancer of the community:
hospital, continuous tracking and follow-up are the key

Annual Report 2018-19 189


BUSINESS RESPONSIBILITY REPORT
a) District Transformation Yes, PEL through its CSR partners, has undertaken steps to
By building the capacity of the coaches and facilitators, ensure that the community development initiatives are adopted
the District Transformation Programme aspires to improve successfully by the community. The details are as follows:
student learning outcomes by strengthening teachers’
capabilities. PFEL partnered with NITI Aayog and the a) Healthcare programmes:
State Government of Rajasthan, Maharashtra and Gujarat Communities are informed about the services through
to enable more than 15,000 middle managers of the door to door interactions and education by our field
government primary education system. These interventions staff. Pregnant women and their family members are
are impacting more than 54,744 schools and 64,75,900 also educated on healthy practices to be followed and
students. importance of nutrition during and post pregnancy.
Interaction is kept culture sensitive to build strong
b) State Transformation Program rapport with the communities. Consistent engagement
State Transformation Programme (STP) aims to enhance is ensured and fixed day visits are made to each village
the institutional capacities of State level Educational and habitation. The programme also aims at expanding
Institutions to sustainably build a skilled and engaged Information Education Communication (IEC) services by
teacher workforce. The programme collaborated with the conducting awareness campaigns, street plays for target
state government of 10 states to strengthen the capabilities beneficiaries with a focus on behaviour change and
of state level education institutions. This programme demand generation. PEL’s CSR partners build capacities of
refines organisational structures, capabilities, people health system for quality service delivery in turn increasing
policies and processes to build the leadership capabilities of access to comprehensive care, support and treatment
more than 2000 education officials across all the states. and strengthen health management information systems.
Through our community outreach program, awareness
c) School Leadership Program on telemedicine and specialists services is provided to the
By developing leadership skills of school heads, the School communities.
Transformation Programme aims to improve student
learning outcome by developing leadership skills of school b) Education:
heads, teaching skills of teachers and by engaging with The School Leadership Development Programme
the community in the school development process. PFEL strives to ensure that the community participates in
has partnered with many governments, corporates and the governance of the school processes. In addition to
educational institutions to impact more than 1,400 schools this, the programme also aims to strengthen the school
and over 4,50,000 students under School Leadership management committees and the school alumnus to act as
Development Program. This has been implemented in resource people for school while actively participating in its
the States of Rajasthan, Gujarat, Maharashtra, Haryana governance processes.
and Uttarakhand. There has been an improvement
in the learning levels in Math and Language subjects.  The Virtual Field Support Centers ensure community
Simultaneously, the programme has established two ownership of initiatives by onboarding women from the
innovation hubs in the district of Churu, Rajasthan for community itself and then enhancing their capacity of
researching and developing Social Emotional Learning and communication, education and technology learning.
its integration within current education system. PEL monitors CSR projects on regular intervals from
the project inception stage till completion. Post project
d) Virtual Field Support Program closure, PEL keeps track on impact of its CSR projects on
Virtual Field Support Programme aims improve the lives the beneficiaries. Through our impact assessment we try
of women and children by handholding last mile workers to understand the gaps in the project and address them in
to provide quality services in education, health, livelihood future initiatives.
and social protection. The programme has established
8 empathetic call centers by developing more than 210 Principle 9: Businesses should engage with and provide
community women to provide support to more than value to their customers and consumers in a responsible
50,000 government education officials and parents of the manner
students across 4 states of Jharkhand, Madhya Pradesh,
Rajasthan and Gujarat. More than 35,600 calls were 1. What percentage of customer complaints/consumer cases are
completed to provide support to teachers, Head Masters pending as at the end of financial year?
and middle managers of government education system.
There are no consumer complaints pending as at the end of the
5. Have you taken steps to ensure that this community financial year under review.
development initiative is successfully adopted by the
community? Please explain in 50 words, or so. PEL strives to provide world class and cost effective products
to all its customers. We understand that customers are central
to our business and endeavour to provide them with best

190 Piramal Enterprises Limited


services. Customer grievances are given paramount importance advancing our processing, communication and reporting. This
at PEL. The consumer products division is a front runner in the puts us in a position where we can interpret and predict customer
pharmaceutical industry that possesses a 24x7 customer care needs and implement leveraging solutions that incorporate
center that is facilitated in full effect with an automated routing automated and prompt insights about the whole customer

Strategic Overview
and recording system. This has a robust mechanism to handle division. Our belief is that the success of the business depends
queries and complaints of the stakeholder. For the purpose on the need of our product by the customer or for the end
of delivering resolution within a defined Turn Around Time consumers.
(‘TAT’), an escalation matrix has been designed. The Customer
Relationship Model that we have developed is fundamentally Using NPS (Net Promoter Score) metrics, PEL has introduced
based on 2 approaches: a robust feedback mechanism which assists it in calculating
customer loyalty. It is distinctive and is one of the first in its
In-case of query: The Customer Care Associate (‘CCA’) is segment in CRAMS business.
equipped with a robust and effective FAQ arrangement in order
to address the query raised by the stakeholder. In the event that The CES (Customer Effort Score) is recorded which acts as an
the query is not a component of the FAQs, a validating response indicator of the effort taken by the customer in order to push
the matter through for resolution. A high CES score signifies that

Management Discussion & Analysis


is provided within 24 hours as per the escalation matrix.
we have simplified the process for our customers to employ the
In-case of complaints: The CCA complaints are recorded and services.
gathers the necessary data that is required for taking remedial
measures. In case the response from CCA is not satisfactory, we Using the AQSCI (Assurance, Quality, Service, Value, Innovation
have developed a three level escalation matrix to enable speedy and People) model for all businesses on Qualtrics platform we
and satisfactory response to the stakeholder. have implemented a system to generate Customer Experience
(CX) Insights via voice of customer (VOC) which was designed
We also obtain a Customer Satisfaction (‘C-Sat’) score from the & rolled out as a centralised automated customer satisfaction
stakeholder to rate the experience level and for closure of the survey in accordance to the needs of the customer. A Platform
complaint in case of query or a complaint. to improve CSI (such as Customer Satisfaction Index Score
& reporting gaps, area ownership, action planning, etc.) was
2. Does the company display product information on the product

Board & Management Profiles


configured and put into practice. We involve the customer in
label, over and above what is mandated as per local laws? every phase of the customer satisfaction process including
Yes/No/N.A./Remarks(additional information) corroborating the survey responses, developing a roadmap
Yes. The PEL consumer products division follows all applicable strategy and in completing the feedback loop.
mandatory laws & regulations related to product information PEL has made considerable advancements in its endeavour to
and labelling. The toll free consumer care number is displayed build a customer centric philosophy particularly focusing on
on the packaging of the product and the company routinely accomplishment and scientific excellence while establishing an
checks it for any query or grievance. As a means to improve organization with a wide ranging portfolio of services that is
product labelling, we display information with respect to demanded by our global customers. Our customers have started
product properties, usage instructions and precautions to considering PEL as the ‘Partner-of-Choice’ for their external
be followed. This forms a part of the product packaging or is needs, from Discovery through Commercialisation.
separately provided as a patient information leaflet.

Statutory Reports
We also conduct partner satisfaction surveys that are utilised for
3. Is there any case filed by any stakeholder against the Company internal purposes.
regarding unfair trade practices, irresponsible advertising
and/or anti-competitive behaviour during the last five years and With the purpose of resolving customer grievances on call,
pending as on end of financial year. If so, provide details thereof, technical issues such as understanding of the customer grievance,
in about 50 words or so. usage of correct language, listening to the grievance attentively as
well as joining calls on time are assessed to enhance the quality
There are no cases pending against PEL by any stakeholder of the interaction with our customers. Workshops on customer
regarding unfair trade practices, irresponsible advertising and/ centricity are organized for customer facing teams to embellish
or anti-competitive behavior as on March 31, 2019. their capabilities in managing an efficient grievance cell.
4. Did your Company carry out any consumer survey/consumer
Financial Statements

satisfaction trends? Consumer Products Division (CPD)


To gauge our performance as a consumer centric company,
Yes, PEL recognises that customer satisfaction is centric to the CPD consumer feedback and satisfaction act as important
its operations and carries out consumer survey/consumer indicators. The satisfaction levels from the C-Sat metrics are
satisfaction trends. obtained from feedback evaluation of customer surveys in regard
to our services. This division emphasises on timely resolution to
Pharmaceutical Division all customers and stakeholders within the TAT.
PEL has shifted its attention from being "Product focused" to
"Customer focused". This enables us to be customer centric
and meet all expectations by exploring new possibilities for

Annual Report 2018-19 191


FINANCIAL STATEMENTS

Standalone
Independent Auditor's Report . . . . . . . . . . . . . . . . . . . . . . . 194
Balance Sheet . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 200
Statement of Profit and Loss . . . . . . . . . . . . . . . . . . . . . . . . . 201
Cash Flow Statement . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 202
Statement of Changes in Equity . . . . . . . . . . . . . . . . . . . . . . 204
Notes to Financial Statements . . . . . . . . . . . . . . . . . . . . . . . 205
Form AOC-1 . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 274

Consolidated
Independent Auditor's Report. . . . . . . . . . . . . . . . . . . . . . . . 278
Consolidated Balance Sheet . . . . . . . . . . . . . . . . . . . . . . . . . 286
Consolidated Statement of Profit and Loss . . . . . . . . . . . . . 287
Consolidated Cash Flow Statement. . . . . . . . . . . . . . . . . . . . 288
Statement of Changes in Equity . . . . . . . . . . . . . . . . . . . . . . 290
Notes to Consolidated Financial Statements . . . . . . . . . . . . 292
INDEPENDENT AUDITOR’S REPORT

To The Members of
Piramal Enterprises Limited
Report on the Audit of the Standalone Financial Statements

Opinion
We have audited the accompanying standalone financial statements of Piramal Enterprises Limited (“the Company”), which comprise of the
Balance Sheet as at March 31, 2019, and the Statement of Profit and Loss (including Other Comprehensive Income), the Cash Flow Statement
and the Statement of Changes in Equity for the year then ended, and a summary of significant accounting policies and other explanatory
information (hereinafter referred to as “the standalone financial statements”)

In our opinion and to the best of our information and according to the explanations given to us, the aforesaid standalone financial statements
give the information required by the Companies Act, 2013 (“the Act”) in the manner so required and give a true and fair view in conformity with
the Indian Accounting Standards prescribed under section 133 of the Act read with the Companies (Indian Accounting Standards) Rules, 2015,
as amended, (“Ind AS”), and other accounting principles generally accepted in India, of the state of affairs of the Company as at March 31,2019,
and its loss, total comprehensive loss, 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 specified under section 143(10) of
the Act (SAs). Our responsibilities under those Standards are further described in the Auditor’s Responsibilities 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 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 Code of Ethics. We believe that the audit evidence obtained by us is sufficient and appropriate to provide a basis for our
audit opinion on the standalone financial statements.

Key Audit Matters


Key audit matters are those matters that, in our professional judgment, were of most significance in our audit of the standalone financial
statements of the current period. These matters were addressed in the context of our audit of the standalone financial statements as a whole,
and in forming our opinion thereon, and we do not provide a separate opinion on these matters. We have determined the matters described
below to be the key audit matters to be communicated in our report.

Sr.
Key Audit Matter Auditor’s Response
No.
1. Impairment of loan and investment portfolio in finance business – Carrying value of loans and investment: ` 4,579.74 Crores, Expected Credit Loss provisioning :
` 139.03 Crores [Refer to Note 2(a)(vii), 2b and 47(f) to the standalone financial statements]
The Company as part of its financial services segment offers long Principal audit procedures:
term and short term wholesale lending to various sectors. Loans and a) Assessed the reasonableness of the ECL model based on the parameters
investment portfolio in the finance business are measured at amortised developed by the Company for determining impairment loss.
cost less impairment allowance for losses. The Company applies the b) Evaluated the design of internal controls relating to the computation of ECL
expected credit loss model for recognising impairment loss. provision and the key assumptions (i.e. PD and LGD) rates and inputs used
therein.
The Company’s assessment of expected credit loss involves use of
c) Selected a sample of loan contracts and tested the operating effectiveness
judgements and estimates relating to probability of default (PD) and loss
of controls over computation of ECL provision and the key assumptions (i.e.
given default (LGD) rates used in computing the expected credit losses
PD and LGD rates) and inputs used therein through inspection of evidence of
(ECL) on loans and investments.
performance of these controls or independently re-performing the control.
d) Through a sample of loan contracts, determined adequacy of ECL provisioning
made.
2. Adoption of New Accounting Standard Ind AS 115: Revenue from contracts with customers relating to the pharmaceutical manufacturing and services [Refer to
Note 2a(xii) and 27 to the standalone financial statements]
The Company manufactures and sells a number of products and Principal audit procedures:
provides numerous services to its customers. The Company has a) Obtained an understanding of the various revenue streams and nature of sales
adopted the new accounting standard Ind AS 115 as at April 1, 2018 contracts entered into by the Company.
and accordingly has reviewed its sales contracts for determining the b) Evaluated the design of internal controls relating to identification of performance
principles for recognizing revenue in accordance with the new standard. obligations and determining timing of revenue recognition.
Some of the sales contracts contain various performance obligations c) Selected a sample of contracts and through inspection of evidence of
and management exercises judgement to determine timing of revenue performance of these controls, tested the operating effectiveness of the internal
recognition, i.e., over time or a point in time. controls relating to the identification of performance obligations and timing of
revenue recognition.
d) Selected a sample of contracts and reassessed contractual terms to determine
adherence to the requirements of the new accounting standard.

194 Piramal Enterprises Limited


Strategic Overview
Information Other than the Standalone Financial Statements and Auditor’s Responsibility for the Audit of the Standalone Financial
Auditor’s Report Thereon Statements
• The Company’s Board of Directors is responsible for the Our objectives are to obtain reasonable assurance about whether the
preparation of the other information. The other information standalone financial statements as a whole are free from material
comprises the information included in the Management misstatement, whether due to fraud or error, and to issue an auditor’s
Discussion and Analysis, Board’s Report including Annexures report that includes our opinion. Reasonable assurance is a high
to Board’s Report, Business Responsibility Report, Corporate level of assurance, but is not a guarantee that an audit conducted
Governance, but does not include the consolidated financial in accordance with SAs will always detect a material misstatement
statements, standalone financial statements and our auditor’s when it exists. Misstatements can arise from fraud or error and are

Management Discussion & Analysis


report thereon. considered material if, individually or in the aggregate, they could
• Our opinion on the standalone financial statements does not reasonably be expected to influence the economic decisions of users
cover the other information and we do not express any form taken on the basis of these standalone financial statements.
of assurance conclusion thereon.
• In connection with our audit of the standalone financial As part of an audit in accordance with SAs, we exercise professional
statements, our responsibility is to read the other information judgment and maintain professional skepticism throughout the audit.
and, in doing so, consider whether the other information We also:
is materially inconsistent with the standalone financial • Identify and assess the risks of material misstatement of the
statements or our knowledge obtained during the course of standalone financial statements, whether due to fraud or
our audit or otherwise appears to be materially misstated. error, design and perform audit procedures responsive to
• If, based on the work we have performed, we conclude that those risks, and obtain audit evidence that is sufficient and

Board & Management Profiles


there is a material misstatement of this other information, we appropriate to provide a basis for our opinion. The risk of not
are required to report that fact. We have nothing to report in detecting a material misstatement resulting from fraud is
this regard. higher than for one resulting from error, as fraud may involve
Management’s Responsibility for the Standalone Financial Statements collusion, forgery, intentional omissions, misrepresentations,
The Company’s Board of Directors is responsible for the matters or the override of internal control.
stated in section 134(5) of the Act with respect to the preparation • Obtain an understanding of internal financial control relevant
of these standalone financial statements that give a true and fair to the audit in order to design audit procedures that are
view of the financial position, financial performance including appropriate in the circumstances. Under section 143(3)(i) of
other comprehensive income, cash flows and changes in equity of the Act, we are also responsible for expressing our opinion
the Company in accordance with the Ind AS and other accounting on whether the Company has adequate internal financial
principles generally accepted in India. This responsibility also includes controls system in place and the operating effectiveness of
such controls.

Statutory Reports
maintenance of adequate accounting records in accordance with
the provisions of the Act for safeguarding the assets of the Company • Evaluate the appropriateness of accounting policies used
and for preventing and detecting frauds and other irregularities; and the reasonableness of accounting estimates and related
selection and application of appropriate accounting policies; making disclosures made by the management.
judgments and estimates that are reasonable and prudent; and • Conclude on the appropriateness of management’s use of the
design, implementation and maintenance of adequate internal going concern basis of accounting and, based on the audit
financial controls, that were operating effectively for ensuring the evidence obtained, whether a material uncertainty exists
accuracy and completeness of the accounting records, relevant to the related to events or conditions that may cast significant doubt
preparation and presentation of the standalone financial statement on the Company’s ability to continue as a going concern. If we
that give a true and fair view and are free from material misstatement, conclude that a material uncertainty exists, we are required to
whether due to fraud or error. draw attention in our auditor’s report to the related disclosures
in the standalone financial statements or, if such disclosures
Financial Statements

In preparing the standalone financial statements, management is are inadequate, to modify our opinion. Our conclusions are
responsible for assessing the Company’s ability to continue as a going based on the audit evidence obtained up to the date of our
concern, disclosing, as applicable, matters related to going concern auditor’s report. However, future events or conditions may
and using the going concern basis of accounting unless management cause the Company to cease to continue as a going concern.
either intends to liquidate the Company or to cease operations, or has • Evaluate the overall presentation, structure and content of
no realistic alternative but to do so. the standalone financial statements, including the disclosures,
and whether the standalone financial statements represent
Those Board of Directors are also responsible for overseeing the the underlying transactions and events in a manner that
Company’s financial reporting process. achieves fair presentation.

Annual Report 2018-19 195


INDEPENDENT AUDITOR’S REPORT
Materiality is the magnitude of misstatements in the standalone effectiveness of the Company’s internal financial controls
financial statements that, individually or in aggregate, makes it over financial reporting.
probable that the economic decisions of a reasonably knowledgeable g) With respect to the other matters to be included in the
user of the standalone financial statements may be influenced. We Auditor’s Report in accordance with the requirements of
consider quantitative materiality and qualitative factors in (i) planning section 197(16) of the Act, as amended:
the scope of our audit work and in evaluating the results of our work; In our opinion and to the best of our information and
and (ii) to evaluate the effect of any identified misstatements in the according to the explanations given to us, the remuneration
standalone financial statements. paid by the Company to its directors during the year is in
accordance with the provisions of section 197 of the Act.
We communicate with those charged with governance regarding, h) With respect to the other matters to be included in
among other matters, the planned scope and timing of the audit the Auditor’s Report in accordance with Rule 11 of the
and significant audit findings, including any significant deficiencies in Companies (Audit and Auditors) Rules, 2014, as amended in
internal control that we identify during our audit. our opinion and to the best of our information and according
We also provide those charged with governance with a statement to the explanations given to us:
that we have complied with relevant ethical requirements regarding i. The Company has disclosed the impact of pending
independence, and to communicate with them all relationships litigations on its financial position in its standalone
and other matters that may reasonably be thought to bear on our financial statements
independence, and where applicable, related safeguards. ii. The Company has made provision, as required under
From the matters communicated with those charged with governance, the applicable law or accounting standards, for material
we determine those matters that were of most significance in the foreseeable losses, if any, on long-term contracts
audit of the standalone financial statements of the current period and including derivative contracts
are therefore the key audit matters. We describe these matters in our iii. There has been no delay in transferring amounts,
auditor’s report unless law or regulation precludes public disclosure required to be transferred, to the Investor Education
about the matter or when, in extremely rare circumstances, we and Protection Fund by the Company.
determine that a matter should not be communicated in our report
because the adverse consequences of doing so would reasonably 2. As required by the Companies (Auditor’s Report) Order, 2016
be expected to outweigh the public interest benefits of such (“the Order”) issued by the Central Government in terms of
communication. 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.
Report on Other Legal and Regulatory Requirements
1. As required by Section 143(3) of the Act, based on our audit we For Deloitte Haskins & Sells LLP
Chartered Accountants
report that:
(Firm Registration No. 117366W/W-100018)
a) We have sought and obtained all the information and
explanations which to the best of our knowledge and belief Rupen K. Bhatt
were necessary for the purposes of our audit. Partner
b) In our opinion, proper books of account as required by law Mumbai, April 26, 2019 (Membership No. 046930)
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 Cash Flow Statement and
Statement of Changes in Equity dealt with by this Report are
in agreement with the relevant books of account.
d) In our opinion, the aforesaid standalone financial statements
comply with the Ind AS specified under Section 133 of the
Act .
e) On the basis of the written representations received from
the directors as on March 31, 2019 taken on record by the
Board of Directors, none of the directors is disqualified as on
March 31, 2019 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 over financial reporting 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

196 Piramal Enterprises Limited


ANNEXURE “A” TO THE INDEPENDENT Meaning of Internal Financial Controls Over Financial
Reporting
AUDITOR’S REPORT A company's internal financial control over financial reporting is a
(Referred to in paragraph 1(f) under ‘Report on Other Legal and process designed to provide reasonable assurance regarding the

Strategic Overview
Regulatory Requirements’ section of our report to the members of reliability of financial reporting and the preparation of financial
Piramal Enterprises Limited of even date) statements for external purposes in accordance with generally
Report on the Internal Financial Controls Over Financial accepted accounting principles. A company's internal financial control
Reporting under Clause (i) of Sub-section 3 of Section 143 of over financial reporting includes those policies and procedures that
the Companies Act, 2013 (“the Act”) (1) pertain to the maintenance of records that, in reasonable detail,
We have audited the internal financial controls over financial reporting accurately and fairly reflect the transactions and dispositions of
of Piramal Enterprises Limited (“the Company”) as of March 31, 2019 the assets of the company; (2) provide reasonable assurance that
in conjunction with our audit of the standalone financial statements transactions are recorded as necessary to permit preparation of
of the Company for the year ended on that date. financial statements in accordance with generally accepted accounting
principles, and that receipts and expenditures of the company are
Management’s Responsibility for Internal Financial Controls being made only in accordance with authorisations of management

Management Discussion & Analysis


The Board of Directors of the Company is responsible for establishing and directors of the company; and (3) provide reasonable assurance
and maintaining internal financial controls based on the internal regarding prevention or timely detection of unauthorised acquisition,
control over financial reporting criteria established by the Company use, or disposition of the company's assets that could have a material
considering the essential components of internal control stated effect on the financial statements.
in the Guidance Note on Audit of Internal Financial Controls Over
Financial Reporting issued by the Institute of Chartered Accountants Inherent Limitations of Internal Financial Controls Over
of India. These responsibilities include the design, implementation Financial Reporting
and maintenance of adequate internal financial controls that were Because of the inherent limitations of internal financial controls over
operating effectively for ensuring the orderly and efficient conduct financial reporting, including the possibility of collusion or improper
of its business, the safeguarding of its assets, the prevention and management override of controls, material misstatements due to
detection of frauds and errors, the accuracy and completeness of the error or fraud may occur and not be detected. Also, projections of any

Board & Management Profiles


accounting records, and the timely preparation of reliable financial evaluation of the internal financial controls over financial reporting to
information, as required under the Companies Act, 2013. future periods are subject to the risk that the internal financial control
over financial reporting may become inadequate because of changes
Auditor’s Responsibility in conditions, or that the degree of compliance with the policies or
Our responsibility is to express an opinion on the internal financial procedures may deteriorate.
controls over financial reporting of the Company based on our audit.
We conducted our audit in accordance with the Guidance Note on Opinion
Audit of Internal Financial Controls Over Financial Reporting (the In our opinion, to the best of our information and according to the
“Guidance Note”) issued by the Institute of Chartered Accountants explanations given to us, the Company has, in all material respects,
of India and the Standards on Auditing prescribed under Section an adequate internal financial controls system over financial reporting
143(10) of the Companies Act, 2013, to the extent applicable to an and such internal financial controls over financial reporting were
audit of internal financial controls. Those Standards and the Guidance operating effectively as at March 31, 2019, based on the internal

Statutory Reports
Note require that we comply with ethical requirements and plan and control over financial reporting criteria established by the Company
perform the audit to obtain reasonable assurance about whether considering the essential components of internal control stated in the
adequate internal financial controls over financial reporting was Guidance Note on Audit of Internal Financial Controls Over Financial
established and maintained and if such controls operated effectively Reporting issued by the Institute of Chartered Accountants of India.
in all material respects. For Deloitte Haskins & Sells LLP
Chartered Accountants
Our audit involves performing procedures to obtain audit evidence (Firm Registration No. 117366W/W-100018)
about the adequacy of the internal financial controls system over
financial reporting and their operating effectiveness. Our audit of
internal financial controls over financial reporting included obtaining Rupen K. Bhatt
Partner
an understanding of internal financial controls over financial reporting,
Mumbai, April 26, 2019 (Membership No. 046930)
Financial Statements

assessing the risk that a material weakness exists, and testing and
evaluating the design and operating effectiveness of internal control
based on the assessed risk. The procedures selected depend on the
auditor’s judgement, including the assessment of the risks of material
misstatement of the financial statements, whether due to fraud or
error.

We believe that the audit evidence we have obtained, is sufficient and


appropriate to provide a basis for our audit opinion on the Company’s
internal financial controls system over financial reporting.

Annual Report 2018-19 197


INDEPENDENT AUDITOR’S REPORT

ANNEXURE “B” TO THE INDEPENDENT (b) The schedule of repayment of principal and payment of
interest has been stipulated and repayments or receipts
AUDITOR’S REPORT of principal amounts and interest have been regular as per
(Referred to in paragraph 2 under “Report on Other Legal and stipulations.
Regulatory Requirements” section of our report of even date to the (c) There is no overdue amount remaining outstanding as at the
Members of Piramal Enterprises Limited) balance sheet date.
(i) In respect of its property, plant and equipment:
(a) The Company has maintained proper records showing full (iv) In our opinion and according to the information and explanations
particulars, including quantitative details and situation of given to us, the Company has complied with the provisions of
property, plant and equipment. Sections 185 and 186 of the Companies Act, 2013 in respect of
(b) The Company has a program of verification of fixed assets grant of loans, making investments and providing guarantees and
to cover all the items in a phased manner over a period securities, as applicable.
of three years which, in our opinion, is reasonable having (v) According to the information and explanations given to us, the
regard to the size of the Company and the nature of its Company has not accepted any deposit during the year in terms
assets. Pursuant to the program, certain fixed assets were of provisions of Sections 73 to 76 or any other relevant provisions
physically verified by the Management during the year. of the Companies Act, 2013.
According to the information and explanation given to us, no
material discrepancies were noticed on physical verification (vi) The maintenance of cost records has been specified by the Central
of fixed assets. Government under Section 148(1) of the Companies Act, 2013
(c) According to the information and explanations given to in respect of its products. We have broadly reviewed the cost
us and the records examined by us and based on the records maintained by the Company pursuant to the Companies
examination of the registered sale deed / conveyance deed (cost records and audit) Rules, 2014 and amended Companies
/ confirmation from custodians/ Court Orders approving (cost records and audit) Amendment Rules, 2016 as prescribed by
scheme of arrangements/amalgamations provided to us, we the Central Government under sub-section (1) of Section 148 of
report that, the title deeds, comprising all the immovable the Companies Act, 2013, and are of the opinion that, prima facie,
properties of land and buildings, which are freehold are held the prescribed cost records have been made and maintained.
in the name of the Company as at the balance sheet date. We have, however, not made a detailed examination of the cost
records with a view to determine whether they are accurate or
(ii) As explained to us, the inventories excluding stocks with third complete.
parties were physically verified during the year by the Management
at reasonable intervals and no material discrepancies were (vii) According to the information and explanations given to us, in
noticed on physical verification. In respect of inventory lying with respect of statutory dues:
third parties, confirmations were obtained by management for (a) The Company has generally been regular in depositing
substantial portions of stocks held by them at the year-end. undisputed statutory dues, including Provident Fund,
Employees’ State Insurance, Income-tax, Goods and Service
(iii) According to the information and explanations given to us, the Tax, Customs Duty, Cess and other material statutory dues
Company has not granted any secured loans to companies, firms, applicable to it with the appropriate authorities.
or other parties covered in the Register maintained under Section (b) There were no undisputed amounts payable in respect of
189 of the Companies Act, 2013. In respect of unsecured loans to Provident Fund, Employees’ State Insurance, Income-tax,
companies covered in the Register maintained under Section 189 Customs Duty, Cess and other material statutory dues in
of the Companies Act,2013: arrears as at March 31, 2019 for a period of more than six
(a) The terms and conditions of the grant of such loans are, in months from the date they became payable.
our opinion, prima facie, not prejudicial to the Company’s (c) Details of dues of Income-tax, Sales Tax, Service Tax, Customs
interest. Duty and Excise Duty which have not been deposited as at
March 31, 2019 on account of disputes are given below:

198 Piramal Enterprises Limited


Forum where Dispute is Amount
Name of Statute Nature of Dues Period to which the Amount Relates
Pending (` in Crores)
Appellate Tribunal A.Y. 2002-03 to 2007-08 and 316.82
A.Y. 2009-10 to 2014-15

Strategic Overview
Income Tax Act 19611 Income Tax Appellate Authority upto A.Y. 2005-06, A.Y. 2010-11 and A.Y. 2012-13 2.05
Commissioner’s level
Central Excise Laws2 Excise Duty & Service Tax including High Court 2008-09 , 2009-10 7.66
interest and penalty, as applicable.
CESTAT 1996-97 to 2000-01, 2004-05 to 2015-16 14.65
Appellate Authority upto 1989-90, 1995-96, 1998-99 to 2000-01, 2003-04 4.68
Commissioner’s level to 2006-07, 2008-09 to 2017-18
Sales Tax Laws3 Sales Tax Tribunal 1990-91, 1995-96, 1997-98 to 3.21
2007-08, 2009-10, 2010-11
Appellate Authority upto 1998-99 to 2016-17, 2018-19 7.50
Commissioner’s level
Custom Laws4 Custom Duty CESTAT 2009-2010 to 2011-2012 1.56

Management Discussion & Analysis


1 Net of ` 305.92 Crores paid under protest; 2 Net of ` 4.84 Crores paid under protest;
3 Net of ` 5.40 Crores paid under protest; 4 Net of ` 0.11 Crores paid under protest.

(viii) In our opinion and according to the information and explanations (xiv) During the year the Company has not made any preferential
given to us, the Company has not defaulted in the repayment allotment or private placement of shares or fully or partly
of loans or borrowings to financial institutions, banks and convertible debentures and hence reporting under clause (xiv) of
government and dues to debenture holders. Companies (Auditor’s Report) Order, 2016 is not applicable to the
Company.
(ix) In our opinion and according to the information and explanations
given to us, money raised by way of rights issue of equity shares in (xv) In our opinion and according to the information and explanations

Board & Management Profiles


the previous year that were pending utilisation, (including money given to us, during the year the Company has not entered into any
received during the year from the CCD holders who subscribed non-cash transactions with its directors or persons connected
for rights issue) and the term loans have been applied by the with them and hence provisions of Section 192 of the Companies
Company for the purposes for which they were raised. Act, 2013 are not applicable.

(x) To the best of our knowledge and according to the information (xvi) The Company is not required to be registered under Section 45-I
and explanations given to us, no fraud by the Company and no of the Reserve Bank of India Act, 1934.
material fraud on the Company by its officers or employees has
been noticed or reported during the year.
For Deloitte Haskins & Sells LLP
(xi) In our opinion and according to the information and explanations Chartered Accountants

Statutory Reports
given to us, the Company has paid /provided managerial (Firm Registration No. 117366W/W-100018)
remuneration in accordance with requisite approval mandated
by the provision of Section 197 read with Schedule V to the Rupen K. Bhatt
Companies Act, 2013. Partner
Mumbai, April 26, 2019 (Membership No. 046930)
(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 and according to the information and explanations


given to us, the Company is in compliance with Section 177
and 188 of the Companies Act, 2013, where applicable, for all
transactions with the related parties and the details of related
Financial Statements

party transactions have been disclosed in the financial statements


etc. as required by the applicable accounting standards.

Annual Report 2018-19 199


BALANCE SHEET
as at March 31, 2019
(` in Crores)
Note No. As at March 31, 2019 As at March 31, 2018
ASSETS
Non-Current Assets
(a) Property, Plant & Equipment 3 1,435.43 1,381.79
(b) Capital Work in Progress 45.91 77.18
(c) Intangible Assets 3 388.20 425.40
(d) Intangible Assets Under Development 52.04 34.53
(e) Financial Assets:
(i) Investments 4 22,049.36 20,867.45
(ii) Loans 6 10,333.38 8,393.58
(iii) Other Financial Assets 7 31.41 32,414.15 53.03 29,314.06
(f) Deferred Tax Assets (Net) 5 292.59 269.38
(g) Other Non-Current Assets 8 467.44 295.47
Total Non-Current Assets 35,095.76 31,797.81

Current Assets
(a) Inventories 9 366.67 382.58
(b) Financial Assets:
(i) Investments 4 969.32 2,863.13
(ii) Trade Receivables 10 619.06 492.96
(iii) Cash & Cash Equivalents 11 23.39 521.94
(iv) Bank Balances Other Than (iii) above 12 41.69 32.88
(v) Loans 13 265.60 248.97
(vi) Other Financial Assets 14 328.58 2,247.64 133.38 4,293.26
(c) Other Current Assets 15 295.60 258.49
Total Current Assets 2,909.91 4,934.33

Total Assets 38,005.67 36,732.14

EQUITY AND LIABILITIES


Equity
(a) Equity Share Capital 16 36.89 36.05
(b) Other Equity 17 19,488.35 21,300.80
Total Equity 19,525.24 21,336.85

Liabilities
Non-Current Liabilities
(a) Financial Liabilities:
(i) Borrowings 18 4,619.83 4,011.56
(ii) Other Financial Liabilities 19 0.74 4,620.57 3.54 4,015.10
(b) Provisions 20 36.66 28.02
(c) Other Non-Current Liabilities 21 125.16 -
Total Non-Current Liabilities 4,782.39 4,043.12
Current Liabilities
(a) Financial Liabilities:
(i) Borrowings 22 6,616.19 7,979.17
(ii) Trade Payables
Total outstanding dues of Micro enterprises and small enterprises 6.61 4.47
Total outstanding dues of creditors other than Micro enterprises and small enterprises 558.19 539.10
(iii) Other Financial Liabilities 23 6,335.87 13,516.86 2,725.47 11,248.21

(b) Other Current Liabilities 24 66.91 51.21


(c) Provisions 25 43.51 45.46
(d) Current Tax Liabilities (Net) 26 70.76 7.29
Total Current Liabilities 13,698.04 11,352.17
Total Liabilities 18,480.43 15,395.29

Total Equity & Liabilities 38,005.67 36,732.14


The above Balance Sheet should be read in conjunction with the accompanying notes

In terms of our report attached


For Deloitte Haskins & Sells LLP For and on behalf of the Board of Directors
Chartered Accountants
Ajay G. Piramal
Chairman

Rupen K. Bhatt Vivek Valsaraj Leonard D'Souza


Partner Chief Financial Officer Company Secretary
Membership Number: 046930

Mumbai, April 26, 2019 Mumbai, April 26, 2019


200 Piramal Enterprises Limited
STATEMENT OF PROFIT AND LOSS
for the Year ended March 31, 2019
(` in Crores)
Year Ended Year Ended
Note No.
March 31, 2019 March 31, 2018

Strategic Overview
Revenue from operations 27 3,671.40 3,296.95
Other Income (Net) 28 446.32 639.79
Total Income 4,117.72 3,936.74
EXPENSES
Cost of materials consumed 29 767.27 809.73
Purchases of stock-in-trade 30 97.36 100.73
Changes in inventories of finished goods, work-in-progress and stock-in-trade 31 9.74 (24.84)
Excise Duty - 8.32
Employee benefits expense 32 405.45 442.72
Finance costs 33 1,496.61 989.55
Depreciation and amortization expense 3 131.18 111.58
Other expenses 34 713.73 745.50

Management Discussion & Analysis


Total Expenses 3,621.34 3,183.29
Profit Before Exceptional Items and Tax 496.38 753.45
Exceptional Items 35 (1,287.96) -
Profit/ (Loss) before Tax (791.58) 753.45

Less: Income Tax Expense


Current tax (including tax expense of prior years) 50 71.57 175.38
Deferred Tax 50 (1.17) 59.60
70.40 234.98
Profit/ (Loss) after Tax (861.98) 518.47
Other Comprehensive Income / (Expense) (OCI), net of tax expense: 36
A. Items that will not be reclassified to profit or loss

Board & Management Profiles


(a) Changes in fair values of equity instruments through OCI (551.69) 667.11
(b) Remeasurement of Post Employment Benefit Obligations (3.02) (5.52)
Income Tax Impact on above 24.00 (530.71) (21.04) 640.55

B. Items that will be reclassified to profit or loss


Deferred gains / (losses) on cash flow hedge 5.61 (0.20)
Income Tax Impact on above (1.96) 3.65 0.07 (0.13)
Total Other Comprehensive Income / (Expense) (OCI) for the year (527.06) 640.42
Total Comprehensive Income / (Loss) for the year (1,389.04) 1,158.89
Earnings Per Equity Share (Basic) (`) (Face value of ` 2/- each) 45 (43.40) 28.52
Earnings Per Equity Share (Diluted) (`) (Face value of ` 2/- each) 45 (43.40) 28.51

Statutory Reports
The above Statement of Profit and Loss should be read in conjunction with the accompanying notes

In terms of our report attached


For Deloitte Haskins & Sells LLP For and on behalf of the Board of Directors
Chartered Accountants
Ajay G. Piramal
Chairman

Rupen K. Bhatt Vivek Valsaraj Leonard D'Souza


Partner Chief Financial Officer Company Secretary
Membership Number: 046930

Mumbai, April 26, 2019 Mumbai, April 26, 2019


Financial Statements

Annual Report 2018-19 201


CASH FLOW STATEMENT
for the Year ended March 31, 2019
(` in Crores)
Year Ended March Year Ended March
31, 2019 31, 2018
A. CASH FLOW FROM OPERATING ACTIVITIES
Profit Before Exceptional Items and Tax* 496.38 753.45
Adjustments for:
Depreciation and amortisation expense 131.18 111.58
Amortisation of leasehold land 0.07 0.07
Finance Costs attributable to other than financial services operations 391.72 356.35
Finance Costs in relation to compulsorily convertible debentures 36.00 -
considered separately
Interest Income on Loans and Bank Deposits (256.59) (303.97)
Measurement of financial assets at FVTPL 26.79 (30.28)
Dividend on Non Current Equity Instruments (61.25) -
Loss on Sale of Property Plant and Equipment 0.33 2.30
Write-down of inventories 0.71 (0.16)
Expected Credit Loss on Financial Assets (including Commitments) (15.26) 39.24
Profit on Sale on Investment (Net) (0.13) (0.03)
Expected Credit Loss on Trade Receivables 0.41 8.13
Recognition of lease rent expense on straight-line method (2.11) (1.45)
Unrealised Foreign exchange (gain) / loss (103.17) (223.01)
Operating Profit Before Working Capital Changes 645.08 712.22
Adjustments For Changes In Working Capital:
Adjustments for (increase) / decrease in operating assets
- Trade receivables (137.44) (0.90)
- Other Current Assets (37.11) (143.54)
- Other Non-Current Assets (1.15) (38.05)
- Other Financial Assets - Non-Current 0.82 2.56
- Other Financial Assets - Loans - Non-Current 3,720.57 (3,775.49)
- Inventories 15.20 (39.31)
- Other Financial Assets - Current (169.85) (42.52)
- Other Financial Assets - Loans - Current 54.99 828.61
- Amounts realised from / (invested in) Debentures and Alternate 1,633.58 (1,247.01)
Investment Funds (Net)
- Mutual funds 1,151.09 (996.06)
Adjustments for increase / (decrease) in operating liabilities
- Trade Payables 21.98 5.58
- Other Non-Current liabilities 125.16 -
- Non-Current provisions 5.62 (3.45)
- Other Current financial liabilities (22.78) 27.77
- Other Current liabilities 15.70 4.45
- Current provisions 2.86 9.93
- Provisions for Grants - Committed (7.28) (12.94)
- Interest Accrued (77.73) (26.48)
Cash generated from / (used in) Operations 6,939.31 (4,734.63)
Taxes Paid (Net of Refunds) (178.73) (175.84)
Net Cash generated from / (used in) Operating Activities ** 6,760.58 (4,910.47)

Note:
* The exceptional item of provision of the Company's cost of equity investment in PHSA amounting to
` 1,287.96 Crores is non cash. Since profit considered for cash flow is before exceptional item, this item is reflected in
the cash flow. (Refer note 35)
** includes interest received ` 1,409.89 Crores (Previous year ` 1,232.27 Crores), Dividend Received ` 68.55 Crores
(Previous year ` 61.68 Crores) and interest paid during the year ` 1,027.16 Crores (Previous year
` 656.19 Crores) pertaining to financial services operations.

202 Piramal Enterprises Limited


(` in Crores)
Year Ended March Year Ended March
31, 2019 31, 2018
B. CASH FLOW FROM INVESTING ACTIVITIES

Strategic Overview
Payments for Purchase of Property Plant and Equipment / Intangible Assets (133.73) (391.17)
Proceeds from Sale of Property Plant and Equipment / Intangible Assets 0.21 1.19
Interest Received 159.21 264.49
Bank balances not considered as Cash and cash equivalents
- Fixed deposits placed (52.50) (241.65)
- Matured 60.50 245.65
Other Bank Balances (8.81) (3.91)
Loans to related parties (7,825.86) (2,467.22)
Dividend on Non Current Equity Instruments 61.25 -
Purchase of Equity Investments in subsidiaries and joint ventures (1,589.18) (1,811.80)
Sale of Equity Investments in subsidiaries - 1.03
Net Cash used in Investing Activities (9,328.91) (4,403.39)
C. CASH FLOW FROM FINANCING ACTIVITIES

Management Discussion & Analysis


Proceeds from Non-Current Borrowings
- Receipts 7,269.98 3,185.00
- Payments (2,474.21) (2,162.42)
Proceeds from Current Borrowings
- Receipts 54,374.04 39,234.83
- Payments (55,808.45) (36,532.50)
Proceeds from Compulsorily Convertible Debentures Issue - 4,996.19
Transaction cost related to Compulsorily Convertible Debentures Issue - (47.04)
Coupon Payment on Compulsorily Convertible Debentures (385.38) (0.39)
Proceeds from Right Issue 6.87 1,781.57
Expenses incurred on conversion of Compulsorily Convertible Debentures (1.27) -
Transaction cost related to Right Issue - (7.54)
Finance Costs Paid (other than those attributable to financial services operations) (372.77) (324.91)

Board & Management Profiles


Dividend Paid (448.23) (359.95)
Dividend Distribution Tax Paid (91.27) (72.82)
Net Cash Generated from Financing Activities 2,069.31 9,690.02
Net Increase / (Decrease) in Cash & Cash Equivalents [(A)+(B)+(C)] (499.02) 376.16
Cash and Cash Equivalents as at April 1 457.87 81.71
Cash and Cash Equivalents as at March 31 (41.15) 457.87

CASH AND CASH EQUIVALENTS COMPRISE OF :


Cash on Hand 0.05 0.03
Bank Overdraft (64.54) (64.07)
Balance with Scheduled Banks in Current Accounts 23.34 18.91
Fixed Deposit with maturity less than 3 months - 503.00

Statutory Reports
(41.15) 457.87

Note:
1. During the year, the company had converted its ` 1,100 Crores of loan given to its wholly owned subsidiary, PHL Fininvest Private Limited
("Fininvest") into equity shares. (Refer Note 4).
2. During the year, the company had converted its ` 1,224.80 Crores of loan given to its wholly owned subsidiary, Piramal Holdings (Suisse) SA ("PHSA") into Class B Non-voting shares.
(Refer Note 4).
3. During the year, the company had converted its ` 27.64 Crores of loan (including interest) given to its wholly owned subsidiary, DRG Analytics & Insights Private Limited into equity
shares. (Refer Note 4).
4. During the previous year, the company had converted its ` 1,700 Crores of loan given to its wholly owned subsidiary, Piramal Finance Limited (formerly known as Piramal Finance Private
Limited) into equity shares. (Refer Note 4).
The above Statement of cash flows should be read in conjunction with the accompanying notes
Financial Statements

In terms of our report attached


For Deloitte Haskins & Sells LLP For and on behalf of the Board of Directors
Chartered Accountants
Ajay G. Piramal
Chairman

Rupen K. Bhatt Vivek Valsaraj Leonard D'Souza


Partner Chief Financial Officer Company Secretary
Membership Number: 046930

Mumbai, April 26, 2019 Mumbai, April 26, 2019

Annual Report 2018-19 203


STATEMENT OF CHANGES IN EQUITY
for the Year ended March 31, 2019
A. EQUITY SHARE CAPITAL (REFER NOTE 16):
(` in Crores)
Particulars
Balance as at April 1, 2017 34.51
Changes in Equity Share Capital during the year 1.54
Balance as at March 31, 2018 36.05
Changes in Equity Share Capital during the year 0.84
Balance as at March 31, 2019 36.89
B. OTHER EQUITY (EXCLUDING SHARE APPLICATION MONEY PENDING ALLOTMENT):
(` in Crores)
Equity Reserves & Surplus Other Items in OCI
Component of
Particulars Notes Compulsorily Capital Debenture Cash Flow FVTOCI Total
Capital Securities General Retained
Convertible Redemption Redemption Hedging - Equity
Reserve Premium Reserve Earnings
Debentures Reserve Reserve Reserve Instruments

Balance as at April 01, 2017 - 2,358.39 3.69 61.73 655.79 5,798.55 3,903.63 0.13 1,606.18 14,388.09
Profit for the year - - - - - - 518.47 - - 518.47
Other Comprehensive Income / (Expense) - - - - - - (3.61) (0.13) 644.16 640.42
Total Comprehensive Income for the year - - - - - - 514.86 (0.13) 644.16 1,158.89
Transfer to Debenture Redemption Reserve - - - - 34.44 - (34.44) - - -
Issue of Compulsorily Convertible 4,357.77 - - - - - - - - 4,357.77
17
Debentures ("CCD")-Equity Component
Conversion of CCDs into Equity shares (0.05) - 60.14 - - - - - - 60.09
Rights Issue of Equity Shares - - 1,780.07 - - - - - - 1,780.07
Rights Issue Expenses - - (8.91) - - - - - - (8.91)
Dividends paid - - - - - - (362.38) - - (362.38)
Dividend Distribution Tax - - - - - - (72.82) - - (72.82)
Balance as at March 31, 2018 4,357.72 2,358.39 1,834.99 61.73 690.23 5,798.55 3,948.85 - 2,250.34 21,300.80

Equity Reserves & Surplus Other Items in OCI


Component of
Particulars Notes Compulsorily Capital Debenture Cash Flow FVTOCI Total
Capital Securities General Retained
Convertible Redemption Redemption Hedging - Equity
Reserve Premium Reserve Earnings
Debentures Reserve Reserve Reserve Instruments

Balance as at April 01, 2018 4,357.72 2,358.39 1,834.99 61.73 690.23 5,798.55 3,948.85 - 2,250.34 21,300.80
Profit/(Loss) for the year - - - - - - (861.98) - - (861.98)
Other Comprehensive Income / (Expense) - - - - - - (1.97) 3.65 (528.74) (527.06)
Total Comprehensive Income/(Loss) for the year - - - - - - (863.95) 3.65 (528.74) (1,389.04)
Conversion of Compulsorily Convertible (998.01) - 1,111.77 - - - - - - 113.76
Debentures into Equity Shares (net of transaction
cost) (Refer Note 52(a)) 17
Rights Issue of Equity Shares (Refer Note 52(b)) - - 2.69 - - - - - - 2.69
Expenses incurred on conversion of - - (1.27) - - - - - - (1.27)
Compulsorily Convertible Debentures
Transfer to Debenture Redemption Reserve - - - - 826.65 - (826.65) - - -
Dividends paid - - - - - - (451.50) - - (451.50)
Dividend Distribution Tax - - - - - - (91.27) - - (91.27)
Balance as at March 31, 2019 3,359.71 2,358.39 2,948.18 61.73 1,516.88 5,798.55 1,715.48 3.65 1,721.60 19,484.17

C. SHARE APPLICATION MONEY PENDING ALLOTMENT (REFER NOTE 17 AND 52(D)):


(` in Crores)
Particulars
Balance as at April 1, 2017 -
Movement during the year -
Balance as at March 31, 2018 -
Movement during the year 4.18
Balance as at March 31, 2019 4.18
The above Statement of Changes in Equity should be read in conjunction with the accompanying notes

In terms of our report attached


For Deloitte Haskins & Sells LLP For and on behalf of the Board of Directors
Chartered Accountants
Ajay G. Piramal
Chairman

Rupen K. Bhatt Vivek Valsaraj Leonard D'Souza


Partner Chief Financial Officer Company Secretary
Membership Number: 046930

Mumbai, April 26, 2019 Mumbai, April 26, 2019

204 Piramal Enterprises Limited


NOTES
to financial statements for the Year ended March 31, 2019

1. GENERAL INFORMATION adopted or a revision to the existing accounting standard


"Piramal Enterprises Limited (PEL) (including its subsidiaries) is requires a change in the accounting policy hitherto in use.
one of India’s large diversified companies, with a presence in Amounts for the year ended and as at March 31, 2017 were
audited by previous auditors - Price Waterhouse.

Strategic Overview
Pharmaceuticals, Healthcare Insights & Analytics and Financial
Services.
Historical Cost convention
In Pharmaceuticals, through an end-to-end manufacturing The standalone financial statements have been prepared
capabilities across its manufacturing facilities and a large on the historical cost basis except for certain financial
global distribution network, the Company sells a portfolio of instruments and plan assets of defined benefit plans, which
niche differentiated pharmaceutical products and provides an are measured at fair value.
entire pool of pharmaceutical services (including in the areas
of injectable, HPAPI etc.). The Company is also strengthening its ii) New and amended IND AS standards that are
presence in the Consumer Product segment in India. effective from the current year
The Company has applied the following standards and
In Financial Services, Group provides comprehensive financing amendments for the first time for the annual reporting

Management Discussion & Analysis


solutions to various companies. It provides both wholesale and period commencing April 01, 2018:
retail funding opportunities across sectors. In real estate, the
platform provides housing finance and other financing solutions (a) IND AS 115, Revenue from Contracts with Customers
across the entire capital stack ranging from early stage private (IND AS 115)
equity, structured debt, senior secured debt, construction The Company adopted Ind AS 115 - Revenue from
finance, and flexi lease rental discounting. The wholesale contracts with customers, using the cumulative catch-
business in non-real estate sector includes separate verticals - up transition method which is applied to contracts that
Corporate Finance Group (CFG) and Emerging Corporate Lending were not completed as of April 01, 2018. Accordingly, the
(ECL). CFG provides customized funding solutions to companies comparatives have not been retrospectively adjusted.
across sectors such as infrastructure, renewable energy, roads, The effect of adoption of Ind AS 115 is insignificant.
industrials, auto components etc. while ECL focuses on lending
towards Small and Medium Enterprises (SMEs). The Group has

Board & Management Profiles


(b) Amendments to IND AS 21
also launched Distressed Asset Investing platform that will
invest in equity and/or debt in assets across sectors (other than (c) Amendments to IND AS 12
real estate) to drive restructuring with active participation in These amended standards listed above did not have
turnaround. The Group also has strategic alliances with top any material impact on the amounts recognised in
global funds such as APG Asset Management, Bain Capital Credit, prior periods/ current period and are not expected to
CPPIB Credit Investment Inc. and Ivanhoé Cambridge (CDPQ). significantly affect the future periods.
The Group has long term equity investments in Shriram Group, a
leading financial conglomerate in India. iii) Investments in subsidiaries, associates, joint
operations and joint ventures
Healthcare Insights & Analytics business, Decision Resources
Group, is the premier provider of healthcare analytics, data & Subsidiaries:
insight products and services to the world’s leading pharma, Subsidiaries are all entities (including structured entities)

Statutory Reports
biotech and medical technology companies and enables them to over which the group has control. The Company controls
take informed business decisions. an entity when the company is exposed to, or has rights to,
variable returns from its involvement with the entity and has
PEL is a public limited Company incorporated and domiciled in the ability to affect those returns through its power to direct
India and has its registered office at Mumbai, India. It is listed on the relevant activities of the entity.
the BSE Limited and the National Stock Exchange of India Limited
in India." Associates:
An associate is an entity over which the Company has
2A. SIGNIFICANT ACCOUNTING POLICIES significant influence. Significant influence is the power to
i) Basis of preparation of financial statements participate in the financial and operating policy decisions of
the investee but is not control or joint control over those
Financial Statements

Compliance with Ind AS policies.


The standalone financial statements comply in all material
aspects with Indian Accounting Standards (Ind AS) notified Joint Arrangements:
under Section 133 of the Companies Act, 2013 ("the Act") Under Ind AS 111 Joint Arrangements, investments in joint
read with the Companies (Indian Accounting Standards) arrangements are classified as either joint operations or
Rules, 2015, as amended, and other relevant provisions of joint ventures. The classification depends on the contractual
the Act. rights and obligations of each investor, rather than the legal
structure of the joint arrangement. The Company has only
"Accounting policies have been consistently applied except joint ventures.
where a newly issued accounting standard is initially

Annual Report 2018-19 205


NOTES
to financial statements for the Year ended March 31, 2019
A joint operation is a joint arrangement whereby the parties v) Intangible Assets
that have joint control of the arrangement have rights to Intangible assets are stated at acquisition cost, net of
the assets and obligations for the liabilities relating to the accumulated amortisation and accumulated impairment
arrangement. losses, if any. Gains or losses arising from the retirement
or disposal of an intangible asset are determined as the
A joint venture is a joint arrangement whereby the parties difference between the disposal proceeds and the carrying
that have joint control of the arrangement have rights to the amount of the asset and are recognised as income or
net assets of the joint arrangement. expense in the Statement of Profit and Loss."
The Company recognises its direct right to the assets, The research and development (R&D) cost is accounted in
liabilities, revenues and expenses of joint operations and accordance with Ind AS - 38 ‘Intangibles’.
its share of any jointly held or incurred assets, liabilities,
revenues and expenses. These have been incorporated in Research
the financial statements under the appropriate headings, if Research costs, including patent filing charges, technical
any. know-how fees, testing charges on animal and expenses
Investments in Subsidiaries, Associates and Joint ventures incurred on development of a molecule till the stage of Pre-
are accounted at cost. clinical studies and till the receipt of regulatory approval for
commencing phase I trials are treated as revenue expenses
iv) Property, Plant and Equipment and charged off to the Statement of Profit and Loss of
"Freehold Land is carried at historical cost. All other respective year.
items of Property Plant & Equipment are stated at cost of
acquisition, less accumulated depreciation and accumulated Development
impairment losses, if any. Direct costs are capitalised until Development costs relating to design and testing of new or
the assets are ready for use and includes freight, duties, improved materials, products or processes are recognized
taxes and expenses incidental to acquisition and installation. as intangible assets and are carried forward under Intangible
The carrying amount of any component accounted for as Assets under Development until the completion of the
a separate asset is derecognised when replaced. All other project when they are capitalised as Intangible assets, if the
repairs and maintenance are charged to the statement of following conditions are satisfied:
profit and loss during the reporting period in which they • it is technically feasible to complete the asset so that it
are incurred. Subsequent expenditures related to an item of will be available for use;
Property Plant & Equipment are added to its carrying value • management intends to complete the asset and use or
only when it is probable that the future economic benefits sell it;
from the asset will flow to the Company and cost can be • there is an ability to use or sell the asset;
reliably measured. • it can be demonstrated how the asset will generate
Losses arising from the retirement of, and gains or losses probable future economic benefits;
arising from disposal of Property, Plant and Equipment are • adequate technical, financial and other resources to
recognised in the Statement of Profit and Loss." complete the development and to use or sell the asset
are available; and
Depreciation • the expenditure attributable to the asset during its
Depreciation is provided on a pro-rata basis on the straight development can be reliably measured.
line method ('SLM') over the estimated useful lives of the Intangible Assets with finite useful lives are amortised on a
assets specified in Schedule II of the Companies Act, 2013/ straight line basis over the following period:
on the basis of technical evaluation, which are as follows:
Asset Class Useful life
Asset Class Useful life Brands and Trademarks 10 - 15 years
Buildings* 10 years - 60 years Copyrights, Know-how (including qualifying Product 4 - 15 years
Roads 10 years Development Cost) and Intellectual property rights
Furniture & Fixtures 3 years - 15 years Computer Software 3 - 6 years
Plant & Equipment 3 years - 20 years
The assets’ residual values and useful lives are reviewed, and adjusted
Continuous Process Plant 25 years
if appropriate, at the end of each reporting period.
Office Equipment 3 years - 15 years
Motor Vehicles 8 years
vi) Impairment of Assets
Helicopter 20 years
The Company assesses at each Balance Sheet date whether there
Ships 13 years
is any indication that an asset may be impaired. For the purposes
*Useful life of leasehold improvements is as per lease period
of assessing impairment, the smallest identifiable group of
The assets’ residual values and useful lives are reviewed, and adjusted assets that generates cash inflows from continuing use that are
if appropriate, at the end of each reporting period. largely independent of the cash inflows from other assets or
group of assets, is considered as a cash generating unit. If any

206 Piramal Enterprises Limited


NOTES
to financial statements for the Year ended March 31, 2019
such indication exists, the Company estimates the recoverable Debt instruments
amount of the asset. The recoverable amount is the higher of an Subsequent measurement of debt instruments depends on the
asset’s fair value less costs of disposal and value in use. If such Group’s business model for managing the asset and the cash
recoverable amount of the asset or the recoverable amount flow characteristics of the asset. There are three measurement

Strategic Overview
of the cash generating unit to which the asset belongs is less categories into which the group classifies its debt instruments:
than its carrying amount, the carrying amount is reduced to its
recoverable amount. The reduction is treated as an impairment Amortised cost
loss and is recognised in the Statement of Profit and Loss. If at Assets that are held for collection of contractual cash flows
the Balance Sheet date there is an indication that a previously where those cash flows represent solely payments of principal
assessed impairment loss no longer exists or may have decreased, and interest are measured at amortised cost. A gain or loss on
the recoverable amount is reassessed and the asset is reflected a debt investment that is subsequently measured at amortised
at the recoverable amount. cost and is not part of a hedging relationship is recognised in
profit or loss when the asset is derecognised or impaired. Interest
vii) Financial instruments income from these financial assets is included in finance income
Financial assets and financial liabilities are recognised when the using the effective interest rate method. Subsequently, these are

Management Discussion & Analysis


Company becomes a party to the contractual provisions of the measured at amortised cost using the Effective Interest Method
instruments. less any impairment losses.

Financial assets and financial liabilities are initially measured Fair value through other comprehensive income (FVTOCI)
at fair value. Transaction costs that are directly attributable to Assets that are held for collection of contractual cash flows
the acquisition or issue of financial assets and financial liabilities and for selling the financial assets, where the assets’ cash
(other than financial assets and financial liabilities at fair value flows represent solely payments of principal and interest, are
through profit or loss) are added to or deducted from the fair measured at fair value through other comprehensive income
value of the financial assets or financial liabilities, as appropriate, (FVTOCI). Movements in the carrying amount are taken through
on initial recognition. Transaction costs directly attributable to OCI, except for the recognition of impairment gains or losses,
the acquisition of financial assets or financial liabilities at fair interest revenue and foreign exchange gains and losses which are
value through profit or loss are recognised immediately in profit

Board & Management Profiles


recognised in the statement of profit and loss. When the financial
or loss. asset is derecognised, the cumulative gain or loss previously
Financial assets with embedded derivatives are considered in recognised in OCI is reclassified from equity to the statement
their entirety when determining whether their cash flows are of profit or loss and recognised in other gains/ (losses). Interest
solely payment of principal and interest. income from these financial assets is included in other income
using the effective interest rate method.
Investments and Other Financial Assets
Classification Fair value through profit or loss (FVTPL)
The Company classifies its financial assets in the following Assets that do not meet the criteria for amortised cost or FVTOCI
measurement categories: are measured at fair value through profit or loss. A gain or loss
on a debt investment that is subsequently measured at fair value
• those to be measured subsequently at fair value (either through profit or loss and is not part of a hedging relationship is

Statutory Reports
through other comprehensive income, or through profit or recognised in the statement of profit and loss and presented net
loss), and in the statement of profit and loss within other gains/(losses) in
• those measured at amortised cost. the period in which it arises. Interest income from these financial
assets is included in other income.
The classification depends on the entity’s business model for
managing the financial assets and the contractual terms of the Equity instruments
cash flows. The Company subsequently measures all equity investments at
fair value. Where the Company’s management has elected to
Subsequent Measurement present fair value gains and losses on equity investments in other
For assets measured at fair value, gains and losses will either comprehensive income, there is no subsequent reclassification on
be recorded in profit or loss or other comprehensive income. decrecognition of fair value gains and losses to the statement of
For investments in debt instruments, this will depend on the
Financial Statements

profit and loss. Dividends from such investments are recognised


business model in which the investment is held. For investments in the statement of profit and loss when the Company’s right to
in equity instruments, this will depend on whether the Company receive payments is established.
has made an irrevocable election at the time of initial recognition
to account for the equity investment at fair value through other Changes in the fair value of financial assets at fair value through
comprehensive income. profit or loss are recognised in the statement of profit and loss.

The Company reclassifies debt investments when and only when


its business model for managing those assets changes.

Annual Report 2018-19 207


NOTES
to financial statements for the Year ended March 31, 2019
Impairment of financial assets Derecognition of financial assets
The Company applies the expected credit loss model for A financial asset is derecognised only when:
recognising impairment loss on financial assets measured at
amortised cost, loan commitments, trade receivables and other • The Company has transferred the rights to receive cash flows
contractual rights to receive cash or other financial asset. from the financial asset or
• retains the contractual rights to receive the cash flows of the
For trade receivables or any contractual right to receive cash financial asset, but assumes a contractual obligation to pay
or another financial asset that result from transactions that are the cash flows to one or more recipients.
within the scope of Ind AS 115, the Company always measures
the loss allowance at an amount equal to lifetime expected credit Where the entity has transferred an asset, the Company evaluates
losses. whether it has transferred substantially all risks and rewards
of ownership of the financial asset. In such cases, the financial
Further, for the purpose of measuring lifetime expected credit asset is derecognised. Where the entity has not transferred
loss (ECL) allowance for trade receivables, the Company has substantially all risks and rewards of ownership of the financial
used a practical expedient as permitted under Ind AS 109. This asset, the financial asset is not derecognised.
expected credit loss allowance is computed based on a provision
matrix which takes into account historical credit loss experience Foreign exchange gains and losses
and adjusted for forward-looking information. The fair value of financial assets denominated in a foreign
currency is determined in that foreign currency and translated
In case of other than trade receivables, the expected credit loss at the spot rate at the end of each reporting period. For foreign
is a product of exposure at default, probability of default and loss currency denominated financial assets measured at amortised
given default. The Company has devised an internal model to cost and FVTPL, the exchange differences are recognised in
evaluate the probability of default and loss given default based profit or loss except for those which are designated as hedging
on the parameters set out in Ind AS 109. Accordingly, the financial instruments in a hedging relationship.
instruments are classified into Stage 1 – Standard Assets with
zero to thirty days past due (DPD), Stage 2 – Significant Credit Financial liabilities and equity instruments
Deterioration or overdue between 31 to 90 days and Stage 3 – Classification as debt or equity
Default Assets with overdue for more than 90 days. The Company Debt and equity instruments issued by a Company entity are
also takes into account the below qualitative parameters in classified as either financial liabilities or as equity in accordance
determining the increase in credit risk for the financial assets: with the substance of the contractual arrangements and the
1) Significant negative deviation in the business plan of the definitions of a financial liability and an equity instrument.
borrower Equity Instrument
2) Internal rating downgrade for the borrower or the project An equity instrument is any contract that evidences a residual
3) Current and expected financial performance of the borrower interest in the assets of an entity after deducting all of its
4) Need for refinance of loan due to change in cash flow of the liabilities. Equity instruments issued are recognised at the
project proceeds received, net of direct issue costs.
5) Significant decrease in the value of collateral
6) Change in market conditions and industry trends Compulsorily Convertible Debenture
Convertible instruments are separated into liability and equity
For recognition of impairment loss on other financial assets and components based on the terms of the contract. On issuance
risk exposure (including off Balance Sheet Commitments), the of the convertible debentures, the fair value of the liability
Company determines that whether there has been a significant component is determined using a market rate for an equivalent
increase in the credit risk since initial recognition. If credit risk non-convertible instrument. This amount is classified as a
has not increased significantly, 12-month ECL is used to provide financial liability measured at amortised cost (net of transaction
for impairment loss. However, if credit risk has increased costs) until it is extinguished on conversion or redemption.
significantly, lifetime ECL is used. If, in a subsequent period, credit The remainder of the proceeds is allocated to the conversion
quality of the instrument improves such that there is no longer a option that is recognised and included in equity since conversion
significant increase in credit risk since initial recognition, then the option meets Ind AS 32 criteria for fixed to fixed classification.
entity reverts to recognising impairment loss allowance based on Transaction costs are apportioned between the liability and
12-month ECL. equity components of the convertible debentures based on the
Lifetime ECL are the expected credit losses resulting from all allocation of proceeds to the liability and equity components
possible default events over the expected life of a financial when the instruments are initially recognised.
instrument. The 12-month ECL is a portion of the lifetime ECL Financial liabilities
which results from default events that are possible within 12 All financial liabilities are subsequently measured at amortised
months after the reporting date. cost using the effective interest method or at FVTPL.
Default Assets wherein the management does not expect any Financial liabilities are classified as at FVTPL when the financial
realistic prospect of recovery are written off to the Statement of liability is either contingent consideration recognised by the
Profit and Loss.

208 Piramal Enterprises Limited


NOTES
to financial statements for the Year ended March 31, 2019
Company as an acquirer in a business combination to which or have expired. An exchange between with a lender of debt
Ind AS 103 applies or is held for trading or it is designated as at instruments with substantially different terms is accounted for
FVTPL. as an extinguishment of the original financial liability and the
recognition of a new financial liability.

Strategic Overview
Financial liabilities that are not held-for-trading and are not
designated as at FVTPL are measured at amortised cost. The Derivatives and hedging activities
carrying amounts of financial liabilities that are subsequently Derivatives are initially recognised at fair value on the date a
measured at amortised cost are determined based on the derivative contract is entered into and are subsequently re-
effective interest method. measured to their fair value at the end of each reporting period.
The effective interest method is a method of calculating the The accounting for subsequent changes in fair value depends on
amortised cost of a financial liability and of allocating interest whether the derivative is designated as a hedging instrument,
expense over the relevant period. The effective interest rate is and if so, the nature of the item being hedged and the type of
the rate that exactly discounts estimated future cash payments hedge relationship designated.
(including all fees paid or received that form an integral part of The full fair value of a hedging derivative is classified as a non-
the effective interest rate, transaction costs and other premiums

Management Discussion & Analysis


current asset or liability when the remaining maturity of the
or discounts) through the expected life of the financial liability, or hedged item is more than 12 months; it is classified as a current
(where appropriate) a shorter period, to the amortised cost of a asset or liability when the remaining maturity of the hedged item
financial liability. is less than 12 months. Trading derivatives are classified as a
Borrowings are classified as current liabilities unless the Company current asset or liability
has an unconditional right to defer settlement of the liability for (i) Cash flow hedges that qualify for hedge accounting:
at least 12 months after the reporting period. Where there is a The effective portion of changes in the fair value of
breach of a material provision of a long-term loan arrangement derivatives that are designated and qualify as cash flow
on or before the end of the reporting period with the effect hedges is recognised in the other comprehensive income
that the liability becomes payable on demand on the reporting in cash flow hedging reserve within equity, limited to the
date, the Company does not classify the liability as current, if the cumulative change in fair value of the hedged item on a

Board & Management Profiles


lender agreed, after the reporting period and before the approval present value basis from the inception of the hedge. The
of the financial statements for issue, not to demand payment as a gain or loss relating to the ineffective portion is recognised
consequence of the breach. immediately in profit or loss, within other gains/(losses).

Foreign exchange gains and losses (ii) Derivatives that are not designated as hedges:
For financial liabilities that are denominated in a foreign currency The group enters into certain derivative contracts to hedge
and are measured at amortised cost at the end of each reporting risks which are not designated as hedges. Such contracts are
period, the foreign exchange gains and losses are determined accounted for at fair value through profit or loss.
based on the amortised cost of the instruments
Embedded derivatives
Financial Guarantee Contracts Derivatives embedded in a host contract that is an asset within
Financial guarantee contracts are recognised as a financial the scope of Ind AS 109 are not separated. Financial assets with

Statutory Reports
liability at the time the guarantee is issued. The liability is embedded derivatives are considered in their entirety when
initially measured at fair value and subsequently at the higher of determining whether their cash flows are solely payment of
the amount determined in accordance with Ind AS 37 and the principal and interest.
amount initially recognised less cumulative amortisation, where
appropriate. Derivatives embedded in all other host contract are separated
only if the economic characteristics and risks of the embedded
The fair value of financial guarantees is determined as the present derivative are not closely related to the economic characteristics
value of the difference in net cash flows between the contractual and risks of the host and are measured at fair value through
payments under the debt instrument and the payments that profit or loss. Embedded derivatives closely related to the host
would be required without the guarantee, or the estimated contracts are not separated.
amount that would be payable to a third party for assuming the
obligations. Offsetting Financial Instruments
Financial Statements

Financial Assets and Liabilities are offset and the net amount is
Where guarantees in relation to loans or other payables of reflected in the balance sheet where there is a legally enforceable
subsidiaries are provided for no compensation, the fair values are right to offset the recognised amounts and there is an intention
accounted for as contributions and recognised as part of the cost to settle the liability simultaneously. The legally enforceable right
of the investment. must not be contingent on future events and must be enforceable
in the normal course of business and in the event of default,
Derecognition of financial liabilities insolvency or bankruptcy of the Company or counterparty.
The Company derecognises financial liabilities when, and only
when, the Company’s obligations are discharged, cancelled

Annual Report 2018-19 209


NOTES
to financial statements for the Year ended March 31, 2019
viii) Trade Receivables (iii) Post-employment obligations
Trade receivables are recognised initially at fair value and The company operates the following post-employment
subsequently measured at amortised cost using the effective schemes:
interest method, less provision for impairment.
• Defined Contribution plans such as provident fund,
ix) Inventories superannuation, pension, employee state insurance
Inventories comprise of Raw and Packing Materials, Work in scheme
Progress, Finished Goods (Manufactured and Traded) and Stores • Defined Benefit plans such as provident fund and Gratuity
and Spares. Inventories are valued at the lower of cost and the net In case of Provident fund, contributions are made to a Trust
realisable value after providing for obsolescence and other losses, administered by the Company, except in case of certain
where considered necessary. Cost is determined on Weighted employees, where the Contributions are made to the
Average basis. Cost includes all charges in bringing the goods to Regional Provident Fund Office.
their present location and condition, including octroi and other
levies, transit insurance and receiving charges. The cost of Work- Defined Contribution Plans
in-progress and Finished Goods comprises of materials, direct The Company's contribution to provident fund (in case of
labour, other direct costs and related production overheads and contributions to the Regional Provident Fund Office), pension
Excise Duty as applicable. Net realizable value is the estimated and employee state insurance scheme are considered as
selling price in the ordinary course of business less the estimated defined contribution plans, as the Company does not carry
costs of completion and the estimated costs necessary to make any further obligations apart from the contributions made
the sale. on a monthly basis and are charged as an expense based on
the amount of contribution required to be made.
x) Employee Benefits
Defined Benefit Plan
(i) Short-term obligations The liability or asset recognised in the balance sheet in
Liabilities for wages and salaries, including non-monetary respect of defined benefit provident and gratuity plans is the
benefits that are expected to be settled wholly within 12 present value of the defined benefit obligation at the end of
months after the end of the period in which the employees the reporting period less the fair value of plan assets. The
render the related service are recognised in respect of defined benefit obligation is calculated annually by actuaries
employees’ services up to the end of the reporting period using the projected unit credit method.
and are measured at the amounts expected to be paid when
the liabilities are settled. The liabilities are presented as The present value of the defined benefit obligation
current employee benefit obligations in the balance sheet. denominated in INR is determined by discounting the
estimated future cash outflows by reference to market
(ii) Other long-term employee benefit obligations yields at the end of the reporting period on government
The liabilities for earned leave are not expected to be settled bonds that have terms approximating to the terms of the
wholly within 12 months after the end of the period in which related obligation.
the employees render the related service. They are therefore The net interest cost is calculated by applying the discount
measured as the present value of expected future payments rate to the net balance of the defined benefit obligation and
to be made in respect of services provided by employees the fair value of plan assets. This cost is included in employee
up to the end of the reporting period using the projected benefit expense in the statement of profit and loss.
unit credit method. The benefits are discounted using the
market yields at the end of the reporting period that have Remeasurement gains and losses arising from experience
terms approximating to the terms of the related obligation. adjustments, changes in actuarial assumptions and return on
Remeasurements as a result of experience adjustments plan assets (excluding interest income) are recognised in the
and changes in actuarial assumptions are recognised in period in which they occur, directly in other comprehensive
profit or loss. income. They are included in retained earnings in the
statement of changes in equity and in the balance sheet.
The obligations are presented as current liabilities in the
balance sheet if the entity does not have an unconditional Changes in the present value of the defined benefit
right to defer settlement for at least twelve months after the obligation resulting from plan amendments or curtailments
reporting period, regardless of when the actual settlement are recognised immediately in profit or loss as past service
is expected to occur. cost.

Long Term Service Awards are recognised as a liability at Bonus Plans


the present value of the defined benefit obligation as at the The Company recognises a liability and an expense for
balance sheet date. bonuses. The Company recognises a provision where
contractually obliged or where there is a past practice that
has created a constructive obligation.

210 Piramal Enterprises Limited


NOTES
to financial statements for the Year ended March 31, 2019
xi) Provisions and Contingent Liabilities xiii) Foreign Currency Transactions
Provisions are recognised when there is a present obligation In preparing the financial statements of the Company,
(legal or constructive) as a result of a past event, it is probable transactions in currencies other than the company’s functional
that an outflow of resources embodying economic benefits will currency viz. Indian Rupee are recognised at the rates of

Strategic Overview
be required to settle the obligation and there is a reliable estimate exchange prevailing at the dates of the transactions. Foreign
of the amount of the obligation. When a provision is measured exchange gains and losses resulting from the settlement of such
using the cash flows estimated to settle the present obligation, its transactions and from the translation of monetary assets and
carrying amount is the present value of those cash flows (when liabilities denominated in foreign currencies at year end exchange
the effect of the time value of money is material). The discount rates are generally recognised in the statement of profit and loss.
rate used to determine the present value is a pre-tax rate that Non-monetary items carried at fair value that are denominated
reflects current market assessments of the time value of money in foreign currencies are translated at the rates prevailing at the
and the risks specific to the liability. The increase in the provision date when the fair value was determined. Non-monetary items
due to the passage of time is recognised as interest expense. that are measured in terms of historical cost in a foreign currency
are not retranslated.
Contingent liabilities are disclosed when there is a possible

Management Discussion & Analysis


obligation arising from past events, the existence of which will Exchange differences on monetary items are recognised in profit
be confirmed only by the occurrence or non occurrence of one or loss in the period in which they arise.
or more uncertain future events not wholly within the control of
the company or a present obligation that arises from past events xiv) Exceptional Items
where it is either not probable that an outflow of resources will When items of income and expense within profit or loss from
be required to settle the obligation or a reliable estimate of the ordinary activities are of such size, nature or incidence that
amount cannot be made. their disclosure is relevant to explain the performance of the
enterprise for the period, the nature and amount of such items is
xii) Revenue recognition disclosed separately as Exceptional items.
Revenue is measured at the fair value of the consideration
received or receivable. xv) Leases

Board & Management Profiles


S ale of goods: Revenue from the sale of goods is recognised when Operating Leases
the Company transfers Control of the product. Control of the Leases in which a significant portion of the risks and rewards
product transfers upon shipment of the product to the customer of ownership are not transferred to the Company as lessee are
or when the product is made available to the customer, provided classified as operating leases.
transfer of title to the customer occurs and the Company has not
retained any significant risks of ownership or future obligations In the event that lease incentives are received to enter into
with respect to the product shipped. Amounts disclosed as operating leases, such incentives are recognised as a liability.
revenue are net off returns, trade allowances, rebates and Payments made under operating leases (net of any incentives
indirect taxes. received from the lessor) are charged to the statement of profit
and loss on a straight-line basis over the period of the lease unless
S ale of Services: In contracts involving the rendering of services/ the payments are structured to increase in line with expected
development contracts, revenue is recognised at the point in time general inflation to compensate for the lessor’s expected

Statutory Reports
in which services are rendered. In case of fixed price contracts, inflationary cost increases."
the customer pays a fixed amount based on the payment
schedule and the Company recognises revenue on the basis of xvi) Taxes on Income
input method. If the services rendered by the Company exceed Tax expense for the period, comprising current tax and deferred
the payment, a Contract asset (Unbilled Revenue) is recognised. tax, are included in the determination of the net profit or loss for
If the payments exceed the services rendered, a contract liability the period. Current tax is measured at the amount expected to
(Deferred Revenue and Advance from Customers) is recognised. be paid to the tax authorities in accordance with the Income Tax
Act, 1961.
If the contracts involve time-based billing, revenue is recognised
in the amount to which the Company has a right to invoice. Deferred tax is recognised on temporary differences between
the carrying amounts of assets and liabilities in the separate
Interest: Interest income from a financial asset is recognised financial statements and the corresponding tax bases used in the
Financial Statements

when it is probable that the economic benefits will flow to the computation of taxable profit. Deferred tax liabilities are generally
Company and the amount of income can be measured reliably. recognised for all taxable temporary differences. Deferred tax
Interest income is accrued on a time basis, by reference to the assets are generally recognised for all deductible temporary
amortised cost and at the effective interest rate applicable. differences to the extent that it is probable that taxable profits
Dividend: Dividend income from investments is recognised when will be available against which those deductible temporary
the shareholder's right to receive payment has been established differences can be utilised. Such deferred tax assets and liabilities
(provided that it is probable that the economic benefits will flow are not recognised if the temporary difference arises from the
to the Company and the amount of income can be measured initial recognition (other than in a business combination) of
reliably). assets and liabilities in a transaction that affects neither the

Annual Report 2018-19 211


NOTES
to financial statements for the Year ended March 31, 2019
taxable profit nor the accounting profit. In addition, deferred tax the accounting policies adopted for the Company. Revenue and
liabilities are not recognised if the temporary difference arises expenses have been identified to segments on the basis of their
from the initial recognition of goodwill. relationship to the operating activities of the segment. Income
/ Costs which relate to the Company as a whole and are not
The carrying amount of deferred tax assets is reviewed at the end allocable to segments on a reasonable basis, have been included
of each reporting period and reduced to the extent that it is no under Unallocated Income / Costs. Interest income and expense
longer probable that sufficient taxable profits will be available to are not allocated to respective segments (except in case of
allow all or part of the asset to be recovered. Financial Services segment).
Deferred tax liabilities and assets are measured at the tax rates In accordance with Ind AS 108 ‘Operating Segments’, segment
that are expected to apply in the period in which the liability is information has been given in the consolidated financial
settled or the asset realised, based on tax rates (and tax laws) that statements of the Company, which are presented in the same
have been enacted or substantively enacted by the end of the annual report and therefore, no separate disclosure on segment
reporting period. information is given in these financial statements."
Current and deferred tax are recognised in the statement of profit
and loss, except when they relate to items that are recognised xx) Dividends
in other comprehensive income or directly in equity, in which Provision is made for the amount of any dividend declared, being
case, the current and deferred tax are also recognised in other appropriately authorised and no longer at the discretion of the
comprehensive income or directly in equity respectively. Where entity, on or before the end of the reporting period but not
current tax or deferred tax arises from the initial accounting for a distributed at the end of the reporting period.
business combination, the tax effect is included in the accounting
for the business combination. xxi) Standards issued but not yet effective

Current tax assets and current tax liabilities are offset when there Notification of new standard Ind AS 116
is a legally enforceable right to set off the recognised amounts On March 30, 2019, Ministry of Corporate Affairs has notified
and there is an intention to settle the asset and the liability on a Ind AS 116, Leases. Ind AS 116 will replace the existing leases
net basis. Deferred tax assets and deferred tax liabilities are offset Standard, Ind AS 17 Leases, and related Interpretations.
when there is a legally enforceable right to set off assets against The Standard sets out the principles for the recognition,
liabilities representing current tax and where the deferred tax measurement, presentation and disclosure of leases for both
assets and the deferred tax liabilities relate to taxes on income parties to a contract i.e., the lessee and the lessor. Ind AS 116
levied by the same governing taxation laws. introduces a single lessee accounting model and requires a
lessee to recognize assets and liabilities for all leases with a term
xvii) Cash and Cash Equivalents of more than 12 months, unless the underlying asset is of low
In the cash flow statement, cash and cash equivalents includes value. Currently, operating lease expenses are charged to the
cash on hand, demand deposits with banks, other short-term statement of profit & loss. The Standard also contains enhanced
highly liquid investments with original maturities of three months disclosure requirements for lessees. Ind AS 116 substantially
or less that are readily convertible to known amounts of cash and carries forward the lessor accounting requirements in Ind AS 17.
which are subject to an insignificant risk of changes in value, and
bank overdrafts. Bank overdrafts are shown within borrowings in Amendments to Ind AS 19, Employee Benefits:
current liabilities in the balance sheet. On March 30, 2019, Ministry of Corporate Affairs has issued
amendment to Ind AS 19, 'Employee Benefits'. The amendment
xviii) Borrowing Costs clarifies the accounting for defined benefit plans on plan
General and specific borrowing costs directly attributable amendment, curtailment and settlement and specifies how
to acquisition or construction of qualifying assets (i.e. those companies should determine pension expenses when changes to
Property Plant & Equipments which necessarily take a substantial a defined benefit pension plan occur. The amendments require a
period of time to get ready for their intended use) are capitalised. company to use the updated assumptions from remeasurement to
Other borrowing costs are recognised as an expense in the period determine current service cost and net interest for the remainder
in which they are incurred. of the reporting period after the change to the plan. Currently,
Ind AS 19 did not specify how to determine these expenses for
xix) Segment Reporting the period after the change to the plan. The amendments are
The Chairman of the Company has been identified as the Chief expected to provide useful information to users of financial
Operating Decision Maker (CODM) as defined by Ind AS 108, statements by requiring the use of updated assumptions.
“Operating Segments”.
Amendment to Ind AS 12, Income Taxes:
Operating segments are reported in a manner consistent with On March 30, 2019, Ministry of Corporate Affairs has issued
the internal reporting provided to the CODM. The accounting amendment to Ind AS 12, 'Income Taxes'. Appendix C to Ind AS
policies adopted for segment reporting are in conformity with

212 Piramal Enterprises Limited


NOTES
to financial statements for the Year ended March 31, 2019
12 (Appendix C) clarifies the accounting for those uncertainties analysis, based on the company’s historical experience and credit
on income tax treatments that have yet to be accepted by tax assessment and including forward-looking information.
authorities, and to reflect those uncertainties in the measurement
of current and deferred taxes. Appendix C is applicable for The inputs used and process followed by the Company in

Strategic Overview
annual periods beginning on or after 1 April 2019. On transition, determining the impairment loss in line with Expected Credit loss
a company may apply the standard retrospectively, by restating model have been detailed in Note 47f.
the comparatives (i.e. period beginning 1 April 2018), if this is
possible without the use of hindsight, or apply it prospectively Impairment loss in Investments carried at cost:
by adjusting equity on the initial application, without adjusting The Company conducts impairment reviews of investments in
comparatives. subsidiaries / associates / joint arrangements whenever events
or changes in circumstances indicate that their carrying amounts
Effective date for application of this new standard and may not be recoverable or tests for impairment annually.
amendments is annual period beginning on or after April 01, 2019. Determining whether an asset is impaired requires an estimation
The Company is evaluating the requirements of the aforesaid of the recoverable amount, which requires the Company to
new standard and amendments and its effect on the financial estimate the value in use which base on future cash flows and a

Management Discussion & Analysis


statements. suitable discount rate in order to calculate the present value.

xxii) Rounding of amounts: Useful life of Assets:


All amounts disclosed in the financial statements and notes have Property, plant and equipment and Intangible Assets represent a
been rounded off to the nearest Crores as per the requirement of significant proportion of the assets of the Company. Depreciation
Schedule III, unless otherwise stated. and amortisation is derived after determining an estimate of an
asset’s expected useful life and the expected residual value at the
2B. C RITICAL ACCOUNTING JUDGEMENTS end of its life. The useful lives and residual values of Company's
AND KEY SOURCES OF ESTIMATION assets are determined by management at the time the asset is
acquired and reviewed periodically, including at each financial
UNCERTAINTIES year end. The lives are based on historical experience with similar
The preparation of the financial statements in conformity with Ind assets as well as anticipation of future events, which may impact

Board & Management Profiles


AS requires the Management to make estimates and assumptions their life, such as changes in technology.
considered in the reported amounts of assets and liabilities
(including contingent liabilities) and the reported income and Deferred Taxes:
expenses during the year. The Management believes that the Deferred tax is recorded on temporary differences between the
estimates used in preparation of the financial statements are tax bases of assets and liabilities and their carrying amounts, at
prudent and reasonable. Future results could differ due to these the rates that have been enacted or substantively enacted at the
estimates and the differences between the actual results and the reporting date. The ultimate realization of deferred tax assets is
estimates are recognised in the periods in which the results are dependent upon the generation of future taxable profits during
known / materialise. the periods in which those temporary differences and tax loss
carry-forwards become deductible. The Company considers the
Fair Valuation: expected reversal of deferred tax liabilities and projected future
Some of the company’s assets and liabilities are measured at fair

Statutory Reports
taxable income in making this assessment. The amount of the
value for financial reporting purposes. In estimating the fair value deferred tax assets considered realizable, however, could be
of an asset and liability, the company uses market observable reduced in the near term if estimates of future taxable income
data to the extent it is available. When Level 1 inputs are not during the carry-forward period are reduced.
available, the company engages third party qualified external
values to establish the appropriate valuation techniques and Defined benefit plans:
inputs to the valuation model. The cost of the defined benefit plans and the present value of
Information about the valuation techniques and inputs used in the defined benefit obligation are based on actuarial valuation
determining the fair value of various assets and liabilities are using the projected unit credit method. An actuarial valuation
disclosed in Note 51. involves making various assumptions that may differ from actual
developments in the future. These include the determination of
the discount rate, future salary increases and mortality rates.
Financial Statements

Expected Credit Loss:


When determining the provision for impairment loss on financial Due to the complexities involved in the valuation and its long-
assets carried at amortised cost and Loan commitments, in term nature, a defined benefit obligation is highly sensitive to
line with Expected Credit Loss model, the Company considers changes in these assumptions. All assumptions are reviewed at
reasonable and supportable information that is relevant and each reporting date.
available without undue cost or effort for determing the
Probability of default (PD) and Loss Given default (LGD). This
includes both quantitative and qualitative information and

Annual Report 2018-19 213


3. PROPERTY, PLANT & EQUIPMENT AND INTANGIBLE ASSETS

214
(` in Crores)
GROSS CARRYING AMOUNT ACCUMULATED DEPRECIATION / AMORTISATION NET CARRYING AMOUNT
Particulars As at As at As at
NOTES

Opening as at Deletions/ Opening as at For the Year Deletions/ As at


Additions March 31, 2019 March 31, 2019 March 31, 2019
April 1, 2018 Adjustments April 1, 2018 # Adjustments March 31, 2018
(A) (B) (A-B)
PROPERTY, PLANT &
EQUIPMENT
Land Freehold 21.46 - - 21.46 - - - - 21.46 21.46
Buildings 741.70 20.90 0.17 762.43 27.98 19.57 0.13 47.42 715.01 713.72

Piramal Enterprises Limited


Roads 2.54 0.93 3.47 0.58 0.40 0.98 2.49 1.96
Plant and Equipment 736.80 115.05 1.45 850.40 149.45 61.73 0.98 210.20 640.20 587.35
Furniture and fixtures 39.43 3.12 0.03 42.52 10.33 4.91 0.01 15.23 27.29 29.10
Motor Vehicles 5.59 2.41 8.00 1.76 0.75 2.51 5.49 3.83
Ships 0.88 0.88 0.26 0.09 0.35 0.53 0.62
Helicopter^ 9.60 9.60 1.62 0.54 2.16 7.44 7.98
Office equipment 20.78 3.43 0.07 24.14 5.01 3.67 0.06 8.62 15.52 15.77
Total (I) 1,578.78 145.84 1.72 1,722.90 196.99 91.66 1.18 287.47 1,435.43 1,381.79
INTANGIBLE ASSETS
(ACQUIRED)
Product-related Intangibles - Brands 451.51 - 451.51 63.00 31.62 - 94.62 356.89 388.51
and Trademarks*+
Product-related Intangibles - 17.79 - 17.79 5.41 1.76 - 7.17 10.62 12.38
Copyrights, Know-how and Intellectual
property rights
to financial statements for the Year ended March 31, 2019

Computer Software 36.18 2.32 0.02 38.48 13.42 5.95 0.02 19.35 19.13 22.76
INTANGIBLE ASSETS
(INTERNALLY GENERATED)
Product Know-how 2.32 - 2.32 0.57 0.19 - 0.76 1.56 1.75
Total (II) 507.80 2.32 0.02 510.10 82.40 39.52 0.02 121.90 388.20 425.40

Grand Total (I+II) 2,086.58 148.16 1.74 2,233.00 279.39 131.18 1.20 409.37 1,823.63 1,807.19
* Material Intangible Assets as on March 31, 2019:

Carrying Value as Carrying Value as Remaining useful life


Asset Class
at March 31, 2019 at March 31, 2018 as on March 31, 2019
Product-related Intangibles - Brands and Trademarks 356.89 388.51 5 years to 14 years

# Depreciation for the year ended March 31, 2019 includes depreciation amounting to ` 9.81 Crores (Previous Year ` 9.77 Crores) on assets used for Research and Development locations at Ennore and Mumbai.
+ Certain Brands are in the process of being registered in the name of the Company, for which the necessary application has been made with trade mark registry.
^ The Company has a 25% share in joint ownership of Helicopter
Refer Note 40 for the assets mortgaged as security against borrowings.
Refer Note 37B for the contractual capital commitments for purchase of Property, Plant & Equipment
During the year ended March 31, 2018, the Company has acquired brands of Digiplex, Digemax, Decaplex and Digeplus from Shreya Lifesciences Private Limited for a consideration of ` 103.50 Crores (inclusive of transactions cost and Goods and
Service Tax).
3. PROPERTY, PLANT & EQUIPMENT AND INTANGIBLE ASSETS
(` in Crores)
GROSS CARRYING AMOUNT ACCUMULATED DEPRECIATION / AMORTISATION NET CARRYING AMOUNT
For the As at As at
NOTES

Particulars Opening as at Deletions/ As at March 31, Opening as at Deletions/ As at


Additions Year March 31, 2018 March 31, 2018
April 1, 2017 Adjustments 2018 (A) April 1, 2017 Adjustments March 31, 2017
# (B) (A-B)
PROPERTY, PLANT &
EQUIPMENT
Land Freehold 21.46 - - 21.46 - - - - 21.46 21.46
Buildings 167.68 575.12 1.10 741.70 15.78 13.30 1.10 27.98 713.72 151.90
Roads 1.28 1.26 - 2.54 0.32 0.26 - 0.58 1.96 0.96
Plant and Equipment 595.46 145.40 4.06 736.80 96.50 54.65 1.70 149.45 587.35 498.96
Furniture and fixtures 27.51 13.53 1.61 39.43 6.97 3.95 0.59 10.33 29.10 20.54
Motor Vehicles 5.18 0.63 0.22 5.59 1.16 0.72 0.12 1.76 3.83 4.02
Ships 0.88 - - 0.88 0.17 0.09 - 0.26 0.62 0.71
Helicopter^ 9.60 - - 9.60 1.08 0.54 - 1.62 7.98 8.52
Office equipment 7.93 13.10 0.25 20.78 2.48 2.77 0.24 5.01 15.77 5.45
Total (I) 836.98 749.04 7.24 1,578.78 124.46 76.28 3.75 196.99 1,381.79 712.52
INTANGIBLE ASSETS
(ACQUIRED)
Product-related Intangibles - 358.81 92.70 - 451.51 35.49 27.51 - 63.00 388.51 323.32
Brands and Trademarks+
Product-related Intangibles - 17.79 - - 17.79 3.65 1.76 - 5.41 12.38 14.14
Copyrights, Know-how and Intellectual
to financial statements for the Year ended March 31, 2019

property rights
Computer Software 30.46 5.72 - 36.18 7.58 5.84 - 13.42 22.76 22.88
INTANGIBLE ASSETS
(INTERNALLY GENERATED)
Product Know-how 2.32 - - 2.32 0.38 0.19 - 0.57 1.75 1.94
Total (II) 409.38 98.42 - 507.80 47.10 35.30 - 82.40 425.40 362.28
Grand Total (I+II) 1,246.36 847.46 7.24 2,086.58 171.56 111.58 3.75 279.39 1,807.19 1,074.80
+ Certain Brands are in the process of being registered in the name of the Company, for which the necessary application has been made with trade mark registry.
^ The Company has a 25% share in joint ownership of Helicopter

Annual Report 2018-19


215
Financial Statements Statutory Reports Board & Management Profiles Management Discussion & Analysis Strategic Overview
NOTES
to financial statements for the Year ended March 31, 2019

4. INVESTMENTS
Investments - Non Current:
As at March 31, 2019 As at March 31, 2018
Particulars Face Value Face Value
Quantity Rupees (unless (` in Crores) Quantity Rupees (unless (` in Crores)
stated otherwise) stated otherwise)
Investments in Equity Instruments (fully paid
up, unless otherwise stated):
A. In Subsidiaries (Unquoted) - At cost:
i. Piramal International 1,025,000 1 USD - 1,025,000 1 USD -
ii. PHL Fininvest Private Limited @@ 359,555,471 10 2,607.17 6,726,052 10 7.17
iii. Piramal Holdings (Suisse) SA @@@
Class A shares 21,000,000 CHF 1 106.70 21,000 1000 CHF 106.70
Class B shares (Non Voting) 174,171,431 CHF 1 1,224.80 -
Add: Capital Contribution (Guarantee) 8.88 8.88
Less: Impairment Provision (Refer note 35) 1,287.96 52.42 - 115.58
iv. Piramal Healthcare Inc. 100,000 1 55.67 100,000 1 55.67
Add: Capital Contribution (Guarantee) 30.77 86.44 30.77 86.44
v. Piramal Systems and Technologies Private Limited 4,500,000 10 4.50 4,500,000 10 4.50
vi. Piramal Dutch Holdings N.V. 203,189,531 EUR 1 1,390.54 203,189,531 EUR 1 1,390.54
vii. PEL Finhold Private Limited 10,000 10 0.01 10,000 10 0.01
viii. Piramal Fund Management Private Limited 190,000 10 108.26 190,000 10 108.26
ix. Piramal Investment Advisory Services Private Limited 2,700,000 10 2.70 2,700,000 10 2.70
x. DRG Holdco Inc. 7,150 USD 1000 47.85 7,150 USD 1000 47.85
xi. Piramal Consumer Products Private Limited 14,520,380 10 14.52 20,000 10 0.02
Add: Additional Investment-Shares not yet allotted 0.05 14.57
xii. Piramal Healthcare UK Limited (Capital - 1.06 - 1.06
Contribution - Guarantee)
xiii. Piramal Healthcare Canada Limited(Capital - 2.21 - 2.21
Contribution - Guarantee)
xiv. Piramal Dutch IM Holdco B.V. 20,000,000 EUR 1 143.49 20,000,000 EUR 1 143.49
xv. PEL Pharma Inc. 1,005 USD 1000 6.54 1,005 USD 1000 6.54
xvi. Piramal Capital and Housing Finance Limited 18,044,517,320 10 6,496.64 - - 6,496.64
(formerly known as Piramal Housing Finance
Limited)@
xvii. Searchlight Health Private Limited 11,433,749 10 32.47 11,433,749 10 32.47
xviii. DRG Analytics & Insights Private Limited@@@@ 33,007 10 27.64 - -
xix. Piramal Asset Management Private Limited 10,000 10 0.01 - -
xx. Piramal Securities Limited 20,000,000 10 20.00 - -
11,044.52 8,445.48
B. In Joint Ventures (Unquoted) - At Cost:
i. Convergence Chemicals Private Limited 35,705,100 10 35.71 35,705,100 10 35.71
ii. India Resurgence ARC Private Limited (formerly known 51,000,000 10 51.00 1,000,000 10 1.00
as Piramal Assets Reconstruction Private Limited)**
iii. India Resurgence Asset Management Business 15,000,000 10 15.00 5,000,000 10 5.00
Private Limited (formerly known as PEL Asset
Resurgence Advisory Private Limited)***
Add: Additional Investment-Shares not yet allotted - - - 5.25
Total 15,000,000 15.00 5,000,000 10.25
iv. Shrilekha Business Consultancy Private Limited 62,234,605 1 2,146.16 62,234,605 1 2,146.16
2,247.87 2,193.12
C. In Associates :
Quoted - At Cost:
i. Piramal Phytocare Limited 4,550,000 10 4.55 4,550,000 10 4.55
4.55 4.55
Unquoted - At Cost:
i. Allergan India Private Limited 3,920,000 10 3.92 3,920,000 10 3.92
ii. Shriram Capital Limited 1,000 1 0.01 1,000 1 0.01
3.93 3.93
D. Other Bodies Corporate:
Quoted - At FVTOCI:
i. Shriram City Union Finance Limited (Face Value 6,579,840 10 1,217.41 6,579,840 10 1,402.53
of ` 10 each)
ii. Shriram Transport Finance Company Limited 22,600,000 100 2,886.93 22,600,000 100 3,253.50
(Face Value of ` 10 each)
4,104.34 4,656.03
Unquoted - At FVTPL:
i. TCP Limited 470 * 470 *
- -

216 Piramal Enterprises Limited


NOTES
to financial statements for the Year ended March 31, 2019

Strategic Overview
As at March 31, 2019 As at March 31, 2018
Particulars Face Value Face Value
Quantity Rupees (unless (` in Crores) Quantity Rupees (unless (` in Crores)
stated otherwise) stated otherwise)
Investments in Preference Shares (fully paid up):
A. In Subsidiaries (Unquoted):
Optionally Convertible Participative Preference
Shares - at FVTPL
Piramal Fund Management Private Limited 115,000 100 115.00 115,000 100 129.83
115.00 129.83
Investment in Debentures (Refer Note below):
A. In Subsidiaries (Unquoted):
Optionally Convertible Debentures - At FVTPL
Piramal Systems & Technologies Private Limited 360 1,000,000 54.80 360 1,000,000 65.09
54.80 65.09

Management Discussion & Analysis


B. Other Bodies Corporate (Refer Note 40):
Quoted:
Redeemable Non-Convertible Debentures - At FVTPL - 651.03
Unquoted:
Redeemable Non-Convertible Debentures - At 4,222.60 4,755.77
Amortised Cost
Less: Provision for Impairment based on (84.91) 4,137.69 (75.00) 4,680.77
Expected credit loss model
4,137.69 5,331.80
Investments in Alternative Investment Funds
A. In Subsidiaries - At Cost: (Unquoted)
Class A Units of Piramal Investment 12.62 12.62 12.62 12.62
Opportunities Fund Scheme - I
12.62 12.62

Board & Management Profiles


B. In Joint Ventures - At Cost: (Unquoted)
Piramal Ivanhoe Residential Equity Fund 1 1,220,707.517 122.07 - -
India Resurgence Fund - Scheme 2 15,807,476 158.07 - -
280.14 -
C. In Other Body Corporate - At FVTPL 43.90 25.00
(Unquoted)
336.66 37.62
Non Current Investments 22,049.36 20,867.45
* Amounts are below the rounding off norm adopted by the Company.
Note: To the extent of debentures (including interest) redeemable within 12 months of the reporting date, the amount has been presented as part of current investments as per the
requirements of Schedule III. The balance amount has been presented as non-current.
@ During the previous year, a total of ` 3,500 Crores (approx) has been invested in Piramal Finance Limited (PFL) including ` 1,700 Crores by way of conversion of loan into equity.
Piramal Finance Limited (PFL) and Piramal Capital Limited (PCL), both wholly owned subsidiaries of the Company, merged with an appointed date of March 31, 2018 with Piramal
Housing Finance Limited (PHFL), a step down wholly owned subsidiary of the Company, through a scheme of Merger by Absorption approved by the National Company Law Tribunal

Statutory Reports
on April 6, 2018 and filed with the Registrar of Companies on May 23, 2018, the effective date.
As per the scheme,
a) equity shareholders of PFL are to be allotted 483 fully paid up equity shares of ` 10/- each of PHFL to be issued for every 100 equity shares of ` 10/- each held by them in PFL.
Fractional entitlements, if any, to the shares will be rounded off to the nearest whole number.
b) equity shareholders of PFL are to be allotted 1 fully paid up equity shares of ` 10/- each of PHFL to be issued for every 5 equity shares of ` 2/- each held by them in PCL. Fractional
entitlements, if any, to the shares will be rounded off to the nearest whole number.
As a result of above scheme, a total of 18,044,517,320 shares were alloted during the year which were pending allotment as on March 31, 2018.
Subsequent to amalgamation, name of merged company was changed to Piramal Capital and Housing Finance Limited w.e.f. June 12, 2018.
@@
During the year, the company converted its loan to PHL Fininvest Private Limited ("Fininvest") into shares resulting into allotment of 149,273,985 equity shares of ` 10 each at ` 73.69
per share in Fininvest to the Company.
@@@
 uring the year, the company converted its loan to Piramal Holdings (Suisse) SA ("PHSA") into shares resulting into allotment of 174,171,431 Class B Non-voting shares of CHF 1 each
D
at par in PHSA to the Company.
@@@@
 uring the year, the company converted its loan (including interest) to DRG Analytics & Insights Private Limited into shares resulting into allotment of 33,007 equity shares of ` 10
D
Financial Statements

each at ` 8,374 per share in DRG Analytics & Insights Private Limited to the Company.
** India Resurgence ARC Private Limited (formerly known as Piramal Assets Reconstruction Private Limited) was a wholly owned subsidiary of the Company till July 18, 2017. On July 19,
2017, the Company has entered into a Joint Venture agreement with Bain Capital Credit India Investments (a company existing under the laws of the Republic of Mauritius) to sell its
50% stake in India Resurgence ARC Private Limited to the latter. The contractual arrangement states that the Company and the other shareholder shall nominate one director each to
the board in addition to the two independent directors. For any meeting of the board, the quorum shall be two directors provided that one director from each party is present. This
gives both the parties a joint control over India Resurgence ARC Private Limited.
Hence, the investment in India Resurgence ARC Private Limited is considered as investment in Joint Venture."
*** India Resurgence Asset Management Business Private Limited (formerly known as PEL Asset Resurgence Advisory Private Limited) was a wholly owned subsidiary of the Company till
February 6, 2018. On February 7, 2018, the Company has entered into a Joint Venture agreement with Bain Capital Mauritius (a private limited company incorporated in Mauritius) to
sell its 50% stake in India Resurgence Asset Management Business Private Limited to the latter. The contractual arrangement states that the Company and the other shareholder shall
nominate one director each to the board in addition to the two independent directors. For any meeting of the board, the quorum shall be two directors provided that one director
from each party is present. This gives both the parties a joint control over India Resurgence Asset Management Business Private Limited. Hence the investment in India Resurgence
Asset Management Business Private Limited is considered as investment in Joint Venture.

Annual Report 2018-19 217


NOTES
to financial statements for the Year ended March 31, 2019
Investments - Current :
(` in Crores)
Particulars As at March 31, 2018
INVESTMENT IN DEBENTURES:
In Other Body Corporates
Quoted :
Redeemable Non-Convertible Debentures - At FVTPL 761.41 13.50
Unquoted:
Redeemable Non-Convertible Debentures - At Amortised Cost 214.39 1,712.39
Less: Provision for Impairment based on Expected credit loss model (6.48) 207.91 (13.85) 1,698.54
969.32 1,712.04
Investment in Mutual Funds (Quoted) - At FVTPL: - 1,151.09
Current Investments 969.32 2,863.13

(` in Crores)
As at March 31, As at March 31,
Particulars
2019 2018
Aggregate market value of quoted investments
- Non-Current 4,121.10 5,323.74
- Current 761.41 1,164.59
Aggregate carrying value of quoted investments (Gross)
- Non-Current 4,108.89 5,311.61
- Current 761.41 1,164.59
Aggregate carrying value of unquoted investments (Gross)
- Non-Current 19,313.34 15,630.84
- Current 214.39 1,712.39
Aggregate amount of impairment in value of investments 1,379.35 88.85
Refer Note 40 for Investments mortgaged as security against borrowings.
DETAILS OF INVESTMENTS:
(i) Financial Assets carried at Cost
Investments in Equity Instruments of Subsidiaries 11,044.52 8,445.48
Investments in Equity Instruments of Joint Ventures 2,247.87 2,193.12
Investments in Equity Instruments of Associates 8.48 8.48
Investments in Alternative Investment Fund 292.76 12.62
13,593.63 10,659.70
(ii) Financial assets carried at fair value through profit or loss (FVTPL)
Preference Shares 115.00 129.83
Mutual Funds - 1,151.09
Debentures 816.21 729.62
Alternative Investment Fund 43.90 25.00
975.11 2,035.54
(iii) Financial assets carried at amortised cost
Debentures 4,345.60 6,379.31
4,345.60 6,379.31
(iv) Financial assets measured at FVTOCI
Equity instruments - Equity Shares 4,104.34 4,656.03
4,104.34 4,656.03
Total 23,018.68 23,730.58

218 Piramal Enterprises Limited


NOTES
to financial statements for the Year ended March 31, 2019

5. DEFERRED TAX ASSETS (NET)


(` in Crores)
As at March 31, 2019 As at March 31, 2018

Strategic Overview
(a) Deferred Tax Assets on account of temporary differences :
- Provision for assets of financial services 45.67 51.01
- Other Provisions 7.96 7.34
- Unused Tax Credit / losses 421.74 391.47
- Amortisation of expenses which are allowed in current year 0.32 1.45
- Expenses that are allowed on payment basis 58.52 49.78
- Measurement of financial assets at amortised cost/fair value 0.83 -
- Deferred Revenue 58.47 -
- Effect of recognition of lease rent expense on straight line basis 1.24 1.99
594.75 503.04
(b) Deferred Tax Liabilities on account of temporary differences :
- Property, Plant and Equipment and Intangible Assets (234.81) (205.43)
- Measurement of financial assets at amortised cost/fair value - (15.85)

Management Discussion & Analysis


- Measurement of financial liabilities at amortised cost (62.99) (6.25)
- Fair value measurement of derivative contracts (4.36) (6.13)
(302.16) (233.66)

Net Deferred Tax Assets 292.59 269.38


Deferred Tax Assets and Deferred Tax Liabilities have been offset as they relate to the same governing taxation law.
Refer Note 50 for movements during the year.

6. LOANS - NON-CURRENT
(` in Crores)
As at March 31, 2019 As at March 31, 2018
AT AMORTISED COST:

Board & Management Profiles


Inter Corporate Deposits Receivables - Secured and Considered Good
Inter Corporate Deposits - 2,222.03
Less: Provision for expected credit loss - - 31.31 2,190.72
Inter Corporate Deposits Receivables (Secured) - Credit Impaired
Inter Corporate Deposits 89.00 -
Less: Provision for expected credit loss 13.35 75.65 - -
Terms Loans Receivables (Secured) - Credit Impaired
Term Loans 24.38 11.92
Less: Provision for expected credit loss 24.38 - 11.92 -
Inter Corporate Deposits - Unsecured and Considered Good - 850.00
Loans (Unsecured And Considered Good)
Loans to related parties (Refer Note 39) 10,257.73 5,352.86

Statutory Reports
Total 10,333.38 8,393.58

7. OTHER FINANCIAL ASSETS - NON-CURRENT


(` in Crores)
As at March 31, 2019 As at March 31, 2018
Bank deposits with more than 12 months maturity - 8.00
Security Deposits 31.41 32.23
Restricted Deposit - Escrow Account (Refer Note below) - 12.80
Total 31.41 53.03
Note: Amounts lying in Escrow deposit represent the amounts to be invested in Searchlight Health Private Limited (formerly known as Health Super Hiway Private Limited), pending
Financial Statements

fulfilment of Conditions precedent for each tranche of investment. In the current year, this amount is transferred to Other Financial Asset -Current.

8. OTHER NON-CURRENT ASSETS


(` in Crores)
As at March 31, 2019 As at March 31, 2018
Advance tax [Net of Provision of ` 4,730.00 Crores as at March 31, 2019 417.19 246.54
(Previous year ` 4,724.95 Crores)]
Capital Advances 5.10 4.86
Advances recoverable 39.30 38.15
Prepayments 5.85 5.92
Total 467.44 295.47

Annual Report 2018-19 219


NOTES
to financial statements for the Year ended March 31, 2019

9. INVENTORIES
(` in Crores)
As at March 31, As at March 31,
2019 2018
Raw and Packing Materials 139.19 148.66
[includes in transit of ` 0.31 Crores as on March 31, 2019, (Previous year ` 0.33 Crores)]
Work-in-Progress 142.56 128.11
Finished Goods 33.52 56.81
Stock-in-trade 30.05 30.95
Stores and Spares 21.35 18.05
Total 366.67 382.58
Note:
1. Refer Note 40 for the inventories hypothecated as security against borrowings.
2. The cost of inventories recognised as an expense during the year was ` 916.85 Crores (Previous year ` 938.08 Crores).
3. The cost of inventories recognised as an expense includes ` 2.05 Crores (Previous year reversal of ` 0.02 Crores) in respect of write downs of inventory to net realisable value and a
reversal of ` 1.34 Crores (Previous year reversal of ` 0.14 Crores) in respect of provisions for slow moving/non moving/expired/near expiry products.

10. TRADE RECEIVABLES


(` in Crores)
As at March 31, 2019 As at March 31, 2018
(a) Secured - Considered Good 0.18 0.18
(b) Unsecured - Considered Good 620.43 494.29
Less: Expected Credit Loss on (a) & (b) (1.55) 619.06 (1.51) 492.96
(c) Unsecured - Considered Doubtful 25.97 25.60
Less: Expected Credit Loss on (c) (25.97) - (25.60) -
Total 619.06 492.96

The credit period on sale of goods generally ranges from 7 to 150 days.

The Company has a documented Credit Risk Management Policy for its Pharmaceuticals Manufacturing and Services business. For every new
customer (except established large pharma companies), Company performs a credit rating check using an external credit agency. If a customer
clears the credit rating check, the credit limit for that customer is derived using internally documented scoring systems. The credit limits for all
the customers are reviewed on an ongoing basis.

Of the Trade Receivables balance as at March 31, 2019 of ` 646.58 Crores (as at March 31, 2018 of ` 520.07 Crores), the top 3 customers of the
Company represent the balance of ` 235.60 Crores as at March 31, 2019 (as at March 31, 2018 - ` 124.04 Crores). There were two customers
(Previous year : One customer) who represent more than 5% of total balance of Trade Receivables.

The Company has used a practical expedient by computing the expected credit loss allowance for External Trade Receivables based on a
provision matrix. The provision matrix takes into account historical credit loss experience and adjusted for forward-looking information. The
expected credit loss allowance is based on the ageing of the days the receivables are due and the rates as given in the provision matrix. The
provision matrix at the end of the reporting period is as follows:

Ageing Expected credit


loss (%) - For
external customers
Less than 150 days 0.30%
151 days to 365 days 0.30%
More than 365 days 100.00%

(` in Crores)
Ageing of Expected credit loss March 31, 2019 March 31, 2018

Within due date 1.25 1.37


After Due date 26.27 25.74

(` in Crores)
Ageing of receivables March 31, 2019 March 31, 2018

Less than 365 days 616.62 491.41


More than 365 days 29.96 28.66
Total 646.58 520.07

220 Piramal Enterprises Limited


NOTES
to financial statements for the Year ended March 31, 2019
If the trade receivables (discounted) are not paid at maturity, the bank has right to request the Company to pay the unsettled balance. As
the Company has not transferred the risks and rewards relating to these customers, it continues to recognize the full carrying amount of the
receivables and has recognized the cash received on the transfer as a secured borrowing (Refer Note 22).

Strategic Overview
At the end of the reporting period, the carrying amount of the trade receivables that have been transferred but have not been de-recognized
amounted to ` 0.79 Crores (Previous year ` 1.56 Crores) and the carrying value of associated liability is ` 0.79 Crores (Previous year ` 1.56
Crores) (Refer Note 22).
(` in Crores)
Year ended March Year ended March
Movement in Expected Credit Loss Allowance:
31, 2019 31, 2018
Balance at the beginning of the year 27.11 21.64
Less: Amounts written off - (2.66)
Add: Net Movement in expected credit loss allowance on trade receivables 0.41 8.13
calculated at lifetime expected credit losses
Balance at the end of the year 27.52 27.11

Management Discussion & Analysis


Refer Note 39 for the receivables from Related Parties
Refer Note 40 for the receivables hypothecated as security against borrowings.

11. CASH AND CASH EQUIVALENTS


(` in Crores)
As at March 31, 2019 As at March 31, 2018
CASH AND CASH EQUIVALENTS
i. Balance with Banks :
- Current Accounts 23.34 18.91
- Deposit Accounts (less than 3 months original maturity) - 503.00
23.34 521.91
ii. Cash on Hand 0.05 0.03

Board & Management Profiles


Total 23.39 521.94

Fixed Deposit amounting to ` Nil (Previous year ` 148.00 Crores) represents balance held with bank from Right Issue proceeds pending
utilisation. Except this, there are no repatriation restrictions with regard to Cash and Cash Equivalents as at the end of the reporting period and
prior periods.

12. OTHER BANK BALANCES


(` in Crores)
As at March 31, 2019 As at March 31, 2018
i. Earmarked balances with banks :
- Unclaimed Dividend Account 21.64 18.37
- Others (Refer Note below) 4.76 0.03

Statutory Reports
26.40 18.40
ii. Margin Money 15.29 14.48
Total 41.69 32.88

Note: Bank balance of ` 0.55 Crores represents Rights Issue proceeds pending utilisation kept in Escrow account (previous year ` Nil).

13. LOANS – CURRENT


(` in Crores)
As at March 31, 2019 As at March 31, 2018
AT AMORTISED COST :
Inter Corporate Deposits Receivables (Secured)
Inter Corporate Deposits - 84.01
Financial Statements

Less: allowance for expected credit loss - - 1.38 82.63


Terms Loans Receivables (Secured) - Credit Impaired
Term Loans - 12.45
Less: allowance for expected credit loss - - 12.45 -
Loans Receivables from Related Parties - Unsecured and Considered Good -(Refer Note 39) 244.53 166.34
Inter Corporate Deposits Receivables (Unsecured and Considered Good) 21.07 -
Inter Corporate Deposits Receivables (Unsecured) - Credit Impaired
Inter Corporate Deposits 8.30 8.30
Less: allowance for expected credit loss 8.30 - 8.30 -
Total 265.60 248.97

Annual Report 2018-19 221


NOTES
to financial statements for the Year ended March 31, 2019

14. OTHER FINANCIAL ASSETS - CURRENT


(` in Crores)
As at March 31, As at March 31,
2019 2018

Security Deposits 12.67 11.34


Guarantee Commission receivable (Refer Note 39) 10.55 14.03
Derivative Financial Assets 12.49 1.32
Unbilled revenues# 14.54 68.52
Other Receivables from Related Parties (Refer Note 39) 247.37 22.77
Bank deposits (Refer Note 40) 8.00 8.00
Interest Accrued 5.95 4.58
Restricted Deposit - Escrow Account (Refer Note below ) 12.80 -
Others 4.21 2.82
Total 328.58 133.38
#
Classified as financial asset as right to consideration is unconditional upon passage of time. During the year ended March 31, 2019, ` 68.52 Crores of unbilled revenue as on April 01, 2018
has been reclassified to Trade Receivables upon billing to customers.
Note: Amounts lying in Escrow deposit represent the amounts to be invested in Searchlight Health Private Limited (formerly known as Health Super Hiway Private Limited), pending
fulfilment of Conditions precedent for each tranche of investment.

15. OTHER CURRENT ASSETS


(` in Crores)
As at March 31, 2019 As at March 31, 2018
Unsecured and Considered Good (Unless otherwise stated)
Advances :
Unsecured and Considered Good 71.13 95.40
Considered Doubtful 0.08 0.08
71.21 95.48
Less: Provision for doubtful advances 0.08 71.13 0.08 95.40
Balance with Government Authorities 178.04 126.74
Prepayments 31.25 16.73
Claims Receivable 15.18 19.62
Total 295.60 258.49

16. SHARE CAPITAL


(` in Crores)
As at March 31, As at March 31,
2019 2018
AUTHORISED SHARE CAPITAL
250,000,000 (250,000,000) Equity Shares of ` 2/- each 50.00 50.00
3,000,000 (3,000,000) Preference Shares of ` 100/- each 30.00 30.00
24,000,000 (24,000,000) Preference Shares of ` 10/- each 24.00 24.00
105,000,000 (105,000,000) Unclassified Shares of ` 2/- each 21.00 21.00
125.00 125.00
ISSUED CAPITAL
185,260,375 (181,098,375) Equity Shares of ` 2/- each 37.05 36.22
Total 37.05 36.22
SUBSCRIBED AND PAID UP
184,446,972 (180,273,674) Equity Shares of ` 2/- each (fully paid up) 36.89 36.05
Total 36.89 36.05

(i) Movement in Equity Share Capital


As at March 31, 2019 As at March 31, 2018
Particulars
No. of shares ` in Crores No. of shares ` in Crores
At the beginning of the year 180,273,674 36.05 172,563,100 34.51
Add: Issued during the year (Refer Note 52) 4,173,298 0.84 7,710,574 1.54
At the end of the year 184,446,972 36.89 180,273,674 36.05
There are no equity shares due and outstanding to be credited to Investor Education and Protection Fund as at the year end.

(ii) Details of shareholders holding more than 5% shares in the Company


As at March 31, 2019 As at March 31, 2018
Particulars
No. of shares % Holding No. of shares % Holding
The Sri Krishna Trust through its Trustees, Mr. Ajay Piramal and Dr.(Mrs.) Swati A. 78,754,817 42.70% 78,806,574 43.72%
Piramal (Previously held through its Corporate Trustees, Piramal Management
Services Private Limited)
Life Insurance Corporation of India 9,959,306 5.40% 4,654,076 2.58%

222 Piramal Enterprises Limited


NOTES
to financial statements for the Year ended March 31, 2019
(iii) A
 ggregate number of shares issued for consideration other than cash during the period of five years immediately
preceding the current financial year:
Particulars Financial Year No. of shares

Strategic Overview
Equity Shares allotted as fully paid-up pursuant to merger of PHL Holdings Private Limited into the Company 2013-14 84,092,879

(iv) Terms and Rights attached to equity shares


Equity Shares:
The Company has one class of equity shares having a par value of ` 2/- per share. Each shareholder is eligible for one vote per share held.
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.

17. OTHER EQUITY


(` in Crores)

Management Discussion & Analysis


As at March 31, 2019 As at March 31, 2018
Capital Reserve 2,358.39 2,358.39
Securities Premium 2,948.18 1,834.99
Capital Redemption Reserve 61.73 61.73
Debenture Redemption Reserve 1,516.88 690.23
Equity component of Compulsorily Convertible Debentures 3,359.71 4,357.72
General Reserve 5,798.55 5,798.55
FVTOCI - Equity Instruments 1,721.60 2,250.34
Cash Flow Hedging Reserve 3.65 -
Share application money pending allotment 4.18 -
Retained Earnings 1,715.48 3,948.85
19,488.35 21,300.80

Board & Management Profiles


CAPITAL RESERVE
At the beginning of the year 2,358.39 2,358.39
Add: Adjusted on Merger - -
2,358.39 2,358.39
This reserve is outcome of past Business Combinations.
SECURITIES PREMIUM
At the beginning of the year 1,834.99 3.69
Add: Conversion of Compulsorily Convertible Debentures into Equity Shares 1,111.77 60.14
(net of transaction cost) (Refer Note 52(a))
Add: Rights Issue of Equity shares (Refer Note 52(b)) 2.69 1,780.07
Less: Expenses incurred on conversion of Compulsorily Convertible Debentures 1.27 -
Less: Rights Issue Expenses - 8.91
2,948.18 1,834.99

Statutory Reports
Securities Premium is used to record the premium on issue of shares. The reserve is utilised in accordance with the Provisions of the Act
CAPITAL REDEMPTION RESERVE
At the beginning of the year 61.73 61.73
Add: Transferred during the year - -
61.73 61.73
This reserve was created as per requirements of Companies Act pursuant to buyback of equity shares and redemption of preference shares.
DEBENTURE REDEMPTION RESERVE
At the beginning of the year 690.23 655.79
Add: Transfer during the year 826.65 34.44
1,516.88 690.23
The Debenture redemption reserve is created as per the requirements of Rule 18(7) of the Companies (Share Capital and Debentures) Rules, 2014. The amount
represents 25% of the amount payable on redemption of debentures.
Financial Statements

EQUITY COMPONENT OF COMPULSORILY CONVERTIBLE DEBENTURES


At the beginning of the year 4,357.72 -
Add: Issue of Compulsorily Convertible Debentures -Equity Component - 4,357.77
Less: Conversion of CCDs into Equity shares 998.01 0.05
3,359.71 4,357.72
This is the equity component of the issued Compulsorily Convertible Debentures. The liability component is reflected in financial liabilities (Note 18: Borrowings-Non
Current & 23: Current Maturities of Long-Term Debt).

Annual Report 2018-19 223


NOTES
to financial statements for the Year ended March 31, 2019

(` in Crores)
As at March 31, 2019 As at March 31, 2018
GENERAL RESERVE
At the beginning of the year 5,798.55 5,798.55
Add: Transfer during the year - -
5,798.55 5,798.55

FVTOCI - EQUITY INSTRUMENTS


At the beginning of the year 2,250.34 1,606.18
Add: Changes in Fair value of FVTOCI Equity instruments (net of tax) (528.74) 644.16

1,721.60 2,250.34
The Company has elected to recognise changes in the fair value of certain investments in equity securities in Other Comprehensive Income. These changes are
accumulated within the FVTOCI equity investments reserve within equity. The Company transfers amounts from this reserve to retained earnings when the relevant
equity securities are derecognised.

CASH FLOW HEDGING RESERVE


At the beginning of the year - 0.13
Add: Transfer during the year 3.65 (0.13)

3.65 -
The Company uses hedging instruments as part of its management of foreign currency risk associated with its Foreign Currency Non-repatriable loans and for
forecasted sales. Amounts recognised in cash flow hedging reserve is reclassified to Statement of Profit and Loss when the hedged items affect the statement of Profit
and Loss. To the extent these hedges are effective, the change in the fair value of hedging instrument is recognised in the Cash Flow Hedging Reserve.

SHARE APPLICATION MONEY PENDING ALLOTMENT (REFER NOTE 52(D))


At the beginning of the year - -
Add: Movement during the year 4.18 -

4.18 -

RETAINED EARNINGS
At the beginning of the year 3,948.85 3,903.63
Add: Profit/ (Loss) for the year (861.98) 518.47
Less: Remeasurement of Post Employment Benefit Obligations (net of tax) 1.97 3.61
Less: Transfer to Debenture Redemption Reserve 826.65 34.44
Less : Dividends paid (including Dividend Distribution Tax) 542.77 435.20
1,715.48 3,948.85
Total 19,488.35 21,300.80
On July 31, 2018, a Dividend of ` 25 per equity share (total dividend of ` 451.50 Crores and dividend distribution tax of ` 91.27 Crores) was paid to holders of fully paid
equity shares.
On April 26, 2019, a Dividend of ` 28 per equity share (Face value of ` 2/- each) amounting to ` 557.92 Crores (Dividend Distribution Tax thereon of ` 114.68 Crores)
has been recommended by the Board of Directors which is subject to approval of the Shareholders. The amounts calculated are based on the number of shares likely to
be entitled for dividend as estimated on April 26, 2019.

18. BORROWINGS - NON CURRENT


(` in Crores)

SECURED - AT AMORTIZED COST


Term Loan From Banks :
Rupee Loans 1,061.32 171.23
Foreign Currency Non Repatriable Loans (FCNR) - 529.14
Redeemable Non Convertible Debentures 3,214.61 3,010.78
UNSECURED - AT AMORTIZED COST
Redeemable Non Convertible Debentures 124.94 124.84
Liability component of Compulsorily Convertible debentures (Refer Note 17) - 175.57
Term Loan From Banks:
Foreign Currency Non Repatriable Loans 218.96 -
Total 4,619.83 4,011.56

224 Piramal Enterprises Limited


NOTES
to financial statements for the Year ended March 31, 2019
Terms of repayment, nature of security & rate of interest in case of Secured Loans (includes amount included in Current
Maturities of Long Term Debt-Refer Note 23)
A. Term Loan from Banks -Rupee Loans #

Strategic Overview
(` in Crores)
Principal Principal
Nature of Security Terms of repayment Outstanding as at Outstanding as at
March 31, 2019 March 31, 2018
Hypothecation of all movable properties of the Company i.e. plant Repayment in 5 Half Yearly installments of ` 40 80.00 160.00
and machinery (excluding Current Assets and Intangible Assets) Crores each commencing 24 months after the first
both present and future at the below locations:(a) Pithampur, disbursement.
Madhya Pradesh (b) Ennore, Chennai (c ) Digwal Village, Medak
District, Telangana (d) Mahad District Raigad, Maharashtra and
the Equitable Mortgage on the immovable properties, both Lease
Hold and Free Hold of the Company, both present and future at
the below locations: (a) Pithampur, Madhya Pradesh (b) Mahad
District Raigad, Maharashtra. The charge will be on pari-passu

Management Discussion & Analysis


basis with existing Term Lenders with a minimum Financial Asset
Cover (FACR) of 1.15 times.
Charge on brands acquired on exclusive basis Total Tenor of 30 months from date of first drawdown 58.33 175.00
with 1 year moratorium and thereafter repayable in
three equal half yearly instalments
Charge on brands acquired on exclusive basis Total Tenor of 30 months from date of first drawdown 33.33 100.00
with 1 year moratorium and thereafter repayable in
three equal half yearly instalments
First charge over identified OTC brands and receivable with at least Total Tenor of 3 years from date of first drawdown 300.00 -
1.10 x cover. Second charge on Immovable office property at Kurla. repayable in the 1st year of Q1 and Q2 -1 % each, Q3
No further charge to be created on the same except for existing and Q4 -4% each, in the 2nd year of Q1 and Q2 - 5 %
encumbrances. each, Q3 and Q4- 10% each, in the 3rd year of Q1 and
Q2 -10 % each, Q3 and Q4-20% each

Board & Management Profiles


First Pari Passu charge on the fixed assets of the Company Total Tenor of 36 months from date of first 350.00 -
drawdown, repayable in six equal half yearly
instalments (which are not exclusively charged to
lenders.)
First Pari Passu charge on all the movable properties of the Company Bullet Repayment, Total tenor of 24 months from 150.00 -
i.e Plant and Machinery (excluding Current Assets and Intangible date of first drawdown.
Assets), both present and future, at the below locations:(a)
Pithampur, Madhya Pradesh (b) Ennore, Chennai (c) Digwal Village,
Medak District, Telangana (d) Mahad, District Raigad, Maharashtra.
First Pari Passu charge on Company's immovable properties at
(a) Pithampur, Madhya Pradesh and (b) Mahad, District Raigad,
Maharashtra. First Pari Passu charge by way of hypothecation
of receivables from the loans extended for the financial services

Statutory Reports
business, minimum fixed asset Cover of 1.15 x.
First Pari Passu charge on the underlying assets / fixed assets of Total Tenor of 24 months from date of first drawdown 500.00 -
the Company, with a minimum fixed assets cover 1.10 x. repayable in 1st year of Q3 & Q4 each - 5%, in the
2nd year of Q1 - 5%, Q2 and Q3 each - 10%,
and Q4 - 65%
First Pari Passu charge on all the movable properties of the Bullet Repayment, Total tenor of 13 months from 50.00 -
Company i.e Plant and Machinery (excluding Current Assets date of first drawdown.
and Intangible Assets), both present and future, at the below
locations:(a) Pithampur, Madhya Pradesh (b) Ennore, Chennai
(c) Digwal Village, Medak District, Andhra Pradesh (d) Mahad,
District Raigad, Maharashtra. First Pari Passu charge on Company's
immovable properties at (a) Pithampur, Madhya Pradesh and (b)
Mahad, District Raigad, Maharashtra. First Pari Passu charge by way
Financial Statements

of hypothecation of receivables from the loans extended for the


financial services business, minimum fixed asset Cover of 1.15 x.
First Pari Passu charge by way of hypothecation over receivables Moratorium of 18 months and repayment in 2 equal - 150.00
of entire secured financial services investments of borrower quarterly installments
(excluding investments in Shriram group) whether current or in
future with a minimum cover of 1.10 x of the principal and accrued
interest.
The coupon rates for the above loans are in the range of 7.95 % to 10.50 % per annum (Previous Year : 7.95 % to 9.95% per annum)
Refer Note 40 for assets hypothecated/mortgaged as securities against the Secured Borrowings
#
Creation and Satisfaction of charges in respect of certain loans are still in process

Annual Report 2018-19 225


NOTES
to financial statements for the Year ended March 31, 2019
B. Term Loan from Banks- FCNR Loan
(` in Crores)
Principal Principal
Nature of Security Terms of repayment Outstanding as at Outstanding as at
March 31, 2019 March 31, 2018
First Pari -passu charge on the underlying assets / fixed assets of Facility can be either repaid (bullet repayment) or 136.21 226.14
the Company, with a minimum fixed assets cover 1.1X. converted into rupee term loan after 24 months from
the date of first disbursement
First Pari -passu charge on the underlying assets / fixed assets of Facility can be either repaid (bullet repayment) or 103.74 -
the Company, with a minimum fixed assets cover 1.1X. converted into rupee term loan after 24 months from
the date of first disbursement
First Pari -passu charge on the underlying assets / fixed assets of Facility can be either repaid (bullet repayment) or 323.82 305.19
the Company, with a minimum fixed assets cover 1.1X. converted into rupee term loan after 24 months from
the date of first disbursement
The coupon rate for the above loans are in the range of 3.84 % to 5.95 % per annum (Previous Year : 3.83% to 4.44% per annum )
Refer Note 40 for assets hypothecated/mortgaged as securities against the Secured Borrowings

C. Redeemable Non Convertible Debentures:


(` in Crores)
Principal Principal
Outstanding Outstanding
Particulars Nature of Security Terms of Repayment
as at March as at March
31, 2019 31, 2018
50 (Previous Year : 50) (payable Secured by a First Pari Passu mortgage over specifically The amount of ` 5 Crores is 5.00 5.00
annually) 9.75% Secured Rated Mortgaged Premises and a first Pari Passu hypothecation redeemable at par at the end
Listed Redeemable Non Convertible over portions of specific identified Receivables as set out in of 3650 days from the date of
Debentures of ` 1,000,000 each the Debenture Trust Deed and the Deed of Hypothecation. allotment.
350 (Previous Year : 350) (payable Secured by a First Pari Passu mortgage over specifically The amount of ` 35 Crores is 35.00 35.00
annually) 9.75% Secured Rated Mortgaged Premises and a first Pari Passu hypothecation redeemable at par at the end
Listed Redeemable Non Convertible over portions of specific identified Receivables as set out in of 3652 days from the date of
Debentures of ` 1,000,000 each the Debenture Trust Deed and the Deed of Hypothecation. allotment.
100 (Previous Year : 100) (payable Secured by a First Pari Passu mortgage over specifically The amount of ` 10 Crores is 10.00 10.00
annually) 9.57% Secured Rated Mortgaged Premises and a first Pari Passu hypothecation redeemable at par at the end
Listed Redeemable Non Convertible over portions of specific identified Receivables as set out in of 1826 days from the date of
Debentures of ` 1,000,000 each the Debenture Trust Deed and the Deed of Hypothecation. allotment
3,000 (Previous Year : NIL) (payable A first ranking exclusive charge by way of hypothecation The amount of ` 300 Crores is 300.00 -
monthly) 9.70% Secured Rated over Hypothecated assets held by the Security provider. redeemable at par at the end of
Listed Redeemable Non Convertible In addition, a guarantee is being provided by the Security 731 days from the date of allotment
Debentures of ` 1,000,000 each provider in favour of the Debenture Trustee. Security
Provider is PHL Fininvest Private Limited (PHL Fininvest
Private Limited is a subsidiary of the Company).
1,750 (Previous Year : NIL) (payable A first ranking exclusive charge by way of hypothecation The amount of ` 175 Crores is 175.00 -
monthly) 9.70% Secured Rated over Hypothecated assets held by the Security provider. redeemable at par at the end of
Listed Redeemable Non Convertible In addition, a guarantee is being provided by the Security 731 days from the date of allotment
Debentures of ` 1,000,000 each provider in favour of the Debenture Trustee. Security
Provider is PHL Fininvest Private Limited (PHL Fininvest
Private Limited is a subsidiary of the Company).
250 (Previous Year : NIL) (payable A first ranking exclusive charge by way of hypothecation The amount of ` 25 Crores is 25.00 -
monthly) 9.70% Secured Rated over Hypothecated assets held by the Security provider. redeemable at par at the end of
Listed Redeemable Non Convertible In addition, a guarantee is being provided by the Security 731 days from the date of allotment
Debentures of ` 1,000,000 each provider in favour of the Debenture Trustee. Security
Provider is PHL Fininvest Private Limited (PHL Fininvest
Private Limited is a subsidiary of the Company).
9,000 (Previous Year : NIL) (payable Secured by (i) a first ranking pledge over some of the The amount of ` 900 Crores is 900.00 -
monthly) 9.70% Secured Rated Securities held by the Company and its affiliates ; and (ii) redeemable at par at the end of
Listed Redeemable Non Convertible a first ranking charge by way of hypothecation over the 729 days from the date of allotment
Debentures of ` 1,000,000 each receivables from such securities held by the Company and
its affiliates.
2,000 (Previous Year : 2,000) Secured through a First Pari Passu charge by hypothecation The amount of ` 200 Crores is 200.00 200.00
(payable annually) 7.90% Secured over the identified Receivables and a first ranking Pari redeemable at par at the end
Rated Listed Redeemable Non Passu mortgage over specifically mortgaged premises or of 1096 days from the date of
Convertible Debentures of such other property as may be identified by the company allotment
` 1,000,000 each as set out in the Debenture Trust deed and the Deed of
Hypothecation

226 Piramal Enterprises Limited


NOTES
to financial statements for the Year ended March 31, 2019

(` in Crores)
Principal Principal
Outstanding Outstanding
Particulars Nature of Security Terms of Repayment
as at March as at March

Strategic Overview
31, 2019 31, 2018
500 (Previous Year : 500) (payable Secured through a First Pari Passu charge by hypothecation The amount of ` 50 Crores is 50.00 50.00
annually) 7.90% Secured Rated over the identified Receivables and a first ranking Pari redeemable at par at the end
Listed Redeemable Non Convertible Passu mortgage over specifically mortgaged premises or of 1096 days from the date of
Debentures of ` 1,000,000 each such other property as may be identified by the company allotment
as set out in the Debenture Trust deed and the Deed of
Hypothecation
400 (Previous Year : 400) (payable Secured through a First Pari Passu charge by hypothecation The amount of ` 40 Crores is 40.00 40.00
annually) 7.90% Secured Rated over the identified Receivables and a first ranking Pari redeemable at par at the end
Listed Redeemable Non Convertible Passu mortgage over specifically mortgaged premises or of 1096 days from the date of
Debentures of ` 1,000,000 each such other property as may be identified by the company allotment
as set out in the Debenture Trust deed and the Deed of
Hypothecation

Management Discussion & Analysis


150 (Previous Year : 150) (payable Secured through a First Pari Passu charge by hypothecation The amount of ` 15 Crores is 15.00 15.00
annually ) 7.90% Secured Rated over the identified Receivables and a first ranking Pari redeemable at par at the end
Listed Redeemable Non Convertible Passu mortgage over specifically mortgaged premises or of 1096 days from the date of
Debentures of ` 1,000,000 each such other property as may be identified by the company allotment
as set out in the Debenture Trust deed and the Deed of
Hypothecation
100 (Previous Year : 100) (payable Secured through a First Pari Passu charge by hypothecation The amount of ` 10 Crores is 10.00 10.00
annually) 7.90% Secured Rated over the identified Receivables and a first ranking Pari redeemable at par at the end
Listed Redeemable Non Convertible Passu mortgage over specifically mortgaged premises or of 1096 days from the date of
Debentures of ` 1,000,000 each such other property as may be identified by the company allotment
as set out in the Debenture Trust deed and the Deed of
Hypothecation
100 (Previous Year : 100) (payable Secured through a First Pari Passu charge by hypothecation The amount of ` 10 Crores is 10.00 10.00

Board & Management Profiles


annually) 7.90% Secured Rated over the identified Receivables and a first ranking Pari redeemable at par at the end
Listed Redeemable Non Convertible Passu mortgage over specifically mortgaged premises or of 1096 days from the date of
Debentures of ` 1,000,000 each such other property as may be identified by the company allotment
as set out in the Debenture Trust deed and the Deed of
Hypothecation
50 (Previous Year : 50) (payable Secured through a First Pari Passu charge by hypothecation The amount of ` 5 Crores is 5.00 5.00
annually ) 7.90% Secured Rated over the identified Receivables and a first ranking Pari redeemable at par at the end
Listed Redeemable Non Convertible Passu mortgage over specifically mortgaged premises or of 1096 days from the date of
Debentures of ` 1,000,000 each such other property as may be identified by the company allotment
as set out in the Debenture Trust deed and the Deed of
Hypothecation
550 (Previous Year : 550) (payable Secured through a First Pari Passu charge by hypothecation The amount of ` 55 Crores is 55.00 55.00
annually ) 7.90% Secured Rated over the identified Receivables and a first ranking Pari Passu redeemable at par at the end

Statutory Reports
Listed Redeemable Non Convertible mortgage over specifically mortgaged premises or such of 1096 days from the date of
Debentures of ` 1,000,000 each other property as may be identified by the company as set allotment
out in the Debenture Trust deed cum Deed of Mortgage
and the Deed of Hypothecation
250 (Previous Year : 250) (payable Secured through a First Pari Passu charge by hypothecation The amount of ` 25 Crores is 25.00 25.00
annually) 7.90% Secured Rated over the identified Receivables and a first ranking Pari Passu redeemable at par at the end
Listed Redeemable Non Convertible mortgage over specifically mortgaged premises or such of 1096 days from the date of
Debentures of ` 1,000,000 each other property as may be identified by the company as set allotment
out in the Debenture Trust deed cum Deed of Mortgage
and the Deed of Hypothecation
200 (Previous Year : 200) (payable Secured through a First Pari Passu charge by hypothecation The amount of ` 20 Crores is 20.00 20.00
annually) 7.90% Secured Rated over the identified Receivables and a first ranking Pari Passu redeemable at par at the end
Listed Redeemable Non Convertible mortgage over specifically mortgaged premises or such of 1096 days from the date of
Financial Statements

Debentures of ` 1,000,000 each other property as may be identified by the company as set allotment
out in the Debenture Trust deed cum Deed of Mortgage
and the Deed of Hypothecation
5,000 (Previous Year : NIL) (payable Secured through a First Pari Passu charge by hypothecation The amount of ` 500 Crores is 500.00 -
monthly) 9.00% Secured Rated over the Receivables and a first ranking Pari Passu mortgage redeemable at par at the end of
Listed Redeemable Non Convertible over specifically mortgaged premises or such other 547 days from the date of allotment
Debentures of ` 1,000,000 each property as may be identified by the company as set out in
the Debenture Trust deed and the Deed of Hypothecation

Annual Report 2018-19 227


NOTES
to financial statements for the Year ended March 31, 2019

(` in Crores)
Principal Principal
Outstanding Outstanding
Particulars Nature of Security Terms of Repayment
as at March as at March
31, 2019 31, 2018
5,000 (Previous Year : NIL) (payable Secured through a First Pari Passu charge by hypothecation The amount of ` 500 Crores is 500.00 -
monthly) 9.00% Secured Rated over the Receivables and a first ranking Pari Passu mortgage redeemable at par at the end of
Listed Redeemable Non Convertible over specifically mortgaged premises or such other 546 days from the date of allotment
Debentures of ` 1,000,000 each property as may be identified by the company and set out
in the Debenture Trust deed and Deed of Hypothecation.
The Company shall maintain security cover of at least one
times of the entire redemption amount throughout the
tenure of the NCDs.
1,500 (Previous Year : NIL) (payable Secured through a First Pari Passu charge by hypothecation The amount of ` 150 Crores is 150.00 -
at maturity) 10.1383% Secured Rated over the identified Receivables and a first ranking Pari redeemable at par at the end of
Listed Redeemable Non Convertible Passu mortgage over specifically mortgaged premises or 390 days from the date of allotment
Debentures of ` 1,000,000 each such other property as may be identified by the company
as set out in the Debenture Trust deed and Deed of
Hypothecation
2,500 (Previous Year : NIL) (payable A first ranking exclusive charge by way of hypothecation The amount of ` 250 Crores is 250.00 -
monthly) 9.50% Secured Rated over Hypothecated assets held by the Security provider. redeemable at par at the end of
Listed Redeemable Non Convertible In addition, a guarantee is being provided by the Security 372 days from the date of allotment
Debentures of ` 1,000,000 each provider in favour of the Debenture Trustee. Security
Provider is PHL Fininvest Private Limited (PHL Fininvest
Private Limited is a subsidiary of the Company).
7,500 (Previous Year : NIL) (payable A first ranking exclusive charge by way of hypothecation The amount of ` 750 Crores is 750.00 -
monthly) 9.50% Secured Rated over Hypothecated assets held by the Security provider. redeemable at par at the end of
Listed Redeemable Non Convertible In addition, a guarantee is being provided by the Security 371 days from the date of allotment
Debentures of ` 1,000,000 each provider in favour of the Debenture Trustee. Security
Provider is PHL Fininvest Private Limited (PHL Fininvest
Private Limited is a subsidiary of the Company).
5,000 (Previous Year : NIL) (payable A first ranking exclusive charge by way of hypothecation The amount of ` 500 Crores is 500.00 -
monthly) 9.50% Secured Rated over Hypothecated assets held by the Security provider. redeemable at par at the end of
Listed Redeemable Non Convertible In addition, a guarantee is being provided by the Security 371 days from the date of allotment
Debentures of ` 1,000,000 each provider in favour of the Debenture Trustee. Security
Provider is PHL Fininvest Private Limited (PHL Fininvest
Private Limited is a subsidiary of the Company).
1,500 (Previous Year : NIL) (payable A first ranking exclusive charge by way of hypothecation The amount of ` 150 Crores is 150.00 -
monthly) 9.50% Secured Rated over Hypothecated assets held by the Security provider. redeemable at par at the end of
Listed Redeemable Non Convertible In addition, a guarantee is being provided by the Security 368 days from the date of allotment
Debentures of ` 1,000,000 each provider in favour of the Debenture Trustee. Security
Provider is PHL Fininvest Private Limited (PHL Fininvest
Private Limited is a subsidiary of the Company).
577 (Previous Year : NIL) (payable Secured by (i) a first ranking pledge over some of the The amount of ` 57.70 Crores is 57.70 -
monthly) 9.30% Secured Rated Securities held by the Company and its affiliates ; and (ii) redeemable at par at the end of
Listed Redeemable Non Convertible a first ranking charge by way of hypothecation over the 365 days from the date of allotment
Debentures of ` 1,000,000 each receivables from such securities held by the Company and
its affiliates.
150 (Previous Year : 150) (payable Secured by a First Pari Passu mortgage over specifically The amount of ` 15 Crores is 15.00 15.00
annually) 9.38% Secured Rated Mortgaged Premises and a first Pari Passu hypothecation redeemable at par at the end
Listed Redeemable Non Convertible over portions of specific identified Receivables as set out in of 1109 days from the date of
Debentures of ` 1,000,000 each the Debenture Trust Deed and the Deed of Hypothecation. allotment.
2,000 (Previous Year : 2,000) Secured by a First Pari Passu mortgage over specifically The amount of ` 200 Crores is 200.00 200.00
(payable annually) 9.38% Secured Mortgaged Premises and a first Pari Passu hypothecation redeemable at par at the end
Rated Listed Redeemable Non over portions of specific identified Receivables as set out in of 1095 days from the date of
Convertible Debentures of the Debenture Trust Deed and the Deed of Hypothecation. allotment .
` 1,000,000 each
1,500 (Previous Year : 1,500) Secured by a First Pari Passu mortgage over specifically The amount of ` 150 Crores is 150.00 150.00
(payable annually) 9.45% Secured Mortgaged Premises and a first Pari Passu hypothecation redeemable at the end of 1090 days
Rated Listed Redeemable Non over portions of specific identified Receivables as set out in from the date of allotment.
Convertible Debentures of the Debenture Trust Deed and the Deed of Hypothecation.
` 1,000,000 each *

228 Piramal Enterprises Limited


NOTES
to financial statements for the Year ended March 31, 2019

(` in Crores)
Principal Principal
Outstanding Outstanding
Particulars Nature of Security Terms of Repayment
as at March as at March

Strategic Overview
31, 2019 31, 2018
500 (Previous Year : 1,500) (payable Secured by a First Pari Passu mortgage over specifically Option I - ` 50 Crores is redeemable 50.00 150.00
annually) 9.45% Secured Rated Mortgaged Premises and a first Pari Passu hypothecation at par at the end of 1092 days from
Listed Redeemable Non Convertible over portions of specific identified Receivables as set out in the date of allotment and Option
Debentures of ` 1,000,000 each the Debenture Trust Deed and the Deed of Hypothecation. II - ` 100 Crores is redeemable at par
at the end of 1107 days from the date
of allotment.
2,000 (Previous Year : 2,000) Secured through a First Pari Passu charge by hypothecation The amount of ` 200 Crores is 200.00 200.00
(payable annually) 8.13% Secured over the identified Receivables and a first ranking Pari redeemable at par at the end of
Rated Listed Redeemable Non Passu mortgage over specifically mortgaged premises or 730 days from the date of allotment
Convertible Debentures of such other property as may be identified by the company
` 1,000,000 each as set out in the Debenture Trust deed and Deed of
Hypothecation

Management Discussion & Analysis


1,000 (Previous Year : 1,000) Secured through a First Pari Passu charge by hypothecation The amount of ` 100 Crores is 100.00 100.00
(payable annually) 8.13% Secured over the identified Receivables and a first ranking Pari redeemable at par at the end of
Rated Listed Redeemable Non Passu mortgage over specifically mortgaged premises or 730 days from the date of allotment
Convertible Debentures of such other property as may be identified by the company
` 1,000,000 each as set out in the Debenture Trust deed and Deed of
Hypothecation
900 (Previous Year : 900) (payable Secured through a First Pari Passu charge by hypothecation The amount of ` 90 Crores is 90.00 90.00
annually) 8.13% Secured Rated over the identified Receivables and a first ranking Pari redeemable at par at the end of
Listed Redeemable Non Convertible Passu mortgage over specifically mortgaged premises or 730 days from the date of allotment
Debentures of ` 1,000,000 each such other property as may be identified by the company
as set out in the Debenture Trust deed and Deed of
Hypothecation
700 (Previous Year : 700) (payable Secured through a First Pari Passu charge by hypothecation The amount of ` 70 Crores is 70.00 70.00

Board & Management Profiles


annually) 8.13% Secured Rated over the identified Receivables and a first ranking Pari redeemable at par at the end of
Listed Redeemable Non Convertible Passu mortgage over specifically mortgaged premises or 730 days from the date of allotment
Debentures of ` 1,000,000 each such other property as may be identified by the company
as set out in the Debenture Trust deed and Deed of
Hypothecation
400 (Previous Year : 400) (payable Secured through a First Pari Passu charge by hypothecation The amount of ` 40 Crores is 40.00 40.00
annually) 8.13% Secured Rated over the identified Receivables and a first ranking Pari redeemable at par at the end of
Listed Redeemable Non Convertible Passu mortgage over specifically mortgaged premises or 730 days from the date of allotment
Debentures (8.13%) of ` 1,000,000 such other property as may be identified by the company
each as set out in the Debenture Trust deed and Deed of
Hypothecation
400 (Previous Year : 400) (payable Secured by a First Pari Passu mortgage over specifically The amount of ` 40 Crores is 40.00 40.00
annually) 9.57% Secured Rated Mortgaged Premises and a first Pari Passu hypothecation redeemable at par at the end

Statutory Reports
Listed Redeemable Non Convertible over portions of specific identified Receivables as set out in of 1093 days from the date of
Debentures of ` 1,000,000 each the Debenture Trust Deed and the Deed of Hypothecation. allotment
250 (Previous Year : 250) (payable Secured by a First Pari Passu mortgage over specifically The amount of ` 25 Crores is 25.00 25.00
annually) 9.57% Secured Rated Mortgaged Premises and a first Pari Passu hypothecation redeemable at par at the end
Listed Redeemable Non Convertible over portions of specific identified Receivables as set out in of 1093 days from the date of
Debentures of ` 1,000,000 each the Debenture Trust Deed and the Deed of Hypothecation. allotment
3,000 (Previous Year : 3,000) Secured through a First Pari Passu charge by hypothecation The amount of ` 300 Crores is 300.00 300.00
(payable annually) 8.13% Secured over the identified Receivables and a first ranking Pari redeemable at par at the end of
Rated Listed Redeemable Non Passu mortgage over specifically mortgaged premises or 730 days from the date of allotment
Convertible Debentures of such other property as may be identified by the company
` 1,000,000 each ** as set out in the Debenture Trust deed and Deed of
Hypothecation
Financial Statements

2,000 (Previous Year : 2,000) Secured through a First Pari Passu charge by hypothecation The amount of ` 200 Crores is 200.00 200.00
(payable annually) 8.13% Secured over the identified Receivables and a first ranking Pari redeemable at par at the end of
Rated Listed Redeemable Non Passu mortgage over specifically mortgaged premises or 730 days from the date of allotment
Convertible Debentures of such other property as may be identified by the company
` 1,000,000 each as set out in the Debenture Trust deed and Deed of
Hypothecation
1,000 (Previous Year : 1,000) Secured through a First Pari Passu charge by hypothecation The amount of ` 100 Crores is 100.00 100.00
(payable annually) 8.13% Secured over the identified Receivables and a first ranking Pari Passu redeemable at par at the end of
Rated Listed Redeemable Non mortgage over specifically mortgaged premises or such other 730 days from the date of allotment
Convertible Debentures of property as may be identified by the company as set out in the
` 1,000,000 each Debenture Trust deed and Deed of Hypothecation

Annual Report 2018-19 229


NOTES
to financial statements for the Year ended March 31, 2019

(` in Crores)
Principal Principal
Outstanding Outstanding
Particulars Nature of Security Terms of Repayment
as at March as at March
31, 2019 31, 2018
2,000 (Previous Year : 2,000) Secured through a First Pari Passu charge by hypothecation The amount of ` 200 Crores is 200.00 200.00
(payable annually) 8.15% Secured over the identified Receivables and a first ranking Pari redeemable at par at the end of
Rated Listed Redeemable Non Passu mortgage over specifically mortgaged premises or 729 days from the date of allotment
Convertible Debentures of such other property as may be identified by the company
` 1,000,000 each ** as set out in the Debenture Trust deed and Deed of
Hypothecation
1,350 (Previous Year : 1,350) Secured through a First Pari Passu charge by hypothecation The amount of ` 135 Crores is 135.00 135.00
(payable annually) 8.15% Secured over the identified Receivables and a first ranking Pari redeemable at par at the end of
Rated Listed Redeemable Non Passu mortgage over specifically mortgaged premises or 729 days from the date of allotment
Convertible Debentures of such other property as may be identified by the company
` 1,000,000 each as set out in the Debenture Trust deed and Deed of
Hypothecation
850 (Previous Year : 850) (payable Secured through a First Pari Passu charge by hypothecation The amount of ` 85 Crores is 85.00 85.00
annually) 8.15% Secured Rated over the identified Receivables and a first ranking Pari redeemable at par at the end of
Listed Redeemable Non Convertible Passu mortgage over specifically mortgaged premises or 729 days from the date of allotment
Debentures of ` 1,000,000 each such other property as may be identified by the company
as set out in the Debenture Trust deed and Deed of
Hypothecation
500 (Previous Year : 500) (payable Secured through a First Pari Passu charge by hypothecation The amount of ` 50 Crores is 50.00 50.00
annually) 8.15% Secured Rated over the identified Receivables and a first ranking Pari redeemable at par at the end of
Listed Redeemable Non Convertible Passu mortgage over specifically mortgaged premises or 729 days from the date of allotment
Debentures of ` 1,000,000 each such other property as may be identified by the company
as set out in the Debenture Trust deed and Deed of
Hypothecation
500 (Previous Year : 500) (payable Secured through a First Pari Passu charge by hypothecation The amount of ` 50 Crores is 50.00 50.00
annually) 8.15% Secured Rated over the identified Receivables and a first ranking Pari redeemable at par at the end of
Listed Redeemable Non Convertible Passu mortgage over specifically mortgaged premises or 729 days from the date of allotment
Debentures of ` 1,000,000 each such other property as may be identified by the company
as set out in the Debenture Trust deed and Deed of
Hypothecation
250 (Previous Year : 250) (payable Secured through a First Pari Passu charge by hypothecation The amount of ` 25 Crores is 25.00 25.00
annually) 8.15% Secured Rated over the identified Receivables and a first ranking Pari redeemable at par at the end of
Listed Redeemable Non Convertible Passu mortgage over specifically mortgaged premises or 729 days from the date of allotment
Debentures of ` 1,000,000 each such other property as may be identified by the company
as set out in the Debenture Trust deed and Deed of
Hypothecation
150 (Previous Year : 150) (payable Secured through a First Pari Passu charge by hypothecation The amount of ` 15 Crores is 15.00 15.00
annually) 8.15% Secured Rated over the identified Receivables and a first ranking Pari redeemable at par at the end of
Listed Redeemable Non Convertible Passu mortgage over specifically mortgaged premises or 729 days from the date of allotment
Debentures of ` 1,000,000 each such other property as may be identified by the company
as set out in the Debenture Trust deed and Deed of
Hypothecation
1,500 (Previous Year : 1,500) Secured by a First Pari Passu mortgage over specifically Series I - The amount of ` 150 150.00 150.00
(payable annually) 9.45% Secured Mortgaged Premises and a first Pari Passu hypothecation Crores is redeemable at par at the
Rated Listed Redeemable Non over portions of specific identified Receivables as set out in end of 1050 days from the date of
Convertible Debentures of the Debenture Trust Deed and the Deed of Hypothecation. allotment.
` 1,000,000 each
5,900 (Previous Year : NIL) (payable Secured by (i) A first ranking exclusive pledge over the The amount of ` 161.97 Crores 581.19 -
monthly) 9.70% Secured Rated securities held by the security provider.(ii) A first ranking is redeemable at par within the
Listed Redeemable Non Convertible pari-passu charge by way of hypothecation over the first year in different tranches,
Debentures of ` 1,000,000 each Hypothecated properties of the Company (iii) A first the amount of ` 13.78 Crores is
ranking exclusive charge by way of hypothecation over the redeemable at par in the second year
hypothecated properties of the Security provider. Security in different tranches, the amount of
Provider is PHL Fininvest Private Limited (PHL Fininvest ` 405.45 Crores is redeemable at par
Private Limited is a subsidiary of the Company). in the third year in different tranches
from the date of allotment.
1,000 (Previous Year : 1,000) Secured through a First Pari Passu charge by hypothecation The amount of ` 100 Crores is 100.00 100.00
(payable at maturity) 9.264% over specific identified Receivables and a first ranking Pari redeemable at par at the end of
Secured Rated Listed Redeemable Passu mortgage over specifically mortgaged premises or 970 days from the date of allotment
Non Convertible Debentures of such other property as may be identified by the company
` 1,000,000 each as set out in the Debenture Trust deed and Deed of
Hypothecation

230 Piramal Enterprises Limited


NOTES
to financial statements for the Year ended March 31, 2019

(` in Crores)
Principal Principal
Outstanding Outstanding
Particulars Nature of Security Terms of Repayment
as at March as at March

Strategic Overview
31, 2019 31, 2018
200 (Previous Year : 200) (payable Secured through a First Pari Passu charge by hypothecation The amount of ` 20 Crores is 20.00 20.00
annually) 9.267% Secured Rated over specific identified Receivables and a first ranking Pari redeemable at par at the end of
Listed Redeemable Non Convertible Passu mortgage over specifically mortgaged premises or 962 days from the date of allotment
Debentures of ` 1,000,000 each such other property as may be identified by the company
as set out in the Debenture Trust deed and Deed of
Hypothecation
100 (Previous Year : 100) (payable Secured through a First Pari Passu charge by hypothecation The amount of ` 10 Crores is 10.00 10.00
annually) 9.267% Secured Rated over specific identified Receivables and a first ranking Pari redeemable at par at the end of
Listed Redeemable Non Convertible Passu mortgage over specifically mortgaged premises or 963 days from the date of allotment
Debentures of ` 1,000,000 each such other property as may be identified by the company
as set out in the Debenture Trust deed and Deed of
Hypothecation

Management Discussion & Analysis


NIL (Previous Year : 1,150) (payable Secured through a First Pari Passu charge by hypothecation The amount of ` 115 Crores is - 115.00
annually) 7.60% Secured Rated over the identified Receivables and a first ranking Pari redeemable at par at the end of
Listed Redeemable Non Convertible Passu mortgage over specifically mortgaged premises or 546 days from the date of allotment
Debentures of ` 1,000,000 each such other property as may be identified by the company
as set out in the Debenture Trust deed and the Deed of
Hypothecation
NIL (Previous Year: 500) (payable Secured through a First Pari Passu charge by hypothecation The amount of ` 50 Crores is - 50.00
annually) 7.60% Secured Rated over the identified Receivables and a first ranking Pari redeemable at par at the end of
Listed Redeemable Non Convertible Passu mortgage over specifically mortgaged premises or 546 days from the date of allotment
Debentures of ` 1,000,000 each such other property as may be identified by the company
as set out in the Debenture Trust deed and the Deed of
Hypothecation
NIL (Previous Year : 250) (payable Secured through a First Pari Passu charge by hypothecation The amount of ` 25 Crores is - 25.00

Board & Management Profiles


annually) 7.60% Secured Rated over the identified Receivables and a first ranking Pari redeemable at par at the end of
Listed Redeemable Non Convertible Passu mortgage over specifically mortgaged premises or 546 days from the date of allotment
Debentures of ` 1,000,000 each such other property as may be identified by the company
as set out in the Debenture Trust deed and the Deed of
Hypothecation
NIL (Previous Year : 100) (payable Secured through a First Pari Passu charge by hypothecation The amount of ` 10 Crores is - 10.00
annually) 7.60% Secured Rated over the identified Receivables and a first ranking Pari redeemable at par at the end of
Listed Redeemable Non Convertible Passu mortgage over specifically mortgaged premises or 546 days from the date of allotment
Debentures of ` 1,000,000 each such other property as may be identified by the company
as set out in the Debenture Trust deed and the Deed of
Hypothecation
NIL (Previous Year : 500) (payable Secured by a First Pari Passu mortgage over specifically Option I - ` 50 Crores is - 50.00
annually ) 9.40% Secured Rated Mortgaged Premises and a first Pari Passu hypothecation redeemable at par at the end of

Statutory Reports
Listed Redeemable Non Convertible over portions of specific identified Receivables as set out in 729 days from the date of allotment
Debentures of ` 1,000,000 each the Debenture Trust Deed and the Deed of Hypothecation. (Current Year Outstanding : NIL
) and Option II - ` 50 Crores is
redeemable at par at the end
of 1094 days from the date of
allotment
NIL (Previous Year : 1,000) (payable Secured through a First Pari Passu charge by hypothecation The amount of ` 100 Crores is - 100.00
annually) 9.25% Secured Rated over specific identified Receivables and a first ranking Pari redeemable at par at the end of
Listed Redeemable Non Convertible Passu mortgage over specifically mortgaged premises or 728 days from the date of allotment
Debentures of ` 1,000,000 each such other property as may be identified by the company
as set out in the Debenture Trust deed and Deed of
Hypothecation
NIL (Previous Year : 500) (payable Secured through a First Pari Passu charge by hypothecation The amount of ` 50 Crores is - 50.00
Financial Statements

annually) 8.95% Secured Rated over specific identified Receivables and a first ranking Pari redeemable at par at the end of
Listed Redeemable Non Convertible Passu mortgage over specifically mortgaged premises or 646 days from the date of allotment
Debentures of ` 1,000,000 each such other property as may be identified by the company
as set out in the Debenture Trust deed and Deed of
Hypothecation
* Includes amount of ` 135.50 Crores purchased by PHL Fininvest Private Limited from secondary market.
** Includes amount of ` 275.00 Crores and ` 90.00 Crores purchased by Piramal Capital & Housing Finance Limited from secondary market.
The coupon rate for the above debentures are in the range of 7.60 % to 10.18 % per annum (Previous Year : 7.60 % to 9.75 % per annum).
Refer Note 40 for assets hypothecated/mortgaged as securities against the Secured Borrowings.

Annual Report 2018-19 231


NOTES
to financial statements for the Year ended March 31, 2019
Terms of repayment & rate of interest in case of Unsecured Loans:
A. Term Loan from Banks - Rupee Loans
(` in Crores)
Principal Principal
Particulars Terms of repayment Outstanding as at Outstanding as at
March 31, 2019 March 31, 2018
Long term Unsecured rupee loans from banks Repayment on February 07, 2020 for an amount of 200.00 -
` 200 Crores
Repayment on January 24, 2020 for an amount of 250.00 -
` 250 Crores
Repayment on November 16, 2018 for an amount of - 250.00
` 250 Crores
The coupon rate for the above loans are in the range of 8.50 % to 10.00 % per annum (Previous Year : 8.35 % to 8.75 % per annum)

B. Term Loan from Banks - FCNR


(` in Crores)
Principal Principal
Particulars Terms of repayment Outstanding as at Outstanding as at
March 31, 2019 March 31, 2018
Long term Unsecured foreign currency Non Loan shall be repaid by 18 EMI's starting from month 231.84 -
Repatriable loans from banks following the end of moratorium period of 18 months
The coupon rate for the above loans are is 5.02 % to 5.28 % per annum (Previous Year : 9.65 % per annum)

C. Redeemable Non Convertible Debentures


(` in Crores)
Principal Principal
Particulars Terms of repayment Outstanding as at Outstanding as at
March 31, 2019 March 31, 2018
1,000 (Previous Year : 1,000 ) 8.20% (payable annually) Unsecured The amount of ` 100 Crores redeemable at par at the 100.00 100.00
Redeemable Non Convertible Debentures of ` 1,000,000 each end of 1130 days from the date of allotment.
250 (Previous Year : 250 ) 8.20% (payable annually) Unsecured The amount of ` 25 Crores redeemable at par at the 25.00 25.00
Redeemable Non Convertible Debentures of ` 1,000,000 each end of 1130 days from the date of allotment.
NIL (Previous Year : 2,000) 9.40% (payable annually) Unsecured Series III - ` 200 Crores redeemable at par at the end - 200.00
Redeemable Non Convertible Debentures ` 1,000,000 each of 1092 days from the date of allotment.
NIL (Previous Year : 2,240 ) 9.27% (payable annually) Unsecured Series IV - ` 21 Crores redeemable at par at the end - 224.00
Redeemable Non Convertible Debentures of ` 1,000,000 each of 974 days from the date of allotment (Previous
Year) and Series V - ` 224 Crores redeemable at par at
the end of 1112 days from the date of allotment.
NIL (Previous Year : 3,850) 9.22% (payable annually) Unsecured Series B - ` 100 Crores redeemable at par at the end - 385.00
Redeemable Non Convertible Debentures ` 1,000,000 each of 1092 days from the date of allotment and Series
C - ` 285 Crores redeemable at par at the end of 1096
days from the date of allotment.
NIL (Previous Year : 1,000) 9.25% (payable annually) Unsecured Series D - ` 100 Crores redeemable at par at the end - 100.00
Redeemable Non Convertible Debentures ` 1,000,000 each of 1096 days from the date of allotment.
The coupon rate for the above debentures are in the range of 8.20 % to 9.40 % per annum (Previous Year : 8.20 % to 9.43 % per annum)
Terms and Description of Compulsorily Convertible Debentures:
Compulsorily convertible debentures outstanding as at March, 31 2019 is ` 3,816.09 Crores (As at March 31, 2018-` 4,935.66 Crores) . Each debenture has a par value of ` 107,600 and is
convertible at the option of the debenture holder into Equity shares of the Company starting from October 25, 2017 on the basis of forty equity share of ` 2/- each for every one Debenture
held. Any debenture not converted will be compulsorily converted into equity shares on April 19, 2019 at a price of ` 2,690 per share. The debentures carry a coupon of 7.80% per annum,
payable half-yearly in arrears on April 24, 2018, October 21, 2018 and April 19, 2019. The basis of presentation of the liability and equity portions of these shares is explained in the
summary of significant accounting policies.
Refer Note 52(a) for movement in CCDs.

19. OTHER FINANCIAL LIABILITIES - NON-CURRENT


(` in Crores)
As at March 31, As at March 31,
2019 2018
Lease Equalisation Liability 0.74 3.54
Total 0.74 3.54

232 Piramal Enterprises Limited


NOTES
to financial statements for the Year ended March 31, 2019
20. NON – CURRENT PROVISIONS
(` in Crores)
As at March 31, As at March 31,
2019 2018

Strategic Overview
Provision for employee benefits (Refer Note 38) 36.66 28.02
Total 36.66 28.02

21. OTHER NON CURRENT LIABILITIES


(` in Crores)
As at March 31, As at March 31,
2019 2018
Deferred Revenue (Refer Note 39) 125.16 -
Total 125.16 -
(Note: Deferred Revenue is related to Facility Fees Income)

Management Discussion & Analysis


22. BORROWINGS - CURRENT
(` in Crores)
As at March 31, 2019 As at March 31, 2018
SECURED - AT AMORTISED COST
Loans from banks :
- Working Capital Demand Loan 875.09 400.00
- Overdraft with banks (including PCFC) 125.88 107.38
- Collaterized Debt Obligations 0.79 1.56
1,001.76 508.94
UNSECURED - AT AMORTISED COST
Loans from banks :
- Repayable on demand 1,738.95 771.76

Board & Management Profiles


Intercorporate Deposits 100.91 -
Commercial Papers 3,773.46 6,698.47
Loans from Related Parties (Refer Note 39) 1.11 -
5,614.43 7,470.23

Total 6,616.19 7,979.17

Note:
Description of loan Terms of repayment Rate of Interest

SECURED LOANS:
Working capital Demand Loan* At Call 8.25 % to 10.75 % per annum

Statutory Reports
Overdraft with banks* At Call 7.95 % to 12.80 % per annum
Others (PCFC)* At Call 2.82 % to 3.90 % per annum
Collaterized Debt Obligations* By the end of credit period 2.82 % to 3.90 % per annum
UNSECURED LOANS:
Commercial Papers Repayable within 365 days from date of disbursement 6.85 % to 9.05 % per annum
Loans from Banks (Repayable on demand) Repayable within 365 days from date of disbursement 8.00 % to 12.00 % per annum

Financial Statements

Annual Report 2018-19 233


NOTES
to financial statements for the Year ended March 31, 2019
Terms of repayment, nature of security & rate of interest in case of Secured Loans:
Working capital Demand Loan
(` in Crores)
Principal Principal
Nature of Security Terms of repayment Outstanding as at Outstanding as at
March 31, 2019 March 31, 2018
First Pari Passu charge on all the movable properties of the Bullet Repayment at the end of the tenure of 300.00 -
Company i.e Plant and Machinery (excluding Current Assets 12 months from date of first drawdown.
and Intangible Assets), both present and future, at the below
locations:(a) Pithampur, Madhya Pradesh (b) Ennore, Chennai
(c) Digwal Village, Medak District, Telangana (d) Mahad, District
Raigad, Maharashtra. First Pari Passu charge on Company's
immovable properties at (a) Pithampur, Madhya Pradesh and (b)
Mahad, District Raigad, Maharashtra. First Pari Passu charge by way
of hypothecation of receivables from the loans extended for the
financial services business, minimum fixed asset Cover of 1.15 x.
First pari -passu charge on the standard assets receivables arising Bullet Repayment at the end of the tenure of 6 500.00 -
out of financial services loan book of the borrower along with months from date of first drawdown .
other lenders with minimum asset cover of 1.1 x where standard
receivables constitute activities permitted by RBI/NHB
Secured by hypothecation of inventories and book debts Repayable on June 17, 2019 30.00 -
Secured by hypothecation of inventories and book debts Repayable on April 26, 2019 15.00 -
Secured by hypothecation of inventories and book debts Repayable on April 02, 2019 30.00 -
First pari- passu charge on the standard assets receivables of the Final Maturity date of each tranche drawn down - 400.00
borrower along with other lenders with minimum asset cover of under the facility shall not extend 3 months from the
1.1x (where standard receivables constitute receivables arising out date of first disbursement. Facility shall be subject
of activities permitted by RBI/NHB) to review after 3 months from the date of first
disbursement.
*These are secured by hypothecation of inventories and book debts except as mentioned above separately.
Refer Note 40 for assets hypothecated/mortgaged as securities against the Secured Borrowings.

Terms of repayment & rate of interest in case of Unsecured Loans:


Inter Corporate Deposits
(` in Crores)
Principal Principal
Particulars Terms of repayment Outstanding as at Outstanding as at
March 31, 2019 March 31, 2018
Inter Corporate Deposit Repayment on April 05, 2019 for an 50.00 -
amount of ` 50 Crores
Inter Corporate Deposit Repayment on April 04, 2019 for an 50.00 -
amount of ` 50 Crores
The coupon rate for the above instruments are in the range of 7.50 % to 9.25 % per annum (Previous Year : NIL).

23. OTHER FINANCIAL LIABILITIES - CURRENT


(` in Crores)
As at March 31, As at March 31,
2019 2018

Current maturities of long-term debt (Refer Note 18 & 39) 6,238.07 2,609.76
Unclaimed Dividend (Refer Note below) 21.64 18.37
Employee related liabilities 64.74 89.37
Capital Creditors 4.75 3.84
Lease Equalisation 2.80 2.11
Security Deposits Received 3.33 2.02
Other payables 0.54 -
Total 6,335.87 2,725.47
Note: There are no amounts due and outstanding to be credited to Investor Education and Protection Fund as at the current and previous year end.

234 Piramal Enterprises Limited


NOTES
to financial statements for the Year ended March 31, 2019

24. OTHER CURRENT LIABILITIES


(` in Crores)
As at March 31, As at March 31,

Strategic Overview
2019 2018

Advances from Customers# 21.33 39.38


Statutory Dues 2.41 4.33
Deferred Revenue (Refer Note 39) 43.17 7.50
Total 66.91 51.21
#
During the current year ended March 31, 2019, the Group has recognized revenue of ` 22.67 Crores arising from opening advance from customers as of April 01, 2018.
Note: Out of total Deferred Revenue, ` 42.16 Crores (Previous year ` Nil) is related to Facility Fees Income.

25. CURRENT PROVISIONS


(` in Crores)
As at March 31, As at March 31,

Management Discussion & Analysis


2019 2018

Provision for Employee Benefits (Refer Note 38) 38.19 35.33


Provision for Expected Credit Loss on Loan Commitments (Including revocable commitments)# 1.61 0.08
Provision for Wealth Tax 0.21 0.21
Provisions for Grants - Committed + - 6.34
Provision For Litigations & Disputes + 3.50 3.50
Total 43.51 45.46
+
Refer Note 49 for movements during the year
#
Refer Note 47(f) for movements during the year

26. CURRENT TAX LIABILITIES (NET)

Board & Management Profiles


(` in Crores)
As at March 31, As at March 31,
2019 2018

Provision for Income Tax [Net of Advance Tax of ` 72.02 Crores (Previous year ` 71.47 Crores)] 70.76 7.29
Total 70.76 7.29

27. REVENUE FROM OPERATIONS


(` in Crores)
Year Ended Year Ended
March 31, 2019 March 31, 2018

Statutory Reports
A. REVENUE FROM CONTRACTS WITH CUSTOMERS
Sale of products 1,818.24 1,738.64
Sale of Services 292.15 247.66
2,110.39 1,986.30
B. INCOME OF FINANCING ACTIVITIES
Interest income on instruments measured at amortised cost 1,315.82 1,103.73
Facility Fees Income from group companies 18.92 -
Income on instruments mandatorily measured at FVTPL 94.07 102.25
Dividend income on instruments designated at FVTOCI (Refer Note below) 36.70 35.39
Dividend income from Associate / JV 23.34 15.87
Others 0.90 1.81
1,489.75 1,259.05
3,600.14
Financial Statements

3,245.35
Other operating revenues:
-Processing Charges Received 0.21 1.17
-Miscellaneous Income 71.05 50.43
71.26 51.60

Total 3,671.40 3,296.95


Note:
All dividends from equity investments designated as at FVTOCI recognised for both the years relate to investments held at the end of each reporting period. There was no dividend income
relating to investments derecognized during the reporting period.

Annual Report 2018-19 235


NOTES
to financial statements for the Year ended March 31, 2019
Disaggregate Revenue Information
The table below presents disaggregated revenues from contracts with customers by major product and timing of transfer of goods or services
for each of our business segments. The Company believes that this disaggregation best depicts how the nature, amount, timing and uncertainty
of our revenues and cashflows are affected by industry, market and other economic factors.

* For the year ended March 31, 2019:

Pharmaceuticals
(` in Crores)
Revenue by product line/ timing of transfer of goods/ services At Point in time Over time
Global Pharma 1,484.24 292.15
Over the counter products 334.00 -
Total 1,818.24 292.15

Reconciliation of revenue recognised with contract price


(` in Crores)
Particulars March 31, 2019
Sale of products and services at transaction price 2,156.22
Less: Discounts (45.83)
Revenue recognised on sale of products and services 2,110.39

28. OTHER INCOME


(` in Crores)
Year Ended Year Ended
March 31, 2019 March 31, 2018
Interest Income on Financial Assets
- On Loans and Bank Deposits (at amortised costs) 256.59 303.97
256.59 303.97
Dividend Income
- On Non-current Equity Instruments in Subsidiaries/JVs/Associates 61.25 -
- On Current Investments at FVTPL 8.51 10.42
69.76 10.42
Other Gains & Losses:
- Foreign Exchange Gain (Net) 80.02 251.57
Income on instruments mandatorily measured at FVTPL (10.07) 26.95
Profit on Sale of Investment (Net) 0.13 0.03
Miscellaneous Income 49.89 46.85
Total 446.32 639.79

29. COST OF MATERIALS CONSUMED


(` in Crores)
Year Ended Year Ended
March 31, 2019 March 31, 2018
Opening Inventory 148.66 133.97
Add: Purchases 757.80 824.42
Less: Closing Inventory 139.19 148.66
Total 767.27 809.73

30. PURCHASES OF STOCK-IN-TRADE


(` in Crores)
Year Ended Year Ended
March 31, 2019 March 31, 2018
Traded Goods 97.36 100.73
Total 97.36 100.73

236 Piramal Enterprises Limited


NOTES
to financial statements for the Year ended March 31, 2019

31. C HANGES IN INVENTORIES OF FINISHED GOODS, WORK-IN-PROGRESS


AND STOCK-IN-TRADE
(` in Crores)

Strategic Overview
Year Ended Year Ended
March 31, 2019 March 31, 2018
OPENING STOCKS:
Work-in-Progress 128.11 129.35
Finished Goods 56.81 36.40
Stock-in-trade 30.95 28.39
Less : Excise Duty - 3.11
215.87 191.03
CLOSING STOCKS:
Work-in-Progress 142.56 128.11
Finished Goods 33.52 56.81
Stock-in-trade 30.05 30.95

Management Discussion & Analysis


206.13 215.87

TOTAL 9.74 (24.84)

32. EMPLOYEE BENEFITS EXPENSE


(` in Crores)
Year Ended Year Ended
March 31, 2019 March 31, 2018
Salaries and Wages 346.04 383.77
Contribution to Provident and Other Funds (Refer Note 38) 18.19 16.41
Gratuity Expenses (Refer Note 38) 4.64 3.52
Staff Welfare 36.58 39.02

Board & Management Profiles


TOTAL 405.45 442.72

33. FINANCE COSTS


(` in Crores)
Year Ended Year Ended
March 31, 2019 March 31, 2018
Finance Charge on financial liabilities measured at amortised cost 1,462.37 973.28
Other borrowing costs 34.24 16.27
TOTAL 1,496.61 989.55

During the year, the Company has capitalized borrowing costs of ` Nil (Previous year ` 22.44 Crores) relating to projects, included in Capital
Work in Progress. The capitalisation rate used to determine the amount of borrowing costs to be capitalised is the weighted average interest
rate applicable to the Company’s general borrowings during the year, in this case Nil (Previous year 8.75%).

Statutory Reports
Financial Statements

Annual Report 2018-19 237


NOTES
to financial statements for the Year ended March 31, 2019

34. OTHER EXPENSES


(` in Crores)
Year Ended Year Ended
March 31, 2019 March 31, 2018

Processing Charges 3.29 6.59


Consumption of Stores and Spares Parts 42.48 44.14
Consumption of Laboratory materials 28.81 26.18
Power, Fuel and Water Charges 67.69 66.28
Repairs and Maintenance
Buildings 21.42 26.87
Plant and Machinery 27.55 22.47
Others 0.10 0.16
49.07 49.50
Rent
Premises 19.46 23.92
Leasehold Land 0.07 0.07
Other Assets 14.15 13.93
33.68 37.92
Rates & Taxes 16.69 36.99
Insurance 10.33 9.99
Travelling Expenses 35.94 36.78
Directors' Commission 2.70 2.16
Directors' Sitting Fees 0.60 1.06
Bad Debts written off during the period - 2.66
Less: Bad Debts written off out of Provision for Doubtful Debts - - (2.66) -
Expected Credit Loss on Trade Receivables (Refer Note 10) 0.41 8.13
Expected Credit Loss on Financial Assets (including Commitments) (Refer Note 47f) (15.26) 39.24
Loss on Sale of Property Plant & Equipment (Net) 0.33 2.30
Advertisement and Business Promotion Expenses 69.80 85.16
Expenditure towards Corporate Social Responsibility activities (Refer Note below) 31.20 28.56
Donations 4.38 2.26
Freight 27.10 24.55
Export Expenses 1.69 1.42
Clearing and Forwarding Expenses 10.06 8.51
Communication and Postage 10.26 10.34
Printing and Stationery 5.30 6.18
Claims 30.92 8.78
Legal Charges 6.39 5.07
Professional Charges 58.81 34.00
Royalty Expense 17.87 12.57
Service Charges 67.51 47.43
Information Technology Costs 18.98 19.37
R & D Expenses (net) (Refer Note 48) 54.69 63.42
Miscellaneous Expenses 22.01 20.62
Total 713.73 745.50
Note:
Details in respect of Corporate Social Responsibility Expenditure:
• Gross amount required to be spent during the year – ` 16.24 Crores (Previous year ` 14.06 Crores)
• Amount spent during the year on Revenue Expenditure – ` 31.20 Crores (Previous year ` 28.56 Crores)
• Amount spent during the year on Capital Expenditure - ` Nil (Previous year ` Nil)

35. EXCEPTIONAL ITEMS


(` in Crores)
Year Ended Year Ended
March 31, 2019 March 31, 2018
Provision against cost of equity investment in Piramal Holdings (Suisse) SA (Refer Note below) (1,287.96) -
TOTAL (1,287.96) -

In June 2018, the Company's wholly owned subsidiary, Piramal Holdings (Suisse) SA (referred to as "PHSA") sold its entire ownership interest
in its wholly owned subsidiary Piramal Imaging SA. Consequently, the Company's cost of equity investment in PHSA amounting to ` 1,287.96
Crores have been provided for.

238 Piramal Enterprises Limited


NOTES
to financial statements for the Year ended March 31, 2019

36. OTHER COMPREHENSIVE INCOME / (EXPENSE) (NET OF TAXES)


(` in Crores)
Year Ended Year Ended

Strategic Overview
March 31, 2019 March 31, 2018
Fair Valuation of Equity Investments (528.74) 644.16
Remeasurement of post-employment benefit obligations (Refer Note 38) (1.97) (3.61)
Deferred gains / (losses) on cash flow hedge 3.65 (0.13)
TOTAL (527.06) 640.42

37. CONTINGENT LIABILITIES AND COMMITMENTS


As at March 31, As at March 31,
2019 2018
A CONTINGENT LIABILITIES :
1 Claims against the Company not acknowledged as debt:
Vide Demand dated June 5, 1984, the Government has asked for payment to the credit of the Drugs Prices 0.61 0.61

Management Discussion & Analysis


Equalisation Account, the difference between the common sale price and the retention price on production of
Vitamin ‘A’ Palmitate (Oily Form) from January 28, 1981 to March 31, 1985 which is not accepted by the Company.
The Company has been legally advised that the demand is untenable.

2 Others
i. Appeals filed in respect of disputed demands:
Income Tax
- where the Company is in appeal 624.79 716.01
- where the Department is in appeal 225.30 145.99
Sales Tax 16.11 16.10
Central / State Excise / Service Tax / Custom 33.50 28.94
Labour Matters 0.29 0.21
Stamp Duty 4.00 4.00

Board & Management Profiles


Legal Cases 8.97 8.97

ii. Unexpired Letters of Credit 3.92 4.36


Note: Future cash outflows in respect of 1 and 2(i) above are determinable only on receipt of judgments/decisions
pending with various forums/authorities.
B COMMITMENTS :
a. Estimated amount of contracts remaining to be executed on capital account and not provided for 25.44 26.58
b. The Company has imported raw materials at concessional rates, under the Advance License Scheme of the 4.46 3.51
Government of India, to fulfil conditions related to quantified exports in stipulated period

38. EMPLOYEE BENEFITS :

Statutory Reports
Brief description of the Plans:
Other Long Term Employee Benefit Obligations:
Leave Encashment, which are expected to be availed or encashed beyond 12 months from the end of the year are treated as
other long term employee benefits. The Company’s liability is actuarially determined (using the Projected Unit Credit method)
at the end of each year. Actuarial losses/ gains are recognised in the Statement of Profit and Loss in the year in which they arise.
Long Term Service Awards are recognised as a liability at the present value of the defined benefit obligation as at the balance sheet date.

Defined Contribution Plans:


The Company’s defined contribution plans are Provident Fund (in case of certain employees), Superannuation, Employees State Insurance
Fund and Employees’ Pension Scheme (under the provisions of the Employees’ Provident Fund and Miscellaneous Provisions Act, 1952).
The Company has no further obligation beyond making the contribution to such plans.
Financial Statements

Post-employment Benefit Plans:


Gratuity for employees in India is as per the Payment of Gratuity Act, 1972. Employees who are in continuous service for a period of 5 years
are eligible for gratuity. The amount of gratuity payable on retirement/termination is the employees last drawn basic salary per month
computed proportionately for the number of years of service. The gratuity plan is a funded plan and the Company makes contributions to
recognised funds in India.

The Company’s Gratuity Plan is administered by an insurer and the investments are made in various schemes of the trust. The Company
funds the plan on a periodical basis.

Annual Report 2018-19 239


NOTES
to financial statements for the Year ended March 31, 2019
In case of certain employees, Provident fund is administered through an in-house trust. Periodic contributions to the trust are invested in
various instruments considering the return, maturity, safety, etc., within the overall ambit of the Provident Fund Trust Rules and investment
pattern notified through the Ministry of Labour investment guidelines for exempted provident funds.

These plans typically expose the Group to actuarial risks such as: investment risk, interest rate risk, longevity risk and salary risk.

Investment risk
The present value of the defined benefit plan liability is calculated using a discount rate which is determined by reference to market yields
at the end of the reporting period on government bonds. Plan investment is a mix of investments in government securities, equity, mutual
funds and other debt instruments.

Interest risk
A decrease in the bond interest rate will increase the plan liability; however, this will be partially offset by an increase in the return on the
plan’s debt investments.

Longevity risk
The present value of the defined benefit plan liability is calculated by reference to the best estimate of the mortality of plan participants
both during and after their employment. An increase in the life expectancy of the plan participants will increase the plan’s liability.

Salary risk
The present value of the defined benefit plan liability is calculated by reference to the future salaries of plan participants. As such, an
increase in the salary of the plan participants will increase the plan’s liability.

The gratuity plan is a funded plan and the Company makes contributions to trust administered by the Company. The Company does not
fully fund the liability and maintains a target level of funding to be maintained over a period of time based on estimations of expected
gratuity payments. In respect of certain employees, Provident Fund contributions are made to a trust administered by the Company. The
contributions made to the trust are recognised as plan assets. Plan assets in the Provident Fund trust are governed by local regulations,
including limits on contributions in each class of investments.

The Company actively monitors how the duration and the expected yield of the investments are matching the expected cash outflows
arising from the employee benefit obligations, with the objective that assets of the gratuity / provident fund obligations match the benefit
payments as they fall due. Investments are well diversified, such that the failure of any single investment would not have a material impact
on the overall level of assets.

A large portion of assets consists of government and corporate bonds, although the Company also invests in equities, cash and mutual
funds. The plan asset mix is in compliance with the requirements of the regulations in case of Provident fund.

I. Charge to the Statement of Profit and Loss based on Defined Contribution Plans:
(` in Crores)
Year Ended March Year Ended March
Particulars
31, 2019 31, 2018
Employer’s contribution to Regional Provident Fund Office 1.16 1.02
Employer’s contribution to Superannuation Fund 0.29 0.34
Employer’s contribution to Employees’ State Insurance 0.92 0.85
Employer’s contribution to Employees’ Pension Scheme 1995 4.53 4.34
Included in Contribution to Provident and Other Funds and R&D Expenses (Refer Note 32 and 34)

240 Piramal Enterprises Limited


NOTES
to financial statements for the Year ended March 31, 2019
II. Disclosures for defined benefit plans based on actuarial valuation reports:
A. Change in Defined Benefit Obligation
(` in Crores)

Strategic Overview
(Funded)
Particulars Gratuity Provident Fund
Year Ended March 31, Year Ended March 31,
2019 2018 2019 2018
Present Value of Defined Benefit Obligation as at beginning of the year 52.59 45.50 211.59 181.39
Interest Cost 4.10 3.23 18.04 15.92
Current Service Cost 3.84 3.52 11.35 10.57
Past Contributions from employer - - - -
Contributions from plan participants - - 17.57 16.26
Liability Transferred In for Employees Joined 0.43 - 5.60 5.81
Liability Transferred Out for Employees left (0.74) (0.32) - -
Benefits Paid from the fund (3.38) (3.67) (30.49) (18.36)

Management Discussion & Analysis


Actuarial (Gains)/loss - due to change in Demographic Assumptions - - - -
Actuarial (Gains)/loss - due to change in Financial Assumptions 0.45 (0.83) - -
Actuarial (Gains)/loss - due to experience adjustments 2.39 5.16 - -
Present Value of Defined Benefit Obligation as at the end of the year 59.68 52.59 233.66 211.59

B. Changes in the Fair Value of Plan Assets


(` in Crores)
(Funded)
Particulars Gratuity Provident Fund
Year Ended March 31, Year Ended March 31,
2019 2018 2019 2018
Fair Value of Plan Assets as at beginning of the year 26.34 29.13 211.59 181.39

Board & Management Profiles


Interest Income 2.05 2.07 18.04 15.92
Contributions from employer 0.18 - 11.35 10.57
Contributions from plan participants - - 17.57 16.26
Assets Transferred In for Employees joined - - 5.60 5.81
Assets Transferred out for Employees left - - - -
Benefits Paid from the fund (3.38) (3.67) (30.49) (18.36)
Return on Plan Assets, Excluding Interest Income (0.18) (1.19) - -
Fair Value of Plan Assets as at the end of the year 25.01 26.34 233.66 211.59

C. Amount recognised in the Balance Sheet


(` in Crores)
(Funded)

Statutory Reports
Particulars Gratuity Provident Fund
As at March 31, As at March 31,
2019 2018 2019 2018
Present Value of Defined Benefit Obligation as at the end of the year 59.68 52.59 233.66 211.59
Fair Value of Plan Assets as at end of the year 25.01 26.34 233.66 211.59
Net Liability/(Asset) recognised in the Balance Sheet (Refer Note 20 and 25) 34.67 26.25 - -
Recognised under:
Non Current provision (Refer Note 20) 34.67 26.25 - -
Current provision (Refer Note 25) - - - -

The Provident Fund has a surplus that is not recognised on the basis that future economic benefits are not available to the Company in the form
of a reduction in future contributions or a cash refund due to local regulations.
Financial Statements

The Company has no legal obligation to settle the deficit in the funded plan (Gratuity), if any, with an immediate contribution or additional one
off contributions.

Annual Report 2018-19 241


NOTES
to financial statements for the Year ended March 31, 2019
D. Expenses recognised in Statement of Profit and Loss
(` in Crores)
(Funded)
Particulars Gratuity Provident Fund
Year Ended March 31, Year Ended March 31,
2019 2018 2019 2018
Current Service Cost 3.84 3.52 11.35 10.57
Past Service Cost - - - -
Net interest Cost 2.05 1.16 - -
Curtailments Cost / (Credit) - - - -
Settlements Cost / (Credit) - - - -
Net Actuarial (gain) / loss - - - -
Total Expenses / (Income) recognised in the Statement of Profit And Loss* 5.89 4.68 11.35 10.57
*Included in Salaries and Wages, Contribution to Provident and Other Funds, Gratuity Fund and R&D Expenses (Refer Note 32 and 34)

E. Expenses Recognized in the Other Comprehensive Income (OCI) for Current Year
(` in Crores)
Gratuity
Particulars Year ended March 31,
2019 2018
Actuarial (Gains)/Losses on Obligation for the Period - Due to changes in demographic assumptions - -
Actuarial (Gains)/Losses on Obligation for the Period - Due to changes in financial assumptions 0.45 (0.83)
Actuarial (Gains)/Losses on Obligation for the Period - Due to experience adjustment 2.39 5.16
Return on Plan Assets, Excluding Interest Income 0.18 1.19
Change in Asset Ceiling - -
Net (Income)/Expense for the Period Recognized in OCI 3.02 5.52

F. Significant Actuarial Assumptions:


%
(Funded)
Particulars Gratuity Provident Fund
As at March 31, As at March 31,
2019 2018 2019 2018
Discount Rate (per annum) 7.64 7.80 7.64 7.80
Expected Rate of return on Plan Assets (per annum) 7.64 7.80 7.64 7.80
Salary escalation rate 10% for 3 10% for 3 N.A N.A
years then years then
6% 6%

The expected rate of return on plan assets is based on market expectations at the beginning of the year. The rate of return on long-term
government bonds is taken as reference for this purpose.

In case of certain employees, the Provident Fund contribution is made to a Trust administered by the Company. In terms of the Guidance note
issued by the Institute of Actuaries of India, the actuary has provided a valuation of Provident fund liability based on the assumptions listed
above and determined that there is no shortfall at the end of each reporting period.

G. Movements in the present value of net defined benefit obligation are as follows:
(` in Crores)

Gratuity
Particulars As at March 31,
2019 2018
Opening Net Liability 26.25 16.37
Expenses Recognized in Statement of Profit or Loss 5.89 4.68
Expenses Recognized in OCI 3.02 5.52
Net Liability/(Asset) Transfer In 0.43 -
Net (Liability)/Asset Transfer Out (0.74) (0.32)
Benefit Paid Directly by the Employer - -
Employer's Contribution (0.18) -
Net Liability/(Asset) Recognized in the Balance Sheet 34.67 26.25

242 Piramal Enterprises Limited


NOTES
to financial statements for the Year ended March 31, 2019
H. Category of Assets
(` in Crores)
Gratuity Provident Fund

Strategic Overview
Particulars As at March 31, As at March 31,
2019 2018 2019 2018
Government of India Assets (Central & State) 6.55 8.48 95.29 86.49
Public Sector Unit Bonds - - 23.96 34.55
Corporate Bonds 14.50 13.68 66.24 48.95
Fixed Deposits under Special Deposit Schemes of Central Government* 1.39 1.05 27.99 27.87
Equity Shares of Listed Entities / Mutual Funds 2.53 3.09 16.03 11.00
Others* 0.05 0.04 4.15 2.73
Total 25.02 26.34 233.66 211.59
* Except these, all the other investments are quoted.

I. Other Details

Management Discussion & Analysis


(` in Crores)
Gratuity
Particulars As at March 31,
2019 2018
No. of Active Members 3,908 3,757
Per Month Salary For Active Members (` in Crores) 11.66 11.10
Average Expected Future Service (Years) 8.00 8.00
Projected Benefit Obligation (PBO) (` in Crores) 59.69 52.58
Prescribed Contribution For Next Year (12 Months) (` in Crores) 11.66 11.10

J. Cash Flow Projection: From the Fund


(` in Crores)

Board & Management Profiles


Gratuity
Estimated for the year
Projected Benefits Payable in Future Years From the Date of Reporting
ended March 31,
2019 2018
1st Following Year 19.20 16.77
2nd Following Year 3.59 3.26
3rd Following Year 4.54 3.83
4th Following Year 4.70 4.11
5th Following Year 4.33 4.07
Sum of Years 6 To 10 23.33 20.14

The Company’s Gratuity Plan is administered by an insurer and the Investments are made in various schemes of the trust. The Company funds
the plan on a periodical basis.

Statutory Reports
In case of certain employees, Provident fund is administered through an in-house trust. Periodic contributions to the trust are invested in
various instruments considering the return, maturity, safety, etc., within the overall ambit of the Provident Fund Trust Rules and investment
pattern notified through the Ministry of Labour investment guidelines for exempted provident funds.

Weighted average duration of the defined benefit obligation is 7 years (Previous year 7 years)

K. Sensitivity Analysis
(` in Crores)

Gratuity
Projected Benefit Obligation As at March 31,
2019 2018
Financial Statements

Impact of +1% Change in Rate of Discounting (2.66) (2.38)


Impact of -1% Change in Rate of Discounting 2.98 2.67
Impact of +1% Change in Rate of Salary Increase 2.96 2.66
Impact of -1% Change in Rate of Salary Increase (2.69) (2.41)

Annual Report 2018-19 243


NOTES
to financial statements for the Year ended March 31, 2019
The above sensitivity analysis are based on change in an assumption while holding all other assumptions constant. In practice, this is unlikely
to occur, and changes in some of the assumptions may be correlated. When calculating the sensitivity of the defined benefit obligation to
significant actuarial assumptions the same method (present value of the defined benefit obligation calculated with the projected unit credit
method at the end of the reporting period) has been applied as when calculating the defined benefit liability recognised in the balance sheet.

The estimates of future salary increases, considered in actuarial valuation, take account of inflation, seniority, promotion and other relevant
factors, such as supply and demand in the employment market.

The liability for Leave Encashment (Non – Funded) as at year end is ` 37.82 Crores (Previous year ` 34.98 Crores)

The liability for Long term Service Awards (Non – Funded) as at year end is ` 2.36 Crores (Previous year ` 2.12 Crores)

39. RELATED PARTY DISCLOSURES


1. List of related parties
A. Controlling Entities
The Ajay G. Piramal Foundation @
Piramal Phytocare Limited Senior Employees Option Trust @
The Sri Krishna Trust through its Trustees, Mr.Ajay Piramal and Dr.(Mrs.) Swati A. Piramal @
Aasan Info Solutions (India) Private Limited @
Piramal Welfare Trust through its Trustee, Piramal Corporate Services Limited @
PRL Realtors LLP @
Anand Piramal Trust@
Nandini Piramal Trust@
@There are no transactions during the year.

B. Subsidiaries
The Subsidiary companies including step down subsidiaries :

Proportion of
Principal Place of Ownership
Name of the Company
Business interest held as at
March 31, 2019
PHL Fininvest Private Limited (PHL Fininvest) India 100%
Searchlight Health Private Limited India 51%
Piramal International Mauritius 100%
Piramal Holdings (Suisse) SA (Piramal Holdings) Switzerland 100%
Piramal Imaging SA@@ Switzerland -
Piramal Imaging GmbH @@ Germany -
Piramal Imaging Limited@@ U.K. -
Piramal Critical Care Italia, S.P.A** Italy 100%
Piramal Critical Care Deutschland GmbH** Germany 100%
Piramal Critical Care Limited ** U.K. 100%
Piramal Healthcare (Canada) Limited ** (Piramal Healthcare, Canada) Canada 100%
Piramal Critical Care B.V. ** Netherlands 100%
Piramal Pharma Solutions B.V. ** (w.e.f. October 26, 2018) Netherlands 100%
Piramal Critical Care Pty. Ltd. ** Australia 100%
Piramal Healthcare UK Limited ** (Piramal Healthcare UK) U.K. 100%
Piramal Healthcare Pension Trustees Limited** U.K. 100%
Piramal Critical Care South Africa (Pty) Ltd ** South Africa 100%
Piramal Dutch Holdings N.V. Netherlands 100%
Piramal Healthcare Inc. ** U.S.A 100%
Piramal Critical Care, Inc. ** (PCCI) U.S.A 100%
Piramal Pharma Inc.** U.S.A 100%
Piramal Pharma Solutions Inc.** (Piramal Pharma Solutions) U.S.A 100%
PEL Pharma Inc.** U.S.A 100%
Ash Stevens LLC ** (Ash Stevens) U.S.A 100%
DRG Holdco Inc. $ U.S.A 100%
Piramal IPP Holdings LLC $ U.S.A 100%
Decision Resources Inc. $ U.S.A 100%
Decision Resources International, Inc. $ U.S.A 100%
DR/Decision Resources, LLC $ U.S.A 100%
Millennium Research Group Inc. $ Canada 100%
Decision Resources Group Asia Ltd $ Hong Kong 100%
244 Piramal Enterprises Limited
NOTES
to financial statements for the Year ended March 31, 2019

Proportion of
Principal Place of Ownership
Name of the Company
Business interest held as at
March 31, 2019

Strategic Overview
DRG UK Holdco Limited $ U.K. 100%
Decision Resources Group UK Limited $ U.K. 100%
Sigmatic Limited $ U.K. 100%
Activate Networks Inc. $ (merged with Decision resources Inc. w.e.f. February 15, 2019) U.S.A 100%
DRG Analytics & Insights Private Limited India 100%
DRG Singapore Pte Ltd $ Singapore 100%
Sharp Insight Limited $ U.K. 100%
Context Matters Inc $ (merged with Decision resources Inc. w.e.f. February 15, 2019) U.S.A 100%
Decision Resources Japan K.K. $ (w.e.f. February 5, 2019) Japan 100%
Piramal Dutch IM Holdco B.V. Netherlands 100%
PEL-DRG Dutch Holdco B.V.$ Netherlands 100%
Piramal Capital and Housing Finance Limited (formerly known as Piramal Housing Finance Limited) (Piramal India 100%
Capital and Housing Finance)

Management Discussion & Analysis


Piramal Fund Management Private Limited (Piramal Fund) India 100%
Piramal Asset Management Private Limited $$ ( w.e.f June 14, 2018) India 100%
Piramal Investment Advisory Services Private Limited India 100%
Piramal Investment Opportunities Fund (PIOF) India 100%
INDIAREIT Investment Management Co. $$ Mauritius 100%
Piramal Asset Management Private Limited $$ Singapore 100%
Piramal Capital International Limited $$ (w.e.f. October 5, 2018) Mauritius 100%
Piramal Securities Limited ( w.e.f June 07, 2018) India 100%
Piramal Systems & Technologies Private Limited (Piramal System) India 100%
Piramal Technologies SA @ Switzerland 100%
PEL Finhold Private Limited India 100%
Piramal Consumer Products Private Limited India 100%

Board & Management Profiles


** held through Piramal Dutch Holdings N.V.
@ held through Piramal Systems & Technologies Private Limited
$ held through Piramal Dutch IM Holdco B.V.
$$ held through Piramal Fund Management Private Limited
@@ On June 25, 2018, Piramal Holdings (Suisse) SA, sold its entire ownership in these subsidiaries ( Refer Note 35)

Proportion of
Principal Place of Ownership
Name of the Company
Business interest held as at
March 31, 2018
PHL Fininvest Private Limited (PHL Fininvest) India 100%
Searchlight Health Private Limited (formerly known as Health Superhiway Private Limited) India 51%
Piramal International Mauritius 100%

Statutory Reports
Piramal Holdings (Suisse) SA (Piramal Holdings) Switzerland 100%
Piramal Imaging SA* Switzerland 98.51%
Piramal Imaging GmbH * Germany 100%
Piramal Imaging Limited* U.K. 100%
Piramal Critical Care Italia, S.P.A** Italy 100%
Piramal Critical Care Deutschland GmbH** Germany 100%
Piramal Critical Care Limited ** U.K. 100%
Piramal Healthcare (Canada) Limited ** (Piramal Healthcare, Canada) Canada 100%
Piramal Critical Care B.V. ** (w.e.f. November 22, 2017) Netherlands 100%
Piramal Critical Care Pty. Ltd. ** (w.e.f. December 4, 2017) Australia 100%
Piramal Healthcare UK Limited ** (Piramal Healthcare UK) U.K. 100%
Piramal Healthcare Pension Trustees Limited** U.K. 100%
Piramal Critical Care South Africa (Pty) Ltd ** South Africa 100%
Financial Statements

Piramal Dutch Holdings N.V. Netherlands 100%


Piramal Healthcare Inc. ** U.S.A 100%
Piramal Critical Care, Inc. ** (PCCI) U.S.A 100%
Piramal Pharma Inc.** U.S.A 100%
Piramal Pharma Solutions Inc. ** (formerly known as Coldstream Laboratories Inc.) (Piramal Pharma Solutions) U.S.A 100%
PEL Pharma Inc.** U.S.A 100%
Ash Stevens LLC ** (Ash Stevens) U.S.A 100%
DRG Holdco Inc. $ U.S.A 100%
Piramal IPP Holdings LLC $ U.S.A 100%
Decision Resources Inc. $ U.S.A 100%
Decision Resources International, Inc. $ U.S.A 100%

Annual Report 2018-19 245


NOTES
to financial statements for the Year ended March 31, 2019

Proportion of
Principal Place of Ownership
Name of the Company
Business interest held as at
March 31, 2018
DR/Decision Resources, LLC $ U.S.A 100%
Millennium Research Group Inc. $ Canada 100%
Decision Resources Group Asia Ltd $ Hong Kong 100%
DRG UK Holdco Limited $ U.K. 100%
Decision Resources Group UK Limited $ U.K. 100%
Sigmatic Limited $ U.K. 100%
Activate Networks Inc. $ U.S.A 100%
DRG Analytics & Insights Private Limited $ India 100%
DRG Singapore Pte Ltd $ Singapore 100%
Sharp Insight Limited $ (w.e.f. April 6, 2017) U.K. 100%
Context Matters Inc $ (w.e.f. August 16, 2017) U.S.A 100%
Piramal Dutch IM Holdco B.V. Netherlands 100%
PEL-DRG Dutch Holdco B.V. Netherlands 100%
Piramal Housing Finance Limited (Formerly known as Piramal Housing Finance Private India 100%
Limited) *** (Piramal Capital and Housing Finance)
Piramal Fund Management Private Limited (Piramal Fund) India 100%
Piramal Finance Limited (formerly known as Piramal Finance Private Limited) *** India 100%
Piramal Investment Advisory Services Private Limited India 100%
Piramal Investment Opportunities Fund (PIOF) India 100%
INDIAREIT Investment Management Co. $$ Mauritius 100%
Piramal Asset Management Private Limited $$ Singapore 100%
Piramal Systems & Technologies Private Limited (Piramal System) India 100%
Piramal Technologies SA @ Switzerland 100%
PEL Finhold Private Limited India 100%
Piramal Consumer Products Private Limited India 100%
Piramal Capital Limited *** India 100%
* held through Piramal Holdings (Suisse) SA
** held through Piramal Dutch Holdings N.V.
*** merger of Piramal Finance Limited and Piramal Capital Limited with the step down subsidiary Piramal Housing Finance Limited.
@ held through Piramal Systems & Technologies Private Limited
$ held through Piramal Dutch IM Holdco B.V.
$$ held through Piramal Fund Management Private Limited
With effect from March 21, 2018, as a result of the overall restructuring of the Corporate Social Responsibility subsidiaries of the Company, the below entities have been ceased to be
the subsidiaries of the Company. Further, these entities ceased to be a part of the promoter group of the Company, pending requisite approval.
Piramal Udgam Data Management Solutions (Udgam)###
Piramal Foundation for Educational Leadership (PFEL)###
Piramal Swasthya Management and Research Institute (formerly known as "Health Management and Research Institute") (PSMRI)
Piramal Foundation (formerly known as Piramal Healthcare Foundation) ###
These CSR companies (###) incorporated under section 25 of the Companies Act, 1956 (Section 8 of the Companies Act, 2013), being limited by guarantee (not having share capital)
and PSMRI (being a society) are engaged in Corporate Social Responsibility activities. Based on the control assessment carried out by the company, the same is not consolidated
as per INDAS 110.

C. Associates and Joint Ventures


% voting power % voting power Relationship as Relationship as
Principal Place
Name of the Entity held as at held as at at March 31, at March 31,
of business
March 31, 2019 March 31, 2018 2019 2018
Convergence Chemicals Private Limited (Convergence) India 51.00% 51.00% Joint Venture Joint Venture
Shrilekha Business Consultancy Private Limited (Shrilekha Business India 74.95% 74.95% Joint Venture Joint Venture
Consultancy)
Shriram Capital Limited (Shriram Capital) (through Shrilekha Business India 20.00% 20.00% Associate Associate
Consultancy Private Limited)
Allergan India Private Limited (Allergan) India 49.00% 49.00% Associate Associate
Piramal Phytocare Limited (PPL) India 17.53% 17.53% Associate Associate
Bluebird Aero Systems Limited Israel 27.83% 27.83% Associate Associate
India Resurgence ARC Private Limited (Formerly known as Piramal Assets India 50.00% 50.00% Joint Venture Joint Venture
Reconstruction Private Limited) (Ceased to be a subsidiary w.e.f. July 19,
2017) (IRAPL)
India Resurgence Asset Management Business Private Limited (Formerly India 50.00% 50.00% Joint Venture Joint Venture
known as PEL Asset Resurgence Advisory Private Limited) (Ceased to be a
subsidiary w.e.f. February 7, 2018) (IRAMBPL)
Piramal Ivanhoe Residential Equity Fund 1 India 50.00% 0.00% Joint Venture Joint Venture
India Resurgence Fund Scheme 2 India 50.00% 0.00% Joint Venture Joint Venture
Asset Resurgence Mauritius Manager (w.e.f October 10, 2017) Mauritius 50.00% 50.00% Joint Venture Joint Venture

246 Piramal Enterprises Limited


NOTES
to financial statements for the Year ended March 31, 2019
Other Intermediates:
Shriram Transport Finance Company Limited (Shriram Transport)
Shriram City Union Finance Limited (Shriram City Union)

Strategic Overview
D. Other related parties
Entities controlled by Key Management Personnel :
Aasan Corporate Solutions Private Limited (Aasan Corporate Solutions)
Gopikrishna Piramal Memorial Hospital (GPMH)
Piramal Corporate Services Limited (PCSL)
Piramal Glass Limited (PGL)
PRL Developers Private Limited (PRL)
PRL Agastya Private Limited
Piramal Water Private Limited
Employee Benefit Trusts :
Staff Provident Fund of Piramal Healthcare Limited (PPFT)

Management Discussion & Analysis


E. Key Management Personnel
Mr. Ajay G. Piramal
Dr. (Mrs.) Swati A. Piramal
Ms. Nandini Piramal
Mr. Vijay Shah

F. Relatives of Key Management Personnel


Mr. Anand Piramal [Son of Mr. Ajay G. Piramal and Dr. (Mrs.) Swati A. Piramal]
Mr. Peter De Young [husband of Ms. Nandini Piramal]

Board & Management Profiles


G. Non Executive/Independent Directors
Dr. R. A. Mashelkar
Mr. Gautam Banerjee
Mr. Goverdhan Mehta
Mr. N. Vaghul
Mr. S. Ramadorai
Mr. Deepak Satwalekar
Mr. Keki Dadiseth
Mr. Siddharth N. Mehta
Ms. Arundhati Bhattacharya (w.e.f. October 25, 2018)

2. Details of transactions with related parties.

Statutory Reports
(` in Crores)
Jointly Controlled Associates & its
Details of Transactions* Subsidiaries Other Related Parties Total
Entities subsidiaries
2019 2018 2019 2018 2019 2018 2019 2018 2019 2018
Purchase of Goods
- PGL - - - - - - 3.13 2.38 3.13 2.38
- PCCI 14.21 12.99 - - - - - - 14.21 12.99
- PPL - - - - 29.62 20.48 - - 29.62 20.48
- Piramal Healthcare UK 0.83 0.33 - - - - - - 0.83 0.33
- Others - - - - - - - 0.02 - 0.02
Total 15.04 13.32 - - 29.62 20.48 3.13 2.40 47.79 36.20
Financial Statements

Sale of Goods
- Allergan - - - - 74.35 66.66 - - 74.35 66.66
- Piramal Healthcare UK 43.75 23.45 - - - - - - 43.75 23.45
- PCCI 59.92 43.43 - - - - - - 59.92 43.43
- Piramal Healthcare, Canada 13.15 5.49 - - - - - - 13.15 5.49
- Piramal Critical Care Limited 11.76 - - - - - - - 11.76 -
- Others 1.02 2.45 - - - - - - 1.02 2.45
Total 129.60 74.82 - - 74.35 66.66 - - 203.95 141.48

Annual Report 2018-19 247


NOTES
to financial statements for the Year ended March 31, 2019
(` in Crores)
Jointly Controlled Associates & its
Details of Transactions* Subsidiaries Other Related Parties Total
Entities subsidiaries
2019 2018 2019 2018 2019 2018 2019 2018 2019 2018
Rendering of Services
- Piramal Capital and Housing Finance - 1.83 - - - - - - - 1.83
- Allergan - - - - 1.67 1.29 - - 1.67 1.29
- Piramal Healthcare UK 52.37 32.03 - - - - - - 52.37 32.03
- Piramal Critical Care Limited 46.61 21.04 - - - - - - 46.61 21.04
- Piramal Pharma Solutions - 0.64 - - - - - - - 0.64
- Piramal Healthcare, Canada 0.70 - - - - - - - 0.70 -
- PGL - - - - - - 0.32 - 0.32 -
- Ash Stevens 0.21 0.32 - - - - - - 0.21 0.32
- Others - 0.01 - - - - - - - 0.01
Total 99.89 55.87 - - 1.67 1.29 0.32 - 101.88 57.16

Guarantee commission income


- Piramal Capital and Housing Finance - 8.50 - - - - - - - 8.50
- Piramal Healthcare UK 0.88 1.01 - - - - - - 0.88 1.01
- Piramal Holdings - 0.10 - - - - - - - 0.10
- PPL - - - - 0.02 - - - 0.02 -
- Piramal Dutch Holdings N.V. - 2.84 - - - - - - - 2.84
- Piramal Healthcare, Canada 0.07 - - - - - - - 0.07 -
- DRG Holdco Inc. 5.24 7.25 - - - - - - 5.24 7.25
- PEL Pharma Inc. 1.64 2.20 - - - - - - 1.64 2.20
- Piramal Critical Care Limited 5.52 7.40 - - - - - - 5.52 7.40
- Convergence - - 0.30 0.28 - - - - 0.30 0.28
- Others 0.05 0.08 - - - - - - 0.05 0.08
Total 13.40 29.38 0.30 0.28 0.02 - - - 13.72 29.66

Receiving of Services
- Piramal Pharma Inc 50.31 35.78 - - - - - - 50.31 35.78
- Piramal Healthcare UK 17.18 12.29 - - - - - - 17.18 12.29
- PRL Agastya Private Limited - - - - - - 6.75 3.30 6.75 3.30
Total 67.49 48.07 - - - - 6.75 3.30 74.24 51.37

Royalty Expense
- PCSL - - - - - - 11.78 12.57 11.78 12.57
Total - - - - - - 11.78 12.57 11.78 12.57

Royalty Income
- PPL - - - - 1.60 1.43 - - 1.60 1.43
Total - - - - 1.60 1.43 - - 1.60 1.43

Rent Expense
- Aasan Corporate Solutions - - - - - - 11.28 11.00 11.28 11.00
- GPMH - - - - - - 0.82 0.62 0.82 0.62
Total - - - - - - 12.10 11.62 12.10 11.62

Rent Income
- Piramal Capital and Housing Finance 0.01 0.01 - - - - - - 0.01 0.01
Total 0.01 0.01 - - - - - - 0.01 0.01

Reimbursement of expenses recovered


- PCCI 1.17 1.01 - - - - - - 1.17 1.01
- Piramal Healthcare UK 0.71 1.87 - - - - - - 0.71 1.87
- Piramal Capital and Housing Finance 0.21 0.32 - - - - - - 0.21 0.32
- Piramal Healthcare, Canada 0.21 0.20 - - - - - - 0.21 0.20
- DRG Holdco 0.22 0.25 - - - - - - 0.22 0.25
- PPL - - - - 0.12 0.41 - - 0.12 0.41
- IRAMBPL - 4.49 21.80 7.61 - - - - 21.80 12.10
- PRL - - - - - - 0.15 0.06 0.15 0.06
- Piramal Critical Care Limited 0.20 0.32 - - - - - 0.20 0.32

248 Piramal Enterprises Limited


NOTES
to financial statements for the Year ended March 31, 2019
(` in Crores)
Jointly Controlled Associates & its
Details of Transactions* Subsidiaries Other Related Parties Total
Entities subsidiaries
2019 2018 2019 2018 2019 2018 2019 2018 2019 2018

Strategic Overview
- PGL - - - - - - 0.61 0.56 0.61 0.56
- Others 0.68 0.60 0.08 0.05 - - 0.01 - 0.77 0.65
Total 3.40 9.06 21.88 7.66 0.12 0.41 0.77 0.62 26.17 17.75

Reimbursement of expenses paid


- PCCI 0.86 1.37 - - - - - - 0.86 1.37
- Aasan Corporate Solutions - - - - - - 0.91 0.72 0.91 0.72
- Piramal Healthcare UK 0.01 - - - - - - - 0.01 -
- IRAMBPL - - 8.00 - - - - - 8.00 -
- Piramal Pharma Inc - 0.07 - - - - - - - 0.07
Total 0.87 1.44 8.00 - - - 0.91 0.72 9.78 2.16

Management Discussion & Analysis


Expenditure towards Corporate Social
Responsibility activities
- PFEL - 17.60 - - - - - - - 17.60
- PSMRI - 9.11 - - - - - - - 9.11
- Piramal Healthcare Foundation - 1.50 - - - - - - - 1.50
Total - 28.21 - - - - - - - 28.21

Contribution to Funds
- PPFT - - - - - - 28.92 26.81 28.92 26.81
Total - - - - - - 28.92 26.81 28.92 26.81

Donation
- PSMRI - 0.15 - - - - - - - 0.15

Board & Management Profiles


- Piramal Water Private Limited - - - - - - 0.31 - 0.31 -
Total - 0.15 - - - - 0.31 - 0.31 0.15

Purchase of Assets
- PRL Agastya Private Limited - - - - - - - 52.43 - 52.43
Total - - - - - - - 52.43 - 52.43

Dividend Income/Distribution
- Shriram Capital - - - - - 15.87 - - - 15.87
- Shriram Transport - - - - 24.86 24.86 - - 24.86 24.86
- Shrilekha Business Consultancy - - - - 23.34 - - - 23.34 -
- India Resurgence Fund - Scheme 2 - - - - 4.94 - - - 4.94 -

Statutory Reports
- Shriram City Union - - - - 11.84 10.53 - - 11.84 10.53
- Allergan - - - - 61.25 - - - 61.25 -
- PIOF 0.79 0.67 - - - - - - 0.79 0.67
Total 0.79 0.67 - - 126.23 51.26 - - 127.02 51.93

Finance granted /(repayments)


- Net (including loans and Equity
contribution / Investments in cash or
in kind)
- Piramal Healthcare Inc. (1,578.49) (434.53) - - - - - - (1,578.49) (434.53)
- Piramal Dutch Holdings (79.39) 214.42 - - - - - - (79.39) 214.42
- DRG Holdco (303.22) 39.82 - - - - - - (303.22) 39.82
Financial Statements

- Piramal Dutch IM Holdco B.V. 2,596.66 656.39 - - - - - - 2,596.66 656.39


- Convergence - - (3.56) 8.46 - - - - (3.56) 8.46
- Piramal Fund 15.50 (37.00) - - - - - - 15.50 (37.00)
- Piramal Capital and Housing Finance (750.00) 4,250.00 - - - - - - (750.00) 4,250.00
(refer note below)
- Piramal Holding 81.20 466.42 - - - - - - 81.20 466.42
- PHL Fininvest 8,815.62 - - - 8,815.62 -
- IRAMBPL - - 4.75 5.25 - - - - 4.75 5.25
- IRAPL - - 50.00 - - - - - 50.00 -
- Piramal Ivanhoe Residential Equity Fund 1 - - 122.07 - - - - - 122.07 -

Annual Report 2018-19 249


NOTES
to financial statements for the Year ended March 31, 2019
(` in Crores)
Jointly Controlled Associates & its
Details of Transactions* Subsidiaries Other Related Parties Total
Entities subsidiaries
2019 2018 2019 2018 2019 2018 2019 2018 2019 2018
- India Resurgence Fund - Scheme 2 - - 158.07 - - - - - 158.07 -
- PEL Pharma Inc. (49.21) 48.92 - - - - - - (49.21) 48.92
- Others 38.05 25.11 - - - - - - 38.05 25.11
Total 8,786.72 5,229.55 331.33 13.71 - - - - 9,118.05 5,243.26

Processing fees charged on Loans


- Piramal Capital and Housing Finance 7.27 - - - - - - - 7.27 -
- PHL Fininvest 11.65 - - - - - - - 11.65 -
Total 18.92 - - - - - - - 18.92 -

Interest Income on Loans/Investments


- Piramal Holdings 39.78 5.53 - - - - - - 39.78 5.53
- Piramal Healthcare Inc. 39.11 93.61 - - - - - - 39.11 93.61
- Convergence - - 3.28 4.11 - - - - 3.28 4.11
- Piramal Fund 6.22 9.06 - - - - - - 6.22 9.06
- PHL Fininvest 257.51 - - - - - - - 257.51 -
- Piramal Dutch Holdings N.V. 24.73 72.71 - - - - - - 24.73 72.71
- DRG Holdco Inc. 9.06 14.96 - - - - - - 9.06 14.96
- Piramal Capital and Housing Finance 176.98 41.21 - - - - - - 176.98 41.21
- Piramal Dutch IM Holdco B.V. 120.18 30.62 - - - - - - 120.18 30.62
- Others 4.42 5.41 - - - - - - 4.42 5.41
Total 677.99 273.11 3.28 4.11 - - - - 681.27 277.22

Interest Income on debentures


- Piramal Capital and Housing Finance 2.11 - - - - - - - 2.11 -
- Piramal System 2.16 2.16 - - - - - - 2.16 2.16
Total 4.27 2.16 - - - - - - 4.27 2.16

Interest Expense on loans


- Piramal Capital and Housing Finance 5.17 - - - - - - - 5.17 -
Total 5.17 - - - - - - - 5.17 -

Interest Expense on debentures


- Piramal Capital and Housing Finance 2.42 - - - - - - - 2.42 -
- PHL Fininvest 1.09 - - - - - - - 1.09 -
Total 3.51 - - - - - - - 3.51 -
Interest rates charged to subsidiaries are made at market rates comparable with prevailing rates in the respective geographies. All other transactions were made on normal commercial
terms and conditions and at market rates.
During the year ended March 31, 2019, the Company transferred certain financial assets of ` 2,207.72 Crores (Previous Year : ` 3,001.67 Crores) and certain financial liabilities of ` NIL
(Previous Year : ` 1,272.19 Crores) to Piramal Capital and Housing Finance Limited and financial assets of ` 694.41 Crores (Previous Year : ` NIL) to PHL Fininvest Private Limited, both wholly
owned subsidiaries, for an aggregate consideration of ` 2,902.13 Crores (Previous Year: ` 1,729.48 Crores). Accordingly Profit/ (Loss) after Tax for the year ended March 31, 2019 is not
comparable with the Profit/ (Loss) after Tax of the previous year.
*Excludes transactions with related parties in their capacity as shareholders.

Compensation of key managerial personnel


The remuneration of directors and other members of key managerial personnel during the year was as follows:
(` in Crores)
Particulars 2019 2018
Short-term employee benefits (excluding perquisites) 31.84 30.27
Post-employment benefits 3.08 2.99
Other long-term benefits 0.75 0.65
Commission and other benefits to non-executive/independent directors 3.30 3.22
Total 38.97 37.13

Payments made to the directors and other members of key managerial personnel are approved by the Nomination & Remuneration Committee.

250 Piramal Enterprises Limited


NOTES
to financial statements for the Year ended March 31, 2019
3. Balances of related parties.
(` in Crores)
Jointly Controlled Associates & its
Account Balances Subsidiaries Other related Parties Total
Entities subsidiaries

Strategic Overview
2019 2018 2019 2018 2019 2018 2019 2018 2019 2018
Loans to related parties -
Unsecured (at amortised cost)
- Piramal Healthcare Inc. - 1,603.52 - - - - - - - 1,603.52
- Piramal Holdings - 1,145.52 - - - - - - - 1,145.52
- Piramal Dutch Holdings N.V. 498.36 560.84 - - - - - - 498.36 560.84
- Piramal Dutch IM Holdco B.V. 3,663.07 964.47 - - - - - - 3,663.07 964.47
- PEL Pharma Inc. - 50.04 - - - - - - - 50.04
- DRG Holdco Inc. - 308.78 - - - - - - - 308.78
- Piramal Capital and Housing Finance - 750.00 - - - - - - - 750.00
- PHL Fininvest 6,215.62 - - - - - - 6,215.62 -
- Convergence - - 33.08 37.49 - - - - 33.08 37.49
- Others 92.13 98.54 - - - - - - 92.13 98.54

Management Discussion & Analysis


Total 10,469.18 5,481.71 33.08 37.49 - - - - 10,502.26 5,519.20

Interest payable on loans


from related parties
- Piramal Capital and Housing Finance 1.11 - - - - - - - 1.11 -
Total 1.11 - - - - - - - 1.11 -

Current Account balances


with related parties
- Piramal Healthcare UK 0.71 1.25 - - - - - - 0.71 1.25
- IRAMBPL - - 42.39 17.19 - - - - 42.39 17.19
- Piramal Capital and Housing Finance 39.15 2.17 - - - - - - 39.15 2.17

Board & Management Profiles


- PHL Fininvest 162.00 - - - - - 162.00 -
- Piramal Healthcare, Canada - 0.20 - - - - - - - 0.20
- Piramal Pharma Solutions 0.12 0.22 - - - - - - 0.12 0.22
- Ash Stevens 0.17 0.19 - - - - - - 0.17 0.19
- PCSL - - - - - - - - - -
- PGL - - - - - - 1.36 0.59 1.36 0.59
- PPL - - - - 0.41 0.37 - - 0.41 0.37
- PRL - - - - - - 0.18 0.06 0.18 0.06
- Others 0.85 0.53 0.03 - - - - - 0.88 0.53
Total 203.00 4.56 42.42 17.19 0.41 0.37 1.54 0.65 247.37 22.77

Income Receivable
4.25 - - - 4.25

Statutory Reports
- PIOF 3.61 - - - 3.61
Total 4.25 3.61 - - - - - - 4.25 3.61

Trade Receivables
- Piramal Healthcare UK 90.01 21.05 - - - - - - 90.01 21.05
- PCCI (0.36) 2.52 - - - - - - (0.36) 2.52
- Piramal Critical Care Limited 33.98 - - - - - - - 33.98 -
- PPL - - - - 1.06 1.60 - - 1.06 1.60
- Piramal Pharma Solutions - 0.84 - - - - - - - 0.84
- Ash Stevens 0.64 1.12 - - - - - - 0.64 1.12
- Piramal Critical Care Italia, SPA - 1.52 - - - - - - - 1.52
- Piramal Healthcare, Canada 4.89 4.37 - - - - - - 4.89 4.37
- Allergan - - - - 13.50 7.44 - - 13.50 7.44
Financial Statements

- Others - 0.03 - - - - - - - 0.03


Total 129.16 31.45 - - 14.56 9.04 - - 143.72 40.49

Unbilled Revenue
- Piramal Healthcare UK 8.07 24.85 - - - - - - 8.07 24.85
- Piramal Critical Care Limited 5.54 43.04 - - - - - - 5.54 43.04
Total 13.61 67.89 - - - - - - 13.61 67.89

Annual Report 2018-19 251


NOTES
to financial statements for the Year ended March 31, 2019
(` in Crores)
Jointly Controlled Associates & its
Account Balances Subsidiaries Other related Parties Total
Entities subsidiaries
2019 2018 2019 2018 2019 2018 2019 2018 2019 2018
Deferred Revenue
- Piramal Capital and Housing Finance 28.98 - - - - - - - 28.98 -
- PHL Fininvest 138.34 - - - - - - - 138.34 -
Total 167.32 - - - - - - - 167.32 -

Advance to Vendor
- PPL - - - - 1.10 18.44 - - 1.10 18.44
- PGL - - - - - - 1.78 1.78 1.78 1.78
- Piramal Healthcare UK 0.38 - - - - - - - 0.38 -
Total 0.38 - - - 1.10 18.44 1.78 1.78 3.26 20.22

Long-Term Financial Assets


- Aasan Corporate Solutions - - - - - - 7.28 7.28 7.28 7.28
Total - - - - - - 7.28 7.28 7.28 7.28

Trade Payable
- Piramal Pharma Inc. 29.71 23.22 - - - - - - 29.71 23.22
- Piramal Healthcare UK 3.68 3.10 - - - - - - 3.68 3.10
- PCCI 1.76 9.84 - - - - - - 1.76 9.84
- PCSL - - - - - - 2.70 5.42 2.70 5.42
- PGL - - - - - - 0.38 0.18 0.38 0.18
- Piramal Pharma Solutions, Inc. 0.67 - - - - - - - 0.67 -
- Piramal Capital and Housing Finance 6.14 7.10 - - - - - - 6.14 7.10
- PHL Fininvest 5.54 - - - - - - - 5.54 -
- PRL Agastya Private Limited - - - - - - 0.56 - 0.56 -
- IRAMBPL - - 8.00 - - - - - 8.00 -
- Others - - - - - - 0.04 0.03 0.04 0.03
Total 47.50 43.26 8.00 - - - 3.68 5.63 59.18 48.89

Payable for purchase of debentures


- Piramal Capital and Housing Finance 387.94 - - - - - - - 387.94 -
- PHL Fininvest 144.28 - - - - - - - 144.28 -
Total 532.22 - - - - - - - 532.22 -

Guarantee Commission
Receivable / (Payable)
- Piramal Healthcare UK 0.30 1.60 - - - - - - 0.30 1.60
- Piramal Healthcare Inc. (0.13) (0.13) - - - - - - (0.13) (0.13)
- Piramal Healthcare, Canada 0.03 0.03 - - - - - - 0.03 0.03
- DRG Holdco Inc. 5.23 3.70 - - - - - - 5.23 3.70
- PEL Pharma Inc. 0.40 1.10 - - - - - - 0.40 1.10
- Piramal Critical Care Limited (1.30) 1.00 - - - - - - (1.30) 1.00
- Piramal Capital and Housing Finance 6.04 6.31 - - - - - - 6.04 6.31
- Piramal Critical Care Deutschland GmbH (0.01) 0.04 - - - - - - (0.01) 0.04
- Piramal Critical Care Italia, SPA (0.01) 0.04 - - - - - - (0.01) 0.04
- Convergence - - 0.34 - - - - - 0.34
Total 10.55 13.69 - 0.34 - - - - 10.55 14.03

Guarantees Given
Performance Guarantees Outstanding
- Piramal Healthcare UK 418.10 394.27 - - - - - - 418.10 394.27
- Piramal Critical Care Italia, SPA - 17.31 - - - - - - - 17.31
- Piramal Critical Care Deutschland GmbH - 16.16 - - - - - - - 16.16
Total 418.10 427.74 - - - - - - 418.10 427.74

All outstanding balances are unsecured and are repayable in cash

252 Piramal Enterprises Limited


NOTES
to financial statements for the Year ended March 31, 2019

40. Property, Plant & Equipment, Brands and Trademarks, Investment in Non Convertible Debentures, Inter Corporate Deposits, Other
Financial Assets and specified receivables relating to a wholly owned subsidiary are mortgaged / hypothecated to the extent of ` 10,002.70
Crores (As on March 31, 2018 : ` 4,596 Crores) as a security against long term secured borrowings as at March 31, 2019.

Strategic Overview
Plant & Equipment, Inventories, Trade receivables, Investment in Non Convertible Debentures and Inter Corporate Deposits are
hypothecated as a security to the extent of ` 1,096.67 Crores (As on March 31, 2018 ` 548.94 Crores) against short term secured
borrowings as at March 31, 2019.

(` in Crores)
41. Particulars
March
31, 2019
March
31, 2018

MISCELLANEOUS EXPENSES IN NOTE 34 INCLUDES AUDITORS’ REMUNERATION IN


RESPECT OF:
A) Statutory Auditors:
a) Audit Fees 0.72 0.63

Management Discussion & Analysis


b) Other Services 0.21 0.02
c) Reimbursement of Out of pocket Expenses 0.07 0.05
B) Previous Auditors:
a) Audit Fees - 0.15
b) Other Services - 0.47
c) Reimbursement of Out of pocket Expenses - 0.02
EXPENDITURE CONSIDERED IN EQUITY INCLUDES STATUTORY AUDITORS'
REMUNERATION IN RESPECT OF :
Expenses in relation to Qualified Institutional Placement and Rights Issue - 0.31
EXPENDITURE CONSIDERED IN EQUITY INCLUDES PREVIOUS AUDITORS'
REMUNERATION IN RESPECT OF :
Expenses in relation to Qualified Institutional Placement and rights issue - 1.13

Board & Management Profiles


42. Disclosures as required by the Micro, Small and Medium Enterprises Development Act, 2006 ("MSMED Act") are as under:
(` in Crores)
As at As at
Particulars
March 31, 2019 March 31, 2018

Principal amount due to suppliers registered under the MSMED Act and remaining unpaid as at year end 11.13 8.23
Interest due to suppliers registered under the MSMED Act and remaining unpaid as at year end 6.19 5.67
Principal amounts paid to suppliers registered under the MSMED Act, beyond the appointed day during the year 109.90 94.41
Interest paid, other than under Section 16 of MSMED Act, to suppliers registered under the MSMED Act, beyond the - -
appointed day during the year
Interest paid, under Section 16 of MSMED Act, to suppliers registered under the MSMED Act, beyond the appointed day - -

Statutory Reports
during the year
Interest due and payable towards suppliers registered under MSMED Act, for payments already made 2.12 2.43
Further interest remaining due and payable for earlier years 4.07 3.24
The above information regarding Micro, Small and Medium Enterprises has been determined to the extent such parties have been identified
on the basis of information available with the Company.

43. The Company has advanced loans to its subsidiary companies. The disclosures pursuant to Regulation 34(3) read with para A of Schedule
V to Securities and Exchange Board of India (Listing Obligations and Disclosure Requirements) Regulations, 2015. Financial Statements

Annual Report 2018-19 253


NOTES
to financial statements for the Year ended March 31, 2019
Principal amounts outstanding as at the year-end were:
(` in Crores)
As at As at
Subsidiary Companies
March 31, 2019 March 31, 2018
Piramal Holdings (Suisse) SA - 1,143.60
Piramal Healthcare Inc. - 1,578.49
Piramal Systems & Technologies Private Limited 15.68 14.88
Piramal Dutch Holdings N.V. 480.67 560.06
Piramal Dutch IM Holdco B.V. 3,532.38 935.72
Piramal Fund Management Private Limited 66.75 51.25
DRG Analytics & Insights Private Ltd - 25.00
Piramal Capital & Housing Finance Limited (Refer Note 4) - 750.00
PEL Pharma Inc. - 49.21
DRG Holdco Inc. - 303.22
PHL Fininvest Private Limited 6,215.62 -
Piramal Consumer Products Private Limited 0.05 -

The maximum amounts due during the year were:


(` in Crores)
Subsidiary Companies 2018-19 2017-18
PHL Fininvest Private Limited 7,376.85 -
Piramal Healthcare Inc. 1,762.93 2,026.52
Piramal Holdings (Suisse) SA 1,227.49 1,143.60
Piramal Fund Management Private Limited 66.75 88.25
Piramal Capital & Housing Finance Limited (Refer Note 4) 5,314.00 1,700.00
Piramal Systems & Technologies Private Limited 15.68 14.88
Piramal Dutch Holdings N.V. 549.78 1,639.34
DRG Holdco Inc. 369.34 315.89
Piramal Dutch IM Holdco B.V. 3,692.16 935.72
PEL Pharma Inc. 54.66 49.49
DRG Analytics & Insights Private Ltd. 25.00 25.00
Piramal Consumer Products Private Limited 0.05 -

44. The Company’s significant operating lease arrangements are mainly in respect of residential / office premises and computers. The aggregate
lease rentals payable on these leasing arrangements are charged as rent under "Other Expenses" in Note 34.

These lease arrangements are for a period ranging from one year to five years and are in most cases renewable by mutual consent, on
mutually agreeable terms.

Future minimum aggregate lease rentals payable in respect of non-cancellable operating leases have been mentioned below:

(` in Crores)
As at
Payable
March 31, 2019 March 31, 2018
Not Later than one year 14.81 14.99
Later than one year but not later than five years 3.39 19.27
Later than five years - -

254 Piramal Enterprises Limited


NOTES
to financial statements for the Year ended March 31, 2019

45. 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:

Strategic Overview
For the Year Ended
Particulars
March 31, 2019 March 31, 2018
1. Profit/ (Loss) after tax (` in Crores) (861.98) 518.47
2. Weighted Average Number of Equity Shares for calculating Basic EPS (nos.) 198,627,849 181,773,892
3. Weighted Average Potential Equity Shares in respect of right shares reserved for CCD holders and right shares held in # 54,227
abeyance (nos.)
4. Total Weighted Average Number of Equity Shares for calculating Diluted EPS (nos.) # 181,828,119
5. Earnings Per Share - Basic attributable to Equity Shareholders (`) (1/2) (43.40) 28.52
6. Earnings Per Share - Diluted attributable to Equity Shareholders (`) (1/4) # (43.40) 28.51
7. Face value per share (`) 2.00 2.00
# Since there is a loss, after exceptional item, for the year ended March 31, 2019 , potential equity shares are not considered as dilutive and hence Diluted EPS is same as Basic EPS.

Management Discussion & Analysis


Earnings per share (Basic and Diluted) for the year ended March 31, 2018 has been retrospectively adjusted for effect of Rights Issue as stated
in Note 52(b).

Following information is presented to disclose the effect on net profit after tax, Basic and Diluted EPS, without the effect of exceptional item
(Refer Note 35):

(` in Crores)
For the Year Ended
Particulars
March 31, 2019
Loss After Tax (861.98)
Add: Impact of Exceptional item (Refer Note 35) 1,287.96
Adjusted Profit After Tax 425.98

Board & Management Profiles


Basic EPS for the period (`) (Refer Note 52(b))
As reported in S. No. 5 above (43.40)
Add: Impact of Exceptional item 64.85
Adjusted Basic EPS 21.45
Diluted EPS for the period (`) (Refer Note 52(b))
As reported in in S. No. 6 above (43.40)
Add: Impact of Exceptional item 64.76
Adjusted Diluted EPS 21.36

46. The Company manages its capital to ensure that it will be able to continue as going concern while maximising the return to stakeholders
through the optimisation of the debt and equity balance. The capital structure of the Company consists of net debt (borrowings as detailed
in notes 18, 22 and 23 offset by cash and bank balances) and total equity of the Company.

Statutory Reports
The Company determines the amount of capital required on the basis of annual as well as long term operating plans and other strategic
investment plans. The funding requirements are met through non convertible debt securities or other long-term /short-term borrowings.
The Company monitors the capital structure on the basis of total debt to equity ratio and maturity profile of the overall debt portfolio of
the Company.

The capital components of the Company are as given below:


(` in Crores)
As at March 31, As at March 31,
2019 2018
Equity 19,525.24 21,336.85
Total Equity 19,525.24 21,336.85
Financial Statements

Borrowings - Non Current 4,619.83 4,011.56


Borrowings - Current 6,616.19 7,979.17
Current Maturities of Long Term Debt 6,238.07 2,609.76
Total Debt 17,474.09 14,600.49
Cash & Cash equivalents (23.39) (521.94)
Net Debt 17,450.70 14,078.55
Debt/Equity Ratio 0.89 0.66
The terms of the Secured and unsecured loans and borrowings contain certain financial covenants primarily requiring the Company to maintain
certain financial ratios like Total Debt to Total Net Worth, Interest Coverage Ratio, Fixed Asset Cover ratio, Minimum net worth conditions, etc.
The Company is broadly in compliance with the said covenants and the banks have generally waived / condoned such covenants.

Annual Report 2018-19 255


NOTES
to financial statements for the Year ended March 31, 2019

47. RISK MANAGEMENT


The Company’s activities expose it to market risk, liquidity risk and credit risk. The Company has an independent and dedicated Enterprise
Risk Management (ERM) system to identify, manage and mitigate business risks. The Senior Mangaement along with a centralized treasury
manages the liquidity and interest rate risk on the balance sheet.

This note explains the sources of risk which the entity is exposed to and how the entity manages the risk and the impact of hedge
accounting in the financial statements

Risk Exposure arising from Management


Liquidity risk Borrowings and other The Senior Management along with centralized treasury deliberates on the static liquidity gap statement, future
liabilities asset growth plans, tenor of assets, market liquidity and pricing of various sources of funds. It decides on the
optimal funding mix taking into consideration the asset strategy and a focus on diversifying sources of funds.
Market risk - Interest Long-term borrowings at The Senior Management along with centralized treasury reviews the interest rate gap statement and the mix of
rate variable rates floating and fixed rate assets and liabilities.
Market risk - Securities Equity Investment The Company continue to effectively evaluate various risks involved in underlying assets, before and after
price risks making any such strategic investments.
Market risk - Foreign Transactions denominated The centralised treasury function aggregates the foreign exchange exposure and takes measures to hedge the
exchange in foreign currency exposure based on prevalent macroeconomic conditions.
Credit risk Cash and cash equivalents, Diversification of bank deposits, credit limits and letters of credit
trade receivables, Each investment in financial services is assessed by the investment team as well as independent risk team on
derivative financial the risk-return framework. The combined analysis of these teams is presented to the Investment Committee
instruments, financial for investment decision. The risk is being partly mitigated by setting up a concentration risk framework, which
assets measured at incentivises business units to diversify portfolio across counterparties, sectors and geographies.
amortised cost.

a. Liquidity Risk Management


Liquidity Risk refers to insufficiency of funds to meet the financial obligations. Liquidity Risk Management implies maintenance of sufficient
cash and marketable securities and the availability of funding through an adequate amount of committed credit lines to meet obligations
when due.

The Senior Management along with centralized treasury is responsible for the management of the Company's short-term, medium-term
and long-term funding and liquidity management requirements. The Company manages liquidity risk by maintaining adequate reserves,
banking facilities and by continuously monitoring forecast and actual cash flows, and by assessing the maturity profiles of financial assets
and liabilities. The Company has access to undrawn borrowing facilities at the end of each reporting period, as detailed below:

The Company has the following undrawn credit lines available as at the end of the reporting period.
(` in Crores)
Particulars March 31, 2019 March 31, 2018
- Expiring within one year 11,069.56 6,814.50
- Expiring beyond one year - -
11,069.56 6,814.50

Note: This includes Non-Convertible Debentures, Inter Corporate Deposits and Commercial Papers where only credit rating has been obtained
and which can be issued, if required, within a short period of time. Further, the facilities related to Commercial Papers are generally rolled over .

The following tables detail the Company's remaining contractual maturity for its non-derivative financial liabilities with agreed repayment
periods. The tables have been drawn up based on the undiscounted cash flows of financial liabilities based on the earliest date on which the
Company can be required to pay. The tables include both interest and principal cash flows. To the extent that interest flows are floating rate,
the rate applicable as of reporting period ends respectively has been considered.
(` in Crores)
March 31, 2019
Maturities of Financial Liabilities Upto 1 year 1 to 3 years 3 to 5 years 5 years & above
Borrowings 13,449.99 5,339.30 7.80 51.68
Trade Payables 564.80 - - -
Other Financial Liabilities 97.80 0.74 - -
14,112.59 5,340.04 7.80 51.68

March 31, 2018


Maturities of Financial Liabilities Upto 1 year 1 to 3 years 3 to 5 years 5 years & above
Borrowings 10,916.95 4,319.91 18.75 55.60
Trade Payables 543.57 - - -
Other Financial Liabilities 115.71 3.54 - -
11,576.23 4,323.45 18.75 55.60

256 Piramal Enterprises Limited


NOTES
to financial statements for the Year ended March 31, 2019

The following table details the Company's expected maturity for its non-derivative financial assets. The table has been drawn up based on the
undiscounted contractual maturities of the financial assets including interest that will be earned on those assets. The inclusion of information

Strategic Overview
on non-derivative financial assets is necessary in order to understand the Company's liquidity risk management as the liquidity is managed on
a net asset and liability basis. Hence, maturities of the relevant assets have been considered below.
(` in Crores)
March 31, 2019
Maturities of Financial Assets Upto 1 year 1 to 3 years 3 to 5 years 5 years & above
Investments & Loans 1,153.94 2,933.61 899.69 2,554.89
Loans to related parties 1,020.76 1,533.59 7,471.97 4,932.15
Trade Receivables 646.58 - - -
2,821.28 4,467.20 8,371.66 7,487.04

March 31, 2018


Maturities of Financial Assets Upto 1 year 1 to 3 years 3 to 5 years 5 years & above

Management Discussion & Analysis


Investments & Loans 3,823.52 6,789.12 2,297.71 4,000.63
Loans to related parties 341.12 1,225.29 475.29 5,378.66
Trade Receivables 520.07 - - -
4,684.71 8,014.41 2,773.00 9,379.29

The balances disclosed in the table above are the contractual undiscounted cash flows. Balances due within 12 months equal their carrying
balances as the impact of discounting is not significant

In case of loan commitments, the expected maturities are as under:


(` in Crores)
Particulars March 31, 2019 March 31, 2018
Upto 3 year Upto 5 year Upto 1 year
Commitment to invest in ICDs of Piramal Capital & Housing Finance Limited 7,250.00 - -

Board & Management Profiles


Commitment to invest in ICDs of PHL Fininvest Private Limited - 3,784.38 -
Commitment to invest in ICDs - Others - - 5.00
Total 7,250.00 3,784.38 5.00

(` in Crores)
Particulars March 31, 2019 March 31, 2018
1 to 3 years 1 to 3 years
Commitment to invest in AIF 54.62 75.00
Total 54.62 75.00

Company has below commitments to invest in AIF in addition to above which will be invested as and when suitable investment opportunity
arises:

Statutory Reports
Commitment as on March 31, 2019
Balance Balance
Total Commitment Total Commitment
Fund Name Commitment Commitment
(USD Million) (` Crores)
(USD Million) (` Crores)
India Resurgence Fund - Scheme 2 100.00 77.14 691.63 533.56
Piramal Ivanhoe Residential Equity Fund 1 250.00 232.35 1,729.08 1,607.01

Commitment as on March 31, 2018


Balance Balance
Total Commitment Total Commitment
Fund Name Commitment Commitment
(USD Million) (` Crores)
(USD Million) (` Crores)
Financial Statements

India Resurgence Fund - Scheme 2 100.00 100.00 651.82 651.82


Piramal Ivanhoe Residential Equity Fund 1 250.00 250.00 1,629.55 1,629.55

Annual Report 2018-19 257


NOTES
to financial statements for the Year ended March 31, 2019
b. Interest Rate Risk Management
The Company is exposed to interest rate risk as it has assets and liabilities based on floating interest rates as well. Senior Management
along with centralised treasury assess the interest rate risk run by it and provide appropriate guidelines to the treasury to manage
the risk. The Senior Management along with centralised treasury reviews the interest rate risk on periodic basis and decides on the
asset profile and the appropriate funding mix. The Senior Management along with centralised treasury reviews the interest rate gap
statement and the interest rate sensitivity analysis.

The exposure of the Company's borrowings to the interest rate risk at the end of the reporting period is mentioned below:

(` in Crores)
Particulars March 31, 2019 March 31, 2018
Variable rate borrowings 3,293.95 2,275.28
Fixed rate borrowings 14,082.80 12,168.90
17,376.75 14,444.18

The sensitivity analysis below have been determined based on the exposure to interest rates for assets and liabilities at the end of the reporting
period. For floating rate assets and liabilities, the analysis is prepared assuming the amount of the liabilities/assets outstanding at the end of the
reporting period was outstanding for the whole year and the rates are reset as per the applicable reset dates. The basis risk between various
benchmarks used to reset the floating rate assets and liabilities has been considered to be insignificant.

If interest rates related to FCNR borrowings had been 25 basis points higher/lower and all other variables were held constant,and other
borrowings had been 100 basis points higher /lower and all other variables were held constant, the Company's

- Profit before tax for the year ended/Other Equity (pre-tax) as on March 31, 2019 would decrease/increase by ` 1.99 Crores for FCNR Borrowing
(Previous year Nil) and ` 24.98 Crores for other borrowings totalling to ` 26.97 Crores (Previous year ` 22.75 Crores) respectively. This is
attributable to the Company’s exposure to borrowings at floating interest rates.

If interest rates related to loans given / debentures invested had been 100 basis points higher/lower and all other variables were held constant,
the Company's

- Profit before tax for the year ended/Other Equity (pre-tax) as on March 31, 2019 would increase/decrease by ` 117.42 Crores (Previous year
` 84.50 Crores). This is attributable to the Company’s exposure to lendings at floating interest rates.

c. Other price risks


The Company is exposed to equity price risks arising from equity investments and classified in the balance sheet at fair value through
Other Comprehensive Income.

Equity price sensitivity analysis:


The table below summarises the impact of increases/decreases (pre-tax) on the Company's Equity and OCI for the period. Analysis
is based on the assumption that equity index had increased/decreased by 5% with all the other variables held constant, and these
investments moved in the line with the index.

(` in Crores)
Impact on OCI
Particulars
March 31, 2019 March 31, 2018
NSE Nifty 100, Increase by 5% 205.22 232.80
NSE Nifty 100, Decrease by 5% (205.22) (232.80)

The Company has designated the following securities as FVTOCI Investments:


Shriram City Union Finance Limited
Shriram Transport Finance Company Limited
The Company chose this presentation alternative because the investment were made for strategic purposes rather than with a view to make
profit on subsequent sale, and there are no plans to dispose of these investments.

258 Piramal Enterprises Limited


NOTES
to financial statements for the Year ended March 31, 2019
d. Foreign Currency Risk Management
The Company is exposed to Currency Risk arising from its trade exposures and Capital receipt / payments denominated, in other than
the Functional Currency. The Company has a detailed policy which includes setting of the recognition parameters, benchmark targets,
the boundaries within which the treasury has to perform and also lays down the checks and controls to ensure the effectiveness of

Strategic Overview
the treasury function.

The Company has defined strategies for addressing the risks for each category of exposures (e.g. for exports , for imports, for loans,
etc.). The centralised treasury function aggregates the foreign exchange exposure (Foreign Currency (FC)) and takes measures to
hedge the exposure based on prevalent macro-economic conditions.

a) Derivatives outstanding as at the reporting date

As at March 31, 2019 As at March 31, 2018


Firm commitment and highly probable forecast transaction
FC in Millions ` in Crores FC in Millions ` in Crores
Forward contracts to sell USD / INR 45.00 320.44 78.00 519.49
Forward contracts to sell EUR / USD 9.00 71.92 - -

Management Discussion & Analysis


b) Particulars of foreign currency exposures as at the reporting date
As at March 31, 2019 As at March 31, 2018
Currencies Trade receivables Advances from customers Trade receivables
FC in Millions ` in Crores FC in Millions ` in Crores FC in Millions ` in Crores
AUD 0.07 0.35 0.04 0.22 0.09 0.45
EUR 6.44 50.02 - - 2.47 20.00
GBP 0.86 7.77 - - 0.47 4.32
USD 46.99 325.00 2.80 17.94 46.87 305.86
SGD 0.02 0.09 - - - -
NZD - - - - - -
CAD 0.41 2.11 - - - -

Board & Management Profiles


As at March 31, 2019 As at March 31, 2018
Currencies Trade payables Advances to vendors Trade payables
FC in Millions ` in Crores FC in Millions ` in Crores FC in Millions ` in Crores
AUD * * * * 0.01 0.06
CAD * * * * 0.01 0.04
CHF 0.39 2.72 0.09 0.61 0.10 0.69
EUR 1.35 10.47 1.23 9.96 1.60 12.94
GBP 0.19 1.68 0.06 0.53 0.03 0.30
THB 0.29 0.06 0.38 0.08 0.29 0.06
SEK 0.03 0.02 - - 0.03 0.02
USD 7.55 52.19 3.06 19.93 13.40 87.32

Statutory Reports
NZD * 0.01 - - * *
JPY 0.30 0.02 1.40 8.63 1.62 9.98
SGD * * - - * *

As at March 31, 2019 As at March 31, 2018


Currencies
Loan from Banks Loan from Banks
FC in Millions ` in Crores FC in Millions ` in Crores
USD 121.02 836.95 88.16 574.64

As at March 31, 2019 As at March 31, 2018


Current Account Balances Current Account Balances
Currencies Loans to Related Parties Loans to Related Parties
Financial Statements

receivable (payable) receivable (payable)


FC in Millions ` in Crores FC in Millions ` in Crores FC in Millions ` in Crores FC in Millions ` in Crores
USD 507.68 3,511.10 20.54 142.06 454.02 2,959.04 (1.87) (12.22)
GBP 11.64 105.34 0.17 1.54 11.66 107.53 * *
EUR 46.99 364.89 7.34 57.03 189.96 1,535.26 0.86 6.99
CHF 4.57 31.72 0.18 1.23 4.58 31.34 * *
* Amounts are below the rounding off norms adopted by the Company

Annual Report 2018-19 259


NOTES
to financial statements for the Year ended March 31, 2019
c) Sensitivity Analysis:
Of the above, the Company is mainly exposed to USD, GBP, EUR & CHF. Hence the following table analyses the Company's Sensitivity to a
5% increase and a 5% decrease in the exchange rates of these currencies against INR.

Particulars For the year ended March 31, 2019 For the year ended March 31, 2018
Currencies Increase Total Assets Total Change in Impact on Total Assets Total Change in Impact on
/Decrease in FC Liabilities exchange rate Profit or Loss in FC (in Liabilities exchange rate Profit or Loss
(in Millions) in FC (In (in ` ) before tax/ Millions) in FC (In (in ` ) before tax/
Millions) Other Equity Millions) Other Equity
(pre-tax) for (pre-tax) for
the year the year
(in ` Crores) (in ` Crores)
USD Increase by 5%** 575.21 128.56 3.46 154.45 503.95 106.23 3.26 129.60
USD Decrease by 5%** 575.21 128.56 (3.46) (154.45) 503.95 106.23 (3.26) (129.60)
GBP Increase by 5%** 12.67 0.19 4.53 5.65 12.18 0.03 4.61 5.60
GBP Decrease by 5%** 12.67 0.19 (4.53) (5.65) 12.18 0.03 (4.61) (5.60)
EUR Increase by 5%** 60.77 1.35 3.88 23.07 194.53 1.60 4.04 77.96
EUR Decrease by 5%** 60.77 1.35 (3.88) (23.07) 194.53 1.60 (4.04) (77.96)
CHF Increase by 5%** 4.75 0.39 3.47 1.51 4.67 0.10 3.42 1.56
CHF Decrease by 5%** 4.75 0.39 (3.47) (1.51) 4.67 0.10 (3.42) (1.56)
** Holding all the other variables constant

e. Accounting for cash flow hedge


The objective of hedge accounting is to represent, in the Company’s financial statements, the effect of the Company’s use of financial
instruments to manage exposures arising from particular risks that could affect profit or loss. As part of its risk management strategy,
the Company makes use of financial derivative instruments, such as foreign currency range forwards and forward exchange contracts for
hedging the risk arising on account of highly probable foreign currency forecast sales.

The Company has a Board approved policy on assessment, measurement and monitoring of hedge effectiveness which provides a
guideline for the evaluation of hedge effectiveness, treatment and monitoring of the hedge effective position from an accounting and risk
monitoring perspective. Hedge effectiveness is ascertained at the time of inception of the hedge and periodically thereafter. The Company
assesses hedge effectiveness on prospective basis. The prospective hedge effectiveness test is a forward looking evaluation of whether or
not the changes in the fair value or cash flows of the hedging position are expected to be highly effective in offsetting the changes in the
fair value or cash flows of the hedged position over the term of the relationship.

For derivative contracts designated as hedge, the Company documents, at inception, the economic relationship between the hedging
instrument and the hedged item, the hedge ratio, the risk management objective for undertaking the hedge and the methods used to
assess the hedge effectiveness. The derivative contracts have been taken to hedge foreign currency fluctuations risk arising on account of
highly probable foreign currency forecast sales.

(i) Forward Exchange Contract


The Company applies cash flow hedge to hedge the variability arising out of foreign exchange currency fluctuations on account of
highly probable forecast sales. Such contracts are generally designated as cash flow hedges.

The Company determines the existence of an economic relationship between the hedging instrument and hedged item based on the
currency, amount and timing of their respective cash flows. The forward exchange forward contracts are denominated in the same
currency as the highly probable future sales, therefore the hedge ratio is 1:1. Further, the entity has excluded the foreign currency
basis spread and takes such excluded element through the income statement. Accordingly, the Company designates only the spot rate
in the hedging relationship.

Hedge effectiveness is assessed through the application of dollar offset method and designation of spot rate as the hedging instrument.
The excluded portion of the foreign currency basis spread is taken directly through income statement.

260 Piramal Enterprises Limited


NOTES
to financial statements for the Year ended March 31, 2019
The table below enumerates the Company’s hedging strategy, typical composition of the Company’s hedge portfolio, the instruments
used to hedge risk exposures and the type of hedging relationship for the year ended March 31, 2019:

Sr Type of risk/ Type of hedging


Hedged item Description of hedging strategy Hedging instrument Description of hedging instrument

Strategic Overview
No hedge position relationship
1 Foreign Highly probable Foreign currency denominated Foreign exchange Forward contracts are contractual Cash flow hedge
Currency hedge forecast sales highly probable forecast sales forward contract agreements to buy or sell a specified
is converted into functional financial instrument at a specific price and
currency using a forward date in the future. These are customized
contract. contracts transacted in the over–the–
counter market. Further, the foreign
currency basis spread is separated and
accounted for at FVTPL. Accordingly, only
the spot rate has been designated in the
hedging relationship.

There were no foreign exchange forward contracts which were designated in a hedge relationship for the year ended March 31, 2018.

Management Discussion & Analysis


The tables below provide details of the derivatives that have been designated as cash flow hedges for the periods presented:

As at March 31, 2019


(` in Crores)
Amount
Derivative Derivative Line item in
Notional Change in fair Ineffectiveness reclassified from Line item in profit
Financial Financial profit or loss that
principal value for the year recognized in cash flow hedging or loss affected by
Instruments - Instruments – includes hedge
amounts recognized in OCI profit or loss reserve to profit the reclassifica-tion
Assets Liabilities ineffective-ness
or loss
Foreign exchange 4.50 (USD) 11.61 - 3.33 - Not applicable - Not applicable
forward contracts
Foreign exchange 0.90 (Euro) 0.88 - 0.32 - Not applicable - Not applicable

Board & Management Profiles


forward contracts

The table below provides a profile of the timing of the notional amounts of the Company’s hedging instruments (based on residual tenor) along
with the average price or rate as applicable by risk category:

As at March 31, 2019


Total Less than 1 year 1-5 years Over 5 years
Foreign currency risk:
Forward exchange contracts 4.50 Crores (USD) 4.50 Crores (USD) - -
Forward exchange contracts 0.90 Crores (Euro) 0.90 Crores (Euro) - -
Average INR:USD forward contract rate 70.83 70.83 - -
Average INR:EURO forward contract rate 79.90 79.90 - -

(ii) Cross-currency interest rate swap (CCIRS)

Statutory Reports
(During the year : Nil) During the previous year, the Company has taken foreign currency floating rate borrowings which are linked to
LIBOR. For managing the foreign currency risk and interest rate risk arising from changes in LIBOR on such borrowings, the Company
had entered into cross-currency interest rate swap (CCIRS) for the entire loan liability. The Company had designated the CCIRS (hedging
instrument) and the borrowing (hedged item) into a hedging relationship and applies hedge accounting.

Under the terms of the CCIRS, the Company pays interest at the fixed rate to the swap counterparty in INR and receives the floating
interest payments based on LIBOR in foreign currency. As the critical terms of the hedged item and the hedging instrument (notional,
interest periods, underlying and fixed rates) are matching and the interest cash flows are off-setting, an economic relationship
exists between the two. This ensures that the hedging instrument and hedged item have values that generally move in the opposite
direction.
Financial Statements

Hedge Effectiveness Testing is assessed at designation date of the hedging relationship, and on an ongoing basis. The ongoing
assessment is performed at a minimum at each reporting date or upon a significant change in circumstances affecting the hedge
effectiveness requirements, whichever comes first.

The date on which CCIRS and the borrowings were designated into hedging relationship is later than the date on which the respective
contracts were entered into. This timing difference resulted into hedge ineffectiveness to a certain extent, the effect of which was
recognised in the Statement of Profit and Loss in the previous year."

Annual Report 2018-19 261


NOTES
to financial statements for the Year ended March 31, 2019
Following table provides quantitative information regarding the hedging instrument as on March 31, 2018:
(` in Crores)
Type of hedge and Nominal value Carrying amount Maturity date Hedge ratio Average contracted Changes in fair Changes in the
risks of hedging fixed interest rate value of hedging value of hedged
instruments instrument used item used as
(included under as the basis for the basis for
"other current recognising hedge recognising hedge
and non- ineffective-ness ineffective-ness
current financial
liabilities")
Cash Flow Hedge :
Foreign currency - - N/A N/A N/A N/A N/A
and Interest rate risk

Following table provides the effects of hedge accounting on financial performance for the year ended March 31, 2018:
(` in Crores)
Type of hedge-Cash flow hedge Changes in the value Hedge ineffectiveness Amount reclassified from Line-item affected in
of hedging instruments recognised in profit or loss cash flow hedge reserve statement of profit or loss
recognised in Other to profit or loss because of reclassification
comprehensive income
Interest Rate Risk and Foreign Exchange Risk :
For the year ended March 31, 2018 4.26 - 4.06 Finance Cost
- - - Foreign Exchange
(gain)/loss

(iii) The following table provides a reconciliation by risk category of the components of equity and analysis of OCI items resulting from
hedge accounting:
Movement in Cash flow hedge reserve for the years ended Amount in Crores

As on April 1, 2017 0.13


Changes in fair value of CCIRS (4.26)
Amounts reclassified to profit or loss 4.06
Deferred taxes related to above 0.07
As on March 31, 2018 -
Foreign exchange forward contracts 5.61
Amounts reclassified to profit or loss -
Deferred taxes related to above (1.96)
Closing balance 3.65

f. Credit Risk
Typically, the receivables of the Company can be classified in 2 categories:

1. Pharma Trade Receivables


2. Financial Services business -
i) Loan Book primarily comprising of Real estate developers, Infrastructure Companies and Others ; and
ii) Strategic Investment made in other corporate bodies.

Please refer Note 10 for risk mitigation techniques followed for Pharma Trade Receivables. Risk mitigation measures for Financial
Services business primarily comprising of Real Estate Developers and Corporate Finance Groups are explained in the note below.

The credit risk on liquid funds and other financial instruments is limited because the counterparties are banks with high credit-ratings
assigned by credit-rating agencies or mutual funds.

Financial Services Business


Credit risk refers to the risk that counterparty will default on its contractual obligations resulting in financial loss to the Company.
The Company has adopted a policy of dealing with creditworthy counterparties and obtaining sufficient collateral, where appropriate,
as a means of mitigating the risk of financial loss from defaults. The risk management team has developed proprietary internal rating
model to evaluate risk return trade-off for the loans and investments done by the Company. The output of traditional credit rating
model is an estimate of Probability of Default (PD). These models are different from the traditional credit rating models as they
integrate both PD and Loss Given Default (LGD) into a single model. "

262 Piramal Enterprises Limited


NOTES
to financial statements for the Year ended March 31, 2019
The lending exposure includes lending to the below sectors :

Sectors Exposure as at
March 31, 2019 March 31, 2018

Strategic Overview
Real Estate 90.32% 78.38%
Infrastructure 9.18% 21.36%
Others 0.50% 0.26%

Credit Risk Management


Credit risk management is achieved by considering various factors like :
• Cash flow at risk – This is an assessment of the standalone project or business from which interest servicing and principal
repayment is expected to be done.
• Security cover – This is an assessment of the value of the security under stress scenario which is further adjusted for factors like
liquidity, enforceability, transparency in valuation etc. of the collateral.
• Promoter strength – This is an assessment of the promoter from financial, management and performance perspective.
• Exit – This is an assessment of the liquidity of the loan or investment.

Management Discussion & Analysis


The output from each of the analysis is converted to a risk weight equivalent. Each of the four components of the risk analysis are
assigned a specific weight which differ based on type of investment. The risk weight is then converted into capital requirement. The
required capital and the return is combined to create a metric which is used for deal assessment.

Based on the above assessment the risk team categorises the deals in to the below Risk Grades
- Good Deals with very high risk adjusted returns
- Investment Grade Deals with high risk adjusted returns
- Management Review Grade Deals with risk adjusted returns required as per lending policy
- Not Advisable Grade Deals with lower than required risk adjusted returns
Further, a periodic review of the performance of the portfolio is also carried out by the Risk Group. The Risk Group adjusts the stress
case considered during the initial approval based on actual performance of the deal, developments in the sector, regulatory changes

Board & Management Profiles


etc. The deal level output is combined to form a portfolio snapshot. The trends from portfolio are used to provide strategic inputs to
the management.

Provision for Expected Credit Loss


The Company considers the probability of default upon initial recognition of asset and whether there has been a significant increase
in credit risk on an ongoing basis throughout each reporting period. To assess whether there is a significant increase in credit risk
the Company compares the risk of a default occurring on the asset as at the reporting date with the risk of default as at the date of
initial recognition. It considers available reasonable and supportive forwarding looking parameters, which are both qualitative and
quantitative. These parameters have been detailed in Note no.vi of Significant Accounting Policies. Based on the result yielded by the
above assessment the Financial assets are classified into (1) Standard (Performing) Asset, (2) Significant Credit Deteriorated (Under-
Performing) Asset (3) Default (Non-Performing) Asset (Credit Impaired).

Statutory Reports
Macroeconomic information (such as regulatory changes, market interest rate or growth rates) is incorporated as part of the internal
rating model.

In general, it is presumed that credit risk has significantly increased since initial recognition if the payments are more than 30 days past
due.

F or the purpose of expected credit loss analysis the Company defines default as any asset with more than 90 days overdues. This is
also as per the rebuttable presumption provided by the standard."

The Company provides for expected credit loss based on the following:
Category - Description Basis for Recognition of Expected Credit Loss
Stage 1 - Standard (Performing) Assets 12 month ECL
Financial Statements

Stage 2 - Significant Credit Deteriorated Assets Life time ECL


Stage 3 - Default (Non-Performing) Assets (Credit Impaired) Life time ECL
The Company has developed a PD Matrix consisting of various parameters suitably tailored for various facilities like grade of the
borrower, past overdue history, status from monthly asset monitoring report, deal IRR, deal tenure remaining etc.

Based on these parameters the Company has computed the PD. The Company has also built in model scorecards to determine the
internal LGD. However, since there has been no default history to substantiate the internal LGD, the Company has made use of a
combination of both internal as well as external LGD.

Annual Report 2018-19 263


NOTES
to financial statements for the Year ended March 31, 2019
Expected Credit Loss as at end of the Reporting period:
As at March 31, 2019
(` in Crores)
Carrying Amount
Gross Carrying Expected
Particulars Asset Group net of impairment
Amount (Exposure) Credit Loss
provision
Very High quality liquid assets/ Related Party Loans Receivable from Related Parties 10,760.18 - 10,760.18
Other Financial Assets & Loans 102.07 - 102.07
Assets for which credit risk has not significantly Investments at amortised cost 4,112.35 51.74 4,060.61
increased from initial recognition
Loans at amortised cost 21.07 - 21.07
Assets for which credit risk has increased Investments at amortised cost 324.64 39.65 284.99
significantly and assets which are credit impaired
Loans at amortised cost 121.68 46.03 75.65
Total 15,441.99 137.42 15,304.57

As at March 31, 2018


(` in Crores)
Carrying Amount
Gross Carrying Expected Credit
Particulars Asset Group net of impairment
Amount (Exposure) Loss
provision
Very High quality liquid assets/Related party loans Receivable from Related Parties 5,556.00 - 5,556.00
Other Financial Assets & Loans 999.61 - 999.61
Assets for which credit risk has not significantly Investments at amortised cost 6,200.06 78.78 6,121.28
increased from initial recognition
Loans at amortised cost 2,306.04 32.69 2,273.35
Assets for which credit risk has increased Investments at amortised cost 268.09 10.07 258.02
significantly and assets which are credit impaired
Loans at amortised cost 32.67 32.67 -
Total 15,362.47 154.21 15,208.26

i) Reconciliation of Loss Allowance


For the year ended March 31, 2019
(` in Crores)
Loss allowance measured at life-time
expected losses
Financial assets
Investments and Loans Loss allowance
for which credit Financial assets
measured at 12
risk has increased which are credit-
month expected
significantly and impaired
losses
not credit-impaired
Balance at the beginning of the year 111.47 10.07 32.67
Transferred to Lifetime ECL not credit impaired (1.70) 1.70 -
Transferred to Lifetime ECL credit impaired - collective provision (1.78) - 1.78
Transferred to Lifetime ECL credit impaired - specific provision (9.91) 9.91
Charge to Statement of Profit and Loss
On Account of Rate Change 0.39 2.81 36.65
On Account of Disbursements 37.69 - -
On Account of Repayments/Transfers * (94.33) - -
Balance at the end of the year 51.74 4.67 81.01

264 Piramal Enterprises Limited


NOTES
to financial statements for the Year ended March 31, 2019
For the year ended March 31, 2018
(` in Crores)
Loss allowance measured at life-time
expected losses

Strategic Overview
Loss allowance Financial assets Financial assets
Investments and Loans measured at 12 for which credit which are credit-
month expected risk has increased impaired
losses significantly and
not credit-impaired
Balance at the beginning of the year 94.72 - 18.32
Transferred to 12-month ECL - - -
Transferred to Lifetime ECL not credit impaired (5.75) 5.75 -
Transferred to Lifetime ECL credit impaired - collective provision - - -
Charge to Statement of Profit and Loss
On Account of Rate Change (18.37) 4.32 14.35
On Account of Disbursements 162.32 - -
On Account of Repayments/Transfers * (121.45) - -
Balance at the end of the year 111.47 10.07 32.67

Management Discussion & Analysis


* The reduction in provision is on account of repayments and transfer of portfolio during the year (Refer Note 39(2)).

ii) Movement in Expected Credit Loss on undrawn loan commitments (including revocable commitments):
(` in Crores)
Expected Credit Loss on
Particulars Loan Commitments as at
March 31,
2019 2018
Balances as at the beginning of the year 0.08 2.01
Additions 1.61 0.08
Amount used/reversed (0.08) (2.01)
Balances as at the end of the year 1.61 0.08

Board & Management Profiles


Classified as Non-current - -
Classified as Current (Refer Note 25) 1.61 0.08
Total 1.61 0.08

iii) The amounts of Financial Assets outstanding in the Balance Sheet along with the undrawn loan commitments (Refer Note 47(a) as at
the end of the reporting period represent the maximum exposure to credit risk.

Description of Collateral held as security and other credit enhancements


The Company generally ensures a security cover of 100-200% of the proposed facility amount. The Company periodically monitors
the quality as well as the value of the security to meet the prescribed limits. The collateral held by the Company varies on case to case
basis and includes:

i) First / Subservient charge on the Land and / or Building of the project or other projects

Statutory Reports
ii) First / Subservient charge on the fixed and current assets of the borrower
iii) Hypothecation over receivables from funded project or other projects of the borrower
iv) Pledge on Shares of the borrower or their related parties
v) Guarantees of Promoters / Promoter Undertakings
vi) Post dated / Undated cheques
vii) Pledge on investment in shares made by borrower entity

As at the reporting date, the ratio of value of the collateral held as security for the credit impaired financial assets to the exposure at
default for these assets ranges from 0% to 85%.

iv) The credit impaired assets as at the reporting dates were secured by charge on land and building
Financial Statements

and project receivables amounting to:


(` in Crores)
As at March 31, As at March 31,
Particulars
2019 2018
Value of Security 273.85 -

48. The Company conducts research and development to find new sustainable chemical routes for pharmaceutical & herbal products. The
company is undertaking development activities for Oral Solids and Sterile Injectables, apart from other Active Pharmaceutical Ingredients.

The Company has research and development centers in Mumbai, Ennore and Ahmedabad.

Annual Report 2018-19 265


NOTES
to financial statements for the Year ended March 31, 2019
Details of additions to Property Plant & Equipments, Intangibles under Development and Revenue Expenditure for Department of Scientific
& Industrial Research (DSIR) Recognised research and development facilities / division of the Company at Mumbai, Ennore and Ahmedabad
for the year are as follows:
(` in Crores)
For the year ended March For the year ended March
Description
31, 2019 31, 2018

REVENUE EXPENDITURE* 96.01 89.81


Total 96.01 89.81

Capital Expenditure, Net


Additions to Property Plant & Equipment 9.66 12.37
Additions to Intangibles under Development 16.50 11.68
Total 26.16 24.05
*The amount included in Note 34, under R&D Expenses (net) does not include ` 68.09 Crores (Previous Year ` 57.40 Crores) relating to Ahmedabad locations.

49 MOVEMENT IN PROVISIONS :
(` in Crores)
Provisions for
Litigations / Disputes
Particulars Grants - Committed
2019 2018 2019 2018
Balances as at the beginning of the year 3.50 3.50 6.34 17.88
Additions - - - -
Unwinding of Discount - - 0.19 1.38
Revaluation of closing balances - - 0.02
Amount used - - (6.53) (12.94)
Unused amounts reversed - - - -
Balances as at the end of the year 3.50 3.50 - 6.34
Classified as Non-current (Refer Note 20) - - - -
Classified as Current (Refer Note 25) 3.50 3.50 - 6.34
Total 3.50 3.50 - 6.34

Provision for litigation / disputes represents claims against the Company not acknowledged as debts that are expected to materialise in respect
of matters under litigation. Future cash outflows are determinable only on receipt of judgments/decisions pending with various forums/
authorities.

50. INCOME TAXES RELATING TO OPERATIONS


a) Tax expense recognised in statement of profit and loss
(` in Crores)
Year ended March Year ended March
Particulars
31, 2019 31, 2018

CURRENT TAX :
In respect of the current year 71.57 152.48
In respect of prior years - 22.90
71.57 175.38
DEFERRED TAX :
In respect of the current year (1.17) 59.60
(1.17) 59.60

Total tax expense recognised 70.40 234.98

266 Piramal Enterprises Limited


NOTES
to financial statements for the Year ended March 31, 2019
b) Tax expense recognised in other comprehensive income
(` in Crores)
Year ended March Year ended March
Particulars
31, 2019 31, 2018

Strategic Overview
CURRENT TAX : - -

DEFERRED TAX :
Arising on income and expenses recognised in other comprehensive income:
Fair value Remeasurement of hedging instruments entered into for cash flow hedges 1.96 (0.07)
Changes in fair values of equity instruments (22.95) 22.95
Remeasurement of defined benefit obligation (1.05) (1.91)

Total tax expense recognised (22.04) 20.97

c) Deferred tax balances

Management Discussion & Analysis


The following is the analysis of deferred tax assets/(liabilities) presented in the separate statement of financial position:
(` in Crores)
March 31, 2019 March 31, 2018
Deferred tax assets 594.75 503.04
Deferred tax liabilities (302.16) (233.66)
292.59 269.38
Deferred tax assets and liabilities are recognized for the future tax consequences of temporary differences between the carrying values of
assets and liabilities and their respective tax bases, and unutilized business loss and depreciation carry-forwards and tax credits. Deferred
tax assets are recognized to the extent that it is probable that future taxable income will be available against which the deductible temporary
differences, unused tax losses, depreciation carry-forwards and unused tax credits could be utilized.

Board & Management Profiles


d) Movement of Deferred Tax during the year ended March 31, 2019
(` in Crores)
Particulars Opening balance Recognised in Utilized during Recognised Closing balance
profit or loss the year in other
comprehensive
income
Deferred tax (liabilities)/assets in relation to:
Measurement of financial liabilities at amortised cost (6.25) (56.74) - (62.99)
Measurement of financial assets at amortised cost/fair value (15.85) (6.27) - 22.95 0.83
Provision for assets of financial services 51.01 (5.34) - 45.67
Fair value measurement of derivative contracts (6.13) 3.73 - (1.96) (4.36)
Other Provisions 7.34 0.62 - 7.96
(205.43) (29.38) - (234.81)

Statutory Reports
Property, Plant and Equipment and Intangible Assets
Deferred Revenue - 58.47 - 58.47
Amortisation of expenses which are allowed in current year 1.45 (1.13) - 0.32
Expenses that are allowed on payment basis 49.78 7.69 - 1.05 58.52
Unused tax credit (MAT credit entitlement) 391.47 30.27 - 421.74
Recognition of lease rent expense using straight line method 1.99 (0.75) - 1.24
Total 269.38 1.17 - 22.04 292.59

Financial Statements

Annual Report 2018-19 267


NOTES
to financial statements for the Year ended March 31, 2019
Movement of tax expense during the year ended March 31, 2018
(` in Crores)
Particulars Opening balance Recognised in Utilized during Recognised Closing balance
profit or loss the year in Other
Comprehensive
Income

Deferred tax (liabilities)/assets in relation to:


Measurement of financial liabilities at amortised cost (3.94) (2.31) - - (6.25)
Measurement of financial assets at amortised cost/fair value 3.05 4.05 - (22.95) (15.85)
Provision for assets of financial services 36.94 14.07 - - 51.01
Fair value measurement of derivative contracts (2.48) (3.72) - 0.07 (6.13)
Other Provisions 5.39 1.95 - - 7.34
Property, Plant and Equipment and Intangible Assets (167.42) (38.01) - - (205.43)
Brought forward losses 50.28 (50.28) - - -
Amortisation of expenses which are allowed in current year 2.55 (1.10) - - 1.45
Expenses that are allowed on payment basis 40.00 7.87 - 1.91 49.78
Reversal of Foreign Currency translation reserve - - - - -
Unused tax credit (MAT credit entitlement) 383.11 8.36 - - 391.47
Recognition of lease rent expense using straight line method 2.47 (0.48) - - 1.99
Total 349.95 (59.60) - (20.97) 269.38

e) The income tax expense for the year can be reconciled to the accounting profit as follows:
(` in Crores)
For the Year ended For the Year ended
Particulars
March 31, 2019 March 31, 2018

Profit before tax from continuing operations (791.58) 753.45


Income tax expense calculated at 34.944% (2017-18: 34.608%) (276.61) 260.75
Effect of expenses that are not deductible in determining taxable profit 54.07 35.18
Effect of incomes which are exempt from tax (58.77) (30.06)
Effect of expenses for which weighted deduction under tax laws is allowed (6.01) (6.82)
Effect of deduction in tax for interest on Compulsorily Convertible Debentures (110.09) (51.91)
Effect of transfer of Loan book assets 13.00 -
Impact of Tax Rate changes - 2.96
Tax provision for earlier years - 22.90
Unrecognised deferred tax on provision on cost of investment in subsidiary* 450.07 -
Others 4.74 1.98

Income tax expense recognised in profit or loss 70.40 234.98

* Unrecognized Deferred tax of ` 450.07 Crores as at March 31, 2019 is attributable to provision on cost of equity investment in Company's wholly owned subsidiary Piramal Holdings
(Suisse) SA. This will have an expiry of 8 years from the date of realised capital loss.

The tax rate used for the reconciliations above is the corporate tax rate of 34.944% for the year 2018-19 and 34.608% for the year 2017-18
payable by corporate entities in India on taxable profits under tax law in Indian jurisdiction.

In assessing the realizability of deferred tax assets, the Company considers the extent to which it is probable that the deferred tax asset will be
realized. The ultimate realization of deferred tax assets is dependent upon the generation of future taxable profits during the periods in which
those temporary differences and tax loss carry-forwards become deductible. The Company considers the expected reversal of deferred tax
liabilities, projected future taxable income and tax planning strategies in making this assessment.

Based on this, the Company believes that it is probable that the Company will realize the benefits of these deductible differences. The amount
of deferred tax asset considered realizable, however, could be reduced in the near term if the estimates of future taxable income during the
carry-forward period are reduced.

The Company has calculated its tax liability for current domestic taxes after considering MAT. The excess tax paid under MAT provisions over and
above normal tax liability can be carried forward and set-off against future tax liabilities computed under normal tax provisions. The Company
was required to pay MAT during the current and previous year and accordingly, a deferred tax asset of ` 391.47 Crores and ` 421.74 Crores has
been recognized in the statement of financial position as of March 31, 2018 and 2019, respectively, which can be carried forward for a period
of 15 years from the year of recognition.

268 Piramal Enterprises Limited


NOTES
to financial statements for the Year ended March 31, 2019

51. FAIR VALUE MEASUREMENT


a) Financial Instruments by category (net of ECL provision) :

Strategic Overview
(` in Crores)
March 31, 2019 March 31, 2018
Particulars
FVTPL FVTOCI Amortised Cost FVTPL FVTOCI Amortised Cost

FINANCIAL ASSETS
Investments 975.11 4,104.34 4,345.60 2,035.54 4,656.03 6,379.31
Loans - - 10,598.98 - - 8,642.55
Cash & Bank Balances - - 65.08 - - 554.82
Trade Receivables - - 619.06 - - 492.96
Other Financial Assets 12.49 - 347.50 1.32 - 185.09
987.60 4,104.34 15,976.22 2,036.86 4,656.03 16,254.73
FINANCIAL LIABILITIES
Borrowings (including current maturities of Long Term Borrowings) - - 17,474.09 - - 14,600.49

Management Discussion & Analysis


Trade Payables - - 564.80 - - 543.57
Other Financial Liabilities - - 98.54 - - 119.25
- - 18,137.43 - - 15,263.31

b) Fair Value Hierarchy and Method of Valuation


This section explains the judgements and estimates made in determining the fair values of the financial instruments that are (a)
recognised and measured at fair value and (b) measured at amortised cost and for which fair values are disclosed in the financial
statements. To provide an indication about the reliability of the inputs used in determining fair value, the group has classified its
financial instruments into the three levels prescribed under the accounting standard. An explanation of each level follows underneath
the table.

Board & Management Profiles


(` in Crores)
Financial Assets March 31, 2019
Notes Carrying Value Level 1 Level 2 Level 3 Total

Measured at FVTPL - Recurring Fair Value Measurements


Investments
Investments in Preference Shares i. 115.00 - - 115.00 115.00
Investments in debentures or bonds :
Redeemable Optionally Convertible Debentures ii. 54.80 - - 54.80 54.80
Redeemable Non-Convertible Debentures iii. 761.41 - - 761.41 761.41
Investments in Mutual Funds iv. - - - - -
Investment in Alternative Investment Fund 43.90 - - 43.90 43.90
Other Financial Assets

Statutory Reports
Derivative Financial Assets v. 12.49 - 12.49 - 12.49

Measured at FVTOCI
Investments in Equity Instruments iv. 4,104.34 4,104.34 - - 4,104.34

Measured at Amortised Cost for which fair values are disclosed


Investments
Investments in debentures or bonds (Gross of adjustment for Expected vi. 4,436.99 - - 4,429.07 4,429.07
Credit Loss allowance)
Loans
Term Loans (Gross of adjustment for Expected Credit Loss allowance) vi. 32.68 - - - -
Intercorporate Deposits (Gross of adjustment for Expected Credit Loss vi. 110.07 - - 110.07 110.07
Financial Statements

allowance)

Financial Liabilities March 31, 2019


Notes Carrying Value Level 1 Level 2 Level 3 Total

Measured at Amortised Cost for which fair values are disclosed


Borrowings (including Current Maturities of vii. 17,474.09 - - 17,726.65 17,726.65
Long -Term Borrowings) (Gross)

Annual Report 2018-19 269


NOTES
to financial statements for the Year ended March 31, 2019

Financial Assets March 31, 2018


Notes Carrying Value Level 1 Level 2 Level 3 Total
Measured at FVTPL - Recurring Fair Value Measurements
Investments
Investments in Preference Shares i. 129.83 - - 129.83 129.83
Investments in debentures or bonds :
Redeemable Optionally Convertible Debentures ii. 65.09 - - 65.09 65.09
Redeemable Non-Convertible Debentures iii. 664.53 - - 664.53 664.53
Investments in Mutual Funds iv. 1,151.09 1,151.09 - - 1,151.09
Investment in Alternative Investment Fund 25.00 25.00 25.00
Other Financial Assets
Derivative Financial Assets v. 1.32 - 1.32 - 1.32

Measured at FVTOCI
Investments in Equity Instruments iv. 4,656.03 4,656.03 - - 4,656.03

Measured at Amortised Cost for which fair values are disclosed


Investments
Investments in debentures or bonds (Gross of Expected Credit Loss vi. 6,468.16 - - 6,860.94 6,860.94
allowance)
Loans
Term Loans (Gross of Expected Credit Loss allowance) vi. 32.67 - - - -
Intercorporate Deposits (Gross of Expected Credit Loss allowance) vi. 2,306.04 - - 2,297.60 2,297.60

Financial Liabilities March 31, 2019


Notes Carrying Value Level 1 Level 2 Level 3 Total

Measured at Amortised Cost for which fair values are disclosed


Borrowings (including Current Maturities of vii. 14,600.49 - - 14,648.16 14,648.16
Long-Term Borrowings) (Gross)

Except for those financial instruments for which the carrying amounts are mentioned in the above table, the Company considers that the
carrying amounts recognised in the financial statements approximate their fair values.

For financial assets that are measured at fair value, the carrying amounts are equal to the fair values.

Level 1: Level 1 hierarchy includes financial instruments measured using quoted prices. This includes listed equity instruments, traded bonds
and mutual funds that have quoted price. The fair value of all equity instruments (including bonds) which are traded in the stock exchanges is
valued using the closing price as at the reporting period. The mutual funds are valued using the closing NAV.

Level 2: The fair value of financial instruments that are not traded in an active market (for example, traded bonds, over-the counter derivatives)
is determined using valuation techniques which maximise the use of observable market data and rely as little as possible on entity-specific
estimates. If all significant inputs required to fair value an instrument are observable, the instrument is included in level 2.

Level 3: If one or more of the significant inputs is not based on observable market data, the instrument is included in level 3. This is the case for
Investment in Preference Shares, Alternative Investment Funds, Debentures, Term Loans and Inter Corporate Deposits.

Valuation techniques used to determine the fair values:


i. The fair value of the preference shares has been calculated by using price to earnings method.

ii. The fair value of the optionally convertible debentures has been calculated by using price to earnings method observed for comparable
peers in the industry.

iii. Discounted cash flow method has been used to determine the fair value. The yield used for discounting has been determined based
on trades, market polls, levels for similar issuer with same maturity, spread over matrices, etc. For instruments where the returns are
linked to the share price of the investee company the equity price has been derived using Monte Carlo simulation and local volatility
model using the inputs like spot rate, volatility surface, term structures and risk free rates from globally accepted 3rd party vendor for
these data.

iv. This includes listed equity instruments and mutual funds which are fair valued using quoted prices and closing NAV in the market.

v. This includes forward exchange contracts, cross currency interest rate swap, etc. The fair value of the forward exchange contract is
determined using forward exchange rate at the balance sheet date. The fair value of cross currency interest rate swap is calculated as
the present value of future cash flow based on observable yield curves and forward exchange rates.

270 Piramal Enterprises Limited


NOTES
to financial statements for the Year ended March 31, 2019
vi. Discounted cash flow method has been used to determine the fair value. The discounting factor used has been arrived at after
adjusting the rate of interest for the financial assets by the difference in the Government Securities rates from date of initial recognition
to the reporting dates.

Strategic Overview
vii. Fair values of borrowings are based on discounted cash flow using a current borrowing rate. They are classified as Level 3 values
hierarchy due to the use of unobservable inputs, including own credit risk.The discounting factor used has been arrived at after
adjusting the rate of interest for the financial liabilities by the difference in the Government Securities rates from date of initial
recognition to the reporting dates.

c) Fair value measurements for financial assets measured at FVTPL using significant unobservable inputs (level 3)
The following table presents the changes in level 3 items for the year ended March 31, 2019 and March 31, 2018.
(` in Crores)
Particulars Debentures Preference shares Alternative Total
(NCDs & OCDs) Investment Fund
AS AT APRIL 01, 2017 628.97 115.00 25.00 768.97

Management Discussion & Analysis


Acquisitions - - - -
Gains / (Losses) recognised in profit or loss 114.37 14.83 - 129.20
Transfer out during the year - - - -
Realisations (13.72) - - (13.72)
AS AT MARCH 31, 2018 729.62 129.83 25.00 884.45
Acquisitions - - 20.38 20.38
Gains / (Losses) recognised in profit or loss 100.31 (14.83) (1.48) 84.00
Transfer out during the year - - - -
Realisations (13.72) - - (13.72)
AS AT MARCH 31, 2019 816.21 115.00 43.90 975.11

d) Valuation Process

Board & Management Profiles


The Company engages external valuation consultants to fair value below mentioned financial instruments measured at FVTPL . The main
level 3 inputs used for preference shares and debentures are as follows:

1) For Non Convertible Debentures, Waterfall approach has been used to arrive at the yields for securities held by the Company. For
determining the equity prices Monte Carlo simulations and local volatility model using the inputs like spot rate, volatility surface, term
structures and risk free rates from globally accepted 3rd party vendor for these data have been used.

2) For Preference Shares and Optionally Convertible Debentures, considered the value as maximum of debt value or equity value as on
valuation date. For computation of debt value, discounted cash flow method has been used. For computation of equity value, market approach
- comparable company multiple approach, the price to earnings multiple of peer companies in particular has been used.

e) Sensitivity for instruments measured at FVTPL :

Statutory Reports
(` in Crores)

Significant Increase / Sensitivity Impact for the Sensitivity Impact for the
Fair value Fair value unobservable year ended March 31, year ended March 31,
Decrease in the
Nature of the instrument As on March As on March inputs* 2019 2018
unobservable
31, 2019 31, 2018
input
FV Increase FV Decrease FV Increase FV Decrease
Non Convertible Debentures 761.41 664.53 Discount rate 0.5% (1% for 1.22 (1.21) 7.78 (7.61)
March 18)
Equity 10% 0.11 (0.06) 0.54 (0.41)
component
(projections)
Optionally Convertible Debentures 54.80 65.09 Discount rate 1% - - - -
42.40 Equity valuation 10% 4.70 (4.70) 5.92 (5.92)
Financial Statements

Preference Shares 115.00 129.83 Discount rate 1% - - - -


Equity valuation 10% - - 12.98 (12.98)

* There were no significant inter-relationships between unobservable inputs that materially affect fair values.

f) Management uses its best judgment in estimating the fair value of its financial instruments. However, there are inherent limitations
in any estimation technique. Therefore, for substantially all financial instruments, the fair value estimates presented above are not
necessarily indicative of all the amounts that the Company could have realized or paid in sale transactions as of respective dates. As
such, the fair value of the financial instruments subsequent to the respective reporting dates may be different from the amounts
reported at each year end.

Annual Report 2018-19 271


NOTES
to financial statements for the Year ended March 31, 2019

52 (a) 
On October 25, 2017, 464,330 Compulsorily Convertible Debentures (“CCD”) having face value of ` 107,600 per CCD were allotted
to the CCD holders for an aggregate amount of ` 4,996.19 Crores. Each CCD is convertible into 40 equity shares of ` 2 each. Out of
this, 225,000 equity shares were allotted by the Company pursuant to optional conversion of 5,625 CCDs by the CCD holders in the
previous year.

During the year ended March 31, 2019, 4,162,000 equity shares were allotted by the Company pursuant to optional conversion of
104,050 CCDs by the CCD holders.

Subsequent to March 31, 2019:


i) 548,120 Equity shares were allotted by the Company pursuant to optional conversion of 13,703 CCDs; and

ii) 13,638,080 Equity shares were allotted pursuant to compulsory conversion of outstanding 340,952 CCDs on maturity.

(b) On March 8, 2018, the Company had issued 8,310,275 Equity shares under Rights Issue at a price of ` 2,380 per share (including
premium of ` 2,378 per share). Out of the aforesaid issue, 11,298 and 7,485,574 equity shares were allotted by the Company during
the year ended March 31, 2019 and year ended March 31, 2018, respectively.

Subsequent to March 31, 2019, 17,585 Equity shares were allotted by the Company under Rights Issue at a price of ` 2,380 per share
(including premium of ` 2,378 per share) to the CCD holders out of the Right Equity shares reserved for them (as per regulation 53
of erstwhile Securities and Exchange Board of India (Issue of Capital and Disclosure Requirements) Regulations, 2009).

Earnings per share (Basic and Diluted) for the year ended March 31, 2018 has been retrospectively adjusted for effect of Rights Issue
stated above.

As on March 31, 2019, 788,764 Rights Equity shares have been reserved for the CCD Holders (as per regulation 53 of erstwhile
Securities and Exchange Board of India (Issue of Capital and Disclosure Requirements) Regulations, 2009) and 24,639 Rights Equity
Shares have been kept in abeyance. Of the said 788,764 reserved equity shares, CCD holders did not exercise the right to subscribe
for 154,377 Rights Equity shares.These unsubscribed rights and also those arising in future, if any, shall be dealt with, in accordance
with the law, post conversion of all the outstanding CCDs into equity shares and hence are considered to be dilutive in nature.
Consequent to the loss for the year ended March 31, 2019, after exceptional item, potential equity shares are considered as anti-
dilutive and hence diluted EPS is the same as basic EPS.

(c) Proceeds from the Right Issue have been utilised upto March 31, 2019 in the following manner :
(` in Crores)
Actual till Actual till
Particulars Planned
March 31, 2018 March 31, 2019
a) Investment in Piramal Capital and Housing Finance Limited (formerly known as Piramal Housing 750.00 750.00 750.00
Finance Limited) (wholly owned subsidiary)
b) Repayment or pre-payment, in full or part, of certain borrowings availed by the Company 1,000.00 878.91 1,000.00
c) General Corporate Purposes 216.22 - 27.98
Add: Issue related expenses 11.63 6.05 8.65
Total 1,977.85 1,634.96 1,786.63
Less : Right Shares held in Abeyance (5.86) - -
Less : Right Shares reserved in favour of Compulsorily Convertible Debenture Holders (Refer Note 52(b) above) (187.73) - -
Less : Interest Income received from Fixed Deposits placed with Banks from Right Issue Proceeds - (1.39) (2.92)
Total 1,784.26 1,633.57 1,783.71
Unutilised proceeds kept as Fixed Deposit with Bank - 148.00 -
Unutilised proceeds kept in Escrow Account - - 0.55

272 Piramal Enterprises Limited


NOTES
to financial statements for the Year ended March 31, 2019
(d) 
` 4.18 Crores was received towards application of 17,585 Rights Shares (Reserved for Compulsory Convertible Debenture Holders)
which were pending for allotment as on March 31, 2019.

53 In accordance with Ind AS 108 ‘Operating Segments’, segment information has been given in the consolidated financial statements of

Strategic Overview
the Company, which are presented in the same Annual Report and therefore, no separate disclosure on segment information is given in these
financial statements.

54 The Board of Directors on May 28, 2018 had approved a “Scheme of Amalgamation” (“Scheme”) of Piramal Phytocare Limited, an associate
of the Company, with the Company and its respective shareholders. The Scheme has been approved by the equity shareholders of the
Company in their meeting convened as per the directions of the National Company Law Tribunal on April 2, 2019. The Scheme is subject to
approval of regulatory authorities.

55 The financial statements have been approved for issue by Company's Board of Directors on April 26, 2019.

Management Discussion & Analysis


Signature to note 1 to 55 of financial statements.
For and on behalf of the Board of Directors
Ajay G. Piramal
Chairman

Vivek Valsaraj Leonard D'Souza


Chief Financial Officer Company Secretary

Mumbai, April 26, 2019

Board & Management Profiles


Statutory Reports
Financial Statements

Annual Report 2018-19 273


STATEMENT CONTAINING SALIENT FEATURES OF THE FINANCIAL

274
STATEMENT OF SUBSIDIARIES/JOINT VENTURES
PART "A": SUBSIDIARIES
Piramal
Searchlight Piramal Piramal Piramal
PHL Fininvest Piramal Piramal Piramal Piramal Healthcare
Health Piramal Critical Care Healthcare Critical Care
Name of the Subsidiary Company Private Holdings Critical Care Critical Care Healthcare Pension
Private International Deutschland (Canada) South Africa
Limited (Suisse) SA Italia, S.P.A Limited (UK) Limited Trustees
Limited GmbH Limited (Pty) Ltd
Limited
Reporting period for the subsidiary March 31, March 31, March 31, December December December December December December December 3 February 28,
2019 2019 2019 31, 2018* 31, 2018* 31, 2018* 31, 2018* 31, 2018* 31, 2018* 1, 2018* 2018*

Piramal Enterprises Limited


Reporting currency INR INR INR CHF EUR EUR USD CAD GBP GBP ZAR
Average rate - - - 70.60 80.93 80.93 69.92 53.27 91.78 91.78 0.21
Closing rate 69.42 77.66 77.66 69.16 51.52 90.49 90.49 0.21
Share capital (Including Additional 359.56 22.07 3.68 1,354.88 42.71 19.42 82.34 166.84 210.24 1.00 0.20
Paid In Capital)
Reserves & Surplus 2,365.40 (3.83) (3.68) (1,331.14) (33.74) (1.86) 137.57 50.24 208.43 - (0.10)
Total assets 12,068.41 19.43 - 69.40 32.83 36.40 2,568.44 264.76 897.92 1.00 0.11
Total liabilities 9,343.45 1.19 - 45.67 23.86 18.85 2,348.54 47.68 479.26 - 0.01
Investments 519.44 5.05 - - - - 5.02 - - - -
Turnover 571.03 1.45 - 49.44 12.23 37.94 731.41 244.98 806.67 - -
Profit/ (Loss) before taxation 88.90 (6.07) - (1,389.05) (8.54) (2.42) 91.75 123.05 61.67 - (0.09)
Provision for taxation 10.91 - - 18.56 - - 39.48 38.93 - - -
Profit/ (Loss) after taxation 77.99 (6.07) - (1,407.61) (8.54) (2.42) 52.26 84.12 61.67 - (0.09)
Other Comprehensive Income - 0.01 - - - - 1.84 - - - -
Proposed dividend - - - - - - - - - - -
% of shareholding 100.00 51.00 100.00 100.00 100.00 100.00 100.00 100.00 100.00 100.00 100.00

Piramal
"Piramal Piramal Fund INDIAREIT Piramal Asset
Piramal Piramal Piramal Capital and
Dutch Piramal PEL Pharma Ash Stevens Management Investment Management
Name of the Subsidiary Company Healthcare Critical Care, Pharma Housing
Holdings Pharma Inc. Inc. LLC Private Management Private
Inc. Inc. Solutions Inc. Finance
N.V." Limited Co. Limited
Limited
Reporting period for the subsidiary December December December December December December December March 31, March 31, March 31, March 31,
31, 2018* 31, 2018* 31, 2018* 31, 2018* 31, 2018* 31, 2018* 31, 2018* 2019 2019 2019 2019
Reporting currency USD USD USD USD USD USD USD INR USD INR INR
Average rate 69.92 69.92 69.92 69.92 69.92 69.92 69.92 - 69.92 1.00 -
Closing rate 69.16 69.16 69.16 69.16 69.16 69.16 69.16 69.16 1.00
Share capital (Including Additional 1,567.64 1,880.48 160.99 9.32 100.29 69.51 309.79 0.19 0.30 0.01 18,044.52
Paid In Capital)
Reserves & Surplus 382.78 (812.52) 275.56 (45.20) (313.18) (54.16) 32.45 74.45 81.27 (0.14) 1,486.34
Total assets 2,554.81 1,071.78 925.87 89.63 325.59 523.53 406.21 300.93 82.23 0.00 52,122.48
Total liabilities 604.39 3.82 489.32 125.51 538.48 508.17 63.98 226.29 0.66 0.13 32,591.62
Investments 604.39 3.82 489.32 125.51 538.48 508.17 63.98 226.29 0.66 0.13 32,591.62
Turnover 0.69 89.12 1,100.14 83.76 135.17 5.27 203.98 38.33 14.19 - 5,529.42
Profit/ (Loss) before taxation (25.68) 28.30 213.52 (28.83) (101.01) (21.37) 21.50 (59.42) 1,141.55 (0.14) 2,211.91
Provision for taxation - 0.10 44.02 1.51 - 0.03 - 6.90 0.36 - 769.33
Profit/ (Loss) after taxation (25.68) 28.19 169.50 (30.34) (101.01) (21.39) 21.50 (52.52) 1,141.18 (0.14) 1,442.58
Other Comprehensive Income - - - - - - - 0.17 - - (1.04)
Proposed dividend - - - - - - - - - - -
% of shareholding 100.00 100.00 100.00 100.00 100.00 100.00 100.00 100.00 100.00 100.00 100.00
Piramal
Piramal
Investment Piramal Decision Decision
Systems and Piramal Decision DR/Decision Millennium
Advisory Investment DRG Holdco Piramal IPP Resources Resources
Name of the Subsidiary Company Technologies Technologies Resources Resources, Research
Services Opportunities Inc. Holdings LLC International, Group Asia
Private SA Inc. LLC Group Inc.
Private Fund Inc. Ltd
Limited
Limited
Reporting period for the subsidiary March 31, March 31, March 31, December December December December December December December December
2019 2019 2019 31, 2018* 31, 2018* 31, 2018* 31, 2018* 31, 2018* 31, 2018* 31, 2018* 31, 2018*
Reporting currency INR INR INR CHF USD USD USD USD USD USD USD
Average rate - - - 70.60 69.92 69.92 69.92 69.92 69.92 69.92 69.92
Closing rate 69.42 69.16 69.16 69.16 69.16 69.16 69.16 69.16
Share capital (Including Additional 2.70 15.01 4.50 22.91 2,976.94 1,791.32 1,220.14 - 1,931.93 232.77 -
Paid In Capital)
Reserves & Surplus 0.36 - 8.39 5.14 (103.62) - (2,164.71) (715.38) 2,183.53 (28.07) (0.75)
Total assets 3.15 15.01 61.72 45.30 3,968.87 1,791.32 2,264.23 0.42 4,295.86 463.92 26.72
Total liabilities 0.09 - 48.83 17.25 1,095.56 - 3,208.80 715.81 180.40 259.22 27.47
Investments 2.82 19.07 19.71 45.26 1,766.41 1,791.32 1,311.69 - - - -
Turnover 0.04 0.88 - - 102.07 - 92.87 - 1,015.93 158.81 0.11
Profit/ (Loss) before taxation 0.00 0.79 (1.40) (2.37) (11.77) - (166.66) (10.69) (45.06) 4.59 0.01
Provision for taxation 0.00 - 0.04 - - - 0.08 - (0.32) 4.01 0.07
Profit/ (Loss) after taxation 0.00 0.79 (1.36) (2.37) (11.77) - (166.58) (10.69) (45.39) 0.58 (0.06)
Other Comprehensive Income - - - - 2.67 - - - - - -
Proposed dividend - - - - - - - - - - -
% of shareholding 100.00 100.00 100.00 100.00 100.00 100.00 100.00 100.00 100.00 100.00 100.00

Annual Report 2018-19


275
Financial Statements Statutory Reports Board & Management Profiles Management Discussion & Analysis Strategic Overview
DRG Piramal

276
Decision
DRG UK Analytics DRG Piramal PEL-DRG PEL Finhold Consumer Sharp Piramal Piramal
Resources Sigmatic
Name of the Subsidiary Company Holdco & Insights Singapore Dutch IM Dutch Private Products Insight Critical Care Securities
Group UK Limited
Limited Private Pte Ltd Holdco B.V. Holdco B.V. Limited Private Limited B.V. Limited
Limited
Limited Limited
Reporting period for the subsidiary December December December March 31, December December December March 31, March 31, December December March 31,
31, 2018* 31, 2018* 31, 2018* 2019 31, 2018* 31, 2018* 31, 2018* 2019 2019 31, 2018* 31, 2018* 2019
Reporting currency GBP GBP GBP INR USD USD USD INR INR GBP GBP INR
Average rate 91.78 91.78 91.78 - 69.92 69.92 69.92 - - 91.78 91.78
Closing rate 90.49 90.49 90.49 69.16 69.16 69.16 90.49 90.49
Share capital (Including Additional 10.92 135.35 - 0.05 0.05 143.97 143.97 0.01 14.52 - 4.52 20.00

Piramal Enterprises Limited


Paid In Capital)
Reserves & Surplus 1.73 53.41 31.35 46.60 (6.99) 2.86 (136.06) (0.01) (0.78) 8.39 (2.52) (14.96)
Total assets 12.88 190.52 81.01 61.37 14.08 3,690.63 3,646.53 0.00 15.04 10.56 2.33 11.58
Total liabilities 0.23 1.76 49.66 14.72 21.03 3,543.81 3,638.62 0.00 1.25 2.16 0.32 6.54
Investments - 190.52 17.27 - - 3,573.22 - - 13.78 - 1.05
Turnover - - 144.70 91.88 7.68 - 12.02 - - 8.28 -
Profit/ (Loss) before taxation 0.75 0.04 (4.62) 11.44 (9.18) (3.43) (69.32) (0.01) (0.77) 5.81 (2.55) (14.82)
Provision for taxation - - - 3.68 - - - - - 0.25 -
Profit/ (Loss) after taxation 0.75 0.04 (4.62) 7.76 (9.18) (3.43) (69.32) (0.01) (0.77) 5.56 (2.55) (14.82)
Other Comprehensive Income - - - 0.27 - - - - - - (0.14)
Proposed dividend - - - - - - - - - - -
% of shareholding 100.00 100.00 100.00 100.00 100.00 100.00 100.00 100.00 100.00 100.00 100.00 100.00

* For the purposes of the Consolidated Financial Statements included in this annual report, the accounts of the Company have been rolled forward to March 31, 2019. The details provided herein, however, are based on the statutory
financial year.

1. Name of the subsidiaries which are yet to commence operations-


a) Decision Resources Japan K.K.
b) Piramal Pharma Solutions B.V.
c) Piramal Critical Care B.V.
d) Piramal Capital International Limited

2. Name of the subsidiaries which have been liquidated or sold or ceased to be subsidiary during the year-
a) On June 25, 2018, Piramal Holdings (Suisse) SA, sold its entire ownership in these subsidiaries
Piramal Imaging SA
Piramal Imaging GmbH
Piramal Imaging Limited

b) Activate Networks, Inc. and Context Matters Inc., both step down subsidiaries of the Company, have merged with Decision resources Inc. another step down subsidiary of the Company w.e.f. February 15, 2019.

3. Following are new subsidiaries during the year-


Decision Resources Japan K.K. (w.e.f. February 5, 2019)
Piramal Pharma Solutions B.V. (w.e.f. from October 26, 2018)
Piramal Asset Management Private Limited (w.e.f June 14, 2018)
Piramal Capital International Limited (w.e.f. October 5, 2018)
PART "B": ASSOCIATES AND JOINT VENTURES
Statement pursuant to Section 129(3) of the Companies Act, 2013 related to Associate Companies and Joint Ventures
India
Shrilekha
India Resurgence Piramal
Convergence Business India Piramal Bluebird
Name of the Associates / Resurgence Asset Ivanhoe Allergan India Shriram Capital
Chemicals Consultancy Resurgence Phytocare Aero Systems
Joint Ventures ARC Private Management Residential Private Limited Limited##
Private Limited Private Fund Scheme II Limited Limited
Limited Business Equity Fund 1
Limited ##
Private Limited
Latest Audited Balance Sheet Date March 31, March 31, March 31, March 31, March 31, March 31, March 31, March 31, December 31, March 31,
2019 2019 2019 2019 2019 2019 2019 2019 2018 2019
Shares of Associates / Joint Ventures
held by the Company on the year end
- Number 3,57,05,100 5,10,00,000 1,50,00,000 6,22,34,605 12,20,708 1,58,07,476 39,20,000 45,50,000 67,137 1,000
- Amount of Investment in Associate / 35.71 51.00 15.00 2,146.16 122.07 158.07 3.92 4.55 43.95 0.01
Joint Venture
- Extent of Holding % 51% 50% 50% 74.95% 50% 50% 49% 17.53% 27.83% 20%

Description of how there is significant Not Applicable Not Applicable Not Applicable Based on Not Applicable Not Applicable Based on Based on Based on Not Applicable
influence since it is an since it is an since it is an shareholding since it is an since it is an shareholding shareholding shareholding since it is an
Associate Associate Associate Associate Associate and power Associate
to appoint
directors
Reason why the associate / joint Not Applicable Not Applicable Not Applicable Not Applicable Not Applicable Not Applicable Not Applicable Not Applicable Not Applicable Not Applicable
venture is not consolidated since Equity since Equity since Equity since Equity since Equity since Equity since Equity since Equity since Equity since Equity
accounting has accounting has accounting has accounting has accounting has accounting has accounting has accounting has accounting has accounting has
been adopted been adopted been adopted been adopted been adopted been adopted been adopted been adopted been adopted been adopted
Networth attributable to Shareholding 30.39 50.71 - 3,148.74 122.60 158.71 142.57 - 39.99 0.01
as per latest audited Balance Sheet
Profit / Loss for the year
i. Considered in Consolidation 1.79 (0.32) (9.87) 274.62 0.53 0.64 50.99 - 1.00 -
ii. Not considered in Consolidation Not Applicable Not Applicable Not Applicable Not Applicable Not Applicable Not Applicable Not Applicable Not Applicable Not Applicable Not Applicable

## Piramal Enterprises Limited (PEL) holds 74.95% in Shrilekha Business Consultancy Private Limited, which holds 26.68% in Shriram Capital Limited (SCL), thereby giving PEL an effective interest of 20% in SCL.
1. Name of the associates / joint ventures which are yet to commence operations - (1) Asset Resurgence Mauritius Manager
2. Name of the associates / joint ventures which have been liquidated or sold or ceased to be associate/ joint venture during the year - NA
3. Following Joint ventures were formed during the year
a) Piramal Ivanhoe Residential Equity Fund 1
b) India Resurgence Fund Scheme II
c) Piramal Asset Management Pvt. - Singapore

Annual Report 2018-19


277
Financial Statements Statutory Reports Board & Management Profiles Management Discussion & Analysis Strategic Overview
INDEPENDENT AUDITOR’S REPORT

To The Members of
Piramal Enterprises Limited
Report on the Audit of the Consolidated Financial Statements

Opinion
We have audited the accompanying consolidated financial statements of Piramal Enterprises Limited (‘‘the Company’’ / “Parent Company” )
and its subsidiaries, (the Company and its subsidiaries together referred to as ‘‘the Group’’) which includes the Group’s share of profit in its
associates and joint ventures, which comprise the Consolidated Balance Sheet as at March 31, 2019, 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 (hereinafter referred to
as “the consolidated financial statements”).

In our opinion and to the best of our information and according to the explanations given to us, and based on the consideration of reports
of the other auditors on separate financial statements / financial information of the subsidiaries, associates and joint ventures referred to in
the Other Matters paragraph below, the aforesaid consolidated financial statements give the information required by the Companies Act,
2013 (‘the Act’) in the manner so required and give a true and fair view in conformity with the Indian Accounting Standards prescribed under
section 133 of the Act read with the Companies (Indian Accounting Standards) Rules, 2015, as amended (‘Ind AS’), and other accounting
principles generally accepted in India, of the consolidated state of affairs of the Group as at March 31, 2019, and their consolidated profit,
their consolidated total comprehensive income, their consolidated cash flows and their consolidated changes in equity for the year ended on
that date.

Basis for Opinion


We conducted our audit of the consolidated financial statements in accordance with the Standards on Auditing specified under section 143
(10) of the Act (‘SAs’). 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 and the audit evidence
obtained by the other auditors in terms of their reports referred to in the sub-paragraphs (a) and (b) of the Other Matters paragraph below, is
sufficient and appropriate to provide a basis for our audit opinion on the consolidated financial statements.

Key Audit Matters


Key audit matters are those matters that, in our professional judgment, were of most significance in our audit of the consolidated financial
statements of the current period. These matters were addressed in the context of our audit of the consolidated financial statements as a
whole, and in forming our opinion thereon, and we do not provide a separate opinion on these matters. We have determined the matters
described below to be the key audit matters to be communicated in our report.
Sr.
Key Audit Matter Auditor’s Response
No.
1. Assessment of impairment of goodwill relating to the Healthcare Insights and Analytics cash generating unit (CGU) [` 4,867.91 Crores]
[Refer to Note 2a (vi)(b) and Note 41 to the consolidated financial statements]
The Group’s evaluation of goodwill for impairment relating to the Principal audit procedures:
Healthcare Insights and Analytics CGU, an overseas component, involves As principal auditors, we had issued written communication to the auditor of the
the comparison of its recoverable amount to its carrying amount. overseas component (‘Other Auditors’) for audit procedures to be performed.
This is a significant balance in the consolidated financial statements and In accordance with such communication, the procedures performed by the Other
is audited by Other Auditors. Auditors, as reported by them, have been provided below:
Recoverable value for a CGU is the higher of its fair value less costs of • Tested the reasonableness of the key business projections and valuation
disposal and its value in use. assumptions employed in determining the fair value of the CGU, including testing
appropriateness of comparable companies, discount rate, revenue growth rate,
Management determines the fair value of the CGU using a combination
EBITDA growth rate, terminal growth rate used in computing the fair value of the
of market approach and the income approach.
segment.
Management applies significant judgement, assumptions and uses • Performed retrospective review of projections by comparison with historical
significant unobservable inputs and estimates to determine the performance, inquiries with management and forecast trends in the industry.
recoverable amount. • Considered sensitivity to reasonable possibility of changes in the key assumptions
Management has engaged an independent valuer to determine the fair and inputs to ascertain whether these possible changes have a material effect on
value of the CGU. the fair value.
• Assessed the appropriateness of the disclosures in the financial information for
inclusion in the consolidated financial statements of the Company, in accordance
with the applicable financial reporting framework.

278 Piramal Enterprises Limited


Strategic Overview
Sr.
Key Audit Matter Auditor’s Response
No.
Additionally, we performed audit oversight procedures over the work performed by
the Other Auditors in particular :
a) Reviewed a written summary of the audit procedures performed by the Other
Auditors.
b) Evaluated the design and tested operating effectiveness of internal controls
relating to the oversight activities of the Parent Company’s Management, over
the impairment assessment performed by the component management.
c) Discussed with the Other Auditors and the Management of the overseas
component to understand the reasonableness of the business projections and
other inputs used in computing the fair value of the CGU.
d) Involved our internal experts to evaluate robustness of the valuation

Management Discussion & Analysis


assumptions.
e) Considered the sensitivity to reasonable possibility of changes in the key
assumptions and inputs to ascertain whether these possible changes have a
material effect on the fair value.
2. Impairment loss allowance of loans and advances to customers
Charge: ` 324.36 Crores for year ended 31 March 2019
Provision: ` 1,101.88 Crores at 31 March 2019
[Refer to the accounting policies in Note 2(a)(viii), Note 2(b) and Note 50(f) to the Consolidated Financial Statements]
2 (a) Of ` 56,679.63 Crores carrying value of loans and advances to the Principal audit procedures:
customers and expected credit loss provisioning of ` 1,101.88 Crores, As principal auditors, we had issued written communication to the auditor of the
` 40,449.92 Crores and ` 753.00 Crores, respectively for one of the Component (‘Other Auditors’) for audit procedures to be performed.
Subsidiary Company / Component are audited by Other Auditors.
In accordance with such communication, the procedures performed by the Other

Board & Management Profiles


The Component provides both wholesale and retail funding for long Auditors at the Component level, as reported by them, have been provided below.
term and short term to borrowers across various sectors. Loans and
Design and Operating effectiveness and Controls Testing:
investment portfolio in the finance business are measured at amortised
• Understanding and evaluating the design and implementation of controls in respect
cost less impairment allowance for losses. The Component applies the
of the loan impairment process such as the timely recognition of impairment
expected credit loss model for recognising impairment loss.
provisions, the completeness and accuracy of reports used in the loan impairment
The key audit matter provided below is as communicated by the Other process and management’s review processes over the calculation of impairment
Auditors : provisions.
• Evaluated the appropriateness of the impairment principles based on the
Subjective estimate requirements of Ind AS 109, business understanding and industry practice.
Recognition and measurement of impairment of loans and advances • Obtained an understanding of management’s processes, systems and controls
involve significant management judgement. implemented in relation to impairment allowance process.
With the applicability of Ind AS 109, credit loss assessment is based on • Evaluated the design and implementation of key internal financial controls over loan
expected credit loss (ECL) model. The impairment allowance is derived impairment process used to calculate the impairment charge.

Statutory Reports
from estimates including the historical default and loss ratios. The • Used our modelling specialist to test the model methodology and reasonableness of
Component’s Management exercises judgement in determining the assumptions used.
quantum of loss based on a range of factors. • Tested management’s review controls over model development, governance and
measurement of impairment allowances and disclosures.
The most significant areas are:
• Segmentation of loan book For impairment loss allowance as at 31 March 2019:
• Loan staging criteria • The loan impairment methodology was evaluated to confirm it was consistent
• Calculation of probability of default / Loss given default with the Ind AS 109 requirements and then confirmed that the calculations are
• Consideration of forward looking macro-economic factors performed in accordance with the approved methodology, including checking
mathematical accuracy of the workings.
There is a large increase in the data inputs required by the ECL model. • Tested the accuracy of key inputs used in the calculation and independently
This increases the risk of completeness and accuracy of the data that evaluated the reasonableness of the assumptions made.
has been used to create assumptions in the model. In some cases, data • Tested the PD and LGD calculation workings performed by management, including
is unavailable and reasonable alternatives have been applied to allow
Financial Statements

testing the data used in the assessment and evaluation of whether the results of
calculations to be performed, for example using internal risk ratings of validation support the appropriateness of the PDs at the portfolio level.
the customers in assessing the increase in credit risk. • Challenged completeness and validity of management overlays with assistance of
The evaluation for impairment is performed on a collective basis, our modelling team by critically evaluating the risks that have been addressed by
grouping the loans by product into homogenous exposures. In the management through overlays and also considering whether there are other risks
collective impairment provisions, the Other Auditors identified that not captured by the models which require additional overlays.
the key judgment areas which could result in a material misstatement • Tested the periods considered for capturing underlying data as base to PD and LGD
are the determination of probabilities of default (‘PDs’) and loss given calculations are in line with the past observed trends of the portfolio.
default (‘LGD’) rates, the use of management overlays and the periods • Changes to the modelling assumptions were assessed to confirm these were
considered for capturing the underlying data as base to the PD and LGD appropriate and in line with accounting standards.
calculations in calculating the provision.

Annual Report 2018-19 279


INDEPENDENT AUDITOR’S REPORT
Sr.
Key Audit Matter Auditor’s Response
No.
As detailed in accounting policy 2(a)(viii), the determination of Additionally, audit oversight procedures carried out by us over the work performed by
loan impairment provisions is inherently judgmental and relies on the Other Auditors on the Component consisted of :
managements’ best estimate of a variety of inputs. Given the size of a) Reviewing a written summary of the audit procedures performed by the Other
loan book relative to the balance sheet and the impact of impairment Auditors.
provision on the books, we have considered this as a key audit b) Discussion with the Component’s Management to understand the key
matter. Estimates, by their nature, give rise to a higher risk of material assumptions (i.e. PD and LGD) rates and inputs used in the computation of ECL
misstatement. provision.
c) Independently retested samples and evaluated the key assumptions (i.e. PD and
LGD) rates used in the computation of ECL provision.
2(b) Of ` 56,679.63 Crores carrying value of loans and advances to the Principal audit procedures:
customers and expected credit loss provisioning of ` 1,101.88 Crores, ` a) Assessed the reasonableness of the ECL model based on the parameters
4,579.74 Crores and ` 139.03 Crores, respectively relating to the Parent developed by the Company for determining impairment loss.
Company are audited by us. b) Evaluated the design of internal controls relating to the computation of ECL
provision and the key assumptions (i.e. PD and LGD) rates and inputs used
The Parent Company as part of its financial services segment offers long therein.
term and short term wholesale lending to various sectors. Loans and c) Selected a sample of loan contracts and tested the operating effectiveness
investment portfolio in the finance business are measured at amortised of controls over computation of ECL provision and the key assumptions (i.e.
cost less impairment allowance for losses. The Company applies the PD and LGD rates) and inputs used therein through inspection of evidence of
expected credit loss model for recognising impairment loss. performance of these controls or independently re-performing the control
The Parent Company’s assessment of expected credit loss involves use d) Through a sample of loan contracts, determined adequacy of ECL provisioning
of judgements and estimates relating to probability of default (PD) and made.
loss given default (LGD) rates used in computing the expected credit
losses (ECL) on loans and investments
2 (c ) Of ` 56,679.63 Crores carrying value of loans and advances to the Principal audit procedures:
customers and expected credit loss provisioning of ` 1,101.88 Crores, As principal auditors, we had issued written communication to the auditor of the
` 11,649.97 Crores and ` 209.85 Crores, respectively for another component (‘Other Auditors’) for audit procedures to be performed.
Component / Subsidiary Company are audited by Other Auditors. In accordance with such communication, the procedures performed by the Other
The Subsidiary Company offers long term and short term wholesale Auditors at the Component level, as reported by them, have been provided below.
lending to various sectors. Loans and investment portfolio in the finance a) Performed walkthrough to understand the process followed by management for
business are measured at amortised cost less impairment allowance computing and recording the allowance for expected credit loss
for losses. The Company applies the expected credit loss model for b) Evaluated the design and operating effectiveness of controls relating to the
recognising impairment loss. computation and recording of ECL provision and controls over determination of
key assumptions relating to PD and LGD.
The Subsidiary Company’s assessment of expected credit loss involves c) Validated the key assumptions used in the expected credit loss allowance
use of judgements and estimates relating to probability of default (PD) working by testing the underlying data used by management for the loan loss
and loss given default (LGD) rates used in computing the expected credit allowance.
losses (ECL) on loans and investments
Additionally, audit oversight procedures carried out by us over the work performed by
the Other Auditors consisted of :
a) Reviewing a written summary of the audit procedures performed by the Other
Auditors.
b) Discussion with the Component’s Management to understand the key
assumptions (i.e. PD and LGD) rates and inputs used in the computation of ECL
provision.
c) Independently retested samples and evaluated the key assumptions (i.e. PD and
LGD) rates used in the computation of ECL provision.
3. Adoption of New Accounting Standard IND AS 115:
Revenue from contracts with customers relating to the pharmaceutical manufacturing and services (including overseas components) and the Healthcare Insights
and Analytics segments [Refer to Note 2(a)(xii) and Note 29 to the consolidated financial statements]
The Group manufactures and sells a number of products and provides Principal audit procedures:
numerous services to its customers globally. The Group has adopted the Of ` 6,860.53 Crores of revenue, ` 3,982.61 Crores was audited by Other Auditors.
new accounting standard IND AS 115 as at April 1, 2018 and accordingly
As Principal auditors, we had issued written communication to the auditors of the
has reviewed its sales contracts for determining the principles for
overseas components (‘Other Auditors’) to focus on this area since adoption of the
recognising revenue in accordance with the standard. Some of the
new accounting standard caused the Group to apply judgement as it reviewed its sales
sales contracts contain various performance obligations and the
contracts for appropriate adherence to the requirements of IND AS 115.
determination of timing of revenue recognition, i.e., over time or a
point in time can often be established through exercise of judgement. In accordance with the written communication to the Other Auditors, the procedures
performed by the other auditors as reported by them, have been provided below.

• O btained an understanding of the various revenue business streams and nature of


sales contracts.
• Evaluated respective component management’s assessment of the various terms in
the sales contracts, primarily relating to identification of performance obligations
and determining timing of revenue recognition.
• Selected samples of contracts and performed test of details for determining
appropriateness of identification of performance obligations and timing of revenue
recognition.
280 Piramal Enterprises Limited
Sr.
Key Audit Matter Auditor’s Response
No.
Additionally, audit oversight procedures carried out by us over the work performed by
the Other Auditors consisted of :

Strategic Overview
a) Reviewing a written summary of the audit procedures performed by the Other
Auditors.
b) Discussing with the Other Auditors and the management of the component/
Parent Company to understand the basis of identification of the performance
obligations and determination of timing of revenue recognition.
c) Selected a sample of contracts and reassessed contractual terms to determine
adherence to the requirements of the new accounting standard.

Of ` 6,860.53 Crores of revenue, ` 2,110.39 Crores was audited by us and we


performed the following audit procedures:
a) Obtained an understanding of the various revenue streams and nature of sales
contracts entered into by the Company.
b) Evaluated the design of internal controls relating to identification of performance
obligations and determining timing of revenue recognition.

Management Discussion & Analysis


c) Selected a sample of contracts and through inspection of evidence of
performance of these controls, tested the operating effectiveness of the internal
controls relating to the identification of performance obligations and timing of
revenue recognition.
d) Selected a sample of contracts and reassessed contractual terms to determine
adherence to the requirements of the new accounting standard.

Information Other than the Financial Statements and cash flows and consolidated changes in equity of the Group
Auditor’s Report Thereon including its associates and joint ventures in accordance with the
• The Company’s Board of Directors are responsible for the Ind AS and other accounting principles generally accepted in India.
preparation of the other information. The other information The respective Board of Directors of the companies included in
comprises the information included in the Management the Group and of its associates and joint ventures are responsible

Board & Management Profiles


Discussion and Analysis, Board’s Report including Annexures for maintenance of adequate accounting records in accordance
to Board’s Report, Business Responsibility Report, Corporate with the provisions of the Act for safeguarding the assets of the
Governance and Shareholder’s Information, but does not Group and its associates and joint ventures and for preventing and
include the consolidated financial statements, standalone detecting frauds and other irregularities; selection and application
financial statements and our auditor’s report thereon. of appropriate accounting policies; making judgments and estimates
• Our opinion on the consolidated financial statements does that are reasonable and prudent; and design, implementation and
not cover the other information and we do not express any maintenance of adequate internal financial controls, that were
form of assurance conclusion thereon. operating effectively for ensuring the accuracy and completeness of
• In connection with our audit of the consolidated financial the accounting records, relevant to the preparation and presentation
statements, our responsibility is to read the other of the financial statements that give a true and fair view and are free
information, compare with the financial statements of from material misstatement, whether due to fraud or error, which
subsidiaries, joint ventures and associates audited by the have been used for the purpose of preparation of the consolidated

Statutory Reports
other auditors, to the extent it relates to these entities and, financial statements by the Directors of the Parent Company, as
in doing so, place reliance on the work of the other auditors aforesaid.
and consider whether the other information is materially
inconsistent with the consolidated financial statements In preparing the consolidated financial statements, the respective
or our knowledge obtained during the course of our audit Board of Directors of the companies included in the Group and of its
or otherwise appears to be materially misstated. Other associates and joint ventures are responsible for assessing the ability
information so far as it relates to subsidiaries, joint ventures of the Group and of its associates and joint ventures to continue as
and associates, is traced from their financial statements a going concern, disclosing, as applicable, matters related to going
audited by the other auditors. concern and using the going concern basis of accounting unless
• If, based on the work we have performed, we conclude that the management either intends to liquidate the Group or cease
there is a material misstatement of this other information; operations, or has no realistic alternative but to do so.
Financial Statements

we are required to report that fact. We have nothing to


report in this regard. The respective Board of Directors of the companies included in the
Group and of its associates and joint ventures are also responsible
Management’s Responsibility for the Consolidated Financial for overseeing the financial reporting process of the Group and of its
Statements associates and joint ventures.
The Company’s Board of Directors is responsible for the matters
stated in section 134(5) of the Act with respect to the preparation Auditor’s Responsibility for the Audit of the Consolidated
of these consolidated financial statements that give a true and fair Financial Statements
view of the consolidated financial position, consolidated financial Our objectives are to obtain reasonable assurance about whether
performance including other comprehensive income, consolidated the consolidated financial statements as a whole are free from

Annual Report 2018-19 281


INDEPENDENT AUDITOR’S REPORT
material misstatement, whether due to fraud or error, and to issue included in the consolidated financial statements, which
an auditor’s report that includes our opinion. Reasonable assurance have been audited by the other auditors, such other auditors
is a high level of assurance, but is not a guarantee that an audit remain responsible for the direction, supervision and
conducted in accordance with SAs will always detect a material performance of the audits carried out by them. We remain
misstatement when it exists. Misstatements can arise from fraud or solely responsible for our audit opinion.
error and are considered material if, individually or in the aggregate,
they could reasonably be expected to influence the economic Materiality is the magnitude of misstatements in the consolidated
decisions of users taken on the basis of these consolidated financial financial statements that, individually or in aggregate, makes it
statements. probable that the economic decisions of a reasonably knowledgeable
user of the consolidated financial statements may be influenced.
As part of an audit in accordance with SAs, we exercise professional We consider quantitative materiality and qualitative factors in
judgment and maintain professional skepticism throughout the audit. (i) planning the scope of our audit work and in evaluating the
We also: results of our work; and (ii) to evaluate the effect of any identified
misstatements in the consolidated financial statements.
• Identify and assess the risks of material misstatement of the
consolidated financial statements, whether due to fraud or We communicate with those charged with governance of the
error, design and perform audit procedures responsive to Company regarding, among other matters, the planned scope and
those risks, and obtain audit evidence that is sufficient and timing of the audit and significant audit findings, including any
appropriate to provide a basis for our opinion. The risk of not significant deficiencies in internal control that we identify during our
detecting a material misstatement resulting from fraud is audit.
higher than for one resulting from error, as fraud may involve
collusion, forgery, intentional omissions, misrepresentations, We also provide those charged with governance with a statement
or the override of internal control. that we have complied with relevant ethical requirements regarding
• Obtain an understanding of internal financial control relevant independence, and to communicate with them all relationships
to the audit in order to design audit procedures that are and other matters that may reasonably be thought to bear on our
appropriate in the circumstances. Under section 143(3)(i) of independence, and where applicable, related safeguards.
the Act, we are also responsible for expressing our opinion From the matters communicated with those charged with
on whether the Company has adequate internal financial governance, we determine those matters that were of most
controls system in place and the operating effectiveness of significance in the audit of the consolidated financial statements
such controls. of the current year and are therefore the key audit matters.
• Evaluate the appropriateness of accounting policies used We describe these matters in our auditor’s report unless law or
and the reasonableness of accounting estimates and related regulation precludes public disclosure about the matter or when,
disclosures made by the management. in extremely rare circumstances, we determine that a matter
• Conclude on the appropriateness of management’s use of should not be communicated in our report because the adverse
the going concern basis of accounting and, based on the consequences of doing so would reasonably be expected to
audit evidence obtained, whether a material uncertainty outweigh the public interest benefits of such communication.
exists related to events or conditions that may cast significant
doubt on the ability of the Group and its associates and joint Other Matters
ventures to continue as a going concern. If we conclude (a) We did not audit the financial statements / financial information
that a material uncertainty exists, we are required to draw of 36 subsidiaries, whose financial statements / financial
attention in our auditor’s report to the related disclosures in information reflect total assets of ` 75,786.76 Crores as at
the consolidated financial statements or, if such disclosures March 31, 2019, total revenues of ` 10,066.37 Crores and net
are inadequate, to modify our opinion. Our conclusions are cash outflows amounting to ` 1,098.33 Crores for the year
based on the audit evidence obtained up to the date of our ended on that date, as considered in the consolidated financial
auditor’s report. However, future events or conditions may statements. The consolidated financial statements also include
cause the Group and its associates and joint ventures to the Group’s share of net profit of ` 276.41 Crores for the year
cease to continue as a going concern. ended March 31, 2019, as considered in the consolidated
• Evaluate the overall presentation, structure and content financial statements, in respect of two joint ventures and one
of the consolidated financial statements, including the associate, whose financial statements / financial information
disclosures, and whether the consolidated financial have not been audited by us. These financial statements /
statements represent the underlying transactions and events financial information have been audited by other auditors
in a manner that achieves fair presentation. whose reports have been furnished to us by the Management
• Obtain sufficient and appropriate audit evidence regarding and our opinion on the consolidated financial statements, in
the financial information of the Group its associates and joint so far as it relates to the amounts and disclosures included in
ventures to express an opinion on the consolidated financial respect of these subsidiaries, joint ventures and associates, and
statements. We are responsible for the direction, supervision our report in terms of subsection (3) of Section 143 of the Act,
and performance of the audit of the financial information in so far as it relates to the aforesaid subsidiaries, joint ventures
included in the consolidated financial statements of which and associates is based solely on the reports of the other
we are the independent auditors. For the other entities auditors.

282 Piramal Enterprises Limited


(b) We did not audit the financial statements / financial information the reports of the statutory auditors of its subsidiary
of 14 subsidiaries, whose financial statements / financial companies, associate companies and joint venture
information reflect total assets of ` 4,105.29 Crores as at companies incorporated in India, none of the directors of
March 31, 2019, total revenues of ` 714.94 Crores and net the Group companies, its associate companies and joint

Strategic Overview
cash outflows amounting to ` 63.87 Crores for the year ended venture companies incorporated in India is disqualified as
on that date, as considered in the consolidated financial on March 31, 2019 from being appointed as a director in
statements. The consolidated financial statements also include terms of Section 164 (2) of the Act.
the Group’s share of net profit of ` 42.97 Crores for the year f) With respect to the adequacy of the internal financial
ended March 31, 2019, as considered in the consolidated controls over financial reporting and the operating
financial statements, in respect of five joint ventures and three effectiveness of such controls, refer to our separate Report
associates, whose financial statements / financial information in “Annexure A” which is based on the auditors’ reports of
have not been audited by us. These financial statements / the Company, subsidiary companies, associate companies
financial information are unaudited and have been furnished and joint venture companies incorporated in India to whom
to us by the Management and our opinion on the consolidated internal controls over financial reporting is applicable. Our
financial statements, in so far as it relates to the amounts report expresses an unmodified opinion on the adequacy

Management Discussion & Analysis


and disclosures included in respect of these subsidiaries, joint and operating effectiveness of internal financial controls
ventures and associates, is based solely on such unaudited over financial reporting of those companies, for the reasons
financial statements / financial information. In our opinion and stated therein.
according to the information and explanations given to us by the g) With respect to the other matters to be included in the
Management, these financial statements / financial information Auditor’s Report in accordance with the requirements of
are not material to the Group. section 197(16) of the Act, as amended, In our opinion
and to the best of our information and according to the
Our opinion on the consolidated financial statements above and explanations given to us, the remuneration paid by the
our report on Other Legal and Regulatory Requirements below, Company to its directors during the year is in accordance
is not modified in respect of the above matters with respect to with the provisions of section 197 of the Act.
our reliance on the work done and the reports of other auditors
and the financial statements / financial information certified by h) With respect to the other matters to be included in

Board & Management Profiles


the Management. the Auditor’s Report in accordance with Rule 11 of the
Companies (Audit and Auditors) Rules, 2014, as amended
Report on Other Legal and Regulatory Requirements in our opinion and to the best of our information and
1. As required by Section 143(3) of the Act, based on our audit according to the explanations given to us:
and on the consideration of the reports of other auditors i) The consolidated financial statements disclose the
on the separate financial statements and the other financial impact of pending litigations on the consolidated
information of the subsidiaries, associates and joint ventures financial position of the Group, its associates and joint
referred to in the Other Matters section above we report, to the ventures;
extent applicable, that: ii) Provision has been made in the consolidated financial
a) We have sought and obtained all the information and statements, as required under the applicable law or
explanations which to the best of our knowledge and accounting standards, for material foreseeable losses,

Statutory Reports
belief were necessary for the purposes of our audit of the if any, on long-term contracts including derivative
aforesaid consolidated financial statements. contracts;
b) In our opinion, proper books of account as required by iii) There has been no delay in transferring amounts,
law relating to preparation of the aforesaid consolidated required to be transferred, to the Investor Education
financial statements have been kept so far as it appears and Protection Fund by the Company and its subsidiary
from our examination of those books, returns and the companies, associate companies and joint venture
reports of the other auditors. companies incorporated in India.
c) The Consolidated Balance Sheet, the Consolidated
Statement of Profit and Loss (including Other For Deloitte Haskins & Sells LLP
Comprehensive Income), the Consolidated Cash Flow Chartered Accountants
Statement and the Consolidated Statement of Changes in
(Firm Registration No. 117366W/W-100018)
Equity dealt with by this Report are in agreement with the
Financial Statements

relevant books of account maintained for the purpose of


preparation of the consolidated financial statements.
d) In our opinion, the aforesaid consolidated financial Rupen K. Bhatt
Partner
statements comply with the Ind AS specified under Section
Mumbai, April 26, 2019 (Membership No. 046930)
133 of the Act.
e) On the basis of the written representations received from
the directors of the Company as on March 31, 2019 taken
on record by the Board of Directors of the Company and

Annual Report 2018-19 283


INDEPENDENT AUDITOR’S REPORT

ANNEXURE “A” TO THE INDEPENDENT internal financial controls over financial reporting included obtaining
an understanding of internal financial controls over financial
AUDITOR’S REPORT reporting, assessing the risk that a material weakness exists, and
(Referred to in paragraph (f) under ‘Report on Other Legal and testing and evaluating the design and operating effectiveness of
Regulatory Requirements’ section of our report of even date) internal control based on the assessed risk. The procedures selected
Report on the Internal Financial Controls Over Financial depend on the auditor’s judgement, including the assessment of the
Reporting under Clause (i) of Sub-section 3 of Section 143 of risks of material misstatement of the financial statements, whether
the Companies Act, 2013 (\“the Act”) due to fraud or error.

In conjunction with our audit of the consolidated financial We believe that the audit evidence we have obtained and the audit
statements of the Company as of and for the year ended March 31, evidence obtained by other auditors of the subsidiary companies,
2019, we have audited the internal financial controls over financial associate companies and joint ventures, which are companies
reporting of Piramal Enterprises Limited (hereinafter referred to as incorporated in India, in terms of their reports referred to in the
“Company”) and its subsidiary companies, its associate companies Other Matters paragraph below, is sufficient and appropriate to
and joint ventures, which are companies incorporated in India, as of provide a basis for our audit opinion on the internal financial controls
that date. system over financial reporting of the Company, its subsidiary
companies, its associate companies and joint ventures, which are
Management’s Responsibility for Internal Financial Controls companies incorporated in India.
The respective Board of Directors of the Company, its subsidiary
companies, its associate companies and joint ventures, which are Meaning of Internal Financial Controls Over Financial
companies incorporated in India, are responsible for establishing Reporting
and maintaining internal financial controls based on the internal A company's internal financial control over financial reporting is a
control over financial reporting criteria established by the respective process designed to provide reasonable assurance regarding the
Companies considering the essential components of internal control reliability of financial reporting and the preparation of financial
stated in the Guidance Note on Audit of Internal Financial Controls statements for external purposes in accordance with generally
Over Financial Reporting issued by the Institute of Chartered accepted accounting principles. A company's internal financial
Accountants of India (ICAI). These responsibilities include the design, control over financial reporting includes those policies and
implementation and maintenance of adequate internal financial procedures that (1) pertain to the maintenance of records that,
controls that were operating effectively for ensuring the orderly in reasonable detail, accurately and fairly reflect the transactions
and efficient conduct of its business, including adherence to the and dispositions of the assets of the company; (2) provide
respective company’s policies, the safeguarding of its assets, the reasonable assurance that transactions are recorded as necessary
prevention and detection of frauds and errors, the accuracy and to permit preparation of financial statements in accordance with
completeness of the accounting records, and the timely preparation generally accepted accounting principles, and that receipts and
of reliable financial information, as required under the Companies expenditures of the company are being made only in accordance
Act, 2013. with authorisations of management and directors of the company;
and (3) provide reasonable assurance regarding prevention or timely
Auditor’s Responsibility detection of unauthorised acquisition, use, or disposition of the
Our responsibility is to express an opinion on the internal financial company's assets that could have a material effect on the financial
controls over financial reporting of the Parent, its subsidiary statements.
companies, its associate companies and joint ventures, which are
companies incorporated in India, based on our audit. We conducted Inherent Limitations of Internal Financial Controls Over
our audit in accordance with the Guidance Note on Audit of Internal Financial Reporting
Financial Controls Over Financial Reporting (the “Guidance Note”) Because of the inherent limitations of internal financial controls over
issued by the Institute of Chartered Accountants of India and the financial reporting, including the possibility of collusion or improper
Standards on Auditing, prescribed under Section 143(10) of the management override of controls, material misstatements due to
Companies Act, 2013, to the extent applicable to an audit of internal error or fraud may occur and not be detected. Also, projections
financial controls. Those Standards and the Guidance Note require of any evaluation of the internal financial controls over financial
that we comply with ethical requirements and plan and perform reporting to future periods are subject to the risk that the internal
the audit to obtain reasonable assurance about whether adequate financial control over financial reporting may become inadequate
internal financial controls over financial reporting was established because of changes in conditions, or that the degree of compliance
and maintained and if such controls operated effectively in all with the policies or procedures may deteriorate.
material respects.
Opinion
Our audit involves performing procedures to obtain audit evidence In our opinion, to the best of our information and according to
about the adequacy of the internal financial controls system over the explanations given to us and based on the consideration of
financial reporting and their operating effectiveness. Our audit of the reports of the other auditors referred to in the Other Matters

284 Piramal Enterprises Limited


paragraph below, the Company, its subsidiary companies, its Other Matters
associate companies and joint ventures, which are companies Our aforesaid report under Section 143(3)(i) of the Act on the

Strategic Overview
incorporated in India, have in all material respects, an adequate adequacy and operating effectiveness of the internal financial
internal financial controls system over financial reporting and such controls over financial reporting in so far as it relates to six
internal financial controls over financial reporting were operating subsidiary companies, one associate company and two joint
effectively as at March 31, 2019, based on the criteria for internal ventures, which are companies incorporated in India, is based solely
financial control over financial reporting established by the on the corresponding reports of the auditors of such companies
respective companies considering the essential components of incorporated in India.
internal control stated in the Guidance Note on Audit of Internal
Financial Controls Over Financial Reporting issued by the Institute of Our opinion is not modified in respect of the above matters.
Chartered Accountants of India.
For Deloitte Haskins & Sells LLP
Chartered Accountants

Management Discussion & Analysis


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

Rupen K. Bhatt
Partner
Mumbai, April 26, 2019 (Membership No. 046930)

Board & Management Profiles


Statutory Reports
Financial Statements

Annual Report 2018-19 285


CONSOLIDATED BALANCE SHEET
as at March 31, 2019
(` in Crores)
Note No. As at March 31, 2019 As at March 31, 2018
Assets
Non-Current Assets
(a) Property, Plant & Equipment 3 2,417.39 2,145.01
(b) Capital Work in Progress 239.12 294.11
(c) Goodwill 41 5,939.45 5,632.55
(d) Other Intangible Assets 3 2,839.86 2,947.97
(e) Intangible Assets under development 254.60 353.07
(f) Financial Assets:
(i) Investments
- Investments accounted for using the equity method 4(a) 3,693.72 3,127.63
- Other Investments 4(b) 19,605.75 20,515.99
(ii) Loans 5 33,613.57 21,223.93
(iii) Other Financial Assets 6 47.52 56,960.56 62.83 44,930.38
(g) Deferred tax assets (Net) 7 4,068.45 4,244.40
(h) Other Non-Current Assets 8 632.42 437.46
Total Non-Current Assets 73,351.85 60,984.95
Current Assets
(a) Inventories 9 835.11 774.02
(b) Financial Assets:
(i) Investments 4(b) 2,447.65 5,198.53
(ii) Trade Receivables 10 1,406.25 1,355.45
(iii) Cash & Cash equivalents 11 810.67 2,397.43
(iv) Bank balances other than (iii) above 12 106.84 69.58
(v) Loans 13 5,171.76 1,432.33
(vi) Other Financial Assets 14 987.64 10,930.81 152.23 10,605.55
(c) Other Current Assets 15 508.31 419.96
(d) Asset classified as held for sale - 15.91
Total Current Assets 12,274.23 11,815.44

Total Assets 85,626.08 72,800.39

Equity and Liabilities


Equity
(a) Equity Share capital 16 36.89 36.05
(b) Other equity 17 27,216.14 26,526.34
Equity attributable to owners of Piramal Enterprises Limited 27,253.03 26,562.39
(c) Non-controlling interests 9.03 12.00
Total equity 27,262.06 26,574.39
Liabilities
Non-current liabilities
(a) Financial Liabilities:
(i) Borrowings 18 27,019.62 24,220.61
(ii) Other Financial Liabilities 19 77.98 27,097.60 129.60 24,350.21
(b) Provisions 20 50.96 42.11
(c) Deferred tax liabilities (Net) 21 19.47 29.18
(d) Other Non-Current Liabilities 22 115.01 75.99
Total Non-Current Liabilities 27,283.04 24,497.49
Current liabilities
(a) Financial Liabilities:
(i) Borrowings 23 15,578.42 14,665.88
(ii) Trade payables 957.25 874.29
(iii) Other Financial Liabilities 24 13,734.64 30,270.31 5,605.02 21,145.19
(b) Other Current Liabilities 25 514.28 432.85
(c) Provisions 26 159.58 93.37
(d) Current Tax Liabilities (Net) 27 136.81 57.10
Total Current Liabilities 31,080.98 21,728.51

Total Liabilities 58,364.02 46,226.00

Total Equity & Liabilities 85,626.08 72,800.39


Contingent liabilities and commitments 28
Summary of significant accounting policies 2
The above Consolidated Balance Sheet should be read in conjuction with the accompanying notes

In terms of our report attached


For Deloitte Haskins & Sells LLP For and on behalf of the Board of Directors
Chartered Accountants
Ajay G. Piramal
Chairman

Rupen K. Bhatt Vivek Valsaraj Leonard D'Souza


Partner Chief Financial Officer Company Secretary
Membership Number: 046930

Mumbai, April 26, 2019 Mumbai, April 26, 2019


286 Piramal Enterprises Limited
CONSOLIDATED STATEMENT OF PROFIT AND LOSS
for the year ended March 31, 2019
(` in Crores)
Year Ended Year Ended
Note No.
March 31, 2019 March 31, 2018

Revenue from operations 29 13,215.34 10,639.35

Strategic Overview
Other Income (Net) 30 312.80 259.53
Total Income 13,528.14 10,898.88
Expenses
Cost of materials consumed 31 1,216.76 1,223.93
Purchases of Stock-in-Trade 32 307.36 299.91
Changes in inventories of finished goods, work-in-progress and stock-in-trade 33 5.09 (5.49)
Excise Duty - 8.32
Employee benefits expense 34 2,250.35 1,988.14
Finance costs 35 4,409.74 2,978.30
Depreciation and amortization expense 3 520.15 477.33
Other expenses, (Net) 36 2,341.18 1,964.67
Total Expenses 11,050.63 8,935.11
Profit before exceptional items, share of net profits of investments accounted for using 2,477.51 1,963.77
equity method and tax

Management Discussion & Analysis


Exceptional Items 37 (465.64) -
Profit before share of net profits of investments accounted for using equity method and tax 2,011.87 1,963.77
Less: Tax Expense
Current Tax (including tax expense of prior years) 53 722.42 850.68
Deferred Tax, Net 53 138.71 (157.92)
Deferred Tax on account of merger of subsidiaries 53 - (3,569.18)
861.13 (2,876.42)
Profit after tax 1,150.74 4,840.19
Share of net profit of associates and joint ventures accounted for using the equity method 4 (a) 319.38 280.09
Profit after tax and share of profit of associates and joint ventures 1,470.12 5,120.28
Other Comprehensive Income / (Expense) (OCI):
A. Items that will not be reclassified to profit or loss
(a) Changes in fair values of equity instruments through OCI (551.69) 667.11
(b) Remeasurement of Post Employment Benefit plans (4.10) (12.15)

Board & Management Profiles


(c) Share of other comprehensive income/ (expense) of associates and Joint ventures 4 (a) - (0.01)
accounted for using the equity method
Less: Income Tax Impact on above 24.35 (20.87)
(531.44) 634.08
B. Items that may be reclassified to profit or loss
(a) Deferred gains / (losses) on cash flow hedge (6.91) 11.48
(b) Exchange differences on translation of financial statements of foreign operations 236.18 129.45
(c) Share of other comprehensive income/ (expense) of joint ventures accounted for (6.16) -
using the equity method
Less: Income Tax Impact on above (49.06) 174.05 (89.19) 51.74
Other Comprehensive Income/(Expense) (357.39) 685.82
Total Comprehensive Income for the year 1,112.73 5,806.10
Profit / (Loss) attributable to:
Owners of Piramal Enterprises Limited 1,473.09 5,121.49

Statutory Reports
Non-Controlling interests (2.97) (1.21)
1,470.12 5,120.28
Other comprehensive income/(expense) attributable to:
Owners of Piramal Enterprises Limited (357.39) 685.82
Non-Controlling interests - -
(357.39) 685.82
Total comprehensive income/(loss) attributable to:
Owners of Piramal Enterprises Limited 1,115.70 5,807.31
Non-Controlling interests (2.97) (1.21)
1,112.73 5,806.10
Earnings Per Equity Share (Basic) (` ) (Face value of ` 2/- each) 46 74.16 281.75
Earnings Per Equity Share (Diluted) (` ) (Face value of ` 2/- each) 46 73.86 281.67
The above Consolidated Statement of Profit and Loss should be read in conjunction with the accompanying notes
Financial Statements

In terms of our report attached


For Deloitte Haskins & Sells LLP For and on behalf of the Board of Directors
Chartered Accountants
Ajay G. Piramal
Chairman

Rupen K. Bhatt Vivek Valsaraj Leonard D'Souza


Partner Chief Financial Officer Company Secretary
Membership Number: 046930

Mumbai, April 26, 2019 Mumbai, April 26, 2019


Annual Report 2018-19 287
CONSOLIDATED CASH FLOW STATEMENT
for the Year ended March 31, 2019

(` in Crores)
Year Ended March Year Ended March
31, 2019 31, 2018
A. Cash Flow From Operating Activities

Profit before exceptional items, share of net profits of investments accounted for using equity method and tax 2,477.51 1,963.77
Adjustments for :
Depreciation and amortisation expense 520.15 477.33
Amortisation of leasehold land 0.07 0.52
Finance Costs attributable to other than financial services operations 668.77 572.11
Interest Income on Current Investments, Loans and bank deposits (149.46) (152.56)
Measurement of financial assets at FVTPL 15.79 13.35
Loss on account of change in control - 3.41
(Gain)/Loss on Sale of Property Plant and Equipment 0.82 (4.21)
Gain on Sale on Current Investment (Net) - (0.03)
Amortisation of grants & Other deferred income (5.79) (2.93)
Write back of contingent and deferred consideration (53.34) -
Accrued earnout for cosideration payable 1.15 -
Write-down of Inventories 4.87 22.70
Expected Credit Loss on Financial Assets (including Commitments) 324.36 238.71
Trade Receivables written off 17.32 -
Expected Credit Loss on Trade Receivables 11.40 18.29
Recognition of lease rent expense on straight-line method (1.02) (1.45)
Unrealised foreign exchange (gain) / loss 50.99 99.99
Operating Profit Before Working Capital Changes 3,883.59 3,249.00
Adjustments For Changes In Working Capital :
Adjustments for (increase) / decrease in operating assets
- Trade receivables (106.07) (278.48)
- Other Current Assets (104.71) (196.39)
- Other Non Current Assets (43.12) (36.59)
- Other Financial Assets - Non Current (6.73) (2.67)
- Other Financial Assets - Loans - Non Current (12,578.66) (15,581.64)
- Inventories (67.65) (73.65)
- Other Financial Assets - Current (828.36) 41.06
- Other Financial Assets - Loans - Current (3,760.97) 1.06
- Amounts invested in Debentures and Others (Net) 1,310.12 (1,495.51)
- Mutual funds 1,226.39 (1,078.56)
- Proceeds of asset (held for sale) 15.91 -
Adjustments for increase / (decrease) in operating liabilities
- Trade Payables 143.14 90.93
- Non - Current provisions 4.75 (32.50)
- Other Current Financial Liabilities (16.78) 111.83
- Other Current Liabilities 71.93 (21.85)
- Current provisions (19.90) (18.18)
- Provisions for Grants - Committed (5.78) (12.94)
- Other Non-current Financial Liabilities (0.64) 2.28
- Other Non-current Liabilities 10.04 (0.22)
- Interest accrued 195.21 207.65
Cash (Used in) Operations (10,678.29) (15,125.37)
- Taxes Paid (Net of Refunds) (876.04) (841.22)
Net Cash (Used in) Operating Activities Before Exceptional Items (11,554.33) (15,966.59)
Exceptional Items
- Severance pay (13.39) -
- Transaction costs incurred towards Sale of Imaging Business (Net of sale proceeds) (29.74) -
Net Cash (Used in) Operating Activities * (11,597.46) (15,966.59)
* includes interest received ` 6,438.73 Crores (Previous year ` 5,250.53 Crores), Dividend Received ` 69.43 Crores (Previous year ` 62.01 Crores) and interest paid during the year `
3,398.23 Crores (Previous year ` 2,209.02 Crores) pertaining to financial services operations.

288 Piramal Enterprises Limited


(` in Crores)
Year Ended March Year Ended March
31, 2019 31, 2018

Strategic Overview
B. Cash Flow From Investing Activities
Payments for Purchase of Property Plant and Equipment / Intangible Assets (691.90) (818.77)
Proceeds from Sale of Property Plant and Equipment / Intangible Assets 0.55 14.08
Interest Received 162.38 141.38
Restricted Escrow deposit placed - (2.90)
Bank balances not considered as Cash and cash equivalents
- Fixed deposits placed (52.50) (241.65)
- Matured 52.88 267.14
Other Bank Balances (29.63) (40.61)
Dividend received from Associate 84.59 15.87
Investment in Associate / Joint Venture (334.90) (5.25)
Loan given to Joint Venture 3.56 (32.56)
Payment of Deferred consideration (Refer Note 40 B) - (997.61)

Management Discussion & Analysis


Payment of Contingent consideration (21.54) (20.75)
Amount paid on acquisition (Refer Note 40(a)) - (47.13)
Sale of Investment in subsidiary - 1.03
Net Cash (Used in) Investing Activities (826.51) (1,767.73)
C. Cash Flow From Financing Activities
Proceeds from Non - Current Borrowings [Excludes Exchange Fluctuation Loss of ` 275 Crores (Previous Year Loss `
75.81 Crores) on reinstatement of Foreign Currency Loan]
- Receipts 27,366.27 25,416.85
- Payments (13,160.17) (15,246.55)
Proceeds from Current Borrowings [Excludes Exchange Fluctuation Loss of ` 6.04 Crores (Previous Year Gain ` 5.55
Crores) on reinstatement of Foreign Currency Loan]
- Receipts 94,377.97 72,701.52
- Payments (96,311.95) (69,932.65)

Board & Management Profiles


Proceeds from Compulsorily Convertible Debentures Issue - 4,996.19
Transaction cost related to Compulsorily Convertible Debentures Issue - (47.04)
Coupon Payment on Compulsorily Convertible Debentures (385.38) (0.39)
Proceeds from Right Issue 6.87 1,781.57
Transaction cost related to Right Issue (1.27) (7.54)
Share issue expenses (2.49)
Finance Costs Paid (other than those attributable to financial services operations) (597.87) (578.95)
Dividend Paid (448.23) (359.95)
Dividend Distribution Tax Paid (91.27) (72.82)
Net Cash Generated from Financing Activities 10,752.48 18,650.25
Net Increase/ (Decrease) in Cash & Cash Equivalents [(A)+(B)+(C)] (1,671.49) 915.93
Cash and Cash Equivalents as at April 1 2,300.64 1,364.21
Add: Effect of exchange fluctuation on cash and cash equivalents 12.18 10.82

Statutory Reports
Add: Cash balance acquired - 10.68
Less: Cash Balance transferred on sale of investment in subsidiary (5.71) (1.00)
Cash and Cash Equivalents as at March 31 635.62 2,300.64

Year Ended Year Ended


Particulars
March 31, 2019 March 31, 2018
Cash and Cash Equivalents Comprise of :
Cash on Hand 0.09 0.07
Balance with Scheduled Banks in Current Accounts 797.35 585.35
Fixed Deposit with original maturity of less than 3 months 13.23 1,812.01
Bank Overdraft (175.05) (96.79)
635.62 2,300.64
Financial Statements

The above Consolidated Statement of Cash Flows should be read in conjunction with the accompanying notes
In terms of our report attached
For Deloitte Haskins & Sells LLP For and on behalf of the Board of Directors
Chartered Accountants
Ajay G. Piramal
Chairman

Rupen K. Bhatt Vivek Valsaraj Leonard D'Souza


Partner Chief Financial Officer Company Secretary
Membership Number: 046930

Mumbai, April 26, 2019 Mumbai, April 26, 2019

Annual Report 2018-19 289


CONSOLIDATED STATEMENT OF CHANGES IN EQUITY
for the Year ended March 31, 2019
A. Equity Share Capital (Refer Note 16):
(` in Crores)
Particulars
Balance as at April 1, 2017 34.51
Changes in Equity Share Capital during the year 1.54
Balance as at March 31, 2018 36.05
Changes in Equity Share Capital during the year 0.84
Balance as at March 31, 2019 36.89
B. Other Equity (excluding Share application money pending allotment):
(` in Crores)
Attributable to the owners of Piramal Enterprises Limited
Reserves & Surplus Other Items in OCI
Equity Reserve Non-
Reserve Fund Foreign Other
Particulars Component of Securities Capital Debenture Fund u/s FVTOCI FVTOCI Cash Flow controlling
Capital General U/S 45-IC (1) Of Retained Currency equity
Notes Compulsorily Interests
Premium Reserve Redemption Redemption Reserve Reserve Bank Of 29C of the Earnings Translation
- Equity - Debt Hedging
Convertible Reserve Reserve NHB Act, Instruments Instruments Reserve
India Act, 1934 Reserve
Debentures 1987
Balance as at April 1, 2017 - - 56.66 61.73 655.79 5,637.18 85.32 - 6,864.21 (68.13) 1,552.23 - 3.07 14,848.06 13.21
Adjustment on account of adoption of Ind AS by - - - - - - - - 102.57 - (0.75) 15.18 - 117.00 -
a group associate (Refer Note 2 (a))
Adjusted balance as at April 1, 2017 - - 56.66 61.73 655.79 5,637.18 85.32 - 6,966.78 (68.13) 1,551.48 15.18 3.07 14,965.06 13.21
Add: Profit/ (Loss) for the year - - - - - - - - 5,121.49 - - - - 5,121.49 (1.21)
Gains/(loss) reclassified in profit and loss (net - - - - - - - - - - - - 0.15 0.15 -
of tax)
Add: Other Comprehensive Income - - - - - - - - (10.08) 42.77 644.16 - 8.97 685.82 -
Total Comprehensive Income for the year - - - - - - - - 5,111.41 42.77 644.16 - 9.12 5,807.46 (1.21)
Issue of Compulsorily Convertible Debentures 4,357.77 - - - - - - - - - - - - 4,357.77 -
("CCD")-Equity Component 17
Conversion of CCDs into Equity shares (0.05) 60.14 - - - - - - - - - - - 60.09 -
Rights Issue of Equity Shares - 1,780.07 - - - - - - - 1,780.07 -
Rights Issue Expenses - (8.91) - - - - - - - (8.91) -
Transfer to Debenture Redemption Reserve - - - - 34.44 - - - (34.44) - - - - - -
Transfer to Reserve Fund U/S 45-IC (1) of - - - - - (0.48) 0.48 - - - - - - - -
Reserve Bank Of India Act, 1934
Transfer from Reserve Fund U/S 45-IC (1) of - - - - - 77.90 (77.90) - - - - - - - -
Reserve Bank Of India Act, 1934
Dividend Paid - - - - - - - - (362.38) - - - - (362.38) -
Dividend Distribution Tax - - - - - - - - (72.82) - - - - (72.82) -
Balance as at March 31, 2018 4,357.72 1,831.30 56.66 61.73 690.23 5,714.60 7.90 - 11,608.55 (25.36) 2,195.64 15.18 12.19 26,526.34 12.00

290 Piramal Enterprises Limited


Attributable to the owners of Piramal Enterprises Limited
Reserves & Surplus Other Items in OCI
Equity Reserve Non-
Reserve Fund Foreign Other
Particulars Component of Securities Capital Debenture Fund u/s FVTOCI FVTOCI Cash Flow controlling
Capital General U/S 45-IC (1) Of Retained Currency equity

Strategic Overview
Notes Compulsorily Interests
Premium Reserve Redemption Redemption Reserve Reserve Bank Of 29C of the Earnings Translation
- Equity - Debt Hedging
Convertible Reserve Reserve NHB Act, Instruments Instruments Reserve
India Act, 1934 Reserve
Debentures 1987
Balance as at April 1, 2018 4,357.72 1,831.30 56.66 61.73 690.23 5,714.60 7.90 - 11,608.55 (25.36) 2,195.64 15.18 12.19 26,526.34 12.00
Add: Profit/ (Loss) for the year - - - - - - - - 1,473.09 - - - 1,473.09 (2.97)
Add: Other Comprehensive Income/ (Expense) - - - - - - - - (2.70) 186.52 (528.74) (3.60) (8.87) (357.39) -
Total Comprehensive Income/ (Loss) for the year - - - - - - - - 1,470.39 186.52 (528.74) (3.60) (8.87) 1,115.70 (2.97)
-
Issue of Compulsorily Convertible Debentures - - - - - - - - - - - - - - -
("CCD")-Equity Component
Conversion of Compulsorily Convertible (998.01) 1,111.77 - - - - - - - - - - - 113.76 -
Debentures into Equity shares (net of
transaction cost) (Refer Note 58(a))
Rights Issue of Equity Shares (Refer Note 58(b)) - 2.69 - - - - - - - - - - - 2.69 -
Utilised for increase in authorised share capital - (2.49) - - - - - - - - - - - (2.49)
Rights Issue Expenses 17 - - - - - - - - - - - - - - -

Management Discussion & Analysis


Transfer to Debenture Redemption Reserve - - - - 826.65 - - - (826.65) - - - - - -
Transaction cost on issue of Compulsorily - - - - - - - - - -
Convertible Debentures
Expenses incurred on conversion of (1.27) - (1.27)
Compulsorily Convertible Debentures
Transfer to Reserve Fund U/S 45-IC (1) of - - - - - 15.60 - (15.60) - - - - - -
Reserve Bank Of India Act, 1934
Transfer to Reserve Fund U/s 29C of The NHB - - - - - - - 288.52 (288.52) - -
Act, 1987
Dividend Paid - - - - - - - - (451.50) - - - - (451.50) -
Dividend Distribution Tax - - - - - - - - (91.27) - - - - (91.27) -

Balance as at March 31, 2019 3,359.71 2,942.00 56.66 61.73 1,516.88 5,714.60 23.50 288.52 11,405.40 161.16 1,666.90 11.58 3.32 27,211.96 9.03

C. Share application money pending allotment (Refer Note 17 and 58(c)):


(` in Crores)

Board & Management Profiles


Particulars
Balance as at April 1, 2017 -
Movement during the year -
Balance as at March 31, 2018 -
Movement during the year 4.18
Balance as at March 31, 2019 4.18

In terms of our report attached


For Deloitte Haskins & Sells LLP For and on behalf of the Board of Directors
Chartered Accountants
Ajay G. Piramal
Chairman

Statutory Reports
Rupen K. Bhatt Vivek Valsaraj Leonard D'Souza
Partner Chief Financial Officer Company Secretary
Membership Number: 046930

Mumbai, April 26, 2019 Mumbai, April 26, 2019

Financial Statements

Annual Report 2018-19 291


NOTES
to the Consolidated financial statements for the year ended March 31, 2019
1. GENERAL INFORMATION Amounts for the year ended and as at March 31, 2017 were
Piramal Enterprises Limited (PEL), (the Company), along audited by previous auditors- Price Waterhouse.
with its subsidiaries (collectively referred to as the Group)
is one of India’s large diversified Group, with a presence in The Separate financial statements are presented in addition
Pharmaceuticals, Healthcare Insights and Analytics and Financial to the consolidated financial statements presented by the
Services. Group.

In Pharmaceuticals, through an end-to-end manufacturing Historical Cost convention


capabilities across its manufacturing facilities and a large The Consolidated financial statements have been prepared
global distribution network, the Group sells a portfolio of on the historical cost basis except for the following:
niche differentiated pharmaceutical products and provides an a) certain financial instruments and contingent
entire pool of pharmaceutical services (including in the areas consideration - measured at fair value
of injectable, HPAPI etc.). The Group is also strengthening its b) assets classified as held for sale - measured at fair
presence in the Consumer Product segment in India. value less cost to sell
Group’s Healthcare Insights and Analytics business, Decision c) cash settled stock appreciation rights - measured at
Resources Group, is the premier provider of healthcare fair value
analytics, data & insight products and services to the world’s
leading pharma, biotech and medical technology companies and d) plan assets of defined benefit plans, which are
enables them to take informed business decisions. measured at fair value"

In Financial Services, Group provides comprehensive financing ii) New and amended IND AS standards that are effective from
solutions to various companies. It provides both wholesale and the current year
retail funding opportunities across sectors. In real estate, the The Group has applied the following standards and
platform provides housing finance and other financing solutions amendments for the first time for the annual reporting
across the entire capital stack ranging from early stage private period commencing April 01, 2018:
equity, structured debt, senior secured debt, construction
finance, and flexi lease rental discounting. The wholesale (a) IND AS 115, Revenue from Contracts with Customers
business in non-real estate sector includes separate verticals (IND AS 115)
- Corporate Finance Group (CFG) and Emerging Corporate The Group adopted Ind AS 115 - Revenue from
Lending (ECL). CFG provides customized funding solutions to contracts with customers, using the cumulative catch-
companies across sectors such as infrastructure, renewable up transition method which is applied to contracts that
energy, roads, industrials, auto components etc. while ECL were not completed as of April 01, 2018. Accordingly,
focuses on lending towards Small and Medium Enterprises the comparatives have not been retrospectively
(SMEs). The Group has also launched Distressed Asset Investing adjusted. The effect of adoption of Ind AS 115 is
platform that will invest in equity and/or debt in assets across insignificant.
sectors (other than real estate) to drive restructuring with (b) Amendments to IND AS 21
active participation in turnaround. The Group also has strategic (c) Amendments to IND AS 12
alliances with top global funds such as APG Asset Management,
Bain Capital Credit, CPPIB Credit Investment Inc. and Ivanhoé These amended standards listed above did not have
Cambridge (CDPQ). The Group has long term equity investments any material impact on the amounts recognised in
in Shriram Group, a leading financial conglomerate in India. prior periods/ current period and are not expected to
significantly affect the future periods.
PEL is listed on the BSE Limited and the National Stock Exchange
of India Limited in India. iii) Principles of consolidation and equity accounting
a) Subsidiaries:
2A. Significant Accounting Policies Subsidiaries are all entities (including Structured
entities) over which the group has control. Control is
i) Basis of preparation achieved when the Group has power over the investee,
Compliance with Ind AS is exposed, or has rights, to variable returns from its
The Consolidated financial statements comply in all involvement with the investee and has the ability to
material aspects with Indian Accounting Standards (Ind AS) use its power to affect its returns. Subsidiaries are
notified under Section 133 of the Companies Act, 2013 (the fully consolidated from the date on which control is
Act) read with Companies (Indian Accounting Standards) transferred to the group. They are deconsolidated
Rules, 2015, as amended, and other relevant provisions of from the date that control ceases.
the Act.
The acquisition method of accounting is used to
Accounting policies have been consistently applied except account for business combinations by the group.
where a newly issued accounting standard is initially
adopted or a revision to the existing accounting standard The group combines the financial statements of the
requires a change in the accounting policy hitherto in use. parent and its subsidiaries line by line adding together

292 Piramal Enterprises Limited


NOTES
to the Consolidated financial statements for the year ended March 31, 2019
like items of assets, liabilities, equity, income and d) Equity method:
expenses. Intercompany transactions, balances and Under the equity method of accounting, the
unrealised gains on transactions between group investments are initially recognised at cost and
companies are eliminated. Unrealised losses are also adjusted thereafter to recognise the Group's share

Strategic Overview
eliminated unless the transaction provides evidence of post acquisition profits or losses of the investee
of an impairment of the transferred asset. Accounting in profit and loss, and the group's share of other
policies of subsidiaries have been changed where comprehensive income of the investee in other
necessary to ensure consistency with the policies comprehensive income. Dividends received or
adopted by the group. receivable from associates or joint ventures are
recognised as a reduction in the carrying amount of
Non-controlling interests in the results and equity of the investment.
subsidiaries are shown separately in the consolidated
statement of profit and loss, consolidated statement of Unrealised gains on transactions between the group
changes in equity and balance sheet respectively. and its associates and joint ventures are eliminated
to the extent of the group's interest in these entities.
b) Associates:

Management Discussion & Analysis


Unrealised losses are also eliminated unless the
An associate is an entity over which the Group has transaction provides evidence of an impairment of the
significant influence. Significant influence is the asset transferred.
power to participate in the financial and operating
policy decisions of the investee but is not control The carrying amount of equity accounted investments
or joint control over those policies. Investments in are tested for impairment in accordance with the
associates are accounted for using the equity method policy mentioned in Note 2a (vi) below."
of accounting (see (d) below), after initially being
recognised at cost. Wherever necessary, adjustments e) Changes in ownership interests
are made to financial statements of associates to bring The group treats transactions with non-controlling
there accounting policies in line with those used by the interests that do not result in loss of control as
other members of group. transactions with equity owners of the group. A change

Board & Management Profiles


in the ownership interest results in an adjustment
c) Joint Arrangements: between the carrying amounts of the controlling
Under Ind AS 111 Joint Arrangements, investments and non-controlling interests to reflect their relative
in joint arrangements are classified as either joint interests in the subsidiary. Any difference between the
operations or joint ventures. The classification amount of the adjustment to non controlling interests
depends on the contractual rights and obligations of and any consideration paid or received is recognised
each investor, rather than the legal structure of the within equity.
joint arrangement.
iv) Business Combinations
A joint operation is a joint arrangement whereby the The acquisition method of accounting is used to account
parties that have joint control of the arrangement have for all business combinations, regardless of whether equity
rights to the assets and obligations for the liabilities instruments or other assets are acquired. The consideration

Statutory Reports
relating to the arrangement. transferred for the acquisition of a subsidiary comprises
A joint venture is a joint arrangement whereby the the:
parties that have joint control of the arrangement have - fair values of the assets transferred;
rights to the net assets of the joint arrangement. - liabilities incurred to the former owners of the acquired
Joint control is the contractually agreed sharing business;
of control of an arrangement, which exists only - equity interests issued by the group; and
when decisions about the relevant activities require - fair value of any asset or liability resulting from a
unanimous consent of the parties sharing control. " contingent consideration arrangement.

The Group recognises its direct right to the assets, Identifiable assets acquired and liabilities and contingent
liabilities, revenues and expenses of joint operations liabilities assumed in a business combination are, with
Financial Statements

and its share of any jointly held or incurred assets, limited exceptions, measured initially at their fair values
liabilities, revenues and expenses. These have been at the acquisition date. The group recognises any non-
incorporated in the financial statements under the controlling interest in the acquired entity on an acquisition-
appropriate headings. by-acquisition basis at the non-controlling interest’s
proportionate share of the acquired entity’s net identifiable
Interests in joint ventures are accounted for using the assets.
equity method (see (d) below), after initially being
recognised at cost in the consolidated balance sheet.

Annual Report 2018-19 293


NOTES
to the Consolidated financial statements for the year ended March 31, 2019
Acquisition-related costs are expensed as incurred. is transferred to capital reserve and is presented
separately from other capital reserves.
The excess of the 6) The financial information in the financial statements in
- consideration transferred; respect of prior periods is restated as if the business
- amount of any non-controlling interest in the acquired combination had occurred from the beginning of
entity, and the preceding period in the financial statements,
- acquisition-date fair value of any previous equity interest irrespective of the actual date of combination.
in the acquired entity However, where the business combination had
occured after that date, the prior period information is
over the fair value of the net identifiable assets acquired is restated only from that date.
recorded as goodwill. If those amounts are less than the fair
value of the net identifiable assets of the business acquired, v) (a) Property, Plant and Equipment
the difference is recognised in other comprehensive Freehold Land is carried at historical cost. All other
income and accumulated in equity as capital reserve items of Property Plant & Equipments are stated at
provided there is clear evidence of the underlying reasons cost of acquisition, less accumulated depreciation and
for classifying the business combination as a bargain accumulated impairment losses, if any. Direct costs
purchase. In other cases, the bargain purchase gain is are capitalised until the assets are ready for use and
recognised directly in equity as capital reserve. includes freight, duties, taxes and expenses incidental
to acquisition and installation.
Where settlement of any part of cash consideration is
deferred, the amounts payable in the future are discounted The carrying amount of any component accounted for
to their present value as at the date of exchange. The as a separate asset is derecognised when replaced. All
discount rate used is the entity’s incremental borrowing other repairs and maintenance are charged to profit
rate, being the rate at which a similar borrowing could be or loss during the reporting period in which they are
obtained from an independent financier under comparable incurred.
terms and conditions.
Subsequent expenditures related to an item of
Contingent consideration is classified either as equity or a Property Plant & Equipment are added to its carrying
financial liability. Amounts classified as a financial liability value only when it is probable that the future
are subsequently remeasured to fair value with changes in economic benefits from the asset will flow to the
fair value recognised in profit or loss. Company & cost can be reliably measured.

If the business combination is achieved in stages, the Losses arising from the retirement of, and gains or
acquisition date carrying value of the acquirer’s previously losses arising from disposal of Property, Plant and
held equity interest in the acquiree is remeasured to fair Equipment are recognised in the Statement of Profit
value at the acquisition date. Any gains or losses arising and Loss."
from such remeasurement are recognised in profit or loss
or other comprehensive income, as appropriate. Depreciation
Depreciation is provided on a pro-rata basis on the
Common control transactions straight line method ('SLM') over the estimated
Business combinations involving entities that are controlled useful lives of the assets specified in Schedule II of
by the group are accounted for using the pooling of the Companies Act, 2013 / estimated useful lives
interests method as follows: as determined by the management of respective
subsidiaries based on technical evaluation. The assets’
1) The assets and liabilities of the combining entities are residual values and useful lives are reviewed, and
reflected at their carrying amounts. adjusted if appropriate, at the end of each reporting
2) No adjustments are made to reflect fair values, or period.
recognise any new assets or liabilities. Adjustments are
only made to harmonise accounting policies. The estimated useful lives of Property, Plant &
3) The balance of the retained earnings appearing in the Equipment are as stated below:
financial statements of the transferor is aggregated Asset Class Useful life
with the corresponding balance appearing in the Buildings* 3 years - 60 years
financial statements of the transferee or is adjusted Roads 10 years
against general reserve. Plant & Equipment 3 - 20 years
4) The identity of the reserves are preserved and the Continuous Process Plant 25 years
reserves of the transferor become the reserves of the Office Equipment 3 years - 15 years
transferee. Motor Vehicles 4 - 8 years
5) The difference, if any, between the amounts Helicopter 20 years
recorded as share capital issued plus any additional Ships 13 years/28 Years
consideration in the form of cash or other assets Furniture & fixtures 3 - 15 years
and the amount of share capital of the transferor *Useful life of leasehold improvements is as per lease period

294 Piramal Enterprises Limited


NOTES
to the Consolidated financial statements for the year ended March 31, 2019
(vi) (a) Intangible Assets (b) Goodwill
Intangible assets are stated at acquisition cost, Goodwill on acquisition is included in intangible assets.
net of accumulated amortisation and accumulated Goodwill and intangible assets that have an indefinite
impairment losses, if any. useful life are not subject to amortisation and are

Strategic Overview
Gains or losses arising from the retirement or disposal tested annually for impairment, or more frequently if
of an intangible asset are determined as the difference events or changes in circumstances indicate that they
between the disposal proceeds and the carrying might be impaired.
amount of the asset and are recognised as income or Goodwill is carried at cost less accumulated
expense in the Consolidated Statement of Profit and impairment losses."
Loss."
vii) Impairment of Assets
The research and development (R&D) cost is The Group assesses at each Balance Sheet date whether
accounted in accordance with Ind AS - 38 ‘Intangibles’. there is any indication that an asset may be impaired.
Research For the purposes of assessing impairment, the smallest
Research costs, including patent filing charges, identifiable group of assets that generates cash inflows

Management Discussion & Analysis


technical know-how fees, testing charges on animal from continuing use that are largely independent of the
and expenses incurred on development of a molecule cash inflows from other assets or groups of assets, is
till the stage of Pre-clinical studies and till the receipt considered as a cash generating unit. If any such indication
of regulatory approval for commencing phase I trials exists, the Group estimates the recoverable amount of the
are treated as revenue expenses and charged off to asset. The recoverable amount is the higher of an asset’s
the Statement of Profit and Loss of respective year. fair value less costs of disposal and value in use. If such
recoverable amount of the asset or the recoverable amount
Development of the cash generating unit to which the asset belongs
Development costs relating to design and testing of is less than its carrying amount, the carrying amount
new or improved materials, products or processes are is reduced to its recoverable amount. The reduction is
recognized as intangible assets and are carried forward treated as an impairment loss and is recognised in the

Board & Management Profiles


under Intangible Assets under Development until the Consolidated Statement of Profit and Loss. If at the Balance
completion of the project when they are capitalised Sheet date there is an indication that if a previously
as Intangible assets, if the following conditions are assessed impairment loss no longer exists or may have
satisfied: decreased, the recoverable amount is reassessed and the
asset is reflected at the recoverable amount.
• it is technically feasible to complete the asset so
that it will be available for use; viii) Financial instruments
• management intends to complete the asset and use Financial assets and financial liabilities are recognised
or sell it; when a Group entity becomes a party to the contractual
• there is an ability to use or sell the asset; provisions of the instruments.
• it can be demonstrated how the asset will generate Financial assets and financial liabilities are initially
probable future economic benefits; measured at fair value. Transaction costs that are directly

Statutory Reports
• adequate technical, financial and other resources attributable to the acquisition or issue of financial assets
to complete the development and to use or sell the and financial liabilities (other than financial assets and
asset are available; and financial liabilities at fair value through profit or loss) are
• the expenditure attributable to the asset during its added to or deducted from the fair value of the financial
development can be reliably measured. assets or financial liabilities, as appropriate, on initial
recognition. Transaction costs directly attributable to the
Intangible Assets with finite useful lives are amortized on a acquisition of financial assets or financial liabilities at fair
straight line basis over the following period: value through profit or loss are recognised immediately in
Asset Class Useful life profit or loss. Financial assets with embedded derivatives
Brands and Trademarks 5 - 25 years are considered in their entirety when determining whether
Copyrights, Know-how (including qualifying Product 4 - 25 years their cash flows are solely payment of principal and
Development Cost) and Intellectual property rights
Financial Statements

interest."
Computer Software (including acquired database) 2 - 9 years
Customer relationships 8 - 14 years Investments and Other Financial assets
Classification:
The assets’ residual values and useful lives are reviewed, and The Group classifies its financial assets in the following
adjusted if appropriate, at the end of each reporting period. measurement categories:
Certain trademarks are assessed as Intangible Assets with • those to be measured subsequently at fair value (either
indefinite useful lives. through other comprehensive income, or through profit
or loss), and

Annual Report 2018-19 295


NOTES
to the Consolidated financial statements for the year ended March 31, 2019
• those measured at amortised cost. exchange gains and losses which are recognised in profit
and loss. When the financial asset is derecognised, the
The classification depends on the entity’s business model cumulative gain or loss previously recognised in OCI is
for managing the financial assets and the contractual terms reclassified from equity to profit or loss and recognised in
of the cash flows." other gains/ (losses). Interest income from these financial
For assets measured at fair value, gains and losses will assets is included in other income using the effective
either be recorded in profit or loss or other comprehensive interest rate method.
income. For investments in debt instruments, this will Fair value through profit or loss (FVTPL):
depend on the business model in which the investment Assets that do not meet the criteria for amortised cost or
is held. For investments in equity instruments, this will FVTOCI are measured at fair value through profit or loss.
depend on whether the Group has made an irrevocable A gain or loss on a debt investment that is subsequently
election at the time of initial recognition to account measured at fair value through profit or loss and is not part
for the equity investment at fair value through other of a hedging relationship is recognised in profit or loss and
comprehensive income. presented net in the statement of profit and loss within
The Group reclassifies debt investments when and only other gains/(losses) in the period in which it arises. Interest
when its business model for managing those assets income from these financial assets is included in other
changes. income."

Measurement Equity instruments


At initial recognition, the Group measures a financial asset The Group subsequently measures all equity investments
at its fair value plus, in the case of a financial asset not at at fair value. Where the Group’s management has elected
fair value through profit or loss, transaction costs that are to present fair value gains and losses on equity investments
directly attributable to the acquisition of the financial asset. in other comprehensive income, there is no subsequent
Transaction costs of financial assets carried at fair value reclassification of fair value gains and losses to profit or
through profit or loss are expensed in profit or loss. loss. Dividends from such investments are recognised in
profit or loss when the Group’s right to receive payments is
Financial assets with embedded derivatives are considered established.
in their entirety when determining whether their cash flows
are solely payment of principal and interest. Changes in the fair value of financial assets at fair value
through profit or loss are recognised in the consolidated
Debt instruments statement of profit and loss.
Subsequent measurement of debt instruments depends
on the Group’s business model for managing the asset and Impairment of financial assets
the cash flow characteristics of the asset. There are three The Company applies the expected credit loss model for
measurement categories into which the group classifies its recognising impairment loss on financial assets measured at
debt instruments: amortised cost, loan commitments, trade receivables and
other contractual rights to receive cash or other financial
Amortised cost: asset.
 Assets that are held for collection of contractual cash
flows where those cash flows represent solely payments For trade receivables or any contractual right to receive
of principal and interest are measured at amortised cost. cash or another financial asset that result from transactions
A gain or loss on a debt investment that is subsequently that are within the scope of Ind AS 115, the Company
measured at amortised cost and is not part of a hedging always measures the loss allowance at an amount equal to
relationship is recognised in profit or loss when the asset lifetime expected credit losses.
is derecognised or impaired. Interest income from these
financial assets is included in finance income using the Further, for the purpose of measuring lifetime expected
effective interest rate method. Subsequently, these are credit loss (""ECL"") allowance for trade receivables, the
measured at amortised cost using the Effective Interest Company has used a practical expedient as permitted
Method less any impairment losses." under Ind AS 109. This expected credit loss allowance is
computed based on a provision matrix which takes into
Fair value through other comprehensive income (FVTOCI): account historical credit loss experience and adjusted for
Assets that are held for collection of contractual cash flows forward-looking information."
and for selling the financial assets, where the assets’ cash
flows represent solely payments of principal and interest, In case of other than trade receivables, the expected credit
are measured at fair value through other comprehensive loss is a product of exposure at default, probability of
income (FVTOCI). Movements in the carrying amount default and loss given default. The company has devised an
are taken through OCI, except for the recognition of internal model to evaluate the probability of default and
impairment gains or losses, interest revenue and foreign loss given default based on the parameters set out in Ind
AS 109. Accordingly, the financial instruments are classified

296 Piramal Enterprises Limited


NOTES
to the Consolidated financial statements for the year ended March 31, 2019
into Stage 1 – Standard Assets with zero to thirty days translated at the spot rate at the end of each reporting
past due (DPD), Stage 2 – Significant Credit Deterioration period. For foreign currency denominated financial assets
or overdue between 31 to 90 days and Stage 3 – Default measured at amortised cost and FVTPL, the exchange
Assets with overdue for more than 90 days. The Company differences are recognised in profit or loss except for those

Strategic Overview
also takes into account the below qualitative parameters which are designated as hedging instruments in a hedging
in determining the increase in credit risk for the financial relationship.
assets:
Financial liabilities and equity instruments
1) Significant negative deviation in the business plan of Classification as debt or equity
the borrower Debt and equity instruments issued by a Group entity
2) Internal rating downgrade for the borrower or the are classified as either financial liabilities or as equity
project in accordance with the substance of the contractual
3) Current and expected financial performance of the arrangements and the definitions of a financial liability and
borrower an equity instrument.
4) Need for refinance of loan due to change in cash flow
Equity Instrument

Management Discussion & Analysis


of the project
5) Significant decrease in the value of collateral An equity instrument is any contract that evidences a
6) Change in market conditions and industry trends residual interest in the assets of an entity after deducting
all of its liabilities. Equity instruments issued are recognised
For recognition of impairment loss on other financial at the proceeds received, net of direct issue costs.
assets and risk exposure (including off Balance Sheet Compulsorily Convertible Debenture
commitments), the Group determines that whether there Convertible instruments are separated into liability and
has been a significant increase in the credit risk since initial equity components based on the terms of the contract. On
recognition. If credit risk has not increased significantly, issuance of the convertible debentures, the fair value of
12-month ECL is used to provide for impairment loss. the liability component is determined using a market rate
However, if credit risk has increased significantly, lifetime for an equivalent non-convertible instrument. This amount
ECL is used. If, in a subsequent period, credit quality of

Board & Management Profiles


is classified as a financial liability measured at amortised
the instrument improves such that there is no longer a cost (net of transaction costs) until it is extinguished on
significant increase in credit risk since initial recognition, conversion or redemption. The remainder of the proceeds
then the entity reverts to recognising impairment loss is allocated to the conversion option that is recognised and
allowance based on 12-month ECL. included in equity since conversion option meets Ind AS 32
Lifetime ECL are the expected credit losses resulting from criteria for fixed to fixed classification. Transaction costs are
all possible default events over the expected life of a apportioned between the liability and equity components
financial instrument. The 12-month ECL is a portion of the of the convertible debentures based on the allocation of
lifetime ECL which results from default events that are proceeds to the liability and equity components when the
possible within 12 months after the reporting date." instruments are initially recognised.
Default Assets wherein the management does not expect Financial liabilities
any realistic prospect of recovery are written off to the

Statutory Reports
All financial liabilities are subsequently measured at
Statement of Profit and Loss. amortised cost using the effective interest method or at
Derecognition of financial assets FVTPL.
A financial asset is derecognised only when: Financial liabilities are classified as at FVTPL when the
• The Group has transferred the rights to receive cash financial liability is either contingent consideration
flows from the financial asset or recognised by the Group as an acquirer in a business
• retains the contractual rights to receive the cash flows of combination to which Ind AS 103 applies or is held for
the financial asset, but assumes a contractual obligation trading or it is designated as at FVTPL.
to pay the cash flows to one or more recipients. Financial liabilities that are not held-for-trading and are not
Where the entity has transferred an asset, the Group designated as at FVTPL are measured at amortised cost at
Financial Statements

evaluates whether it has transferred substantially all risks the end of subsequent accounting periods. The carrying
and rewards of ownership of the financial asset. In such amounts of financial liabilities that are subsequently
cases, the financial asset is derecognised. Where the entity measured at amortised cost are determined based on the
has not transferred substantially all risks and rewards of effective interest method.
ownership of the financial asset, the financial asset is not The effective interest method is a method of calculating
derecognised." the amortised cost of a financial liability and of allocating
Foreign exchange gains and losses interest expense over the relevant period. The effective
The fair value of financial assets denominated in a foreign interest rate is the rate that exactly discounts estimated
currency is determined in that foreign currency and future cash payments (including all fees paid or received

Annual Report 2018-19 297


NOTES
to the Consolidated financial statements for the year ended March 31, 2019
that form an integral part of the effective interest rate, The full fair value of a hedging derivative is classified
transaction costs and other premiums or discounts) as a non-current asset or liability when the remaining
through the expected life of the financial liability, or (where maturity of the hedged item is more than 12 months; it is
appropriate) a shorter period, to the amortised cost of a classified as a current asset or liability when the remaining
financial liability. maturity of the hedged item is less than 12 months. Trading
derivatives are classified as a current asset or liability.
Borrowings are classified as current liabilities unless the
Group has an unconditional right to defer settlement of (i) Cash flow hedges that qualify for hedge accounting:
the liability for at least 12 months after the reporting The effective portion of changes in the fair value of
period. Where there is a breach of a material provision of derivatives that are designated and qualify as cash
a long-term loan arrangement on or before the end of the flow hedges is recognised in the other comprehensive
reporting period with the effect that the liability becomes income in cash flow hedging reserve within equity,
payable on demand on the reporting date, the Group does limited to the cumulative change in fair value of
not classify the liability as current, if the lender agreed, the hedged item on a present value basis from the
after the reporting period and before the approval of the inception of the hedge. The gain or loss relating to the
financial statements for issue, not to demand payment as a ineffective portion is recognised immediately in profit
consequence of the breach. or loss, within other gains/(losses).

Foreign exchange gains and losses (ii) Derivatives that are not designated as hedges:
For financial liabilities that are denominated in a foreign The group enters into certain derivative contracts to
currency and are measured at amortised cost at the end hedge risks which are not designated as hedges. Such
of each reporting period, the foreign exchange gains and contracts are accounted for at fair value through profit
losses are determined based on the amortised cost of the or loss.
instruments.
Embedded derivatives
Financial Guarantee Contracts Derivatives embedded in a host contract that is an asset
A financial guarantee contract is a contract that requires within the scope of Ind AS 109 are not separated. Financial
the issuer to make specified payments to reimburse the assets with embedded derivatives are considered in their
holder for a loss it incurs because a specified debtor fails to entirety when determining whether their cash flows are
make payments when due in accordance with the terms of solely payment of principal and interest.
a debt instrument.
Derivatives embedded in all other host contract are
Financial guarantee contracts issued by the Group are separated only if the economic characteristics and risks
initially measured at their fair values and are subsequently of the embedded derivative are not closely related to the
measured at the higher of: economic characteristics and risks of the host and are
measured at fair value through profit or loss. Embedded
• the amount of the loss allowance determined in derivatives closely related to the host contracts are not
accordance with Ind AS 109; and separated.
• the amount initially recognised less, where appropriate,
cumulative amortisation recognised in accordance with Offsetting Financial Instruments
the revenue recognition policies. Financial Assets and Liabilities are offset and the net
amount is reflected in the balance sheet where there
Derecognition of financial liabilities is a legally enforceable right to offset the recognised
The Group derecognises financial liabilities when, and only amounts and there is an intention to settle the liability
when, the Group’s obligations are discharged, cancelled or simultaneously. The legally enforceable right must not be
have expired. An exchange between with a lender of debt contingent on future events and must be enforceable in
instruments with substantially different terms is accounted the normal course of business and in the event of default,
for as an extinguishment of the original financial liability insolvency or bankruptcy of the Group or counterparty.
and the recognition of a new financial liability.
ix) Trade Receivables
Derivatives and hedging activities Trade receivables are recognised initially at fair value
Derivatives are initially recognised at fair value on the date and subsequently measured at amortised cost using the
a derivative contract is entered into and are subsequently effective interest method, less provision for impairment.
re-measured to their fair value at the end of each reporting
period. The accounting for subsequent changes in fair x) Inventories
value depends on whether the derivative is designated as a Inventories comprise of Raw and Packing Materials, Work
hedging instrument, and if so, the nature of the item being in Progress, Finished Goods (Manufactured and Traded)
hedged and the type of hedge relationship designated. and Stores and Spares. Inventories are valued at the
lower of cost and the net realisable value after providing

298 Piramal Enterprises Limited


NOTES
to the Consolidated financial statements for the year ended March 31, 2019
for obsolescence and other losses, where considered In case of Provident fund, contributions are made to
necessary. Cost is determined on Weighted Average a Trust administered by the Group, except in case of
basis. Cost includes all charges in bringing the goods to certain employees, where the Contributions are made
their present location and condition, including octroi and to the Regional Provident Fund Office."

Strategic Overview
other levies, transit insurance and receiving charges. The
cost of Work-in-progress and Finished Goods comprises Defined Contribution Plans
of materials, direct labour, other direct costs and related The Group's contribution to provident fund (in case of
production overheads and Excise duty as applicable. contributions to the Regional Provident Fund office),
pension and employee state insurance scheme and
Net realizable value is the estimated selling price in the other social security schemes in overseas jurisdictions
ordinary course of business less the estimated costs of are considered as defined contribution plans, as the
completion and the estimated costs necessary to make the Group does not carry any further obligations apart
sale." from the contributions made on a monthly basis and
are charged as an expense based on the amount of
xi) Employee Benefits contribution required to be made.

Management Discussion & Analysis


(i) Short-term obligations In case of 401(k) contribution plan (in case of
Liabilities for wages and salaries, including non- US subsidiaries), contribution by the Group is
monetary benefits that are expected to be settled discretionary. Any contribution made is charged to the
wholly within 12 months after the end of the period Statement of Profit and Loss."
in which the employees render the related service are
recognised in respect of employees’ services up to Defined Benefit Plan
the end of the reporting period and are measured at The liability or asset recognised in the balance sheet
the amounts expected to be paid when the liabilities in respect of defined benefit provident and gratuity
are settled. The liabilities are presented as current plans is the present value of the defined benefit
employee benefit obligations in the balance sheet. obligation at the end of the reporting period less the
fair value of plan assets. The defined benefit obligation
(ii) Other long-term employee benefit obligations is calculated annually by actuaries using the projected

Board & Management Profiles


The liabilities for earned leave are not expected to unit credit method.
be settled wholly within 12 months after the end of
the period in which the employees render the related Except in case of an overseas subsidiary, the present
service. They are therefore measured as the present value of the defined benefit obligation denominated
value of expected future payments to be made in in INR is determined by discounting the estimated
respect of services provided by employees up to the future cash outflows by reference to market yields at
end of the reporting period using the projected unit the end of the reporting period on government bonds
credit method. The benefits are discounted using the that have terms approximating to the terms of the
market yields at the end of the reporting period that related obligation. The net interest cost is calculated
have terms approximating to the terms of the related by applying the discount rate to the net balance of
obligation. Remeasurements as a result of experience the defined benefit obligation and the fair value of
adjustments and changes in actuarial assumptions are plan assets. This cost is included in employee benefit

Statutory Reports
recognised in profit or loss. expense in the statement of profit and loss.
The obligations are presented as current liabilities In case of an overseas subsidiary, where pension is
in the balance sheet if the entity does not have an classified as a Defined Benefit Scheme, assets are
unconditional right to defer settlement for at least measured using market values and liabilities are
twelve months after the reporting period, regardless measured using a Projected Unit Credit method
of when the actual settlement is expected to occur. and discounted using market yields determined by
Long Term Service Awards are recognised as a liability reference to high-quality corporate bonds that are
at the present value of the defined benefit obligation denominated in the currency in which benefits will be
as at the balance sheet date. " paid, and that have terms approximating to the terms
of the related obligation. Shortfall, if any, is provided
(iii) Post-employment obligations for in the financial statements. "
Financial Statements

The Group operates the following post-employment


schemes: Remeasurement gains and losses arising from
experience adjustments, changes in actuarial
- Defined Contribution plans such as provident fund, assumptions and return on plan assets (excluding
superannuation, pension, employee state insurance interest income) are recognised in the period in
scheme and other social security schemes in overseas which they occur, directly in other comprehensive
jurisdictions income. They are included in retained earnings in the
- Defined Benefit plans such as provident fund and statement of changes in equity and in the balance
Gratuity, Pension fund (in case of a subsidiary) sheet. Changes in the present value of the defined

Annual Report 2018-19 299


NOTES
to the Consolidated financial statements for the year ended March 31, 2019
benefit obligation resulting from plan amendments or Customers) is recognised.
curtailments are recognised immediately in profit or If the contracts involve time-based billing, revenue is
loss as past service cost. recognised in the amount to which the Group has a right to
invoice."
Bonus Plans - The Group recognises a liability and an
expense for bonuses. The group recognises a provision Interest: Interest income from a financial asset is

where contractually obliged or where there is a past recognised when it is probable that the economic benefits
practice that has created a constructive obligation. will flow to the Group and the amount of income can
be measured reliably. Interest income is accrued on a
xii) Provisions and Contingent Liabilities time basis, by reference to the amortised cost and at the
Provisions are recognised when there is a present effective interest rate applicable.
obligation (legal or constructive) as a result of a past event,
it is probable that an outflow of resources embodying Dividend: Dividend income from investments is recognised

economic benefits will be required to settle the obligation when the shareholder's right to receive payment has been
and there is a reliable estimate of the amount of the established (provided that it is probable that the economic
obligation. When a provision is measured using the cash benefits will flow to the Group and the amount of income
flows estimated to settle the present obligation, its carrying can be measured reliably).
amount is the present value of those cash flows (when the
effect of the time value of money is material). The discount xiv) Foreign Currency Transactions
rate used to determine the present value is a pre-tax rate In preparing the financial statements of each individual
that reflects current market assessments of the time value Company entity, transactions in currencies other than
of money and the risks specific to the liability. The increase the entity’s functional currency (foreign currencies) are
in the provision due to the passage of time is recognised as recognised at the rates of exchange prevailing at the dates
interest expense. of the transactions. Foreign exchange gains and losses
Contingent liabilities are disclosed when there is a possible resulting from the settlement of such transactions and
obligation arising from past events, the existence of which from the translation of monetary assets and liabilities
will be confirmed only by the occurrence or non occurence denominated in foreign currencies at year end exchange
of one or more uncertain future events not wholly within rates are generally recognised in profit or loss. Non-
the control of the Group or a present obligation that monetary items carried at fair value that are denominated
arises from past events where it is either not probable in foreign currencies are translated at the rates prevailing
that an outflow of resources will be required to settle the at the date when the fair value was determined. Non-
obligation or a reliable estimate of the amount cannot be monetary items that are measured in terms of historical
made." cost in a foreign currency are not retranslated.

Exchange differences on monetary items are recognised in


xiii) Revenue recognition profit or loss in the period in which they arise.
Revenue is measured at the fair value of the consideration
received or receivable. For the purpose of presenting consolidated financial
statements, the assets and liabilities of the Company’s
Sale of goods: Revenue from the sale of goods is
 foreign operations that have a functional currency other
recognised when the Group transfers Control of the than presentation currency i.e. Indian Rupees are translated
product. Control of the product transfers upon shipment using exchange rates prevailing at the reporting date.
of the product to the customer or when the product is Income and expense items are translated at the average
made available to the customer, provided transfer of title exchange rates for the period. Exchange differences
to the customer occurs and the Group has not retained arising, if any, are recognized in other comprehensive
any significant risks of ownership or future obligations income and held in foreign currency translation reserve
with respect to the product shipped. Amounts disclosed as (FCTR), a component of equity, except to the extent that
revenue are net off returns, trade allowances, rebates and the translation difference is allocated to non-controlling
indirect taxes. interest. When a foreign operation is disposed off, the
Sale of Services: In contracts involving the rendering of
 relevant amount recognized in FCTR is transferred to
services/development contracts, revenue is recognised at the statement of income as part of the profit or loss on
the point in time in which services are rendered. Advisory disposal. Goodwill and fair value adjustments arising on
fees are accounted on an accrual basis in accordance with the acquisition of a foreign operation are treated as assets
the Investment Management Agreement and Advisory and liabilities of the foreign operation and translated at the
Services Agreement. In case of fixed price contracts, the exchange rate prevailing at the reporting date.
customer pays a fixed amount based on the payment Foreign currency differences arising from translation of
schedule and the Group recognises revenue on the basis intercompany receivables or payables relating to foreign
of input method. If the services rendered by the Group operations, the settlement of which is neither planned nor
exceed the payment, a Contract asset (Unbilled Revenue) is likely in the foreseeable future, are considered to form part
recognised. If the payments exceed the services rendered, of net investment in foreign operation and are recognized
a contract liability (Deferred Revenue/Advance from in FCTR.
300 Piramal Enterprises Limited
NOTES
to the Consolidated financial statements for the year ended March 31, 2019
xv) Exceptional Items liabilities are not recognised if the temporary difference
When items of income and expense within profit or loss arises from the initial recognition of goodwill.
from ordinary activities are of such size, nature or incidence
that their disclosure is relevant to explain the performance The carrying amount of deferred tax assets is reviewed

Strategic Overview
of the enterprise for the period, the nature and amount of at the end of each reporting period and reduced to the
such items is disclosed separately as Exceptional items. extent that it is no longer probable that sufficient taxable
profits will be available to allow all or part of the asset to be
xvi) Government Grants recovered.
Grants from the government are recognised at their fair Deferred tax liabilities and assets are measured at the tax
value where there is a reasonable assurance that the grant rates that are expected to apply in the period in which the
will be received and the group will comply with all attached liability is settled or the asset realised, based on tax rates
conditions. (and tax laws) that have been enacted or substantively
enacted by the end of the reporting period. "
Government grants relating to income are deferred and
recognised in the profit or loss over the period necessary Current and deferred tax are recognised in profit or loss,
except when they relate to items that are recognised in

Management Discussion & Analysis


to match them with the costs that they are intended to
compensate and presented within other income. other comprehensive income or directly in equity, in which
case, the current and deferred tax are also recognised
Government grants relating to purchase of property, plant in other comprehensive income or directly in equity
and equipment are included in non-current liabilities as respectively. Where current tax or deferred tax arises
deferred income and are credited to profit or loss on a from the initial accounting for a business combination, the
straight line basis over the expected lives of the related tax effect is included in the accounting for the business
assets and presented within other income. combination.

xvii) Leases Current tax assets and current tax liabilities are offset when
Operating Leases there is a legally enforceable right to set off the recognised
Leases in which a significant portion of the risks and amounts and there is an intention to settle the asset and

Board & Management Profiles


rewards of ownership are not transferred to the Company the liability on a net basis. Deferred tax assets and deferred
as lessee are classified as operating leases. tax liabilities are offset when there is a legally enforceable
In the event that lease incentives are received to enter right to set off assets against liabilities representing current
into operating leases, such incentives are recognised as a tax and where the deferred tax assets and the deferred
liability. Payments made under operating leases (net of any tax liabilities relate to taxes on income levied by the same
incentives received from the lessor) are charged to profit governing taxation laws.
or loss on a straight-line basis over the period of the lease Deferred tax liabilities are not recognised for temporary
unless the payments are structured to increase in line with differences between the carrying amount and tax bases
expected general inflation to compensate for the lessor’s of investments in subsidiaries, associates and interest in
expected inflationary cost increases." joint arrangements where the group is able to control the
timing of the reversal of the temporary differences and
xviii) Taxes on Income

Statutory Reports
it is probable that the differences will not reverse in the
Tax expense for the period, comprising current tax and foreseeable future.
deferred tax, are included in the determination of the
net profit or loss for the period. Current tax is measured Deferred tax assets are not recognised for temporary
at the amount expected to be paid to the tax authorities differences between the carrying amount and tax bases of
in accordance with the taxation laws prevailing in the investments in subsidiaries, associates and interest in joint
respective jurisdictions. arrangements where it is not probable that the differences
will reverse in the foreseeable future and taxable profit will
Deferred tax is recognised on temporary differences not be available against which the temporary difference
between the carrying amounts of assets and liabilities can be utilised.
and the corresponding tax bases used in the computation
of taxable profit. Deferred tax liabilities are generally xix) Cash and Cash Equivalents
Financial Statements

recognised for all taxable temporary differences. Deferred In the cash flow statement, cash and cash equivalents
tax assets are generally recognised for all deductible includes cash on hand, demand deposits with banks,
temporary differences to the extent that it is probable other short-term highly liquid investments with original
that taxable profits will be available against which those maturities of three months or less that are readily
deductible temporary differences can be utilised. Such convertible to known amounts of cash and which are
deferred tax assets and liabilities are not recognised if the subject to an insignificant risk of changes in value, and bank
temporary difference arises from the initial recognition overdrafts. Bank overdrafts are shown within borrowings in
(other than in a business combination) of assets and current liabilities in the balance sheet.
liabilities in a transaction that affects neither the taxable
profit nor the accounting profit. In addition, deferred tax

Annual Report 2018-19 301


NOTES
to the Consolidated financial statements for the year ended March 31, 2019
xx) Borrowing Costs enhanced disclosure requirements for lessees. Ind AS
General and specific borrowing costs directly attributable 116 substantially carries forward the lessor accounting
to acquisition or construction of qualifying assets (i.e. those requirements in Ind AS 17.
Property, Plant & Equipments which necessarily take a
substantial period of time to get ready for their intended Amendment to Ind AS 12, Income Taxes:
use) are capitalised. Other borrowing costs are recognised On March 30, 2019, Ministry of Corporate Affairs has
as an expense in the period in which they are incurred. issued amendment to Ind AS 12, 'Income Taxes'.Appendix
C to Ind AS 12 (Appendix C) clarifies the accounting for
xxi) Segment Reporting those uncertainties on income tax treatments that have
The Chairman has been identified as the Chief Operating yet to be accepted by tax authorities, and to reflect
Decision Maker (CODM) as defined by Ind AS 108, those uncertainties in the measurement of current and
“Operating Segments.” deferred taxes. Appendix C is applicable for annual periods
Operating segments are reported in a manner consistent beginning on or after 1 April 2019. On transition, a company
with the internal reporting provided to the chief operating may apply the standard retrospectively, by restating
decision makers. the comparatives (i.e. period beginning 1 April 2018), if
The accounting policies adopted for segment reporting this is possible without the use of hindsight, or apply it
are in conformity with the accounting policies adopted for prospectively by adjusting equity on the initial application,
the Group. Revenue and expenses have been identified without adjusting comparatives.
to segments on the basis of their relationship to the
operating activities of the segment. Income / Costs which Amendments to Ind AS 19, Employee Benefits:
relate to the Group as a whole and are not allocable to On March 30, 2019, Ministry of Corporate Affairs has
segments on a reasonable basis, have been included under issued amendment to Ind AS 19, 'Employee Benefits'.The
Unallocated Income / Costs. Interest income and expense amendment clarifies the accounting for defined benefit
are not allocated to respective segments (except in case of plans on plan amendment, curtailment and settlement
Financial Services segment). " and specifies how companies should determine pension
expenses when changes to a defined benefit pension plan
xxii) Dividends occur. The amendments require a company to use the
Provision is made for the amount of any dividend declared, updated assumptions from remeasurement to determine
being appropriately authorised and no longer at the current service cost and net interest for the remainder
discretion of the entity, on or before the end of the of the reporting period after the change to the plan.
reporting period but not distributed at the end of the Currently, Ind AS 19 did not specify how to determine these
reporting period. expenses for the period after the change to the plan. The
amendments are expected to provide useful information
xxiii) Share appreciation rights to users of financial statements by requiring the use of
Liabilities for the group’s share appreciation rights are updated assumptions.
recognised as employee benefit expense over the relevant Effective date for application of this new standard and
service period. The liabilities are remeasured to fair value at amendments is annual period beginning on or after
each reporting date and are presented as employee benefit April 01, 2019.The Group is evaluating the requirements of
obligations in the balance sheet. the aforesaid new standard and amendments and its effect
on the financial statements.
xxiv) Rounding of amounts
All amounts disclosed in the financial statements and notes 2b. Critical accounting judgements and key sources of
have been rounded off to the nearest crores as per the estimation uncertainties
requirement of Schedule III, unless otherwise stated. The preparation of the financial statements in conformity
with Ind AS requires the Management to make estimates and
xxv) Standards issued but not yet effective assumptions considered in the reported amounts of assets
Notification of new standard Ind AS 116 and liabilities (including contingent liabilities) and the reported
On March 30, 2019, Ministry of Corporate Affairs has income and expenses during the year. The Management
notified IndAS 116, Leases. IndAS 116 will replace the believes that the estimates used in preparation of the financial
existing leases Standard, IndAS 17 Leases, and related statements are prudent and reasonable. Future results could
Interpretations. The Standard sets out the principles differ due to these estimates and the differences between the
for the recognition, measurement, presentation and actual results and the estimates are recognised in the periods in
disclosure of leases for both parties to a contract i.e., which the results are known / materialise.
the lessee and the lessor. Ind AS 116 introduces a single
lessee accounting model and requires a lessee to recognize
assets and liabilities for all leases with a term of more than
12 months, unless the underlying asset is of low value.
Currently, operating lease expenses are charged to the
statement of profit & loss. The Standard also contains

302 Piramal Enterprises Limited


NOTES
to the Consolidated financial statements for the year ended March 31, 2019
Fair Valuation: The amount of the deferred tax assets considered realizable,
Some of the Group’s assets and liabilities are measured at fair however, could be reduced in the near term if estimates of
value for financial reporting purposes. In estimating the fair future taxable income during the carry-forward period are
value of an asset and liability, the Group uses market observable reduced.

Strategic Overview
data to the extent it is available. When Level 1 inputs are not
available, the Group engages third party qualified external Defined benefit plans:
valuers to establish the appropriate valuation techniques and The cost of the defined benefit plans and the present value of
inputs to the valuation model. the defined benefit obligation are based on actuarial valuation
using the projected unit credit method. An actuarial valuation
Information about the valuation techniques and inputs used in involves making various assumptions that may differ from actual
determining the fair value of various assets and liabilities are developments in the future. These include the determination of
disclosed in Note 55. the discount rate, future salary increases and mortality rates.
Due to the complexities involved in the valuation and its long-
Impairment of Goodwill (Refer Note 41) term nature, a defined benefit obligation is highly sensitive to
Determining whether goodwill is impaired requires an changes in these assumptions. All assumptions are reviewed at

Management Discussion & Analysis


estimation of the recoverable amount of the cash-generating each reporting date.
units to which goodwill has been allocated. The recoverable
amount is higher of the Value-in-Use and Fair Value Less Cost To Contingent Consideration (Refer Note 40)
Sell (FVLCTS). The value in use calculation requires the directors In accounting for business combinations, judgment is required in
to estimate the future cash flows expected to arise from the determining contingent consideration. Contingent consideration
cash-generating unit and a suitable discount rate in order to is payable in case of achievement of certain milestones. It is
calculate the present value. Where the actual future cash flows calculated by applying an appropriate discount rate to the
are less than expected, a material impairment loss may arise. probability adjusted sales / margins.

Expected Credit Loss: Functional Currency (Refer Note 50(d))


When determining whether the risk of default on a financial Functional currency is the currency of the primary economic
instrument has increased significantly since initial recognition,

Board & Management Profiles


environment in which the Company and its subsidiaries operate.
the Group considers reasonable and supportable information The Group assesses the factors as per Ind AS 21 in determining
that is relevant and available without undue cost or effort. the functional currency of the Company and its subsidiaries.
This includes both quantitative and qualitative information and If there is any change in underlying transactions, events
analysis, based on the Group’s historical experience and credit and conditions in the Company or its subsidiary, the Group
assessment and including forward-looking information. reassesses the functional currency.
The inputs used and process followed by the Group in
determining the increase in credit risk have been detailed in Assessment of Significant influence (Refer Note 39 (d))
Note 50 (f). Irrespective of the voting rights in an entity, if the Company
has a right to appoint Directors or participates in all significant
Useful life of Assets: financial and operating decisions of an investee, there is
Property, plant and equipment and Intangible Assets represent an existence of significant influence and the investment is

Statutory Reports
a significant proportion of the assets of the Group. Depreciation considered as an Associate.
is derived after determining an estimate of an asset’s expected
useful life and the expected residual value at the end of its Assessment of Joint control (Refer Note 39 (b))
life. The useful lives and residual values of Group's assets are Irrespective of the voting rights in an entity, if a contractual
determined by management at the time the asset is acquired arrangement requires unanimous consent from all the parties
and reviewed periodically, including at each financial year end. for the relevant activities and if there is a separation of the legal
The lives are based on historical experience with similar assets form of the structure, the arrangement is accounted as a Joint
as well as anticipation of future events, which may impact their venture.
life, such as changes in technology.

Deferred Taxes
Financial Statements

Deferred tax is recorded on temporary differences between the


tax bases of assets and liabilities and their carrying amounts,
at the rates that have been enacted or substantively enacted
at the reporting date. The ultimate realization of deferred tax
assets is dependent upon the generation of future taxable
profits during the periods in which those temporary differences
and tax loss carry-forwards become deductible. The Group
considers the expected reversal of deferred tax liabilities and
projected future taxable income in making this assessment.

Annual Report 2018-19 303


3. PROPERTY, PLANT & EQUIPMENT AND INTANGIBLE ASSETS

304
(` in Crores)
GROSS CARRYING AMOUNT ACCUMULATED DEPRECIATION / AMORTISATION NET CARRYING AMOUNT
As at As at As at
NOTES

Particulars Opening Opening As at


Deletions/ Exchange March 31, For the Year Deletions/ Exchange March 31, March 31,
as at Additions as at March 31,
Adjustments Difference 2019 # Adjustments Difference 2019 2019
April 1, 2018 April 1, 2018 2018
(A) (B) (A-B)
Property, Plant & Equipment
Land Freehold 103.43 - - (0.79) 102.64 0.16 - - - 0.16 102.48 103.27
Buildings 863.74 110.39 1.82 5.05 977.36 51.05 33.57 1.69 0.76 83.69 893.67 812.69

Piramal Enterprises Limited


Roads 3.89 0.93 - 0.02 4.84 0.84 0.67 - - 1.51 3.33 3.05
Plant & Equipment 1,573.90 360.36 51.25 27.77 1,910.78 433.00 189.97 41.18 10.53 592.32 1,318.46 1,140.90
Furniture & fixtures 67.28 22.02 10.76 0.92 79.46 22.45 12.08 10.44 0.41 24.50 54.96 44.83
Office Equipment 37.99 8.64 4.29 0.72 43.06 11.60 8.00 4.29 0.03 15.34 27.72 26.39
Ships 0.88 - - - 0.88 0.26 0.09 - - 0.35 0.53 0.62
Helicopter ^ 9.60 - - - 9.60 1.62 0.54 - - 2.16 7.44 7.98
Motor Vehicles 7.54 4.80 0.62 0.38 12.10 2.26 1.23 0.20 0.01 3.30 8.80 5.28
Total ( I ) 2,668.25 507.14 68.74 34.07 3,140.72 523.24 246.15 57.80 11.74 723.33 2,417.39 2,145.01
Intangible Assets ( Acquired )
Customer relations* 208.68 - 12.19 220.87 45.96 26.18 - 2.55 74.69 146.18 162.72
Favourable lease 1.33 - - 0.08 1.41 0.73 0.23 - 0.03 0.99 0.42 0.60
Product-related Intangibles - Brands 2,750.49 13.40 297.01 125.70 2,592.58 287.14 134.96 104.03 8.72 326.79 2,265.79 2,463.35
and Trademarks*+
Product-related Intangibles 234.85 31.16 - 10.95 276.96 39.94 17.68 - 0.51 58.13 218.83 194.91
- Copyrights, Knowhow and
Intellectual property rights*
Computer Software (Including 283.90 157.19 24.88 13.26 429.47 159.26 92.97 24.79 7.75 235.19 194.28 124.64
acquired database)
Intangible Assets (Internally
Generated)
Product Know-how 2.32 14.80 - (0.21) 16.91 0.57 1.98 - - 2.55 14.36 1.75
Total (II) 3,481.57 216.55 321.89 161.97 3,538.20 533.60 274.00 128.82 19.56 698.34 2,839.86 2,947.97
Grand Total (I+II) 6,149.82 723.69 390.63 196.04 1,056.84 520.15 186.62 31.30 5,092.98
to the Consolidated financial statements for the year ended March 31, 2019

6,678.92 1,421.67 5,257.25


* Material Intangible Assets as on March 31, 2019:

Carrying Value as Carrying Value as Remaining useful life


Asset Class Asset Description
at March 31, 2019 at March 31, 2018 as on March 31, 2019

Product-related Intangibles - Brands and Trademarks Brands and trademarks € 356.89 388.51 5 years to 14 years
Product-related Intangibles - Brands and Trademarks Purchased brand ** - 197.77 -
Product-related Intangibles - Brands and Trademarks Purchased Brands (Refer @) 1,830.89 1,813.74 19-24 years
Customer Relations Purchased Brands 59.91 63.55 9 years
Product-related Intangibles - Copyrights, Knowhow and Intellectual property rights Purchased Brands 156.57 159.65 9 years
# Depreciation for the year includes depreciation amounting to ` 9.81 Crores (Previous Year ` 9.77 Crores) on assets used for Research and Development locations at Ennore and Mumbai.
+ Certain Brands are in the process of being registered in the name of the Company, for which the necessary application has been made with trade mark registry.
^ The Company has a 25% share in joint ownership of Helicopter

Current year
** For disposal of assets Refer Note 37
Refer Note 44 for the assets mortgaged as security against borrowings.
Refer Note 28 B for the contractual capital commitments for purchase of Property, Plant & Equipment
3. PROPERTY, PLANT & EQUIPMENT AND INTANGIBLE ASSETS
(` in Crores)
GROSS CARRYING AMOUNT ACCUMULATED DEPRECIATION / AMORTISATION NET CARRYING AMOUNT
Purchase
NOTES

Opening Acquisition Price As at As at As at


Particulars Opening For the As at
as at through Deletions/ Allocation Exchange March 31, Deletions/ Exchange March 31, March 31,
Additions as at Acquisition Year March 31,
April 1, business Adjustments Adjustments Difference 2018 Adjustments Difference 2018 2018
April 1, 2017 # 2017
2017 combination (Refer Note (A) (B) (A-B)
40)
Property, Plant &
Equipment
Land Freehold 96.76 - 1.73 2.12 (0.97) 8.03 103.43 0.15 - 0.16 - (0.15) 0.16 103.27 96.61
Buildings 303.31 - 585.96 5.27 (21.91) 1.65 863.74 31.62 - 21.34 1.41 (0.50) 51.05 812.69 271.69
Roads 1.21 - 1.26 - - 1.42 3.89 0.44 - 0.26 - 0.14 0.84 3.05 0.77
Plant & Equipment 1,291.13 - 218.85 8.12 46.36 25.68 1,573.90 259.09 - 174.59 5.82 5.14 433.00 1,140.90 1,032.04
Furniture & fixtures 53.14 - 21.08 6.88 0.06 (0.12) 67.28 18.22 - 9.51 5.28 - 22.45 44.83 34.92
Office Equipment 20.92 - 17.37 0.57 (0.63) 0.90 37.99 5.70 - 6.27 0.68 0.31 11.60 26.39 15.22
Ships 0.88 - - - - - 0.88 0.17 - 0.09 - - 0.26 0.62 0.71
Helicopter ^ 9.60 - - - - - 9.60 1.08 - 0.54 - - 1.62 7.98 8.52
Motor Vehicles 6.03 - 1.71 0.22 - 0.02 7.54 1.46 - 0.93 0.12 (0.01) 2.26 5.28 4.57
Total ( I ) 1,782.98 - 847.96 23.18 22.91 37.58 2,668.25 317.93 - 213.69 13.31 4.93 523.24 2,145.01 1,465.05
Intangible Assets
(Acquired)
Customer relations 135.03 4.59 - - 71.93 (2.87) 208.68 19.84 - 25.37 (0.19) 0.56 45.96 162.72 115.19
Favourable lease 1.32 - - - - 0.01 1.33 0.51 - 0.23 - (0.01) 0.73 0.60 0.81
Product-related Intangibles - 2,877.96 1.13 162.44 - (306.91) 15.87 2,750.49 143.64 - 149.55 1.11 (4.94) 287.14 2,463.35 2,734.32
Brands and Trademarks+
Product-related Intangibles 105.07 - 16.48 - 95.52 17.78 234.85 16.58 - 11.40 (0.19) 11.77 39.94 194.91 88.49
- Copyrights, Knowhow and
Intellectual property rights
Computer Software (Including 220.55 14.00 47.28 - 0.18 1.89 283.90 80.84 - 76.90 - 1.52 159.26 124.64 139.71
acquired database)
Intangible Assets
to the Consolidated financial statements for the year ended March 31, 2019

(Internally Generated)
Product Know-how 2.32 - - - - - 2.32 0.38 - 0.19 - - 0.57 1.75 1.94
Total (II) 3,342.25 19.72 226.20 - (139.28) 32.68 3,481.57 261.79 - 263.64 0.73 8.90 533.60 2,947.97 3,080.46
Grand Total (I+II) 5,125.23 19.72 1,074.16 23.18 (116.37) 70.26 6,149.82 579.72 - 477.33 14.04 13.83 1,056.84 5,092.98 4,545.51
+ Certain Brands are in the process of being registered in the name of the Company, for which the necessary application has been made with trade mark registry.
^ The Company has a 25% share in joint ownership of Helicopter
Previous year
@ Acquisition of Intangibles from Fera Pharmaceuticals and Oakwood Laboratories
On January 18, 2018, the Company acquired Abbreviated New Drug Application (ANDA) for Levothyroxine Sodium for injection and all files, documents, information and all correspondence or submissions to Food and Drug Administration related
to this from Fera Pharmaceutical and Oakwood Laboratories for ` 65.54 Crores (U.S.$ 10 million).
The Company recorded the acquisition of asset as brands and trademarks. The Company estimated that the useful life of this product is 15 years. The carrying value of these intangibles as on March 31, 2019 is ` 64.72 Crores (Previous year: `
65.42 Crores.)
Of the above consideration, USD 4 million was paid upfront , USD 2 million on February 1, 2018, USD 2 million was written back during the current year and the balance USD 2 million will be paid on July 1, 2019. This payable has been accounted
under deferred consideration in Note 24.

Annual Report 2018-19


€ During the previous year ended March 31, 2018 , the Company has acquired brands of Digiplex, Digemax, Decaplex and Digeplus from Shreya Lifesciences Private Limited for a consideration of ` 103.50 Crores (inclusive of transactions cost and
Goods and Service Tax)

305
Financial Statements Statutory Reports Board & Management Profiles Management Discussion & Analysis Strategic Overview
NOTES
to the Consolidated financial statements for the year ended March 31, 2019

4. INVESTMENTS
(a) Investments accounted for using the equity method
As at March 31, 2019 As at March 31, 2018
Particulars
Quantity (` in Crores) Quantity (` in Crores)
A. In Joint Ventures (Unquoted) - At Cost:
i. Convergence Chemicals Private Limited
Interest as at April 1 35,705,100 28.60 35,705,100 34.74
Add - Share of profit/(loss) for the year 1.79 (2.72)
Less - Share of unrealised profit on closing stock * (3.44)
Add - Share of other comprehensive income for the year * 0.02
30.39 28.60
ii. Shrilekha Business Consultancy Private Limited
Interest as at April 1 62,234,605 2,901.05 62,234,605 2,674.42
Add - Share of profit for the year 274.62 242.50
Less - Share of other comprehensive loss for the year (3.60) -
Less - Dividend received (23.33) (15.87)
3,148.74 2,901.05
iii. India Resurgence ARC Private Limited (formerly known as Piramal Assets
Reconstruction Private Limited) (Refer Note 39 (c))
Cost of investment 1,000,000 1.03 1,000,000 1.00
Add - Investment during the year 50,000,000 50.00 -
Add - Share of profit/(loss) for the year (0.32) 0.03
50.71 1.03
iv. India Resurgence Asset Management Business Private Limited (formerly known as PEL
Asset Resurgence Advisory Private Limited) (Refer Note 39 (c))
Cost of investment (including additional shares not yet allotted) 5,000,000 5.12 5,000,000 5.88
Add - Investment during the year 10,000,000 4.75 -
Add - Share of loss for the year (9.87) (0.76)
- 5.12
v. Piramal Ivanhoe Residential Equity Fund 1
Interest as at April 1 - -
Add - Investment during the year 1,220,708 122.07 -
Add - Share of profit for the year 0.53 -
122.60 -
vi. India Resurgence Fund Scheme II
Interest as at April 1 - -
Add - Investment during the year 15,807,476 158.07 -
Add - Share of profit for the year 0.64 -
158.71 -
Total (A) 3,511.15 2,935.80

B. In Associates :
I Quoted - At Cost:
Piramal Phytocare Limited
Interest as at April 1 4,550,000 - 4,550,000 0.88
Add - Share of loss for the year (Refer Note A below) - (0.88)
Total (B (I)) - -
II Unquoted - At Cost:
i. Allergan India Private Limited
Interest as at April 1 3,920,000 152.83 3,920,000 106.00
Add - Share of profit for the year 50.99 46.86
Add - Share of other comprehensive income for the year * (0.03)
Less - Dividend received (61.25) -
142.57 152.83
ii. Shriram Capital Limited
Interest as at April 1 1,000 0.01 1,000 0.01
0.01 0.01
iii. Bluebird Aero Systems Limited
Interest as at April 1 67,137 38.99 67,137 38.38
Add - Share of profit/ (loss) for the year 1.00 (1.50)
Add - Currency translation differences * 2.11
39.99 38.99
iv. Context Matters, Inc.
Cost of investment - - 11,943,822 15.11
Less: Conversion of Associate into Subsidiary (Refer Note 40A(ii)) - - (11,943,822) (15.11)
- -
Total (B(II)) 182.57 191.83

Total equity accounted investments ( A+B(I)+B(II) ) 3,693.72 3,127.63

306 Piramal Enterprises Limited


NOTES
to the Consolidated financial statements for the year ended March 31, 2019

Strategic Overview
As at March 31, 2019 As at March 31, 2018
Particulars
Quantity (` in Crores) Quantity (` in Crores)
Aggregate market value of quoted investments 16.77 16.68
Aggregate carrying value of quoted investments - -
Aggregate carrying value of unquoted investments 3,693.72 3,127.63
Aggregate amount of impairment in value of investments - -

Note A
Investment in Piramal Phytocare Limited
The loss recongnised during the previous year is restricted to the carrying value of investments, no loss is recognized during the current year.
* below rounding off norms adopted by the Group

(b) Investments - Non-Current Investments:

Management Discussion & Analysis


(` in Crores)
As at March 31, 2019 As at March 31, 2018
Particulars

Investments in Equity Instruments (fully paid-up)


Other Bodies Corporate
Quoted - At FVTOCI: 4,104.34 4,656.03
4,104.34 4,656.03
Unquoted - At FVTPL: * *
* *
Investments in Preference Shares (fully paid-up)
Other Bodies Corporate
Unquoted - At FVTPL: 1.81 1.70
1.70

Board & Management Profiles


1.81
Investment in Debentures:
Other Bodies Corporate :
Quoted:
Redeemable Non-Convertible Debentures - At Amortised Cost: 1,053.99 907.02
Redeemable Non-Convertible Debentures - At FVTPL 262.47 907.69
Unquoted:
Redeemable Non-Convertible Debentures - At Amortised Cost: 14,370.53 14,104.79
Less: Provision for Impairment based on Expected credit loss model 283.31 244.36
15,403.68 15,675.14
Investments in Alternative Investment Funds/Venture Capital Funds
In Others (Unquoted) - At FVTPL: 95.92 183.12
95.92 183.12
Total Non Current Investments 19,605.75 20,515.99

Statutory Reports
* below rounding off norms adopted by the Group

Investments - Non Current:


(` in Crores)
Particulars As at March 31, 2019 As at March 31, 2018

A. In Other Bodies Corporate


Quoted :
Redeemable Non-Convertible Debentures - At Amortised Cost: 147.09 123.76
Redeemable Non-Convertible Debentures - At FVTPL: 761.41 13.50
908.50 137.26
Unquoted:
Redeemable Optionally Convertible Debentures - At Amortised Cost - 2,135.98
Redeemable Non-Convertible Debentures - At Amortised Cost 1,477.09 1,711.54
Financial Statements

Less: Provision for Impairment based on Expected credit loss model 40.39 56.41
1,436.70 3,791.11
Investment in Mutual Funds (Quoted) - At FVTPL: 25.66 1,270.16
25.66 1,270.16
Investments in Alternative Investment Funds/Venture Capital Funds - At FVTPL: 76.79
76.79 -

Total Current Investments 2,447.65 5,198.53

Annual Report 2018-19 307


NOTES
to the Consolidated financial statements for the year ended March 31, 2019

(` in Crores)
Particulars As at March 31, 2019 As at March 31, 2018
Aggregate market value of quoted investments
- Non-Current 5,420.80 6,470.74
- Current 934.16 1,407.42
Aggregate gross carrying value of unquoted investments
- Non-Current 14,468.26 14,289.61
- Current 1,553.88 3,847.52
Aggregate amount of provision for impairment in value of investments 323.70 300.77
Refer Note 44 for Investments mortgaged as security against borrowings.

Details of Total Investments:


(i) Financial assets carried at fair value through profit or loss (FVTPL)
Mandatorily measured at FVTPL
Preference Shares 1.81 1.70
Mutual Funds 25.66 1,270.16
Debentures 1,023.88 921.19
Alternative Investment Fund / Venture Capital Funds 172.71 183.12
1,224.06 2,376.17
(ii) Financial assets carried at amortised cost
Debentures 16,725.00 18,682.32
16,725.00 18,682.32
(iii) Financial assets measured at FVTOCI
Equity instruments - Equity Shares 4,104.34 4,656.03
4,104.34 4,656.03
Total 22,053.40 25,714.52

5. LOANS - NON-CURRENT
(` in Crores)
As at March 31, 2019 As at March 31, 2018
Loans (Secured and Considered Good) - at Amortised Cost
Term Loans (Refer Note 44) 33,359.56 18,167.50
Less: Provision for expected credit loss 438.14 290.66
32,921.42 17,876.84
Inter Corporate Deposits (Refer Note 44) - 2,225.80
Less: Provision for expected credit loss - 31.31
- 2,194.49
Loans (Secured and Credit Impaired) - at Amortised Cost
Inter Corporate Deposits (Refer Note 44) 91.66 -
Less: Provision for expected credit loss 13.35 -
78.31 -
Loans (Secured and Considered Good) - at Fvtpl
Term Loans 370.56 223.82
Loans (Secured and Credit Impaired) - at Amortised Cost
Term Loans 163.94 37.13
Less: Provision for expected credit loss 111.85 37.13
52.09 -
Loans (Unsecured and Considered Good) - at Amortised Cost
Term Loans - 19.22
Less: Provision for expected credit loss - 0.09
- 19.13
Loans (Secured and Significant Increase In Credit Risk) -
at Amortised Cost
Term Loans 171.73 27.94
Less: Provision for expected credit loss 21.52 0.85
150.21 27.09
Loans (Unsecured and Considered Good) - at Amortised Cost
Inter Corporate Deposits (Refer Note 44) - 850.00
Loans to related parties (Refer Note 43) 29.02 32.56
-
Loans to Employees 11.96 -
-
Total 33,613.57 21,223.93

308 Piramal Enterprises Limited


NOTES
to the Consolidated financial statements for the year ended March 31, 2019

6. OTHER FINANCIAL ASSETS - NON-CURRENT


(` in Crores)
As at March 31, 2019 As at March 31, 2018

Strategic Overview
Bank deposits with more than 12 months maturity - 8.00
Advances recoverable 0.50 1.00
Security Deposits 47.02 41.03
Restricted Deposit - Escrow Account (Refer Note below) - 12.80
Total 47.52 62.83
Note: In previous year, amounts lying in Escrow deposit represent the amounts to be invested in Searchlight Health Private Limited (formerly known as Health Super Hiway Private Limited),
pending fulfilment of Conditions precedent for each tranche of investment. In the current year, this amount is transferred to Other Financial Asset -Current.

7. DEFERRED TAX ASSETS (NET)


(` in Crores)
As at March 31, 2019 As at March 31, 2018
(a) Deferred Tax Assets on account of temporary differences

Management Discussion & Analysis


- Measurement of financial assets at amortised cost / fair value 66.88 86.48
- Provision for expected credit loss on financial assets 373.76 260.40
(including commitments)
35.28 7.34
- Other Provisions 1,546.51 483.21
- Unused Tax Credit/losses 0.32 1.45
- Amortisation of expenses which are allowed in current year 69.12 91.29
- Expenses that are allowed on payment basis 1.24 2.12
- Effect of recognition of lease rent expense on straight line basis 38.18 36.97
- Unrealised profit margin on inventory 58.47 -
- Deferred Revenue 2,336.28 3,569.18
- Goodwill on Merger of wholly owned subsidiaries (Refer Note 39 (a)) 13.18 0.24
- Other temporary differences 4,539.22 4,538.68

Board & Management Profiles


(b) Deferred Tax Liabilities on account of temporary differences
- Property, Plant and Equipment and Intangible assets 288.67 255.41
- Measurement of financial assets at amortised cost/fair value - 19.27
- Measurement of financial liabilities at amortised cost 117.44 6.25
- Unamortised processing fees 59.38 -
- Fair value measurement of derivative contracts 4.36 10.27
- Other temporary differences 0.92 3.08
470.77 294.28

Total (a-b) 4,068.45 4,244.40


Deferred Tax Assets and Deferred Tax Liabilities of the respective entities have been offset as they relate to the same governing taxation laws.

Statutory Reports
Refer Note 53 for movements during the year.

8. OTHER NON - CURRENT ASSETS


(` in Crores)
As at March 31, 2019 As at March 31, 2018
Advance Tax [Net of Provision of ` 5,805.19 Crores at March 31, 524.58 288.43
2019, (Previous year ` 5,101.32 Crs.)]
Advances recoverable 39.30 132.85
Unamortized distribution fees 12.23 5.35
Unbilled Revenue# 35.18 -
Prepayments 5.85 5.96
Financial Statements

Capital Advances 15.28 4.87


Total 632.42 437.46
#
Classified as non financial asset as the contractual right to consideration is dependent on completion of contractual milestone.

Annual Report 2018-19 309


NOTES
to the Consolidated financial statements for the year ended March 31, 2019

9. INVENTORIES
(` in Crores)
As at March 31, 2019 As at March 31, 2018
Raw and Packing Materials [includes in Transit of ` 23.74 Crores as on March 31, 341.58 280.81
2019, (Previous year ` 10.83 Crores)]
Work-in-Progress 248.85 259.87
Finished Goods 101.50 100.11
Stock-in-trade 80.89 76.38
Stores and Spares 62.29 56.85
Total 835.11 774.02

1. Refer Note 44 for the inventories hypothecated as security against borrowings.


2. The cost of inventories recognised as an expense during the year was ` 1,631.25 Crores (Previous year ` 1,618.51 Crores).
3. The cost of inventories recognised as an expense includes a reversal of ` 2.05 Crores (Previous year reversal of ` 0.02 Crores) in respect
of write downs of inventory to net realisable value and a charge of ` 6.92 Crores (Previous year ` 22.72 Crores) in respect of provisions
for slow moving/non moving/expired/near expiry products.

10. TRADE RECEIVABLES


(` in Crores)
As at March 31, 2019 As at March 31, 2018
Secured - Considered Good 0.18 0.18
Unsecured - Considered Good 1,418.86 1,355.27
Unsecured - Considered Doubtful 43.02 54.03
Less: Expected Credit Loss on Trade Receivables (55.81) 1,406.25 (54.03) 1,355.45
Total 1,406.25 1,355.45

In the Pharmaceuticals Manufacturing and Services business, the credit period on sale of goods ranges from 7 to 150 days; in the Healthcare
Insights and Analytics business, the average credit period allowed to customers is 76 days.

The Group has a documented Credit Risk Management Policy for its Pharmaceuticals Manufacturing and Services business. For every
new customer (except established large pharma companies), the group performs a credit rating check using an external credit agency. If a
customer clears the credit rating check, the credit limit for that customer is derived using internally documented scoring systems. The credit
limits for all the customers are reviewed on an ongoing basis.

In the Healthcare Insights and Analytics business, the customer base is mainly comprised of the top bio-tech companies with no history of
failing to pay for products ordered or services rendered. In the event that new information arises about a customer’s financial condition
which would impact their ability to pay and management believes that there is an exposure, a provision is established for these potential
credit losses. To date, these losses have been within management’s expectations.

The Group has used a practical expedient by computing the expected credit loss allowance for External Trade Receivables based on a
provision matrix. The provision matrix takes in to account historical credit loss experience and adjusted for forward-looking information. The
expected credit loss allowance is based on the ageing of the days the receivables are due and the rates as given in the provision matrix. The
provision matrix at the end of the reporting period is as follows:

Expected credit
Ageing - Pharmaceuticals Manufacturing and Services business
loss (%) - For
external customers
Less than 150 days 0.30%
151 days to 365 days 0.30%
More than 365 days 100.00%

Expected credit
Ageing - Healthcare Insights and Analytics business
loss (%) - For
external customers
Less than 76 days -
More than 76 days 1.00%

(` in Crores)
Expected credit loss
Ageing As at As at
March 31, 2019 March 31, 2018
Within due date 10.78 5.05
After Due date 45.03 48.98

310 Piramal Enterprises Limited


NOTES
to the Consolidated financial statements for the year ended March 31, 2019
(` in Crores)
Ageing of receivables As at March As at March
31, 2019 31, 2018
Less than 365 days 1,403.96 1,334.65

Strategic Overview
More than 365 days 58.10 74.83
Total 1,462.06 1,409.48

If the trade receivables (discounted) are not paid at maturity, the bank has right to request the Group to pay the unsettled balance. As
the Group has not transferred the risks and rewards relating to these customers, it continues to recognize the full carrying amount of the
receivables and has recognized the cash received on the transfer as a secured borrowing (Refer Note 23).

At the end of the reporting period, the carrying amount of the trade receivables that have been transferred but have not been de-recognized
amounted to ` 0.79 Crores (Previous year ` 1.56 Crores) and the carrying value of associated liability is ` 0.79 Crores (Previous year ` 1.56
Crores) (Refer Note 23).
(` in Crores)
Year ended March Year ended March

Management Discussion & Analysis


Movement in Expected Credit Loss Allowance:
31, 2019 31, 2018
Balance at the beginning of the year 54.03 40.12
Add: Movement in expected credit loss allowance on trade receivables calculated at lifetime expected credit losses 11.40 18.29
Less: Bad debts written off (4.54) (4.57)
Less: Amount derecognised on disposal of subsidiary ( Refer Note 37) (2.66) -
Add: Effect of translation differences (2.42) 0.19
Balance at the end of the year 55.81 54.03

Refer Note 44 for the receivables hypothecated as security against borrowings.

11. CASH AND CASH EQUIVALENTS


(` in Crores)

Board & Management Profiles


As at March 31, 2019 As at March 31, 2018
i. Balance with Banks :
- Current Accounts 797.35 585.35
- Deposit Accounts (less than 3 months original maturity) 13.23 1,812.01
ii. Cash on Hand 810.58 2,397.36
0.09 0.07
Total 810.67 2,397.43

Fixed Deposit amounting to ` Nil ( Previous year ` 148.00 Crores) represents balance held with bank from Right Issue proceeds pending
utilisation. Except this, there are no repatriation restrictions with regard to Cash and Cash Equivalents as at the end of the reporting period
and prior periods.

12. OTHER BANK BALANCES

Statutory Reports
(` in Crores)
As at March 31, 2019 As at March 31, 2018
i. Earmarked balances with banks
- Unclaimed Dividend Account 21.64 18.37
- Others 40.80 36.74
62.44 55.11
ii. Margin Money 15.29 14.47
iii. Deposit Account (more than 3 months original maturity but less than 12 months) " 29.11 -
Total 106.84 69.58

Note: Bank balance of ` 0.55 Crores represents Rights Issue proceeds pending utilisation kept in Escrow account (previous year ` Nil).
Financial Statements

Annual Report 2018-19 311


NOTES
to the Consolidated financial statements for the year ended March 31, 2019

13. LOANS – CURRENT


(` in Crores)
As at March 31, 2019 As at March 31, 2018
Loans Secured and Considered Good - at amortised cost:
Term Loans 4,888.92 1,341.24
Less: Allowance for expected credit loss 78.16 29.79
4,810.76 1,311.44
Inter Corporate Deposits - 84.01
Less: Allowance for expected credit loss - 1.38
- 82.63
Loans (Secured and Considered Good) - AT FVTPL
Term Loans 304.28 304.28 - -

Loans Secured and Credit Impaired - At Amortised Cost:


Term Loans - 65.43
Less: Allowance for expected credit loss - 65.43
- -
Loans (Unsecured and considered good) - At Amortised Cost
Term Loans - 0.76
- 0.76

Loans (Secured and Signifcant Increase in credit risk) - At


Amortised Cost
Term Loans 35.68 31.74
Less: Provision for expected credit loss 3.34 0.73
32.34 31.01

Inter Corporate Deposits Receivables (Unsecured and 21.07 -


Considered Good)
Loans to Related Parties Unsecured and Considered Good
- At Amortised Cost (Refer Note 43) 3.31 6.49
Inter Corporate Deposits Unsecured- Credit Impaired
Inter Corporate Deposits 8.30 8.30
Less: Allowance for expected credit loss 8.30 8.30 -

Total 5,171.76 1,432.33

14. OTHER FINANCIAL ASSETS - CURRENT


(` in Crores)
As at March 31, 2019 As at March 31, 2018
Security Deposits 813.60 25.20
Advances recoverable 0.61 0.65
Guarantee Commission receivable (Refer Note 43) - 0.34
Derivative Financial Assets 12.49 5.32
Other Receivable from related parties (Refer Note 43) 44.41 18.29
Unbilled revenues# 80.11 68.82
Bank deposits (Refer Note 44) 8.00 8.00
Restricted Deposit - Escrow Account 12.80 2.90
Interest Accrued 2.16 15.08
Others 13.46 7.63
Total 987.64 152.23
#
Classified as financial asset as right to consideration is unconditional upon passage of time. During the year ended March 31, 2019, ` 68.82 Crores of unbilled revenue as on April 01, 2018
has been reclassified to Trade Receivables upon billing to customers.
Note: Amounts lying in Escrow deposit represent the amounts to be invested in Searchlight Health Private Limited (formerly known as Health Super Hiway Private Limited), pending
fulfilment of Conditions precedent for each tranche of investment.

312 Piramal Enterprises Limited


NOTES
to the Consolidated financial statements for the year ended March 31, 2019

15. OTHER CURRENT ASSETS


(` in Crores)
As at March 31, 2019 As at March 31, 2018

Strategic Overview
Advances :
Unsecured and Considered Good 110.14 174.42
Considered Doubtful 0.08 0.08
110.22 174.50
Less : Provision for Doubtful Advances 0.08 0.08
110.14 174.42
Prepayments 107.90 75.00
Unamortized distribution fees 32.71 14.86
Balance with Government Authorities 236.94 135.95
Unbilled Revenue * 5.51 -
Claims Receivable 15.11 19.73
Total 508.31 419.96

Management Discussion & Analysis


* Classified as non-financial asset as the contractual right to consideration is dependent on completion of contractual milestones.

16. SHARE CAPITAL


(` in Crores)
As at March 31, As at March 31,
2019 2018
Authorised Share Capital
250,000,000 (250,000,000) Equity Shares of ` 2/- each 50.00 50.00
3,000,000 (3,000,000) Preference Shares of ` 100/- each 30.00 30.00
24,000,000 (24,000,000) Preference Shares of ` 10/- each 24.00 24.00
105,000,000 (105,000,000 ) Unclassified Shares of ` 2/- each 21.00 21.00
125.00 125.00
Issued Capital

Board & Management Profiles


185,260,375 (181,098,375) Equity Shares of ` 2/- each 37.05 36.22
37.05 36.22
Subscribed and Paid Up
184,446,972 (180,273,674) Equity Shares of ` 2/- each (fully paid up) 36.89 36.05
Total 36.89 36.05

(i) Movement in Equity Share Capital


As at March 31, 2019 As at March 31, 2018
Particulars
No. of shares ` in Crores No. of shares ` in Crores
At the beginning of the year 180,273,674 36.05 172,563,100 34.51
Add: Issued during the year (Refer Note 58) 4,173,298 0.84 7,710,574 1.54

Statutory Reports
At the end of the year 184,446,972 36.89 180,273,674 36.05
There are no equity shares due and outstanding to be credited to Investor Education and Protection Fund as at the year end.

(ii) Details of shareholders holding more than 5% shares in the Company


As at March 31, 2019 As at March 31, 2018
Particulars
No. of shares % Holding No. of shares % Holding
The Sri Krishna Trust through its Trustees, Mr.Ajay Piramal and Dr.(Mrs.) Swati A. 78,754,817 42.70% 78,806,574 43.72%
Piramal (Previously held through its Corporate Trustees, Piramal Management
Services Private Limited)
Life Insurance Corporation of India 9,959,306 5.40% 4,654,076 2.58%

(iii) Aggregate number of shares issued for consideration other than cash during the period of five years immediately
Financial Statements

preceding the current financial year:


Particulars Financial Year No. of shares

Equity Shares allotted as fully paid-up pursuant to merger of PHL Holdings Private into the Company 2013-14 84,092,879

Annual Report 2018-19 313


NOTES
to the Consolidated financial statements for the year ended March 31, 2019
(iv) Terms and Rights attached to equity shares
Equity Shares:
The Company has one class of equity shares having a par value of ` 2/- per share. Each shareholder is eligible for one vote per share held.
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.

17. OTHER EQUITY


(` in Crores)
As at March 31, 2019 As at March 31, 2018
Capital Reserve 56.66 56.66
Securities Premium 2,942.00 1,831.30
Equity component of Compulsorily Convertible Debentures 3,359.71 4,357.72
Capital Redemption Reserve 61.73 61.73
Debenture Redemption Reserve 1,516.88 690.23
General Reserve 5,714.60 5,714.60
Foreign Currency Translation Reserve 161.16 (25.36)
Reserve Fund U/S 45-IC (1) of Reserve Bank of India Act, 1934 23.50 7.90
Reserve Fund u/s 29C of the NHB Act, 1987 288.52 -
FVTOCI - Equity Instruments 1,666.90 2,195.64
FVTOCI - Debt Instruments 11.58 15.18
Cash Flow Hedging Reserve 3.32 12.19
Share application money pending allotment 4.18 -
Retained Earnings 11,405.40 11,608.55
Total 27,216.14 26,526.34

Capital Reserve
At the beginning of the year 56.66 56.66
56.66 56.66
This reserve is outcome of past business combinations.
Securities Premium
At the beginning of the year 1,831.30 -
Add : Conversion of Compulsorily Convertible Debentures into Equity Shares 1,111.77 60.14
(net of transaction cost )(Refer Note 58 (a))
Add : Rights Issue of Equity shares (Refer Note 58 (b)) 2.69 1,780.07
Less : Rights Issue Expenses - 8.91
Less: Expenses incurred on conversion of Compulsorily Convertible Debentures 1.27 -
Less: Utilised for increase in authorised share capital 2.49 -
2,942.00 1,831.30
Securities Premium is used to record the premium on issue of shares. The reserve is utilised in accordance with the Provisions of the Act

Equity component of Compulsorily Convertible Debentures


At the beginning of the year 4,357.72 -
Add : Issue of Compulsorily Convertible Debentures - Equity Component - 4,357.77
Less: Conversion of CCDs into Equity shares 998.01 (0.05)
3,359.71 4,357.72
This is the equity component of the issued Compulsorily Convertible Debentures. The liability component is reflected in financial liabilities (Refer Note 18: Non-
current borrowings and 24: Other financial liabilities -current (included in current maturities of long-term debt)).

Capital Redemption Reserve


At the beginning of the year 61.73 61.73
61.73 61.73
This reserve was created as per requirements of Companies Act pursuant to buyback of equity shares and redemption of preference shares.

Debenture Redemption Reserve


At the beginning of the year 690.23 655.79
Add: Transfer during the year 826.65 34.44
1,516.88 690.23
The Debenture redemption reserve is created as per the requirements of Rule 18(7) of the Companies (Share Capital and Debentures) Rules, 2014. The amount
represents 25% of the amount payable on redemption of debentures.
Debenture redemption reserve has not been created in respect of subsidiary which has privately placed debentures in accordance with the Companies (Share Capital
and Debentures) Rules, 2014.

314 Piramal Enterprises Limited


NOTES
to the Consolidated financial statements for the year ended March 31, 2019

(` in Crores)
As at March 31, 2019 As at March 31, 2018

Strategic Overview
General Reserve
At the beginning of the year 5,714.60 5,637.18
Add : Transferred from Reserve Fund u/s 45-IC(1) of the Reserve Bank
of India Act, 1934 - 77.90
Less : Transferred to Reserve Fund u/s 45-IC(1) of the Reserve Bank
of India Act, 1934 - 0.48
5,714.60 5,714.60

Foreign Currency Translation Reserve


At the beginning of the year (25.36) (68.13)
Add/(less): Other comprehensive income for the year 236.18 129.45
Less: Income tax impact on the above 49.66 86.68
161.16 (25.36)

Management Discussion & Analysis


Exchange differences arising on translation of foreign operations are recognised in other comprehensive income and accumulated in a separate reserve within equity.
The cumulative amount is reclassified to profit or loss when the net investment is disposed off.

Reserve Fund u/s 45-IC(1) of Reserve Bank of India Act, 1934


At the beginning of the year 7.90 85.32
Less: Amount transferred to General Reserve* - 77.90
Add: Amount transferred from General Reserve - 0.48
Add: Amount transferred from Retained Earnings 15.60 -
23.50 7.90

Reserve Fund is required to be maintained u/s 45-IC(1) of the Reserve Bank of India Act, 1934 for Non Banking Financial Companies (NBFC). During the current

Board & Management Profiles


year ended March 31, 2019, PHL Fininvest Private Limited had transferred an amount of ` 15.60 Crores (Previous Year ` 0.48 Crores), being 20% of Profit after Tax
determined in accordance with Statutory financial statements.
* PFL, wholly owned subsidiary of the Company, merged with an appointed date of March 31, 2018 with Piramal Housing Finance Limited (PHFL), a step down wholly
owned subsidiary of the Company, through a scheme of Merger by Absorption approved by the National Company Law Tribunal on April 6, 2018 and filed with the
Registrar of Companies on May 23, 2018, the effective date. As a result of this, PFL ceased to be an NBFC with effect from March 31, 2018, accordingly entire amount
lying in Reserve Fund was transferred to General Reserve. (Refer Note 39(a))

Reserve Fund u/s 29C of the NHB Act, 1987


At the beginning of the year -
Add: Amount transferred from Retained Earnings 288.52 -
288.52
Reserve Fund is required to be maintained u/s 29C of the NHB Act, 1987 for Housing Finance Companies. During the current year ended March 31, 2019, Piramal
Capital & Housing Finance Limited has transferred an amount of ` 288.52 Crores ( Previous year ` Nil), being 20% of profit after tax.

Statutory Reports
FVTOCI - Equity Instruments
At the beginning of the year 2,195.64 1,551.48
Add/ (Less): Changes in Fair value of FVTOCI Equity instruments (net of tax) (528.74) 644.16
1,666.90 2,195.64
The Group has elected to recognise changes in the fair value of certain investments in equity securities in other comprehensive income. These changes are
accumulated within the FVTOCI equity investments reserve within equity. The Group transfers amounts from this reserve to retained earnings when the relevant
equity securities are derecognised.

FVTOCI - Debt Instruments


At the beginning of the year 15.18 15.18
Add/ (Less): Changes in Fair value of FVTOCI debt instruments (net of tax) (3.60) 11.58 - 15.18
The Group has elected to recognise changes in the fair value of certain investments in debt securities in other comprehensive income. These changes are accumulated
Financial Statements

within the FVTOCI debt investments reserve within equity. The Group transfers amounts from this reserve to Consolidated statement of profit & loss when the
relevant debt securities are derecognised.

Cash Flow Hedging Reserve


At the beginning of the year 12.19 3.07
Gains / (loss) reclassified to profit and loss (net of tax) - 0.15
Gains / (loss) recognised in cash flow hedges (net of tax) (8.87) 8.97
3.32 12.19
The Group uses hedging instruments as part of its management of foreign currency risk associated with its Foreign Currency Non-repatriable loans and for forecasted
sales. Amounts recognised in cash flow hedging reserve is reclassified to Consolidated Statement of Profit and Loss when the hedged items affect the statement of
Profit and Loss. To the extent these hedges are effective, the change in the fair value of hedging instrument is recognised in the Cash Flow Hedging Reserve.

Annual Report 2018-19 315


NOTES
to the Consolidated financial statements for the year ended March 31, 2019

(` in Crores)
As at March 31, 2019 As at March 31, 2018
Share application money pending allotment (Refer Note 58(c)) 4.18 -
4.18 -
Retained Earnings
At the beginning of the year 11,608.55 6,966.78
Add: Profit for the year 1,470.12 5,120.28
Less: Remeasurement of Post Employment Benefit Obligations (net of tax) (2.70) (10.08)
Less: Dividends paid (including Dividend Distribution Tax) (542.77) (435.20)
Less:Transfer to Reserve fund u/s 45-IC (1) of Reserve Bank of India Act, 1934 (15.60) -
Less:Transfer to Reserve fund u/s 29C of The NHB Act, 1987 (288.52) -
Less: Transfer to Debenture Redemption Reserve (826.65) (34.44)
Add: Transactions with Non Controlling interest 2.97 1.21
11,405.40 11,608.55

TOTAL 27,216.14 26,526.34

On July 31, 2018, a Dividend of ` 25 per equity share (total dividend of ` 451.50 Crores and dividend distribution tax of ` 91.27 Crores) was
paid to holders of fully paid equity shares.

On April 26, 2019, a Dividend of ` 28 per equity share (Face value of ` 2/- each) amounting to ` 557.92 Crores (Dividend Distribution Tax
thereon of ` 114.68 Crores) has been recommended by the Board of Directors which is subject to approval of the Shareholders. The amounts
calculated are based on the number of shares likely to be entitled for dividend as estimated on April 26, 2019.

18. NON CURRENT BORROWINGS


(` in Crores)
As at March 31, 2019 As at March 31, 2018
Secured - at amortized cost
Term Loan From Banks
Rupee Loans 12,307.44 10,754.71
Foreign Currency Non Repatriable Loans (FCNR) - 1,017.50
Others 3,106.88 3,816.36
15,414.32 15,588.57
Term Loan from Others 500.74 249.89
Redeemable Non Convertible Debentures 10,267.52 7,581.76

Unsecured - at amortized cost


Term Loan From Banks:
Foreign Currency Non Repatriable Loans 218.96 -
Others - 7.62
218.96 7.62
Liability component of Compulsorily convertible debentures (Refer Note 17) - 175.57
Redeemable Non Convertible Debentures 618.08 617.20

Total 27,019.62 24,220.61

Terms of repayment, nature of security & rate of interest in case of Secured Loans (includes amount included in Current
Maturities of Long-Term Debt - Refer Note 24)
A. Secured Term Loans from Banks (Rupee Loans and Others) #
(` in Crores)
Principal Principal
Nature of Security Terms of repayment Outstanding as at Outstanding as at
March 31, 2019 March 31, 2018
Hypothecation of all movable properties of the Company i.e. plant Repayment in 5 Half Yearly instalments of ` 40 80.00 160.00
and machinery (excluding Current Assets and Intangible Assets) both Crores each commencing 24 months after the
present and future at the below locations:(a) Pithampur, Madhya first disbursement.
Pradesh (b) Ennore, Chennai (c ) Digwal Village ,Medak District ,
Telangana (d) Mahad District Raigad , Maharashtra and the Equitable
Mortgage on the immovable properties, both Lease Hold and Free Hold
of the Company , both present and future at the below locations: (a)
Pithampur ,Madhya Pradesh (b) Mahad District Raigad,Maharashtra.
The charge will be on pari-passu basis with existing Term Lenders with
a minimum Financial Asset Cover (FACR) of 1.15 times.

316 Piramal Enterprises Limited


NOTES
to the Consolidated financial statements for the year ended March 31, 2019

(` in Crores)
Principal Principal
Nature of Security Terms of repayment Outstanding as at Outstanding as at
March 31, 2019 March 31, 2018

Strategic Overview
First Pari Passu charge by way of hypothecation over receivables of Moratorium of 18 months and repayment in 2 - 150.00
entire secured financial services investments of borrower (excluding equal quarterly instalments
investments in Shriram group) whether current or in future with a
minimum cover of 1.10 x of the principal and accrued interest.
Charge on brands acquired on exclusive basis Total Tenor of 30 months from date of first 58.33 175.00
drawdown with 1 year moratorium and
thereafter payable in three equal half yearly
instalments
Charge on brands acquired on exclusive basis Total Tenor of 30 months from date of first 33.33 100.00
drawdown with 1 year moratorium and
thereafter payable in three equal half yearly
instalments
First charge over identified OTC brands and receivable with at least Total Tenor of 3 years from date of first 300.00 -

Management Discussion & Analysis


1.10 x cover. Second charge on Immovable office property at Kurla. drawdown repayable in the 1st year of Q1 and
No further charge to be created on the same except for existing Q2 -1 % each , Q3 and Q4 -4% each ,in the 2nd
encumbrances. year of Q1 and Q2 - 5 % each , Q3 and Q4- 10%
each ,in the 3rd year of Q1 and Q2 -10 % each
,Q3 and Q4-20% each
First Pari Passu charge on the fixed assets of the Company Total Tenor of 36 months from date of first 350.00 -
drawdown, repayable in six equal half yearly
instalments (which are not exclusively charged to
lenders.)
First Pari Passu charge on all the movable properties of the Company i.e Bullet Repayment ,Total tenor of 24 months from 150.00 -
Plant and Machinery (excluding Current Assets and Intangible Assets), date of first drawdown .
both present and future , at the below locations:(a) Pithampur,Madhya
Pradesh (b) Ennore,Chennai (c) Digwal Village ,Medak District ,

Board & Management Profiles


Telangana (d) Mahad,District Raigad,Maharashtra.First Pari Passu
charge on Company s immovable properties at (a) Pithampur ,Madhya
Pradesh and (b) Mahad,District Raigad,Maharashtra. First Pari Passu
charge by way of hypothecation of receivables from the loans extended
for the financial services business ,minimum fixed asset Cover of 1.15 x.
First Pari Passu charge on the underlying assets / fixed assets of the Total Tenor of 24 months from date of first 500.00 -
Company ,with a minimum fixed assets cover 1.1 X cover drawdown repayable in 1st year of Q3 & Q4 each
- 5%, in the 2nd year of Q1 - 5%, Q2 and Q3 -
each 10%, and Q4 - 65%
First Pari Passu charge on all the movable properties of the Company i.e Bullet Repayment ,Total tenor of 13 months from 50.00 -
Plant and Machinery (excluding Current Assets and Intangible Assets), date of first drawdown .
both present and future , at the below locations:(a) Pithampur,Madhya
Pradesh (b) Ennore,Chennai (c) Digwal Village ,Medak District ,

Statutory Reports
Telangana (d) Mahad,District Raigad,Maharashtra.First Pari Passu
charge on Company s immovable properties at (a) Pithampur ,Madhya
Pradesh and (b) Mahad,District Raigad,Maharashtra. First Pari Passu
charge by way of hypothecation of receivables from the loans extended
for the financial services business ,minimum fixed asset Cover of 1.15 x.
First pari-passu charge by way of hypothecation on the standard moveable Repayable quartely installments starting after 6.25 18.75
assets including receivables and book debts ,present and future twelve months from inital drawdown date
First pari-passu charge by way of hypothecation on the standard moveable Repayable quartely installments starting after 10.00 12.50
assets including receivables and book debts ,present and future twelve months from inital drawdown date
First pari-passu charge by way of hypothecation on the standard moveable Repayable quartely installments starting after 7.50 7.50
assets including receivables and book debts ,present and future twelve months from inital drawdown date
First pari-passu charge by way of hypothecation on the standard moveable Repayable in ten equal half yearly installments 75.0 125.00
assets including receivables and book debts ,present and future commencing after one year from the drawdown date
Financial Statements

First pari-passu charge by way of hypothecation on the standard Repayable in twelve equal quarterly installments 250.00 250.00
moveable assets including receivables and book debts ,present and commencing from 27 month of drawdown date
future
First pari-passu charge by way of hypothecation on the standard moveable Repayable in twelve equal monthly installments 250.00 250.00
assets including receivables and book debts ,present and future after the moratorium period of 24 month from
the date of drawdown
First pari-passu charge by way of hypothecation on the standard moveable Repayable in Fifteen months from drawdown - 450.00
assets including receivables and book debts ,present and future date

Annual Report 2018-19 317


NOTES
to the Consolidated financial statements for the year ended March 31, 2019

(` in Crores)
Principal Principal
Nature of Security Terms of repayment Outstanding as at Outstanding as at
March 31, 2019 March 31, 2018
First pari-passu charge by way of hypothecation on the standard Repayable in ten equal quarterly installments 600.00 750.00
moveable assets including receivables and book debts ,present and commencing from 21st month from date of each
future draw down
First pari-passu charge by way of hypothecation on the standard Repayable in three years from drawdown date 200.00 200.00
moveable assets including receivables and book debts ,present and
future
First pari-passu charge by way of hypothecation on the standard Repayable in three years from drawdown date 500.00 500.00
moveable assets including receivables and book debts ,present and
future
First pari-passu charge by way of hypothecation on the standard Repayable in twelve quarterly installments 1,250.00 1,250.00
moveable assets including receivables and book debts ,present and Commencing from 24th month from date of
future drawdown
First pari-passu charge by way of hypothecation on the standard Repayable in half yearly installments 83.33 100.00
moveable assets including receivables and book debts ,present and commencing after one year from the drawdown
future date
First pari-passu charge by way of hypothecation on the standard Repayable in half yearly installments 41.67 50.00
moveable assets including receivables and book debts ,present and commencing after one year from the drawdown
future date
First pari-passu charge by way of hypothecation on the standard Repayable in three years from drawdown date 200.00 200.00
moveable assets including receivables and book debts ,present and
future
First pari-passu charge by way of hypothecation on the standard Repayable in eight equal quarterly installments 200.00 200.00
moveable assets including receivables and book debts ,present and commencing after the moratorium period of two
future years from the date of drawdown
First pari-passu charge by way of hypothecation on the standard Repayable in six equal quarterly installments 300.00 300.00
moveable assets including receivables and book debts ,present and commencing from 7 quarter of date of drawdown
future
First pari-passu charge by way of hypothecation on the standard Repayable in twelve equal quarterly installments 100.00 100.00
moveable assets including receivables and book debts ,present and commencing from 25 months from date of
future drawdown
First pari-passu charge by way of hypothecation on the standard Repayable in three years from the date of - 300.00
moveable assets including receivables and book debts ,present and drawdown
future
First pari-passu charge by way of hypothecation on the standard Repayable in twelve quarterly installments 250.00 250.00
moveable assets including receivables and book debts ,present and Commencing from 24th month of date of
future drawdown
First pari-passu charge by way of hypothecation on the standard Repayable in ten equal quarterly installments 125.00 125.00
moveable assets including receivables and book debts ,present and commencing from 21st month from date of
future drawdown
First pari-passu charge by way of hypothecation on the standard Repayable in eight equal quarterly installments 37.50 50.00
moveable assets including receivables and book debts ,present and commencing from 15th month from date of
future drawdown
First pari-passu charge by way of hypothecation on the standard moveable Repayable in sixteen quarterly installlments with a 437.50 500.00
assets including receivables and book debts ,present and future holiday period of 1 year from the drawdown date.
First pari-passu charge by way of hypothecation on the standard Repayable in twelve equal monthly installments 200.00 200.00
moveable assets including receivables and book debts ,present and after the moratorium period of 24 months from
future the drawdown date
First pari-passu charge by way of hypothecation on the standard Repayable in ten equal quarterly installments 750.00 750.00
moveable assets including receivables and book debts ,present and starting from 21st month from drawdown date
future
First pari-passu charge by way of hypothecation on the standard Repayable in two years from drawdown date - 250.00
moveable assets including receivables and book debts ,present and
future
First pari-passu charge by way of hypothecation on the standard Repayable in four equal quarterly installments - 75.00
moveable assets including receivables and book debts ,present and commencing from 27th month from the
future drawdown date
First pari-passu charge by way of hypothecation on the standard Repayable in eight half yearly installments 131.25 150.00
moveable assets including receivables and book debts ,present and commencing after initial moratorium period of
future 12 months

318 Piramal Enterprises Limited


NOTES
to the Consolidated financial statements for the year ended March 31, 2019

(` in Crores)
Principal Principal
Nature of Security Terms of repayment Outstanding as at Outstanding as at
March 31, 2019 March 31, 2018

Strategic Overview
First pari-passu charge by way of hypothecation on the standard Repayable in twelve monthly installments, first 250.00 250.00
moveable assets including receivables and book debts ,present and 11 of 20.83 Crore each and 12th installment of
future 20.87 Crore post holiday period of 24 months
from drawdown date
First pari-passu charge by way of hypothecation on the standard Repayable in three years from drawdown date 100.00 100.00
moveable assets including receivables and book debts ,present and
future
First pari-passu charge by way of hypothecation on the standard Repayable in eight half yearly installments 43.75 50.00
moveable assets including receivables and book debts ,present and commencing after 12th month from the
future drawdown date
First pari-passu charge by way of hypothecation on the standard Repayable in ten quarterly installments 150.00 150.00
moveable assets including receivables and book debts ,present and commencing from 21st month from the date of
future drawdown

Management Discussion & Analysis


First pari-passu charge by way of hypothecation on the standard Repayable in eight equal quarterly installments 100.00 100.00
moveable assets including receivables and book debts ,present and commencing after a moratorium of two years
future from the date of drawdown
First pari-passu charge by way of hypothecation on the standard Repayable in twelve equal monthly installments 50.00 50.00
moveable assets including receivables and book debts ,present and commencing after a moratorium period of 24
future months from the date of drawdown
First pari-passu charge by way of hypothecation on the standard Repayable in twelve equal monthly installments 150.00 150.00
moveable assets including receivables and book debts ,present and commencing after a moratorium period of 24
future months from the date of drawdown
First pari-passu charge by way of hypothecation on the standard Repayable in ten quarterly installments 75.00 75.00
moveable assets including receivables and book debts ,present and commencing from 21st month from the date of
future drawdown
First pari-passu charge by way of hypothecation on the standard Repayable in eighteen months from the date of - 220.00
moveable assets including receivables and book debts ,present and drawdown

Board & Management Profiles


future
First pari-passu charge by way of hypothecation on the standard Repayable in ten quarterly installments 150.00 150.00
moveable assets including receivables and book debts ,present and commencing from 21st month from the date of
future drawdown
First pari-passu charge by way of hypothecation on the standard Repayable in four equal quarterly installments 187.50 250.00
moveable assets including receivables and book debts ,present and commencing from 13th month of drawdown date
future
First pari-passu charge by way of hypothecation on the standard Repayable in sixteen equal quarterly installments 468.75 500.00
moveable assets including receivables and book debts ,present and after moratorium of 13th month of drawdown
future date
First pari-passu charge by way of hypothecation on the standard Repayable in twelve equal monthly installments 100.00 100.00
moveable assets including receivables and book debts ,present and commencing after moratorium of 24 months
future from the date of drawdown

Statutory Reports
First pari-passu charge by way of hypothecation on the standard Repayable in ten quarterly insatllments 375.00 375.00
moveable assets including receivables and book debts ,present and commencing from 21st month from the date of
future drawdown.
First pari-passu charge by way of hypothecation on the standard Repayable in nineteen quarterly installments 168.42 200.00
moveable assets including receivables and book debts ,present and commencing after a moratorium period of 3
future months from the date of drawdown
First pari-passu charge by way of hypothecation on the standard Repayable in six equal half yearly installments 300.00 300.00
moveable assets including receivables and book debts ,present and with moratorium period of one year from
future drawdown date
First pari-passu charge by way of hypothecation on the standard Repayable in three years from drawdown date - 200.00
moveable assets including receivables and book debts ,present and
future
First pari-passu charge by way of hypothecation on the standard Repayable in twelve equal monthly installments 50.00 50.00
Financial Statements

moveable assets including receivables and book debts ,present and commencing post moratorium period of 2 years
future from the drawdown date
First pari-passu charge by way of hypothecation on the standard Repayable in eighteen months from drawdown - 100.00
moveable assets including receivables and book debts ,present and date
future
First pari-passu charge by way of hypothecation on the standard Repayable in eighteen months from drawdown - 100.00
moveable assets including receivables and book debts ,present and date
future
First pari-passu charge by way of hypothecation on the standard Repayable in eight quarterly installments 300.00 300.00
moveable assets including receivables and book debts ,present and commencing after a moratorium period of 12
future months from the date of first disbursement

Annual Report 2018-19 319


NOTES
to the Consolidated financial statements for the year ended March 31, 2019

(` in Crores)
Principal Principal
Nature of Security Terms of repayment Outstanding as at Outstanding as at
March 31, 2019 March 31, 2018
First pari-passu charge by way of hypothecation on the standard Repayable in 15 months from drawdown date - 165.00
moveable assets including receivables and book debts ,present and
future
First pari-passu charge by way of hypothecation on the standard Repayable in 15 months from drawdown date - 165.00
moveable assets including receivables and book debts ,present and
future
First pari-passu charge by way of hypothecation on the standard Repayment in equal half yearly installments 87.50 -
moveable assets including receivables and book debts ,present and
future
First pari-passu charge by way of hypothecation on the standard Repayable in two years from drawdown date 200.00 -
moveable assets including receivables and book debts ,present and
future
First pari-passu charge by way of hypothecation on the standard Repayable in 18 months from drawdown date 250.00 -
moveable assets including receivables and book debts ,present and
future
First pari-passu charge by way of hypothecation on the standard Repayable in three years from drawdown date 300.00 -
moveable assets including receivables and book debts ,present and
future
First pari-passu charge by way of hypothecation on the standard Repayable in 18 months from drawdown date 100.00 -
moveable assets including receivables and book debts ,present and
future
First pari-passu charge by way of hypothecation on the standard Repayable in 18 months from drawdown date 100.00 -
moveable assets including receivables and book debts ,present and
future
First pari-passu charge by way of hypothecation on the standard Repayable in 18 months from drawdown date 100.00 -
moveable assets including receivables and book debts ,present and
future
First pari-passu charge by way of hypothecation on the standard Repayable in 18 months from drawdown date 75.00 -
moveable assets including receivables and book debts ,present and
future
First pari-passu charge by way of hypothecation on the standard Repayable in 12 months from drawdown date 50.00 -
moveable assets including receivables and book debts ,present and
future
First pari-passu charge by way of hypothecation on the standard Repayment of principle to be repaid in 18 2,000.00 -
moveable assets including receivables and book debts ,present and quarterly installment after moratorium period of
future 6 months from the date of 1st drawdown
First pari-passu charge by way of hypothecation on the standard Repayment of principle to be repaid in 12 500.00 -
moveable assets including receivables and book debts ,present and quarterly installment of ` 41.67 Crs after
future moratorium period of 6 months from the date of
1st drawdown
First pari-passu charge by way of hypothecation on the standard Repayment of principle to be repaid in 16 200.00 -
moveable assets including receivables and book debts ,present and quarterly installment of ` 6.23 Crs after
future moratorium period of 3 months from the date of
1st drawdown
First pari-passu charge by way of hypothecation on the standard Repayable in 10 months from 21 month of each 468.74 -
moveable assets including receivables and book debts ,present and drawdown date
future
First pari-passu charge by way of hypothecation on the standard Repayable in 6 equal semi annual instalment 200.00 -
moveable assets including receivables and book debts ,present and after 12 months from drawdown date
future
First pari-passu charge by way of hypothecation on the standard Repayable in 18 months from drawdown date 405.00 -
moveable assets including receivables and book debts ,present and
future
First pari-passu charge by way of hypothecation on the standard Repayable in 35 months from drawdown date 250.00 -
moveable assets including receivables and book debts ,present and
future
First pari-passu charge by way of hypothecation on the standard Repayment of principle to be repaid in 47 equal 489.58 -
moveable assets including receivables and book debts ,present and monthly installment of ` 10.41 Crs and
future ` 10.73Crs on 48th installment after drawdown
First pari-passu charge by way of hypothecation on the standard Repayable in 18 months from drawdown date 159.00 -
moveable assets including receivables and book debts ,present and
future
First pari-passu charge by way of hypothecation on the standard Repayable in 24 months from drawdown date 250.00 -
moveable assets including receivables and book debts ,present and
future

320 Piramal Enterprises Limited


NOTES
to the Consolidated financial statements for the year ended March 31, 2019

(` in Crores)
Principal Principal
Nature of Security Terms of repayment Outstanding as at Outstanding as at
March 31, 2019 March 31, 2018

Strategic Overview
First pari-passu charge by way of hypothecation on the standard Repayable in 15 months from drawdown date 100.00 -
moveable assets including receivables and book debts ,present and
future
First pari-passu charge by way of hypothecation on the standard Repayable in 15 months from drawdown date 100.00 -
moveable assets including receivables and book debts ,present and
future
First pari-passu charge by way of hypothecation on the standard Repayable in 15 months from drawdown date 100.00 -
moveable assets including receivables and book debts ,present and
future
First pari-passu charge by way of hypothecation on the standard Reapayment of Principle to be repaid in 12 equal 300.00 -
moveable assets including receivables and book debts ,present and quarter installment of ` 25 Crs after moratium
future period of the 2 years from the date of drawdown
First pari-passu charge by way of hypothecation on the standard Repayable in 4 year from drawdown date 100.00 -

Management Discussion & Analysis


moveable assets including receivables and book debts ,present and
future
First pari-passu charge by way of hypothecation on the standard Repayable in 15 months from drawdown date 200.00 -
moveable assets including receivables and book debts ,present and
future
First pari-passu charge by way of hypothecation on the standard Repayable in 15 months from drawdown date 250.00 -
moveable assets including receivables and book debts ,present and
future
First pari-passu charge by way of hypothecation on the standard Repayable in 13 months from drawdown date 250.00 -
moveable assets including receivables and book debts ,present and
future
First pari-passu charge by way of hypothecation on the standard Repayable in 13 months from drawdown date 100.00 -
moveable assets including receivables and book debts ,present and
future

Board & Management Profiles


Fixed and floating charges over the freehold and leasehold property Repayable in 20 quarterly installments from 44.12 64.57
and all other assets owned by the company. March 2016
First Charge on all tangible and intangible assets both present and Repayable in 11 semi annual installments from - 775.66
future of a subsidiary March 31, 2015.
Fixed and floating charges over the cash collateral and leasehold Repayable in 10 semi annual installments from 829.96 -
property owned by the company and its subsidiary. June 30, 2019.
First Charge on all tangible and intangible assets both present and Repayable in 9 semi annual installments 1,019.6 1,055.90
future of a subsidiary excluding specified intangible assets commencing from September 2018
First Charge on all tangible and intangible assets both present and Repayable in 9 semi annual installments 924.02 1,042.90
future of a subsidiary excluding specified intangible assets commencing from February 2019
First Charge on all tangible and intangible assets both present and Repayable in 9 semi annual installments 312.06 306.40
future of a subsidiary commencing from February 2019
First Charge on all tangible and intangible assets both present and Repayable in 9 semi annual installments 962.96 997.30

Statutory Reports
future of a subsidiary commencing from September 2018
The effective costs for the above loans are in the range of 3.01% [GBPLIBOR+2.1%] to 10.7 % per annum (Previous Year 2.62% [GBPLIBOR+2.1%] to 9.95% per annum)
#
Creation and Satisfaction of charges in respect of certain loans are still in process
Refer Note 44 for assets hypothecated/mortgaged as securities against the Secured Borrowings

B. Foreign Currency Non Repatriable Loans #


(` in Crores)
Principal Principal
Nature of Security Terms of repayment Outstanding as at Outstanding as at
March 31, 2019 March 31, 2018
First Pari -passu charge on the underlying assets / fixed assets of the Facility can be either repaid (bullet repayment) 136.21 226.14
Company,with a minimum fixed assets cover 1.1X or converted into rupee term loan after 24
months from the date of first disbursement
Financial Statements

First Pari -passu charge on the underlying assets / fixed assets of the Facility can be either repaid (bullet repayment) 103.74 -
Company,with a minimum fixed assets cover 1.1X or converted into rupee term loan after 24
months from the date of first disbursement
First Pari -passu charge on the underlying assets / fixed assets of the Facility can be either repaid (bullet repayment) 323.82 305.19
Company,with a minimum fixed assets cover 1.1X or converted into rupee term loan after 24
months from the date of first disbursement
First pari-passu charge on the movable assets including receivables Repayable in two years from drawdown date - 250.00
present and future
First pari-passu charge on the standard assets including receivables Repayable in two years from drawdown date - 250.00
present and future
The effective costs for the above loans are in the range of 3.84% to 9.75% per annum (Previous Year 3.83% to 9.75 % per annum)
Refer Note 44 for assets hypothecated/mortgaged as securities against the Secured Borrowings
Annual Report 2018-19 321
NOTES
to the Consolidated financial statements for the year ended March 31, 2019

C. Term Loan from others:


(` in Crores)
Principal Principal
Nature of Security Terms of repayment Outstanding as at Outstanding as at
March 31, 2019 March 31, 2018
First pari-passu charge by way of hypothecation on the movable assets Repayable in five equal quarterly installments 100.00 250.00
including receivables present and future commencing 24 Month from the date of first
disbursement
First pari-passu charge by way of hypothecation created over secured Repayable in 378 days from drawdown date 200.00 -
assets
First pari-passu charge by way of hypothecation on the movable assets Repayment at end of 10th month ` 30 crs, 11th 200.00 -
including receivables present and future month ` 50 crs and 12th month ` 120 crs
The effective costs for the above loans are 9.5% to 10.5% per annum (Previous Year 8.50% to 9 % per annum)
Refer Note 44 for assets hypothecated/mortgaged as securities against the Secured Borrowings

D. Secured Redeemable Non-Convertible Debentures:


(` in Crores)
Principal Principal
Particulars Nature of Security Terms of Repayment Outstanding as at Outstanding as at
March 31, 2019 March 31, 2018
5,000 (Previous Year : NIL) 9.51% First pari-passu charge by hypothecation over Repayable after ten years 500.00 -
Secured, Rated, Listed, Redeemable Non the movable assets and a first ranking Pari Passu from the date of allotment
Convertible Debentures (NCD's) each of a mortgage over Specifically Mortgaged Property
face value ` 1,000,000 each
5,000 (Previous Year : NIL) 9.51% First pari-passu charge by hypothecation over Repayable after Nine years 500.00 -
Secured, Rated, Listed, Redeemable Non the movable assets and a first ranking Pari Passu from the date of allotment
Convertible Debentures (NCD's) each of a mortgage over Specifically Mortgaged Property
face value ` 1,000,000 each
5,000 (Previous Year : NIL) 9.51% First pari-passu charge by hypothecation over Repayable after Eight years 500.00 -
Secured, Rated, Listed, Redeemable Non the movable assets and a first ranking Pari Passu from the date of allotment
Convertible Debentures (NCD's) each of a mortgage over Specifically Mortgaged Property
face value ` 1,000,000 each
5,000 (Previous Year : NIL) (payable First pari-passu charge by hypothecation over The NCDs are redeemable 500.00 -
monthly) 9.27% Secured, Rated , Listed, the movable assets and a first ranking Pari Passu at par in three instalments
Redeemable Non Convertible Debentures mortgage over Specifically Mortgaged Property : 8th year-167 Crore; 9th
(NCD's) each having a face value of ` year-167 Crore; 10th year-
1,000,000 166 Crore
50 (Previous Year : 50 ) (payable annually) Secured by a First Pari Passu mortgage over The amount of ` 5 Crores 5.00 5.00
9.75% Secured Rated Listed Redeemable specifically Mortgaged Premises and a first redeemable at par at the
Non Convertible Debentures of ` Pari Passu hypothecation over portions of end of 3650 days from the
1,000,000 each specific identified Receivables as set out in date of allotment
the Debenture Trust Deed and the Deed of
Hypothecation.
350 (Previous Year : 350 ) (payable Secured by a First Pari Passu mortgage over The amount of ` 35 Crores 35.00 35.00
annually) 9.75% Secured Rated Listed specifically Mortgaged Premises and a first redeemable at par at the
Redeemable Non Convertible Debentures Pari Passu hypothecation over portions of end of 3652 days from the
of ` 1,000,000 each specific identified Receivables as set out in date of allotment
the Debenture Trust Deed and the Deed of
Hypothecation.
350 (Previous Year : NIL ) (payable First pari-passu charge by hypothecation over Repayable after 2555 days 35.00 -
annually) 9.25% Secured Rated Listed the movable assets and a first ranking Pari Passu from the date of allotment
Redeemable Non Convertible Debentures mortgage over Specifically Mortgaged Property
of ` 1,000,000 each
5,000 (Previous Year : 5,000) (payable First pari-passu charge by hypothecation over Redeemable at par in three 500.00 500.00
monthly) 7.96% Secured, Rated , Listed, the movable assets and a first ranking Pari Passu installments : 8th year-167
Redeemable Non Convertible Debentures mortgage over Specifically Mortgaged Property Crore; 9th year-167 Crore;
(NCD's) each having a face value of ` 10th year-166 Crore
1,000,000
250 (Previous Year : 250) (payable First pari-passu charge by hypothecation over Repayable after 2556 days 25.00 25.00
annually) 8.75% Secured, Rated, Listed , the movable assets and a first ranking Pari Passu from the date of allotment
Redeemable Non Convertible Debentures mortgage over Specifically Mortgaged Property
(NCD's) each having a face value of `
1,000,000

322 Piramal Enterprises Limited


NOTES
to the Consolidated financial statements for the year ended March 31, 2019

(` in Crores)
Principal Principal
Particulars Nature of Security Terms of Repayment Outstanding as at Outstanding as at
March 31, 2019 March 31, 2018

Strategic Overview
50 (Previous Year : 50 ) (payable annually) First pari-passu charge by hypothecation over Repayable after 2555 days 5.00 5.00
8.95% Secured Rated, Listed, Redeemable the movable assets and a first ranking Pari Passu from the date of allotment
Non Convertible Debentures (NCD's) each mortgage over Specifically Mortgaged Property
having face value of ` 1,000,000
250 (Previous Year : NIL) (payable First pari-passu charge by hypothecation over Repayable after 1826 days 25.00 -
annually) 9.75% Secured, Rated, Listed , the movable assets and a first ranking Pari Passu from the date of allotment
Redeemable Non Convertible Debentures mortgage over Specifically Mortgaged Property
(NCD's) each having a face value of `
1,000,000
2,000 (Previous Year : NIL) (payable First pari-passu charge by hypothecation over Repayable after three years 200.00 -
annually) 9.50% Secured, Rated, Listed , the movable assets and a first ranking Pari Passu three months and forteen
Redeemable Non Convertible Debentures mortgage over Specifically Mortgaged Property days from the date of
(NCD's) each having a face value of ` allotment

Management Discussion & Analysis


1,000,000
1,000 (Previous Year : NIL) (payable First pari-passu charge by hypothecation over Repayable after three years 100.00 -
annually) 9.50% Secured, Rated, Listed , the movable assets and a first ranking Pari Passu three months and forteen
Redeemable Non Convertible Debentures mortgage over Specifically Mortgaged Property days from the date of
(NCD's) each having a face value of ` allotment
1,000,000
500 (Previous Year : NIL) (payable First pari-passu charge by hypothecation over Repayable after three years 50.00 -
annually) 9.50% Secured, Rated, Listed , the movable assets and a first ranking Pari Passu and three months from the
Redeemable Non Convertible Debentures mortgage over Specifically Mortgaged Property date of allotment
(NCD's) each having a face value of `
1,000,000
6,500 (Previous Year : NIL) (payable First pari-passu charge by hypothecation over Repayable after three years 650.00 -
annually) 9.50% Secured, Rated, Listed , the movable assets and a first ranking Pari Passu and three months from the

Board & Management Profiles


Redeemable Non Convertible Debentures mortgage over Specifically Mortgaged Property date of allotment
(NCD's) each having a face value of `
1,000,000
100 (Previous Year : 100 ) (payable Secured by a First Pari Passu mortgage over The amount of ` 10 Crores 10.00 10.00
annually) 9.57% Secured Rated Listed specifically Mortgaged Premises and a first redeemable at par at the
Redeemable Non Convertible Debentures Pari Passu hypothecation over portions of end of 1826 days from the
of ` 1,000,000 each specific identified Receivables as set out in date of allotment
the Debenture Trust Deed and the Deed of
Hypothecation.
3,000 (Previous Year : NIL) (payable A first ranking exclusive charge by way of The amount of ` 300 Crores 300.00 -
monthly) 9.70% Secured Rated Listed hypothecation over Hypothecated assets redeemable at par at the
Redeemable Non Convertible Debentures held by the Security provider. In addition, a end of 731 days from the
of ` 1,000,000 each guarantee is being provided by the Security date of allotment
provider in favour of the Debenture Trustee.

Statutory Reports
Security Provider is PHL Fininvest Private
Limited (PHL Fininvest Private Limited is a
subsidiary of Piramal Enterprises Limited).
1,750 (Previous Year : NIL) (payable A first ranking exclusive charge by way of The amount of ` 175 Crores 175.00 -
monthly) 9.70% Secured Rated Listed hypothecation over Hypothecated assets redeemable at par at the
Redeemable Non Convertible Debentures held by the Security provider. In addition, a end of 731 days from the
of ` 1,000,000 each guarantee is being provided by the Security date of allotment
provider in favour of the Debenture Trustee.
Security Provider is PHL Fininvest Private
Limited (PHL Fininvest Private Limited is a
subsidiary of Piramal Enterprises Limited).
250 (Previous Year : NIL) (payable A first ranking exclusive charge by way of The amount of ` 25 Crores 25.00 -
monthly) 9.70% Secured Rated Listed hypothecation over Hypothecated assets redeemable at par at the
Financial Statements

Redeemable Non Convertible Debentures held by the Security provider. In addition, a end of 731 days from the
of ` 1,000,000 each guarantee is being provided by the Security date of allotment
provider in favour of the Debenture Trustee.
Security Provider is PHL Fininvest Private
Limited (PHL Fininvest Private Limited is a
subsidiary of Piramal Enterprises Limited).
9,000 (Previous Year : NIL) (payable Secured by (i) a first ranking pledge over some The amount of ` 900 Crores 900.00 -
monthly) 9.70% Secured Rated Listed of the Securities held by the Company and its redeemable at par at the
Redeemable Non Convertible Debentures affiliates ; and (ii) a first ranking charge by way end of 729 days from the
of ` 1,000,000 each of hypothecation over the receivables from such date of allotment
securities held by the Company and its affiliates.

Annual Report 2018-19 323


NOTES
to the Consolidated financial statements for the year ended March 31, 2019

(` in Crores)
Principal Principal
Particulars Nature of Security Terms of Repayment Outstanding as at Outstanding as at
March 31, 2019 March 31, 2018
150 (Previous Year : 150) (payable First pari-passu charge by hypothecation over Repayable after 1094 days 15.00 15.00
annually) 7.96% Secured, Rated, Listed, the movable assets and a first ranking Pari Passu from the date of allotment
Redeemable Non Convertible Debentures mortgage over Specifically Mortgaged Property
(NCD's) each of a face value ` 1,000,000
each
1,000 (Previous Year : 1,000) (payable First pari-passu charge by hypothecation over Repayable after 1094 days 100.00 100.00
annually) 7.96% Secured, Rated, Listed, the movable assets and a first ranking Pari Passu from the date of allotment
Redeemable Non Convertible Debentures mortgage over Specifically Mortgaged Property
(NCD's) each of a face value ` 1,000,000
each
1,250 (Previous Year : 1,250) (payable First pari-passu charge by hypothecation over Repayable after 1096 days 125.00 125.00
annually) 8.10% Secured, Rated, Listed, the movable assets and a first ranking Pari Passu from the date of allotment
Redeemable Non Convertible Debentures mortgage over Specifically Mortgaged Property
(NCD's) each of face value ` 1,000,000
5,000 (Previous Year : 5,000) (payable First pari-passu charge by hypothecation over Repayable after 1096 days 500.00 500.00
annually) 8.07% Secured, Rated , Listed, the movable assets and a first ranking Pari Passu from the deemed date of
Redeemable Non Convertible Debentures mortgage over Specifically Mortgaged Property allotment
(NCD's) each having a face value of `
1,000,000
2,000 (Previous Year : 2,000) (payable Secured through a First Pari Passu charge by The amount of ` 200 Crores 200.00 200.00
annually) 7.90% Secured Rated Listed hypothecation over the identified Receivables redeemable at par at the
Redeemable Non Convertible Debentures and a first ranking Pari Passu mortgage over end of 1096 days from the
of ` 1,000,000 each specifically morgaged premises or such other date of allotment
property as may be idenitfied by the company
as set out in the Debenture Trust deed and the
Deed of Hypothecation
500 (Previous Year : 500) (payable Secured through a First Pari Passu charge by The amount of ` 50 Crores 50.00 50.00
annually) 7.90% Secured Rated Listed hypothecation over the identified Receivables redeemable at par at the
Redeemable Non Convertible Debentures and a first ranking Pari Passu mortgage over end of 1096 days from the
of ` 1,000,000 each specifically morgaged premises or such other date of allotment
property as may be idenitfied by the company
as set out in the Debenture Trust deed and the
Deed of Hypothecation
400 (Previous Year : 400 ) (payable Secured through a First Pari Passu charge by The amount of ` 40 Crores 40.00 40.00
annually) 7.90% Secured Rated Listed hypothecation over the identified Receivables redeemable at par at the
Redeemable Non Convertible Debentures and a first ranking Pari Passu mortgage over end of 1096 days from the
of ` 1,000,000 each specifically morgaged premises or such other date of allotment
property as may be idenitfied by the company
as set out in the Debenture Trust deed and the
Deed of Hypothecation
150 (Previous Year : 150) (payable Secured through a First Pari Passu charge by The amount of ` 15 Crores 15.00 15.00
annually ) 7.90% Secured Rated Listed hypothecation over the identified Receivables redeemable at par at the
Redeemable Non Convertible Debentures and a first ranking Pari Passu mortgage over end of 1096 days from the
of ` 1,000,000 each specifically morgaged premises or such other date of allotment
property as may be idenitfied by the company
as set out in the Debenture Trust deed and the
Deed of Hypothecation
100 (Previous Year : 100) (payable Secured through a First Pari Passu charge by The amount of ` 10 Crores 10.00 10.00
annually) 7.90% Secured Rated Listed hypothecation over the identified Receivables redeemable at par at the
Redeemable Non Convertible Debentures and a first ranking Pari Passu mortgage over end of 1096 days from the
of ` 1,000,000 each specifically morgaged premises or such other date of allotment
property as may be idenitfied by the company
as set out in the Debenture Trust deed and the
Deed of Hypothecation
100 (Previous Year : 100 ) (payable Secured through a First Pari Passu charge by The amount of ` 10 Crores 10.00 10.00
annually ) 7.90% Secured Rated Listed hypothecation over the identified Receivables redeemable at par at the
Redeemable Non Convertible Debentures and a first ranking Pari Passu mortgage over end of 1096 days from the
of ` 1,000,000 each specifically morgaged premises or such other date of allotment
property as may be idenitfied by the company
as set out in the Debenture Trust deed and the
Deed of Hypothecation

324 Piramal Enterprises Limited


NOTES
to the Consolidated financial statements for the year ended March 31, 2019

(` in Crores)
Principal Principal
Particulars Nature of Security Terms of Repayment Outstanding as at Outstanding as at
March 31, 2019 March 31, 2018

Strategic Overview
50 (Previous Year : 50 ) (payable annually Secured through a First Pari Passu charge by The amount of ` 5 Crores 5.00 5.00
) 7.90% Secured Rated Listed Redeemable hypothecation over the identified Receivables redeemable at par at the
Non Convertible Debentures of ` and a first ranking Pari Passu mortgage over end of 1096 days from the
1,000,000 each specifically morgaged premises or such other date of allotment
property as may be idenitfied by the company
as set out in the Debenture Trust deed and the
Deed of Hypothecation
550 (Previous Year : 550) (payable Secured through a First Pari Passu charge by The amount of ` 55 Crores 55.00 55.00
annually ) 7.90% Secured Rated Listed hypothecation over the identified Receivables redeemable at par at the
Redeemable Non Convertible Debentures and a first ranking Pari Passu mortgage over end of 1096 days from the
of ` 1,000,000 each specifically morgaged premises or such date of allotment
other property as may be idenitfied by the
company as set out in the Debenture Trust

Management Discussion & Analysis


deed cum Deed of Mortgage and the Deed of
Hypothecation
250 (Previous Year : 250 ) (payable Secured through a First Pari Passu charge by The amount of ` 25 Crores 25.00 25.00
annually) 7.90% Secured Rated Listed hypothecation over the identified Receivables redeemable at par at the
Redeemable Non Convertible Debentures and a first ranking Pari Passu mortgage over end of 1096 days from the
of ` 1,000,000 each specifically morgaged premises or such date of allotment
other property as may be idenitfied by the
company as set out in the Debenture Trust
deed cum Deed of Mortgage and the Deed of
Hypothecation
200 (Previous Year : 200) (payable Secured through a First Pari Passu charge by The amount of ` 20 Crores 20.00 20.00
annually) 7.90% Secured Rated Listed hypothecation over the identified Receivables redeemable at par at the
Redeemable Non Convertible Debentures and a first ranking Pari Passu mortgage over end of 1096 days from the

Board & Management Profiles


of ` 1,000,000 each specifically morgaged premises or such date of allotment
other property as may be idenitfied by the
company as set out in the Debenture Trust
deed cum Deed of Mortgage and the Deed of
Hypothecation
500 (Previous Year : 500) (payable First pari-passu charge by hypothecation over Repayable after three years 50.00 50.00
annually) 8.35% Secured, Rated, Listed, the movable assets and a first ranking Pari Passu from the date of allotment
Redeemable Non Convertible Debentures mortgage over Specifically Mortgaged Property
(NCD's) each of a face value ` 1,000,000
each
500 (Previous Year : 500) (payable First pari-passu charge by hypothecation over Repayable after three years 50.00 50.00
annually) 8.35% Secured, Rated, Listed, the movable assets and a first ranking Pari Passu from the date of allotment
Redeemable Non Convertible Debentures mortgage over Specifically Mortgaged Property

Statutory Reports
(NCD's) each of a face value ` 1,000,000
each
250 (Previous Year : 250) (payable First pari-passu charge by hypothecation over Repayable after three years 25.00 25.00
annually) 8.35% Secured, Rated, Listed, the movable assets and a first ranking Pari Passu from the date of allotment
Redeemable Non Convertible Debentures mortgage over Specifically Mortgaged Property
(NCD's) each of a face value ` 1,000,000
each
950 (Previous Year : 950) (payable First pari-passu charge by hypothecation over Repayable after three years 95.00 95.00
annually) 8.35% Secured, Rated, Listed, the movable assets and a first ranking Pari Passu from the date of allotment
Redeemable Non Convertible Debentures mortgage over Specifically Mortgaged Property
(NCD's) each of a face value ` 1,000,000
each
4,400 (Previous Year : 4,400) (payable on First pari-passu charge by hypothecation over Repayable after 1154 days 440.00 440.00
maturity) 8.85% Secured,Rated, Listed, the movable assets and a first ranking Pari Passu from the date of allotment
Financial Statements

redeemable Non Convertible Debentures mortgage over Specifically Mortgaged Property


(NCD's) each having a face value of `
1,000,000
5,000 (Previous Year : NIL) (payable Secured through a First Pari Passu charge by The amount of ` 500 Crores 500.00 -
monthly) 9.00% Secured Rated Listed hypothecation over the Receivables and a first redeemable at par at the
Redeemable Non Convertible Debentures ranking Pari Passu mortgage over specifically end of 547 days from the
of ` 1,000,000 each mortgaged premises or such other property as date of allotment
may be identified by the company as set out
in the Debenture Trust deed and the Deed of
Hypothecation

Annual Report 2018-19 325


NOTES
to the Consolidated financial statements for the year ended March 31, 2019

(` in Crores)
Principal Principal
Particulars Nature of Security Terms of Repayment Outstanding as at Outstanding as at
March 31, 2019 March 31, 2018
2,000 (Previous Year : 2,000) (payable on First pari-passu charge by hypothecation over Repayable after 1152 days 200.00 200.00
maturity) 8.85% Secured Rated, Listed, the movable assets and a first ranking Pari Passu from the date of allotment
Redeemable Non Convertible Debentures mortgage over Specifically Mortgaged Property
(NCD's) each having face value of `
1,000,000
5,000 (Previous Year : NIL) (payable Secured through a First Pari Passu charge by The amount of ` 500 Crores 500.00 -
monthly) 9.00% Secured Rated Listed hypothecation over the Receivables and a first redeemable at par at the
Redeemable Non Convertible Debentures ranking Pari Passu mortgage over specifically end of 546 days from the
of ` 1,000,000 each mortgaged premises or such other property date of allotment
as may be identified by the company and set
out in the Debenture Trust deed and Deed of
Hypothecation. The Company shall maintain
security cover of at least one times of the entire
redemption amount throughout the tenure of
the NCDs.
25,210 (Previous Year : NIL) (payable First exclusive charge by hypothecation/ pledge Repayable in 36 months 2,521.00 -
monthly) Secured , Unrated, Unlisted, over the identified financial assets including all and 8 days from the date of
Redeemable Non Convertible Debentures receivables therefrom. allotment. ; with put option
of ` 1,000,000 each
1,500 (Previous Year : NIL) (payable at Secured through a First Pari Passu charge by The amount of ` 150 Crores 150.00 -
maturity) 10.1383% Secured Rated Listed hypothecation over the identified Receivables redeemable at par at the
Redeemable Non Convertible Debentures and a first ranking Pari Passu mortgage over end of 390 days from the
of ` 1,000,000 each specifically mortgaged premises or such other date of allotment
property as may be identified by the company
as set out in the Debenture Trust deed and
Deed of Hypothecation
2,500 (Previous Year : NIL) (payable A first ranking exclusive charge by way of The amount of ` 250 Crores 250.00 -
monthly) 9.50% Secured Rated Listed hypothecation over Hypothecated assets redeemable at par at the
Redeemable Non Convertible Debentures held by the Security provider. In addition, a end of 372 days from the
of ` 1,000,000 each guarantee is being provided by the Security date of allotment
provider in favour of the Debenture Trustee.
Security Provider is PHL Fininvest Private
Limited (PHL Fininvest Private Limited is a
subsidiary of Piramal Enterprises Limited).
5,000 (Previous Year : NIL) (payable A first ranking exclusive charge by way of The amount of ` 500 Crores 500.00 -
monthly) 9.50% Secured Rated Listed hypothecation over Hypothecated assets redeemable at par at the
Redeemable Non Convertible Debentures held by the Security provider. In addition, a end of 371 days from the
of ` 1,000,000 each guarantee is being provided by the Security date of allotment
provider in favour of the Debenture Trustee.
Security Provider is PHL Fininvest Private
Limited (PHL Fininvest Private Limited is a
subsidiary of Piramal Enterprises Limited).
7,500 (Previous Year : NIL) (payable A first ranking exclusive charge by way of The amount of ` 750 Crores 750.00 -
monthly) 9.50% Secured Rated Listed hypothecation over Hypothecated assets redeemable at par at the
Redeemable Non Convertible Debentures held by the Security provider. In addition, a end of 371 days from the
of ` 1,000,000 each guarantee is being provided by the Security date of allotment
provider in favour of the Debenture Trustee.
Security Provider is PHL Fininvest Private
Limited (PHL Fininvest Private Limited is a
subsidiary of Piramal Enterprises Limited).
1,500 (Previous Year : NIL) (payable A first ranking exclusive charge by way of The amount of ` 150 Crores 150.00 -
monthly) 9.50% Secured Rated Listed hypothecation over Hypothecated assets redeemable at par at the
Redeemable Non Convertible Debentures held by the Security provider. In addition, a end of 368 days from the
of ` 1,000,000 each guarantee is being provided by the Security date of allotment
provider in favour of the Debenture Trustee.
Security Provider is PHL Fininvest Private
Limited (PHL Fininvest Private Limited is a
subsidiary of Piramal Enterprises Limited).
577 (Previous Year : NIL) (payable Secured by (i) a first ranking pledge over some The amount of ` 57.70 57.70 -
monthly) 9.30% Secured Rated Listed of the Securities held by the Company and its Crores redeemable at par
Redeemable Non Convertible Debentures affiliates ; and (ii) a first ranking charge by way at the end of 365 days from
of ` 1,000,000 each of hypothecation over the receivables from such the date of allotment
securities held by the Company and its affiliates.

326 Piramal Enterprises Limited


NOTES
to the Consolidated financial statements for the year ended March 31, 2019

(` in Crores)
Principal Principal
Particulars Nature of Security Terms of Repayment Outstanding as at Outstanding as at
March 31, 2019 March 31, 2018

Strategic Overview
250 (Previous Year : 250) (payable First pari-passu charge by hypothecation over Repayable after 1093 days 25.00 25.00
annually) 8.50% Secured , Rated, Listed, the movable assets and a first ranking Pari Passu from the date of allotment.
Redeemable Non Convertible Debentures mortgage over Specifically Mortgaged Property
(NCD's) each having face value of `
10,00,000
150 (Previous Year : 150 ) (payable Secured by a First Pari Passu mortgage over The amount of ` 15 Crores 15.00 15.00
annually) 9.38% Secured Rated Listed specifically Mortgaged Premises and a first redeemable at par at the
Redeemable Non Convertible Debentures Pari Passu hypothecation over portions of end of 1109 days from the
of ` 1,000,000 each specific identified Receivables as set out in date of allotment
the Debenture Trust Deed and the Deed of
Hypothecation.
15,000 (Previous Year : 15,000) (payable First pari-passu charge by hypothecation over Repayable after 1093 days 100.00 750.00
annually) 9.05% Secured Rated, Listed, the movable assets and a first ranking Pari Passu from the date of allotment ;

Management Discussion & Analysis


Redeemable Non Convertible Debentures mortgage over Specifically Mortgaged Property with a put option
(NCD's) each having face value of `
1,000,000 ; with 50% partly paid and
issued
NIL (Previous Year : 500) (payable First pari-passu charge by hypothecation over Repayable after 725 days - 50.00
annually) 9.05% Secured, Rated, Listed, the movable assets and a first ranking Pari Passu from the date of allotment
Redeemable Non Convertible Debentures mortgage over Specifically Mortgaged Property
(NCD's) each of a face value ` 1,000,000
each
NIL (Previous Year : 1,750) (payable First pari-passu charge by hypothecation over Repayable after 725 days - 175.00
annually) 9.05% Secured, Rated, Listed, the movable assets and a first ranking Pari Passu from the date of allotment
Redeemable Non Convertible Debentures mortgage over Specifically Mortgaged Property
(NCD's) each of face value ` 1,000,000

Board & Management Profiles


2,000 (Previous Year : 5,250) (payable First pari-passu charge by hypothecation over Repayable after 729 days 200.00 525.00
annually) 9.05% Secured, Rated, Listed, the movable assets and a first ranking Pari Passu from the date of allotment
Redeemable Non Convertible Debentures mortgage over Specifically Mortgaged Property
(NCDs) each of face value ` 1,000,000
2,000 (Previous Year : 2,000) (payable Secured by a First Pari Passu mortgage over The amount of ` 200 Crores 200.00 200.00
annually) 9.38% Secured Rated Listed specifically Mortgaged Premises and a first redeemable at par at the
Redeemable Non Convertible Debentures Pari Passu hypothecation over portions of end of 1095 days from the
of ` 1,000,000 each specific identified Receivables as set out in date of allotment
the Debenture Trust Deed and the Deed of
Hypothecation.
NIL (Previous Year : 10,000) (payable on First pari-passu charge by hypothecation over Repayable after 1093 days - 1,000.00
maturity) 9.35% Secured , Rated, Listed, the movable assets and a first ranking Pari Passu from the date of allotment
Redeemable Non Convertible Debentures mortgage over Specifically Mortgaged Property
(NCD's) each having face value of `

Statutory Reports
10,00,000
145 (Previous Year : 1500) (payable Secured by a First Pari Passu mortgage over The amount of ` 14.5 Crores 14.50 150.00
annually) 9.45% Secured Rated Listed specifically Mortgaged Premises and a first redeemable at the end of
Redeemable Non Convertible Debentures Pari Passu hypothecation over portions of 1090 days form the date of
of ` 1,000,000 each specific identified Receivables as set out in allotment
the Debenture Trust Deed and the Deed of
Hypothecation.
500 (Previous Year : 1,500) (payable Secured by a First Pari Passu mortgage over Option I - ` 50 Crores 50.00 150.00
annually) 9.45% Secured Rated Listed specifically Mortgaged Premises and a first redeemable at par at the
Redeemable Non Convertible Debentures Pari Passu hypothecation over portions of end of 1092 days from
of ` 1,000,000 each specific identified Receivables as set out in the date of allotment and
the Debenture Trust Deed and the Deed of Option II - ` 100 Crores
Hypothecation. redeemable at par at the
Financial Statements

end of 1107 days from the


date of allotment.
2,000 (Previous Year : 2,000) (payable Secured through a First Pari Passu charge by The amount of ` 200 Crores 200.00 200.00
annually) 8.13% Secured Rated Listed hypothecation over the identified Receivables redeemable at par at the
Redeemable Non Convertible Debentures and a first ranking Pari Passu mortgage over end of 730 days from the
of ` 1,000,000 each specifically morgaged premises or such other date of allotment
property as may be idenitfied by the company
as set out in the Debenture Trust deed and
Deed of Hypothecation

Annual Report 2018-19 327


NOTES
to the Consolidated financial statements for the year ended March 31, 2019

(` in Crores)
Principal Principal
Particulars Nature of Security Terms of Repayment Outstanding as at Outstanding as at
March 31, 2019 March 31, 2018
1,000 (Previous Year : 1,000 ) (payable Secured through a First Pari Passu charge by The amount of ` 100 Crores 100.00 100.00
annually) 8.13% Secured Rated Listed hypothecation over the identified Receivables redeemable at par at the
Redeemable Non Convertible Debentures and a first ranking Pari Passu mortgage over end of 730 days from the
of ` 1,000,000 each specifically morgaged premises or such other date of allotment
property as may be idenitfied by the company
as set out in the Debenture Trust deed and
Deed of Hypothecation
900 (Previous Year : 900 ) (payable Secured through a First Pari Passu charge by The amount of ` 90 Crores 90.00 90.00
annually) 8.13 % Secured Rated Listed hypothecation over the identified Receivables redeemable at par at the
Redeemable Non Convertible Debentures and a first ranking Pari Passu mortgage over end of 730 days from the
of ` 1,000,000 each specifically morgaged premises or such other date of allotment
property as may be idenitfied by the company
as set out in the Debenture Trust deed and
Deed of Hypothecation
700 (Previous Year : 700 ) (payable Secured through a First Pari Passu charge by The amount of ` 70 Crores 70.00 70.00
annually) 8.13% Secured Rated Listed hypothecation over the identified Receivables redeemable at par at the
Redeemable Non Convertible Debentures and a first ranking Pari Passu mortgage over end of 730 days from the
of ` 1,000,000 each specifically morgaged premises or such other date of allotment
property as may be idenitfied by the company
as set out in the Debenture Trust deed and
Deed of Hypothecation
400 (Previous Year : 400 ) (payable Secured through a First Pari Passu charge by The amount of ` 40 Crores 40.00 40.00
annually) 8.13% Secured Rated Listed hypothecation over the identified Receivables redeemable at par at the
Redeemable Non Convertible Debentures and a first ranking Pari Passu mortgage over end of 730 days from the
of ` 1,000,000 each specifically morgaged premises or such other date of allotment
property as may be idenitfied by the company
as set out in the Debenture Trust deed and
Deed of Hypothecation
400 (Previous Year : 400 ) (payable Secured by a First Pari Passu mortgage over The amount of ` 40 Crores 40.00 40.00
annually) 9.57% Secured Rated Listed specifically Mortgaged Premises and a first redeemable at par at the
Redeemable Non Convertible Debentures Pari Passu hypothecation over portions of end of 1093 days from the
of ` 1,000,000 each specific identified Receivables as set out in date of allotment i.e. June
the Debenture Trust Deed and the Deed of 23 ,2016.
Hypothecation.
250 (Previous Year : 250) (payable Secured by a First Pari Passu mortgage over The amount of ` 25 Crores 25.00 25.00
annually) 9.57% Secured Rated Listed specifically Mortgaged Premises and a first redeemable at par at the
Redeemable Non Convertible Debentures Pari Passu hypothecation over portions of end of 1093 days from the
of ` 1,000,000 each specific identified Receivables as set out in date of allotment i.e. June
the Debenture Trust Deed and the Deed of 23 ,2016.
Hypothecation.
250 (Previous Year : 3,000) (payable Secured through a First Pari Passu charge by The amount of ` 25 Crores 25.00 300.00
annually) 8.13% Secured Rated Listed hypothecation over the identified Receivables redeemable at par at the
Redeemable Non Convertible Debentures and a first ranking Pari Passu mortgage over end of 730 days from the
of ` 1,000,000 each specifically morgaged premises or such other date of allotment
property as may be idenitfied by the company
as set out in the Debenture Trust deed and
Deed of Hypothecation
2,000 (Previous Year : 2,000 ) (payable Secured through a First Pari Passu charge by The amount of ` 200 Crores 200.00 200.00
annually) 8.13% Secured Rated Listed hypothecation over the identified Receivables redeemable at par at the
Redeemable Non Convertible Debentures and a first ranking Pari Passu mortgage over end of 730 days from the
of ` 1,000,000 each specifically morgaged premises or such other date of allotment
property as may be idenitfied by the company
as set out in the Debenture Trust deed and
Deed of Hypothecation
1,000 (Previous Year : 1,000 ) (payable Secured through a First Pari Passu charge by The amount of ` 100 Crores 100.00 100.00
annually) 8.13% Secured Rated Listed hypothecation over the identified Receivables redeemable at par at the
Redeemable Non Convertible Debentures and a first ranking Pari Passu mortgage over end of 730 days from the
of ` 1,000,000 each specifically morgaged premises or such other date of allotment
property as may be idenitfied by the company
as set out in the Debenture Trust deed and
Deed of Hypothecation

328 Piramal Enterprises Limited


NOTES
to the Consolidated financial statements for the year ended March 31, 2019

(` in Crores)
Principal Principal
Particulars Nature of Security Terms of Repayment Outstanding as at Outstanding as at
March 31, 2019 March 31, 2018

Strategic Overview
1,100 (Previous Year : 2,000 ) (payable Secured through a First Pari Passu charge by The amount of ` 110 Crores 110.00 200.00
annually) 8.15% Secured Rated Listed hypothecation over the identified Receivables redeemable at par at the
Redeemable Non Convertible Debentures and a first ranking Pari Passu mortgage over end of 729 days from the
of ` 1,000,000 each specifically morgaged premises or such other date of allotment
property as may be idenitfied by the company
as set out in the Debenture Trust deed and
Deed of Hypothecation
1,350 (Previous Year : 1,350 ) (payable Secured through a First Pari Passu charge by The amount of ` 135 Crores 135.00 135.00
annually) 8.15% Secured Rated Listed hypothecation over the identified Receivables redeemable at par at the
Redeemable Non Convertible Debentures and a first ranking Pari Passu mortgage over end of 729 days from the
of ` 1,000,000 each specifically morgaged premises or such other date of allotment
property as may be idenitfied by the company
as set out in the Debenture Trust deed and

Management Discussion & Analysis


Deed of Hypothecation
850 (Previous Year : 850 ) (payable Secured through a First Pari Passu charge by The amount of ` 85 Crores 85.00 85.00
annually) 8.15% Secured Rated Listed hypothecation over the identified Receivables redeemable at par at the
Redeemable Non Convertible Debentures and a first ranking Pari Passu mortgage over end of 729 days from the
of ` 1,000,000 each specifically morgaged premises or such other date of allotment
property as may be idenitfied by the company
as set out in the Debenture Trust deed and
Deed of Hypothecation
500 (Previous Year : 500) (payable Secured through a First Pari Passu charge by The amount of ` 50 Crores 50.00 50.00
annually) 8.15% Secured Rated Listed hypothecation over the identified Receivables redeemable at par at the
Redeemable Non Convertible Debentures and a first ranking Pari Passu mortgage over end of 728 days from the
of ` 1,000,000 each specifically morgaged premises or such other date of allotment
property as may be idenitfied by the company

Board & Management Profiles


as set out in the Debenture Trust deed and
Deed of Hypothecation
500 (Previous Year : 500) (payable Secured through a First Pari Passu charge by The amount of ` 50 Crores 50.00 50.00
annually) 8.15% Secured Rated Listed hypothecation over the identified Receivables redeemable at par at the
Redeemable Non Convertible Debentures and a first ranking Pari Passu mortgage over end of 729 days from the
of ` 1,000,000 each specifically mortgaged premises or such other date of allotment
property as may be identified by the company
as set out in the Debenture Trust deed and
Deed of Hypothecation
250 (Previous Year : 250 ) (payable Secured through a First Pari Passu charge by The amount of ` 25 Crores 25.00 25.00
annually) 8.15% Secured Rated Listed hypothecation over the identified Receivables redeemable at par at the
Redeemable Non Convertible Debentures and a first ranking Pari Passu mortgage over end of 729 days from the
of ` 1,000,000 each specifically morgaged premises or such other date of allotment

Statutory Reports
property as may be idenitfied by the company
as set out in the Debenture Trust deed and
Deed of Hypothecation
150 (Previous Year : 150 ) (payable Secured through a First Pari Passu charge by The amount of ` 15 Crores 15.00 15.00
annually) 8.15% Secured Rated Listed hypothecation over the identified Receivables redeemable at par at the
Redeemable Non Convertible Debentures and a first ranking Pari Passu mortgage over end of 729 days from the
of ` 1,000,000 each specifically morgaged premises or such other date of allotment
property as may be idenitfied by the company
as set out in the Debenture Trust deed and
Deed of Hypothecation
500 (Previous Year : 500 ) (payable First pari-passu charge by hypothecation over Repayable after 1093 days 50.00 50.00
annually) 8.50% Secured Rated Listed the movable assets and a first ranking Pari Passu from the date of allotment
Redeemable Non Convertible Debentures mortgage over Specifically Mortgaged Property
of ` 1,000,000 each
Financial Statements

500 (Previous Year : 500) (payable First pari-passu charge by hypothecation over Repayable after 729 days 50.00 50.00
annually) 8.50% Secured, Rated, Listed, the movable assets and a first ranking Pari Passu from the date of allotment
Redeemable Non Convertible Debentures mortgage over Specifically Mortgaged Property
(NCD's) each of a face value ` 1,000,000
each
500 (Previous Year : 500) (payable First pari-passu charge by hypothecation over Repayable after 729 days 50.00 50.00
annually) 8.50% Secured, Rated, Listed, the movable assets and a first ranking Pari Passu from the date of allotment
Redeemable Non Convertible Debentures mortgage over Specifically Mortgaged Property
(NCD's) each of a face value ` 1,000,000
each

Annual Report 2018-19 329


NOTES
to the Consolidated financial statements for the year ended March 31, 2019

(` in Crores)
Principal Principal
Particulars Nature of Security Terms of Repayment Outstanding as at Outstanding as at
March 31, 2019 March 31, 2018
250 (Previous Year : 250) (payable First pari-passu charge by hypothecation over Repayable after 729 days 25.00 25.00
annually) 8.50% Secured, Rated, Listed, the movable assets and a first ranking Pari Passu from the date of allotment
Redeemable Non Convertible Debentures mortgage over Specifically Mortgaged Property
(NCD's) each of face value ` 1,000,000
150 (Previous Year : 150) (payable First pari-passu charge by hypothecation over Repayable after 729 days 15.00 15.00
annually) 8.50% Secured, Rated, Listed, the movable assets and a first ranking Pari Passu from the date of allotment
Redeemable Non Convertible Debentures mortgage over Specifically Mortgaged Property
(NCD's) each of face value ` 1,000,000
1,500 (Previous Year : 1,500) (payable Secured by a First Pari Passu mortgage over Series I - The amount of ` 150.00 150.00
annually) 9.45% Secured Rated Listed specifically Mortgaged Premises and a first 150 Crores redeemable at
Redeemable Non Convertible Debentures Pari Passu hypothecation over portions of par at the end of 1050 days
of ` 1,000,000 each specific identified Receivables as set out in from the date of allotment
the Debenture Trust Deed and the Deed of
Hypothecation.
500 (Previous Year : 500) (payable First pari-passu charge by hypothecation over Repayable after 729 days 50.00 50.00
annually) 8.50% Secured, Rated, Listed, the movable assets and a first ranking Pari Passu from the date of allotment
Redeemable Non Convertible Debentures mortgage over Specifically Mortgaged Property
(NCD's) each of a face value ` 1,000,000
each
5,900 (Previous Year : NIL) (payable Secured by (i) A first ranking exclusive pledge The amount of ` 161.97 581.19 -
monthly) 9.70% Secured Rated Listed over the securities held by the security provider. Crores redeemable at
Redeemable Non Convertible Debentures (ii) A first ranking pari-passu charge by way par within the first year
of ` 1,000,000 each of hypothecation over the Hypothecated in different tranches ,the
properties of the Company (iii) A first ranking amount of ` 13.78 Crores
exclusive charge by way of hypothecation over redeemable at par in the
the hypothecated properties of the Security second year in different
provider. Security Provider is PHL Fininvest tranches the amount of `
Private Limited (PHL Fininvest Private Limited is 405.45 Crores redeemable
a subsidiary of Piramal Enterprises Limited). at par in the third year in
different tranches from the
date of allotment.
1,000 (Previous Year : 1,000) (payable at Secured through a First Pari Passu charge The amount of ` 100 Crores 100.00 100.00
maturity) 9.264% Secured Rated Listed by hypothecation over specific identified redeemable at par at the
Redeemable Non Convertible Debentures Receivables and a first ranking Pari Passu end of 970 days from the
of ` 1,000,000 each mortgage over specifically morgaged premises date of allotment
or such other property as may be idenitfied by
the company as set out in the Debenture Trust
deed and Deed of Hypothecation
100 (Previous Year : 100 ) (payable Secured through a First Pari Passu charge The amount of ` 10 Crores 10.00 10.00
annually) 9.267% Secured Rated Listed by hypothecation over specific identified redeemable at par at the
Redeemable Non Convertible Debentures Receivables and a first ranking Pari Passu end of 963 days from the
of ` 1,000,000 each mortgage over specifically morgaged premises date of allotment
or such other property as may be idenitfied by
the company as set out in the Debenture Trust
deed and Deed of Hypothecation
200 (Previous Year : 200 ) (payable Secured through a First Pari Passu charge The amount of ` 20 Crores 20.00 20.00
annually) 9.267 % Secured Rated Listed by hypothecation over specific identified redeemable at par at the
Redeemable Non Convertible Debentures Receivables and a first ranking Pari Passu end of 962 days from the
of ` 1,000,000 each mortgage over specifically morgaged premises date of allotment
or such other property as may be idenitfied by
the company as set out in the Debenture Trust
deed and Deed of Hypothecation
NIL (Previous Year : 1,150) (payable Secured through a First Pari Passu charge by The amount of ` 115 Crores - 115.00
annually) 7.60% Secured Rated Listed hypothecation over the identified Receivables redeemable at par at the
Redeemable Non Convertible Debentures and a first ranking Pari Passu mortgage over end of 546 days from the
of ` 1,000,000 each specifically morgaged premises or such other date of allotment
property as may be idenitfied by the company
as set out in the Debenture Trust deed and the
Deed of Hypothecation

330 Piramal Enterprises Limited


NOTES
to the Consolidated financial statements for the year ended March 31, 2019

(` in Crores)
Principal Principal
Particulars Nature of Security Terms of Repayment Outstanding as at Outstanding as at
March 31, 2019 March 31, 2018

Strategic Overview
NIL (Previous Year: 500) (payable Secured through a First Pari Passu charge by The amount of ` 50 Crores - 50.00
annually) 7.60% Secured Rated Listed hypothecation over the identified Receivables redeemable at par at the
Redeemable Non Convertible Debentures and a first ranking Pari Passu mortgage over end of 546 days from the
of ` 1,000,000 each specifically morgaged premises or such other date of allotment
property as may be idenitfied by the company
as set out in the Debenture Trust deed and the
Deed of Hypothecation
NIL (Previous Year : 250) (payable Secured through a First Pari Passu charge by The amount of ` 25 Crores - 25.00
annually) 7.60% Secured Rated Listed hypothecation over the identified Receivables redeemable at par at the
Redeemable Non Convertible Debentures and a first ranking Pari Passu mortgage over end of 546 days from the
of ` 1,000,000 each specifically morgaged premises or such other date of allotment
property as may be idenitfied by the company
as set out in the Debenture Trust deed and the

Management Discussion & Analysis


Deed of Hypothecation
NIL (Previous Year : 100) (payable Secured through a First Pari Passu charge by The amount of ` 10 Crores - 10.00
annually) 7.60% Secured Rated Listed hypothecation over the identified Receivables redeemable at par at the
Redeemable Non Convertible Debentures and a first ranking Pari Passu mortgage over end of 546 days from the
of ` 1,000,000 each specifically morgaged premises or such other date of allotment
property as may be idenitfied by the company
as set out in the Debenture Trust deed and the
Deed of Hypothecation
NIL (Previous Year : 3,000) (payable First pari-passu charge by hypothecation over Repayable after 1001 days - 300.00
annually) 9.57% Secured Rated, Unlisted, the movable assets and a first ranking Pari Passu from the date of allotment.
Redeemable Non Convertible Debentures mortgage over Specifically Mortgaged Property
(NCD's) each having face value of `
10,00,000

Board & Management Profiles


NIL (Previous Year : 500) (payable Secured by a First Pari Passu mortgage over Option I - ` 50 Crores - 50.00
annually ) 9.40% Secured Rated Listed specifically Mortgaged Premises and a first redeemable at par at the
Redeemable Non Convertible Debentures Pari Passu hypothecation over portions of end of 729 days from the
of ` 1,000,000 each specific identified Receivables as set out in date of allotment (Current
the Debenture Trust Deed and the Deed of Year Outstanding : NIL )
Hypothecation. and Option II - ` 50 Crores
redeemable at par at the
end of 1094 days from the
date of allotment
NIL (Previous Year : 1,000) (payable Secured through a First Pari Passu charge The amount of ` 100 Crores - 100.00
annually) 9.25% Secured Rated Listed by hypothecation over specific identified redeemable at par at the
Redeemable Non Convertible Debentures Receivables and a first ranking Pari Passu end of 728 days from the
of ` 1,000,000 each mortgage over specifically morgaged premises date of allotment

Statutory Reports
or such other property as may be identified by
the company as set out in the Debenture Trust
deed
NIL (Previous Year : 3,500) (payable First pari-passu charge by hypothecation over Repayable after 728 days - 350.00
annually) 9.25% Secured , Rated, Listed, the movable assets and a first ranking Pari Passu from the date of allotment.
Redeemable Non Convertible Debentures mortgage over Specifically Mortgaged Property
(NCD's) each having face value of `
1,000,000
NIL (Previous Year : 500) (payable Secured through a First Pari Passu charge The amount of ` 50 Crores - 50.00
annually) 8.95 % Secured Rated Listed by hypothecation over specific identified redeemable at par at the
Redeemable Non Convertible Debentures Receivables and a first ranking Pari Passu end of 646 days from the
of ` 1,000,000 each mortgage over specifically morgaged premises date of allotment
or such other property as may be idenitfied by
the company as set out in the Debenture Trust
Financial Statements

deed and Deed of Hypothecation


The effective costs for the above loans are in the range of 7.60% to 10.18% per annum (Previous Year 7.50% to 9.75 % per annum)
Refer Note 44 for assets hypothecated/mortgaged as securities against the Secured Borrowings

Annual Report 2018-19 331


NOTES
to the Consolidated financial statements for the year ended March 31, 2019
E. Term loans from financial institutions
(` in Crores)
Principal Principal
Nature of Security Terms of repayment Outstanding as at Outstanding as at
March 31, 2019 March 31, 2018
First Pari Passu charge on motor cars of a subsidiary. Repayable in 48 equal monthly installments - 0.04
commencing from October 10, 2014. Interest to
be paid @ 10.23% p.a.

Terms of repayment & rate of interest in case of Unsecured Loans:


A. Unsecured Term Loans
(` in Crores)
Principal Principal
Particulars Terms of repayment Outstanding as at Outstanding as at
March 31, 2019 March 31, 2018
Long term Unsecured loans from banks Repayment on February 7, 2020 for an amount of ` 200.00 -
200 Crores
Repayment on January 24, 2020 for an amount of ` 250.00 -
250 Crores
Repayment on November 16, 2018 for an amount of - 250.00
` 250 Crores
Repayable in 60 monthly equal installments from - 10.29
March 15, 2018
The effective costs for the above loans are in the range of 8.50 % to 10.00 % per annum (Previous Year 4.08 to 8.75 % per annum)

B. Unsecured Foreign Currency Non Repatriable Loans


(` in Crores)
Principal Principal
Particulars Terms of repayment Outstanding as at Outstanding as at
March 31, 2019 March 31, 2018
Long term Unsecured foreign currency Non Loan shall be repaid by 18 EMI's starting from month 231.84 -
Repatriable loans from banks following the end of moratorium period of 18 months

C. Unsecured Redeemable Non-Convertible Debentures


(` in Crores)
Principal Principal
Particulars Terms of repayment Outstanding as at Outstanding as at
March 31, 2019 March 31, 2018
5,000 (Previous Year : 5,000) (payable annually) 9.55 % Unsecured, Repayable after 10 years from the date of allotment 500.00 500.00
Subordinated, Tier II, Rated, Listed, Redeemable Non Convertible
Debentures (NCD's) each having face value of ` 1,000,000
1,000 (Previous Year : 1,000 ) 8.20% (payable annually) Unsecured The amount of ` 100 Crores redeemable at par at the 100.00 100.00
Redeemable Non Convertible Debentures of ` 1,000,000 each end of 1130 days from the date of allotment.
250 (Previous Year : 250 ) 8.20% (payable annually) Unsecured The amount of ` 25 Crores redeemable at par at the 25.00 25.00
Redeemable Non Convertible Debentures of ` 1,000,000 each end of 1130 days from the date of allotment.
NIL (Previous Year : 2,000) 9.40% (payable annually) Unsecured Series III - ` 200 Crores redeemable at par at the end - 200.00
Redeemable Non Convertible Debentures ` 1,000,000 each of 1092 days from the date of allotment.
NIL (Previous Year : 2,240 ) 9.27% (payable annually) Unsecured Series IV - ` 21 Crores redeemable at par at the end - 224.00
Redeemable Non Convertible Debentures of ` 1,000,000 each of 974 days from the date of allotment (Previous
Year) and Series V - ` 224 Crores redeemable at par at
the end of 1112 days from the date of allotment.
NIL (Previous Year : 3,850) 9.22% (payable annually) Unsecured Series B - ` 100 Crores redeemable at par at the end - 385.00
Redeemable Non Convertible Debentures ` 1,000,000 each of 1092 days from the date of allotment and Series
C - ` 285 Crores redeemable at par at the end of 1096
days from the date of allotment.
NIL (Previous Year : 1,000) 9.25% (payable annually) Unsecured Series D - ` 100 Crores redeemable at par at the end - 100.00
Redeemable Non Convertible Debentures ` 1,000,000 each of 1096 days from the date of allotment.
The effective costs for the above loans are in the range of 8.20% to 9.55% per annum (Previous Year 8.20% to 9.55 % per annum)
Terms and Description of Compulsorily Convertible Debentures:
Compulsorily convertible debentures outstanding as at March 31, 2019 is ` 3,816.09 Crores (As at March 31, 2018-` 4,935.66 Crores). Each debenture has a par value of ` 107,600 and is
convertible at the option of the debenture holder into Equity shares of the Company starting from October 25, 2017 on the basis of forty equity share of ` 2/- each for every one Debenture
held. Any debenture not converted will be compulsorily converted into equity shares on April 19, 2019 at a price of ` 2,690 per share. The debentures carry a coupon of 7.80% per annum,
payable half-yearly in arrears on April 24, 2018, October 21, 2018 and April 19, 2019. The basis of presentation of the liability and equity portions of these shares is explained in the
summary of significant accounting policies.
Refer Note 58 for movement in CCDs.
332 Piramal Enterprises Limited
NOTES
to the Consolidated financial statements for the year ended March 31, 2019

19. OTHER FINANCIAL LIABILITIES - NON-CURRENT


(` in Crores)
As at March As at March

Strategic Overview
31, 2019 31, 2018

Lease Equalisation Liability 2.42 4.13


Deferred Consideration ( Refer Note 3) - 13.04
Contingent consideration at FVTPL 71.74 107.57
Deposits Received 3.82 4.86
Total 77.98 129.60

20. NON-CURRENT PROVISIONS


(` in Crores)
As at March As at March
31, 2019 31, 2018

Management Discussion & Analysis


Provision for employee benefits (Refer Note 42) 50.87 40.82
Provision for Onerous contracts * 0.09 1.29
Total 50.96 42.11
* Refer Note 51 for movement during the year

21. DEFERRED TAX LIABILITIES (NET)


(` in Crores)
As at March 31, 2019 As at March 31, 2018
(a) Deferred Tax Liabilities on account of temporary differences
- Fair Valuation of Investment 7.81 11.74
- Unamortised Distribution Expenses 1.37 4.02
- Share of undistributed earnings of associates 13.03 16.37
- Others - 0.10

Board & Management Profiles


22.21 32.23
(b) Deferred Tax Asset on account of temporary differences
- Property, Plant and Equipment and Intangible assets 0.96 0.98
- Expenses that are allowed on payment basis 1.78 1.58
- Others - 0.49
2.74 3.05
Total (a-b) 19.47 29.18

22. OTHER NON-CURRENT LIABILITIES


(` in Crores)
As at March As at March
31, 2019 31, 2018

Statutory Reports
Deferred Government grant related to assets 2.65 3.63
Other grants related to assets 90.93 72.36
Deferred Revenue 21.43 -
Total 115.01 75.99

23. CURRENT BORROWINGS


(` in Crores)
As at March 31, 2019 As at March 31, 2018
Secured - at amortised cost
Loans from banks
- Working Capital Demand Loan 3,233.50 1,185.38
- Overdraft with banks (including PCFC) 199.84 140.11
- Collaterized Debt Obligations (Refer Note 10) 0.79 1.56
Financial Statements

3,434.13 1,327.05
Unsecured - at amortised cost
Loans from banks
Overdraft with banks 36.56
Rupee Loans
- Repayable on demand 1,746.08 771.76
Intercorporate Deposits 1,600.91 -
Commercial Papers 8,760.74 12,567.07
12,144.29 13,338.83
TOTAL 15,578.42 14,665.88

Annual Report 2018-19 333


NOTES
to the Consolidated financial statements for the year ended March 31, 2019
Note:
Description of loan Terms of repayment Rate of Interest

Secured Loans:
Working capital Demand Loan* At Call 5.74 % pa to 11.50 % pa
Overdraft with banks* At Call 1.15% pa to 12.80 % pa
Others (PCFC)* At Call 2.82 pa % to 3.90 % pa
Collaterized Debt Obligations* By the end of credit period 2.82 pa % to 3.90 % pa
Unsecured Loans:
Rupee Loans from Banks (Repayable on demand) Repayable within 365 days from date of disbursement 6.65 % to 9.25 % per annum
Commercial Papers Repayable within 365 days from date of disbursement 8.00 % to 12.00 % per annum

Terms of repayment, nature of security & rate of interest in case of Secured Loans:
A. Working capital Demand Loan
(` in Crores)
Principal Principal
Nature of Security Terms of repayment Outstanding as at Outstanding as at
March 31, 2019 March 31, 2018

First pari- passu charge on the standard assets receivables of the borrower Final Maturity date of each tranche drawn - 400.00
along with other lenders with minimum asset cover of 1.1x (where standard down under the facility shall not extend 3
receivables constitute receivables arising out of activities permitted by RBI/ months from the date of first disbursement.
NHB) Facility shall be subject to review after 3
months from the date of first disbursement.
First Pari Passu charge on all the movable properties of the Company i.e Bullet Repayment at the end of the tenor of 300.00 -
Plant and Machinery (excluding Current Assets and Intangible Assets), 12 months from date of first drawdown
both present and future , at the below locations:(a) Pithampur,Madhya
Pradesh (b) Ennore,Chennai (c) Digwal Village ,Medak District , Telangana
(d) Mahad,District Raigad,Maharashtra.First Pari Passu charge on Company
s immovable properties at (a) Pithampur ,Madhya Pradesh and (b)
Mahad,District Raigad,Maharashtra. First Pari Passu charge by way of
hypothecation of receivables from the loans extended for the financial
services business ,minimum fixed asset Cover of 1.15 x.
First pari -passu charge on the standard assets receivables arising out Bullet Repayment at the end of the tenor of 500.00 -
of financial services loan book of the borrower along with other lenders 6 months from date of first drawdown .
with minimum asset cover of 1.1 x where standard receivables constitute
activities permitted by RBI/NHB
Secured by hypothecation of inventories and book debts Repayable on June 17, 2019 30.00 -
Secured by hypothecation of inventories and book debts Repayable on April 26, 2019 15.00 -
Secured by hypothecation of inventories and book debts Repayable on April 02, 2019 30.00 -
First pari-passu charge by way of hypothecation on the standard moveable Final Maturity date of each tranche drawn 350.00 350.00
assets including receivables and book debts ,present and future down under the facility shall not extend 3
months from the date of first disbursement.
Facility shall be subject to review after 3
months from the date of first disbursement.
First pari-passu charge by way of hypothecation on the standard moveable Final Maturity date of each tranche drawn 100.00 50.00
assets including receivables and book debts ,present and future down under the facility shall not extend 3
months from the date of first disbursement.
Facility shall be subject to review after 3
months from the date of first disbursement.
First pari-passu charge by way of hypothecation on the standard moveable Final Maturity date of each tranche drawn 50.00 50.00
assets including receivables and book debts ,present and future down under the facility shall not extend 3
months from the date of first disbursement.
Facility shall be subject to review after 3
months from the date of first disbursement.
First pari-passu charge by way of hypothecation on the standard moveable Final Maturity date of each tranche drawn 200.00 200.00
assets including receivables and book debts ,present and future down under the facility shall not extend 3
months from the date of first disbursement.
Facility shall be subject to review after 3
months from the date of first disbursement.
First pari-passu charge by way of hypothecation on the standard moveable Final Maturity date of each tranche drawn 30.00 -
assets including receivables and book debts ,present and future down under the facility shall not extend 3
months from the date of first disbursement.
Facility shall be subject to review after 3
months from the date of first disbursement.

334 Piramal Enterprises Limited


NOTES
to the Consolidated financial statements for the year ended March 31, 2019

(` in Crores)
Principal Principal
Nature of Security Terms of repayment Outstanding as at Outstanding as at
March 31, 2019 March 31, 2018

Strategic Overview
First pari-passu charge by way of hypothecation on the standard moveable Final Maturity date of each tranche drawn 100.00 -
assets including receivables and book debts ,present and future down under the facility shall not extend 3
months from the date of first disbursement.
Facility shall be subject to review after 3
months from the date of first disbursement.
First pari-passu charge by way of hypothecation on the standard moveable Final Maturity date of each tranche drawn 100.00 -
assets including receivables and book debts ,present and future down under the facility shall not extend 3
months from the date of first disbursement.
Facility shall be subject to review after 3
months from the date of first disbursement.
First pari-passu charge by way of hypothecation on the standard moveable Final Maturity date of each tranche drawn 70.00 -
assets including receivables and book debts ,present and future down under the facility shall not extend 3
months from the date of first disbursement.

Management Discussion & Analysis


Facility shall be subject to review after 3
months from the date of first disbursement.
First pari-passu charge by way of hypothecation on the standard moveable Final Maturity date of each tranche drawn 14.00 -
assets including receivables and book debts ,present and future down under the facility shall not extend 3
months from the date of first disbursement.
Facility shall be subject to review after 3
months from the date of first disbursement.
First pari-passu charge by way of hypothecation on the standard moveable Final Maturity date of each tranche drawn 8.00 -
assets including receivables and book debts ,present and future down under the facility shall not extend 3
months from the date of first disbursement.
Facility shall be subject to review after 3
months from the date of first disbursement.
First pari-passu charge by way of hypothecation on the standard moveable Final Maturity date of each tranche drawn 100.00 -

Board & Management Profiles


assets including receivables and book debts ,present and future down under the facility shall not extend 3
months from the date of first disbursement.
Facility shall be subject to review after 3
months from the date of first disbursement.
First pari-passu charge by way of hypothecation on the standard moveable Final Maturity date of each tranche drawn 13.50 -
assets including receivables and book debts ,present and future down under the facility shall not extend 3
months from the date of first disbursement.
Facility shall be subject to review after 3
months from the date of first disbursement.
First pari-passu charge by way of hypothecation on the standard moveable Final Maturity date of each tranche drawn 150.00 -
assets including receivables and book debts ,present and future down under the facility shall not extend 3
months from the date of first disbursement.
Facility shall be subject to review after 3
months from the date of first disbursement.

Statutory Reports
First pari-passu charge by way of hypothecation on the standard moveable Final Maturity date of each tranche drawn 1,000.00 -
assets including receivables and book debts ,present and future down under the facility shall not extend 3
months from the date of first disbursement.
Facility shall be subject to review after 3
months from the date of first disbursement.
First pari-passu charge by way of hypothecation on the standard moveable Final Maturity date of each tranche drawn 15.00 -
assets including receivables and book debts ,present and future down under the facility shall not extend 3
months from the date of first disbursement.
Facility shall be subject to review after 3
months from the date of first disbursement.
*These are secured by hypothecation of inventories and book debts except as mentioned above separately.
Refer Note 44 for assets hypothecated/mortgaged as securities against the Secured Borrowings
Financial Statements

B. Inter Corporate Deposits


(` in Crores)
As at March 31, As at March 31,
Nature of Security Terms of repayment
2019 2018
First Pari-Passu charge by way of hypothecation on the Repayable in 6 months from drawdown date 500.00 -
standard moveable assets including receivables & book Repayable in 6 months from drawdown date 500.00 -
debts, present & future Repayable in 6 months from drawdown date 500.00 -
The effective costs for the above ICDs are in the range of 7.50 % to 9.25 % per annum (Previous Year : NIL)

Annual Report 2018-19 335


NOTES
to the Consolidated financial statements for the year ended March 31, 2019
Terms of repayment, nature of security & rate of interest in case of Unsecured Loans:
A. Inter Corporate Deposits
(` in Crores)
As at March 31, As at March 31,
Particulars Terms of repayment
2019 2018
Inter Corporate Deposit Repayment on April 5, 2019 for an amount of ` 50 Crores 50.00 -
Repayment on April 4, 2019 for an amount of ` 50 Crores 50.00 -

The effective costs for the above ICDs are in the range of 9.5% to 9.75% per annum (Previous Year : NIL)

24. OTHER FINANCIAL LIABILITIES - CURRENT


(` in Crores)
As at March As at March
31, 2019 31, 2018

Current maturities of long-term debt (Refer Note 18) 13,425.22 5,274.31


Deferred Consideration (Refer Note 40) 13.83 13.03
Payable to related parties - 0.10
Unclaimed Dividend (Refer Note below) 21.64 18.37
Lease Equalisation 2.80 2.11
Employee related liabilities 252.05 255.70
Contingent consideration at FVTPL (Refer Note 40) 2.22 18.13
Capital Creditors 5.22 4.52
Security Deposits Received 3.33 2.34
Derivative Financial Liabilities 7.72 16.24
Other payables 0.61 0.17
Total 13,734.64 5,605.02
There are no amounts due and outstanding to be credited to Investor Education and Protection Fund as at the year end.

25. OTHER CURRENT LIABILITIES


(` in Crores)
As at March As at March
31, 2019 31, 2018

Advance From Customers# 124.65 99.60


Deferred Revenue# 285.76 271.25
Deferred grant related to assets 15.72 6.23
Deferred rent 11.95 10.13
Statutory Dues 76.20 45.64
Total 514.28 432.85
#
During the current year ended March 31, 2019, the Group has recognized revenue of ` 337.80 Crores arising from opening advance from customers/ deferred revenue as of April 01, 2018.

26. CURRENT PROVISIONS


(` in Crores)
As at March As at March
31, 2019 31, 2018

Provision for employee benefits (Refer Note 42) 52.35 42.61


Provision for Expected Credit Loss on Loan Commitments / Letter of Credit (Refer Note 50(f)) 103.52 11.07
Provision for Wealth Tax 0.21 0.21
Provision for grants-committed * - 6.34
Provision for Litigations & Disputes * 3.50 3.50
Provision for Incentives * - 29.64
Total 159.58 93.37
* Refer Note 51 for movement during the year

27. CURRENT TAX LIABILITIES (NET)


(` in Crores)
As at March As at March
31, 2019 31, 2018

Provision for Income Tax [Net of Advance Tax of ` 129.31 Crores as on March 31, 2019, (Previous year ` 750.22 Crores)] 136.81 57.10
Total 136.81 57.10

336 Piramal Enterprises Limited


NOTES
to the Consolidated financial statements for the year ended March 31, 2019

28. CONTINGENT LIABILITIES AND COMMITMENTS


(` in Crores)
As at March 31, As at March 31,

Strategic Overview
2019 2018

A Contingent liabilities:
1 Claims against the Company not acknowledged as debts:
- Demand dated June 5, 1984 the Government has asked for payment to the credit of the Drugs Prices Equalisation 0.61 0.61
Account, the difference between the common sale price and the retention price on production of Vitamin ‘A’
Palmitate (Oily Form) from January 28, 1981 to March 31, 1985 not accepted by the Company. The Company has
been legally advised that the demand is untenable.

2 Others:
i. Appeals filed in respect of disputed demands:
Income Tax
- where the Company is in appeal 630.19 719.21

Management Discussion & Analysis


- where the Department is in appeal 225.30 145.99
Sales Tax 16.25 16.17
Central / State Excise / Service Tax / Customs 33.50 28.94
Labour Matters 0.63 0.31
Stamp Duty 4.00 4.00
Legal Cases 8.97 8.97

ii. Unexpired Letters of Credit 3.92 5.11

3 Dividend payable on Compulsorily Convertible Preference Shares and tax thereon 9.76 9.76

Note: Future cash outflows in respect of 1 and 2(i) above are determinable only on receipt of judgments/decisions

Board & Management Profiles


pending with various forums/authorities.

B Commitments:
a. Estimated amount of contracts remaining to be executed on capital account and not provided for 46.34 52.44

b. The Company has imported raw materials at concessional rates, under the Advance License Scheme of the 4.46 3.51
Government of India, to fulfil conditions related to quantified exports in stipulated period

29. REVENUE FROM OPERATIONS


(` in Crores)
Year Ended Year Ended
March 31, 2019 March 31, 2018

Statutory Reports
A. Revenue from contract with customers
Sale of products (including excise duty) 4,229.32 3,892.46
Sale of Services 1,894.97 1,830.03
6,124.29 5,722.49
B. Income of financing activities:
Interest income on instruments measured at amortised cost 6,728.58 4,646.56
Income on instruments mandatorily measured at FVTPL 204.48 174.65
Dividend income on instruments designated at FVTOCI (refer note below) 36.70 35.39
Processing/ arranger fees 43.72 -
Others 0.90 1.81
7,014.38 4,858.41
Financial Statements

13,138.67 10,580.90
Other operating revenues:
Processing Charges Received 0.32 1.17
Miscellaneous Income 76.35 57.28
76.67 58.45
Total 13,215.34 10,639.35
All dividends from equity investments designated as at FVTOCI recognised for both the years relate to investments held at the end of each reporting period. There was no dividend income
relating to investments derecognized during the reporting period.

Annual Report 2018-19 337


NOTES
to the Consolidated financial statements for the year ended March 31, 2019
Disaggregate Revenue Information
The table below presents disaggregated revenues from contracts with customers by major product and timing of transfer of goods or
services for each of our business segments. The Group believes that this disaggregation best depicts how the nature, amount, timing and
uncertainty of our revenues and cashflows are affected by industry, market and other economic factors.

For the year ended March 31, 2019

Pharmaceuticals
(` in Crores)
Revenue by product line/ timing of transfer of goods/ services At point in time Over time

Global Pharma 3,895.32 518.69


Over the counter products 334.00 -
Total 4,229.32 518.69

Financial Services - 48.96


Total - 48.96

Healthcare Insights & Analytics 459.91 867.41


Total 459.91 867.41

Total 4,689.23 1,435.06

Reconciliation of revenue recognised with contract price:


(` in Crores)
Particulars March 31, 2019

Sale of products and services at transaction price 6,575.03


Less: Discounts (450.74)
Revenue recognised on sale of products and services 6,124.29

30. OTHER INCOME (NET)


(` in Crores)
Year Ended Year Ended
March 31, 2019 March 31, 2018

Interest Income on Financial Assets


- On Current Investments 16.62 19.32
- On Loans and Bank Deposits (at amortised costs) 132.84 133.24
- On Receivables and Others 0.22 4.32

149.68 156.88
Dividend Income
- On Current Investments at FVTPL 10.20 11.98

Gain on sale of investments measured at FVTPL 22.07 27.22

Other Gains & Losses:


- Gain on Sale of Property, Plant and Equipment - 4.21
- Exchange Gain (Net) - 22.13
- Other Fair Value Gains - 0.04
Rent Received - 0.90
Miscellaneous income 130.85 36.17

Total 312.80 259.53

338 Piramal Enterprises Limited


NOTES
to the Consolidated financial statements for the year ended March 31, 2019

31. COST OF MATERIALS CONSUMED


(` in Crores)
Year Ended Year Ended

Strategic Overview
March 31, 2019 March 31, 2018

Opening Inventory 280.81 243.53


Add: Purchases 1,277.53 1,261.21
Less: Closing Inventory 341.58 280.81
Total 1,216.76 1,223.93

32. PURCHASES OF STOCK-IN-TRADE


(` in Crores)
Year Ended Year Ended
March 31, 2019 March 31, 2018

Management Discussion & Analysis


Traded Goods 307.36 299.91
Total 307.36 299.91

33. CHANGES IN INVENTORIES OF FINISHED GOODS, WORK-IN-PROGRESS AND STOCK-IN-TRADE


(` in Crores)
Year Ended Year Ended
March 31, 2019 March 31, 2018

Opening Inventory:
Work-in-Progress 259.87 270.53
Finished Goods 100.14 115.40
Stock-in-trade 76.38 48.08

Board & Management Profiles


Less : Excise Duty - 3.11
436.39 430.90
Less: Closing Inventory :
Work-in-Progress 248.85 259.87
Finished Goods 101.56 100.14
Stock-in-trade 80.89 76.38
431.30 436.39
Total 5.09 (5.49)

34. EMPLOYEE BENEFITS EXPENSE


(` in Crores)

Statutory Reports
Year Ended Year Ended
March 31, 2019 March 31, 2018

Salaries and Wages 1,983.68 1,764.58


Contribution to Provident and Other Funds (Refer Note 42) 103.41 89.11
Gratuity Expense (Refer Note 42) 7.93 4.28
Staff Welfare 155.33 130.17
Total 2,250.35 1,988.14

35. FINANCE COSTS


(` in Crores)
Year Ended Year Ended
Financial Statements

March 31, 2019 March 31, 2018

Finance Charge on financial liabilities measured at amortised cost 4,298.32 2,922.96


Other borrowing costs 111.42 55.34
Total 4,409.74 2,978.30

During the year, the Company has capitalized borrowing costs of ` Nil (Previous year ` 22.44 Crores) relating to projects, included in Capital
Work in Progress. The capitalisation rate used to determine the amount of borrowing costs to be capitalised is the weighted average interest
rate applicable to the Company’s general borrowings during the year, in this case Nil (Previous year 8.75%).

Annual Report 2018-19 339


NOTES
to the Consolidated financial statements for the year ended March 31, 2019

36. OTHER EXPENSES


(` in Crores)
Year Ended Year Ended
March 31, 2019 March 31, 2018

Processing Charges 34.82 36.44


Consumption of Stores and Spares Parts 102.04 91.84
Consumption of Laboratory materials 43.48 32.87
Power, Fuel and Water Charges 113.73 106.48
Repairs and Maintenance
Buildings 45.91 40.19
Plant and Machinery 91.48 67.72
Others 16.43 23.97
153.82 131.88
Rent
Premises 101.76 97.42
Leasehold Land 0.07 0.07
Other Assets 25.56 23.56
127.39 121.05

Rates & Taxes 106.48 67.38


Insurance 32.09 29.86
Travelling Expenses 120.62 113.05
Directors' Commission 2.70 2.16
Directors' Sitting Fees 0.69 1.06
Trade Receivables written off 21.86 - 4.57
Less: Trade Receivables written off out of Provision for Doubtful Debts ( Refer (4.54) - (4.57)
Note 10)
17.32 -
Expected Credit Loss on Trade Receivables (Refer Note 10) 11.40 18.29
Expected Credit Loss on Financial Assets (including Commitments)( Refer Note 324.36 238.71
50 (f))
Loss on Sale of Property Plant & Equipments (Net) 0.82 -
Advertisement and Business Promotion Expenses 119.99 152.42
Donations 5.10 2.42
Expenditure towards Corporate Social Responsibility activities 57.30 41.79
Freight 56.73 45.74
Export expenses 1.71 1.47
Clearing and Forwarding Expenses 55.88 53.68
Communication and Postage 34.51 32.97
Printing and Stationery 12.49 14.77
Claims 30.67 8.89
Legal Charges 17.90 22.20
Loss on account of change in control - 3.41
Professional Charges 209.16 153.19
Royalty Expense 65.80 54.62
Service Charges - 4.57
Information Technology Costs 102.62 83.65
Exchange Loss (net) 78.12 -
Net Fair Value changes 13.49 -
Market research 102.83 93.06
R & D Expenses (Net) (Refer Note 47) 108.46 112.16
Commission on fund raising 9.40 12.21
Miscellaneous Expenses 67.26 80.38

TOTAL 2,341.18 1,964.67

Note
Details in respect of Corporate Social Responsibility Expenditure:
• Gross amount required to be spent during the year – ` 16.24 Crores (Previous year ` 17.37 Crores)
• Amount spent during the year on Revenue Expenditure – ` 57.30 Crores (Previous year ` 41.79 Crores)
• Amount spent during the year on Capital Expenditure - ` Nil ( Previous year ` Nil)

340 Piramal Enterprises Limited


NOTES
to the Consolidated financial statements for the year ended March 31, 2019

37. EXCEPTIONAL ITEMS


(` in Crores)
Year Ended Year Ended

Strategic Overview
March 31, 2019 March 31, 2018

Loss on Sale of Imaging Business (452.25) -


Employee Severance costs (13.39) -
Total (465.64) -

Exceptional items include:


a) In June 2018, the Company's wholly owned subsidiary, Piramal Holdings (Suisse) SA, sold its entire ownership interest in its wholly owned
subsidiary Piramal Imaging SA and its subsidiaries for a cash consideration of ` 7.99 Crores (including working capital adjustment) and
consideration contingent on future profits of the Imaging business over a period not exceeding 10 years. The fair value of the contingent
consideration is insignificant. The net loss on sale amounts to ` 452.25 Crores on consolidated basis. The disposal group does not
constitute a separate major component of the Group and therefore has not been classified as discontinued operations. The summarised

Management Discussion & Analysis


break up of Net assets written off is as follows

Particulars (` in Crores)

Intangible Assets (Neuraceq) 192.98


Molecules under development 126.79
Goodwill 14.20
Other net assets 126.27
Net Sale Consideration (7.99)
Total Loss 452.25

b) Employee severance payments of ` 13.39 Crores was made during the year ended March 31, 2019

Board & Management Profiles


38. OTHER COMPREHENSIVE INCOME / (EXPENSE) (NET OF TAXES)
(` in Crores)
Year Ended Year Ended
March 31, 2019 March 31, 2018

Fair Valuation of Equity investments (528.74) 644.16


Remeasurement of post-employment benefit obligations (Refer Note 42) (2.70) (10.07)
Share of other comprehensive income of associates accounted for using the (3.60) (0.01)
equity method
Deferred gains / (losses) on cash flow hedges (8.87) 8.97
Exchange differences on translation of foreign operations 186.52 42.77
Total 685.82

Statutory Reports
(357.39)

39. INTERESTS IN OTHER ENTITIES


(a) Subsidiaries
The Group's subsidiaries at March 31, 2019 are set out below.

Unless otherwise stated, they have share capital consisting solely of equity shares that are held directly by the group, and the
proportion of ownership interests held equals the voting rights held by the group.

The country of incorporation or registration is also their principal place of business.


Financial Statements

Annual Report 2018-19 341


NOTES
to the Consolidated financial statements for the year ended March 31, 2019

Ownership interest
Ownership interest
held by non-
Principal place held by the group
controlling interests
Sr. of business
Name of the Company Principal Activity
No. / Country of % voting power % voting power
incorporation held as at held as at
March 31, 2019 March 31, 2019

1 PHL Fininvest Private Limited India 100% - Financial Services


2 Searchlight Health Private Limited India 51% 49% Healthcare Insights and Analytics
3 Piramal International Mauritius 100% - Holding Company
4 Piramal Holdings (Suisse) SA Switzerland 100% - Holding Company
5 Piramal Imaging SA@@ Switzerland - - Pharmaceutical manufacturing and services
6 Piramal Imaging GmbH@@ Germany - - Pharmaceutical manufacturing and services
7 Piramal Imaging Limited@@ U.K. - - Pharmaceutical manufacturing and services
8 Piramal Critical Care Italia, S.P.A** Italy 100% - Pharmaceutical manufacturing and services
9 Piramal Critical Care Deutschland GmbH** Germany 100% - Pharmaceutical manufacturing and services
10 Piramal Critical Care Limited ** U.K. 100% - Pharmaceutical manufacturing and services
11 Piramal Healthcare (Canada) Limited ** Canada 100% - Pharmaceutical manufacturing and services
12 Piramal Critical Care B.V. ** Netherlands 100% - Pharmaceutical manufacturing and services
13 Piramal Pharma Solutions B.V. ** Netherlands 100% - Pharmaceutical manufacturing and services
(w.e.f. October 26, 2018)
14 Piramal Critical Care Pty. Ltd. ** Australia 100% - Pharmaceutical manufacturing and services
15 Piramal Healthcare UK Limited ** U.K. 100% - Pharmaceutical manufacturing and services
16 Piramal Healthcare Pension Trustees Limited** U.K. 100% - Pharmaceutical manufacturing and services
17 Piramal Critical Care South Africa (Pty) Ltd ** South Africa 100% - Pharmaceutical manufacturing and services
18 Piramal Dutch Holdings N.V. Netherlands 100% - Holding Company
19 Piramal Healthcare Inc. ** U.S.A 100% - Holding Company
20 Piramal Critical Care, Inc. ** U.S.A 100% - Pharmaceutical manufacturing and services
21 Piramal Pharma Inc.** U.S.A 100% - Pharmaceutical manufacturing and services
22 Piramal Pharma Solutions Inc. ** U.S.A 100% - Pharmaceutical manufacturing and services
23 PEL Pharma Inc.** U.S.A 100% - Holding Company
24 Ash Stevens LLC ** U.S.A 100% - Pharmaceutical manufacturing and services
25 DRG Holdco Inc. $ U.S.A 100% - Holding Company
26 Piramal IPP Holdings LLC $ U.S.A 100% - Holding Company
27 Decision Resources Inc. $ U.S.A 100% - Healthcare Insights and Analytics
28 Decision Resources International, Inc. $ U.S.A 100% - Healthcare Insights and Analytics
29 DR/Decision Resources, LLC $ U.S.A 100% - Healthcare Insights and Analytics
30 Millennium Research Group Inc. $ Canada 100% - Healthcare Insights and Analytics
31 Decision Resources Group Asia Ltd $ Hong Kong 100% - Healthcare Insights and Analytics
32 DRG UK Holdco Limited $ U.K. 100% - Holding Company
33 Decision Resources Group UK Limited $ U.K. 100% - Holding Company
34 Sigmatic Limited $ U.K. 100% - Healthcare Insights and Analytics
35 Activate Networks Inc. (merged with Decision U.S.A 100% - Healthcare Insights and Analytics
resources Inc. w.e.f. February 15, 2019) @@@ $
36 DRG Analytics & Insights Private Limited @@@ India 100% - Healthcare Insights and Analytics
37 DRG Singapore Pte Ltd $ Singapore 100% - Healthcare Insights and Analytics
38 Sharp Insight Limited $ U.K. 100% - Healthcare Insights and Analytics
39 Context Matters Inc (merged with Decision U.S.A 100% - Healthcare Insights and Analytics
resources Inc. w.e.f. February 15, 2019) $@@@
40 Decision Resources Japan K.K. (w.e.f. February 5, Japan 100% - Healthcare Insights and Analytics
2019) $
41 Piramal Dutch IM Holdco B.V. Netherlands 100% - Holding Company
42 PEL-DRG Dutch Holdco B.V.$ Netherlands 100% - Holding Company
43 Piramal Capital and Housing Finance Limited India 100% Financial Services
(formerly known as Piramal Housing Finance Limited)
44 Piramal Fund Management Private Limited India 100% - Financial Services
45 Piramal Asset Management Private Limited $$ India 100% Financial Services
(w.e.f June 14, 2018)
46 Piramal Investment Advisory Services Private Limited India 100% - Financial Services
47 Piramal Investment Opportunities Fund India 100% - Financial Services
48 INDIAREIT Investment Management Co. $$ Mauritius 100% - Financial Services
49 Piramal Asset Management Private Limited $$ Singapore 100% - Financial Services
50 Piramal Capital International Limited $$ Mauritius 100% - Financial Services
(w.e.f. October 5, 2018)

342 Piramal Enterprises Limited


NOTES
to the Consolidated financial statements for the year ended March 31, 2019

Ownership interest
Ownership interest
held by non-
Principal place held by the group
controlling interests
Sr. of business
Name of the Company Principal Activity

Strategic Overview
No. / Country of % voting power % voting power
incorporation held as at held as at
March 31, 2019 March 31, 2019
51 Piramal Securities Limited (w.e.f June 07, 2018) India 100% Financial Services
52 Piramal Systems & Technologies Private Limited India 100% - Holding Company
53 Piramal Technologies SA @ Switzerland 100% - Holding Company
54 PEL Finhold Private Limited India 100% - Holding Company
55 Piramal Consumer Products Private Limited India 100% - Holding Company
**
held through Piramal Dutch Holdings N.V.
@
held through Piramal Systems & Technologies Private Limited
$
held through Piramal Dutch IM Holdco B.V.
$$
held through Piramal Fund Management Private Limited

Management Discussion & Analysis


@@
On June 25, 2018, Piramal Holdings (Suisse) SA, sold its entire ownership in these subsidiaries ( Refer Note 37)

The Group's subsidiaries at March 31, 2018 are set out below.

Sr. Name of the Company Principal Ownership interest Ownership interest Principal Activity
No. place of held by the group held by non-
business / controlling interests
Country of
incorporation % voting power % voting power
held as at held as at
March 31, 2018 March 31, 2018

1 PHL Fininvest Private Limited India 100% - Financial Services

Board & Management Profiles


2 Searchlight Health Private Limited India 51% 49% Healthcare Insights and Analytics
(formerly known as Health Superhiway Private Limited)
3 Piramal International Mauritius 100% - Holding Company
4 Piramal Holdings (Suisse) SA Switzerland 100% - Holding Company
5 Piramal Imaging SA* Switzerland 98.51% 1.49% Pharmaceutical manufacturing and services
6 Piramal Imaging GmbH * Germany 100% - Pharmaceutical manufacturing and services
7 Piramal Imaging Limited* U.K. 100% - Pharmaceutical manufacturing and services
8 Piramal Critical Care Italia, S.P.A** Italy 100% - Pharmaceutical manufacturing and services
9 Piramal Critical Care Deutschland GmbH** Germany 100% - Pharmaceutical manufacturing and services
10 Piramal Critical Care Limited ** U.K. 100% - Pharmaceutical manufacturing and services
11 Piramal Healthcare (Canada) Limited ** Canada 100% - Pharmaceutical manufacturing and services
12 Piramal Critical Care B.V. ** Netherlands 100% - Pharmaceutical manufacturing and services

Statutory Reports
(w.e.f. November 22, 2017)
13 Piramal Critical Care Pty. Ltd. ** Australia 100% - Pharmaceutical manufacturing and services
(w.e.f. December 4, 2017)
14 Piramal Healthcare UK Limited ** U.K. 100% - Pharmaceutical manufacturing and services
15 Piramal Healthcare Pension Trustees Limited** U.K. 100% - Pharmaceutical manufacturing and services
16 Piramal Critical Care South Africa (Pty) Ltd ** South Africa 100% - Pharmaceutical manufacturing and services
17 Piramal Dutch Holdings N.V. Netherlands 100% - Holding Company
18 Piramal Healthcare Inc. ** U.S.A 100% - Holding Company
19 Piramal Critical Care, Inc. ** U.S.A 100% - Pharmaceutical manufacturing and services
20 Piramal Pharma Inc.** U.S.A 100% - Pharmaceutical manufacturing and services
21 Piramal Pharma Solutions Inc. (formerly known as U.S.A 100% - Pharmaceutical manufacturing and services
Coldstream Laboratories Inc.) **
22 PEL Pharma Inc.** U.S.A 100% - Holding Company
Financial Statements

23 Ash Stevens LLC ** U.S.A 100% - Pharmaceutical manufacturing and services


24 DRG Holdco Inc. $ U.S.A 100% - Holding Company
25 Piramal IPP Holdings LLC $ U.S.A 100% - Holding Company
26 Decision Resources Inc. $ U.S.A 100% - Healthcare Insights and Analytics
27 Decision Resources International, Inc. $ U.S.A 100% - Healthcare Insights and Analytics
28 DR/Decision Resources, LLC $ U.S.A 100% - Healthcare Insights and Analytics
29 Millennium Research Group Inc. $ Canada 100% - Healthcare Insights and Analytics
30 Decision Resources Group Asia Ltd $ Hong Kong 100% - Healthcare Insights and Analytics
31 DRG UK Holdco Limited $ U.K. 100% - Holding Company
32 Decision Resources Group UK Limited $ U.K. 100% - Holding Company

Annual Report 2018-19 343


NOTES
to the Consolidated financial statements for the year ended March 31, 2019

Sr. Name of the Company Principal Ownership interest Ownership interest Principal Activity
No. place of held by the group held by non-
business / controlling interests
Country of
incorporation % voting power % voting power
held as at held as at
March 31, 2018 March 31, 2018
33 Sigmatic Limited $ U.K. 100% - Healthcare Insights and Analytics
34 Activate Networks Inc. $ U.S.A 100% - Healthcare Insights and Analytics
35 DRG Analytics & Insights Private Limited $ India 100% - Healthcare Insights and Analytics
36 DRG Singapore Pte Ltd $ (w.e.f. July 21, 2016) Singapore 100% - Healthcare Insights and Analytics
37 Sharp Insight Limited $ (w.e.f. April 6, 2017) U.K. 100% - Healthcare Insights and Analytics
38 Context Matters Inc $ (w.e.f. August 16, 2017) U.S.A 100% - Healthcare Insights and Analytics
39 Piramal Dutch IM Holdco B.V. Netherlands 100% - Holding Company
40 PEL-DRG Dutch Holdco B.V.$ Netherlands 100% - Holding Company
41 Piramal Housing Finance Limited (Formerly known India 100% - Financial Services
as Piramal Housing Finance Private Limited) ***
42 Piramal Fund Management Private Limited India 100% - Financial Services
43 Piramal Finance Limited (formerly known as Piramal India 100% - Financial Services
Finance Private Limited) ***
44 Piramal Investment Advisory Services Private India 100% - Financial Services
Limited
45 Piramal Investment Opportunities Fund India 100% - Financial Services
46 INDIAREIT Investment Management Co. $$ Mauritius 100% - Financial Services
47 Piramal Asset Management Private Limited $$ Singapore 100% - Financial Services
48 Piramal Systems & Technologies Private Limited India 100% - Holding Company
49 Piramal Technologies SA @ Switzerland 100% - Holding Company
50 PEL Finhold Private Limited India 100% - Holding Company
51 Piramal Consumer Products Private Limited India 100% - Holding Company
52 Piramal Capital Limited *** India 100% - Financial Services
* held through Piramal Holdings (Suisse) SA
** held through Piramal Dutch Holdings N.V.
*** merger of Piramal Finance Limited and Piramal Capital Limited with the step down subsidiary Piramal Housing Finance Limited.
@
held through Piramal Systems & Technologies Private Limited
$
held through Piramal Dutch IM Holdco B.V.
$$
held through Piramal Fund Management Private Limited
(i) India Resurgence Asset Management Business Private Limited (Formerly known as PEL Asset Resurgence Advisory Private Limited) [Ceased to be subsidiary - Refer Note 39 (c)]
(ii) India Resurgence ARC Private Limited (Formerly known as Piramal Asset Reconstruction Private Limited) [Ceased to be subsidiary - Refer Note 39 (c)]
(iii) With effect from March 21, 2018, as a result of the overall restructuring of the Corporate Social Responsibility subsidiaries of the Company, the below entities have been ceased to be
the subsidiaries of the Company. Further these entities have ceased to be a part of the promoter group of the Company, pending requisite approval.

Piramal Udgam Data Management Solutions (Udgam)###


Piramal Foundation for Educational Leadership (PFEL)###
Piramal Swasthya Management and Research Institute (formerly known as "Health Management and Research Institute") (PSMRI)
Piramal Foundation (formerly known as Piramal Healthcare Foundation) ###
These CSR companies (###) incorporated under section 25 of the Companies Act, 1956 (Section 8 of the Companies Act, 2013), being limited by guarantee (not having share capital)
and PSMRI (being a society) are engaged in Corporate Social Responsibility activities. Based on the control assessment carried out by the company, the same is not consolidated as
per IndAS 110.

@@@
Note on Common control transactions
The Group undertook the following common control transactions:

March 2019
i. Activate Networks, Inc. and Context Matters Inc., both step down subsidiaries of the Company, have merged with Decision
resources Inc. another step down subsidiary of the Company w.e.f. February 15, 2019.

ii. DRG Analytics & Insights Private Limited was a wholly owned subsidiary of Sigmatic Limited. During the year, DRG Analytics &
Insights Private Limited issued shares to the Company, upon conversion of its outstanding loan and interest. Accordingly, w.e.f.
August 28, 2018, 71.59% of the share capital of DRG Analytics & Insights Pvt. Ltd is held by the Company and 28.41% thereof is held
by Sigmatic Limited. Further, on March 12, 2019, Sigmatic Limited has divested its entire stake in DRG Analytics & Insights Pvt. Ltd to
Piramal Consumer Products Private Limited, a wholly owned subsidiary of the Company.

344 Piramal Enterprises Limited


NOTES
to the Consolidated financial statements for the year ended March 31, 2019
These transactions have no impact on the consolidated financial statements.

March 2018
Piramal Finance Limited (PFL) and Piramal Capital Limited (PCL), both wholly owned subsidiaries of the Company, merged with an

Strategic Overview
appointed date of March 31, 2018 with Piramal Housing Finance Limited (PHFL), a step down wholly owned subsidiary of the Company,
through a scheme of Merger by Absorption approved by the National Company Law Tribunal on April 6, 2018 and filed with the Registrar
of Companies on May 23, 2018, the effective date. The merger was accounted at fair value, in accordance with the merger scheme, as
applicable to PHFL. Consequently, during the year ended March 31, 2018, Deferred Tax Assets of ` 3,569.18 Crores was recorded on tax
deductible Goodwill arising on the merger.

(b) Interest in Joint Ventures


Sr. Name of the Company Principal Carrying Amount as at % of ownership
No. place of (` in Crores) interest
business
March 31, 2019 March 31, 2018

Management Discussion & Analysis


1 Shrilekha Business Consultancy Private Limited (Joint venture) (Shrilekha India 3,148.74 2,901.05 74.95%
Business Consultancy Limited)

The above investments in joint ventures are accounted for using Equity Method. These are unlisted investments and hence quoted prices are
not available.

Significant judgement: classification of joint venture


Shrilekha Business Consultancy Private Limited
The Group has a 74.95% interest in a joint venture called Shrilekha Business Consultancy Private Limited which was set up together with
Shriram Ownership Trust to invest in Shriram Capital Limited. Shrilekha Business Consultancy Private Limited holds 26.68% in Shriram
Capital Limited, thereby giving the Group an effective interest of 20%.

Board & Management Profiles


The principal place of business of the joint venture is in India.

Significant financial information for Shrilekha Business Consultancy Private Limited has been provided below :

Significant financial information:


Summarised Balance sheet as at:
(` in Crores)
March 31, 2019 March 31, 2018

Current assets 17.00 1.65


Non-current assets 3,450.98 3,121.93

Statutory Reports
Current liabilities (20.04) (0.08)
Non-current liabilities (0.31) -
Net Assets 3,447.63 3,123.50
The above amounts of assets and liabilities include the following:
Cash and cash equivalents 0.24 0.03
Current financial liabilities (excluding trade and other payables and provisions) (20.03) (0.07)

Summarised statement of profit and loss


(` in Crores)
For the year ended For the year ended
March 31, 2019 March 31, 2018
Financial Statements

Revenue - -
Interest income - -
Depreciation and amortisation - -
Interest expense - -
Income tax expense 0.69 0.13
Share of profit from associate 365.80 323.27
Profit for the year 366.46 323.55
Other comprehensive income/ (expense), (net of tax) (4.80) -
Total comprehensive income 361.66 323.55
Dividends received - -

Annual Report 2018-19 345


NOTES
to the Consolidated financial statements for the year ended March 31, 2019
Reconciliation to carrying amounts as at:
(` in Crores)
March 31, 2019 March 31, 2018

Net assets 3,447.64 3,123.52


Group's share in % 74.95% 74.95%
Proportion of the Group’s ownership interest 2,583.99 2,341.08
Goodwill 556.74 556.74
Dividend Distribution Tax 8.01 3.23
Carrying amount 3,148.74 2,901.05

(c) Individually immaterial joint ventures


The group has interests in the following individually immaterial joint ventures that are accounted for using the equity method:

Sr. Principal place of % of ownership


Name of the Company
No. business interest

1 India Resurgence ARC Private Limited (formerly known as Piramal Assets Reconstruction Private Limited) (IRAPL) India 50.00%
2 India Resurgence Asset Management Business Private Limited (formerly known as PEL Asset Resurgence Advisory India 50.00%
Private Limited) (IRAMBPL)
3 Asset Resurgence Mauritius Manager Mauritius 50.00%
4 Piramal Ivanhoe Residential Equity Fund 1 India 50.00%
5 India Resurgence Fund - Scheme - 2 India 50.00%
6 Convergence Chemicals Private Limited (Convergence) India 51.00%

Investment in India Resurgence ARC Private Limited


India Resurgence ARC Private Limited was a wholly owned subsidiary of the Company till July 18, 2017. On July 19, 2017, the
Company has entered into a joint venture agreement with Bain Capital Credit India Investments (a company existing under the laws
of the Republic of Mauritius) to sell its shares to the latter.

The contractual arrangement states that the Company and the other shareholder shall nominate one director each to the board
in addition to the two independent directors. For any meeting of the board, the quorum shall be two directors provided that one
director from each party is present. This gives both the parties a joint control over India Resurgence ARC Private Limited.

Hence with effect from July 19, 2017, the investment in India Resurgence ARC Private Limited is considered as investment in Joint
Venture and accordingly this is accounted as per the equity method."

Investment in India Resurgence Asset Management Business Private Limited


India Resurgence Asset Management Business Private Limited was a wholly owned subsidiary of the Company till February 6,
2018. On February 7, 2018, the Company has entered into a joint venture agreement with Bain Capital Mauritius (a private limited
company incorporated in Mauritius) to sell its shares to the latter.

The contractual arrangement states that the Company and the other shareholder shall nominate one director each to the board
in addition to the two independent directors. For any meeting of the board, the quorum shall be two directors provided that one
director from each party is present. This gives both the parties a joint control over India Resurgence Asset Management Business
Private Limited.
Hence with effect from February 7, 2018, the investment in India Resurgence Asset Management Business Private Limited is
considered as investment in Joint Venture and accordingly this is accounted as per the equity method."

Investment in Asset Resurgence Mauritius Manager


Asset Resurgence Mauritius Manager is a Joint Venture between Bain Capital Credit Member LLC and Piramal Fund Management
Private Limited.

Asset Resurgence Mauritius Manager was incorporated in the Republic of Mauritius as a private company under the Mauritius
Companies Act 2001 on October 10, 2017 and holds a Category I Global Business License and a CIS Manager issued by the Financial
Services Commission. The principal activity of Asset Resurgence Mauritius Manager is to provide investment management services.

Investment in Piramal Ivanhoe Residential Equity Fund 1


Piramal Ivanhoe Residential Equity Fund - 1 (‘Fund’) is a contributory determinate investment trust organised under the Indian Trust
Act 1882 and has been registered with SEBI as Category II Alternative Investment Fund.

346 Piramal Enterprises Limited


NOTES
to the Consolidated financial statements for the year ended March 31, 2019
Investment in India Resurgence Fund - Scheme - 2
India Resurgence Fund, is a Category II, SEBI registered AIF which is managed by India Resurgence Asset Management Business
Private Limited, a 50:50 joint venture between Piramal Enterprises Limited and Bain Capital. India Resurgence Fund is a trust which
has been set up on March 2, 2017 and registered with SEBI on June 28, 2017. India Resurgence Fund has floated India Resurgence

Strategic Overview
Fund Scheme 2 for investments into distressed to control investment opportunities.

Convergence Chemicals Private Limited


Significant judgement:classification of joint venture
Convergence Chemicals Private Limited is a joint venture set up to develop, manufacture and sell speciality fluorochemicals.

The Group owns 51% equity shares of Convergence Chemicals Private Limited. The contractual arrangement states that PEL and
the other shareholder shall nominate two directors each to the board and for any meeting of the board the quorum shall be two
directors provided that one director from each party is present. This gives both the parties a joint control over Convergence
Chemicals Private Limited. Convergence Chemicals Private Limited is a Private Limited Company whose legal form confers
separation between the parties to the joint arrangement and the Company itself. Accordingly, the legal form of Convergence

Management Discussion & Analysis


Chemicals Private Limited and the terms of the contractual arrangement indicate that the arrangement is a Joint Venture.
(` in Crores)
Aggregate carrying amount of individually immaterial joint ventures 362.41

Aggregate amounts of the group's share of:


Profit / (loss) from continuing operations (7.23)
Other comprehensive income -
Total comprehensive income (7.23)

(d) Interest in Associates


Sr. Name of the Company Principal Carrying Amount as at % of ownership

Board & Management Profiles


No. place of (` In Crores) interest
business
March 31, 2019 March 31, 2018

1 Allergan India Private Limited (Allergan) India 142.57 152.83 49%

The above investment is accounted for using Equity Method. This is an unlisted investment and hence quoted prices are not available.

Allergan India Private Limited is mainly engaged in trading of opthalmic products.

Allergan India Private Limited


Significant judgement: classification of associate

Statutory Reports
The Group owns 49% equity shares of Allergan India Private Limited. As per the terms of the contractual agreement with Allergan
Pharmaceuticals (Ireland) Limited, the company by virtue of its shareholding neither has the power to direct the relevant activities of
the company, nor has the right to appoint majority of the Directors. The company only has a right to participate in the policy making
processes. Accordingly Allergan India Private Limited has been considered as an Associate.

Significant financial information for associate


Summarised Balance sheet as at:
(` in Crores)
Particulars March 31, 2019 March 31, 2018

Current assets 270.58 330.78


Financial Statements

Non-current assets 52.93 30.44


Current liabilities (65.67) (55.32)
Non-current liabilities - -
Net Assets 257.84 305.90

Annual Report 2018-19 347


NOTES
to the Consolidated financial statements for the year ended March 31, 2019
Summarised statement of profit and loss for the year ended:
(` in Crores)
Particulars March 31, 2019 March 31, 2018

Revenue 400.39 390.07


Profit for the year 104.06 95.64
Other comprehensive income/ (expense) 0.37 (0.07)
Total comprehensive income 104.43 95.57
Dividends received - -

Reconciliation to carrying amounts as at:


(` in Crores)
Particulars March 31, 2019 March 31, 2018

Net assets 257.84 305.90


Group's share in % 49% 49%
Proportion of the Group’s ownership interest 126.34 149.89
Others 2.94 2.94
Dividend Distribution Tax 13.29 -
Carrying amount 142.57 152.83

Contingent liabilities as at:


(` in Crores)
Particulars March 31, 2019 March 31, 2018

Share of associate's contingent liabilities


- Claims against the company not acknowledged as debt 1.46 1.43
- Disputed demands for income tax, sales tax and service tax matters 17.43 10.70
Total contingent liabilities 18.89 12.13

(e) Individually immaterial associates


The group has interests in the following individually immaterial associates that are accounted for using the equity method:

Sr. Principal place of % of ownership


Name of the Company
No. business interest

1 Piramal Phytocare Limited (PPL) (Refer Note 57) India 17.53%


2 Bluebird Aero Systems Limited Israel 27.83%

(` in Crores)
March 31, 2019 March 31, 2018

Aggregate carrying amount of individually immaterial associates 39.99 38.99


Aggregate amounts of the group's share of:
Profit / (loss) from continuing operations 1.00 (2.38)
Other comprehensive income - -
Total comprehensive income/ (Loss) 1.00 (2.38)

Significant judgement: classification of associate


The group has 17.53% shareholding in PPL. The group has the ability to appoint directors on the Board of PPL giving it the power to
participate in the financial and operating policy decisions. Thus the group has significant influence over PPL making it an associate.

(f) Share of profits from Associates and Joint Venture for the year ended:
(` in Crores)
Particulars March 31, 2019 March 31, 2018

Share of profits from Joint Ventures 267.39 235.61


Share of profits from Associates 51.99 44.48
Total share of profits from Associates and Joint Venture 319.38 280.09

348 Piramal Enterprises Limited


NOTES
to the Consolidated financial statements for the year ended March 31, 2019

40 BUSINESS COMBINATIONS
A. Summary of acquisitions during the current year

Strategic Overview
There are no acquisition done by the Group during the year.

B. Summary of acquisitions during the previous year


(i) Acquisition of Sharp Insights Limited
On April 7, 2017, Group through its subsidiary, Sigmatic Limited entered into a stock purchase agreement to acquire 100%
ownership of the issued share capital of Sharp Insights Limited, a Royston based private company.

The transaction has been entered by Sigmatic to make a valuable addition to group's existing offerings of Healthcare Insights
and Analytics business. The acquisition of Sharp Insights Limited is expected to enrich the group with the ability to access
European hospital-level data which includes, legacy hospital registers data, inpatient surgical procedure, diagnostic data and
outpatient data sets. Sharp Insights Limited is in business of collating, aggregating and providing analytical data and reports

Management Discussion & Analysis


regarding medical information relating to hospitals, medical specialties and equipment, surgery and inpatient information

(a) Details of purchase consideration


Sharp Insights Limited
Particulars
USD in Million ` in Crores

Cash paid 1.45 9.43


Contingent Consideration 0.45 2.93
Working capital adjustment 0.01 0.05
Total Purchase Consideration 1.91 12.41

(b) The fair value of assets and liabilities recognised as a result of the acquisition are as follows:

Board & Management Profiles


Particulars USD in Million ` in Crores

Assets
Intangible assets - Customer Relations 0.04 0.26
Intangible assets - Computer Software (Including acquired database) 1.03 6.67
Trade Receivables * 0.03
Cash and cash equivalents 0.14 0.89
Total Assets 1.21 7.85

Liabilities
Trade payable 0.04 0.28
Deferred Revenue 0.04 0.25

Statutory Reports
Total Liabilities 0.08 0.53

Net identifiable assets acquired 1.13 7.32

(c) Calculation of goodwill


Particulars USD in Million ` in Crores

Consideration transferred 1.91 12.41


Less: Net identifiable assets acquired 1.13 7.32
Goodwill 0.78 5.09

(d) Significant estimate: Contingent consideration


Financial Statements

Contingent consideration upto ` 3.91 Crores (USD 0.6 million) is payable if the revenue growth thresholds are achieved in the
calendar year 2018 and 2019. The fair value of contingent consideration of ` 2.93 Crores (USD 0.45 million) was estimated by
calculating the weighted average probable earnings.

Annual Report 2018-19 349


NOTES
to the Consolidated financial statements for the year ended March 31, 2019
(e) Acquired Receivables
Particulars USD in Million ` in Crores

Fair value of acquired trade receivables * 0.03


Gross contractual amount for trade receivables * 0.03
Contractual cash flows not expected to be collected - -

(f) Revenue and profit contribution


The revenues and profits to the group for the period ended March 31, 2018 are as follows:

Particulars USD in Million ` in Crores

Revenue 0.56 3.62


Profit/(Loss) before tax 0.22 1.40

(g) Acquisition costs charged to P&L


Acquisition costs of ` 1.65 Crores (USD 0.25 million) were charged to Consolidated Statement of Profit and Loss for the year
ended March 31, 2018 in relation to the acquisition of Sharp Insights Limited under the head - Other expenses.

(h) Purchase consideration - cash outflow


Particulars USD in Million ` in Crores

Net outflow of cash - investing activities 1.45 9.43


* below rounding off norms adopted by the Group

(ii) Acquisition of Context Matters Inc.


In August 2016 the Group through its subsidiary Decision Resources Inc invested ` 16.21 Crores (USD 2.5 Million) for 11,943,822
shares in Context Matters, Inc. (“Context Matters”), which resulted in a 22.73% ownership stake in Context Matters. The Group
had accounted for this investment using the equity method.

On August 16, 2017, the Group acquired further 77.27% stake in Context Matters, Inc. This transaction resulted into Context
Matters Inc, being a wholly owned subsidiary of the Group. The Group fair-valued it’s previously held investment in the Context
Matters and recorded a loss of ` 7.77 Crores (USD 1.20 million) during the current year ended March 31, 2018 which is recorded
as a separate line-item in other expenses.

The Group entered into the transaction considering the potential synergistic benefits to its Healthcare Insights and Analytics
business that Context Matters is expected to provide.

(a) Details of purchase consideration


Context Matters Inc
Particulars
USD in Million ` in Crores

Consideration for additional stake 6.50 41.78


Fair value of previously held interest 1.13 7.26
Add: Cash 1.52 9.79
Less:Working capital adjustments (0.83) (5.32)
Less:Post combination expenses (0.91) (5.87)
Less:Others (0.41) (2.68)
Cash paid 7.00 44.96
Total Purchase Consideration 7.00 44.96

350 Piramal Enterprises Limited


NOTES
to the Consolidated financial statements for the year ended March 31, 2019
(b) The fair value of assets and liabilities recognised as a result of the acquisition are as follows:
Context Matters Inc
Particulars
USD in Million ` in Crores

Strategic Overview
Assets
Intangible assets - Customer Relations 0.67 4.33
Intangible assets - Computer Software (Including acquired database) 1.14 7.33
Intangible assets - Trade Name 0.18 1.13
Trade Receivables 0.28 1.80
Cash and cash equivalents 1.52 9.79
Other current assets 0.06 0.37
Total Assets 3.85 24.75

Liabilities
Trade payable 0.79 5.08
Deferred Revenue 0.60 3.82

Management Discussion & Analysis


Other current liabilities 0.01 0.05
Total Liabilities 1.40 8.95

Net identifiable assets acquired 2.45 15.80

(c) Calculation of goodwill


Particulars USD in Million ` in Crores

Consideration transferred 7.00 44.96


Less: Net identifiable assets acquired 2.45 15.80
Goodwill 4.55 29.16

Board & Management Profiles


(d) Acquired Receivables
Particulars USD in Million ` in Crores

Fair value of acquired trade receivables 0.28 1.80


Gross contractual amount for trade receivables 0.28 1.80
Contractual cash flows not expected to be collected - -

(e) Revenue and profit contribution


The revenues and profits to the group for the period ended March 31, 2018 are as follows:

Particulars USD in Million ` in Crores

Statutory Reports
Revenue 0.93 6.00
Profit/(Loss) before tax (0.57) (3.67)

(f) Acquisition costs charged to P&L


Acquisition costs of ` 1.49 Crores (USD 0.23 million) were charged to Consolidated Statement of Profit and Loss for the year
ended March 31, 2018 in relation to the acquisition of Context Matters under the head - Other expenses.

(g) Purchase consideration - cash outflow


Particulars USD in Million ` in Crores

Outflow of cash to acquire subsidiary


Financial Statements

Total value for 100% stake 7.00 44.96


Less : Previously held stake (1.13) (7.26)
Net outflow of cash - investing activities 5.87 37.70

Annual Report 2018-19 351


NOTES
to the Consolidated financial statements for the year ended March 31, 2019

41 GOODWILL
Movement in Goodwill on Consolidation during the year:
(` in Crores)
As at As at
Particulars
March 31, 2019 March 31, 2018

Opening balance 5,632.55 5,427.19


Add: Additions due to Acquisitions during the year (Refer Note 40B) - 34.25
Less: Written off during the year ( Refer Note 37) (14.20) -
Add: Adjustments to provisional purchase price allocation (Refer Note 40B) - 116.37
Add: Currency translation differences 321.10 54.74
Closing balance 5,939.45 5,632.55
For the purpose of impairment testing, goodwill acquired in a business combination is allocated to the cash generating units (CGU) or group
of CGUs, which are benefited from the synergies of the acquisition. Goodwill is reviewed for any impairment at the operating segment, which
is represented through group of CGUs.

The following table presents the allocation of goodwill to reportable segments:


(` in Crores)
As at As at
Particulars
March 31, 2019 March 31, 2018

Healthcare Insights and Analytics 4,886.57 4,619.63


Pharmaceuticals 802.58 771.57
Financial Services 250.30 241.35
Total 5,939.45 5,632.55

The recoverable amount of a CGU is the higher of its fair value less cost to sell and its value - in - use.

As on March 31, 2019 and March 31, 2018, the fair value of the Healthcare Insights and Analytics segment was determined based on
weighted average of the valuation derived from the market approach and income approach. The market approach was based using
information of comparable guideline public companies and other significant unobservable inputs. The fair value is classified as a level 3 fair
value measurement. The income approach was based on internal forecasts over a reasonable period, considering a pre-tax discount rate of
12.04% & terminal growth rate of 2.87%.

As of March 31, 2019 and March 31, 2018, the estimated cash flows for a period of 5 years in the Pharmaceuticals and Financial Services
segment were developed using internal forecasts, and a pre-tax discount rate of 5.79% to 10.99% respectively. The cash flows beyond 5 years
have been extrapolated assuming 2% to 5% growth rates, depending on the cash generating unit and the country of operations.

The management believes that any possible changes in the key assumptions would not cause the carrying amount to exceed the recoverable
amount of cash generating unit.

Based on the above, no impairment was identified as of March 31, 2019 and March 31, 2018 as the recoverable value of the segments
exceeded the carrying values.

42 EMPLOYEE BENEFITS :
Brief description of the Plans:
Other Long Term Employee Benefit Obligations
Leave Encashment, which are expected to be availed or encashed beyond 12 months from the end of the year are treated as other long
term employee benefits. The Group’s liability is actuarially determined (using the Projected Unit Credit method) at the end of each year.
Actuarial losses/ gains are recognised in the Consolidated Statement of Profit and Loss in the year in which they arise.

Long Term Service Awards are recognised as a liability at the present value of the defined benefit obligation as at the balance sheet date.

Defined Contribution plans


The Group’s defined contribution plans are Provident Fund (in case of certain employees), Superannuation, Overseas Social Security
Plans, Employees State Insurance Fund and Employees’ Pension Scheme (under the provisions of the Employees’ Provident Funds and
Miscellaneous Provisions Act, 1952) and 401(k) plan contribution(in case of US subsidiaries). The Group has no further obligation beyond
making contributions to such plans.

352 Piramal Enterprises Limited


NOTES
to the Consolidated financial statements for the year ended March 31, 2019
Post-employment benefit plans:
Gratuity for employees in India is paid as per the Payment of Gratuity Act, 1972. Employees who are in continuous service for a period
of 5 years are eligible for gratuity. The amount of gratuity payable on retirement/termination is the employees last drawn basic salary
per month computed proportionately for the number of years of service. The Group has both funded and non funded plans and makes

Strategic Overview
contributions to recognised funds in India in case of funded plans.
The Group’s Gratuity Plan is administered by an insurer and the Investments are made in various schemes of the trust. The Group funds
the plan on a periodical basis.

In case of certain employees, the Provident fund is administered through an in-house trust. Periodic contributions to the trust are
invested in various instruments considering the return, maturity, safety, etc., within the overall ambit of the Provident Fund Trust Rules
and investment pattern notified through the Ministry of Labour investment guidelines for exempted provident funds.

In case of a foreign subsidiary, the subsidiary sponsors a defined benefit retirement plan. The benefits are based on employees' years of
experience and final remuneration. The plan was funded through a separate trustee-administered fund.The pension cost for the main
defined plans is established in accordance with the advice of independent qualified actuary. In previous year, this fund was closed to
future accrual of benefits with effect from November 15, 2017. The surplus of ` Nil ( Previous year- ` 6.22 Crores (GBP 727,400)) was

Management Discussion & Analysis


reversed in other comprehensive income as the fund was closed to future accruals and there are no active members.

These plans typically expose the Group to actuarial risks such as: investment risk, interest rate risk, longevity risk and salary risk.

Investment risk
The present value of the defined benefit plan liability is calculated using a discount rate which is determined by reference to market
yields at the end of the reporting period on government bonds. Plan investment is a mix of investments in government securities, equity,
mutual funds and other debt instruments.

Interest risk
A decrease in the bond interest rate will increase the plan liability; however, this will be partially offset by an increase in the return on
the plan’s debt investments.

Board & Management Profiles


Longevity risk
The present value of the defined benefit plan liability is calculated by reference to the best estimate of the mortality of plan participants
both during and after their employment. An increase in the life expectancy of the plan participants will increase the plan’s liability.

Salary risk
The present value of the defined benefit plan liability is calculated by reference to the future salaries of plan participants. As such, an
increase in the salary of the plan participants will increase the plan’s liability.

The Group has both funded and non funded plans and makes contributions to recognised funds in India in case of funded plans.
The Group does not fully fund the liability and maintains a target level of funding to be maintained over a period of time based
on estimations of expected gratuity payments. In respect of certain employees, Provident Fund contributions are made to a Trust
administered by the Group. The contributions made to the trust are recognised as plan assets. Plan assets in the Provident fund trust are

Statutory Reports
governed by local regulations, including limits on contributions in each class of investments.

The Group actively monitors how the duration and the expected yield of the investments are matching the expected cash outflows
arising from the employee benefit obligations, with the objective that assets of the gratuity / provident fund obligations match the
benefit payments as they fall due. Investments are well diversified, such that the failure of any single investment would not have a
material impact on the overall level of assets.

A large portion of assets consists of government and corporate bonds, although the Group also invests in equities, cash and mutual
funds. The plan asset mix is in compliance with the requirements of the regulations in case of Provident fund.

In case of an overseas subsidiary, the pension plans were funded through a separate trustee - administered fund. The subsidiary employs
a building block approach in determining the long term rate of return on pension plan assets. Historical markets are studied and assets
Financial Statements

with higher volatility are assumed to generate higher returns consistent with widely accepted capital market principles.

Annual Report 2018-19 353


NOTES
to the Consolidated financial statements for the year ended March 31, 2019
I. Charge to the Consolidated Statement of Profit and Loss based on Defined Contribution Plans:
(` in Crores)
Year Ended Year Ended
Particulars
March 31, 2019 March 31, 2018

Employer’s contribution to Regional Provident Fund Office 10.63 6.87


Employer’s contribution to Superannuation Fund 0.29 0.34
Employer’s contribution to Employees’ State Insurance 0.92 0.85
Employer’s contribution to Employees’ Pension Scheme 1995 4.53 4.34
Contribution to Pension Fund 38.70 34.42
401 (k) Plan contribution 36.02 29.60
Total 91.09 76.42

Included in Contribution to Provident and Other Funds and R&D Expenses disclosed under Other Expenses (Refer Note 34 and 36)

II. Disclosures for defined benefit plans based on actuarial valuation reports as on March 31, 2019.
A. Change in Defined Benefit Obligation
(` in Crores)
(Funded) (Non-Funded)
Particulars Gratuity Pension Provident Fund Gratuity
Year Ended March 31, Year Ended March 31, Year Ended March 31, Year Ended March 31,
2019 2018 2019 2018 2019 2018 2019 2018

Present Value of Defined Benefit 54.35 46.45 570.18 507.46 211.59 181.39 9.02 6.40
Obligation as at beginning of the year
Interest Cost 4.25 3.29 13.61 11.80 18.04 15.92 0.70 0.52
Current Service Cost 4.85 4.28 - 0.85 11.35 10.57 2.20 1.83
Past Service Cost - 0.07 - - - - - -
Contributions from plan participants - - - - 17.57 16.26 - -
Liability Transferred In for employees joined 0.43 - - - 5.60 5.81 - -
Liability Transferred Out for employees left (0.74) (0.32) - - - - - -
Liability acquired on acquisition of a subsidiary - - - - - - - -
Benefits Paid (3.38) (3.67) (23.75) (29.13) (30.49) (18.36) (0.55) (0.17)
(Gains)/Losses on Curtailment - - - 0.18 - - - -
Actuarial (Gains)/loss - due to change in - - - - - - - -
Demographic Assumptions
Actuarial (Gains)/loss - due to change in Financial Assumptions 0.45 (1.03) (21.14) 44.94 - - 0.14 (0.33)
Actuarial (Gains)/loss - due to experience adjustments 2.00 5.28 - (36.17) - - 1.35 0.77
Exchange Differences on Foreign Plans - - (13.88) 70.25 - - - -
Present Value of Defined Benefit Obligation 62.21 54.35 525.02 570.18 233.66 211.59 12.86 9.02
as at the end of the year

B. Changes in the Fair Value of Plan Assets


(` in Crores)
(Funded) (Non-Funded)
Particulars Gratuity Pension Provident Fund Gratuity
Year Ended March 31, Year Ended March 31, Year Ended March 31, Year Ended March 31,
2019 2018 2019 2018 2019 2018 2019 2018
Fair Value of Plan Assets as at beginning of the year 26.95 29.76 697.58 624.24 211.59 181.39 - -
Interest Income 2.09 2.10 17.17 12.13 18.04 15.92 - -
Contributions from employer 0.18 - - 0.97 11.35 10.57 - -
Contributions from plan participants - - - - 17.57 16.26 - -
Assets Transferred In for employees joined - - - - 5.60 5.81 - -
Asset acquired on acquisition of a subsidiary - - - - - - - -
Benefits Paid from the fund (3.38) (3.67) (23.75) (29.13) (30.49) (18.36) - -
Return on Plan Assets, Excluding Interest Income (0.16) (1.24) (13.37) 3.24 - - - -
Exchange Differences on Foreign Plans - - 0.85 86.13 - - - -
Fair Value of Plan Asset as at the end of the year 25.68 26.95 678.48 697.58 233.66 211.59 - -

354 Piramal Enterprises Limited


NOTES
to the Consolidated financial statements for the year ended March 31, 2019
C. Amount recognised in the Balance Sheet
(` in Crores)
(Funded) (Non-Funded)
Particulars Gratuity Pension Provident Fund Gratuity

Strategic Overview
As at March 31, As at March 31, As at March 31, As at March 31,
2019 2018 2019 2018 2019 2018 2019 2018
Present Value of Defined Benefit Obligation as at the end of the year 62.21 54.35 525.02 570.18 233.66 211.59 12.86 9.02
Fair Value of Plan Assets As at end of the year 25.68 26.95 678.48 697.58 233.66 211.59 - -
Funded Status - - (153.46) (127.40) - - - -
Asset Ceiling - - 153.46 127.40 - - - -
Effect of currency translations - - - - - - - -
Net Liability/(Asset) recognised in the Balance Sheet (Refer 36.53 27.40 - - - - 12.86 9.02
Notes 20 and 26)

(` in Crores)

Management Discussion & Analysis


(Funded) (Non-Funded)
Particulars Gratuity Pension Provident Fund Gratuity
As at March 31, As at March 31, As at March 31, As at March 31,
2019 2018 2019 2018 2019 2018 2019 2018
Recognised under:
Non Current provision (Refer Note 20) 36.53 27.40 - - - - 12.86 9.02
Current provision (Refer Note 26) - - - - - - - -

The Provident Fund has a surplus that is not recognised on the basis that future economic benefits are not available to the Group in the form
of a reduction in future contributions or a cash refund due to local regulations.

The Group has no legal obligation to settle the deficit in the funded plan (Gratuity) with an immediate contribution or additional one off
contributions.

Board & Management Profiles


D. Expenses recognised in Consolidated Statement of Profit and Loss
(` in Crores)
(Funded) (Non-Funded)
Particulars Gratuity Pension Provident Fund Gratuity
Year Ended March 31, Year Ended March 31, Year Ended March 31, Year Ended March 31,
2019 2018 2019 2018 2019 2018 2019 2018
Current Service Cost 4.85 4.28 - 0.85 11.35 10.57 2.20 1.83
Past Service Cost - 0.07 - - - - - -
Net interest Cost 2.16 1.19 - (0.33) - - 0.70 0.52
(Gains)/Losses on Curtailments and settlements - - - 0.18 - - - -
Total Expenses / (Income) recognised in the Statement of Profit 7.01 5.54 - 0.70 11.35 10.57 2.90 2.35

Statutory Reports
And Loss*
*Included in Salaries and Wages, Contribution to Provident and Other Funds, Gratuity Fund and Research and Development Expenses (Refer Note 34 and 36)

E. Expenses Recognized in the Other Comprehensive Income (OCI) for Current Year
(` in Crores)
(Funded) (Non-Funded)
Particulars Gratuity Pension Provident Fund Gratuity
Year Ended March 31, Year Ended March 31, Year Ended March 31, Year Ended March 31,
2019 2018 2019 2018 2019 2018 2019 2018
Actuarial (Gains)/Losses on Obligation For the Period - Due to - - - - - - - -
changes in demographic assumptions
Actuarial (Gains)/Losses on Obligation For the Period - Due to 0.45 (1.03) 21.14 44.94 - - 0.14 (0.33)
Financial Statements

changes in financial assumptions


Actuarial (Gains)/Losses on Obligation For the Period - Due to 2.00 5.28 - (36.17) - - 1.35 0.77
experience adjustment
Return on Plan Assets, Excluding Interest Income 0.16 1.24 (13.37) (3.24) - - - -
Change in Asset Ceiling - - (7.77) 0.69 - - - -
Net (Income)/Expense For the Period Recognized in OCI 2.61 5.49 - 6.22 - - 1.49 0.44

Annual Report 2018-19 355


NOTES
to the Consolidated financial statements for the year ended March 31, 2019
F. Significant Actuarial Assumptions:
(` in Crores)
(Funded) (Non-Funded)
Particulars Gratuity Pension Provident Fund Gratuity
As at March 31, As at March 31, As at March 31, As at March 31,
2019 2018 2019 2018 2019 2018 2019 2018
Discount Rate (per annum) 7.48 - 7.68 7.71-7.80 2.90 2.50 7.64 7.80 7.64 7.80
Salary escalation rate 6.00-11.00 6.00-11.00 - - NA NA 9.00 9.00
Expected Rate of return on Plan Assets (per annum) 7.48 - 7.68 7.71-7.80 2.90 2.50 7.64 7.80 - -

The expected rate of return on plan assets is based on market expectations at the beginning of the year. The rate of return on long-term
bonds is taken as reference for this purpose.

In case of certain employees, the Provident Fund contribution is made to a Trust administered by the Group. In terms of the Guidance note
issued by the Institute of Actuaries of India, the actuary has provided a valuation of Provident fund liability based on the assumptions listed
above and determined that there is no shortfall at the end of each reporting period.

G. Movements in the present value of net defined benefit obligation are as follows:
(` in Crores)
(Funded) (Non-Funded)
Particulars Gratuity Pension Gratuity
As at March 31, As at March 31, As at March 31,
2019 2018 2019 2018 2019 2018
Opening Net Liability/(asset) 27.40 16.69 - (5.89) 9.02 6.40
Expenses Recognized in Statement of Profit or Loss 7.01 5.54 - 0.70 2.90 2.35
Expenses Recognized in OCI 2.61 5.49 - 6.22 1.49 0.44
Exchange Fluctuation - - - (0.06) - -
Net Liability/(Asset) Transfer In 0.43 - - - - -
Net (Liability)/Asset Transfer Out (0.74) (0.32) - - - -
Net asset added on acquisition of subsidiary - - - - - -
Benefit Paid Directly by the Employer - - - - (0.55) (0.17)
Employer's Contribution (0.18) - - (0.97) - -
Net Liability/(Asset) Recognized in the Balance Sheet 36.53 27.40 - - 12.86 9.02

H. Category of Assets
(` in Crores)
(Funded) (Non-Funded)
Particulars Gratuity Pension Provident Fund
As at March 31, As at March 31, As at March 31,
2019 2018 2019 2018 2019 2018
Government of India Assets (Central & State) 6.55 8.48 - - 95.29 86.49
Public Sector Unit Bonds - - - - 23.96 34.55
Debt Instruments - - 522.43 537.14 - -
Corporate Bonds 14.50 13.67 - - 66.24 48.95
Fixed Deposits under Special Deposit Schemes of Central Government* 1.39 1.04 - - 27.99 27.87
Insurance fund* 0.66 0.62 - - - -
Equity Shares of Listed Entities/ Mutual funds 2.53 3.09 - - 16.03 11.00
Global Equities - - 156.05 160.44 - -
Others* 0.05 0.05 - - 4.15 2.73
Total 25.68 26.95 678.48 697.58 233.66 211.59
* Except these, all the other investments are quoted.

I. Other Details
Funded Gratuity
(` in Crores)
As at March 31, As at March 31,
Particulars
2019 2018

Number of Active Members 4,320 4,093


Per Month Salary For Active Members 13.75 10.33
Average Expected Future Service (Years) 7-8 Years 8-9 years
Projected Benefit Obligation (PBO) (` In Crores) 62.21 54.35
Prescribed Contribution For Next Year (12 Months) (` In Crores) 13.75 12.78

356 Piramal Enterprises Limited


NOTES
to the Consolidated financial statements for the year ended March 31, 2019
J. Cash Flow Projection: From the Fund
(` in Crores)
Estimated for the Estimated for the
Projected Benefits Payable in Future Years From the Date of Reporting year ended March year ended March

Strategic Overview
31, 2020 31, 2019

1st Following Year 19.20 16.77


2nd Following Year 3.67 3.26
3rd Following Year 4.74 3.89
4th Following Year 4.94 4.23
5th Following Year 4.60 4.23
Sum of Years 6 To 10 24.59 20.94

The Group’s Gratuity Plan is administered by an insurer and the Investments are made in various schemes of the trust. The Group funds the
plan on a periodical basis.

Management Discussion & Analysis


In case of certain employees, the Provident fund is administered through an in-house trust. Periodic contributions to the trust are invested in
various instruments considering the return, maturity, safety, etc., within the overall ambit of the Provident Fund Trust Rules and investment
pattern notified through the Ministry of Labour investment guidelines for exempted provident funds.

Weighted average duration of the defined benefit obligation is in the range of 7 - 11 years (Previous year 7 - 9 years)
(` in Crores)
(Funded) (Non-Funded)
Projected Benefit Obligation Gratuity Pension Gratuity
As at March 31, As at March 31, As at March 31,
2019 2018 2019 2018 2019 2018
Impact of +1% Change in Rate of Discounting (3.00) (2.58) - (41.30) (0.83) (0.57)
Impact of -1% Change in Rate of Discounting 3.39 2.90 - 49.10 0.95 0.65

Board & Management Profiles


Impact of +1% Change in Rate of Salary Increase 3.33 2.86 - - 0.92 0.63
Impact of -1% Change in Rate of Salary Increase (3.02) (2.59) - - (0.83) (0.57)

The above sensitivity analyses are based on change in an assumption while holding all other assumptions constant. In practice, this is unlikely
to occur, and changes in some of the assumptions may be correlated. When calculating the sensitivity of the defined benefit obligation to
significant actuarial assumptions the same method (present value of the defined benefit obligation calculated with the projected unit credit
method at the end of the reporting period) has been applied as when calculating the defined benefit liability recognised in the balance sheet.

The estimates of future salary increases, considered in actuarial valuation, take account of inflation, seniority, promotion and other relevant
factors, such as supply and demand in the employment market.

The above pension fund was closed to future accrual of benefits with effect from November 15, 2017. The surplus of INR 6.22 Crores ( GBP
727,400) was written off in previous year in other comprehensive income as the fund is closed to future accruals and there are no active

Statutory Reports
members.

The liability for Long term Service Awards (Non – Funded) as at year end is ` 2.36 Crores (As at March 31, 2018 - ` 2.12 Crores)

The liability for Leave Encashment (Non – Funded) as at year end is ` 47.47 Crores (Previous year ` 40.60 Crores)

43. RELATED PARTY DISCLOSURES


1. List of related parties
A. Controlling Entities
The Ajay G. Piramal Foundation @
Financial Statements

Piramal Phytocare Limited Senior Employees Option Trust @


The Sri Krishna Trust through its Trustees, Mr. Ajay Piramal and Dr.(Mrs.) Swati A. Piramal @
Anand Piramal Trust @
Nandini Piramal Trust @
Aasan Info Solutions (India) Private Limited @
Piramal Welfare Trust through its Trustee, Piramal Corporate Services Limited @
PRL Realtors LLP @
@There are no transactions during the year.

Annual Report 2018-19 357


NOTES
to the Consolidated financial statements for the year ended March 31, 2019
B. Subsidiaries - Refer Note 39 (a) for list of subsidiaries.

C. Other related parties


Entities controlled by Key Management Personnel
Aasan Corporate Solutions Private Limited (Aasan Corporate Solutions)
Gopikrishna Piramal Memorial Hospital (GPMH)
Piramal Corporate Services Limited (PCSL)
Brickex Advisors Private Limited
Piramal Glass Limited (PGL)
Piramal Water Private Limited
Piramal Glass USA Inc.
PRL Developers Private Limited (PRL)
PRL Agastya Private Limited
Piramal Trusteeship Services Private Limited

Employee Benefit Trusts


Staff Provident Fund of Piramal Healthcare Limited (PPFT)

D. Associates and Joint Ventures - Refer Note 39(b) & (d)

E. Other Intermediaries
Shriram Transport Finance Company Limited (Shriram Transport)
Shriram City Union Finance Limited (Shriram City Union)

F. Key Management Personnel


Mr. Ajay G. Piramal
Dr. (Mrs.) Swati A. Piramal
Ms. Nandini Piramal
Mr. Vijay Shah

G. Relatives of Key Management Personnel


Mr. Anand Piramal [Son of Mr. Ajay G. Piramal and Dr. (Mrs.) Swati A. Piramal]
Mr. Peter De Young [Husband of Ms. Nandini Piramal]

H. Non Executive/Independent Directors


Dr. R. A. Mashelkar
Mr. Gautam Banerjee
Mr. Goverdhan Mehta
Mr. N. Vaghul
Mr. S. Ramadorai
Mr. Deepak Satwalekar
Mr. Keki Dadiseth
Mr. Siddharth N Mehta
Mrs. Arundhati Bhattacharya (w.e.f. October 25, 2018)

358 Piramal Enterprises Limited


NOTES
to the Consolidated financial statements for the year ended March 31, 2019
2. List of related parties
(` in Crores)
Associates & its
Details of Transactions# Jointly Controlled Entities Other Related Parties Total
subsidiaries

Strategic Overview
2019 2018 2019 2018 2019 2018 2019 2018
Purchase of Goods
- PGL - - - - 3.13 2.38 3.13 2.38
- Piramal Glass USA Inc. - - - - 3.69 2.64 3.69 2.64
- PPL - - 29.62 20.48 - - 29.62 20.48
- Convergence 83.42 27.46 - - - - 83.42 27.46
- Others - - - - - 0.02 - 0.02
Total 83.42 27.46 29.62 20.48 6.82 5.04 119.86 52.98

Sale of Goods
- Allergan - - 74.35 66.66 - - 74.35 66.66
Total - - 74.35 66.66 - - 74.35 66.66

Management Discussion & Analysis


Amenities Charges
- Aasan Corporate Solutions - - - - 0.83 1.23 0.83 1.23
Total - - - - 0.83 1.23 0.83 1.23

Rendering of Services
- Allergan - - 1.67 1.29 - - 1.67 1.29
- PGL 0.32 0.32 -
Total - - 1.67 1.29 0.32 - 1.99 1.29

Receiving of services
- PRL Agastya Private Limited - - - - 6.75 3.30 6.75 3.30
Total - - - - 6.75 3.30 6.75 3.30

Board & Management Profiles


Royalty Expense
- PCSL - - - - 54.65 40.10 54.65 40.10
Total - - - - 54.65 40.10 54.65 40.10

Rent Expense
- GPMH - - - - 1.04 0.62 1.04 0.62
- Aasan Corporate Solutions - - - - 25.16 19.74 25.16 19.74
Total - - - - 26.20 20.36 26.20 20.36

Commission Expense
- Brickex Advisors Private Limited - - - - 11.13 1.67 11.13 1.67
Total - - - - 11.13 1.67 11.13 1.67

Statutory Reports
Professional Fees
- Piramal Trusteeship Services Private Limited - - - - * 0.01 * 0.01
Total - - - - * 0.01 * 0.01

Royalty Income
- PPL - - 1.60 1.43 - - 1.60 1.43
Total - - 1.60 1.43 - - 1.60 1.43

Guarantee Commission Income


- Convergence 0.30 0.28 - - - - 0.30 0.28
- PPL - - 0.02 - - - 0.02 -
Total 0.30 0.28 0.02 - - - 0.32 0.28
Financial Statements

Reimbursements of expenses recovered


- PGL - - - - 0.61 0.56 0.61 0.56
- Piramal Glass USA Inc. - - - - 1.39 1.21 1.39 1.21
- PPL - - 0.12 0.41 - - 0.12 0.41
- Convergence 0.08 0.05 - - - - 0.08 0.05
- PRL - - - - 0.15 0.06 0.15 0.06
- IRAMBPL 21.80 7.61 - - - - 21.80 7.61
- Others - - - - 0.01 - 0.01 -
Total 21.88 7.66 0.12 0.41 2.16 1.83 24.16 9.90
* below rounding off norms adopted by the Group

Annual Report 2018-19 359


NOTES
to the Consolidated financial statements for the year ended March 31, 2019

(` in Crores)
Associates & its
Details of Transactions# Jointly Controlled Entities Other Related Parties Total
subsidiaries
2019 2018 2019 2018 2019 2018 2019 2018
Reimbursements of expenses
- Aasan Corporate Solutions - - - - 1.09 0.69 1.09 0.69
- IRAMBPL 8.00 - - - - - 8.00 -
- Others - - - - 0.06 - 0.06 -
Total 8.00 - - - 1.15 0.69 9.15 0.69

Purchase of Fixed Assets


- PRL Agastya Private Limited - - - - - 52.43 - 52.43
Total - - - - - 52.43 - 52.43

Security deposit placed - -


- Aasan Corporate Solutions - - - - 4.88 - 4.88 -
Total - - - - 4.88 - 4.88 -

Dividend Income
- Shriram Transport - - 24.86 24.86 - - 24.86 24.86
- Shrilekha Business Consultancy - - 23.34 - - - 23.34 -
- Shriram City Union - - 11.84 10.53 - - 11.84 10.53
- Allergan - - 61.25 - - - 61.25 -
- India Resurgence Fund - Scheme 2 - - 4.94 - - - 4.94 -
Total - - 126.23 35.39 - - 126.23 35.39

Finance granted /(repayments) - Net (including


loans and Equity contribution in cash or in kind)
- Convergence (3.56) 8.46 - - - - (3.56) 8.46
- Asset Resurgence Mauritius Manager 0.69 - - - - - 0.69 -
- IRAMBPL 4.75 5.25 - - - - 4.75 5.25
- IRAPL 50.00 - - - - - 50.00 -
- Piramal Ivanhoe Residential Equity Fund 1 122.07 - - - - - 122.07 -
- India Resurgence Fund - Scheme 2 158.07 - - - - - 158.07 -
Total 332.02 13.71 - - - - 332.02 13.71

Interest received on loans/investments


- Convergence 3.28 4.11 - - - - 3.28 4.11
Total 3.28 4.11 - - - - 3.28 4.11

Contribution to Funds
- PPFT - - - - 28.92 26.81 28.92 26.81
Total - - - - 28.92 26.81 28.92 26.81

360 Piramal Enterprises Limited


NOTES
to the Consolidated financial statements for the year ended March 31, 2019
Apart from the above, the Group has transacted with the following entities which have not been consolidated
(Refer note 39 (a)):

Particulars 2019 2018

Strategic Overview
Expenditure towards Corporate Social Responsibility activities
- PFEL - 18.00
- PSMRI - 9.11
- Piramal Foundation - 1.50
Total - 28.61

Donation Paid
- PFEL - 6.88
- PSMRI - 6.10
Total - 12.98

Reimbursements of expenses recovered

Management Discussion & Analysis


- PSMRI - 2.58
Total - 2.58

Interest Received on Loans/Investments


- PSMRI - 0.61
Total - 0.61

All the transactions were made on normal commercial terms and conditions and at market rates.

Compensation of key managerial personnel


The remuneration of directors and other members of key managerial personnel during the year was as follows:

Board & Management Profiles


(` in Crores)
Particulars 2019 2018

Short-term employee benefits (excluding perquisites) 31.84 30.27


Post-employment benefits 3.08 2.99
Other long-term benefits 0.75 0.65
Commission and other benefits to non-executive/independent directors 3.30 3.22
Total 38.97 37.13
Payments made to the directors and other members of key managerial personnel are approved by the Nomination & Remuneration Committee.
# Excludes transactions with related parties in their capacity as shareholders.

3. Balances of related parties.

Statutory Reports
(` in Crores)
Associates & its
Account Balances Jointly Controlled Entities Other Related Parties Total
subsidiaries
2019 2018 2019 2018 2019 2018 2019 2018

Trade Receivables
- Piramal Glass USA Inc - - - - 0.01 0.16 0.01 0.16
- PPL - - 1.06 1.60 - - 1.06 1.60
- Aasan Corporate Solutions - - - - 6.94 0.83 6.94 0.83
- Allergan - - 13.50 7.44 - - 13.50 7.44
Total - - 14.56 9.04 6.95 0.99 21.51 10.03
Financial Statements

Advance to Vendor
- PPL - - 1.10 - - - 1.10 -
- PGL - - - - 1.78 1.78 1.78 1.78
Total - - 1.10 - 1.78 1.78 2.88 1.78

Long Term Loans and Advances


- Convergence 33.08 42.12 - - - - 33.08 42.12
Total 33.08 42.12 - - - - 33.08 42.12

Annual Report 2018-19 361


NOTES
to the Consolidated financial statements for the year ended March 31, 2019
(` in Crores)
Associates & its
Account Balances Jointly Controlled Entities Other Related Parties Total
subsidiaries
2019 2018 2019 2018 2019 2018 2019 2018

Long-Term Financial Assets


- Aasan Corporate Solutions - - - - 7.28 7.28 7.28 7.28
Total - - - - 7.28 7.28 7.28 7.28

Trade Payables
- Piramal Glass USA Inc - - - - 0.14 0.78 0.14 0.78
- PPL - - - 18.81 - - - 18.81
- PGL - - - - 0.38 0.18 0.38 0.18
- PCSL - - - - 25.02 14.38 25.02 14.38
- Aasan Corporate Solutions - - - - 0.04 0.01 0.04 0.01
- IRAMBPL - - - - 8.00 - 8.00 -
- PRL Agastya Private Limited - - - - 0.56 - 0.56 -
- Brickex Advisors Private Limited - - - - 1.62 - 1.62 -
- Convergence 9.13 - - - - - 9.13 -
- Others - - - - - 0.02 - 0.02
Total 9.13 - - 18.81 35.76 15.37 44.89 34.18

Current Account balances with related parties


- PGL - - - - 1.36 2.37 1.36 2.37
- PPL - - 0.41 0.37 - - 0.41 0.37
- IRAMBPL 42.39 17.19 - - - - 42.39 17.19
- Convergence 0.03 - - - - - 0.03 -
- PRL - - - - 0.18 0.06 0.18 0.06
- Others 0.04 - - - - - 0.04 -
Total 42.46 17.19 0.41 0.37 1.54 2.43 44.41 19.99

Guarantee Commission Receivable


- Convergence - 0.34 - - - - - 0.34
Total - 0.34 - - - - - 0.34
All outstanding balances are unsecured and are repayable in cash.

44 Property, Plant & Equipment, Brands and Trademarks, Investment in Non Convertible Debentures, Inter Corporate Deposits and Other
Financial Assets are mortgaged / hypothecated to the extent of ` 39,829.16 Crores (As on March 31, 2018 ` 26,659.98 Crores) as a
security against long term secured borrowings as at March 31, 2019.

Plant & Equipment, Inventories, Trade receivables, Investment in Non Convertible Debentures and Inter Corporate Deposits are
hypothecated as a security to the extent of ` 3,565.69 Crores (As on March 31, 2018 ` 1,367.05 Crores) against short term secured
borrowings as at March 31, 2019.

45 The Group's significant operating lease arrangements are mainly in respect of residential / office premises, computers, motor vehicles
and vaporizers. The aggregate lease rentals payable on these leasing arrangements are charged as rent under "Other Expenses" in Note
36.

These lease arrangements are for a period ranging from one year to fifteen years and are in most cases renewable by mutual consent, on
mutually agreeable terms.
Future minimum lease rentals payable in respect of non-cancellable operating leases have been mentioned below:
(` in Crores)
As at March 31, As at March 31,
Payable
2019 2018

Not Later than one year 93.11 70.30


Later than one year but not later than five years 257.80 160.36
Later than five years 87.91 65.98

46 Earnings Per Share (EPS) - EPS is calculated by dividing the profit 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:

362 Piramal Enterprises Limited


NOTES
to the Consolidated financial statements for the year ended March 31, 2019

For the year ended For the year ended


Particulars
March 31, 2019 March 31, 2018

1. Profit attributable to owners of Piramal Enterprises Limited (` in Crores) 1,473.09 5,121.49

Strategic Overview
2. Weighted Average Number of Equity Shares used as denominator for calculating Basic EPS (nos.) 198,627,849 181,773,892
3. Weighted Average Potential Equity Shares in respect of right issue shares reserved for CCD holders and right shares 818,720 54,227
held in abeyance (nos.)
4. Total Weighted Average Number of Equity Shares for calculating Diluted EPS (nos.) (2+3) 199,446,569 181,828,119
5. Earnings Per Share - Basic attributable to Equity Shareholders (` ) (1/2) 74.16 281.75
6. Earnings Per Share - Diluted attributable to Equity Shareholders (` ) (1/4) 73.86 281.67
7. Face value per share (` ) 2.00 2.00

Earnings per share (Basic and Diluted) for the year ended March 31, 2018 has been retrospectively adjusted for effect of Right Issue as stated
in Note 58 (b).

The following additional information is presented to disclose the effect on profit attributable to owners of Piramal Enterprises Limited,
Basic and Diluted EPS, without the effect of loss on disposal of subsidiary (Refer Note 37) in the year ended March 31, 2019, the effect of

Management Discussion & Analysis


employees severance costs (Refer Note 37) in the year ended March 31, 2019 and the effect of deferred tax on merger of subsidiaries (Refer
Note 39(a)) in the year ended March 31, 2018.
(` in Crores)
For the year ended For the year ended
Particulars
March 31, 2019 March 31, 2018

Profit attributable to owners of Piramal Enterprises Limited 1,470.12 5,120.28


Add: Loss on sale of imaging business (Refer Note 37) 452.25 -
Add: Employee Severance Costs (Refer Note 37) 13.39 -
Less: Adjustment for Deferred tax on merger of subsidiaries - 3,569.18
Adjusted Profit attributable to owners of Piramal Enterprises Limited 1,935.76 1,551.10

Board & Management Profiles


Basic EPS (of ` 2/- each) for the period (` )
As reported above in Sr. No. 5 74.16 281.75
Add: Loss on sale of imaging business and employee severance costs ( Refer Note 37) 23.45 -
Less: Adjustment for Deferred tax on merger of subsidiaries - 196.35
Adjusted Basic EPS 97.61 85.40
Diluted EPS (of ` 2/- each) for the period (` )
As reported above in Sr. No. 6 73.86 281.67
Add: Loss on sale of imaging business and employee severance costs ( Refer Note 37) 23.35 -
Less: Adjustment for Deferred tax on merger of subsidiaries - 196.30
Adjusted Diluted EPS 97.21 85.37

47 a) The Company conducts research and development to find new sustainable chemical routes for pharmaceutical & herbal products.

Statutory Reports
The company is undertaking development activities for Oral Solids and Sterile Injectables, apart from other Active Pharmaceutical
Ingredients.

The Company has research and development centres in Mumbai, Ennore and Ahmedabad.

Details of additions to Property Plant & Equipments, Intangibles under Development and Revenue Expenditure for Department of
Scientific & Industrial Research (DSIR) Recognised research and development facilities / division of the Company at Mumbai, Ennore
and Ahmedabad for the year are as follows;
(` in Crores)
For the year ended For the year ended
Description
March 31, 2019 March 31, 2018

Revenue Expenditure* 96.01 89.81


Financial Statements

Total 96.01 89.81

Capital Expenditure, Net


Additions to Property Plant & Equipments 9.66 12.37
Additions to Intangibles under Development 16.50 11.68
Total 26.16 24.05

* The amount included in Note 36, under R & D Expenses (Net) does not include ` 68.09 Crores (Previous Year ` 57.40 Crores) relating to Ahmedabad location.

Annual Report 2018-19 363


NOTES
to the Consolidated financial statements for the year ended March 31, 2019
b) 
In addition to the above, R & D Expenses (Net) included under Note 36 "Other Expenses" also includes expenditure incurred
by the Group.

48 The Consolidated results for the year ended March 31, 2019 includes the results for Piramal Critical Care Italia S.P.A, Piramal Holdings
(Suisse) SA, Piramal Technologies SA, Piramal Critical Care Deutschland GmbH, Piramal Healthcare Canada Limited, Piramal Critical Care
BV, Piramal Dutch Holdings N.V., Ash Stevens LLC, Piramal Healthcare Pension Trustees Limited, Piramal Critical Care Pty and PEL Pharma
Inc based on audited accounts upto their respective financial year ending December 31, 2018 and management estimates prepared by
respective Company's Management for the interim period ending March 31, 2019. The results of Bluebird Aero Systems Limited, Piramal
Pharma Solutions Inc, Piramal Critical Care South Africa (Pty) Ltd,Piramal Imaging SA*, Piramal Imaging GmbH*, Piramal Imaging Limited*,
Piramal Pharma Solutions B.V, Allergan India Private Limited, Piramal Phytocare Limited, India Resurgence Asset Management Business
Private Limited , Asset Resurgence Mauritius Manager, India resurgence Fund scheme II,India Resurgence ARC Private Limited and
Piramal Ivanhoe Residential Equity Fund are based on management estimates for the year ended March 31, 2019 as audited results were
unavailable. The percentage of combined Revenues from operations for the year ended March 31, 2019 for all the above companies
to the Consolidated Revenue is 4.99%. The percentage of combined profit/(loss) for the year ended March 31, 2019 for all the above
companies to the Consolidated Profit and Loss is 2.18 %.
* Ceased to be a subsidiary w.e.f June 25, 2018

49 CAPITAL MANAGEMENT
The Group manages its capital to ensure that it will be able to continue as going concern while maximising the return to stakeholders
through the optimisation of the debt and equity balance. The capital structure of the Group consists of net debt (borrowings as detailed
in notes 18, 23 and 24 offset by cash and bank balances) and total equity of the Group.

The Group determines the amount of capital required on the basis of annual as well as long term operating plans and other strategic
investment plans. The funding requirements are met through non convertible debt securities or other long-term /short-term borrowings.
The Group monitors the capital structure on the basis of total debt to equity ratio and maturity profile of the overall debt portfolio of the
Group.

The capital components of the Group are as given below:


(` in Crores)
As at March As at March
31, 2019 31, 2018

Equity 27,262.06 26,574.39


Total Equity 27,262.06 26,574.39

Borrowings - Non Current 27,019.62 24,220.61


Borrowings - Current 15,578.42 14,665.88
Current Maturities of Long Term Debt 13,425.22 5,274.31
Total Debt 56,023.26 44,160.80
Cash & Cash equivalents (810.67) (2,397.43)
Net Debt 55,212.59 41,763.37
Debt/Equity Ratio 2.03 1.57

The terms of the Secured and unsecured loans and borrowings contain certain financial covenants primarily requiring the Company and
it's subsidiaries to maintain financial ratios like Total Debt to Total Net Worth, Interest Coverage Ratio, Fixed Asset Cover ratio, Minimum
net worth conditions, etc. The Company and it's subsidiaries are broadly in compliance with the said covenants and banks have generally
waived / condoned such covenants.

50 RISK MANAGEMENT
The Group’s activities expose it to market risk, liquidity risk and credit risk.
The Group has an independent and dedicated Enterprise Risk Management (ERM) system to identify, manage and mitigate business risks.
Board has approved the Asset Liability Management Policy and the formation of Asset Liability Management Committee (ALCO). The
ALCO includes the Group’s senior management and an external industry expert. It defines the strategy for managing liquidity and
interest rate risks in the business.

This note explains the sources of risk which the group is exposed to and how the group manages the risk and the impact of hedge
accounting in the financial statements.

364 Piramal Enterprises Limited


NOTES
to the Consolidated financial statements for the year ended March 31, 2019

Risk Exposure arising from Management

Liquidity risk Borrowings and other ALCO deliberates on the static liquidity gap statement, future asset growth plans, tenor of assets, market

Strategic Overview
liabilities liquidity and pricing of various sources of funds. It decides on the optimal funding mix taking into consideration
the asset strategy and a focus on diversifying sources of funds.
Market risk - Interest Long-term borrowings at ALCO reviews the interest rate gap statement and the mix of floating and fixed rate assets and liabilities. The Risk
rate variable rates Management Group has also initiated a scenario analysis to assess the short-term impact of interest rates on net
interest income (NII).
Market risk - Securities Equity Investment The Group continue to effectively evaluate various risks involved in underlying assets, before and after making
price risks any such strategic investments.
Market risk - Foreign Transactions denominated The centralised treasury function aggregates the foreign exchange exposure and takes measures to hedge the
exchange in foreign currency exposure based on prevalent macroeconomic conditions.
Credit risk Cash and cash equivalents, Diversification of bank deposits, credit limits and letters of credit
trade receivables, Each investment in financial services is assessed by the investment team as well as independent risk team on
derivative financial the risk-return framework. The combined analysis of these teams is presented to the Investment Committee

Management Discussion & Analysis


instruments, financial for investment decision. The risk is being partly mitigated by setting up a concentration risk framework, which
assets measured at incentivises business units to diversify portfolio across counterparties, sectors and geographies.
amortised cost.

a. Liquidity Risk Management


Liquidity Risk refers to insufficiency of funds to meet the financial obligations. Liquidity Risk Management implies maintenance of
sufficient cash and marketable securities and the availability of funding through an adequate amount of committed credit lines to
meet obligations when due.

The Group has formulated an Asset Liability Management Policy. The Asset Liability Management Committee (ALCO) is responsible
for the management of the Group's short-term, medium-term and long-term funding and liquidity management requirements.
The Group manages liquidity risk by maintaining adequate reserves, banking facilities and by continuously monitoring forecast

Board & Management Profiles


and actual cash flows, and by assessing the maturity profiles of financial assets and liabilities. The Group has access to undrawn
borrowing facilities at the end of each reporting period, as detailed below:

The Group has the following undrawn credit lines available as at the end of the reporting period.

(` in Crores)
Particulars March 31, 2019 March 31, 2018
- Expiring within one year 15,035.87 17,953.80
- Expiring beyond one year 110.66 -
15,146.53 17,953.80

Note: This includes Non-Convertible Debentures, Inter Corporate Deposits and Commercial Papers where only credit rating has been
obtained and which can be issued, if required, within a short period of time. Further, the facilities related to Commercial Papers are generally

Statutory Reports
rolled over.

The following tables detail the Group's remaining contractual maturity for its non-derivative financial liabilities with agreed repayment
periods. The tables have been drawn up based on the undiscounted cash flows of financial liabilities based on the earliest date on which the
Group can be required to pay. The tables include both interest and principal cash flows. To the extent that interest flows are floating rate, the
rate applicable as of reporting period ends respectively has been considered.

(` in Crores)
March 31, 2019
Maturities of Financial Liabilities Upto 1 year 1 to 3 years 3 to 5 years 5 years & above
Borrowings 32,005.64 24,508.96 6,532.17 4,257.53
Trade Payables 957.25 - - -
Financial Statements

Derivative Financial Liabilities 7.72 - - -


Other Financial Liabilities 301.70 77.98 - -
33,272.31 24,586.94 6,532.17 4,257.53

March 31, 2018


Maturities of Financial Liabilities Upto 1 year 1 to 3 years 3 to 5 years 5 years & above
Borrowings 22,032.38 23,317.29 4,018.90 1,420.68
Trade Payables 874.29 - - -
Derivative Financial Liabilities 16.24 - - -
Other Financial Liabilities 314.33 129.60 - -
23,237.24 23,446.89 4,018.90 1,420.68
Annual Report 2018-19 365
NOTES
to the Consolidated financial statements for the year ended March 31, 2019
The following tables detail the Group's expected maturity for its non-derivative financial assets. The tables have been drawn up based on the
undiscounted contractual maturities of the financial assets including interest that will be earned on those assets. The inclusion of information
on non-derivative financial assets is necessary in order to understand the Group's liquidity risk management as the liquidity is managed on a
net asset and liability basis. Hence, maturities of the relevant assets have been considered below.
(` in Crores)
March 31, 2019
Maturities of Financial Assets Upto 1 year 1 to 3 years 3 to 5 years 5 years & above
Investments & Loans (Gross of ECL) 15,309.28 27,624.21 20,741.83 16,778.42
Trade Receivables (Gross of ECL) 1,462.06 - - -
16,771.34 27,624.21 20,741.83 16,778.42

March 31, 2018


Maturities of Financial Assets Upto 1 year 1 to 3 years 3 to 5 years 5 years & above
Investments & Loans (Gross of ECL) 11,778.55 25,788.50 15,332.01 13,332.95
Trade Receivables (Gross of ECL) 1,409.48 - - -
13,188.03 25,788.50 15,332.01 13,332.95

The balances disclosed in the table above are the contractual undiscounted cash flows. Balances due within 12 months equal their carrying
balances as the impact of discounting is not significant.

In case of loan commitments, the expected maturities are as under:


(` in Crores)
Particulars March 31, 2019 March 31, 2018
Upto 1 year 1 to 3 years Upto 1 year 1 to 3 years
Commitment to invest in non-convertible debentures 231.15 - - -
Commitment to invest in Loans / Inter Company Deposits 741.26 - 380.28 -
Commitment to invest in AIF - 54.62 - 75.00
Letter of comforts issued 449.17 - 926.61 92.85
Total 1,421.58 54.62 1,306.89 167.85

Group has below commitments to invest in AIF in addition to above which will be invested as and when suitable investment opportunity
arises:

Commitment as on March 31, 2019


Balance Balance
Total Commitment Total Commitment
Fund Name Commitment Commitment
(USD Million) (` Crores)
(USD Million) (` Crores)
India Resurgence Fund - Scheme 2 100.00 77.14 691.63 533.56
Piramal Ivanhoe Residential Equity Fund 1 250.00 232.35 1,729.08 1,607.01

Commitment as on March 31, 2018


Balance Balance
Total Commitment Total Commitment
Fund Name Commitment Commitment
(USD Million) (` Crores)
(USD Million) (` Crores)
India Resurgence Fund - Scheme 2 100.00 100.00 651.82 651.82
Piramal Ivanhoe Residential Equity Fund 1 250.00 250.00 1,629.55 1,629.55

b. Interest Rate Risk Management


The Group is exposed to interest rate risk as it has assets and liabilities based on floating interest rates as well. The Group has an
approved Asset and Liability Management Policy which empowers the Asset and Liability Management Committee (ALCO) to assess
the interest rate risk run by it and provide appropriate guidelines to the Treasury to manage the risk. The ALCO reviews the interest
rate risk on periodic basis and decides on the asset profile and the appropriate funding mix. The ALCO reviews the interest rate gap
statement and the interest rate sensitivity analysis.

The exposure of the Group's borrowing to interest rate changes at the end of the reporting period are as follows:

(` in Crores)
Particulars March 31, 2019 March 31, 2018
Variable rate borrowings 33,590.49 19,079.85
Fixed rate borrowings 22,781.65 25,347.90
56,372.14 44,427.75

366 Piramal Enterprises Limited


NOTES
to the Consolidated financial statements for the year ended March 31, 2019
The sensitivity analysis below has been determined based on the exposure to interest rates for assets and liabilities at the end of
the reporting period. For floating rate assets and liabilities, the analysis is prepared assuming the amount of the liabilities/assets
outstanding at the end of the reporting period was outstanding for the whole year and the rates are reset as per the applicable
reset dates. The basis risk between various benchmarks used to reset the floating rate assets and liabilities has been considered to

Strategic Overview
be insignificant.

If interest rates related to borrowings had been 100 basis points higher/lower and all other variables were held constant for the
Company and its subsidiaries in India, the Group's

- Profit before tax for the year ended/Other Equity(pre tax) as on March 31, 2019 would decrease/increase by ` 285.31 Crores
(Previous year ` 147.06 Crores) respectively. This is attributable to the Group’s exposure to borrowings at floating interest rates.

If interest rates related to borrowings had been 25 basis points higher/lower and all other variables were held constant for the
Company's subsidiaries located outside India, the Group's

- Profit before tax for the year ended/Other Equity(pre tax) as on March 31, 2019 would decrease/increase by ` 12.77 Crores

Management Discussion & Analysis


(Previous year ` 10.80 Crores) respectively. This is attributable to the Group’s exposure to borrowings at floating interest rates.

If interest rates related to loans given / debentures invested had been 100 basis points higher/lower and all other variables were
held constant, the Group's

-P
 rofit before tax for the year ended/Other Equity(pre tax) as on March 31, 2019 would increase/decrease by ` 349.16 Crores
(Previous year ` 133.44 Crores) respectively. This is attributable to the Group’s exposure to lendings at floating interest rates.

Out of the total floating rate borrowings, the Group has entered into Interest Rate Swap (IRS) for the loan liability amounting to
` 1,982.56 Crores (USD 286.65 million) (Previous Year : ` 2,053.23 Crores (USD 315 million)) and Cross Currency Interest Rate Swap
(CCIRS) for the loan liability amounting to NIL (Previous Year: ` 500 Crores). The Group has designated the IRS and CCIRS (hedging
instrument) and the Floating rate financial liability (hedged item) into a hedging relationship and applies hedge accounting (Refer
Note 50 (e)).

Board & Management Profiles


c. Other price risks
The Group is exposed to equity price risks arising from equity investments and classified in the balances sheet at fair value through
Other Comprehensive Income.

Equity price sensitivity analysis:


The table below summarises the impact of increases/decreases on the Group's Equity and OCI for the period. Analysis is based on
the assumption that equity index had increased/decreased by 5% with all the other variables held constant, and these investments
moved in the line with the index.

(` in Crores)

Statutory Reports
Impact on OCI
Particulars
March 31, 2019 March 31, 2018
NSE Nifty 100, Increase by 5% 205.22 232.80
NSE Nifty 100, Decrease by 5% (205.22) (232.80)

The Group has designated the following securities as FVTOCI Investments:

Shriram City Union Finance Limited


Shriram Transport Finance Company Limited

The Group chose this presentation alternative because the investment were made for strategic purposes rather than with a view to profit on
subsequent sale, and there are no plans to dispose of these investments.
Financial Statements

d. Foreign Currency Risk Management


The Group is exposed to Currency Risk arising from its trade exposures and Capital receipts / payments denominated, in other than
the Functional Currency. The Group has a detailed policy which includes setting of the recognition parameters, benchmark targets,
the boundaries within which the treasury has to perform and also lays down the checks and controls to ensure the continuing
success of the treasury function.

Annual Report 2018-19 367


NOTES
to the Consolidated financial statements for the year ended March 31, 2019
The Group has defined strategies for addressing the risks for each category of exposures (e.g. for exports, for imports, for loans,
etc.). The centralised treasury function aggregates the foreign exchange exposure and takes prudent measures to hedge the
exposure based on prevalent macro-economic conditions.

a) Derivatives outstanding as at the reporting date


As at March 31, 2019 As at March 31, 2018
i. Hedge of firm commitment and highly probable forecast transactions
FC in Millions ` in Crores FC in Millions ` in Crores
Forward contracts to sell USD / INR 45.00 320.44 78.00 519.49
Forward contracts to sell EUR / USD 9.00 71.92 - -

As at March 31, 2019 As at March 31, 2018


ii. Hedge of loans payable to banks
FC in Millions ` in Crores FC in Millions ` in Crores
Cross currency interest rate swap USD/INR - - 74.43 485.12

b) Particulars of unhedged foreign currency exposures as at the reporting date


As at March 31, 2019 As at March 31, 2018
Currencies Trade receivables Advances from customers Trade receivables
FC in Millions ` in Crores FC in Millions ` in Crores FC in Millions ` in Crores
EUR 12.06 93.66 0.21 1.72 17.75 143.49
USD 79.98 553.14 5.06 32.66 66.43 433.33
GBP 3.98 35.98 * - 1.29 11.88
AUD 0.07 0.35 0.04 0.22 0.13 0.67
CAD 0.41 2.11 - - - -
ZAR 36.62 17.50 - - - -
SGD 0.02 0.09 - - * -

As at March 31, 2019 As at March 31, 2018


Currencies Trade payables Advances to vendors Trade payables
FC in Millions ` in Crores FC in Millions ` in Crores FC in Millions ` in Crores
CHF 0.39 2.72 0.09 0.61 0.13 0.87
EUR 5.48 42.54 29.16 235.70 10.03 81.06
GBP 0.48 4.39 8.46 78.00 0.91 8.41
JPY 0.58 0.04 1.40 8.63 2.26 10.02
SEK 0.03 0.02 - - 0.03 0.02
USD 20.10 139.02 3.46 22.58 15.06 98.14
INR 6.45 0.65 - - - -
THB 0.29 0.06 0.38 0.08 0.29 0.06
AUD * * * * 0.01 0.06
CAD * * * - 0.01 0.04
SGD * * - - * *
SAR - - - - 0.02 0.03
NOK - - - - 0.29 0.24
NZD * * - - * *
AED - - - - * *

As at March 31, 2019 As at March 31, 2018


Currencies
Loan from Banks Loan from Banks
FC in Millions ` in Crores FC in Millions ` in Crores
USD 121.02 836.95 88.16 574.64
EUR 4.02 31.23 - -

368 Piramal Enterprises Limited


NOTES
to the Consolidated financial statements for the year ended March 31, 2019

As at March 31, 2019 As at March 31, 2018


Currencies Loans Current Account Balances Loans Current Account Balances
FC in Millions ` in Crores FC in Millions ` in Crores FC in Millions ` in Crores FC in Millions ` in Crores
USD 517.25 3,577.29 20.54 142.06 483.01 3,148.01 13.14 85.65

Strategic Overview
GBP 22.44 203.11 0.17 1.54 40.36 372.31 0.62 5.71
EUR 46.99 364.89 7.34 57.03 227.22 1,828.13 (1.04) (8.39)
CHF 10.45 72.53 0.18 1.23 11.21 83.79 - -

As at March 31, 2019 As at March 31, 2018


Currencies Loans taken and interest payable Loans taken and interest payable
FC in Millions ` in Crores FC in Millions ` in Crores
EUR 52.63 408.72 226.20 1,828.09
USD 0.23 1.60 7.13 46.47
GBP 18.00 162.86 35.64 328.77
CHF 4.75 32.96 5.34 36.55

Management Discussion & Analysis


As at March 31, 2019 As at March 31, 2018
Currencies
Other Current liabilities Other Current liabilities
FC in Millions ` in Crores FC in Millions ` in Crores
USD - - 0.20 1.29

As at March 31, 2019 As at March 31, 2018


Currencies Cash & Cash Equivalents Cash & Cash Equivalents
FC in Millions ` in Crores FC in Millions ` in Crores
USD 5.61 38.82 0.20 1.29
GBP 0.01 0.05 0.77 7.07
CHF 0.10 0.67 0.19 1.28

Board & Management Profiles


EUR 0.35 2.74 4.80 38.76
* - Below the rounding off threshold applied by the Group
Note: Loan from/ to Related Parties includes loans in respect of which foreign exchange gain/ loss is transferred to Other Comprehensive Income
Of the above, the Group is mainly exposed to USD, GBP, EUR & CHF. Hence the following table analyses the Group's Sensitivity to a 5% increase and a 5% decrease in the exchange rates of
these currencies against INR.

Particulars For the year ended March 31, 2019 For the year ended March 31, 2018
Currencies Increase/Decrease Total Assets Total Change in Impact on Total Assets Total Change in Impact on
in FC (In Liabilities exchange rate Profit or Loss/ in FC (In Liabilities exchange rate Profit or Loss/
Millions) in FC (In Other Equity Millions) in FC (In Other Equity
Millions) for the year ( Millions) for the year (`
` In Crores) In Crores)

Statutory Reports
USD Increase by 5%# 623.38 141.35 3.46 166.69 566.24 115.61 3.26 146.91
USD Decrease by 5%# 623.38 141.35 (3.46) (166.69) 566.24 115.61 (3.26) (146.91)
GBP Increase by 5%# 26.60 18.48 4.52 3.67 51.50 36.55 4.61 6.89
GBP Decrease by 5%# 26.60 18.48 (4.52) (3.67) 51.50 36.55 (4.61) (6.89)
EUR Increase by 5%# 66.74 62.13 3.88 1.79 278.93 237.48 4.04 16.75
EUR Decrease by 5%# 66.74 62.13 (3.88) (1.79) 278.93 237.48 (4.04) (16.75)
CHF Increase by 5%# 10.72 5.14 3.47 1.94 11.49 5.47 3.42 2.06
CHF Decrease by 5%# 10.72 5.14 (3.47) (1.94) 11.49 5.47 (3.42) (2.06)

# Holding all the variables constant

e. Accounting for cash flow hedge


(i) Cross-currency Interest Rate Swap
Financial Statements

The Group has taken foreign currency floating rate borrowings which are linked to LIBOR. For managing the foreign currency
risk and interest rate risk arising from changes in LIBOR on such borrowings, the Group has enterred into cross-currency
interest rate swap (CCIRS) for the entire loan liability. The Group has designated the CCIRS (hedging instrument) and the
borrowing (hedged item) into a hedging relationship and applies hedge accounting.

Annual Report 2018-19 369


NOTES
to the Consolidated financial statements for the year ended March 31, 2019
Under the terms of the CCIRS, the Group pays interest at the fixed rate to the swap counterparty in INR and receives the
floating interest payments based on LIBOR in foreign currency. As the critical terms of the hedged item and the hedging
instrument (notional, interest periods, underlying and fixed rates) are matching and the interest cashflows are off-setting, an
economic relationship exists beteween the two. This ensures that the hedging instrument and hedged item have values that
generally move in the opposite direction.

Hedge Effectiveness Testing is assessed at designation date of the hedging relationship, and on an ongoing basis. The ongoing
assessment is performed at a minimum at each reporting date or upon a significant change in circumstances affecting the
hedge effectiveness requirements, whichever comes first.

Movement in cash flow hedging reserve:


(` in Crores)
Particulars Amount

As on March 31, 2017 3.07


Changes in fair value of CCIRS (30.42)
Amounts reclassified to profit or loss 37.71
Deferred taxes related to above (2.51)
As on March 31, 2018 7.85
Changes in fair value of CCIRS -
Amounts reclassified to profit or loss -
Deferred taxes related to above -
As on March 31, 2019 7.85

(ii) Interest Rate Swap


The Group has taken floating rate borrowings which is linked to 3 months revolving LIBOR. For managing the interest rate risk
arising from changes in LIBOR on such borrowings, the Group has entered into Interest rate swap (IRS) for the loan liability
amounting to ` 1,982.56 Crores (USD 286.65 million) as at year end and ` 2,053.23 Crores (USD 315 million) as at March 31,
2018. The Group has designated the IRS (hedging instrument) and the Floating rate financial liability (hedged item) into a
hedging relationship and applies hedge accounting.

Under the terms of the IRS, the Group pays interest at the fixed rate to the swap counterparty in USD and receives the floating
interest payments based on LIBOR in USD. As the critical terms of the hedged item and the hedging instrument (notional,
interest periods, underlying and fixed rates) are matching and the interest cashflows are off-setting, an economic relationship
exists beteween the two. This ensures that the hedging instrument and hedged item have values that generally move in the
opposite direction.

Hedge Effectiveness Testing is assessed at designation date of the hedging relationship, and on an ongoing basis. The ongoing
assessment is performed at a minimum at each reporting date or upon a significant change in circumstances affecting the
hedge effectiveness requirements, whichever comes first.

Following table provides quantitative information regarding the hedging instrument as on March 31, 2019:
(` in Crores)
Amount
Gain / (Loss) Change in Line item
Derivative Derivative reclassified Line item in
Notional due to fair value Ineffectiveness in profit or
Financial Financial from the profit or loss
principal change in fair for the year recognized in loss that
Instruments - Instruments hedge affected by the
amounts value for the recognized profit or loss includes hedge
Assets – Liabilities reserve to reclassification
year in OCI ineffectiveness
profit or loss
Interest rate swaps 1,982.56 - (7.72) (14.86) (12.52) - Not applicable (2.34) Not applicable

The table below provides a profile of the timing of the notional amounts of the Group’s hedging instruments (based on residual tenor) along
with the average price or rate as applicable by risk category:
(` in Crores)
As at 31 March 2019
Interest rate risk:
Total Less than 1 year 1-5 years Over 5 years
Notional principal amount ( ` in Crores) 1,982.56 381.26 1,601.30 -
Average fixed interest rates 4.968% p.a 4.968% p.a 4.968% p.a -

370 Piramal Enterprises Limited


NOTES
to the Consolidated financial statements for the year ended March 31, 2019
The tables below provide details of the Group’s hedged items under cash flow hedges:
(` in Crores)
As at 31 March 2019
Balance in cash flow hedge reserve

Strategic Overview
Interest rate risk: Change in the Where hedge Where hedge
value of hedged accounting is accounting is
item for the year continued discontinued
Borrowings (Floating rate) (2.34) (8.18) Not applicable

The following table provides a reconciliation by risk category of the components of equity and analysis of OCI items resulting from hedge
accounting:
(` in Crores)
Movement in Cash
flow hedge reserve
Interest rate risk: for the year ended
31-Mar-19
Opening balance 4.34

Management Discussion & Analysis


Effective portion of changes in fair value:
a) Interest rate risk (14.86)
Net amount reclassified to profit or loss:
a) Interest rate risk 2.34
Tax on movements on reserves during the year -
Closing balance (8.18)

Disclosure of effects of hedge accounting on financial performance:


(` in Crores)
Gain/(Loss) due to
Amount Line item affected
change in the Hedge
reclassified from in statement of
value of ineffectieness

Board & Management Profiles


cash flow hedging profit and loss
the hedging recognised in profit
reserve to profit because of the
instrument or loss
or loss reclassification
recognised in OCI
Cash Flow Hedge
Interest rate risk (12.52) - (2.34) Not applicable

Following table provides quantitative information regarding the hedging instrument as on March 31, 2018:
(` in Crores)
Amount
Gain / (Loss) Change in Line item
Derivative Derivative reclassified Line item in
Notional due to fair value Ineffectiveness in profit or
Financial Financial from the profit or loss
principal change in fair for the year recognized in loss that
Instruments - Instruments hedge affected by the
amounts value for the recognized profit or loss includes hedge
Assets – Liabilities reserve to reclassification
year in OCI ineffectiveness
profit or loss

Statutory Reports
Interest rate swaps 2,053.23 4.01 - 4.34 4.34 - Not applicable (0.33) Not applicable

The table below provides a profile of the timing of the notional amounts of the Group’s hedging instruments (based on residual tenor) along
with the average price or rate as applicable by risk category:

As at 31 March 2018
Interest rate risk:
Total Less than 1 year 1-5 years Over 5 years
Notional principal amount ( ` in Crores) 2,053.23 82.13 1,971.10 -
Average fixed interest rates 4.968% p.a 4.968% p.a 4.968% p.a -

The tables below provide details of the Group’s hedged items under cash flow hedges:
(` in Crores)
As at 31 March 2018
Financial Statements

Balance in cash flow hedge reserve


Interest rate risk: Change in the
value of hedged Where hedge Where hedge
item for the year accounting is accounting is
continued discontinued
Borrowings (Floating rate) 4.34 4.34 Not applicable

Annual Report 2018-19 371


NOTES
to the Consolidated financial statements for the year ended March 31, 2019

The following table provides a reconciliation by risk category of the components of equity and analysis of OCI items resulting from hedge
accounting:
(` in Crores)
Movement in Cash
flow hedge reserve
Interest rate risk: for the year ended
31-Mar-18
Opening balance -
Effective portion of changes in fair value:
a) Interest rate risk 4.01
Net amount reclassified to profit or loss:
a) Interest rate risk 0.33
Tax on movements on reserves during the year
Closing balance 4.34

Disclosure of effects of hedge accounting on financial performance:


(` in Crores)
"Gain/(Loss) due to
Amount Line item affected
change in the Hedge
reclassified from in statement of
value of ineffectieness
Type of hedge cash flow hedging profit and loss
the hedging recognisd in profit
reserve to profit because of the
instrument or loss
or loss reclassification
recognised in OCI"
Cash Flow Hedge
Interest rate risk 4.34 (0.33) Not applicable

(iii) Foreign exchange forward contract


The objective of hedge accounting is to represent, in the Group’s financial statements, the effect of the Group’s use of financial
instruments to manage exposures arising from particular risks that could affect profit or loss. As part of its risk management
strategy, the Group makes use of financial derivative instruments, such as foreign currency range forwards and forward
exchange contracts for hedging the risk arising on account of highly probable foreign currency forecast sales.

For derivative contracts designated as hedge, the Group documents, at inception, the economic relationship between the
hedging instrument and the hedged item, the hedge ratio, the risk management objective for undertaking the hedge and
the methods used to assess the hedge effectiveness. The derivative contracts have been taken to hedge foreign currency
fluctuations risk arising on account of highly probable foreign currency forecast sales.

The Group applies cash flow hedge to hedge the variability arising out of foreign exchange currency fluctuations on account of
highly probable forecast sales. Such contracts are generally designated as cash flow hedges.

The Group determines the existence of an economic relationship between the hedging instrument and hedged item based on
the currency, amount and timing of their respective cash flows. The forward exchange forward contracts are denominated
in the same currency as the highly probable future sales, therefore the hedge ratio is 1:1. Further, the entity has excluded
the foreign currency basis spread and takes such excluded element through the income statement. Accordingly, the Group
designates only the spot rate in the hedging relationship.

The Group has a Board approved policy on assessment, measurement and monitoring of hedge effectiveness which provides
a guideline for the evaluation of hedge effectiveness, treatment and monitoring of the hedge effective position from an
accounting and risk monitoring perspective. Hedge effectiveness is ascertained at the time of inception of the hedge and
periodically thereafter. The Group assesses hedge effectiveness on prospective basis. The prospective hedge effectiveness
test is a forward looking evaluation of whether or not the changes in the fair value or cash flows of the hedging position are
expected to be highly effective in offsetting the changes in the fair value or cash flows of the hedged position over the term of
the relationship.

Hedge effectiveness is assessed through the application of dollar offset method and designation of spot rate as the hedging
instrument. The excluded portion of the foreign currency basis spread is taken directly through income statement.

The table below enumerates the Group’s hedging strategy, typical composition of the Group’s hedge portfolio, the instruments used
to hedge risk exposures and the type of hedging relationship for the year ended March 31, 2019:

372 Piramal Enterprises Limited


NOTES
to the Consolidated financial statements for the year ended March 31, 2019

Type of
Sr Type of risk/ hedge Hedging
Hedged item Description of hedging strategy Description of hedging instrument hedging
No position instrument
relationship
1 Foreign Currency Highly probable Foreign currency denominated Foreign Forward contracts are contractual agreements Cash flow

Strategic Overview
hedge forecast sales highly probable forecast sales is exchange to buy or sell a specified financial instrument hedge
converted into functional currency forward at a specific price and date in the future.
using a forward contract. contract These are customized contracts transacted
in the over–the–counter market. Further, the
foreign currency basis spread is separated and
accounted for at FVTPL. Accordingly, only the
spot rate has been designated in the hedging
relationship.

There were no foreign exchange forward contracts which were designated in a hedge relationship for the year ended March 31,
2018.

The tables below provide details of the derivatives that have been designated as cash flow hedges for the periods presented:

Management Discussion & Analysis


As at March 31, 2019
Change in Line item Amount
Derivative Derivative Line item in
Notional fair value Ineffectiveness in profit or reclassified
Financial Financial profit or loss
principal for the year recognized in loss that from cash flow
Instruments Instruments affected by the
amounts recognized profit or loss includes hedge hedging reserve
- Assets – Liabilities reclassifica-tion
in OCI ineffective-ness to profit or loss
Foreign exchange forward 4.50 (USD) 11.61 - 3.33 - Not applicable - Not applicable
contracts
Foreign exchange forward 0.90 (Euro) 0.88 - 0.32 - Not applicable - Not applicable
contracts

The table below provides a profile of the timing of the notional amounts of the Group’s hedging instruments (based on residual

Board & Management Profiles


tenor) along with the average price or rate as applicable by risk category:
(` in Crores)
As at 31 March 2019
Foreign currency risk:
Total Less than 1 year 1-5 years Over 5 years
Forward exchange contracts 4.50 (USD) 4.50 (USD) - -
Forward exchange contracts 0.90 (Euro) 0.90 (Euro) - -
Average INR:USD forward contract rate 70.83 70.83 - -
Average INR:EURO forward contract rate 79.90 79.90 - -

The following table provides a reconciliation by risk category of the components of equity and analysis of OCI items resulting from
hedge accounting:

Statutory Reports
Amount in Crores
As on March 31, 2018 -
Foreign exchange forward contracts 5.61
Amounts reclassified to profit or loss -
Deferred taxes related to above (1.96)
Closing balance 3.65

f. Credit Risk
Typically, the receivables of the Group can be classified in 2 categories:
1. Pharma and Healthcare Insights and Analytics Trade Receivables
Financial Statements

2. Financial Services business - (i) Loan Book primarily comprising of Real estate developers, Infrastructure Companies, Retail
Housing Finance and Others; and (ii) Strategic Investment made in other body corporates.

Please refer Note 10 for risk mitigation techniques followed for Pharma and Healthcare Insights and Analytics Trade
Receivables. Risk mitigation measures for Financial Services business are explained in the note below.

Credit risk refers to the risk that counterparty will default on its contractual obligations resulting in financial loss to the
Group. The Group has adopted a policy of dealing with creditworthy counterparties and obtaining sufficient collateral, where
appropriate, as a means of mitigating the risk of financial loss from defaults.

The credit risk on liquid funds and other financial instruments is limited because the counterparties are banks with high credit-
ratings assigned by credit-rating agencies or mutual funds."
Annual Report 2018-19 373
NOTES
to the Consolidated financial statements for the year ended March 31, 2019
Retail lending:
For retail lending the credit policy has been reviewed and approved by Risk Team. The Credit Risk management structure includes
credit policies and procedures. The Credit Policy defines customer segments, income assessment criteria, underwriting standards,
target market definition, appraisal and approval processes, product limits, Delegation of Authority metrics (DoA) and cover risk
assessment for product offerings etc. to ensure consistency of credit buying patterns.

Wholesale lending:
For wholesale lending business, the Group's Risk management team has developed proprietary internal rating model to evaluate
risk return trade-off for the loans and investments made by the Group. The output of traditional credit rating model is an estimate
of probability of default. These models are different from the traditional credit rating models as they integrate both probability of
default and loss given default into a single model.

The lending exposure includes lending to the below sectors

Exposure as at
Particulars March 31, 2019 March 31, 2018
Real Estate 71.63% 75.87%
Infrastructure 16.13% 18.49%
Retail Housing Finance 9.53% 2.90%
Others 2.71% 2.74%

Credit Risk Management


For retail lending business, credit risk management is achieved by considering various factors like :

• Assessment of borrower’s capability to pay – a detailed assessment of borrower’s capability to pay is conducted. The approach
to the assessment is uniform across the entire Group and is spelt out in the Credit Policy. For construction finance deals, the
underlying project, the financial capability, past track record of repayments of the promoters are assessed by an independent risk
team.
• Security cover – this is an assessment of the value of security under stress scenario which is further adjusted for factors like
liquidity, enforceability, transparency in valuation, etc of the collateral.
• Geographic region – the Group monitors loan performances in a particular region to assess if there is any stress due to natural
calamities, etc impacting the performance of loans in a particular geographic region

For wholesale lending business, credit risk management is achieved by considering various factors like :
• Cash flow at risk – This is an assessment of the standalone project or business from which interest servicing and principal
repayment is expected to be done.
• Security cover – This is an assessment of the value of the security under stress scenario which is further adjusted for factors like
liquidity, enforceability, transparency in valuation etc. of the collateral.
• Promoter strength – This is an assessment of the promoter from financial, management and performance perspective.
• Exit – This is an assessment of the liquidity of the loan or investment.

The output from each of the analysis is converted to a risk weight equivalent. Each of the four components of the risk analysis are
assigned a specific weight which differ based on type of investment. The risk weight is then converted into capital requirement. The
required capital and the return is combined to create a metric which is used for deal assessment.
Based on the above assessment the risk team categorises the deals in to the below Risk Grades
- Good Deals with very high risk adjusted returns
- Investment Grade Deals with high risk adjusted returns
- Management Review Grade Deals with risk adjusted returns required as per lending policy
- Not Advisable Grade Deals with lower than required risk adjusted returns

Further, a periodic review of the performance of the portfolio is also carried out by the Risk Group. The Risk Group adjusts the
stress case considered during the initial approval based on actual performance of the deal, developments in the sector, regulatory
changes etc. The deal level output is combined to form a portfolio snapshot. The trends from portfolio are used to provide strategic
inputs to the management.

Provision for Expected Credit Loss


The Group considers the probability of default upon initial recognition of asset and whether there has been a significant
increase in credit risk on an ongoing basis throughout each reporting period. To assess whether there is a significant increase
in credit risk the Group compares the risk of a default occurring on the asset as at the reporting date with the risk of default
as at the date of initial recognition. It considers available reasonable and supportive forward-looking parameters, which are
both qualitative and quantitative. These parameters have been detailed in Note no.vii of Significant Accounting Policies. Based
on the result yielded by the above assessment the Financial assets are classified into (1) Standard (Performing) Asset, (2)
374 Piramal Enterprises Limited
NOTES
to the Consolidated financial statements for the year ended March 31, 2019
Significant Credit Deteriorated (Under-Performing) Asset (3) Default (Non-Performing) Asset (Credit Impaired). Macroeconomic
information (such as regulatory changes, market interest rate or growth rates) is incorporated as part of the internal rating
model. In general, it is presumed that credit risk has significantly increased since initial recognition if the payments are more
than 30 days past due. For the purpose of expected credit loss analysis the Group defines default as any asset with more than

Strategic Overview
90 days overdues. This is also as per the rebuttable presumption provided by the standard.

The Group provides for expected credit loss based on the following:
Category - Description Basis for Recognition of Expected Credit Loss
Stage 1 - Standard (Performing) Assets 12 month ECL
Stage 2 - Significant Credit Deteriorated Assets Life time ECL
Stage 3 - Default (Non-Performing) Assets (Credit Impaired) Life time ECL

The Company has developed a PD Matrix consisting of various parameters suitably tailored for various facilities like grade of the
borrower, past overdue history, status from monthly asset monitoring report, deal IRR, deal tenure remaining etc.

Based on these parameters the Company has computed the PD. The Company has also built in model scorecard to determine

Management Discussion & Analysis


the internal LGD. However, since there has been no default history to substantiate the internal LGD, the Company has made use
of a combination of both internal as well as external LGD.

Expected Credit Loss as at the end of the reporting period:


As at March 31, 2019
(` in Crores)
Carrying Amount
Gross Carrying Expected Credit
Particulars Asset Group net of impairment
Amount (Exposure) Loss
provision
Very High quality liquid assets & Related party Other Financial Assets & Loans to related 1,914.33 - 1,914.33
loans and receivables parties & others
Assets for which credit risk has not significantly Investments at amortised cost 16,197.17 222.01 15,970.45

Board & Management Profiles


increased from initial recognition Loans at amortised cost 37,452.35 516.29 36,936.06
Assets for which credit risk has increased Investments at amortised cost 537.13 66.74 475.12
significantly but are not credit impaired Loans at amortised cost 184.96 24.86 160.10
Assets for which credit risk has increased Investments at amortised cost 324.64 34.96 289.66
significantly and are credit impaired Loans at amortised cost 258.43 133.50 124.93
Total 56,869.01 998.36 55,870.65

As at March 31, 2018


(` in Crores)
Carrying Amount
Gross Carrying Expected Credit
Particulars Asset Group net of impairment
Amount (Exposure) Loss
provision

Statutory Reports
Very High quality liquid assets & Related party Other Financial Assets and Loans to related 1,104.11 - 1,104.11
loans and receivables parties and others
Assets for which credit risk has not significantly Investments at amortised cost 18,673.04 284.41 18,388.63
increased from initial recognition Loans at amortised cost 21,838.95 353.24 21,485.71
Assets for which credit risk has increased Investments at amortised cost 268.09 10.07 258.02
significantly but are not credit impaired Loans at amortised cost 59.26 1.58 57.68
Assets for which credit risk has increased Investments at amortised cost 41.96 6.29 35.67
significantly and are credit impaired Loans at amortised cost 110.86 110.86 0.00
Total 42,096.27 766.45 41,329.82 Financial Statements

Annual Report 2018-19 375


NOTES
to the Consolidated financial statements for the year ended March 31, 2019
a) Reconciliation of Loss Allowance
For the year ended March 31, 2019
(` in Crores)
Loss allowance measured at life-time
expected losses
Loss allowance
measured at 12 Financial assets
Investments and Loans for which credit Financial assets
month expected
losses risk has increased which are credit-
significantly and impaired
not credit-impaired
Balance at the beginning of the year 635.71 11.65 119.09
Transferred to 12-month ECL 1.58 (1.58) -
Transferred to Lifetime ECL not credit impaired (13.72) 13.72 -
Transferred to Lifetime ECL credit impaired - collective provision (2.43) - 2.43
Transferred to Lifetime ECL credit impaired - specific provision - (9.91) 9.91
Charge to Statement of Profit and Loss (*) -
On Account of Rate Change (11.51) 77.72 37.03
On Account of Disbursements 367.46 - -
On Account of Repayments (238.79) - -
Balance at the end of the year 738.30 91.60 168.46
(*) The reason for increase in provision is due to increase in the loans & investments which is partially offset by a reduction in rate of ECL.

For the year ended March 31, 2018


(` in Crores)
Loss allowance measured at life-time
expected losses
Loss allowance
Financial assets
measured at 12
Investments and Loans for which credit Financial assets
month expected
risk has increased which are credit-
losses
significantly and impaired
not credit-impaired
Balance at the beginning of the year 447.37 8.01 77.08
Transferred to 12-month ECL 5.68 (5.68) -
Transferred to Lifetime ECL not credit impaired (6.86) 6.86 -
Transferred to Lifetime ECL credit impaired - collective provision - (2.33) 2.33
Charge to Statement of Profit and Loss (*)
On Account of Rate Change (45.01) 4.74 64.58
On Account of Disbursements 493.74 0.21 -
On Account of Repayments (259.21) (0.16) (24.90)
Balance at the end of the year 635.71 11.65 119.09
(#) The reason for increase in provision is due to increase in the loans & investments which is partially offset by a reduction in rate of ECL.

b) Movement in Expected Credit Loss on undrawn loan commitments / letter of comfort:


(` in Crores)
Particulars 2019 2018

Balances as at the beginning of the year 11.07 6.36


Additions 103.52 11.07
Rate change - -
Amount used / reversed (11.07) (6.36)
Balances as at the end of the year 103.52 11.07
Classified as Current (Refer note 26) 103.52 11.07
Classified as Non-current (Refer note 20) - -
Total 103.52 11.07

376 Piramal Enterprises Limited


NOTES
to the Consolidated financial statements for the year ended March 31, 2019
c) The amounts of Financial Assets outstanding in the Balance Sheet along with the undrawn loan commitments and
letter of comforts issued (refer note 49 (a)) as at the end of the reporting period represent the maximum exposure
to credit risk.

Strategic Overview
Description of Collateral held as security and other credit enhancements
The Group generally ensures a security cover of 100-200% of the proposed facility amount. The Group periodically monitors the
quality as well as the value of the security to meet the prescribed limits. The collateral held by the Group varies on case to case
basis and includes:

i) First / Subservient charge on the Land and / or Building of the project or other projects
ii) First / Subservient charge on the fixed and current assets of the borrower
iii) Hypothecation over receivables from funded project or other projects of the borrower
iv) Pledge on Shares of the borrower or their related parties
v) Pledge on investment in shares made by borrower entity
vi) Guarantees of Promoters / Promoter Undertakings
vii) Post dated / Undated cheques

Management Discussion & Analysis


As at the reporting date, the ratio of value of the collateral held as security for the credit impaired financial assets to the exposure
at default for these assets ranges from 0% to 85%.

d) The credit impaired assets as at the reporting dates were secured by charge on land and building and project
receivables amounting to:
(` in Crores)
As at March 31, As at March 31,
Particulars
2019 2018
Value of Security 327.19 35.67

Board & Management Profiles


Collateral taken over by the Group against recovery on credit impaired asset:
The Group had taken possession of a residential property which was mortgaged as collateral to recover dues on a credit impaired
asset. The carrying value of the collateral is ` 15.91 Crores and had accounted for as asset held for sale as at March 31, 2018. This
asset has been sold during the current year.

51 MOVEMENT IN PROVISIONS :
(` in Crores)
Provisions for Grants -
Litigations / Disputes Onerous Contracts Incentive
Committed
Particulars
As at March 31, As at March 31, As at March 31, As at March 31,
2019 2018 2019 2018 2019 2018 2019 2018
Balances as at the beginning of the year 3.50 3.50 6.34 17.88 1.29 9.36 29.64 29.48

Statutory Reports
Additions - - - - 0.01 - - -
Unwinding of Discount - - 0.19 1.38 - - - -
Amount used - - (6.53) (12.92) (1.27) (6.95) - -
Revaluation of closing balances - - - - 0.06 (1.12) - 0.16
Unused amounts reversed - - - - - - (29.64) -
Balances as at the end of the year 3.50 3.50 - 6.34 0.09 1.29 - 29.64
Classified as Non-current (Refer note 20) - - - - 0.09 1.29 - -
Classified as Current (Refer note 26) 3.50 3.50 - 6.34 - - - 29.64
Total 3.50 3.50 - 6.34 0.09 1.29 - 29.64

Provision for litigation / disputes represents claims against the Group not acknowledged as debts that are expected to materialise in respect
of matters under litigation. Future cash outflows are determinable only on receipt of judgments/decisions pending with various forums/
Financial Statements

authorities.

Provision for Onerous contracts represents the amounts provided for contracts where the unavoidable costs of meeting the obligations
under the contract exceed the economic benefits expected to be received under it.

Provision for incentive which represented stock-based compensation for certain employees in a subsidiary was written back during the year
ended March 31, 2019, as it was not longer payable.

Annual Report 2018-19 377


NOTES
to the Consolidated financial statements for the year ended March 31, 2019

52 The Chief Operating Decision maker of the Company examines the Group’s performance both from a product offerings and from a
geographic perspective. From a product perspective, the management has identified the following reportable segments:

1. Pharmaceuticals Manufacturing and Services


2. Financial Services
3. Healthcare Insights & Analytics

1. Pharmaceuticals Manufacturing and Services: In this segment, the Group has a strong presence in Pharma Solutions, Critical Care,
Consumer Products Services and Imaging. The Company and certain subsidairies act as a Contract Development and manufacturing
organization offering both APIs and formulations. The Group's critical care business deals in the inhalation anesthesia market. The
group's consumer products business is primarily an India-centric consumer healthcare business with strong brands portfolio. The
Group also has a presence in Imaging business; a subsidiary has US FDA and European Commission approval for the commercial sale
of its diagnostic imaging agent.

2. Financial Services: Company's financial services segment offers a complete suite of financial products to meet the diverse needs of
its customers. The Company lends to various real estate developers and under special situation opportunities in various sectors and
has investments in Shriram Group, through which the Company has exposure to retail financing segments. In the previous year, the
Group has launched a retail housing finance vertical.

3. Healthcare Insights and Analytics: PEL’s Healthcare Insights & Analytics business, Decision Resources Group (DRG), is a market-
leading decision-support platform in the healthcare information services space. DRG provides indispensable insights to life sciences
companies as well as healthcare providers and payers through a variety of high value-added data and analytics, research reports,
and knowledge-based services. These offerings enable customers to make informed investment, cost containment and strategic
business decisions in their chosen markets.
(` in Crores)
Pharmaceuticals
Provisions for Grants -
manufacturing and Onerous Contracts Incentive
Committed
Particulars services
As at March 31, As at March 31, As at March 31, As at March 31,
2019 2018 2019 2018 2019 2018 2019 2018
Revenue from operations 4,819.70 4,448.57 7,063.44 4,981.57 1,332.20 1,209.21 13,215.34 10,639.35

Segment Results 528.61 800.06 2,450.74 1,993.32 213.18 213.18 3,192.53 2,961.09
Add : Unallocated Income / (Net of unallocated cost) 8.26 52.12
Less: Finance cost (Unallocated) 668.77 572.11
Less: Depreciation 520.15 477.33
Profit before share of net profits of investments 2,011.87 1,963.77
accounted for using equity method and tax
Add: Share of net profit of associates and 319.38 280.09
joint ventures accounted for using the equity
method
Profit Before Tax 2,331.25 2,243.86
Less: Tax (Credit) / Expenses 861.13 (2,876.42)
Profit for the year 1,470.12 5,120.28

Included in the above Segment results, are the Exceptional Items as mentioned below:

(` in Crores)
Pharmaceuticals manufacturing and
Healthcare Insights & Analytics Total
services
68.031 pt
As at March 31, As at March 31, As at March 31,
2019 2018 2019 2018 2019 2018
Loss on Sale of Imaging Business (452.25) - - - (452.25) -
Employee severence costs - - (13.39) - (13.39) -
Total (452.25) - (13.39) - (465.64) -

Segment results of Pharmaceuticals and Healthcare Insights & Analytics segment represent Earnings before Interest, Tax, Depreciation and
Amortisation and Segment results of Financial services represent Earnings before Tax, Depreciation and Amortisation.

378 Piramal Enterprises Limited


NOTES
to the Consolidated financial statements for the year ended March 31, 2019
Other Information
(` in Crores)
Pharmaceuticals
Healthcare Insights &
manufacturing and Financial services Incentive

Strategic Overview
Analytics
Particulars services
As at March 31, As at March 31, As at March 31, As at March 31,
2019 2018 2019 2018 2019 2018 2019 2018

Segment Assets 8,603.59 8,378.75 66,039.41 52,776.63 5,727.20 5,475.97 80,370.20 66,631.35
Unallocable Corporate Assets 5,255.88 6,169.04
Total Assets 85,626.08 72,800.39

Segment Liabilities 1,407.47 1,330.13 47,182.32 35,787.37 439.82 475.92 49,029.61 37,593.42
Unallocable Corporate Liabilities 9,343.44 8,644.58
Total Liabilities 58,373.05 46,238.00

Management Discussion & Analysis


Capital Expenditure 398.90 551.56 32.02 25.36 142.07 111.46 572.99 688.38
Unallocable Capital Expenditure - 173.05

Depreciation and amortisation 379.07 375.67 7.61 3.66 119.67 98.00 506.35 477.33
Unallocable depreciation 13.80 -
-
Non Cash expenditure other than depreciation and 9.17 15.32 340.39 238.71 3.52 2.97 353.08 257.00
amortisation

The above segment assets and unallocated assets include:


Investment in associates and joint ventures accounted for by the equity method 3,693.72 3,127.63

Geographical Segments

Board & Management Profiles


(` in Crores)
Pharmaceuticals
Healthcare Insights &
manufacturing and Financial services Incentive
Analytics
Particulars services
As at March 31, As at March 31, As at March 31, As at March 31,
2019 2018 2019 2018 2019 2018 2019 2018

Revenue from operations 8,417.46 5,776.57 5,569.02 5,176.40 (771.14) (313.62) 13,215.34 10,639.35
Carrying amount of Non current Assets* 2,315.42 2,439.93 9,622.21 9,334.45 (139.63) 35.79 11,798.00 11,810.17
* Other than Financial assets, deferred tax assets and post- employment benefit assets
No customer contributed more than 10% of the total revenue of the Group

Statutory Reports
53 INCOME TAXES RELATING TO OPERATIONS
a) Tax expense recognised in statement of profit and loss
(` in Crores)
Year ended March Year ended March
Particulars
31, 2019 31, 2018

Current tax :
In respect of the current year 708.76 823.95
In respect of prior years 13.66 26.73
722.42 850.68
Deferred tax :
Financial Statements

Deferred Tax, net 138.71 (157.92)


Deferred Tax on account of merger of subsidiaries - (3,569.18)
138.71 (3,727.10)

Total tax expense recognised 861.13 (2,876.42)

Annual Report 2018-19 379


NOTES
to the Consolidated financial statements for the year ended March 31, 2019
b) Tax expense recognised in other comprehensive income
(` in Crores)
Year ended March Year ended March
Particulars
31, 2019 31, 2018

Deferred tax :
Arising on income and expenses recognised in other comprehensive income:
Exchange loss on long term loans transferred to OCI 49.66 86.68
Fair value remeasurement of hedging instruments entered into for cash flow hedges 1.96 2.51
Changes in fair values of equity instruments (22.95) 22.95
Remeasurement of defined benefit obligation (1.40) (2.08)
Changes in fair values of debt instruments (2.56) -

Total tax expense recognised 24.71 110.06

c) Deferred tax balances


(` in Crores)
Year ended March Year ended March
The following is the analysis of deferred tax assets/(liabilities) presented in the consolidated Balance sheet:
31, 2019 31, 2018

Deferred tax assets (net) 4,068.45 4,244.40


Deferred tax liabilities (net) (19.47) (29.18)
4,048.98 4,215.22

Deferred tax assets and liabilities are recognized for the future tax consequences of temporary differences between the carrying values of
assets and liabilities and their respective tax bases, and unutilized business loss and depreciation carry-forwards and tax credits. Deferred tax
assets are recognized to the extent that it is probable that future taxable income will be available against which the deductible temporary
differences, unused tax losses, depreciation carry-forwards and unused tax credits could be utilized.

Movement of deferred tax during the year ended March 31, 2019
(` in Crores)
Foreign Recognised
Recognised in
Opening Currency in other
statement of Closing balance
balance Translation comprehensive
profit and loss
Impact income
Deferred tax (liabilities)/assets in relation to:
Measurement of financial assets at amortised cost / fair value 67.21 (31.09) - 22.95 59.07
Provision for expected credit loss on financial assets (including 260.40 113.36 - - 373.76
commitments)
Other Provisions 7.34 27.94 - - 35.28
Amortisation of expenses which are allowed in current year 1.45 (1.13) - - 0.32
Disallowances for items allowed on payment basis 92.87 (23.37) - 1.40 70.90
Effect of recognition of lease rent expense on straight line basis 2.12 (0.88) - 1.24
Unrealised profit margin on inventory 36.97 1.21 - - 38.18
Goodwill on merger of wholly owned subsidiaries (Refer Note 39 (a)) 3,569.18 (1,232.90) - - 2,336.28
Property, Plant and Equipment and Intangible assets (254.43) (34.24) - - (288.67)
Measurement of financial liabilities at amortised cost (6.25) (111.19) - - (117.44)
Fair value measurement of derivative contracts (14.41) 12.01 - (1.96) (4.36)
Fair Valuation of Investment (11.74) 11.74 - - -
Unamortised Distribution Expenses (4.02) 4.02 - - -
Share of undistributed earnings of associates (16.37) 3.34 - - (13.03)
Other temporary differences 1.69 6.66 0.03 2.56 10.94
Exchange differences on long term loans designated as net investments - 49.66 - (49.66) -
transferred to OCI
Brought forward losses 91.74 499.98 (2.85) - 588.87
Unused tax credit (MAT credit entitlement) 391.47 566.17 - - 957.64
Total 4,215.22 (138.71) (2.82) (24.71) 4,048.98

380 Piramal Enterprises Limited


NOTES
to the Consolidated financial statements for the year ended March 31, 2019
Movement of deferred tax during the year ended March 31, 2018
(` in Crores)
Foreign Recognised
Recognised in
Opening Currency in other

Strategic Overview
statement of Closing balance
balance Translation comprehensive
profit and loss
Impact income
Deferred tax (liabilities)/assets in relation to:
Measurement of financial assets at amortised cost / fair value 82.46 7.70 - (22.95) 67.21
Provision for expected credit loss on financial assets (including 177.91 82.49 - - 260.40
commitments)
Other Provisions 7.41 (0.07) - - 7.34
Amortisation of expenses which are allowed in current year 2.56 (1.11) - - 1.45
Disallowances for items allowed on payment basis 41.61 49.18 - 2.08 92.87
Effect of recognition of lease rent expense on straight line basis 2.50 (0.38) - - 2.12
Unrealised profit margin on inventory 40.32 (3.35) - - 36.97
Goodwill on merger of wholly owned subsidiaries (Refer Note 39 (a)) - 3,569.18 - - 3,569.18
Property, Plant and Equipment and Intangible assets (166.45) (87.98) - - (254.43)

Management Discussion & Analysis


Measurement of financial liabilities at amortised cost (18.65) 12.40 - - (6.25)
Fair value measurement of derivative contracts (4.04) (7.86) - (2.51) (14.41)
Fair Valuation of Investment (15.43) 3.69 - - (11.74)
Unamortised Distribution Expenses (6.70) 2.68 - - (4.02)
Share of undistributed earnings of associates (11.60) (4.77) - - (16.37)
Other temporary differences 3.10 (1.41) - - 1.69
Deferred tax on exchange differences on long term loans designated as net - 86.68 - (86.68) -
investments transferred to OCI
Brought forward losses 76.35 11.67 3.72 - 91.74
Unused tax credit (MAT credit entitlement) 383.11 8.36 - - 391.47
Total 594.46 3,727.10 3.72 (110.06) 4,215.22

Board & Management Profiles


The income tax expense for the year can be reconciled to the accounting profit as follows:
(` in Crores)
For the year ended For the year ended
Particulars
March 31, 2019 March 31, 2018

Consolidated Profit before tax 2,011.87 1,963.77


Income tax expense calculated at 34.944% (2017-18: 34.608%) 703.03 679.62
Effect of expenses that are not deductible in determining taxable profit 67.86 46.30
Utilisation of previously unrecognised tax losses (42.45) (93.50)
Effect of incomes which are taxed at different rates 123.28 20.45
Effect of incomes which are exempt from tax (29.70) (21.78)
Effect of expenses for which weighted deduction under tax laws is allowed (6.01) (6.82)
(2.26)

Statutory Reports
Deferred tax asset created on unrecogised tax losses of previous years (42.31)
Tax provision for earlier years 13.66 26.73
Tax losses for which no deferred income tax is recognised 128.88 63.03
Temporary differences for which no deferred income tax was recognised 11.21 38.85
Deferred tax on goodwill on merger of wholly owned subsidiaries (Refer Note 39 (a)) - (3,569.18)
Unrealised profit margin on inventory on which deferred tax asset is not created 2.31 9.81
Effect of deduction in tax for interest on Compulsory Convertible Debentures (110.09) (51.91)
Foreign Exchange gains subject to taxation on realised basis - 11.58
Deferred tax liability created on share of undistributed earnings of associates 2.85 4.77
Fair value gain on FVTPL instruments (5.41) -
Effect on deferred tax balances due to the changes in income tax rate 3.77 0.49
Others 0.20 7.45
Income tax expense recognised in consolidated statement of profit and loss 861.13 (2,876.42)
Financial Statements

The tax rate used for the reconciliations above is the corporate tax rate of 34.944% for the year 2018-19 and 34.608% for the year 2017-18
payable by corporate entities in India on taxable profits under tax law in Indian jurisdiction.

During the year ended March 31, 2018, the Group had recognized Deferred Tax Asset of ` 3,569.18 Crores in respect of tax deductible
Goodwill arising on merger of its subsidiaries (Refer Note 39(a)).

In assessing the realizability of deferred tax assets, the Group considers the extent to which it is probable that the deferred tax asset will
be realized. The ultimate realization of deferred tax assets is dependent upon the generation of future taxable profits during the periods in
which those temporary differences and tax loss carry-forwards become deductible. The Group considers the expected reversal of deferred
tax liabilities, projected future taxable income and tax planning strategies in making this assessment.

Annual Report 2018-19 381


NOTES
to the Consolidated financial statements for the year ended March 31, 2019
Based on the level of historical taxable income and projections for future taxable income over the periods in which the deferred income
taxes are deductible, the Group believes that it is probable that the Group will realize the benefits of this deferred tax asset. The amount of
deferred tax asset considered realizable, however, could be reduced in the near term if the estimates of future taxable income during the
carry-forward period are reduced.

In addition to this, during the year, the Group has recognized Deferred Tax Asset of ` 2.26 Crores (Previous Year : ` 42.31 Crores) on unused
tax losses, considering profits in the past 2 years and reasonable certainty of realisation of such deferred tax asset in the future years.

Deferred tax asset amounting to ` 565.97 Crores and ` 468.69 Crores (excluding the amount already recognised to the extent of Deferred Tax
Liabilties amounting ` 39.73 Crores and ` 27.91 Crores) as at March 31, 2019 and March 31, 2018, respectively in respect of unused tax losses,
temporary differences and tax credits was not recognized by the Group, considering that the Company and its subsidiaries had a history
of tax losses for recent years. Unrecognized Deferred tax of ` 174.64 Crores and ` 178.70 Crores as at March 31, 2019 and March 31, 2018
are attributable to carry forward tax losses which are not subject to expiration dates. The remaining unrecognized deferred tax of ` 391.33
Crores and ` 289.99 Crores as at March 31, 2019 and March 31, 2018 respectively are attributable to carry forward tax losses which expires in
various years upto December 31, 2037.

The Company has calculated its tax liability for current domestic taxes after considering MAT. The excess tax paid under MAT provisions
over and above normal tax liability can be carried forward and set-off against future tax liabilities computed under normal tax provisions.
The Company and few of its subsadaries is required to pay MAT during the current and previous year and accordingly, a deferred tax asset
of ` 957.64 Crores and ` 391.47 Crores has been recognized in the Balance sheet as of March 31, 2019 and 2018 respectively, which can be
carried forward for a period of 15 years from the year of recognition.

54 (A) FAIR VALUE MEASUREMENT


Share in Other Share in Total
Net Assets (total assets Share in Profit or (loss)
Comprehensive Income Comprehensive Income
Name of the entity minus total liabilities) as at for the year ended
for the year ended for the year ended
March 31, 2019 March 31, 2019
March 31, 2019 March 31, 2019
As a % of As a % of
Consolidated Consolidated
As a % of As a % of
Amount Amount Other Com- Amount Total Com- Amount
Consolidated Consolidated
(` in Crores) (` in Crores) prehensive (` in Crores) prehensive (` in Crores)
net assets" profit/ (loss)
Income/ Income/
(Expense) (Loss)
Parent
Piramal Enterprises Limited 71.64% 19,525.26 -58.63% (861.89) 147.48% (527.06) -124.82% (1,388.96)
Subsidiaries
Indian
PHL Fininvest Private Limited 10.00% 2,724.96 5.31% 78.00 0.00% - 7.01% 78.00
Searchlight Health Private Limited 0.07% 18.19 -0.41% (6.07) 0.00% - -0.55% (6.07)
Piramal Fund Management Private Limited 0.19% 52.66 -2.44% (35.90) -0.05% 0.17 -3.21% (35.73)
Piramal Capital and Housing Finance Limited 71.67% 19,530.99 98.12% 1,442.46 0.22% (0.77) 129.56% 1,441.69
PEL Finhold Private Limited 0.00% - 0.00% (0.01) 0.00% - 0.00% (0.01)
Piramal Investment Advisory Services Private Limited 0.01% 3.08 0.00% - 0.00% - 0.00% -
Piramal Consumer Products Private Limited 0.05% 13.79 -0.05% (0.77) 0.00% - -0.07% (0.77)
Piramal Systems & Technologies Private Limited -0.01% (3.88) -0.09% (1.35) -0.02% 0.07 -0.12% (1.28)
Piramal Investment Opportunities Fund 0.06% 15.00 0.05% 0.79 0.00% - 0.07% 0.79
Piramal Asset Management Private Limited 0.00% (0.11) -0.01% (0.12) 0.00% - -0.01% (0.12)
Piramal Securities Limited 0.02% 4.73 -1.04% (15.27) 0.04% (0.14) -1.38% (15.41)
-
Foreign -
Piramal International 0.00% - 0.00% - 0.00% - 0.00% -
Piramal Holdings (Suisse) SA 0.06% 17.66 -92.63% (1,361.78) 11.06% (39.52) -125.93% (1,401.30)
Piramal Imaging SA 0.00% - -1.27% (18.70) -2.69% 9.60 -0.82% (9.10)
Piramal Imaging GmbH 0.00% - 0.03% 0.39 0.04% (0.14) 0.02% 0.24
Piramal Imaging Limited 0.00% - 1.96% 28.88 4.42% (15.79) 1.18% 13.09
Piramal Technologies SA 0.02% 4.50 -0.15% (2.25) -0.30% 1.08 -0.11% (1.17)
INDIAREIT Investment Management Co. 0.30% 81.57 0.75% 11.05 0.00% - 0.99% 11.05
Piramal Asset Management Private Limited 0.01% 1.45 -0.04% (0.56) 0.00% - -0.05% (0.56)
Piramal Dutch Holdings N.V. 7.98% 2,174.43 -1.47% (21.60) -35.44% 126.66 9.44% 105.06
Piramal Healthcare Inc. 3.99% 1,087.38 1.32% 19.45 0.00% - 1.75% 19.45
Piramal Critical Care, Inc. 1.64% 447.24 11.86% 174.41 0.00% - 15.67% 174.41
Piramal Pharma Inc. -0.13% (35.35) -1.72% (25.32) 0.00% - -2.28% (25.32)
PEL Pharma Inc. 0.05% 12.40 -1.32% (19.41) 0.00% - -1.74% (19.41)
Ash Stevens LLC 1.41% 383.45 2.34% 34.47 0.00% - 3.10% 34.47
Piramal Pharma Solutions Inc. -0.78% (212.90) -6.87% (101.01) 0.00% - -9.08% (101.01)
Piramal Critical Care Italia, S.P.A 0.05% 13.75 0.07% 0.97 0.12% (0.44) 0.05% 0.53

382 Piramal Enterprises Limited


NOTES
to the Consolidated financial statements for the year ended March 31, 2019

Share in Other Share in Total


Net Assets (total assets Share in Profit or (loss)
Comprehensive Income Comprehensive Income
Name of the entity minus total liabilities) as at for the year ended
for the year ended for the year ended
March 31, 2019 March 31, 2019
March 31, 2019 March 31, 2019

Strategic Overview
As a % of As a % of
Consolidated Consolidated
As a % of As a % of
Amount Amount Other Com- Amount Total Com- Amount
Consolidated Consolidated
(` in Crores) (` in Crores) prehensive (` in Crores) prehensive (` in Crores)
net assets" profit/ (loss)
Income/ Income/
(Expense) (Loss)
Piramal Critical Care Deutschland GmbH 0.02% 4.65 -0.73% (10.79) 0.11% (0.40) -1.01% (11.19)
Piramal Healthcare (UK) Limited 1.62% 442.40 4.45% 65.36 2.30% (8.22) 5.13% 57.14
Piramal Healthcare Pension Trustees Limited 0.00% - 0.00% - 0.00% - 0.00% -
Piramal Critical Care Limited 0.96% 262.21 0.71% 10.42 -2.32% 8.30 1.68% 18.72
Piramal Healthcare (Canada) Limited 0.85% 232.45 4.69% 68.88 -0.07% 0.24 6.21% 69.12
Piramal Critical Care South Africa (Pty) Ltd 0.01% 3.29 0.08% 1.17 0.02% (0.08) 0.10% 1.09
Piramal Critical Care B.V. 0.01% 3.60 -0.30% (4.34) 0.03% (0.12) -0.40% (4.46)
Piramal Critical Care Pty. Ltd. 0.00% - 0.00% - 0.00% - 0.00% -

Management Discussion & Analysis


Piramal Dutch IM Holdco B.V. 0.55% 149.71 0.42% 6.14 -2.29% 8.20 1.29% 14.34
PEL-DRG Dutch Holdco B.V. (and Subsidaries) -1.68% (458.28) -12.80% (188.10) 9.24% (33.02) -19.87% (221.13)
-
Non Controlling Interests in all subsidiaries 0.03% 9.03 -0.20% (2.97) 0.00% - -0.27% (2.97)
Associates (Investment as per the equity method) -
Indian -
Allergan India Private Limited 0.52% 142.57 3.47% 50.99 0.00% - 4.58% 50.99
Shriram Capital Limited (Refer note 4(a)) 0.00% 0.01 0.00% - 1.01% (3.60) -0.32% (3.60)
Piramal Phytocare Limited 0.00% - 0.00% - 0.00% - 0.00% -
-
Foreign -
Bluebird Aero Systems Limited 0.15% 39.99 0.07% 1.00 0.00% - 0.09% 1.00
-

Board & Management Profiles


Joint Venture (Investment as per the equity method) -
Indian -
Convergence Chemicals Private Limited 0.11% 30.39 0.12% 1.79 0.00% - 0.16% 1.79
Shrilekha Business Consultancy Private Limited (Refer 11.55% 3,148.74 18.68% 274.62 0.00% - 24.68% 274.62
note 4(a))
India Resurgence ARC Private Limited (formerly known 0.19% 50.71 -0.02% (0.32) 0.00% - -0.03% (0.32)
as Piramal Assets Reconstruction Private Limited) (Refer
Note 39 (c))
India Resurgence Asset Management Business Private 0.00% - -0.90% (13.20) 0.00% - -1.19% (13.20)
Limited (formerly known as PEL Asset Resurgence
Advisory Private Limited) (Refer Note 39 (c))
Piramal Ivanhoe Residential Equity Fund 1 0.45% 122.60 0.15% 2.20 0.00% - 0.20% 2.20
India Resurgence Fund Scheme II 0.58% 158.71 0.16% 2.30 0.00% - 0.21% 2.30
-

Statutory Reports
Foreign -
Asset Resurgence Mauritius Manager (Refer Note 39 (c)) 0.00% 0.62 0.00% 0.06 0.00% - 0.01% 0.06
-
Consolidation Adjustments -84.21% (22,950.62) 128.28% 1,886.05 -32.92% 117.65 180.07% 2,003.70

Total 100.00% 27,253.03 100.00% 1,470.12 100.00% (357.39) 100.00% 1,112.73

Financial Statements

Annual Report 2018-19 383


NOTES
to the Consolidated financial statements for the year ended March 31, 2019

54 (B) DISCLOSURES MANDATED BY SCHEDULE III BY WAY OF ADDITIONAL INFORMATION


(` in Crores)
Share in Other Share in Total
Net Assets (total assets Share in Profit or (loss) for
Comprehensive Income for Comprehensive Income for
Name of the entity minus total liabilities) as at the year ended March 31,
the year ended March 31, the year ended March 31,
March 31, 2018 2018
2018 2018
As a % of As a % of
As a % of As a % of Consolidated Consolidated
Amount Amount Amount Amount
Consolidated Consolidated Other Com- Total Com-
(` in Crores) (` in Crores) (` in Crores) (` in Crores)
net assets" profit/ (loss) prehensive prehensive
Income/ Income

Parent
Piramal Enterprises Limited 80.33% 21,336.85 10.13% 518.47 93.38% 640.42 19.96% 1,158.89

Subsidiaries

Indian
PHL Fininvest Private Limited 0.19% 49.56 0.05% 2.39 0.00% - 0.04% 2.39
Searchlight Health Private Limited (formerly known as 0.09% 24.32 -0.05% (2.49) 0.00% - -0.04% (2.49)
Health Superhiway Private Limited)
Piramal Capital Limited (Up to March 30, 2018) (Refer 0.00% - 0.00% 0.07 0.00% - 0.00% 0.07
note 39 (a))
Piramal Fund Management Private Limited 0.48% 127.04 0.15% 7.72 0.20% 1.35 0.16% 9.07
Piramal Finance Limited (formerly known as Piramal Finance 0.00% - 19.88% 1,017.93 0.62% 4.28 17.61% 1,022.21
Private Limited) (up to March 30, 2018) (Refer note 39 (a))
Piramal Housing Finance Limited (formerly known as 29.87% 7,934.33 -0.27% (13.79) 0.00% - -0.24% (13.79)
Piramal Housing Finance Private Limited) (Refer note 39 (a))
PEL Finhold Private Limited 0.00% - 0.00% - 0.00% - 0.00% -
Piramal Investment Advisory Services Private Limited 0.01% 3.08 0.00% (0.02) 0.00% - 0.00% (0.02)
Piramal Consumer Products Private Limited 0.00% 0.01 0.00% (0.00) 0.00% - 0.00% (0.00)
Piramal Systems & Technologies Private Limited -0.01% (2.53) -0.02% (1.19) 0.00% - -0.02% (1.19)
Piramal Investment Opportunities Fund 0.06% 15.01 0.01% 0.68 0.00% - 0.01% 0.68
Piramal Asset Reconstruction Private Limited (Up to July 0.00% - 0.00% 0.00 0.00% - 0.00% 0.00
18, 2017) (Refer note 39 (c))
PEL Asset Resurgence Advisory Private Limited (Up to 0.00% - -0.14% (6.98) 0.00% - -0.12% (6.98)
February 06, 2018) (Refer note 39 (c))

Foreign
Piramal International 0.00% - 0.00% - 0.00% - 0.00% -
Piramal Holdings (Suisse) SA 0.73% 193.79 -0.19% (9.53) 1.71% 11.75 0.04% 2.22
Piramal Imaging SA -1.58% (419.66) -1.78% (91.02) -3.06% (21.01) -1.93% (112.03)
Piramal Imaging GmbH 0.04% 10.62 0.03% 1.65 0.20% 1.38 0.05% 3.03
Piramal Imaging Limited -1.47% (390.17) -2.33% (119.52) -0.39% (2.66) -2.10% (122.18)
Piramal Technologies SA 0.03% 7.21 -0.07% (3.73) -0.08% (0.55) -0.07% (4.28)
INDIAREIT Investment Management Co. 0.25% 66.57 0.22% 11.51 0.00% - 0.20% 11.51
Piramal Asset Management Private Limited 0.00% 0.27 -0.03% (1.42) 0.00% - -0.02% (1.42)
Piramal Dutch Holdings N.V. 7.79% 2,069.37 -1.07% (54.71) 1.48% 10.17 -0.77% (44.54)
Piramal Healthcare Inc. 3.79% 1,006.65 0.82% 41.85 0.78% 5.35 0.81% 47.20
Piramal Critical Care, Inc. 0.97% 258.91 3.33% 170.41 0.34% 2.32 2.97% 172.73
Piramal Pharma Inc. -0.04% (9.71) -0.12% (5.92) -0.01% (0.08) -0.10% (6.00)
PEL Pharma Inc. 0.11% 29.79 -0.38% (19.68) 0.00% 0.03 -0.34% (19.65)
Ash Stevens LLC 1.24% 329.24 0.77% 39.20 0.28% 1.90 0.71% 41.10
Piramal Pharma Solutions Inc. (formerly known as -0.38% (100.57) -0.81% (41.43) -0.10% (0.69) -0.73% (42.12)
Coldstream Laboratories Inc.)
Piramal Critical Care Italia, S.P.A 0.02% 5.21 -0.11% (5.75) 0.18% 1.22 -0.08% (4.53)
Piramal Critical Care Deutschland GmbH 0.03% 7.48 -0.14% (7.10) 0.15% 1.02 -0.10% (6.08)
Piramal Healthcare (UK) Limited 1.45% 385.25 1.88% 96.44 5.26% 36.09 2.28% 132.53
Piramal Healthcare Pension Trustees Limited 0.00% - 0.00% - 0.00% - 0.00% -
Piramal Critical Care Limited 0.92% 243.48 0.70% 35.87 0.53% 3.66 0.68% 39.53
Piramal Healthcare (Canada) Limited 0.61% 163.34 0.86% 44.17 0.75% 5.11 0.85% 49.28
Piramal Critical Care South Africa (Pty) Ltd 0.01% 2.18 -0.05% (2.44) 0.01% 0.03 -0.04% (2.41)
Piramal Critical Care B.V. 0.00% - 0.00% - 0.00% - 0.00% -
Piramal Critical Care Pty. Ltd. 0.00% - 0.00% - 0.00% - 0.00% -
Piramal Dutch IM Holdco B.V. 0.51% 135.37 0.00% (0.07) 0.10% 0.68 0.01% 0.61
PEL-DRG Dutch Holdco B.V. (and Subsidaries) -0.88% (234.92) -4.94% (252.91) 3.01% 20.63 -4.00% (232.28)

384 Piramal Enterprises Limited


NOTES
to the Consolidated financial statements for the year ended March 31, 2019

(` in Crores)
Share in Other Share in Total
Net Assets (total assets Share in Profit or (loss) for
Comprehensive Income for Comprehensive Income for
Name of the entity minus total liabilities) as at the year ended March 31,
the year ended March 31, the year ended March 31,

Strategic Overview
March 31, 2018 2018
2018 2018
As a % of As a % of
As a % of As a % of Consolidated Consolidated
Amount Amount Amount Amount
Consolidated Consolidated Other Com- Total Com-
(` in Crores) (` in Crores) (` in Crores) (` in Crores)
net assets" profit/ (loss) prehensive prehensive
Income/ Income
Non Controlling Interests in all subsidiaries -0.05% (12.00) -0.02% (1.21) 0.00% - -0.02% (1.21)
Associates (Investment as per the equity method)

Indian
Allergan India Private Limited 0.58% 152.83 0.92% 46.86 0.00% (0.03) 0.81% 46.83
Shriram Capital Limited (Refer note 4(a)) 0.00% 0.01 0.00% - 0.00% - 0.00% -
Piramal Phytocare Limited 0.00% - -0.02% (0.88) 0.00% - -0.02% (0.88)

Management Discussion & Analysis


Foreign
Bluebird Aero Systems Limited 0.15% 38.99 -0.03% (1.50) 0.00% - -0.03% (1.50)
Context Matters, Inc. (Up to August 15, 2017) (Refer note 0.00% - 0.00% - 0.00% - 0.00% -
40 (A) (ii))

Joint Venture (Investment as per the equity method)


Indian
Convergence Chemicals Private Limited 0.11% 28.60 -0.12% (6.16) 0.00% 0.02 -0.11% (6.14)
Shrilekha Business Consultancy Private Limited (Refer 10.92% 2,901.05 4.74% 242.50 0.00% - 4.18% 242.50
note 4(a))
India Resurgence ARC Private Limited (formerly known 0.00% 1.03 0.00% 0.03 0.00% - 0.00% 0.03
as Piramal Assets Reconstruction Private Limited) (Refer
Note 39 (c))

Board & Management Profiles


India Resurgence Asset Management Business Private 0.02% 5.12 -0.01% (0.76) 0.00% - -0.01% (0.76)
Limited (formerly known as PEL Asset Resurgence
Advisory Private Limited) (Refer Note 39 (c))

Foreign
Asset Resurgence Mauritius Manager (Refer Note 39 (c)) 0.00% - 0.00% - 0.00% - 0.00% -

Consolidation Adjustments -36.90% (9,800.61) 68.21% 3,492.74 -5.33% (36.57) 59.53% 3,456.17

Total 100.00% 26,562.39 100.00% 5,120.28 100.00% 685.82 100.00% 5,806.10

55 FAIR VALUE MEASUREMENT

Statutory Reports
Financial Instruments by category:
(` in Crores)
March 31, 2019 March 31, 2018
a) Categories of Financial Instruments:
FVTPL FVTOCI Amortised Cost FVTPL FVTOCI Amortised Cost

Financial Assets
Investments 1,224.06 4,104.34 16,725.00 2,376.17 4,656.03 18,682.32
Loans 674.84 - 38,110.49 223.82 - 22,432.44
Cash & Bank Balances - - 917.51 - - 2,467.01
Trade Receivables - - 1,406.25 - - 1,355.45
Other Financial Assets 12.49 - 1,022.67 5.32 - 209.74
1,911.39 4,104.34 58,181.92 2,605.31 4,656.03 45,146.96
Financial Statements

Financial liabilities
Borrowings (including Current Maturities of Long Term Debt) - - 56,023.27 - - 44,160.80
Trade Payables - - 957.25 - - 874.29
Other Financial Liabilities 81.68 - 305.71 141.94 - 318.36
81.68 - 57,286.23 141.94 - 45,353.45

Annual Report 2018-19 385


NOTES
to the Consolidated financial statements for the year ended March 31, 2019
b) Fair Value Hierarchy and Method of Valuation
This section explains the judgements and estimates made in determining the fair values of the financial instruments that are (a)
recognised and measured at fair value and (b) measured at amortised cost and for which fair values are disclosed in the financial
statements. To provide an indication about the reliability of the inputs used in determining fair value, the group has classified its financial
instruments into the three levels prescribed under the accounting standard. An explanation of each level follows underneath the table.

(` in Crores)
Financial Assets March 31, 2019
Notes Carrying Value Level 1 Level 2 Level 3 Total

Measured at FVTPL - Recurring Fair Value Measurements


Investments
Investments in Preference Shares 1.81 1.81 1.81
Investments in debentures or bonds
Redeemable Non-Convertible Debentures i. 1,023.88 1,023.88 1,023.88
Investments in Mutual Funds ii. 25.66 25.66 25.66
Investment in Alternative Investment Fund/Venture Capital Funds vi. 172.71 172.71 172.71

Loans
Term Loans i. 674.84 674.84 674.84

Other Financial Assets


Derivative Financial Assets iii. 12.49 12.49 12.49

Measured at FVTOCI
Investments in Equity Instruments ii. 4,104.34 4,104.34 4,104.34

Measured at Amortised Cost for which fair values are disclosed Investments
Investments in debentures or bonds (Gross of Expected Credit Loss) iv. 17,048.70 17,337.74 17,337.74
Loans
Term Loans (Gross of Expected Credit Loss) iv. 38,619.84 38,401.87 38,401.87
Intercorporate Deposits (Gross of Expected Credit Loss) iv. 121.03 120.93 120.93

Financial Liabilities March 31, 2019


Notes Carrying Value Level 1 Level 2 Level 3 Total
Measured at FVTPL - Recurring Fair Value Measurements
Contingent Consideration vii. 73.96 73.96 73.96
Derivative Financial Liabilities iii. 7.72 7.72 7.72

Measured at Amortised Cost for which fair values are disclosed


Borrowings (including Current Maturities of Long Term Debt) (Gross) v. 56,023.27 56,466.99 56,466.99

386 Piramal Enterprises Limited


NOTES
to the Consolidated financial statements for the year ended March 31, 2019

Financial Assets March 31, 2018


Notes Carrying Value Level 1 Level 2 Level 3 Total
Measured at FVTPL - Recurring Fair Value Measurements

Strategic Overview
Investments
Investments in Preference Shares 1.70 1.70 1.70
Investments in debentures or bonds
Redeemable Non-Convertible Debentures i. 921.19 921.19 921.19
Investments in Mutual Funds ii. 1,270.16 1,270.16 1,270.16
Investment in Alternative Investment Fund/Venture Capital Funds vi. 183.12 183.12 183.12

Loans
Term Loans i. 223.82 223.82 223.82

Other Financial Assets


Derivative Financial Assets iii. 5.32 5.32 5.32

Management Discussion & Analysis


Measured at FVTOCI
Investments in Equity Instruments ii. 4,656.03 4,656.03 4,656.03

Measured at Amortised Cost for which fair values are disclosed Investments
Investments in debentures or bonds ( Gross of Expected Credit Loss) iv. 18,983.09 19,397.00 19,397.00
Loans
Term Loans ( Gross of Expected Credit Loss) iv. 19,690.97 19,745.46 19,745.46
Intercorporate Deposits ( Gross of Expected Credit Loss) iv. 3,207.16 3,198.72 3,198.72

Financial Liabilities March 31, 2019


Notes Carrying Value Level 1 Level 2 Level 3 Total

Board & Management Profiles


Measured at FVTPL - Recurring Fair Value Measurements
Contingent Consideration vii. 125.70 125.70 125.70
Derivative Financial Liabilities iii. 16.24 16.24 16.24

Measured at Amortised Cost for which fair values are disclosed


Borrowings (including Current Maturities of Long Term Debt) (Gross) v. 44,160.80 44,168.00 44,168.00

Except for those financial instruments for which the carrying amounts are mentioned in the above table, the Company considers that the
carrying amounts recognised in the financial statements approximate their fair values.

For financial assets that are measured at fair value, the carrying amounts are equal to the fair values.

Level 1: Level 1 hierarchy includes financial instruments measured using quoted prices. This includes listed equity instruments, traded bonds

Statutory Reports
and mutual funds that have quoted price. The fair value of all equity instruments (including bonds) which are traded in the stock exchanges is
valued using the closing price as at the reporting period. The mutual funds are valued using the closing NAV.

Level 2: The fair value of financial instruments that are not traded in an active market (for example, traded bonds, over-thecounter
derivatives) is determined using valuation techniques which maximise the use of observable market data and rely as little as possible on
entity-specific estimates. If all significant inputs required to fair value an instrument are observable, the instrument is included in level 2.

Financial Statements

Annual Report 2018-19 387


NOTES
to the Consolidated financial statements for the year ended March 31, 2019
Level 3: If one or more of the significant inputs is not based on observable market data, the instrument is included in level 3. This is the case
for unlisted equity securities, contingent consideration, Debentures, Term Loans, investment in Alternate Investment Funds and ICDs included
in level 3.

Valuation techniques used to determine the fair values:


i. Discounted cash flow method has been used to determine the fair value. The yield used for discounting has been determined based on trades,
market polls, levels for similar issuer with same maturity, spread over matrices, etc. For instruments where the returns are linked to the share
price of the investee company the equity price has been derived using Monte Carlo simulation and local volatility model using the inputs like
spot rate, volatility surface, term structures and risk free rates from globally accepted 3rd party vendor for these data.

ii. This includes listed equity instruments and mutual funds which are fair valued using quoted prices and closing NAV in the market.

iii. This includes forward exchange contracts and cross currency interest rate swap. The fair value of the forward exchange contract is
determined using forward exchange rate at the balance sheet date. The fair value of cross currency interest rate swap is calculated as the
present value of future cash flow based on observable yield curves and forward exchange rates.

iv. Discounted cash flow method has been used to determine the fair value. The discounting factor used has been arrived at after adjusting
the rate of interest for the financial assets by the difference in the Government Securities rates from date of initial recognition to the
reporting dates.

v. Fair values of borrowings are based on discounted cash flow using a current borrowing rate. They are classified as Level 3 values
hierarchy due to the use of unobservable inputs, including own credit risk. The discounting factor used has been arrived at after
adjusting the rate of interest for the financial liabilities by the difference in the Government Securities rates from date of initial
recognition to the reporting dates.

vi. Discounted cash flow method has been used to determine the fair value. The discounting factor has been computed using a mix of past
trends as well as likely rate of return of the underlying projects.

vii. Discounted cash flow method has been used to determine the fair value of contingent consideration.

c) Fair value measurements using significant unobservable inputs (level 3)


The following table presents the changes in level 3 items for the period ended March 31, 2019 and March 31, 2018.

(` in Crores)
Debentures (NCDs Debentures (NCDs Debentures (NCDs Alternative
Particulars Preference shares Total
& OCDs) & OCDs) & OCDs) Investment Fund
As at April 01, 2017 - 987.86 216.42 1.70 141.79 1,347.77
Acquisitions 205.92 70.00 12.35 - 2.93 291.20
Additional Accruals - - - - 0.88 0.88
Losses recognised in profit or loss - - - - 0 0.00
Gains / (Losses) recognised in profit or loss 17.90 161.03 (4.28) - - 174.65
Exchange Fluctations - - - - 0.85 0.85
Payments - - - - (20.75) (20.75)
Realisations - (297.70) (41.37) - - (339.07)
As at March 31, 2018 223.82 921.19 183.12 1.70 125.70 1,455.53
Acquisitions 390.15 3.73 21.28 - - 415.16
Additional Accruals - - - - - -
Gains / (Losses) recognised in profit or loss 68.45 139.67 (14.97) - (32.56) 160.59
Exchange Fluctations - - - 0.11 0.26 0.37
Payments (7.58) - - - (19.43) (27.01)
Realisations - (40.71) (16.72) - - (57.43)
As at March 31, 2019 674.84 1,023.88 172.71 1.81 73.96 1,947.20

d) Valuation Process
The Company engages external valuation consultants to fair value below mentioned financial instruments measured at FVTPL. The
main level 3 inputs used for investment in AIF / Venture capital fund, contingent consideration, term loans and debentures are as
follows:

1) For Non Convertible Debentures and Term Loans, Waterfall approach has been used to arrive at the yields for securities held by
the Company. For determining the equity prices Monte Carlo simulations and local volatility model using the inputs like spot rate,
volatility surface, term structures and risk free rates from globally accepted third party vendor for these data have been used.

388 Piramal Enterprises Limited


NOTES
to the Consolidated financial statements for the year ended March 31, 2019
2) For Alternative Investment Fund/Venture Capital Fund, Discounted cash flow method has been used to determine the fair value. The
discounting factor has been computed using a mix of past trends as well as likely rate of return of the underlying projects.

3) For Contingent consideration, fair value has been estimated by allocating probability to achievement of financial milestones.

Strategic Overview
Discount rate is determined using Capital Asset Pricing Model.

e) Sensitivity for instruments:


(` in Crores)

Significant Increase / Sensitivity Impact for the Sensitivity Impact for the
Fair value Fair value unobservable year ended March 31, year ended March 31,
Decrease in the
Nature of the instrument As on March As on March inputs* 2019 2018
unobservable
31, 2019 31, 2018
input
FV Increase FV Decrease FV Increase FV Decrease
Non Convertible Debentures 1,023.88 921.19 Discount rate 1% 1.22 (1.21) 15.36 (15.53)
Equity component 10% 0.11 (0.06) 0.54 (0.41)
(projections)

Management Discussion & Analysis


Term Loans 674.84 223.82 Discount rate 0.5% (1% for 15.91 (15.55) 3.63 (3.80)
March 2018)
Equity component 10% 19.73 (14.60) 8.48 (8.60)
(projections)
Alternative Investment Fund/ 172.71 183.12 Discount rate 1% 0.12 0.12 0.56 (0.57)
Venture Capital Fund Cash Flow 5% 8.98 8.98 6.45 (4.66)
Contingent Consideration 73.96 125.70 Discount rate 1 0.89 (0.78) 1.73 (1.73)
Expected Cash 10% 7.53 (7.83) 10.98 (10.82)
Outflow

* There were no significant inter-relationships between unobservable inputs that materially affect fair values.

"Management uses its best judgment in estimating the fair value of its financial instruments. However, there are inherent limitations in any

Board & Management Profiles


estimation technique. Therefore, for substantially all financial instruments, the fair value estimates presented above are not necessarily
indicative of all the amounts that the Company could have realized or paid in sale transactions as of respective dates. As such, the fair value
of the financial instruments subsequent to the respective reporting dates may be different from the amounts reported at each year end.

56 (a) 
The Group operates an incentive plan arrangement for certain employees of certain subsidiaries. The scheme provides a cash
payment to the employees based on a specific number of phantom shares at grant and share price of Piramal Enterprises Limited,
the ultimate parent company at the vesting date. The Cash payment is dependent on the performance of the underlying shares of
Piramal Enterprises Limited and continued employment on vesting date. The fair values of the award is calculated using the Black
Scholes model at the grant date. The fair value is updated at each reporting date as the awards are accounted as cash settled plan.
The inputs to the models are based on the Piramal Enterprises Limited historic data, the risk free rate and the weighted average
fair value of shares in the scheme at the reporting date. The amount expensed/ (reversed) in the current year relating to the plan is
` (0.61) Crores (Previous Year: ` 7.12 Crores). The Group considers these amount as not material and accordingly has not provided

Statutory Reports
further disclosures as required by IND AS 102 "Share Based Payments".

(b) A subsidiary has issued certain options under the Scheme titled "Health Superhiway Employees Stock Option Plan - 2011" (ESOP
Plan) to its employees. Each option comprises one underlying equity share of the subsidiary. The exercise price of each option shall
be ` 54.10. The options granted vests over a period of four years from the date of grant in proportions specified in the Scheme.
Options may be exercised within three years of vesting. Since the exercise price of the shares is much higher than the book value of
the share of the subsidiary, there is no impact on the earnings.

57 The Board of Directors on May 28, 2018 had approved a "Scheme of Amalgamation" ("Scheme") of Piramal Phytocare Limited,
an associate of the Company, with the Company and its respective shareholders. The Scheme has been approved by the equity
shareholders of the Company in their meeting convened as per the directions of the National Company Law Tribunal on April 02, 2019.
Financial Statements

The Scheme is subject to approval of regulatory authorities.

58 (a) 
On October 25, 2017, 464,330 Compulsorily Convertible Debentures (“CCD”) having face value of ` 107,600 per CCD were allotted
to the CCD holders for an aggregate amount of ` 4,996.19 Crores. Each CCD is convertible into 40 equity shares of ` 2 each. Out of
this, 225,000 equity shares were allotted by the Company pursuant to optional conversion of 5,625 CCDs by the CCD holders in the
previous year.

During the year ended March 31, 2019, 4,162,000 equity shares were allotted by the Company pursuant to optional conversion of
104,050 CCDs by the CCD holders.

Annual Report 2018-19 389


NOTES
to the Consolidated financial statements for the year ended March 31, 2019
Subsequent to March 31, 2019:
i. 548,120 Equity shares were allotted by the Company pursuant to optional conversion of 13,703 CCDs; and

ii. 13,638,080 Equity shares were allotted pursuant to compulsory conversion of outstanding 340,952 CCDs on maturity.

(b) On March 8, 2018, the Company had issued 8,310,275 Equity shares under Rights Issue at a price of ` 2,380 per share (including
premium of ` 2,378 per share). Out of the aforesaid issue, 11,298 and 7,485,574 equity shares were allotted by the Company during
the year ended March 31, 2019 and year ended March 31, 2018, respectively.

Subsequent to March 31, 2019, 17,585 Equity shares were allotted by the Company under Rights Issue at a price of ` 2,380 per share
(including premium of ` 2,378 per share) to the CCD holders out of the Right Equity shares reserved for them (as per regulation 53
of erstwhile Securities and Exchange Board of India (Issue of Capital and Disclosure Requirements) Regulations, 2009)

Earnings per share (Basic and Diluted) for three months and year ended March 31, 2018 has been retrospectively adjusted for effect
of Rights Issue stated above.

As on March 31, 2019, 788,764 Rights Equity shares have been reserved for the CCD Holders (as per regulation 53 of erstwhile
Securities and Exchange Board of India (Issue of Capital and Disclosure Requirements) Regulations, 2009) and 24,639 Rights Equity
Shares have been kept in abeyance. Of the said 788,764 reserved equity shares, CCD holders did not exercise the right to subscribe
for 154,377 Rights Equity shares. These unsubscribed rights and also those arising in future, if any, shall be dealt with, in accordance
with the law, post conversion of all the outstanding CCDs into equity shares and hence are considered to be dilutive in nature.

Proceeds from the right issue have been utilised upto March 31, 2019 in the following manner :
(` in Crores)
Actual till Actual till
Particulars Planned
March 31, 2018 March 31, 2019
a) Investment in Piramal Capital and Housing Finance Limited (formerly known as Piramal Housing 750.00 750.00 750.00
Finance Limited) (wholly owned subsidiary)
b) Repayment or pre-payment, in full or part, of certain borrowings availed by the Company 1,000.00 878.91 1,000.00
c) General Corporate Purposes 216.22 - 27.98
Add: Issue related expenses 11.63 6.05 8.65
Total 1,977.85 1,634.96 1,786.63
Less : Right Shares held in Abeyance (5.86) - -
Less : Right Shares reserved in favour of Compulsorily Convertible Debenture Holders (187.73) - -
Less : Interest Income received from Fixed Deposits placed with Banks from Right Issue Proceeds - (1.39) (2.92)
Total 1,784.26 1,633.57 1,783.71
Unutilised proceeds kept as Fixed Deposit with Bank - 148.00 -
Unutilised proceeds kept in Escrow Account - - 0.55

(c) INR 4.18 Crs was received towards application of 17,585 Rights Shares (Reserved for Compulsory Convertible Debenture Holders)
which were pending for allotment as on March 31, 2019.

59 The financial statements have been approved for issue by Company's Board of Directors on April 26, 2019.

Signature to note 1 to 59 of the Consolidated financial statements.

For and on behalf of the Board of Directors


Ajay G. Piramal
Chairman

Vivek Valsaraj Leonard D'Souza


Chief Financial Officer Company Secretary

Mumbai, April 26, 2019

390 Piramal Enterprises Limited


NOTICE

NOTICE is hereby given that the 72nd Annual General Meeting (Registration No. 00168), appointed by the Board of Directors
('AGM') of the Members of Piramal Enterprises Limited will be held of the Company (‘the Board’, which term shall include its duly
on Tuesday, July 30, 2019 at 3.00 p.m. at Y. B. Chavan Centre, General empowered Committee(s) constituted/to be constituted by it
Jagannathrao Bhosale Marg, Next to Sachivalaya Gymkhana, for this purpose) as the Cost Auditors to conduct the audit of
Mumbai - 400 021, to transact the following business: the cost records of the Company for the financial year ending
March 31, 2020, amounting to ₹7 Lakhs (Rupees Seven Lakhs
ORDINARY BUSINESS only) plus taxes as applicable and reimbursement of actual
1. To receive, consider and adopt the Audited Financial Statements travel and out-of-pocket expenses, be and is hereby ratified and
(Standalone and Consolidated) of the Company for the financial confirmed;
year ended on March 31, 2019 and the Reports of the Directors
and Auditors thereon. RESOLVED FURTHER THAT the Board be and is hereby
authorised to do all such acts, deeds, matters and things as
2. To declare final dividend on equity shares for the financial year may be necessary or expedient for or in connection with this
ended March 31, 2019. resolution and to settle any question or difficulty that may arise
in this regard in the best interest of the Company.”
3. To appoint a Director in place of Dr. (Mrs.) Swati A. Piramal
(DIN: 00067125), who retires by rotation and, being eligible, 6. 
Issue of Non-Convertible Debentures on Private
offers herself for re-appointment. Placement Basis

SPECIAL BUSINESS To consider and, if thought fit, to pass the following resolution
4. A
 ppointment of Mrs. Arundhati Bhattacharya as an as a Special Resolution:
Independent Director “RESOLVED THAT pursuant to the provisions of Sections 42, 71
To consider and, if thought fit, to pass the following resolution and all other applicable provisions, if any, of the Companies
as an Ordinary Resolution: Act, 2013 (‘the Act’), read with the Companies (Prospectus and
Allotment of Securities) Rules, 2014 (including any statutory
“RESOLVED THAT pursuant to the provisions of Sections 149, modification(s) or re-enactment(s) thereof for the time being in
150 and 152 read with Schedule IV and other applicable force) and subject to the provisions of the Articles of Association
provisions, if any, of the Companies Act, 2013 (‘the Act’) and the of the Company and subject to compliance with such other
Companies (Appointment and Qualification of Directors) Rules, provisions of law as may be applicable, approval of the
2014 (including any statutory modification(s) or re-enactment(s) Members be and is hereby accorded to the Board of Directors
thereof for the time being in force) and applicable provisions of of the Company (‘the Board’, which term shall include its duly
the Securities and Exchange Board of India (Listing Obligations empowered Committee(s) constituted/to be constituted by it
and Disclosure Requirements) Regulations, 2015 (‘the Listing for this purpose), to offer or invite subscriptions for secured/
Regulations’) including any amendments thereof, Mrs. Arundhati unsecured non-convertible debentures (‘Debentures’), in one
Bhattacharya (DIN: 02011213), who was appointed by the or more series/tranches, on private placement basis, on such
Board of Directors as an Additional Director of the Company terms and conditions as the Board may, from time to time,
with effect from October 25, 2018 under Section 161 of the Act determine and consider proper and most beneficial to the
and the Articles of Association of the Company and who holds Company, including as to when the Debentures be issued, the
office up to the date of this Annual General Meeting, and who consideration for the issue, utilisation of the issue proceeds and
is eligible for appointment as an Independent Director and in all matters connected therewith or incidental thereto PROVIDED
respect of whom the Company has received a Notice in writing THAT the total amount that may be so raised in the aggregate,
from a Member under Section 160 of the Act proposing her by such offer or invitation for subscriptions of the Debentures,
candidature for the office of Director, being so eligible, be and is and outstanding at any point of time, shall be within the overall
hereby appointed as an Independent Director of the Company borrowing limit as approved by the Members under Section
to hold office for a term of 5 (five) consecutive years with effect 180(1)(c) of the Act;
from October 25, 2018 to October 24, 2023.”
RESOLVED FURTHER THAT the Board be and is hereby
5. Ratification of remuneration of Cost Auditor authorised to do all such acts, deeds, matters and things as
may be necessary or expedient for or in connection with this
To consider and, if thought fit, to pass the following resolution resolution and to settle any question or difficulty that may arise
as an Ordinary Resolution: in this regard in the best interest of the Company.”
“RESOLVED THAT pursuant to the provisions of Section 148 and
all other applicable provisions, if any, of the Companies Act, NOTES:
2013 read with the Companies (Audit and Auditors) Rules, 2014 1. 
A Member entitled to attend and vote at the AGM is entitled
(including any statutory modification(s) or re-enactment(s) to appoint a proxy to attend and vote instead of himself
thereof for the time being in force), the remuneration payable and the proxy need not be a Member of the Company.
to M/s. G.R. Kulkarni & Associates, Cost Accountants, Mumbai The instrument appointing the proxy should, however, be
deposited at the Registered Office of the Company not less

Annual Report 2018-19 391


NOTICE
than forty-eight hours before the commencement of the transferred to the Investor Education and Protection Fund
AGM. (IEPF). Further, the shares in respect of dividends which
remain unclaimed for 7 consecutive years are also liable to
A person can act as proxy on behalf of members not be transferred to the demat account of the IEPF Authority. In
exceeding fifty and holding in the aggregate not more than view of this, Members/Claimants are requested to claim their
ten percent of the total share capital of the Company. A dividends from the Company, within the stipulated timeline.
Member holding more than ten percent of the total share The Members, whose unclaimed dividends/shares have
capital of the Company may appoint a single person as proxy. been transferred to IEPF, may claim the same by making an
However, such person shall not act as a proxy for any other application to the IEPF Authority in Form No. IEPF-5 available
person or shareholder. on www.iepf.gov.in. The Members/Claimants can file only one
2. Corporate Members intending to send their authorized consolidated claim in a financial year as per the IEPF Rules.
representatives to attend the AGM are requested to send to the 11. As per Regulation 40 of SEBI (Listing Obligations and Disclosure
Company a certified copy of the Board Resolution authorising Requirements), Regulations, 2015 (‘the Listing Regulations’), as
their representative to attend and vote on their behalf at the amended, securities of listed companies can be transferred only
AGM. in dematerialised form with effect from April 1, 2019, except
3. The Explanatory Statement pursuant to Section 102 of the in case of request received for transmission or transposition of
Companies Act, 2013 (‘the Act’) is annexed hereto. securities. In view of this and to eliminate all risks associated
with physical shares and for ease of portfolio management,
4. In case of joint holders attending the AGM, only such joint Members holding shares in physical form are requested to
holder who is higher in the order of names will be entitled to consider converting their holdings to dematerialized form.
vote. Members can contact the Company or its RTA, M/s. Link Intime
India Private Limited (‘Link Intime’) for the same.
5. Members are requested to bring their copy of the Annual
Report and the duly completed attendance slip to the AGM. 12. SEBI has mandated the submission of Permanent Account
Number (PAN) by every participant in securities market.
6. Relevant documents referred to in the Notice and Explanatory Members holding shares in electronic form are, therefore,
Statement are open for inspection at the Registered Office of requested to submit their PAN to the DPs with whom they
the Company on all working days (except Saturdays, Sundays maintain their demat accounts. Members holding shares in
and public holidays) between 11.00 a.m. and 1.00 p.m., upto the physical form are requested to submit their PAN to Link Intime.
date of the AGM and also at the venue during the AGM.
13. Section 72 of the Act provides for Nomination by the Members
7. The Register of Members and Transfer Books of the Company of the Company in the prescribed Form No. SH- 13. If a Member
will remain closed from Saturday, July 20, 2019 to Tuesday, desires to cancel the earlier nomination and record fresh
July 30, 2019 (both days inclusive). nomination, the Member may submit the same in Form No.
8. The final dividend for the financial year ended March 31, 2019, SH-14. Both these forms are available on the website of the
as recommended by the Board, if approved at the AGM, will be Company under the section, ‘Shareholder Services’. Members
paid on or after Tuesday, July 30, 2019, to the Members whose are requested to avail
names appear in the Company’s Register of Members on Friday, this facility.
July 19, 2019. As regards shares held in electronic form, the 14. Members holding shares in physical form in multiple folios
dividend will be payable to the ‘beneficial owners’ of the shares existing in identical order of names are requested to consolidate
whose names appear in the Statement of Beneficial Ownership such holdings into one folio, by forwarding their share
furnished by the National Securities Depository Limited (‘NSDL’) certificates to Link Intime. A consolidated share certificate will
and the Central Depository Services (India) Limited (‘CDSL’) as at be issued to such Members after making requisite changes.
the close of business hours on Friday, July 19, 2019.
15. Members who have not registered their e-mail addresses
9. Members holding shares in electronic form may please note that so far are requested to register the same for receiving all
their bank details as furnished by the respective Depositories communication including Annual Report, Notices, etc. from the
to the Company will be considered for remittance of dividend. Company electronically.
The Company or its Registrar and Transfer Agents (‘RTA’) cannot
act on any request received directly from the Members holding 16. Pursuant to Regulation 44(6) of the Listing Regulations, the
shares in electronic form for any change of bank particulars Company will be providing one-way live webcast of proceedings
or bank mandates. Members may, therefore, give instructions of AGM from 3.00 p.m. onwards on Tuesday, July 30, 2019.
regarding bank accounts in which they wish to receive dividend Members can view the proceeding of AGM by logging on to
to their Depository Participants (‘DPs’) only. the e-voting website of NSDL at https://www.evoting.nsdl.com
using their remote e-voting credentials. The link will be available
10. Members are requested to note that dividends, if not encashed in Member login where E-voting Event Number (‘EVEN’) of the
for a consecutive period of 7 years from the date of transfer Company will be displayed.
to Unpaid Dividend Account of the Company, are liable to be

392 Piramal Enterprises Limited


17. Route map giving directions to reach the venue of the 72nd Alternatively, if you are registered for NSDL eservices i.e. IDEAS,
AGM is given at the end of the Notice. you may log-in at https://eservices.nsdl.com with your existing
IDEAS login. Once you log-in to NSDL eservices after using your
18. Voting through electronic means log-in credentials, click on e-Voting and you may proceed to Step
I. Pursuant to Section 108 of the Act read with Rule 20 of 2 i.e. Cast your vote electronically.
the Companies (Management and Administration) Rules, 4. User ID details are given below:
2014 as amended from time to time and Regulation 44 of
the Listing Regulations, the Company is pleased to provide Manner of holding shares Your User ID is:
its Members the facility to exercise their right to vote on i.e. Demat (NSDL or CDSL) or
Physical
resolutions proposed to be considered at the 72nd AGM by
electronic means and has engaged the services of NSDL to a) For Members who hold 8 Character DP ID followed by 8 Digit Client ID
shares in demat account For example if your DP ID is IN300*** and
provide the facility of casting the votes by the Members
with NSDL. Client ID is 12****** then your user ID is
using an electronic voting system from a place other than IN300***12******
venue of the AGM (‘remote e-voting’). Members may cast b) For Members who hold 16 Digit Beneficiary ID
their votes through remote e-voting by logging on to the shares in demat account For example if your Beneficiary ID is
e-voting website of NSDL at https://www.evoting.nsdl.com. with CDSL. 12************** then your user ID is
12**************
II. The remote e-voting period commences on Saturday, c) For Members holding EVEN (E-voting Event Number) followed by
July 27, 2019 (9.00 a.m. IST) and ends on Monday, July 29, shares in Physical Form. Folio Number registered with the Company
2019 (5.00 p.m. IST). The remote e-voting module shall be For example if folio number is 001*** and
disabled by NSDL for voting thereafter. EVEN is 101456 then user ID is 101456001***

III. Members holding shares either in physical form or in 5. Password details are given below:
dematerialized form, as on the close of business on a) If you are already registered for e-Voting, then you can use
Tuesday, July 23, 2019, being the cut-off date, are entitled your existing password to login and cast your vote.
to vote on the Resolutions set forth in this Notice. The
voting rights of Members shall be in proportion to their b) If you are using NSDL e-Voting system for the first
shares in the paid-up equity share capital of the Company time, kindly retrieve the ‘initial password’ which was
as on the cut-off date. Any person who is not a Member as communicated to you. Upon retrieval of your ‘initial
on the cut-off date should treat this Notice for information password’, you need to enter the ‘initial password’ and the
purpose only. system will prompt you to change your password.

IV. Any person, who acquires shares of the Company and c) How to retrieve your ‘initial password’?
becomes a Member of the Company after dispatch of the
Notice and holding shares as of the cut-off date, may obtain (i) If your email ID is registered in your demat account
the login ID and password by sending a request at or with the Company, your ‘initial password’ is
[email protected] or [email protected]. communicated to you on your email ID. Kindly trace
However, if he/she is already registered with NSDL for the email sent to you from NSDL from your mailbox.
remote e-voting then he/she can use his/her existing User Open the email and open the attachment i.e. a .pdf
ID and password for casting the vote. file. Open the .pdf file. The password to open the .pdf
file is your 8 digit client ID for NSDL account, last 8
V. Mr. N.L. Bhatia, Practising Company Secretary (Membership digits of client ID for CDSL account or folio number for
No. FCS 1176) has been appointed as the Scrutinizer to shares held in physical form. The .pdf file contains your
scrutinize the remote e-voting and the voting process at the ‘User ID’ and your ‘initial password’.
AGM in a fair and transparent manner.
(ii) In case a Member receives physical copy of the
VI. The instructions for remote e-voting are as under: Notice of AGM [for members whose email IDs are not
registered with the Company/Depository Participant(s)
Step 1: Logging - in to NSDL e-Voting system: or requesting physical copy]:
1. Open web browser by typing the following URL: Initial password is provided in the below mentioned format at
https://www.evoting.nsdl.com/. the bottom of the Attendance Slip for the AGM:
2. Once the home page of e-Voting system is launched,
EVEN USER ID PASSWORD/PIN
click on the icon ‘Login’ which is available under
‘Shareholders’ Section.

3. A new screen will open. Kindly enter your User ID, your 6. If you are unable to retrieve or have not received the ‘initial
Password and the Verification Code as shown on the password’ or have forgotten your password:
screen. a) Click on ‘Forgot User Details/Password?’ (If you are holding
shares in your demat account with NSDL or CDSL) option
available on www.evoting.nsdl.com.
Annual Report 2018-19 393
NOTICE
b) Click on ‘Physical User Reset Password?’ (If you are holding five unsuccessful attempts to key in the correct password. In
shares in physical mode) option available on such an event, you will need to go through the ‘Forgot User
www.evoting.nsdl.com. Details/Password?’ or ‘Physical User Reset Password?’ option
available on www.evoting.nsdl.com to reset the password.
c) If you are still unable to retrieve the password by aforesaid
two options, kindly send a request at [email protected] 3. In case of any queries, you may refer to Frequently Asked
mentioning your demat account number/folio number, your Questions (FAQs) for Shareholders and e-voting user
PAN no., your name and your registered address. manual for Shareholders available at the download section of
www.evoting.nsdl.com or call on toll free no.: 1800-222-990 or
d) Members can also use the OTP (One Time Password) based send a request at [email protected]. Alternatively, you may
login for casting the votes on the e-Voting system of NSDL. contact Mrs. Pallavi Mhatre, Manager on 91 22 2499 4600 or
7. After entering your password, kindly tick on Agree to ‘Terms and may write to her at TradeWorld, ‘A’ Wing, 4th Floor,
Conditions’ by selecting the check box. Kamala Mills Compound, Senapati Bapat Marg, Lower Parel,
Mumbai - 400 013, Maharashtra, India.
8. Thereafter, kindly click on ‘Login’ button upon which the
E-Voting home page will open. 19. The facility for voting, either through electronic voting system
or ballot paper, shall also be made available at the venue of
Step 2: Casting your vote electronically: the AGM and the Members attending the AGM, who have not
already cast their vote by remote e-voting, may exercise their
1. On the Home page of e-Voting, click on e-Voting. Then, click on voting rights at the AGM. Members who have already cast their
Active Voting Cycles. vote by remote e-voting prior to the AGM may attend the AGM
2. After clicking on Active Voting Cycles, you will be able to see and their presence shall be counted for the purpose of quorum,
all the companies ‘EVEN’ in which you are holding shares and but shall not be entitled to cast their vote again at the AGM. A
whose voting cycle is in active status. Member can vote either by remote e-voting or at the AGM. In
case a Member votes by both the modes then the votes cast
3. Select ‘EVEN’ of the Company. through remote e-voting shall prevail and the votes cast at the
AGM shall be considered invalid.
4. Now you are ready for e-Voting as the Voting page opens.
20. The Scrutinizer shall within 48 hours of the conclusion of
5. Cast your vote by selecting appropriate options i.e. assent or the AGM, submit a consolidated Scrutinizer’s report of the
dissent, verify/modify the number of shares for which you wish votes cast in favour or against, to the Chairman of the AGM
to cast your vote and click on ‘Submit’ and also ‘Confirm’ when (‘Chairman’) or to any Director or any person authorized by the
prompted. Chairman for this purpose, who shall countersign the same.
6. Upon confirmation, the message ‘Vote cast successfully’ will be 21. The results declared along with the Scrutinizer’s Report shall be
displayed. placed on the Company’s website www.piramal.com and on the
7. You may also print the details of the votes cast by you by clicking website of NSDL https://www.evoting.nsdl.com immediately.
on the print option on the confirmation page. The Company shall simultaneously forward the results to BSE
Limited and National Stock Exchange of India Limited, where
8. Once you confirm your vote on the Resolution, you will not be the shares of the Company are listed.The Results shall also be
allowed to modify your vote. displayed on the Notice Board at the Registered Office of the
Company.
General Guidelines for shareholder
1. Institutional shareholders (i.e. other than individuals, HUF, NRI
etc.) are required to send scanned copy (PDF/JPG Format) of the Registered Office: By Order of the Board
relevant Board Resolution/Authority letter etc. with attested Piramal Ananta,
specimen signature of the duly authorized signatory(ies) who Agastya Corporate Park, Leonard D’Souza
are authorized to vote, to the Scrutinizer by e-mail to Opposite Fire Brigade, Company Secretary
[email protected] with a copy marked to [email protected]. Kamani Junction, Kurla (West), ACS No.: A7922

2. It is strongly recommended not to share your password with Mumbai – 400 070.
any other person and take utmost care to keep your password Dated: April 26, 2019
confidential. Login to the e-voting website will be disabled upon

394 Piramal Enterprises Limited


EXPLANATORY STATEMENT UNDER SECTION 102 and, therefore, recommends the Ordinary Resolution set out at Item
No. 4 of the Notice for the approval of the Members.
OF THE COMPANIES ACT, 2013
Item No. 4 Item No. 5
Appointment of Mrs. Arundhati Bhattacharya as an Independent Ratification of remuneration payable to Cost Auditors
Director The Board of Directors, on the recommendations of the Audit &
The Board of Directors, on the recommendation of Nomination and Risk Management Committee, has approved the appointment
Remuneration Committee, appointed Mrs. Arundhati Bhattacharya of M/s. G.R. Kulkarni & Associates, Cost Accountants, Mumbai
(DIN: 02011213) as an Additional Director of the Company and also (Registration No. 00168), as Cost Auditors for conducting cost audit
as an Independent Director, not liable to retire by rotation, for a term of the relevant cost records of the Company for the financial year
of 5 years i.e. from October 25, 2018 to October 24, 2023, subject ending March 31, 2020, at a remuneration of `7 Lakhs (Rupees Seven
to approval of the Members. Pursuant to the provisions of Section Lakhs only) plus taxes as applicable and reimbursement of actual
161(1) of the Companies Act, 2013 (‘the Act’) and Article 115 of the travel and out-of-pocket expenses.
Articles of Association of the Company, Mrs. Bhattacharya shall hold In accordance with Section 148 of the Companies Act, 2013 and
office up to the date of this Annual General Meeting (‘AGM’) and is Rule 14 of the Companies (Audit and Auditors) Rules, 2014, the
eligible to be appointed as an Independent Director. remuneration so payable to the Cost Auditors is required to be
The Company has received notice from a Member, under Section ratified by the members of the Company. Hence, ratification from
160 of the Act, proposing the candidature of Mrs. Bhattacharya for the Members is sought for the same.
the office of Director of the Company. None of the Directors/Key Managerial Personnel of the Company/
Mrs. Bhattacharya is not disqualified from being appointed as a their relatives are, in any way, concerned or interested, financially or
Director in terms of Section 164 of the Act and has given her consent otherwise, in this resolution.
to act as a Director. The Board recommends the Ordinary Resolution set out at
The Company has received a declaration from Mrs. Bhattacharya to Item No. 5 of the Notice for approval of the Members.
the effect that she meets the criteria of independence as prescribed
under Section 149(6) of the Act, read with Rules framed thereunder Item No. 6
and Regulation 16 of the Securities and Exchange Board of India Issue of Non-Convertible Debentures on Private Placement Basis
(Listing Obligations and Disclosure Requirements) Regulations, 2015 In terms of Sections 42 and 71 of the Companies Act, 2013 (‘the Act’)
(‘Listing Regulations’). read with Rule 14(2) of the Companies (Prospectus and Allotment of
Securities) Rules, 2014, in case an offer of or invitation to subscribe
Mrs. Bhattacharya will not be paid any remuneration other than to Non-Convertible Debentures (‘NCDs’) is made by the Company
sitting fee for attending meetings of the Board and Committees on a private placement basis, the Company is required to seek the
thereof of which she is a member/Chairperson and/or commission prior approval of its members by means of a Special Resolution, on
which may be approved by the Board of Directors and/or the an annual basis for all the offers or invitations for such debentures
Nomination and Remuneration Committee of the Board. during the year.

Mrs. Bhattacharya is not related to any Director or Key Managerial As per Circular no. SEBI/HO/DDHS/CIR/P/2018/144 dated
Personnel (‘KMP’) of the Company in any way and in the opinion November 26, 2018 issued by the Securities and Exchange Board of
of the Board of Directors, Mrs. Bhattacharya is independent of India, a Large Corporate is mandatorily required to raise at least 25%
management. of its incremental borrowing during the financial year subsequent
to the financial year in which it is identified as a Large Corporate,
The Articles of Association of the Company and a copy of the draft letter by way of issuance of debt securities as defined under SEBI (Issue
of appointment of Mrs. Bhattacharya are available for inspection at the and Listing of Debt Securities) Regulations, 2008. At the end of the
Registered Office of the Company on all working days (except Saturdays, financial year 2018-19, the Company has been identified as a Large
Sundays and public holidays), between 11.00 a.m. to 1.00 p.m., upto the Corporate and accordingly the Company is required to raise at least
date of the AGM and also at the venue during the AGM. 25% of its incremental borrowing, in the financial year 2019-20 and
Details of Mrs. Bhattacharya as required to be provided pursuant to onwards, through issuance of debt securities.
Regulation 36(3) of the Listing Regulations and SS – 2 (Secretarial Standards For the purpose of availing financial assistance (including borrowings)
on General Meetings) are provided as an Annexure to this Notice. for its business or operations, the Company may offer or invite
Except Mrs. Bhattacharya, and her relatives to the extent of their subscription to secured /unsecured NCDs on private placement
shareholding interest, if any, in the Company, none of the other basis (within the meaning of Section 42 of the Act) in one or more
Directors, KMP of the Company and their relatives are, in any way, series/tranches. Hence, the Board of Directors (‘Board’) seeks your
concerned or interested, financially or otherwise, in this resolution. approval to offer or invite subscription to NCDs, within the overall
borrowing limits as approved by the Members under Section 180(1)
The Board is of the view that Mrs. Bhattacharya's knowledge and (c) of the Act, as may be required by the Company, from time to time,
experience will be of immense benefit and value to the Company for a year.

Annual Report 2018-19 395


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

The Board recommends the Special Resolution set out at Item No. 6 of the Notice for approval of the Members.

Registered Office: By Order of the Board


Piramal Ananta,
Agastya Corporate Park, Leonard D’Souza
Opposite Fire Brigade, Company Secretary
Kamani Junction, Kurla (West), ACS No.: A7922
Mumbai – 400 070.
Dated: April 26, 2019

Details of Directors seeking appointment/re-appointment at the Annual General Meeting


(In pursuance of Regulations 26(4) and 36(3) of the Listing Regulations and Secretarial Standard on General Meetings)
Name of the Director Dr. (Mrs.) Swati A. Piramal Mrs. Arundhati Bhattacharya
Date of Birth (Age) March 28, 1956 March 18, 1956
Date of first Appointment November 20, 1997 October 25, 2018
Brief resume/expertise in Dr. (Mrs.) Swati A. Piramal is the Vice Chairperson of the Company Mrs. Arundhati Bhattacharya was the first woman to chair State
specific functional areas and a Whole-time Director. She is one of India's leading scientists Bank of India ('SBI' or 'Bank') in its 210 years history.
and industrialists, and is involved in public health and innovation. She
earned her medical degree from Mumbai University and completed Mrs. Bhattacharya has more than 40 years of rich and varied
her Master's in Public Health from the Harvard School of Public experience coupled with thorough insights of banking industry
Health. She has used her background in medicine, public health and its related technology, which not only enabled her to put her
and business to change the trajectory of healthcare, education and imprint on the Indian financial world but was also acknowledged/
public policy in India. Dr. Piramal is a member of the Dean's Advisor acclaimed globally.
to Harvard Business School & Public Health and was also member Despite SBI being a Public Sector Bank, she transformed SBI to a
of Harvard Board of Overseers (2012-2018). In addition to her other tech savvy bank, ranked above private and foreign banks. She also
commitments, Dr. Piramal is deeply committed to Corporate Social overhauled Bank’s risk structure, inculcating risk awareness at
Responsibilities activities. She is involved in projects across healthcare, every level. She has won many International Awards, recognitions
education, livelihood creation and youth empowerment. She aims to in the past viz. inclusion in Forbes and Fortune Most Powerful
resolve issues that are critical roadblocks towards unlocking India's Women’s list and Most Powerful Women in Finance list, ranking
economic potential by finding innovative solutions. She also looks amongst World's Top 100 thinkers, ranking in Fortunes Greatest
at avenues for promoting health in rural India with mobile health Leaders List, also acknowledged internationally for her Bank's
services, women's empowerment projects and supporting community employee satisfaction level. Recently she was bestowed with Life
education that create young leaders. Time Achievement Award by Financial Express Group in Best Banker
As the first woman president of India's Apex Chamber of Commerce Category.
in 90 years, she helped influence important public policies and Presently she is on the Boards of few prominent Indian Companies,
governance. She served as an adviser to the Indian Prime Minister in also offering advisory services to select Private Equity firms,
science, technology and economic policy (2006-2014). consultancy, law firms and foreign bank.
Dr. Piramal is a leader who makes a positive difference to the Indian Government has nominated her to few select Committees.
community and the world. Her contributions in innovations, new She is also on the Governing Board of IIT Kharagpur and IIM
medicines and public health services have touched thousands of lives. Sambalpur.
Her interest includes reading and travelling. She is also associated
and working with various initiatives and institutions for empowering
the challenged and the differently abled with the aim of integrating
them in our society.
Qualifications M.B.B.S.; Post graduate in English;
Masters Degree from Harvard School of Public Health; Associate Member of Indian Institute of Bankers
D.I.M, College of Physicians & Surgeons, Industrial Medicine, Bombay
Directorships held Nestle India Limited Reliance Industries Limited
in other companies Piramal Capital & Housing Finance Limited Wipro limited
(excluding foreign PHL Fininvest Private Limited Crisil Limited
companies) as on March Allergan India Private Limited Swift India Domestic Services Private Limited
31, 2019 Piramal Glass Private Limited
Piramal Management Services Private Limited
Akshar Fincom Private Limited
PEL Management Services Private Limited
Sreekovil Realty Private Limited
India Venture Advisors Private Limited
The Piramal Art Foundation
Committee position held NIL Stakeholder Relationship Committee
in other companies as on Reliance Industries Limited – Member
March 31, 2019 (Statutory Audit Committee
Committees) Wipro Limited - Member
No. of shares held 32,542 NIL

Other details such as number of meetings of the Board attended during the year, remuneration drawn and relationship with other Directors
and Key Managerial Personnel in respect of above Directors are provided in the Report on Corporate Governance, which is a part of this
Annual Report.
396 Piramal Enterprises Limited
ROUTE MAP TO THE VENUE OF THE 72ND ANNUAL GENERAL MEETING ON
TUESDAY, JULY 30, 2019 AT 3.00 P.M.

(Source : Google Maps) Y. B. Chavan Centre


General Jagannathrao Bhosale Marg,
Next to Sachivalaya Gymkhana,
Mumbai - 400 021

Annual Report 2018-19 397


398 Piramal Enterprises Limited
PIRAMAL ENTERPRISES LIMITED
CIN: L24110MH1947PLC005719
Regd. Office: Piramal Ananta, Agastya Corporate Park, Opposite Fire Brigade, Kamani Junction, LBS Marg, Kurla (West), Mumbai – 400 070
Tel No.: (91 22) 3802 3000/4000 Fax No.: (91 22) 3802 3084
Website: www.piramal.com E-mail Id: [email protected]
Share Transfer Agent: Link Intime India Pvt. Ltd., C-101, 247 Park, LBS Marg, Vikhroli (West), Mumbai - 400 083.

PROXY FORM
[Pursuant to section 105(6) of the Companies Act, 2013 and rule 19(3) of the Companies (Management and Administration) Rules, 2014]

Name of the Member(s): .......................................................................................................................................................................................................

Registered address: ................................................................................................................................................................................................................

................................................................................................................................................................................................................................................

E-mail ID: Folio No./ Client ID: D.P. ID:

1. Name: ................................................................................................................... E-mail Id: ........................................................................................

Address: ................................................................................................................
............................................................................................................................. Signature: or failing him/her

2. Name: ................................................................................................................... E-mail Id: ........................................................................................

Address: ................................................................................................................
............................................................................................................................. Signature: or failing him/her

3. Name: ................................................................................................................... E-mail Id: ........................................................................................

Address: ................................................................................................................
............................................................................................................................. Signature:
as my/our proxy to attend and vote (on a poll) for me/us and on my/our behalf at the 72nd Annual General Meeting of the Company to be held at Y. B. Chavan
Centre, General Jagannathrao Bhosale Marg, Next to Sachivalaya Gymkhana, Mumbai-400 021 at 3.00 p.m. on Tuesday, July 30, 2019 and at any adjournment
thereof in respect of such resolutions as are indicated below:

* I/We wish my above proxy (ies) to vote in the manner as indicated in the box below:
Resolution Resolutions For* Against* Abstain*
No.
1. Adoption of Audited Financial Statements (Standalone & Consolidated) and the Reports of the Directors and
Auditors thereon for the financial year ended March 31, 2019

2. Declaration of Final Dividend

3. Re-appointment of Dr. (Mrs.) Swati A. Piramal, Director who retires by rotation and being eligible, seeks
re-appointment

4. Appointment of Mrs. Arundhati Bhattacharya as an Independent Director

5. Ratification of remuneration payable to the Cost Auditors

6. Issue of Non-Convertible Debentures on Private Placement Basis

Signed this....................................day of.................................. 2019. Affix


Revenue
stamp

Signature of Shareholder

Signature of first proxy holder Signature of second proxy holder Signature of third proxy holder
* This is only optional. Please put a ‘√’ in the appropriate column against the resolutions indicated in the Box. Alternatively, you may mention the number of shares in the appropriate
column in respect of which you would like your proxy to vote. If you leave all the columns blank against any or all the resolutions, your proxy will be entitled to vote in the manner as he/
she thinks appropriate.
Notes:
1. This form of proxy in order to be effective should be duly completed and deposited at the Registered Office of the Company, not less than 48 hours before the commencement of
the Meeting.
2. A proxy need not be a member of the Company.
3. In case the appointer is a body corporate, the proxy form should be signed under its seal or be signed by an officer or an attorney duly authorized by it and an authenticated copy of
such authorisation should be attached to the proxy form.
4. A person can act as proxy on behalf of such number of Members not exceeding fifty and holding in the aggregate not more than ten percent of the total share capital of the Company.
Further, a Member holding more than ten percent, of the total share capital of the Company, may appoint a single person as proxy and such person shall not act as proxy for any other
person or Member.
5. Appointing a proxy does not prevent a member from attending the meeting in person if he so wishes.
6. In case of joint holders, the signature of any one holder will be sufficient, but names of all the joint holders should be stated.
7. Please affix Revenue Stamp before putting Signature.
8. All alterations made in the proxy form should be fully signed.
9. In case of multiple proxies, the proxy later in time shall be accepted. Annual Report 2018-19 399
400 Piramal Enterprises Limited
CORPORATE INFORMATION

THE BOARD OF DIRECTORS BANKERS


Ajay G. Piramal, Chairman Allahabad Bank
Swati A. Piramal, Vice Chairperson Australia & New Zealand Banking Group Limited
Gautam Banerjee Citibank N.A.
Keki Dadiseth HDFC Bank Limited
R. A. Mashelkar Kotak Mahindra Bank Limited
Goverdhan Mehta The Hongkong & Shanghai Banking Corporation Limited
Siddharth Mehta Yes Bank Limited
Anand Piramal Standard Chartered Bank
Nandini Piramal, Executive Director Axis Bank Limited
S. Ramadorai State Bank of India
Deepak Satwalekar ICICI Bank Limited
Vijay Shah, Executive Director Indusind Bank Limited
N. Vaghul Societe Generale
Arundhati Bhattacharya South Indian Bank
Laxmi Vilas Bank
CHIEF FINANCIAL OFFICER EXIM Bank
Vivek Valsaraj BNP Paribas Bank
Bank of Baroda
COMPANY SECRETARY
Leonard D’Souza AUDITORS
Deloitte Haskins & Sells LLP
INFORMATION FOR SHAREHOLDERS
Listing of Equity Shares on Stock Exchanges REGISTERED OFFICE
BSE Limited (Code 500302) Piramal Ananta, Agastya Corporate Park,
National Stock Exchange of India Limited (Symbol PEL) Opposite Fire Brigade, Kamani Junction,
LBS Marg, Kurla (West), Mumbai – 400 070
Registrar and Share Transfer Agent Tel.: (91 22) 3802 3000/4000
Link Intime India Private Limited Fax: (91 22) 3802 3084
C-101, 247 Park, LBS Marg, Email: [email protected]
Vikhroli (West), Mumbai – 400 083 Website: www.piramal.com
Tel.: (91 22) 4918 6000
Fax: (91 22) 4918 6060 CIN: L24110MH1947PLC005719
E-mail: [email protected]

FORWARD-LOOKING STATEMENT
In this Annual Report, we have disclosed forward-looking information to enable investors to comprehend our prospects and take investment decisions.
This report and other statements - written and oral - that we periodically make, contain forward looking statements that set out anticipated results
based on the management’s plans and assumptions. We have tried, wherever possible, to identify such statements by using words such as ‘anticipate’,
‘estimate’, ‘expect’, ‘project’, ‘intend’, ‘plan’, ‘believe’, and words of similar nature in connection with any discussion of future performance. We cannot
guarantee that these forward-looking statements will be realised, although we believe we have been prudent in our assumptions. The achievements
of results are subject to risks, uncertainties and even inaccurate assumptions. Should known or unknown risks or uncertainties materialise, or should
underlying assumptions prove inaccurate, actual results could vary materially from those anticipated, estimated or projected. Readers should keep
this in mind. We undertake no obligation to publicly update any forward-looking statement, whether as a result of new information, future events or
otherwise.

View the online version of the report at http://www.piramal.com/e-annual-report-2018-2019/


or email us at [email protected]
If you require a hard copy of this Annual Report, please write to the Company Secretary at the following address:
Piramal Ananta, Agastya Corporate Park, Opposite Fire Brigade, Kamani Junction, LBS Marg, Kurla (West), Mumbai – 400 070.
Piramal Enterprises Limited
Registered Office: Piramal Ananta, Agastya Corporate Park (Opposite Fire Brigade)
Kamani Junction, LBS Marg, Kurla (West), Mumbai - 400 070
CIN: L24110MH1947PLC005719

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