Berger 22 23
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STOCK. EXG/ AG/ 2023-24
The Corporate Relationship The Listing Department Listing Department
Department National Stock Exchange of The Calcutta Stock
BSE Limited, India Limited Exchange Ltd.
1st Floor, Exchange Plaza, 5th Floor, 7 Lyons Range,
Phiroze Jeejeebhoy Towers, Plot No.-C/1, 'G' Block, Kolkata-700001
Dalal Street, Bandra- Kurla Complex,
Mumbai - 400001 Bandra (E)
Mumbai - 400051
Scrip Code : 509480 Scrip Code: BERGEPAINT Scrip Code : 12529
Dear Sir/Madam,
Subject: Submission of Notice of the 99th Annual General Meeting (AGM) of Berger
Paints India Limited along with the Annual Report for the Financial Year
ended 31 51 March, 2023
Pursuant to Regulation 30 read with Part A (Para A) of Schedule III and Regulation 34(l)(a)
of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015 (as
amended), we hereby enclose the Notice of the 99th Annual General Meeting (' AGM') of
Berger Paints India Limited ('the Company') scheduled to be held on Friday,
11th August, 2023 at 11 A.M. (IST) through Video Conferencing or Other Audio Visual
Means and the Annual Report of the Company for Financial Year ended 3 pt March, 2023,
respectively.
The Annual Report for F.Y. 2022-23 and Notice of the 99th AGM is also uploaded on the
Company's website at https://www.bergerpaints.com/investors/annual-reports.html.
This is for your information and records.
Yours faithfully,
For BERGER PAINTS INDIA LIMITED
Encl.: a/a
BERGER PAINTS INDIA LIMITED
Berger House, 129, Park Street, Kolkata - 700 017, Phone: 2229 9724-28, 2229 6005--06, Fax: 91-33-2249 9009/9729, www.bergerpaints.com
CIN - L51434WB1923PLC004793, E-mail : [email protected]
A vibrant legacy of
Trust. Excellence. Innovation
A N N U A L R E P O R T 2 0 2 2 - 2 3
Contents Corporate Overview Notice Directors’ Report Annexures to Directors’ Report Business Responsibility & Sustainability Report Corporate Governance Report Auditor’s Report – Standalone Annual Accounts – Standalone Auditor’s Report – Consolidated Annual Accounts – Consolidated
Contents
Corporate Overview Statutory Reports
A vibrant legacy of Trust. Notice 65
Excellence. Innovation 04
Directors’ Report 88
Nurturing excellence with
stakeholder integrity 06 Annexures to the Directors’ Report
Chairman’s Message 08 Annexure I Dividend Distribution
Policy 114
Managing Director &
CEO’s Message 12 Annexure II Disclosures with Respect
to Employees Stock Option Plan/
Board of Directors 14 116
Scheme
Corporate Information 15 Annexure III Report on Corporate
Social Responsibility 119
Elevating manufacturing expertise 16
Optimising our Logistics 18 Annexure IV Particulars of Employees 123
Innovation-focused R&D 20 Annexure V Secretarial Audit Report 124
Strengthening our IT infrastructure 22 Annexure VI Secretarial Compliance
Report 127
Keeping our people at the Core 24
Strategic Marketing for Annexure VII Report Pursuant to
sustained growth 26 Section 134 (3)(m) of the Companies
Act, 2013 130
Driving Sales through innovation 29
Annexure VIII Business
Exterior painting 30 Responsibility and Sustainability
Report 132
Construction chemicals 32
Annexure IX Corporate Governance
New products introduced 34 172
Report
Digital marketing 36 To view the report online, log on to
Annexure A General Shareholders’
193 www.bergerpaints.com/investors/
Express painting by Berger Information
annual-reports
– First in India 38 Independent Auditor’s Report on
Corporate Governance 205
Our landmark projects – Prolinks 40
Annexure B Certificate of
Protecton 42 Non-Disqualification 207
Automotive-General Industrial
Coatings 46
Powder coatings 48 Financial Statements
Building stronger communities Independent Auditor’s Report-
– CSR 49 Standalone 208
Subsidiaries and Joint Ventures 50 Annual Accounts-Standalone 222
Financial highlights 52
Financial Summary-Standalone 301
Embedding sustainability in
all that we do 54 Statement of Subsidiaries/Associate
Companies/Joint Ventures 302
Independent Auditor’s Report-
Consolidated 304
Annual Accounts-Consolidated 314
Financial Summary-Consolidated 404
Depots 405
01
Contents Corporate Overview Notice Directors’ Report Annexures to Directors’ Report Business Responsibility & Sustainability Report Corporate Governance Report Auditor’s Report – Standalone Annual Accounts – Standalone Auditor’s Report – Consolidated Annual Accounts – Consolidated
Key highlights of FY 23 Growth path in period FY 01 to FY 23 (22 years)
Consolidated topline
Highest Growth in sales Growth in operating profit
H 10568 crore Revenue growth 22 times 33 times
in the listed industry space
Revenue Operating Profit
(in ₹ crore) (in ₹ crore)
Standalone turnover growth Consolidated turnover growth
22.3% 20.6%
10,568 1,487
Revenue by Protective
Coatings business
Added 8,000+
New retail touchpoints during
>₹1,000 crore
490 44
the year
Revenue of the Indian non-auto
industrial business
Added 5,200+ 2001 2023 2001 2023
New Colourbank machines
~₹1,450 crore during the year
CAGR of Revenue CAGR of Operating Profit
15% 17.4%
02 03
Contents Corporate Overview Notice Directors’ Report Annexures to Directors’ Report Business Responsibility & Sustainability Report Corporate Governance Report Auditor’s Report – Standalone Annual Accounts – Standalone Auditor’s Report – Consolidated Annual Accounts – Consolidated
A vibrant
legacy of
Trust. Excellence. Innovation
For nearly a century, our vibrant
legacy has woven a tapestry of
trust, excellence and innovation,
touching the lives of millions
of people in India and many
other geographies. It has been
an eventful journey of fabulous
innovation and dedicated
execution, crossing one
milestone after another.
We have accomplished 22x sales Supported by a conducive macro-economic
growth in 22 years and 33x operating environment, government’s emphasis
profit growth in 22 years, reinforcing on infrastructure development, youthful
our industry stature and brand demographic with aspirations, and easier
reputation. Legacy for us is not a access to credit, we are optimistic of
static word, but a call to constant amazing growth in volumes and value-
action and outreach to stakeholders added products in the coming years.
in order to build a bigger, better and
Empowered by a vibrant legacy, we are
bolder Berger Paints.
accelerating our growth trajectory with
We constantly push boundaries, revamp focus on product and process innovation,
our product offerings, strengthen our execution excellence and stakeholder trust.
capabilities, enhance our omnichannel
presence, and optimize our supply chains
with utmost efficiency. FY23 saw us surpass
the Rs 10,000-crore consolidated revenue
mark with confidence.
04 05
Contents Corporate Overview Notice Directors’ Report Annexures to Directors’ Report Business Responsibility & Sustainability Report Corporate Governance Report Auditor’s Report – Standalone Annual Accounts – Standalone Auditor’s Report – Consolidated Annual Accounts – Consolidated
Annual Report 2022-23
Nurturing excellence with stakeholder integrity
A quick
Founded in 1923, Berger Paints India Limited (hereafter look at our
referred to as Berger), has built a ‘legacy’ to become a leading
paint manufacturer in India and is one of the top 15 global
numbers
paint companies in terms of revenue. We are bringing hassle-
free home painting services that transforms every home, while
2nd 12,72,705
keeping our customers safe and comfortable.
KL-MT.
Largest paint Consented manufacturing capacity
Over the years, we have gained the trust Our corporate philosophy company in India
of our stakeholders, including suppliers,
vendors, customers, dealers, consumers,
employees and shareholders which has
served as the foundation of our long-term
partnerships, as we continue to flourish
in the dynamic paint industry.
Philosophy Vision
4th
Largest paint
184
Warehouses
With 25 manufacturing plants (including
company in Asia
plants of subsidiaries) in India, along At Berger, we believe To be the most
with two in Nepal, one each in Poland
and Russia, we ensure timely supply in driving growth admired Indian Paint
and superior quality products. Our through innovation. & Coating Solutions
pan-India presence is strengthened by company with
a robust distribution network of over
60,000 dealers and retailers and 184
stock stations, which enables us to reach
globally recognised
competencies. 7th
Largest paint
29
Paint manufacturing
customers across residential, commercial
company in World facilities worldwide
and industrial sectors.
Today, we offer a diverse portfolio of
high-quality paints for both industrial
7th
and decorative use, along with innovative Mission
solutions such as waterproofing
and express painting services. With To maximise shareholder value by
innovation at the forefront and scaling position among top 15 Global
developing and delivering innovative paint companies as per
the business to leave a lasting impression
on the world, we have made significant
and best solutions for our customers, Market Capitalisation
strides for the last couple of decades. consistently outperforming our peers
This has aided us in developing an and providing a
Dynamic &
innovative product line-up, striking
194th
the right balance between keeping
our customers happy and investors
Challenging
delighted. At Berger, we have always
position in Fortune India 500
strived to intertwine the sustainability
list for 2022
agenda into our business objectives and
(up from 200th, last year)
considered sustainability focus a key
work environment for our employees.
driver of long-term value creation.
06 07
Contents Corporate Overview Notice Directors’ Report Annexures to Directors’ Report Business Responsibility & Sustainability Report Corporate Governance Report Auditor’s Report – Standalone Annual Accounts – Standalone Auditor’s Report – Consolidated Annual Accounts – Consolidated
Annual Report 2022-23
Chairman’s Message
Dear Shareholders,
Our success in consistently meeting customer On behalf of the Board and the entire products and for new services, and have It has therefore been a matter of great pride for me to
leadership team at Berger, I am deeply been quite successful in bringing to the
expectations has been the principal reason for grateful to all of you for being a part of market a wide array of successful solutions. have presided over the three decades during which
our continued success in all these years. our transformational journey for nearly a
Given the state of the world economy and
Berger rose from being the laggard No. 5 in the Indian
century. As we reflect on Berger’s journey
across decades and its profound impact on the macro-economic environment, we paint industry to being amongst the four largest
were conscious of the need to be fiscally
India’s paints and coatings industry, we are
responsible even as we capitalised on all
paint companies in Asia and amongst the 7 largest
filled with hope, optimism and a deep sense
of responsibility to uphold the legacy. available opportunities for growth. Various decorative paint companies in the world. Together, we
measures were taken to keep operating
I have had the privilege of being a part of costs in check and to maintain our record
painted Berger’s vibrant story of growth.
this journey since 1991, when I took over as of profitable growth. This was supported by
the Chairman of Berger Paints to help chart launches of well researched and innovative
its journey to greatness. We had made a products, customer-friendly services,
commitment then to strive to meet the ever- optimised product formulations, highly that became operational in February this using it to enhance the consumer-service
evolving needs of our customers, no matter efficient supply pipeline and expanding year, is completely automated and a zero- experience. We are also convinced of the
what the challenges. This required us to distribution reach. liquid discharge plant. Many of our earlier need to further enhance the degree of
be at the vanguard of innovation, quality plants have been upgraded and retrofitted digitisation across the organisation.
assurance, and customer satisfaction in the We have witnessed phenomenal growth with newer technologies especially roof-top
industry. between 2001 and 2023, surpassing the solar power plants resulting in 66,41,152 kwh
Strengthening our brand equity
GDP growth by a good measure. However, of electricity generated through solar power
Our success in consistently meeting we have never tried to accelerate growth in FY 22-23. Berger enjoys a sizeable brand equity
customer expectations has been the by playing the price card and putting undue among Indian consumers, thanks to the
principal reason for our continued success pressure on our esteemed customers. Our distribution reach has grown
inherent customer-centricity in its core
in all these years. In this process, we have Even as revenues were galloping at 22x significantly in recent years with Berger
business values, supported by a consistent
been helped by many highly motivated in this period, our profits in the same adding over 8,000 retailers in the last
marketing outreach to its consumers.
and committed team members, who went period grew at an unprecedented rate financial year alone and continuing to add
At Berger, we recognise the need to
beyond their call of duty to prove their of 33x. This same period threw up the more every day. Today, we use a significant
continually connect with, engage, inform,
worth and emerge as the driving force challenges of demonetisation, GST and level of digitisation to drive efficiency,
educate our customers and use both
of the organisation. It has therefore been Covid. However, where others saw a crisis, optimise costs and enhance customer
traditional and new-age media to do so.
a matter of great pride for me to have we saw an opportunity. We stayed true to experience.
presided over the three decades during our organisational ethos of focusing on We attempt to tell compelling stories using
We use digital tools for project
which Berger rose from being the laggard the consumer and innovated significantly, relatable characters and curated customer
management, market reconnaissance,
No. 5 in the Indian paint industry to being putting emphasis on services and emerging experiences. Some of our brands also have
project estimation, colour selection,
amongst the four largest paint companies in product segments, and grew while celebrity influencers but these decisions are
scheduling and invoicing, including data
Asia and amongst the 7 largest decorative delivering stellar and profitable growth to very carefully taken as we are cognisant of
analytics to understand customer behaviour
paint companies in the world. Together, we our stakeholders. the need for our advertising to consistently
and market trends. In addition, Darwin Box
painted Berger’s vibrant story of growth. reflect our personality, core values and
for human resource management and O9
the unique selling propositions of our
Now coming to the big picture that Where efficiency meets excellence for supply-chain management have been
brand. Establishing a clear brand identity is
unfolded before us in FY23, the Indian among the many solutions implemented,
Kuldip Singh Dhingra We continually adopt cutting-edge important as it helps reinforce brand recall
economy has indeed weathered the global which have accelerated decision-making
Chairman technologies that improve manufacturing in the minds of consumers.
slowdown far better than many other significantly.
efficiencies and adopt environmentally
economies of comparable size and heft. At Television, print and radio have always
responsible manufacturing practices. For The use of AI-enabled solutions is quite
Berger, we kept an unwavering eye on our been an integral part of our communication
instance, our latest plant at Sandila in UP, prevalent across functions and we are also
innovation pipeline, both for launching new
08 09
Contents Corporate Overview Notice Directors’ Report Annexures to Directors’ Report Business Responsibility & Sustainability Report Corporate Governance Report Auditor’s Report – Standalone Annual Accounts – Standalone Auditor’s Report – Consolidated Annual Accounts – Consolidated
Annual Report 2022-23
Our stated mission is to maximise shareholder Painting a brighter tomorrow We are privileged to be partners in the growth story
responsibly
value by developing and delivering innovative of one of the world’s fastest growing economies. Our
Responsible growth for us encompasses
solutions for our customers, consistently outshining a wide spectrum of initiatives. In
country offers the paint industry a plethora of growth
our peers and providing a dynamic and challenging manufacturing, it involves using opportunities — from fast-growing cities and new
environment-friendly ingredients, cutting
work environment to our teams. energy usage and developing paint
urban agglomerations to affordable housing; from
recycling programmes. We also invest the vibrant automotive sector to the rapidly growing
resources in skilling and local community
arsenal. Some of our biggest successes Bolix, our Polish subsidiary, is performing development initiatives as part of our CSR
white-goods and general industrial segments.
have been with the brands Easy Clean and well after a year of hardships. The renewed obligations.
WeatherCoat Anti Dustt, both of which focus of European economies on energy blower policy, statutory and secretarial customer-centricity, backed by the strength
enjoy market leadership in their respective conservation has given us reason to Berger is well on course to achieve the audits, committees for business process of a committed workforce will ensure that
categories. The share of digital media in our be upbeat and excited by the immense standards set by global agencies in ESG. and risk management, nominations and the next century of growth will be even
plan has been gradually increasing, as is the possibilities being thrown up. The UK There has been a constant endeavour to remuneration, internal audit, share transfer, better than the first.
trend worldwide. Digital marketing spends subsidiary is also evaluating several reduce carbon emissions and increase the among others. All committees have
have risen four-fold in the last two years business strategies with encouraging generation of power through rooftop solar members with a strong domain knowledge. Our growth story in the new century
and will continue in the same trajectory. The outcomes. power plants installed at the manufacturing We have a zero-tolerance policy for ethical will therefore be marked by agility and
luxury product portfolio is being developed facilities of the Company. Afforestation compromises of any kind. Corrective action adaptability to new technologies and
using the digital route. initiatives with creation of Green Belt, is always quick and surgical. opportunities. We will double down on
Together, we shape a vibrant recycling of plastic waste, lead, chrome our efforts to ensure sustainability and
legacy and heavy metal-free products in the responsible business growth. We will
Maximising value across decorative paint segment are a few other Partnering India’s progress continue to pursue strategic expansion
geographies Berger’s most valuable asset is our
key initiatives. The usage of bio-briquette opportunities to broaden our market reach
highly motivated workforce, and we are We are privileged to be partners in the
fired thermic fluid heaters, LED lights and and build market share. Our commitment
Our stated mission is to maximise focused on attracting and retaining the growth story of one of the world’s fastest
zero liquid discharge from factories are few to customer satisfaction will extend into the
shareholder value by developing and best talent in the industry. We offer a growing economies. Our country offers
among the many sustainability initiatives next century and we will continue to deliver
delivering innovative solutions for our competitive compensation and benefits the paint industry a plethora of growth
undertaken by Berger. The policies, systems great products, personalised services and
customers, consistently outshining our package, an open, welcoming and enabling opportunities — from fast-growing
and practices at Berger are aimed at innovative solutions.
peers and providing a dynamic and work environment and excellent growth cities and new urban agglomerations
integrating sustainability into our business
challenging work environment to our teams. prospects. Now, we also have a well-staffed to affordable housing; from the vibrant I am confident that you will continue to
operations.
HR function with a strong team to drive automotive sector to the rapidly growing encourage and support all our endeavours,
Away from India, we adhere to the same our Learning & Development team; and white-goods and general industrial
A strong culture of corporate governance as we add new chapters to our vibrant
culture of innovation and competitiveness have invested substantially in training and segments. Berger Paints has the unique
also remains the cornerstone of our growth story.
in other geographies where we are present. development programmes and fostering a advantage of having an extremely strong
success story. Our Board comprises highly
We are present in Nepal, Russia, Poland and positive work culture. presence in every paint category and every Regards,
acclaimed industrialists, professionals,
through step-down subsidiaries, in the UK, market segment.
marketing and HR champions, social
France and Ukraine. Growth in the Nepal We also promote diversity and inclusion
market is closely linked to the GDP growth among our workforce, and some of our
activists, business analysts, and so on. The
FY2023-24 will mark the completion of Kuldip Singh Dhingra
governance framework covers, in addition Chairman
of the economy, which has been modest, plants have entire sections of only women a century of our operations. As we look
to compliance with Company law and rules,
but is expected to be restored in time. employees. This is an area that can towards the future, we are filled with
code of conduct, a transparent whistle
be improved further and we are firmly optimism. Our rich heritage, our single-
committed to the objective. minded focus on innovation, excellence and
10 11
Contents Corporate Overview Notice Directors’ Report Annexures to Directors’ Report Business Responsibility & Sustainability Report Corporate Governance Report Auditor’s Report – Standalone Annual Accounts – Standalone Auditor’s Report – Consolidated Annual Accounts – Consolidated
Annual Report 2022-23
Managing Director & CEO’s Message brick surface to carry out waterproofing
treatment. ‘Dampstop Duo’ and ‘Dampstop
green field projects are envisaged for the
financial year 2023-2024. It is pertinent
during the year. We have introduced a whole
range of products in this segment, along
Advanced’ can be applied by a paint brush to mention here that our new plant at with scientific waterproofing solutions.
on the surface of the wall. ‘Dampstop Duo’ is Panagarh in West Bengal is expected to
a unique product which no other Company be commissioned in 2025-26 to produce Our extensive R&D efforts empower us
While comparing Berger’s 90-year journey to deliver best-in-class and innovative
has in India today. It combines primer with industrial paints, solvent based paint and
with the last decade, the word ‘remarkable’ products to our diverse customers. We
waterproofing property and hence named construction chemicals.
may be an understatement. While the have streamlined our processes through
‘Duo’. It has 2 bar-negative waterproofing
first 90 years of Berger’s existence saw On the international business front, we faced automation and digitisation to make our
ability and is easy to apply. It can be applied
Berger clocking sales of Rs 3,346 crores, temporary hardships, owing to geopolitical business model more efficient and cost
on both interior and exterior walls to tackle
a phenomenal Rs 7,222 crores have been headwinds. However situation has started to optimised. We are also strengthening our
low to moderate dampness. ‘Dampstop
added in the last decade. Profits during the normalize gradually and we should be back brand equity by judiciously leveraging both
Advanced’ has 4 bar-negative waterproofing
90 year’s journey reached Rs. 371 crores on growth path in 23-24. We are confident of traditional and digital media.
ability that can be applied on both interior
while in the last decade Rs. 1,116 crores were achieving long-term growth, as the industry
and exterior plastered surfaces, which is
added. Market capitalization in 90 years globally remains largely attractive. Investing in a sustainable future
meant to tackle moderate to high dampness.
stood at Rs. 6,761 crores while in the last
We also introduced ‘Berger WeatherCoat As one of the most prominent industry
decade Rs. 49,328 crores were added. This A closer look at our business
Long Life 15’ for exterior walls. It comes with players, we have a responsibility towards
performance would not have been possible, segments
a 15-year performance warranty and has building a sustainable future for all. Our
without the dedication and innovative
received an excellent initial response from In our decorative business, we have ESG strategy includes environmental
capabilities of our teams, who have
the launch markets. ‘Berger WeatherCoat witnessed consistent growth both in volume conservation, upskilling and motivating
empowered Berger’s vibrant legacy every
Anti Dustt Kool’ is a unique product for and value terms, thanks to the range of our teams and supply chain partners and
step of the way.
exterior walls which comes with heat innovations that we have introduced over the supporting various communities.
reflective nano-technology. WeatherCoat years. The decorative volume growth clocked
Revisiting FY2022-23
Anti Dustt Kool’s unique formulations 17.5% while the corresponding value growth All our manufacturing units are equipped
Talking about the year under review, provide excellent protection against dust looked impressive at 22% for FY 2022-23. with rooftop solar power projects and our
FY2022-23 presented a largely volatile and heat that keeps the house brighter and The 3 year CAGR for decorative business recently commissioned Sandila plant is
business environment globally, worsened cooler for years to come. In areas which have registered a value growth of 18.2%. We are capable of running entirely on solar power
by the continued geopolitical tensions in high temperatures during most part of the building on our existing strengths, with more through a 2 MW capacity rooftop solar
Europe and high inflationary trends in both year, Anti Dustt Kool is a very good solution. than 60,000 retail touchpoints across the power plant. We have also managed to
advanced and emerging economies. We ‘Berger WeatherCoat Long Life Flexo’, is country. Several innovative products have reduce our carbon footprint of around 17,256
had to grapple with high raw material prices a great product which has a high degree been introduced during the reporting year, MT in FY 2022-23. We are working on
in the first half of the year, which gradually of elasticity and covers the hairline cracks and more are in the pipeline. various other projects such as War on Waste
normalised in the later half of the year. We on the walls and protects the walls from (WOW), the water conservation initiative
had to undertake various strategic decisions rain and dust for a long time. It is a high- I am happy to share that the protective named ‘Project JAL’, and ‘Project Stree Shakti’,
Abhijit Roy to navigate through adversity. performance exterior emulsion which comes coating business itself crossed Rs. 1,000 which demonstrate our commitment towards
Managing Director & CEO
with an 8 year performance warranty. crores in FY2022-23. We are the market sustainability and promotion of diversity and
We launched new customer propositions leader in India in this segment. We are also inclusion.
and a wide spectrum of innovative products Despite challenges, our consolidated top the market leader in the General Industrial
across every segment to keep the demand line crossed Rs 10,000 crores in 2022-2023. segment along with our wholly owned Confident steps towards the
Dear Shareholders, sentiment high. During the year under We also gained market share in India, with subsidiary, SBL Specialty Coatings Private future
review, Berger introduced products like standalone turnover growth of 22.3%, which Limited. The non-auto industrial business
I am happy to share that we are at the the paint industry. They are digitisation We expect to improve our performance
‘Silk Glamor Matt’ and ‘Silk Glamor Dazzle’ is the highest in the listed industry space. We also recorded impressive growth with a top
threshold of a historic milestone, and will be and formalisation of the economy, faster across all business segments in view of the
in the luxury emulsion interior category. expanded our retail footprint, adding 8000+ line of about Rs. 1450 crores. All industrial
soon completing a century of operations in urbanisation led by an aspirational young strong demand outlook following moderating
We launched a superior and innovative new retail touchpoints in the financial year business lines demonstrated improved
India, with the encouragement and support population, the government’s continued inflation, the prediction of a normal monsoon
version of Luxol Enamel with Superior gloss 2022-23 and installed 5200+ colour bank profitability at the operating margin level. Our
of all our esteemed customers and other emphasis on infrastructure creation and the and high credit growth in the economy.
and Xtra coverage under the brand name machines. protective and general industrial business
stakeholders. focus on sustainability.
‘Luxol PU Enamel’. The DAMPSTOP brand is likely to have a high compounded growth
On the capacity expansion front, our biggest I take this opportunity to thank all our
Over the decades, we have crafted a vibrant We view these macro tailwinds as growth with the tagline ‘No Jhanjhat, Dampstop rate, aided by the government’s continued
plant at Sandila, Uttar Pradesh commenced customers, shareholders, Board members
legacy, emerging as a leading paint company opportunities and appropriately reconfigure Fatafat’ promotes hassle-free waterproofing. focus on infrastructure creation and
commercial production in February 2023 and the larger stakeholder fraternity for their
in India, and also having operations in our business model to deliver sustainable Newly introduced, ‘Dampstop Duo’ and emphasis on ‘Make in India’.
with a 33,000 metric tonne capacity, which relentless support in our journey.
Poland, Nepal and Russia, with a revenue of value to our customers and stakeholders. It ‘Dampstop Advanced’ are ready to use
painter friendly products, which do not will manufacture products across all I must also mention here that Berger is
$1.3 billion approximately. is interesting to mention in this context that Regards,
require mixing various products at site categories. fast emerging as a significant player in the
while our consolidated revenue for 2001 was
In all these years, India’s socio- only Rs 490 crores, it stood at Rs. 10,568 and going through the masonry hassles construction chemical business. Along
We will continue to strengthen the capacity Abhijit Roy
economic landscape has evolved with crores in 2023. of conventional waterproofing where one with our subsidiary STP Ltd., we achieved
addition in existing plants, but no further Managing Director & CEO
big transformational changes impacting needs to break open the wall to reach the a revenue of approximately Rs 1,000 crores
12 13
Contents Corporate Overview Notice Directors’ Report Annexures to Directors’ Report Business Responsibility & Sustainability Report Corporate Governance Report Auditor’s Report – Standalone Annual Accounts – Standalone Auditor’s Report – Consolidated Annual Accounts – Consolidated
Annual Report 2022-23
Board of Directors Corporate Information
Audit Committee Corporate Website
Mrs Sonu Halan Bhasin (Chairperson) www.bergerpaints.com
Mr Gurbachan Singh Dhingra Feedback
Mr Pulak Chandan Prasad [email protected]
Mr Naresh Gujral CIN: L51434WB1923PLC004793
Dr Anoop Kumar Mittal
Statutory Auditor
Business Process & Risk Management Committee
S R Batliboi & Co. LLP
Mr Gurbachan Singh Dhingra (Chairman)
22, Camac Street,
Mr Abhijit Roy
Block B, 3rd Floor,
Mr Anoop Hoon
Mr Kuldip Singh Dhingra Mr Gurbachan Singh Dhingra Mr Abhijit Roy Ms Rishma Kaur
Kolkata-700016
Chairman Vice-Chairman Managing Director & CEO Mr Kanwardip Singh Dhingra
Mr Anil Bhalla Cost Auditors
Mr Kaushik Ghosh (i) N. Radhakrishnan & Co.,
11A Dover Lane, Flat B 1/34,
Corporate Social Responsibility Committee Kolkata -700029
Mr Kuldip Singh Dhingra (Chairman)
(ii) Shome & Banerjee
Mr Abhijit Roy
5A, Nurulla Doctor Lane
Ms Rishma Kaur
(West Range), 2nd floor,
Mr Kanwardip Singh Dhingra
Kolkata – 700017
Mr Anil Bhalla
Dr Anoop Kumar Mittal
Mr Arunito Ganguly Secretarial Auditor
Mr Kaushik Ghosh Anjan Kumar Roy & Co.
Company Secretaries,
Compensation & Nomination & GR 1, Gouri Bhaban,
Ms Rishma Kaur Mr Kanwardip Singh Dhingra Mrs Sonu Halan Bhasin Remuneration Committee 28A, Gurupada Halder Road,
Executive Director Executive Director Independent Director Mr Anoop Hoon (Chairman) Kolkata - 700026
Mr Kuldip Singh Dhingra
Mr Pulak Chandan Prasad Consortium Banks
Dr Anoop Kumar Mittal
Standard Chartered Bank
HSBC Ltd.
Stakeholders’ Relationship & Investor
HDFC Bank Ltd.
Grievance Committee
ICICI Bank Ltd.
Mr Gurbachan Singh Dhingra (Chairman) State Bank of India
Mr Abhijit Roy Kotak Mahindra Bank Ltd.
Mr Anoop Hoon Axis Bank Ltd.
DBS Bank Ltd.
Share Transfer Committee Yes Bank Ltd.
Mr Abhijit Roy (Chairman) JP Morgan Chase Bank, N.A.
Mr Anoop Hoon BNP Paribas
Mr Pulak Chandan Prasad Mr Naresh Gujral Dr Anoop Kumar Mittal Mr Kaushik Ghosh IndusInd Bank Ltd.
Mr Arunito Ganguly Federal Bank Ltd.
Independent Director Independent Director Independent Director RBL Bank Ltd.
The South Indian Bank Limited
Key Managerial Personnel
Mr Abhijit Roy Investor Service Centre
(Managing Director & Chief Executive Officer)
Registrar & Share Transfer Agent
Mr Kaushik Ghosh C B Management Services (P) Ltd
(Vice President & Chief Financial Officer) P-22 Bondel Road,
Mr Arunito Ganguly Kolkata 700019
(Vice President & Company Secretary) Phone: 033 4011 6700
Fax: 033 4011 6739
Registered Office Email: [email protected]
Berger House, 129 Park Street,
Kolkata 700017 Secretarial Department
Phone: 033 2229 9724-28 Berger Paints India Limited
Mr Anoop Hoon Mr Gopal Krishna Pillai Fax: 033 2227 7288 129 Park Street, Kolkata 700017
Independent Director Independent Director Telephone: 033 2229 9724-28
Fax: 033 2227 7288
Email: [email protected]
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Elevating manufacturing expertise
Our focus on introducing new
products and service propositions,
necessitates sustained
investments in enhancing our
Excess give-away (EGA) Project Paragon Project ‘JAL’ Project Sanchayan Clean to Green Digital manufacturing
manufacturing processes. To control
achieve this purpose, we ensure Along with Project Sanchayan, In-transit damages entail To reduce groundwater intake We initially launched Project Our manufacturing excellence Recognising the significance of
prudent capital allocation towards the EGA initiative strives to financial losses and affected at our factories, we launched Sanchayan, aiming to boost team have introduced a more Industry 4.0 and digitalisation
limit and regulate excess our overall costs. In response Project ‘JAL’. By reusing flushing productivity, which was environment-friendly and in manufacturing, we have
all these requirements, focusing on give aways during the filling to these concerns, ‘Project water in production, judiciously subsequently implemented cost-effective approach to use adopted best-of-breed
ensuring that these investments process. As part of this project, Paragon’ was initiated in our budgeting and installing across our subsidiaries, spanning
all product lines. The project’s
spent solvent in green way. technologies and introduced
we have implemented an supply chain. This has reduced additional tools at intake points, Introduced as clean and green an ‘Online Attendance
push the business growth automatic SCADA-based weight damage to over-shipped we have considerably lowered remarkable success has not only
washing/flushing solvent as Management System’, an
resulted in substantial cost savings
objectives forward. Committed to monitoring system at our filling volume by 53% compared our water intake. The project has
but has also demonstrated our
a new product, brought cost ‘E-compliance tracker’, and a
stations, enabling real-time to the previous year. Regular not only increased production saving along with sustainability. ‘Manufacturing Dashboard’ at
being a responsible organisation, monitoring of excess giveaways monitoring is now in place to capacities without expanding the
commitment to environmental
Further the lost distillation our factories. These digital tools
sustainability. By adopting
we have always strived diligently in each Stock Keeping sustain these improvements Effluent Treatment Plant (ETP)
alternative fuels and significantly
process of solvent distillation provide real-time insights into
Unit (SKU). By leveraging a and minimise transit damages. but also saved a substantial being replaced by Cold filling lines, production figures,
to adopt sustainable business manufacturing dashboard amount of water, sufficient to fulfil
increasing our solar power
Filtration. productivity and manufacturing
generation capacity, we have
practices across all our operations. accessible remotely, we have Reduced damage by the drinking water annual needs reduced our carbon footprint and costs, aiding informed decision-
53%
been able to reduce the overall of 2.8 crore people. During the paved the way for a greener future. making.
excess giveaway from 0.29% year under review, our overall
to 0.19% in FY23. This has also specific water consumption was Initiatives to watch out for in FY24
helped ensure compliance with Compared to last year reduced by over 35%.
legal metrology norms while To further enhance manufacturing efficiency, Efficient inventory
35%
minimising under-filling. management
we have following upcoming initiatives:
Reduction in overall specific The Materials function plays
Reimagining Grinding the production of solvent-based a crucial role in ensuring JIT
water consumption
We aim to optimise the pre- paints. By eliminating the need for arrangement, availability, and
mixing stage by modifying the ball mills, we aim to achieve ‘Zero supply of raw materials for
cowl disc to incorporate a specific Ball Mill operations for Decorative the production of an excellent
level of grinding. Retrofitting this and Topcoats Solvent Based product range. Through
modification on existing cowl paint’ in FY24, further optimising constant research and
discs will reduce batch cycle our manufacturing processes. development, and strategic
time and power consumption, buying, the Materials function
ultimately improving overall Operations clean sweep strives to procure the best
operational efficiency. An ambitious project to improve raw materials, achieve major
Mahila Sashaktikaran
machine productive time by discounts, explore alternative
Substitute of ball mill for reducing cleaning downtime and cost-effective packing
Along with our female team
decorative solvent-based and and hence the lowest change materials, improve logistics,
members, our manufacturing
top-coats over time. Working on an reduce delivery costs and time,
team is striving to bridge the
automated high-efficiency enable digitalisation by abiding
gender gap in the industry. To address the limitations of
equipment cleaning in all all applicable regulations.
By empowering women and the traditional Ball mill, Berger
extending consistent support, reactors and mixers, we hope
intends to replace all existing
we will develop female that this will increase machine
First ever International award in the Quality segment for ball mills with Basket mills for
leaders in the industry. productivity.
New Sandila (Uttar Pradesh) plant Berger Paints India at ICQCC-2022 held at Jakarta, Indonesia
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Annual Report 2022-23
Optimising our Logistics
Our focus on supply chain management has helped us streamline
our operation. We have demonstrated a strong Compounded Annual Addressing new-age supply chain
challenges: The Berger Way
Growth Rate (CAGR) of 15% by implementing customer-centric
Value creation in
initiatives. To support our objectives, we have embraced the vision strategic areas
of designing an agile, responsive and digitally enabled supply chain,
reducing dependency on manual processes. We leverage our supply chain capabilities
for strategic management of finished
Introducing new products: Post- Brand extension of commodity goods and vendor supplies, especially
pandemic, we have launched new products: To address sudden for putty products. This has resulted in
products that cater to the shifting changes in the demand mix, we increased direct dispatches to achieve
preferences of our customers. Our focused on extending our brand to scalable and cost-efficient finished goods
digitised supply chain enables the commodity products, ensuring a logistics. We also enhanced the control and
Building a reliable supply chain End-to-end supply chain Change management and smooth integration of these products timely response to evolving market sourcing efficiency of key raw materials by
digitisation best-in-class processes into our production and distribution demands. collaborating with vendors.
processes.
Supply chain digitisation helps us gain a We implemented the end-to-end digitisation We have a robust change management system.
competitive advantage by streamlining of our supply chain. This achievement set us Additionally, we have adopted innovative
processes, enhancing visibility and enabling apart as one of the few organisations that solutions and best-in-class processes across
faster decision-making. have successfully deployed an end-to-end all operational aspects, providing stakeholders
digitisation solution across sales, marketing, with near real-time visibility and a single source
procurement, logistics and manufacturing. of truth. This successful change management
Notably, the implementation was a ‘Right framework helped us to pull a very successful Focus on Warehouse
Faster introduction and scaling Warehouse stock availability and
First Time’ success, providing a strong end-to-end supply chain digitisation, in the first Management System (WMS)
of new verticals: We continued to working capital management:
foundation for further advancements. attempt, a rarity in the industry.
introduce and scale new verticals The digitised supply chain helped
such as accessories and construction optimise stock availability at To further enhance traceability and
chemical product lines, leveraging warehouses, reducing overall stock provide an improved experience to
the digitised supply chain for efficient holdings and improving working channel partners and customers, we at
planning and execution. capital management. Berger Paints, are working diligently to
implement a Warehouse Management
System (WMS) across our network.
This will enable better inventory
management and ensure smoother
operations within the warehouse
ecosystem.
Reducing slow-moving Items:
Despite having a diverse product
portfolio, we successfully reduced
slow-moving items through strategic
planning and inventory management.
Awarded at the 14th Express, Logistics & Supply Chain Leadership Awards for our robust supply chain management
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Innovation-focused R&D
Our legacy is built on trust, Our journey of innovation
excellence, and a relentless Architectural Products
spirit of innovation.
Bison Distemper, an acrylic emulsion-based distemper,
was introduced in the late 1980s. This is a cost-
Research and innovation have always been integral effective option that provides a smooth finish. It rapidly
to our growth. In 1976, we became the first paint gained popularity due to its matte texture, easy brush
company in India to be recognised by the Department ability and wide shade range.
of Scientific and Industrial Research, Government of
India, for our commitment to scientific advancement. Our range of interior wall finishes was further
Over the years, we have pioneered the industry by expanded to include matt, semi-gloss, and glossy
providing solutions tailored to customer needs, which options. In the 1990s, we introduced Easy Clean, a
include the base tinting system, easy clean wall highly washable product, and replaced traditional
paint, easy clean fresh, waterproof putty and express cement-based powder paint with durable acrylic
painting service. emulsion-based exterior paints. These paints exhibited
good resistance to microbial growth, leading to a
briefer painting cycle.
Even today, we continue to introduce innovative
products such as WeatherCoat Anti-Dustt, which
keeps buildings clean, and WeatherCoat Long Life,
which has a life expectancy of 7 to 15 years. Our
flagship product, Luxol High Gloss, paved the way for
Luxol Extra, a tintable enamel, and later Luxol PU, a
polyurethane-based enamel. We created eco-friendly
water-based products with considerably less odour
and fewer volatile organic compounds (VOCs). New
products have also been introduced in the industrial
product line which has been discussed later.
Awards won in the Indian Paint Association Technical Paper It is not only
Competition, Goa. Won 2 research-related awards out of 3 which
reflects the high level of ongoing Research Work. Also won the 1st prize
the innovation
in the Review category. accomplishment
but the legacy of
continual improvement
to meet demanding
applications that have
resulted in building the
trust of the customers
and stakeholders over
the years.
Corporate R&D Centre, Howrah
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Annual Report 2022-23
Strengthening our IT infrastructure Towards achieving
automation, we have:
Implemented
We understand 100% DarwinBox
the criticality of (Human Resource Management System)
information security
and are dedicated Adopted
to safeguarding our o9 solutions
business-critical data (Supply Chain Planning)
against unauthorised
Introduced
access. Our
management team, FMS (Facility Management Service)
across all locations to improve user experience
along with department and enhanced service level
heads, drives initiatives
Big CIO 100 Leaders Award
aimed at ensuring a rigid
cybersecurity framework Software Defined Wide Area Network (SDWAN)
at the organisation. We have embraced the SDWAN (Software Defined Wide Area Network) technology, which has rapidly become a staple in enterprise
By leveraging cutting- networks. It allows for efficient and dynamic load sharing across multiple WAN connections, resulting in reduced costs and complexities. By
edge technologies, leveraging software-defined networking (SDN) principles, SDWAN creates virtual overlays and aggregates multiple transport methods, such
as MPLS, broadband internet or ILL. This approach eliminates single points of failure within the network, automatically rerouting traffic over
we exemplify our backup links without disrupting application sessions. SDWAN also improves application availability and user experiences by load-balancing
commitment to preserve traffic across last-mile connections, ensuring optimal network performance and eliminating potential bottlenecks.
the confidentiality and
integrity of data. Managed Detection and Response Migrating Oracle eBusiness Suite Implementing Integrated WMS
(MDR) Solution to the Cloud and ASRS
To protect sensitive business-critical At Berger Paints, we have embarked on To optimise our warehouse operations,
information and establish a secure a journey of digital transformation by we have implemented an integrated
ecosystem, we have implemented a migrating our Oracle eBusiness Suite from Warehouse Management System (WMS)
Managed Detection and Response traditional on-premises servers to the across selected plants and depots. This
(MDR) solution which enable continuous Cloud Server, specifically Oracle Cloud system is seamlessly integrated with
monitoring and governance of our network. Infrastructure (OCI). We leverage the latest an Automatic Storage and Retrieval
By partnering with industry-leading security Oracle cloud technologies for consistent System (ASRS), streamlining inventory
firms, CrowdStrike and SentinelOne, we performance and enhanced features. management processes and enhancing
enhance the skills of our cyber-security Cloud computing enables us to remotely efficiency. By automating key aspects of
professionals who vigilantly protect our access applications, store data and warehouse operations, we have achieved
digital assets against internal and external perform tasks, using remote servers and improved inventory accuracy, lower manual
threats. The implementation of MDR is one infrastructure provided by a cloud service errors, and timely order fulfilment, thereby
of our largest information security projects provider. This eliminates the need for on- delivering an enhanced user experience
and underscores our focus on stringent premises infrastructure and utilises scalable and governance through Service Level
data security. resources and distributed computing via the Agreement (SLA) adherence.
Internet.
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Annual Report 2022-23
Keeping our people at the Core
Human resource
At Berger, we understand that culture and employee experiences are the 3. Our Cultural Pillars
true differentiators in a competitive operating environment. By fostering At Berger, we have identified four cultural pillars that guide our behaviours and actions and help us deliver superlative performance:
a culture of growth, nurturing talent from within, and prioritising
employee development, we are creating a formidable workforce. We
believe that our focus on agility, expertise and a seamless employee
experience is the key to our long-term success.
Open and non- Humble and Autonomy and Agile and Process Driven
Hierarchical compassionate experimentation
1. Nurturing talent from within
We promote an open and We believe in cultivating We encourage autonomy Our organisation values
inclusive work environment a culture of humility and provide our team agility and realises the
One of our core strategies is harnessing
that encourages and compassion, members with the freedom significance of structured
talent internally, resulting in a majority of
collaboration and values prioritising empathy and to explore new ideas and processes.
our business leaders being homegrown
diverse perspectives. understanding and we help experiment with different
professionals who have played instrumental
one another succeed. approaches.
roles in our organisation’s success. We
believe in providing growth opportunities
and creating an environment where
individuals can realise their full potential.
Innovation Build and Business
Result
and Change Develop Acumen Curiosity
Orientation
Talent
2. Our people agenda Stree Shakti
Being agile and challenging the Deepening Expertise and Enhancing Streamlining HR processes for improved
status quo Capability employee experience
We encourage our personnel to embrace As we are committed to supporting the Recognising the importance of a positive 4. Building a Strong Leadership Pipeline 5. Creating a future-fit organisation
agility and challenge conventional thinking. growth of our talent pool, we implement employee experience, we streamline
By fostering a culture of innovation and targeted initiatives to enhance their our HR processes and leverage our Through our Campus Engagement initiatives, we aim to Our vision for the future is centred around building a
continuous improvement, we strive to capabilities. This helps ensure that they are fully adopted digitalised HRMS system. develop a robust leadership pipeline. These include the future-fit organisation. To achieve this objective, we
stay ahead in a rapidly evolving business equipped with the skills required to excel This has digitalised the entire employee Summer Internship Programme and the Future Leaders offer structured and immersive learning opportunities to
environment. in their roles. lifecycle management, from hiring to exit, Acceleration and Management Excellence (FLAME) enhance leadership capabilities for our ‘Dronacharyas’
delivering a seamless experience for our programme for Management Trainees. (Leaders) and ‘TopGuns’ (KeyTalent).
workforce.
Building
Capability Diversity
Employee
Digitalisation and and
relations
Succession inclusion
*Enhancing speed and *Future-ready *Fair and firm approach *Stree Shakti
experience
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Strategic Marketing for sustained growth
At Berger, we employ various techniques to promote
our brand. We engage in TV marketing and have brand
ambassadors in place to enhance our customer outreach and Engagement with
drive sales. Our marketing strategy also draws consumers in stakeholders
with products and services which cater to their requirements
We have initiated extensive
creating an emotional connection between the Company training programmes and
and the customer. As part of our marketing strategy, we also skill enhancement initiatives
for applicators, ensuring they
launch several targeted ad campaigns to showcase our newer deliver top-notch services
and innovative products. leveraging our products. We
collaborate with contractors
to explore new decorative
painting alternatives,
encouraging their involvement
Decorative marketing
in product development
With a customer-centric and maintaining a strong
approach at our core, we relationship.
continuously push the
boundaries of what is possible,
introducing innovative
products and services that
meet customer expectations.
By embracing evolving market
dynamics and engaging with
stakeholders, we strive to build
on our legacy and capture
the imagination of the new
generation, solidifying our
position as a trusted provider of
high-quality decorative paints.
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Driving Sales through innovation
Recognition and achievements
With a focus on trust, excellence and innovation, we at
Our pursuit of excellence has not gone Berger, have consistently delivered double-digit growth in
unnoticed, as we have received numerous
profit and revenue. With a robust distribution network and a
accolades for our dedication to safety,
quality maintenance, production and nimble sales force, we have garnered customer loyalty and
system improvements. These external
set new industry benchmarks.
recognitions affirm Berger Paints’
commitment to delivering excellence
and provide further motivation for
continuous improvement. In addition, our
Building trust through quality A Strong and Agile sales force Pioneering D2C (Direct-to-
communication efforts have been highly
products and visionary leadership Consumer) initiatives
regarded, with positive testimonials and
feedback from customers and applicators Our sales force plays a pivotal role in driving
that reinforce the trust and innovation in Our enduring success can be attributed our growth. With over 1,000 dedicated on- We have made significant strides in the
our offerings. to our superior-quality products and roll sales personnel and an additional 2,000 D2C painting business. With initiatives
distinguished leadership. We have a diverse off-roll employees, the sales team ensures a like the ‘Express Painting Service’ and
portfolio of world-class products that have strong on-ground presence. In line with our a range of superior products, we have
acquired widespread recognition. Guided focus on driving digitisation, we equip our established ourselves as an industry leader.
by visionary leaders, we have maintained sales force with advanced digital tools and Our operational excellence and innovative
our position as a market leader for decades. track their performance using intelligent approach have facilitated the establishment
dashboards. Training programmes have of company-operated stores, revolutionising
also been enhanced to encompass the retail experience.
managerial skills, empowering the sales
Expanding Network and Growing
force to handle teams effectively.
Strength
1,000+
We have developed an extensive network
of dealers and retailers, having over 60,000
touchpoints across the country. This robust
Services On-roll sales personnel
network has experienced remarkable
growth , expanding by nearly 20% in the
2,000+
previous 3 years. Our impressive revenue
For us at Berger, innovation extends
growth of 23% in the last year further
beyond products, it is all about the painting
demonstrates our market strength, even
experience. Therefore, we have implemented Contractual sales personnel
in the face of challenging circumstances.
a range of services to enhance the customer
Despite the impact of the COVID-19
experience. Over the years, we have
184
pandemic, we achieved a remarkable 18%
introduced various service programmes,
growth in the last 3 years reinforcing our
starting with the colour consultancy
resilience and brand value.
advisory service in the early 90s, followed
60,000+
by comprehensive home painting solution Warehouses
in 2002. In 2015, we launched Express
Painting, a faster and cleaner approach to
delivering turnkey painting projects which Touchpoints
evolved to faster, cleaner and safer painting
during the pandemic. These services not
only boost customer satisfaction but also
demonstrate our commitment to continuous
improvement.
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Annual Report 2022-23
Exterior painting
By meeting customer needs, Excellence: uncompromising Innovation: uniqueness and Trust: fulfilling customer needs
delivering exceptional quality and value for money differentiation and ensuring quality delivery
quality and offering unique Excellence in product quality is another By constantly pushing the boundaries of We place immense importance on trust
features, we have nurtured fundamental aspect of our approach. We
ensure that our exterior paint products
creativity and functionality, we ensure that
our exterior paint products stand out in the
when developing our exterior paint
products. Understanding the customer’s
an enduring bond of trust deliver value for money to customers. market. Our commitment to innovation is needs and addressing any gaps in the
with our customers. With a By using high-quality materials and
incorporating advanced technologies, we
evident in the launch of new and innovative
products, such as Weathercoat Long Life
market is a primary objective. The products
are designed to perform optimally, ensuring
deep understanding of the create products that meet stringent quality 15. This exterior emulsion provides a 15-year a positive user experience and fostering
diverse requirements of the standards. The emphasis on excellence
extends to the exterior category, where
warranty, covering hairline cracks and
offers protection from rain. The inclusion of
customer loyalty. Our focus is on developing
exterior paints that protect surfaces,
Indian market, we strategically we address specific concerns such as silicon and PU additives further enhances enhance aesthetics and offer long-lasting
develop our products to protection from rain, heat and dust along
with growth of moss and algae.
the protection and durability of the painted
surface.
durability.
cater to evolving customer
preferences.
WeatherCoat Longlife 10: WeatherCoat Longlife
10 is engineered using PU & Silicon Technology.
Silicon provides excellent protection against
extreme rain, growth of fungus and algae. PU
provides strength and sheen to the paint film.
Positioned on the durability platform, Longlife 10
comes with a 10-year performance warranty
WeatherCoat Longlife Flexo : WeatherCoat Long
Life Flexo is a high-performance exterior paint with
elastomeric properties that help cover hairline cracks
on your exterior walls, and silicon additives help protect
from heavy rains. It has superior dust pick-up resistance
and comes with an eight-year performance warranty
Geographical specificity: meeting
diverse Indian customer needs
We realise the unique requirements of the Indian
market, which can vary geographically. In keeping with
this, we strategically design our products to cater to
specific needs in different regions. India today has a lot
of environmental dust owing to development activities.
We also saw a rapid increase in the urban heat
phenomenon. To tackle these issues, we offer products
like WeatherCoat Anti Dustt Kool. This exterior paint not
only provides dust pickup resistance but also cools the
surface, reducing energy consumption and having a
positive impact on the environment.
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Construction chemicals Construction chemicals:
pioneering innovation in
waterproofing
Under the construction chemicals division, pressures upto four bars. We have launched
We have achieved remarkable success in the construction chemicals and we have introduced innovative products Damstop Advanced across the country,
that offer effective waterproofing solutions. solidifying our reputation as a leader in the
decorative projects sectors. By introducing ground-breaking products like Damstop Advanced, a unique offering, has construction chemicals market. Additionally,
Damstop Duo we have simplified waterproofing processes and delivered simplified the process of waterproofing. we introduced Damstop Duo, a product
By eliminating the need to remove the that combines waterproofing and priming,
exceptional performance. We have introduced Brushable Polyurea under plaster and enabling direct application, further demonstrating our commitment
the brand name of ULTRASEAL BA, spray-applied Polyurea under the Damstop Advanced saves time and effort.
This product performs exceptionally well
to simplifying application processes and
enhancing customer convenience.
brand name of ULTRASEAL MP500, and solvent-based PU coating under and has the ability to withstand negative bar
the brand name of PU ELASTOSEAL. Trust as the foundation for
Decorative projects: Focusing growth
on profitable growth and
digitalisation Our sustained growth in both divisions
(Construction Chemicals and Prolinks)
In the decorative project division, known can be attributed to the trust we have
as Prolinks, we have achieved impressive earned from customers, applicators, and
growth, recording a 32% increase in stakeholders. Through our consistent
business. With a strategic approach, we delivery of promises and commitment
have identified the repainting vertical as a to quality, we have nurtured enduring
key focus area. relationships. The success of brands like
Home Shield, which has grown from a
This profitable segment has prompted us modest start to revenue of approximately
to undertake extensive digitalisation efforts INR 700 crore, demonstrates the trust
The Construction in the B2B space. By leveraging technology and loyalty customers have placed in
Chemical and embracing digital platforms, we aim Berger Paints. Moreover, our construction
chemicals division, with a CAGR exceeding
business along to enhance customer engagement and
25%, is a testament to the trust it enjoys
streamline operations in the repainting
with STP Ltd vertical. among applicators and customers alike.
business crossed
Berger Paints India emerged as the winner in Best Innovation in Paints & Coatings Awards category at
₹1,000
6th BAM Award (Builder, Architect & Buliding Materials) concluded on 15th October 2022, at Mumbai
for its innovative Home Shield category crore
during the year
A STP Ltd product
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New products introduced
WEATHERCOAT LONG LIFE 15 DAMSTOP DUO PU ELASTOSEAL PU ENAMEL
Weathercoat Longlife 15, India’s
most technologically advanced
exterior emulsion, is engineered
Primer with inbuilt
as the amalgamation of Silicon
waterproofing. Its nano Pure polyurethane coating for
& PU chemistry to provide
silicon technology protects the roof, podium, roof garden,
superior protection against Luxol PU Enamel is a
extreme weather conditions. damp both in interior and swimming pool and sunken area superior quality enamel
As the name suggests, the exterior. It comes with 2 waterproofing. It is available both in formulated with special
super performance exterior years interior and 3 years one-pack and two-pack systems. Polyurathane resin to give
coating comes with 15 years of exterior waterproofing It offers 10 years waterproofing long lasting glossy fininsh
warranty. warranty. warranty. with superior coverage
DAMPSTOP ADVANCED EPOXY TILE GROUT MASKING FILM GLAMOR DAZZLE
An excellent interior waterproofing,
it blocks the porosities of
the substrate through partial
penetration coupled with
controlled film formation on the
High-performance tile grout
substrate surface. Dampstop
advanced nano additives in the with excellent waterproofing A super luxury emulsion
emulsion act as pore blocker ability. It is available both in Berger Masking Film is a high with super sheen,
and impart hydrophobicity to the two packs and three packs density non-porous film used to excellent washability
substrate, making the substrate system. It offers number of protect surfaces against any paint and enhanced
watertight. colour shades as well. job or wood work activities durability.
RANGOLI RICH MATT WEATHERCOAT ANTI DUSTT KOOL
RISING DAMPSTOP ULTRA SEAL B.A.
India’s most popular dust-
repellent paint now comes
with heat-reflective nano-
1st time in India, a perfect Brush applied polyurea coating for roof, tech. WeatherCoat Anti
solution for rising damp in podium, roof garden, swimming pool Dustt’s unique formulation
individual houses. It is easy and sunken area waterproofing. Highly provides excellent
to apply and protect rising effective, easy to apply and comes with A premium acrylic emulsion protection against dust and
damp effectively. 10 years waterproofing warranty. It has with 100% matt finish along heat that keeps your house
very high tensile strength and abrasion with superior whiteness, brighter and cooler for years
resistance. hiding and coverage. to come.
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Digital marketing
Transformation of the corporate
We are focusing on employing digital technologies and innovations website
to enhance customer experiences, streamline operations and drive
sustained growth. Our next steps involve implementing and scaling
11 Lakhs+
To create a more agile and customer-centric providing colour ideas and inspiration to
digital storefront, we are transforming consumers. It will also cater to the needs
these initiatives, tracking their performance and exploring new our corporate website. The new website of all stakeholders, B2B clients and enable
opportunities for further development and transformation. will offer a better user interface (UI) personalised user journeys. Berger Paint’s website average monthly
and user experience (UX), along with traffic
Focus on innovation and Introduction of a digital CRM Launch of the ‘Berger My Colour’
enablement application
We are working on implementing a digital Successful digital campaigns
We have prioritised innovation and customer relationship management Use Berger My Colour to visualise your
enablement, aiming to provide a better (CRM) system. This system will help unify homes with AI. See, sense and experience
experience for consumers. We have our various applications, improve lead your walls and your rooms in fresh colours We executed several digital campaigns to
extended our digital transformation efforts management, enable data-driven decision- and textures. Play with colours in a whole celebrate Father’s Day and Mother’s Day.
to the B2B enterprise segments and are making, automate marketing activities new way. Experience virtually. Surprise To connect with mothers and promote
using digital tools to engage and expand and strengthen customer and partner yourself. Help yourself to a virtual ‘blueprint’ innovative products such as the ‘Easy
our relationships with new Partners and relationships. before you finally decide. See, sense and Clean’ paint, we have leveraged influencer
Stakeholders. experience your walls and your rooms. marketing and community marketing.
Digitalisation of commerce 30 Lakhs+
Views garnered by our digital campaigns
We launched the ‘e-Sambandh’ application, which was initially targeted at contractors on youtube
but has now been extended to interior designers, architects and IT experts. This B2B2C Normalising Paternity Leave - Father’s Day 2022
commerce initiative aims to enhance the customer experience and offer personalised https://www.youtube.com/watch?v=iPvZ00nYXQ8
offerings.
Berger Easy Clean, ‘No Daag No Tension’ Celebrating the true shades of strengths - Father’s Day 2023
https://www.youtube.com/watch?v=JCSpjpyU_L4
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Contents Corporate Overview Notice Directors’ Report Annexures to Directors’ Report Business Responsibility & Sustainability Report Corporate Governance Report Auditor’s Report – Standalone Annual Accounts – Standalone Auditor’s Report – Consolidated Annual Accounts – Consolidated
Annual Report 2022-23
Express painting by Berger - First in India Time-saving and efficient painting techniques Commitment to superior quality
We have made improvements to make the process of painting more The success of Express Painting can be attributed to our reputation
Express Painting has redefined the painting industry efficient and effective by introducing advanced tools and equipment. for consistently delivering exceptional products and services. Over
with its innovative techniques, superior quality, and By introducing these advanced tools, equipment and techniques, we the years, we have established ourselves as a trusted brand known
have been able to substantially reduce the time it takes to complete for excellence in the industry. One of the key factors contributing
customer-centric approach. The immense trust a painting project. This not only saves time and effort for the painter to our success is our commitment to incorporating cutting-edge
and loyalty consumers place in Express Painting but also allows for quicker turnaround times, which is beneficial in techniques in our painting process. We stay up-to-date with the
commercial or professional settings. Additionally, it helps deliver a latest advancements in the field to provide our customers with the
is a testament to our commitment to excellence, flawless and professional finish, enhancing the overall quality and most efficient and effective painting solutions available.
reliability, and customer satisfaction. With time- appearance of the painted surfaces.
saving techniques, superior quality, a customer-
centric approach, and a dedication to continuous
innovation, it has become the go-to choice for
consumers seeking a hassle-free and top-notch
painting experience.
Express Painting was innovated and launched by Berger Paints in 2015
as the country’s first painting service for consumers offering at-home
consultancy, trained painter workforce using time-saving, productivity-
enhancing mechanised tools, site supervision and a 365-day Help Desk.
Today we offer our services to customers in more than 500 towns across
the country reaching out to close to 2,50,000 homes in the FY 23 fiscal. We
Customer-centric approach Embracing innovation
are also grateful that our customers have given us a 95% satisfaction rating.
We have adopted a customer-centric approach to address the We understand the importance of the ever-changing needs and
challenges and stress associated with painting and prioritize our preferences of consumers. To meet these demands, we have made
customers’ needs. We have assembled a dedicated team of trained it a priority to continuously evolve and adapt to the changes by
painting professionals who have a genuine understanding of customer embracing the latest technological advancements in the painting
requirements and deliver the best possible painting experience. With industry. As a result, we have been able to streamline and optimize
their expertise and unwavering, we guarantee that every customer will our painting procedures with the introduction of these cutting-edge
enjoy a stress-free and pleasant painting experience that exceeds their technologies.
expectations.
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Contents Corporate Overview Notice Directors’ Report Annexures to Directors’ Report Business Responsibility & Sustainability Report Corporate Governance Report Auditor’s Report – Standalone Annual Accounts – Standalone Auditor’s Report – Consolidated Annual Accounts – Consolidated
Annual Report 2022-23
Our landmark projects - Prolinks
Fresh Painting Sites Repainting Sites
Highland Park
Kolkata
Brigade Orchard Casa Grand Cresendo
Bangalore Chennai
Ekta Flora
Kolkata
Ireo Grand Arc
Sector 58, Gurugram
Medanta Hospital Indian Institute of Management (IIM) Ashiana Rangoli Garden
Lucknow Nagpur Jaipur, Rajasthan
DD City Gate and DD Mohan Altizza Tata Avinidta
Pradhan Mantri Awas Yojana - Bada Bagarda Majestic Mount Kalyan West Kolkata Clover Apartment Drewberry CHS Alpha Gurgaon One
Indore Kottayam, Kerala Cuff Parade,Mumbai Thane Sector 22, Gurugram
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Contents Corporate Overview Notice Directors’ Report Annexures to Directors’ Report Business Responsibility & Sustainability Report Corporate Governance Report Auditor’s Report – Standalone Annual Accounts – Standalone Auditor’s Report – Consolidated Annual Accounts – Consolidated
Annual Report 2022-23
Protecton
Driving Innovation and
Sustainability
To maintain our vibrant legacy, we place
a strong emphasis on driving innovation.
Recognising that customers gravitate
Being a LEADER in this segment in India, we offer towards unique offerings, we continuously
explore new processes, products, and
a wide range of coating solutions tailored to various services. By adopting a collaborative and
industry segments, including oil refineries, power customer-centric approach, we have not
only established ourselves as a trusted
plants, railway coaches, bridges and highly durable brand but have also made substantial
floor coatings. Each application presents unique contributions to sustainability. Our
dedication to reducing carbon footprints
complexities that demand bespoke formulations and promoting the principles of reducing,
to meet specific performance requirements thus reusing, and recycling further reinforces our
commitment to a greener future. Customers
making Berger Protecton No. 1 in India. continue to patronize Berger for our plant
specific corrosion mitigation coating
solutions that reduces the need for frequent
Building Trust and Driving Excellence Collaboration, Communication, and Co-Creation painting during maintenance and ultimately Epilux 45 ZNPH, a Universal Primer used in this project is a special anti-corrosive base coat
ensures sustainability by protecting which is recommended for a variety of substrates and in this coating system, we have a high
At the heart of Berger Paints’ vibrant legacy is a foundation built on We actively seek partnerships and collaborations, whether with Industrial Infrastructural assets. gloss Bergerthane as a topcoat.
trust. Our success is a testament to the trust bestowed upon us by international entities, esteemed institutes like IITs, CSIR, CECRI or
customers, management, and our dedicated team. This trust serves our own robust research and development (R&D) division. Through
as the driving force behind our pursuit of excellence. With a resolute such collaborations, we harness the power of collective expertise
belief in the power of thought and action, we embrace a ‘can-do’ to develop innovative solutions tailored to customers’ unique
mindset and a spirit of never giving up. This mindset has propelled requirements. The mantra of collaboration, communication, and
Berger Paints to achieve remarkable milestones, including crossing co-creation enables us to offer customised products, timely delivery,
the milestone of ₹1,000 crore in less than four years with the efforts and competitive pricing, fostering a deep sense of awareness and
of a focused team of 150 individuals. customer satisfaction.
Most corrosive zone in the Indian
peninsula and the crucial rail bridge at
Pamban is being protected with Berger’s
Epilux 45 ZNPH (Anti-corrosive primer)
and top coated with Berger Acrylic Poly
Siloxane to give excellent colour and
Award at Rail Analysis Innovation & Excellence gloss retention. It’s a pride of Berger
Summit 2023. The prestigious honour was in for being the only choice supplier for
Epilux 13 LB primer is a proprietary technology of a low dry film All pipelines, caustic vessel, filter vessel in refinery are coated with recognition of Berger’s “Achievement in Cleaning, protecting the entire 4,700 MT of steel
thickness offering exceptional anti-corrosive property even for an high performance surface tolerant epoxy PROTECTOMASTIC Painting, Coating Solutions for Coaches used in the construction of this iconic sea
aggressive chemical industry and the key performance contributor system with BERGERTHANE as topcoat. bridge of INDIA.
in the coating system.
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Contents Corporate Overview Notice Directors’ Report Annexures to Directors’ Report Business Responsibility & Sustainability Report Corporate Governance Report Auditor’s Report – Standalone Annual Accounts – Standalone Auditor’s Report – Consolidated Annual Accounts – Consolidated
Annual Report 2022-23
Protecton - Made in India products
using cutting-edge technology
BR Fluorothane Coating system BR Thermo indicative paint Luxurea BA
Technological Superiority Technological Superiority Technological Superiority
An important landmark achievement is A single pack modified silicon resin based A very novel two-component hybrid polyurea
design and installation of acid resistant novel functional coating for visual identification coating combining the properties of high-end
coatings as required by RDSO for the of uncontrolled temperature rises and internal technology of polyurea chemistry with the
Vande Bharath Bogie painted as per insulation failure. simplicity of application by using brush application
JIS specification. These bogies are for giving great performance as a waterproofing
subjected to high acidic content caused The thermo indicative paint shall exhibit a colour liquid membrane with superior mechanical,
by microbial attack which erupts from change in response to temperature increase to help chemical, thermal properties.
the effluents splashed from the toilet take preventive measure .
of coaches. The frame structure has to It is based on elastomeric polyurea hybrid
The colour initially as green and will change to blue chemistry cured with mixed aromatic and aliphatic
be protected and the coating system
when the temperature rises to 200oC, and then to hardener.
comprising of an epoxy primer as per
white at 400oC at those spots where the hike in
RDSO PCN 123 followed by fluoro
temperature shoots up even once. With excellent Tensile Strength (5-7 MPa),
polymer finish as per JIS 5359 has
Elongation (300 -400%) and Hardness (80-85
passed critical tests in concentrated This helps in identifying process changes and Shore A), we find this simple solution to most
solutions of sulphuric acids as well for correction to ensure quality in production. Ideally perennial waterproofing issues found in flat roofs,
abrasion and weathering. used over reaction vessel on chemical and balconies, under thermal insulation boards on flat
petrochemical plants as a one-time warning of roofs, construction works such as highways, bridge
temperature spike. decks, tunnels, foundations.
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Contents Corporate Overview Notice Directors’ Report Annexures to Directors’ Report Business Responsibility & Sustainability Report Corporate Governance Report Auditor’s Report – Standalone Annual Accounts – Standalone Auditor’s Report – Consolidated Annual Accounts – Consolidated
Annual Report 2022-23
Automotive-General Industrial Coatings General Industrial Coatings
A LEADER in India along with SBL Specialty Coatings Private Limited's
GI segment
Our product innovation extends to the automotive and general industrial (GI)
industry. We have replaced multicoat application systems with mono-coat SEGMENT 1 SEGMENT 2
applications and high-temperature baking schedules with environment-friendly, Barrel: Customised colour in Polyester / TSA finish for better colour Agricultural equipment’s & heavy machinery: High build PU
retention & mechanical strength with excellent gloss, Hiding & anti paint, alkyd paint & TSA paint with excellent colour retention, high
energy-efficient lower baking systems. Moreover, we offer a diverse range of bleeding properties abrasion resistance properties & mechanical strength
metallic and non-metallic shades, which sets our brand apart.
Key benefits Key benefits
• Thermosetting paint system with robotic application friendly • Flexible paint system with high scratch resistance
product
• Excellent salt spray resistance at hares environment
Automotive Coatings
• Flexible system with high scratch resistance
• High solid paint to give better covering
• Build up DFT with single coat application.
• Excellent weathering resistance
CED Coating Commercial vehicle/ heavy 2 Wheelers • Colour consistency with variable DFT
construction equipment • Air-drying system with good adhesion on surface
• technology with high crosslink to give better chemical resistance
Long lasting, high corrosion resistant, Polyester, polyurethane and epoxy-based New-gen colour and excellent
water-based (eco-friendly), low VOC super flexible, highly durable, anticorrosive finish, high DOI and super durable • Paint with anti-bleeding properties during simultaneous
coating (CED) with High throwing power. solid and metallic paint System. coating for better colour retention application with different shade
and weather ability.
Key benefits Key benefits Key benefits
• High corrosion protection right into • Wide range of colours and technology • New generation vibrant colour solution
every corner for all types of components with application-friendly glossy and matt
finish
• Very uniform coat thickness structure • Overall paint solution to get the desired
technical properties • Super durable monocot system with SEGMENT 3 SEGMENT 4
• Very good adhesion behaviour
high scratch resistance
• High glossy super durable monocot. Helmet: High glossy PU paint & high solid PU surfacer paint TSA Lacquer for General industries
• Coating of hollow parts and workpieces
• Common base coat for Metal and Plastic
with complicated geometries is possible • Super flexible high impact resistance with excellent covering , Gloss retention & superior adhesion on
Polyester top coat • Colour consistency with variable DFT stringent geometrical surfaces .
• Top coat painting with acrylic, Polyester
and polyurethane paints • High abrasion-resistance paint • Green technology /Low VOC /Low Bake
Key benefits
• Economical coating of large and small • Low bake Polyester for long member/ • Cocktail system with Matt Shiny effect
parts component painting • Flexible paint system with high scratch resistance
• 1K primer/surfacer with good • Excellent salt spray resistance at hares environment
anticorrosive & adhesion properties • High solid paint to give better covering
• Excellent weathering resistance
• Air-drying system with good adhesion on surface
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Contents Corporate Overview Notice Directors’ Report Annexures to Directors’ Report Business Responsibility & Sustainability Report Corporate Governance Report Auditor’s Report – Standalone Annual Accounts – Standalone Auditor’s Report – Consolidated Annual Accounts – Consolidated
Annual Report 2022-23
Powder coatings Building stronger communities - CSR
Our commitment to innovation and sustainability drives the We at Berger, have taken the initiative to address the specific needs of the painting
development of advanced powder coating technologies, catering to community through the introduction of our innovative iTrain programme to cater to
a diverse range of industries and applications. Here are some of the the unique requirements of painters, offering them a platform for skill development
notable powder-coating products: and advancement. The primary objective of the iTrain programme is to equip
painters with the technical proficiency and knowledge necessary to excel in their
REBACOAT - sustainable Poly Urethane matt clear/lacquer craft. It not only uplifts individuals but also benefits and shows our commitment
functional powder coating for for alloy wheels in the automotive Initiatives in our pipeline
rebar and valve segment to the painting community as a whole. It contributes to improving the quality of
Bonded metallic powder coatings painting work, which translates into better outcomes for customers.
REBACOAT is a functional coating based We have developed a special type of
on Fusion Bonded Epoxy technology, polyurethane matt lacquer designed
We are developing bonded metallic Expanding reach with mobile iTrain vans Addressing the gender imbalance in the painting
specifically designed to provide excellent specifically for alloy wheels in the
powder coatings, which will offer industry
corrosion and chemical resistance for automotive segment. This coating ensures
enhanced metallic effects and
steel bars used in construction. With a excellent inter-coat adhesion with the base We have taken a significant step in resolving the difficulties We recognize that the painting industry has traditionally been
aesthetics. These coatings will provide
dry film thickness of 250 to 350 microns, coat, diamond-cut surface, orange peel-free encountered by painters living in remote areas through the male-dominated and we strongly believe in the significance of
a wide range of metallic finishes,
REBACOAT ensures long-lasting protection finish, outstanding edge protection, and implementation of mobile iTrain vans. The introduction of our mobile promoting greater gender diversity within the field. That’s why we
allowing for greater customisation and
and prevents film detachment, peel-off, and excellent corrosion protection. iTrain vans has ensured that painters in isolated regions can readily are dedicated to helping women succeed in this industry by offering
visual appeal.
cracks during structure formation. access valuable training and employment prospects. The mobile iTrain them many opportunities to grow. We have taken steps to provide
vans are fully equipped with all the necessary tools, materials, and basic training in paint and application specifically to women who
resources required for comprehensive training sessions. This innovative are learning to become painters. Over the course of time, we have
Heat resistance powder coating for
approach allows us to conduct training remotely, bringing valuable skill witnessed a steady increase in the number of women participating
auto-muffler, stove top and so on.
development directly to the painters in previously underserved areas. in our iTrain programme. This is a positive outcome that aligns with
our goal of empowering women in the painting industry. Through
We are also working on heat- the iTrain programme, we aim to equip women with the necessary
resistant powder coatings suitable for skills and provide them with the support they need to overcome the
applications such as auto-mufflers, gender gap and enhance their career prospects within our team.
stove tops, and other high-temperature
environments. These coatings will
Durable powder coating for clean Wrinkle and alligator finish provide excellent heat resistance,
room panel segments powder coatings ensuring longevity even under extreme
heat conditions.
We have introduced a new kind of durable We offer unique finishes like wrinkle finish
pure polyester-based powder coating for and alligator finish for furniture and other
clean room panel segments. These coatings applications. These special coatings provide
offer excellent flow finishes, aesthetic textured and visually appealing surfaces,
appeal, and various colour combinations, adding a touch of style and uniqueness to
providing both protection and an appealing the coated products.
appearance.
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Contents Corporate Overview Notice Directors’ Report Annexures to Directors’ Report Business Responsibility & Sustainability Report Corporate Governance Report Auditor’s Report – Standalone Annual Accounts – Standalone Auditor’s Report – Consolidated Annual Accounts – Consolidated
Annual Report 2022-23
Subsidiaries and Joint Ventures
Berger Jenson & Nicholson
SBL Specialty Coatings Private Berger Rock Paints Private (Nepal) Private Limited (“BJN
Limited (“SBL”) Limited (“Berger Rock”) Bolix S.A. Nepal”)
SBL has ventured into a new category of coatings with a technical Berger Rock is engaged in the business of auto refinish, offering The core activities of Bolix S.A includes manufacturing and sale BJN Nepal is involved in manufacturing and sale of
collaboration with a Korean company, introducing the Non- a comprehensive range of products that are best-in-class and of exterior insulation and finish systems (EIFS), including acrylic, construction chemicals, industrial and decorative
PTFE based Non-Stick Ceramic coatings known as NEOSTONE. reasonably priced. It is gaining steady market share in the segment silicate and mineral plasters, tile and thermal insulation adhesives, coatings within Nepal. And is a leading player within the
Manufactured using natural inorganic materials, NEOSTONE and is expected to become one of the significant players in the next mortars. Recently it has launched ready to use panels like finishing above-mentioned segments in Nepal.
is harmless to the human body and remains safe even at high few years. coat, wood effect panels, ribbed effect panels, concrete effect
temperatures (800°C) as it does not release any toxic substances. panels, 3D effect panels and gel adhesive for bonding ceramic tiles
to floors.
Berger Hesse Wood Coatings Berger Nippon Paint Automotive Berger Becker Coatings Private
Private Limited (“Berger Hesse”) Coatings Private Limited(“BNPAC”) STP Limited Limited (“Berger Becker”)
Berger Hesse is well known for wide variety of wood BNPAC supplies to 4 wheeler passenger cars and SUVs, STP Limited owns very well-known brands in the field of Berger Becker manufactures industrial paints and
coatings, pigmented PU, UV coatings, water based wood 3 wheelers and related ancillaries, apart from coatings construction chemicals, flooring compounds, bitumen and coal coatings and also offers coil and industrial coatings,
coatings, among others. for plastic automotive substrates. tar-based products, sealants and adhesives, protective and anti- paints, backing coats, and consumer design finishes.
corrosive coatings.
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Contents Corporate Overview Notice Directors’ Report Annexures to Directors’ Report Business Responsibility & Sustainability Report Corporate Governance Report Auditor’s Report – Standalone Annual Accounts – Standalone Auditor’s Report – Consolidated Annual Accounts – Consolidated
Annual Report 2022-23
Financial highlights
Consolidated Consolidated
Revenue from Operations – Consolidated Earning Per Share – Consolidated Dividend per share
5 year CAGR
(H in crore) (H) (%)
15.39%
10,568 8.86 320
8.58 310
8,762 7.41 280
6.76
220
6,062 6,366 6,818
5.09 190
2018-19 2019-20 2020-21 2021-22 2022-23 2018-19 2019-20 2020-21 2021-22 2022-23 2018-19 2019-20 2020-21 2021-22 2022-23
Operating Profit – Consolidated
5 year CAGR
(H in crore) 12.53%
1,539
1,396
1,239
1,130
996
2018-19 2019-20 2020-21 2021-22 2022-23
Profit After Tax – Consolidated
5 year CAGR
(H in crore) 13.30%
833 860
720
656
494
2018-19 2019-20 2020-21 2021-22 2022-23
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Contents Corporate Overview Notice Directors’ Report Annexures to Directors’ Report Business Responsibility & Sustainability Report Corporate Governance Report Auditor’s Report – Standalone Annual Accounts – Standalone Auditor’s Report – Consolidated Annual Accounts – Consolidated
Annual Report 2022-23
Embedding sustainability Specific Power Consumption (SPC) reduction
in all that we do
over the years (Paints and Powder Coatings)*
Marching towards a greener future
(in KWT/KL-MT)
• Started Implementation of ISO management
107
system in the year 1997
104 103
• 100% of our decorative segment products are lead,
97
chrome and heavy metal free.
90
To ensure long-term success, • 100% of our Two-wheeler paint formulations are 88
85
integrating sustainability into RoHS compliant 81
business operations is becoming • Recycling is done for more than 15,000+ MT of
increasingly important. plastic waste in FY23
At Berger, we prioritise • Washing Solvent reuse initiative helped to save 2015-16 2016-17 2017-18 2018-19 2019-20 2020-21 2021-22 2022-23
environmental stewardship 1,046 KL of fresh solvent consumption in FY23
through initiatives including • More than 60,000 kg Powder RM recovered out of
which 14,000+ kg of TiO2/ Rutile recovered.
green working environment, Carbon Footprint reduction over the years*
plant-based living and low • 4,000+ kg of E-waste sent to authorized recyclers
(in MT)
contributing to safe and sustainable practices and
VOC emissions. Concurrently, recovery of useful metals. 19,635
we reward our personnel for
• 280+ MT of washing solvent and ETP water reused
their contributions to pollution in the process.
15,062
control and waste minimisation • 40% of our manufacturing sites are covered
10,319
through Project WoW – War on under Zero liquid discharge set-ups while multiple 7,836
8,502
Waste. Our certified six-sigma projects for ZLD installation are under pipeline.
3,277
4,684
5,105
employees lead projects that • 3.6% of our Total waste generated at the plant was
reduce packaging, optimise reduced in FY23 over FY22.
2015-16 2016-17 2017-18 2018-19 2019-20 2020-21 2021-22 2022-23
logistics and conserve energy • 2.88 lakh litres of water saved on a daily basis
through Project JAL which can quench the thirst of
and fuel consumption. 96,000 humans daily.
• Enhanced our Renewable energy consumption
amounting to be around 39.1% of Total energy Solar Power generation over the years*
consumption at the factories. (in KWH)
• 8430.85 MT of CO2 emission reduced through
66,41,152
Bio-briquette, Roof Top Solar Power plant and PNG 66,41,152
operation.
KWH 49,22,881
• 66,41,152 kwh of electricity generated through
Solar Power Generation in FY23 Solar Power in FY23 which is around 35% more
than previous FY22.
4.34 %
23,50,096
• 1,100+ trees and shrubs planted at our Jejuri
plant under the Miyawaki Plantation technique to 2,67,231
reduction of SPC in FY23 compared to FY22 promote greenbelt development.
2019-20 2020-21 2021-22 2022-23
* Including British Paints units
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Contents Corporate Overview Notice Directors’ Report Annexures to Directors’ Report Business Responsibility & Sustainability Report Corporate Governance Report Auditor’s Report – Standalone Annual Accounts – Standalone Auditor’s Report – Consolidated Annual Accounts – Consolidated
Annual Report 2022-23
Project JAL eliminated the wastage of extra resources waste were rewarded with a plant at the
for colour matching and reduced electricity factory. Annual plantation activities were
Project Sanchayan pails for multiple SKUs through in-house • We improved the grinding media consumption resulting from excessive conducted, and environmental protection
During the year, we launched ‘Project
printing. This has reduced excess storage selection to optimise the performance grinding. awareness was spread among employees
JAL’ across our units to achieve a 50%
and handling requirements. We have also of the ball mill. and communities. Employee children
As part of our War on Waste (WoW) load reduction in our effluent treatment
transitioned to label printing to prevent The project’s remarkable achievements participated in a drawing competition to
campaign, we initiated the ‘Sanchayan’ • We installed timer-based automatic plants. Through this project, we effectively
rework or damage to cartons and containers include winning the Gold Award in the promote green alternatives.
project, which focuses on the 4R principles control for precise running and decreased specific water consumption,
during online printing. regional level CCQC 2021, qualifying for
of reduce, reuse, recycle, and recreate. It stoppage of the grinding process. enabling increased production without the national rounds of NCQC-2021, and
involved recovering sticky losses, reusing the need to expand our effluent treatment securing the prestigious ‘Gold Award’ Energy saving initiatives
powder raw materials after seiving, and • We replaced conventional ball mills plant capacity. The water saved through at the International Convention held at
installing a robust monitoring system to with AP-20 mills and basket mills for this initiative alone was sufficient to fulfil ICQCC-2022 in Jakarta, Indonesia.
ensure that no reusable resources went manufacturing shades like black, which the daily drinking water needs of 96,000 In FY23, energy savings initiatives resulted
to waste. We repurposed dust collector previously required exclusive use of individuals. in a 4% decrease in specific energy
powder into economical-grade products. ball mills. This switch resulted in a consumption for paint manufacturing
We saved 3 litres of water by recovering 1 significant reduction of 18-20 hours in compared to FY22. Sustainable practices
kilogram of rutile, and saved 280 kWh of the grinding time. Additionally, it led to were promoted, with over 60% bio-briquette
power in our upstream supplier chain by benefits such as reduced manpower usage increasing and 14.3% reduction in
conserving 1 metric tonne of rutile. requirements, decreased washing conventional High-Speed Diesel (HSD)
solvent usage, lower electricity usage for heating requirements in plants.
We also implemented a system for reusing consumption (saving 70 kWh per
barrels used for production and storage batch), and significantly reduced steel
after thorough cleaning and stencilling. To ball consumption due to reduced
optimise the use of spent/washing solvent, erosion. Moreover, the implementation
we discontinued its scrap sale and instead Sustainable water management
of a closed-loop system ensured
extracted the supernatant solvent for further Project Paragon minimal environmental impact.
purification through distillation. The distilled Rainwater conservation is crucial for
solvent, after necessary reprocessing, was Our logistics management team optimises
Runner-up in minimising freshwater consumption in
then used in appropriate formulations to
produce finished goods.
production planning based on demand the 1st ever ICC manufacturing units. In the fiscal year 22-23,
over 115% of harvested rainwater was used
forecasting, enabling efficient allocation
of goods movement and reducing Water Awards A collaborative success
for plant operations. Zero Liquid Discharge
plants were installed to reduce effluent
unnecessary SKU production. We prioritise
just-in-time delivery to lower carbon
for the initiatives discharge and promote water reuse and
emissions and minimise inventory waste. implemented under On World Earth Day, we collaborated
with a waste management agency to
recycling. These initiatives showcase our
dedication to reduce our water footprint.
Our approach emphasises optimal truck
loading and strategic transhipments from Project Jal. promote e-waste recycling. Employees
central warehouses, ensuring effective who brought electronic or electrical
service to rural and sub-urban markets.
Furthermore, our customer-centric Project BORNODISHA
approach guides the selection of factory
locations, reducing long-distance freight In pursuit of operational excellence, we
and our overall carbon footprint. launched the project ‘BORNODISHA’ two
years ago, employing the DMAIC approach
to achieve efficient Tinter management
Batch cycle time reduction (Shade matching) for factory-ready
Efficient packaging material shades. Its primary objective was to
management reduce tinter shots, consumption and
We undertook several projects to reduce
tinting time. Through the identification of
batch cycle time, with a sharp focus on
To reduce packaging material wastage formulation and process gaps, followed by
grinding operations in our paint and
and streamline inventory management we standardisation and continuous monitoring
intermediate manufacturing processes.
have replaced using separate packaging of consecutive batches with zero shots,
We implemented the following changes to
materials for each SKU with white plastic the project minimised batch hold-ups
enhance efficiency:
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Annual Report 2022-23
Promoting sustainable choices as fruit trees and shrubs, were planted policy, facilitated through Zero Liquid CER initiative and road cleaning Pollution Control Board (SPCB) and predicting the impact of construction
within and around the plant premises. This Discharge (ZLD) and Sewage Treatment drives Central Pollution Control Board (CPCB). and waste disposal activities.
initiative not only enhanced the aesthetics Plants (STP), significantly reduces
Our commitment to environmental • Calibration: The continuous emission • Assessment: Soil quality is monitored
of our surroundings but also contributed to freshwater consumption. Additionally, our
responsibility is reflected in the design At our Jejuri plant, we initiated the CER monitoring system at process stacks for changes caused by site activities.
a healthier ecosystem. Swachh Berger programme supports local
of our products. All of our decorative and (Clean Environment and Resources) is calibrated periodically according to
committees by providing RO-based water
household paint formulations are within To reduce electricity consumption during initiative, which involved setting up a clean the equipment supplier’s specifications
ATM facilities, ensuring access to clean
the permissible limits of Lead, Chrome daylight hours, our project building drinking water ATM in a nearby village. This through labs recognised under the
and safe drinking water in surrounding
and heavy metal content. Our packaging infrastructures are designed with skylights, programme aligns with the Swachh Bharat Environment (Protection) Act, 1986, or
districts. We also conduct regular plantation
materials incorporate recycled plastic maximising natural daylight at the campaign and provides access to clean NABL-accredited laboratories.
drives to promote a healthy ecosystem and
content, further encouraging sustainable shop floor. drinking water to the local community.
contribute to greenbelt development. Additional parameters:
choices.
• VOC monitoring: Volatile Organic
Eco-friendly plantation and MAMP and Swachh Bharat
Collaborative initiatives for Compounds (VOC) are measured at
natural lighting initiatives
environmental conservation Ambient noise monitoring: the workplace to assess their presence
and concentration.
In the previous financial year, we embarked Under our MAMP (My Area My Pride)
To address environmental concerns, we • Objective: Assessing present ambient
on an extensive plantation initiative within initiatives, inspired by the Swachh Bharat • Lux level monitoring: Lux levels, which
collaborate with local authorities and noise levels near the factory site.
our Jejuri factory, following the Miyawaki campaign initiated by our honourable measure the intensity of light, are
regulatory bodies. The West Bengal
plantation technique. Over 1,100 saplings Prime Minister, we continually strive for a monitored to ensure proper lighting
Pollution Control Board (WBPCB) proposed • Factors Considered: Noise from
of native and medicinal species, including cleaner and greener environment. Our team conditions at the workplace.
road cleaning and dust suppression processes, equipment, vehicular noise,
Eclipta Alba, Karpoora Valli, Alpinia, as well members voluntarily take responsibility and so on.
measures in the surrounding Shalimar
for maintaining cleanliness in their
area at one of our plants to reduce water Environmental monitoring Stack emission control
workplaces by removing disposables and • Measurement Method: Sound level
consumption. In response, we devised parameters
scrap items. Each location is kept clean metre is used to measure noise levels.
an innovative sprinkling mechanism
and environment-friendly, ensuring proper To mitigate air pollution resulting from
that effectively cleaned the road while
hygiene and sanitation. Our zero-discharge diesel generators, steam boilers, and
consuming the least amount of water.
thermopacs, we implement effective
control measures. Adequate stack height
Ambient Air Quality Monitoring: is provided to ensure maximum dispersion
Groundwater monitoring: of flue gases containing particulate matter
(SPM), sulphur dioxide (SO2), nitrogen
• Monitoring parameters: Particulate
• Objective: Assessing the effects of oxides (NOx), and carbon monoxide
Matter 2.5 (PM2.5), Particulate Matter
operations on groundwater quality. (CO). Additionally, for processes involving
10 (PM10), Sulphur Dioxide (SO2),
multiple effect evaporators, an additional
Nitrogen Dioxide (NO2). • Sampling: Groundwater samples are boiler with an appropriate stack is installed
collected from the factory site. to further enhance emission control.
• Sampling Duration: 24-hour continuous
sampling each day. • Analysis: Water samples are analysed
for various parameters following the
• Sampling Locations: Within and
standards specified in IS: 10500:2012
outside the plant area, at least at four
for groundwater sources.
different locations.
• Analysis: Air samples are analysed
using standard methods specified for
each parameter.
• Compliance: Monitoring results
Soil monitoring:
are compared with the standards
prescribed in the Environment
(Protection) Rules, 1986 and monitored • Objective: Identifying the impact of
through the online servers of the State ongoing activities on soil quality and
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Annual Report 2022-23
Dust and gas emission control in Our commitment to green tower in a counter-current manner. The Environment-friendly coatings for Pioneering the EFIS segment and Promoting sustainable packaging
process reactor vessels: technologies and eco-friendly tower is equipped with pall rings made of enhanced energy efficiency advancing green technologies through recycled plastics
products corrosion-resistant polymerised products
as the packing material. A suitably sized
To manage gas and dust emissions from We have obtained EPD certification for our We have reaffirmed our commitment to Recognising the importance of eco-friendly
blower draws the fumes through hoods
process reactor vessels, including those We have made significant efforts to water-based and solvent-based products, green technologies by being the first alternatives, we have incorporated recycled
and ducts. After scrubbing, the cleaned air
used in mixing, ball milling, and consolidated promote sustainability and reduce our including the External Thermal Insulation Indian company to enter the Exterior plastic in our packaging materials. By doing
is safely vented to the atmosphere through
processes, we employ specialised control environmental impact. By prioritising the Composite System (ETICS). These coatings Insulation and Finish System (EIFS) so, we have contributed to the reduction of
a stack with a height exceeding 30 metres.
systems. These systems incorporate development of eco-friendly coatings and solutions contribute to a cooler indoor industry. Our EIFS system delivers superior plastic waste and the promotion of a circular
This implementation ensures effective fume
dust collection and fine particle filtration exploring alternative energy sources, we environment, resulting in a remarkable thermal insulation by combining foamed economy, which is in line with our aim to
control and underscores our commitment
mechanisms, effectively trapping particulate have aligned ourselves with the global 30% reduction in electrical consumption polystyrene, mineral wool, and plasters, provide sustainable solutions.
to maintaining a clean and healthy working
matter generated during charging and other agenda to combat climate change. Our for air conditioners, coolers, and fans. By resulting in substantial energy savings.
environment.
processes. This ensures that only clean air is efforts extend to the adoption of recycled effectively reducing CO2 emissions, we are Furthermore, this system improves water
discharged into the atmosphere, minimising materials and the implementation of addressing the environmental challenges resistance, boosting the longevity and
the release of pollutants. innovative technologies to create a safer associated with energy usage in buildings. aesthetic appeal of structures.
and cleaner work environment. Transitioning to renewable energy
sources
To reduce our reliance on fossil fuels, we
have encouraged the use of alternate
biofuels in Thermic Fluid Heaters within
our resin plants. By embracing greener
fuel options, such as wood chips, sawdust,
sugarcane bagasse, dried mango seeds, Leveraging advanced systems
PNG, CNG, and plastic fuel, we have and technologies for improved
significantly curbed our consumption of efficiency and safety
conventional fuels, consequently decreasing
Dust collection system CO2 emissions. Furthermore, rooftop solar
Implementing closed-loop systems and
power plants have been installed across all Aquagreen coatings Minimising environmental impact
Fume extraction system with dry cutting-edge technologies has enabled us
our facilities, enabling us to harness clean in manufacturing processes
We employed a highly effective dust scrubber to minimise spillages, leakages, and VOC
and renewable energy.
extraction system to capture and control Our Aqua green coatings are a generation within our plants. Through the
fugitive emissions of fine particulate matter breakthrough in eco-friendly paint The paint industry faces challenges in use of sand mills, SILO-based charging, and
We implemented a highly efficient fume
originating from premixers, HSDs, and technology. Formulated with water as a reducing the use of hazardous raw materials, bag slitting machines, we have achieved a
extraction system with a dry scrubber
Ball Mills. During charging, hoods and base, these coatings exhibit solvent-like especially in VOC-generating solvent-based dust-free work environment. Our powder
to control and capture fumes generated
ducts extracted the powder, which was toughness while maintaining excellent systems. However, our dedicated team charging operations have transitioned to
during the charging of solid materials in
subsequently passed through a Bag Filter. cleanability. Ideal for concrete and masonry of R&D experts developed products with a closed-loop automatic charging system
reactors operating at high temperatures.
Within the Bag Filter, dust was collected walls, Aqua green coatings possess optimised additive dosages to minimise by utilising a pneumatic powder handling
This system operates on the principle of
and periodically cleaned, ensuring a dust- antibacterial and antifungal properties, hazards and VOC emissions. system, further enhancing safety and
counter-current absorption, where fumes
free air stream that was safely vented into ensuring a hygienic environment. Moreover, efficiency.
rich in organic content come into contact
the atmosphere. they are odourless, making them a
with fresh water circulating in an absorption
preferred choice for pharmaceutical plants.
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Annual Report 2022-23
The problem
My area
An unhappy workplace can adversely • Workplace hazards: The lack of attention to safety and
impact employee morale and operational cleanliness led to workplace hazards, jeopardising the well-being of
efficiency. Prior to the implementation of our personnel.
the ‘My area, my pride’ programme, we
observed the following concerns: • Disconnect between Shopfloor Team and workplace: This
resulted in poor housekeeping practices and neglect of equipment
maintenance.
My pride
• Increased process losses: The lack of structure and adherence
to conventional procedures caused an increase in process losses,
which impacted overall operational efficiency.
• Decline in productivity: Productivity levels within the organisation
suffered as a result of the aforementioned issues.
One of the ground-breaking initiatives
spearheaded by our Manufacturing
team involved the implementation of
the ‘My Area, My Pride’ programme.
This project aimed to transform
an unsatisfactory workplace into a
happy work environment. The solution
To address these challenges and drive workplace. This ownership in the transformation process.
a cultural shift within the Company, we approach ensured accountability
took proactive measures which include: and instilled a sense of ownership • Comprehensive approach:
in the employees. The initiative extended beyond
• Identifying lagging areas: We traditional working areas, including
identified key areas requiring • Regular audits: Sectional in- the Scrapyard and Effluent
improvement and prioritised charges conducted 5S-GEMBA Treatment Plant (ETP) areas,
them as starting points for the rounds to audit cleanliness and which are typically prone to poor
programme. safety, providing valuable feedback cleanliness due to waste handling.
for sustained improvements.
• Assigning Area Owners: Each • Environmental enhancement: To
identified area was assigned • Inclusive approach: This create a cleaner environment, we
an Area Owner who assumed programme’s scope expanded to initiated plantation activities in and
responsibility for cleaning and all areas of the manufacturing units around the ETP plant, fostering a
maintaining their respective within a few months, ensuring that greener workplace.
every employee had a role to play
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Contents Corporate Overview Notice Directors’ Report Annexures to Directors’ Report Business Responsibility & Sustainability Report Corporate Governance Report Auditor’s Report – Standalone Annual Accounts – Standalone Auditor’s Report – Consolidated Annual Accounts – Consolidated
Annual Report 2022-23
BERGER PAINTS INDIA LIMITED
(CIN: L51434WB1923PLC004793)
Registered Office: Berger House, 129, Park Street, Kolkata 700 017
Phone Nos.: 91 33 2229 9724 - 28/7605019724; Fax No.: 91 33 2227 7288
Website: www.bergerpaints.com
E-mail: [email protected]
CERTIFICATE NOTICE
EPD REGISTRATION
Notice is hereby given that the Ninety-ninth Annual General Meeting of Berger Paints India Limited will be held on Friday,
11th August, 2023 at 11 a.m. (IST) through Video Conferencing (“VC”) or Other Audio Visual Means (“OAVM”) to transact the
This document is to confirm that following businesses:-
BERGER PAINTS INDIA LIMITED ORDINARY BUSINESS:
has published an Environmental Product Declaration for To consider and, if thought fit, to pass, the following resolutions as Ordinary Resolutions:
BERGER EXTERNAL THERMAL 1 “RESOLVED THAT the audited financial statements (including the audited consolidated financial statements) for the financial
INSULATION & COMPOSITE SYSTEMS year ended 31st March, 2023, the Report of the Board of Directors along with relevant Annexures and that of the Statutory Auditors
(ETICS) be and are hereby received, considered and adopted.”
with registration number S-P-01418 2. “RESOLVED THAT a dividend of `3.20 (320%) per share on the paid up equity shares of `1/- each of the Company for the
in the International EPD® System.
financial year ended 31st March, 2023, be and is hereby declared to be paid to those Members holding shares in physical form and
whose names appear in the Register of Members on 11th August, 2023 and holding shares in electronic form, to those whose names
appear in the list of beneficial holders furnished by the respective Depositories as at the end of business hours on 4th August, 2023.”
The EPD has been developed in accordance with ISO 14025, the
General Programme Instructions for the International EPD® System
and the reference PCR 2012:01. Verification was performed by To consider and, if thought fit, to pass, the following resolution as a Special Resolution:
Hüdai Kara.
3. “RESOLVED THAT Mr Kuldip Singh Dhingra (DIN: 00048406), Director of the Company, who retires by rotation at this
This document is valid until 2025-08-03, or until the EPD is de-
registered and no longer published at www.environdec.com. meeting and, being eligible, has offered himself for reappointment, be and is hereby re-appointed as a Director of the Company.”
To consider and, if thought fit, to pass, the following resolution as an Ordinary Resolution:
4. “RESOLVED THAT Mr Gurbachan Singh Dhingra (DIN: 00048465), Director of the Company, who retires by rotation at this
meeting and, being eligible, has offered himself for re-appointment, be and is hereby re-appointed as a Director of the Company.”
SPECIAL BUSINESS:
Sebastian Welling
Secretariat of the International EPD® System
Stockholm, Sweden, 2020-10-12 To consider and, if thought fit, to pass, the following resolution as a Special Resolution:
5. “RESOLVED THAT pursuant to the provisions of Sections 149, 152 read with Schedule IV and other relevant provisions of
the Companies Act, 2013 (“the Act”) and Rules made thereunder read with Regulation 25(2A) and other relevant provisions
of the Securities and Exchange Board of India (Listing Obligations and Disclosure Requirements) Regulations, 2015 (“Listing
Regulations”) [including any statutory modification(s) or re-enactment(s) thereof, for the time being in force], the Articles of
Association of the Company and based on the recommendation of the Compensation and Nomination and Remuneration Committee
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Contents Corporate Overview Notice Directors’ Report Annexures to Directors’ Report Business Responsibility & Sustainability Report Corporate Governance Report Auditor’s Report – Standalone Annual Accounts – Standalone Auditor’s Report – Consolidated Annual Accounts – Consolidated
Annual Report 2022-23
and approval of the Board of Directors, Mr Anoop Hoon (DIN: 00686289), who has given his consent for the reappointment and To consider and, if thought fit, to pass, the following resolutions as an Ordinary Resolution:
has submitted a declaration that he meets the criteria for independence and holds office as an Independent Director up to 31st
8. “RESOLVED THAT pursuant to the provisions of Section 148 and other applicable provisions, if any, of the Companies Act,
January, 2024 be and is hereby reappointed as an Independent Director of the Company, not liable to retire by rotation, for a second
2013 read with the Companies (Audit and Auditors) Rules, 2014 (including any statutory amendment(s) or modification(s) or
term of five (5) consecutive years commencing from 1st February, 2024 up to 31st January, 2029.
re-enactment thereof, for the time being in force), the remuneration of `2,45,000 plus out of pocket expenses and taxes as applicable
RESOLVED FURTHER THAT the Board of Directors of the Company be and is hereby authorized to do all such acts, deeds, payable to M/s N. Radhakrishnan & Co., Cost Accountants (Firm Registration No.000056) and the remuneration of `1,90,000 plus
matters and things as may be necessary, expedient or desirable for the purpose of giving effect to the aforesaid resolution and in out of pocket expenses and taxes as applicable payable to M/s Shome and Banerjee, Cost Accountants (Firm Registration No.
connection with any matter incidental thereto.” 000001), who have been appointed by the Board of Directors as Cost Auditors for audit of cost records of the Company in the
manner illustrated in the explanatory statement for the financial year ending on 31st March, 2024, be and is hereby ratified.
To consider and, if thought fit, to pass, the following resolution as a Special Resolution:
RESOLVED FURTHER THAT the Board of Directors of the Company be and is hereby authorized to do all such acts, deeds,
6. “RESOLVED THAT pursuant to the provisions of Sections 149, 152 read with Schedule IV and other relevant provisions of the
matters and things as may be necessary, expedient or desirable for the purpose of giving effect to the aforesaid resolution and in
Act and Rules made thereunder read with Regulation 25(2A) and other relevant provisions of the Listing Regulations [including
connection with any matter incidental thereto.”
any statutory modification(s) or re-enactment(s) thereof, for the time being in force], the Articles of Association of the Company
and based on the recommendation of the Compensation and Nomination and Remuneration Committee and approval of the Board
of Directors, Mrs Sonu Halan Bhasin (DIN: 02872234), who has given her consent for the reappointment and has submitted a
declaration that she meets the criteria for independence and holds office as an Independent Director up to 31st January, 2024 be
and is hereby reappointed as an Independent Director of the Company, not liable to retire by rotation, for a second term of five (5) By Order of the Board
consecutive years commencing from 1st February, 2024 up to 31st January, 2029. Place: New Delhi Arunito Ganguly (FCS-9285)
RESOLVED FURTHER THAT the Board of Directors of the Company be and is hereby authorized to do all such acts, deeds, Dated: 15th May, 2023 Vice President & Company Secretary
matters and things as may be necessary, expedient or desirable for the purpose of giving effect to the aforesaid resolution and in
connection with any matter incidental thereto.”
NOTES:
To consider and, if thought fit, to pass, the following resolution as a Special Resolution:
1) In compliance with the circular issued by the Ministry of Corporate Affairs (“MCA”), vide its General Circular Nos. 14/2020
7. “RESOLVED THAT pursuant to the provisions of Sections 149, 152 and other applicable provisions of the Act, the Rules framed dated 8th April, 2020, 17/2020 dated 13th April, 2020, 20/2020 dated 5th May, 2020, 2/2022 dated 5th May, 2022, 10/2022
thereunder read with Schedule IV to the Act and the Listing Regulations [including any statutory modification(s) or re-enactment(s) dated 28th December, 2022 and other relevant circulars (“MCA Circulars”) read with the Securities and Exchange Board of India
for the time being in force], Mr Gopal Krishna Pillai (DIN: 02340756), who was appointed as an Additional Director (Category – (“SEBI”) Circular No. SEBI/HO/CFD/PoD-2/P/CIR/2023/4 dated 5th January 2023 and other relevant circulars issued by the
Non-Executive, Independent Director) of the Company based on the recommendation of the Compensation and Nomination and SEBI, Regulation 44 of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015 (“Listing Regulations”),
Remuneration Committee and approval of the Board of Directors pursuant to Section 161 of the Act with effect from 15th May,
Secretarial Standard on General Meetings (“SS-2”) issued by the Institute of Company Secretaries of India and other applicable
2023 to hold office upto the date of the ensuing Annual General Meeting and in respect of whom the Company has received a valid
laws, rules and regulations [including any statutory modification(s) or re-enactment(s) thereof for the time being in force and as
nomination from a member proposing him as a Director of the Company in terms of the provisions of Section 160 of the Act be and
amended from time to time], the Annual General Meeting (AGM) of the Company is being held through VC or OAVM facility,
is hereby appointed as Director (category: Non-Executive, Independent Director) of the Company, not liable to retire by rotation for
without the physical presence of the Members at a common venue. Members attending the AGM through VC or OAVM shall be
a term of 5 (five) consecutive years commencing from his date of appointment i.e., 15th May, 2023 up to 14th May, 2028.
counted for the purpose of reckoning quorum under Section 103 of the Companies Act, 2013. The deemed venue for the 99th AGM
RESOLVED FURTHER THAT pursuant to Regulations 17(1A) and 25(2A) of the Listing Regulations and the applicable shall be the Registered Office of the Company situated at Berger House, 129 Park Street, Kolkata-700017.
provisions of the Act and relevant Rules framed thereunder [including any statutory modification(s)/amendment(s)/re-enactment(s)
2) In terms of the MCA Circulars, physical attendance of Members has been dispensed with and, therefore, there is no requirement of
thereto], approval of the Members be and is hereby also accorded to the continuation of directorship of Mr Gopal Krishna Pillai
appointment of proxies. Accordingly, the facility of appointment of proxies by Members under Section 105 of the Act will not be
(DIN: 02340756), as a Non-Executive, Independent Director of the Company, not liable to retire by rotation, after attaining the age
available for the 99th AGM and consequently, the proxy form and attendance slip are not annexed to this notice convening the 99th
of 75 years on 30th November, 2023 for his remaining tenure as an Independent Director up to 14th May, 2028.
AGM of the Company. However, in pursuance of Section 112 and Section 113 of the Act, representatives of the Members may be
RESOLVED FURTHER THAT the Board of Directors of the Company be and is hereby authorized to do all such acts, deeds, appointed for the purpose of voting through remote e-Voting through Board Resolution/Power of Attorney/Authority Letter, etc.,
matters and things as may be necessary, expedient or desirable for the purpose of giving effect to the aforesaid resolution and in for participation in the 99th AGM through VC or OAVM facility and e-Voting during the 99th AGM and since the 99th AGM is
connection with any matter incidental thereto.” being held through VC or OAVM facility, the Route Map is not annexed in this Notice.
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Annual Report 2022-23
Institutional Shareholders (i.e., other than individuals, HUF, NRI, etc.) are required to send scanned copy (PDF/JPG Format) of 7) Members may please note that SEBI vide its Circular No. SEBI/HO/MIRSD/MIRSD_RTAMB/P/CIR/2022/8 dated 25th January,
the relevant Board Resolution/Power of Attorney/appropriate Authorisation Letter together with attested specimen signature(s) of 2022 has mandated the Listed Companies to issue securities in demat form only while processing service requests viz., issue of
the authorised signatory(ies) who are authorised to vote, to the Scrutinizer through e-mail at [email protected] with a copy duplicate securities certificate, claim from Unclaimed Suspense Account, renewal/exchange of securities certificate, endorsement,
marked to [email protected]. sub-division/splitting of securities certificate, consolidation of securities certificates/folios, transmission and transposition.
Further SEBI vide its circular No. SEBI/HO/MIRSD/MIRSD_RTAMB/P/CIR/2022/65 dated 18th May, 2022 has simplified
3) The Members can join the AGM in the VC or OAVM mode 30 minutes before and after the scheduled time of the commencement
the procedure and standardized the format of documents for transmission of securities. Accordingly, members are requested to
of the Meeting by following the procedure mentioned in the Notice. The facility of participation at the AGM through VC/OAVM
make service requests by submitting a duly filled and signed Form ISR-4 and ISR-5, as the case may be. The said forms can be
will be made available for 1000 members on first come first served basis. This will not include large Shareholders (Shareholders
downloaded from the website of the Company at https://www.bergerpaints.com/investors/investor-services.html or of its RTA
holding 2% or more shareholding), Promoters, Institutional Investors, Directors, Key Managerial Personnel, the Chairperson
at http://www.cbmsl.com.
of the Audit Committee, Chairman of the Compensation and Nomination and Remuneration Committee and Chairman of the
Stakeholders’ Relationship and Investor Grievance Committee, Statutory Auditors, Secretarial Auditor, Scrutinizer and others who Members holding equity shares of the Company in physical form are requested to kindly get their equity shares converted into
are allowed to attend the AGM without restriction on account of first come first serve basis. demat/electronic form since transfer of equity shares/issuance of equity shares in physical form have been disallowed by SEBI.
4) In compliance with the aforesaid MCA Circulars and SEBI Circular, Notice of the AGM along with the Annual Report 2022- 8) Members holding equity shares in physical form, who have not updated their mandate for receiving the dividends directly in their
bank accounts through Electronic Clearing Service or any other means (“Electronic Bank Mandate”), can register their Electronic
23 is being sent only through electronic mode to those Members whose e-mail addresses are registered with the Company/
Bank Mandate to receive dividends directly into their bank account electronically or any other means, by sending Form ISR-1
Depositories. Members may note that the Notice and Annual Report 2022-23 will also be available on the Company’s website
duly filled in and signed, the format of which is available on the website of the Company at https://www.bergerpaints.com/
- www.bergerpaints.com, websites of the Stock Exchanges, i.e., BSE Limited and National Stock Exchange of India Limited at
investors/investor-services.html or from the website of its RTA at http://www.cbmsl.com along with following documents
www.bseindia.com and www.nseindia.com respectively, and on the e-Voting website of NSDL at www.evoting.nsdl.com.
latest by 31st July, 2023 to the Company at its Registered Office address – (1) Secretarial Department, Berger Paints India
5) The Register of Members and Share Transfer Books of the Company shall remain closed from Saturday, 5th August, 2023 to Friday, Limited, 129, Park Street, Kolkata - 700017 or to its RTA i.e., (2) M/s CB Management Services (P) Limited (P-22, Bondel Road,
11th August, 2023. Kolkata -700019):-
6) SEBI vide its Circular Nos. SEBI/HO/MIRSD/MIRSD_RTAMB/P/CIR/2021/655 dated 3rd November, 2021, SEBI/HO/MIRSD/ a) copy of cancelled cheque leaf bearing the name of the first or sole holder;
MIRSD_RTAMB/P/CIR/2021/687 dated 14th December, 2022 and SEBI/HO/MIRSD/MIRSD-PoD-1/P/CIR/2023/37 dated 16th
b) self attested scanned copy of the PAN Card; and
March, 2023 has provided common and simplified norms for processing investor’s service request by RTA’s and norms for
furnishing PAN, KYC and Nomination details. c) self attested scanned copy of any document (such as AADHAAR Card, Driving License, Election Identity Card, Passport)
in support of the postal address of the Member as registered against their shareholding.
As per the said Circular, it is mandatory for the shareholders holding securities in physical form to inter alia furnish PAN, KYC and
Nomination details. Physical folios wherein the PAN, KYC and Nomination details are not available shall be frozen by the RTA on For the Members holding shares in demat mode, you are requested to update your Electronic Bank Mandate through your
or after 1st October, 2023. Holders of such frozen folios shall be eligible to lodge their grievance or avail service request from the Depository Participant(s).
RTA only after furnishing the complete documents/details. Similarly, the holders of such frozen folios shall be intimated in case 9) To prevent fraudulent transactions, Members are advised to exercise due diligence and notify the Company of any change in
of any payment including dividend, interest or redemption stating that such payment is due and shall be made electronically upon address or demise of any Member as soon as possible. Members are also advised not to leave their demat account(s) dormant for
furnishing complete documents/details. long. Periodic statement of holdings should be obtained from the concerned Depository Participant and holdings should be verified
from time to time.
Any payments including dividend in respect of such frozen folios shall only be made electronically with effect from 1st April,
2024, upon registering the required details. The said physical folios shall be referred by the Company or RTA to the administering 10) Explanatory Statement pursuant to Section 102 of the Act, as set out in the Notice is annexed hereto. The recommendations of the
authority under the Prohibition of Benami Property Transactions Act, 1988 and/or Prevention of Money Laundering Act, 2002, if Board of Directors of the Company in terms of Regulation 17(11) of the Listing Regulations is also provided in the said Statement.
they continue to remain frozen as on 31st December, 2025. Necessary information of the Directors as required under Regulation 36(3) of the Listing Regulations and the Revised Secretarial
Standard on General Meeting (SS-2) issued by the Institute of Company Secretaries of India (ICSI) is also appended to the Notice.
Pursuant to the said Circular, the Company has sent individual letters on 18th February, 2023 to all Members holding shares of
The Statement read together with the Annexures hereto and these notes form an integral part of this Notice.
the Company in physical form for furnishing their PAN, KYC details (i.e., Postal Address with pin code, email address, mobile
number, bank account details) and Nomination details through Form ISR-1. The said Form ISR-1 can be downloaded from the 11) In terms of General Circular Nos. 20/2020 dated 5th May, 2020, 2/2022 dated 5th May, 2022 and 10/2022 dated 28th December,
website of the Company at https://www.bergerpaints.com/investors/investor-services.html or from the website of Company’s 2022 and other relevant circulars issued by the Ministry of Corporate Affairs, all items proposed under Special Business are
RTA at http://www.cbmsl.com. considered unavoidable by the Board of Directors of the Company.
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Annual Report 2022-23
12) All documents referred to in the Notice and the Explanatory Statement shall be made available for online inspection by the shares along with an access link to the refund web page of IEPF Authority’s website for claiming such dividend amount/shares has
Members of the Company, without payment of fees up to and including the date of AGM. Members desirous of inspecting the same been provided on the Company’s website, i.e., www.bergerpaints.com under the “Investor Services” category. The due dates for
may send their requests at [email protected] with a copy marked to [email protected] from their registered transfer of the unclaimed or unpaid dividend relating to subsequent years to IEPF are as follows:.
e-mail addresses mentioning their names and folio numbers/demat account numbers.
Period Type Date of Transfer to IEPF
During the AGM, (i) the Register of Directors and Key Managerial Personnel and their shareholding maintained under Section 170
of the Act and (ii) the Register of Contracts or Arrangements in which Directors are interested maintained under Section 189 of the 2015-16 FINAL 08.09.2023
Act and (iii) the Certificate from Secretarial Auditor of the Company certifying that the ESOP Scheme of the Company has been
implemented in accordance with the Securities and Exchange Board of India (Share Based Employee Benefits and Sweat Equity) 2016-17 FINAL 08.09.2024
Regulations, 2021 along with (iv) draft letter of appointment for Independent Directors proposed to be appointed/re-appointed
2017-18 FINAL 04.09.2025
and (v) Notice under Section 160 of the Act, proposing candidature of Directors for appointment/re-appointment shall be made
available for on-line inspection upon login at NSDL e-Voting system at www.evoting.nsdl.com. 2018-19 FINAL 06.09.2026
13) Members holding shares in physical form who have not yet registered their nomination are requested to register the same by
2019-20 INTERIM 24.03.2027
submitting Form No. SH-13. If a Member desires to opt out or cancel the earlier nomination and record a fresh nomination, he/she
may submit the same in Form ISR-3 or SH-14 as the case may be. Members may download the said forms from the Company’s 2019-20 FINAL 30.10.2027
website under the weblink at https://www.bergerpaints.com/investors/investor-services.html. Members holding shares in demat
mode should file their nomination with their respective Depository Participant(s). 2020-21 FINAL 02.10.2028
14) In all correspondence with the Company/the RTA, Members are requested to quote their Folio Number and in case their shares are 2021-22 FINAL 01.10.2029
held in the dematerialised form, must quote their DP ID and Client ID numbers.
16) The shareholders holding shares in physical mode and whose names appear in the Register of Members on 11th August, 2023
15) Members are reminded to send their dividend warrant(s)/bankers’ cheque(s) and demand draft(s), which have not been encashed,
shall be eligible for receipt of dividend, while the shareholders holding shares in electronic mode and whose names appear in
to the Company, for revalidation. As per the provisions of Section 124(6) of the Act, unclaimed dividend is liable to be transferred
the list of beneficial holders furnished by respective Depositories as at the end of business hours on 4th August, 2023 shall be
to the Investor Education and Protection Fund of the Central Government after expiry of seven years from the date they become
eligible for receipt of dividend as recommended by the Board subject to approval of the proposed resolution in this connection
due for payment.
by the Members of the Company. Accordingly, as per current SEBI Regulations, dividend is required to be credited to Members’
The Ministry of Corporate Affairs (MCA) had vide notification No. S.O.2866 (E) dated 5th September, 2016 enforced Sections respective bank accounts through National Automated Clearing House (NACH), wherever the facility is available and the requisite/
124(6) and 125 of the Act read with the Investor Education and Protection Fund [IEPF] (Accounting, Audit, Transfer and Refund) valid details/mandates have been provided by the Members. Members desirous of availing this facility may send the details of their
Rules, 2016 (as amended), required companies to transfer the underlying shares to the IEPF, in respect of which the dividends bank accounts with addresses and MICR and IFSC Codes of their banks to their Depository Participants (in case of shares held in
have remained unclaimed for a consecutive period of seven years. Accordingly, shareholders are requested to apply for unclaimed dematerialised form) or to the Company’s RTA (in case of shares held in physical form) at the earliest.
dividends immediately to the Company/the RTA. Members are informed that once the unclaimed or unpaid dividend is transferred
17) Pursuant to the amendment made in Regulation 40 of Listing Regulations and vide Gazette notification dated 24th January, 2022,
to the designated account of IEPF and shares are transferred to the Demat Account of the IEPF Authority, no claim shall lie
except in case of transmission or transposition of securities, requests for effecting transfer shall not be processed unless the securities
against the Company in respect of such dividend/shares. During the Financial Year 2022-23, the Company had transferred 1,42,311
are held in dematerialised form with a depository.
equity shares to IEPF on due dates. The Members, whose unclaimed dividends/shares have been transferred to IEPF, may claim
the same by making an online application to the IEPF Authority in web Form No. IEPF-5 available on http://www.mca.gov.in/ 18) As the AGM is being conducted through VC or OAVM, the Members are requested to express their views/send their queries in
mcafoportal/iepf5Service.do. writing well in advance for smooth conduct of the AGM but not later than 5:00 P.M. (IST) Friday, 4th August, 2023 mentioning
their names, folio numbers/demat account numbers, e-mail addresses and mobile numbers at [email protected] with
The eligible Members are entitled to claim such unclaimed or unpaid dividend and shares including benefits, if any, accruing on
a copy to [email protected] and only such questions/queries received by the Company till the said date and time shall be
such shares from the IEPF Authority by making an online application in web Form IEPF-5 and sending the physical copy of the
considered and responded during the AGM.
same duly signed (as per the specimen signature recorded with the Company) along with requisite documents at the Registered
Office of the Company for verification of their claims. However, before filing of claim(s) with IEPF Authority, Members/claimants Members willing to express their views or raise queries during the AGM are required to register themselves as speakers by
are advised to approach the Company for issue of Entitlement letter along with all the required documents as per the communication sending their requests on or before Friday, 4th August, 2023 (5:00 P.M. IST) at [email protected] with a copy to
issued by the IEPF Authority on 20th July, 2022. Relevant details and the specified procedure to claim refund of dividend amount/ [email protected] from their registered e-mail addresses mentioning their names, folio numbers/demat account numbers,
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Annual Report 2022-23
PAN details and mobile numbers. The Members who have registered themselves as speakers will be allowed to express their views/ Limited (“NSDL”) to provide to the Members the e-Voting platform and services for casting their vote through remote e-Voting
ask questions during the AGM. The Chairman of the Meeting/the Company reserves the right to restrict the time allotted to each on all resolutions set forth in this Notice. Only those Members who are present in the Meeting through VC or OAVM facility and
speaker and the number of speakers to ensure smooth conduct of the AGM. have not cast their votes on resolutions through remote e-Voting and are otherwise not barred from doing so, shall be allowed to
vote through e-Voting system during the AGM.
19) Pursuant to the Finance Act, 2020, dividend income will be taxable in the hands of shareholders w.e.f. 1st April, 2020 and
the Company is required to deduct tax at source from dividend paid to shareholders at the prescribed rates. For the prescribed The remote e-Voting period will commence on 8th August, 2023 (Tuesday at 9:00 a.m.) and will end on 10th August, 2023
rates for various categories, the shareholders are requested to refer to the Finance Act, 2020 and the amendments thereof. The (Thursday at 5:00 p.m.). During this period, Members of the Company, holding shares either in physical mode or in dematerialised
Shareholders are once again requested to update their PAN with the Company at [email protected] with a copy to mode, may cast their vote electronically. The remote e-Voting module shall be disabled by NSDL for voting thereafter.
[email protected]/the RTA at [email protected]/[email protected] (in case of shares held in physical mode) and
their respective Depository Participants (in case of shares held in dematerialised mode). The following may be noted: The procedure for remote e-Voting is as under:
(i) A Resident individual shareholder with PAN and who is not liable to pay income tax can submit a yearly declaration in Form Step 1: Access to NSDL e-Voting system
No. 15G/15H, to avail the benefit of non-deduction of tax at source by email to [email protected]/[email protected]
A) Login method for e-Voting and joining virtual meeting for Individual shareholders holding securities in demat mode
on or before 31st July, 2023. Shareholders are requested to note that in case their PAN is not registered or an invalid PAN is
furnished, the tax will be deducted at a rate of 20%. Further, tax may be deducted at higher rate of 20% for non-filing of return In terms of SEBI circular dated 9th December, 2020 on e-Voting facility provided by Listed Companies, Individual shareholders
of income for the last financial year for which due date has expired.
holding securities in demat mode are allowed to vote through their demat account maintained with Depositories and Depository
Participants. Shareholders are advised to update their mobile number and email Id in their demat accounts in order to access
(ii) Resident shareholders who are eligible for deduction of tax at a concessional or Nil rate as per Section 197 of the
e-Voting facility.
Income-tax Act, 1961, can submit the certificate/letter issued by the Assessing Officer, to avail the benefit of lower rate of
deduction or non-deduction of tax at source by sending an e-mail to [email protected]/[email protected] on or before
Login method for Individual shareholders holding securities in demat mode is given below:
31st July, 2023.
Type of shareholders Login Method
(iii) Non-resident Shareholders can avail beneficial rates under tax treaty between India and their country of residence, subject
Individual Shareholders 1. Existing IDeAS user can visit the e-Services website of NSDL viz. https://eservices.nsdl.com
to providing necessary documents i.e., No Permanent Establishment and Beneficial Ownership Declaration, Tax Residency
holding securities in either on a Personal Computer or on a mobile. On the e-Services home page click on the “Beneficial
Certificate, Form 10F, any other document which may be required to avail the tax treaty benefits by sending an e-mail to demat mode with NSDL Owner” icon under “Login” which is available under ‘IDeAS’ section , this will prompt you to enter
[email protected]/[email protected]. The aforesaid declarations and documents need to be submitted by the Shareholders your existing User ID and Password. After successful authentication, you will be able to see e-Voting
on or before 31st July, 2023. services under Value added services. Click on “Access to e-Voting” under e-Voting services and you
will be able to see e-Voting page. Click on company name or e-Voting service provider i.e., NSDL
Please refer to Annexure A of Corporate Governance Report under “General Shareholder Information” for further details. and you will be re-directed to e-Voting website of NSDL for casting your vote during the remote
e-Voting period or joining virtual meeting & voting during the meeting.
20) As on 31st March, 2023, 3,61,565 equity shares of `1/- each fully paid up have remained unclaimed for 126 shareholders. During 2. If you are not registered for IDeAS e-Services, option to register is available at https://eservices.nsdl.
the year, the Company has received 12 requests from the Members for transfer of their unclaimed shares in aggregate from the com. Select “Register Online for IDeAS Portal” or click at https://eservices.nsdl.com/SecureWeb/
IdeasDirectReg.jsp.
Company’s unclaimed demat suspense account, i.e., ‘M/s Berger Paints India Limited – Unclaimed Demat Suspense Account’ and
accordingly, the Company has transferred those unclaimed shares from its unclaimed demat suspense account. Further, 38,283 3. Visit the e-Voting website of NSDL. Open web browser by typing the following URL: https://www.
evoting.nsdl.com/either on a Personal Computer or on a mobile. Once the home page of e-Voting
equity shares of `1/- each were transferred from unclaimed suspense account to IEPF Account between the period 1st April, 2022
system is launched, click on the icon “Login” which is available under ‘Shareholder/Member’
to 31st March, 2023. The details are given in Annexure A of the Corporate Governance Report. section. A new screen will open. You will have to enter your User ID (i.e., your sixteen digit demat
account number hold with NSDL), Password/OTP and a Verification Code as shown on the screen.
21) In compliance with the provisions of Section 108 of the Act, read with the provisions of the Companies (Management and After successful authentication, you will be redirected to NSDL Depository site wherein you can see
Administration) Amendment Rules, 2015 and Regulation 44 of the Listing Regulations (as amended), and the MCA Circulars dated e-Voting page. Click on company name or e-Voting service provider i.e., NSDL and you will be
5th May, 2020, 13th January, 2021, 5th May, 2022 and 28th December, 2022, the Company is providing facility of remote e-Voting redirected to e-Voting website of NSDL for casting your vote during the remote e-Voting period or
joining virtual meeting & voting during the meeting.
to its Members in respect of the business to be transacted at the AGM. The Company has engaged National Securities Depository
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Annual Report 2022-23
Important note: Members who are unable to retrieve User ID/ Password are advised to use Forget User ID and Forget Password
Type of shareholders Login Method
option available at abovementioned website.
4. Shareholders/Members can also download NSDL Mobile App “NSDL Speede” facility by scanning
the QR code mentioned below for seamless voting experience. Helpdesk for Individual Shareholders holding securities in demat mode for any technical issues related to login through
Depository i.e., NSDL and CDSL.
Login type Helpdesk details
Individual Shareholders holding Members facing any technical issue in login can contact NSDL helpdesk by sending a request
securities in demat mode with NSDL at [email protected] or call at 022 - 4886 7000 and 022 - 2499 7000
Individual Shareholders holding Members facing any technical issue in login can contact CDSL helpdesk by sending a request
securities in demat mode with CDSL at [email protected] or contact at toll free no. 1800 22 55 33
B) Login Method for e-Voting and joining virtual meeting for shareholders other than Individual shareholders holding
securities in demat mode and shareholders holding securities in physical mode.
Individual Shareholders 1. Users who have opted for CDSL Easi/Easiest facility, can login through their existing user id and How to Log-in to NSDL e-Voting website?
holding securities in password. Option will be made available to reach e-Voting page without any further authentication. 1. Visit the e-Voting website of NSDL. Open web browser by typing the following URL: https://www.evoting.nsdl.com/either
demat mode with CDSL The users to login Easi/Easiest are requested to visit CDSL website www.cdslindia.com and click
on a Personal Computer or on a mobile.
on login icon & New System Myeasi Tab and then user your existing myeasi username & password.
2. Once the home page of e-Voting system is launched, click on the icon “Login” which is available under ‘Shareholder/
2. After successful login the Easi/Easiest user will be able to see the e-Voting option for eligible
Member’ section.
companies where the evoting is in progress as per the information provided by company. On clicking
the evoting option, the user will be able to see e-Voting page of the e-Voting service provider for 3. A new screen will open. You will have to enter your User ID, your Password/OTP and a Verification Code as shown on
casting your vote during the remote e-Voting period or joining virtual meeting & voting during the screen.
the meeting. Additionally, there is also links provided to access the system of all e-Voting Service
Alternatively, if you are registered for NSDL eservices i.e. IDEAS, you can log-in at https://eservices.nsdl.com/ with your
Providers, so that the user can visit the e-Voting service providers’ website directly.
existing IDEAS login. Once you log-in to NSDL eservices after using your log-in credentials, click on e-Voting and you can
3. If the user is not registered for Easi/Easiest, option to register is available at CDSL website www. proceed to Step 2 i.e. Cast your vote electronically.
cdslindia.com and click on login & New System Myeasi Tab and then click on registration option.
4. Your User ID details are given below :
4. Alternatively, the user can directly access e-Voting page by providing Demat Account Number
and PAN No. from a e-Voting link available on www.cdslindia.com home page. The system will Manner of holding shares i.e., Demat Your User ID is:
authenticate the user by sending OTP on registered Mobile & Email as recorded in the Demat Account. (NSDL or CDSL) or Physical
After successful authentication, user will be able to see the e-Voting option where the evoting is in a) For Members who hold shares in demat account 8 Character DP ID followed by 8 Digit Client ID
progress and also able to directly access the system of all e-Voting Service Providers. with NSDL. For example if your DP ID is IN300*** and Client ID is 12****** then
your user ID is IN300***12******
Individual Shareholders You can also login using the login credentials of your demat account through your Depository
(holding securities in Participant registered with NSDL/CDSL for e-Voting facility. upon logging in, you will be able to b) For Members who hold shares in demat account 16 Digit Beneficiary ID
demat mode) login see e-Voting option. Click on e-Voting option, you will be redirected to NSDL/CDSL Depository with CDSL. For example if your Beneficiary ID is 12************** then your user
through their depository site after successful authentication, wherein you can see e-Voting feature. Click on company name ID is 12**************
participants or e-Voting service provider i.e. NSDL and you will be redirected to e-Voting website of NSDL c) For Members holding shares in Physical Form EVEN Number followed by Folio Number registered with the company
for casting your vote during the remote e-Voting period or joining virtual meeting & voting during For example if folio number is 001*** and EVEN is 101456 then user ID
the meeting. is 101456001***
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Annual Report 2022-23
5. Password details for shareholders other than Individual shareholders are given below: 4. Cast your vote by selecting appropriate options i.e. assent or dissent, verify/modify the number of shares for which you
wish to cast your vote and click on “Submit” and also “Confirm” when prompted.
a) If you are already registered for e-Voting, then you can user your existing password to login and cast your vote.
5. Upon confirmation, the message “Vote cast successfully” will be displayed.
b) If you are using NSDL e-Voting system for the first time, you will need to retrieve the ‘initial password’ which was
communicated to you. Once you retrieve your ‘initial password’, you need to enter the ‘initial password’ and the system 6. You can also take the printout of the votes cast by you by clicking on the print option on the confirmation page.
will force you to change your password. 7. Once you confirm your vote on the resolution, you will not be allowed to modify your vote.
c) How to retrieve your ‘initial password’? General Guidelines for Shareholders
(i) If your email ID is registered in your demat account or with the company, your ‘initial password’ is communicated 1. Institutional shareholders (i.e., other than individuals, HUF, NRI etc.) are required to send scanned copy (PDF/JPG
to you on your email ID. Trace the email sent to you from NSDL from your mailbox. Open the email and open the Format) of the relevant Board Resolution/Authority letter etc. with attested specimen signature of the duly authorized
attachment i.e., a .pdf file. Open the .pdf file. The password to open the .pdf file is your 8 digit client ID for NSDL signatory(ies) who are authorized to vote, to the Scrutinizer by e-mail to [email protected]/[email protected]
account, last 8 digits of client ID for CDSL account or folio number for shares held in physical form. The .pdf file with a copy marked to [email protected]. Institutional shareholders (i.e., other than individuals, HUF, NRI etc.) can
contains your ‘User ID’ and your ‘initial password’. also upload their Board Resolution/Power of Attorney/Authority Letter etc. by clicking on "Upload Board Resolution/
Authority Letter" displayed under "e-Voting" tab in their login.
(ii) If your email ID is not registered, please follow steps mentioned below in process for those shareholders whose
email ids are not registered. 2. It is strongly recommended not to share your password with any other person and take utmost care to keep your password
confidential. Login to the e-voting website will be disabled upon five unsuccessful attempts to key in the correct password.
6. If you are unable to retrieve or have not received the “Initial password” or have forgotten your password:
In such an event, you will need to go through the “Forgot User Details/Password?” or “Physical User Reset Password?”
a) Click on “Forgot User Details/Password?” (If you are holding shares in your demat account with NSDL or CDSL) option available on www.evoting.nsdl.com to reset the password.
option available on www.evoting.nsdl.com.
3. In case of any queries, you may refer the Frequently Asked Questions (FAQs) for Shareholders and e-voting user manual
b) “Physical User Reset Password?” (If you are holding shares in physical mode) option available on for Shareholders available at the download section of www.evoting.nsdl.com or call on: 022 - 4886 7000 and 022 - 2499
www.evoting.nsdl.com. 7000 or send a request to Ms Pallavi Mhatre, Senior Manager at [email protected].
c) If you are still unable to get the password by aforesaid two options, you can send a request at [email protected] Process for those shareholders whose email ids are not registered with the depositories for procuring user id and
mentioning your demat account number/folio number, your PAN, your name and your registered address etc. password and registration of e-mail ids for e-voting for the resolutions set out in this notice:
d) Members can also use the OTP (One Time Password) based login for casting the votes on the e-Voting system of NSDL. 1. In case shares are held in physical mode please provide Folio No., Name of shareholder, scanned copy of the share
certificate (front and back), PAN (self attested scanned copy of PAN card), AADHAAR (self attested scanned copy of
7. After entering your password, tick on Agree to “Terms and Conditions” by selecting on the check box.
Aadhaar Card) by email to [email protected]/[email protected].
8. Now, you will have to click on “Login” button. 2. In case shares are held in demat mode, please provide DPID-CLID (16 digit DPID + CLID or 16 digit beneficiary
9. After you click on the “Login” button, Home page of e-Voting will open. ID), Name, client master or copy of Consolidated Account statement, PAN (self attested scanned copy of PAN card),
AADHAAR (self attested scanned copy of Aadhaar Card) to [email protected]/rajibde@bergerindia.
Step 2: Cast your vote electronically and join General Meeting on NSDL e-Voting system.
com. If you are an Individual shareholder holding securities in demat mode, you are requested to refer to the login
How to cast your vote electronically and join General Meeting on NSDL e-Voting system? method explained at step 1 (A) i.e., Login method for e-Voting and joining virtual meeting for Individual shareholders
holding securities in demat mode.
1. After successful login at Step 1, you will be able to see all the companies “EVEN” in which you are holding shares and
whose voting cycle and General Meeting is in active status. 3. Alternatively shareholder/members may send a request to [email protected] for procuring user id and password for
e-voting by providing above mentioned documents.
2. Select “EVEN (124439)” of the Company for which you wish to cast your vote during the remote e-Voting period and
casting your vote during the General Meeting. For joining virtual meeting, you need to click on “VC/OAVM” link placed In terms of SEBI circular dated 9th December, 2020 on e-Voting facility provided by Listed Companies, Individual
under “Join Meeting”. shareholders holding securities in demat mode are allowed to vote through their demat account maintained with
Depositories and Depository Participants. Shareholders are required to update their mobile number and email ID
3. Now you are ready for e-Voting as the Voting page opens.
correctly in their demat account in order to access e-Voting facility.
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Annual Report 2022-23
THE INSTRUCTIONS FOR MEMBERS FOR e-VOTING ON THE DAY OF THE AGM ARE AS UNDER: 8. Members who need assistance before or during the AGM, can contact Ms Pallavi Mhatre, Manager, NSDL at
[email protected] or call 022 - 4886 7000 and 022 - 2499 7000.
1. The procedure for e-Voting on the day of the AGM is same as the instructions mentioned above for remote e-voting.
9. Shareholders attending the AGM through VC or OAVM shall be counted for the purpose of reckoning the quorum
2. Only those Members/shareholders, who will be present in the AGM through VC or OAVM facility and have not cast
under Section 103 of the Act.
their vote on the Resolutions through remote e-Voting and are otherwise not barred from doing so, shall be eligible to
vote through e-Voting system in the AGM. 22) The voting rights of Members shall be in proportion to their share of the paid-up equity share capital (in case of electronic
shareholding) of the Company as on the cut-off date of 4th August, 2023.
3. Members who have voted through Remote e-Voting will be eligible to attend the AGM. However, they will not be
eligible to vote at the AGM. 23) Any person, who acquires shares of the Company and becomes Member of the Company after dissemination of the Notice of
AGM and holding shares as on the cut-off date, i.e., 4th August, 2023 may obtain the login ID and password by sending a request
4. The details of the person who may be contacted for any grievances connected with the facility for e-Voting on the day
at [email protected] or [email protected]/[email protected] or [email protected] mentioning his or her folio
of the AGM shall be the same person mentioned for Remote e-voting.
number/DP ID and Client ID. However, if he is already registered with NSDL for remote e-Voting, then he can use his existing
INSTRUCTIONS FOR MEMBERS FOR ATTENDING THE AGM THROUGH VC or OAVM ARE AS UNDER: user ID and password for casting his vote. If he forgets his password, he can reset his password by using “Forgot User Details/
Password” option available on www.evoting.nsdl.com.
1. Shareholder will be provided with a facility to attend the AGM through VC/OAVM through the NSDL e-Voting
system. Members may access by following the steps mentioned above for Access to NSDL e-Voting system. After 24) Members holding shares in physical mode or whose e-mail addresses are not registered, may cast their votes through e-Voting system,
successful login, you can see link of “VC/OAVM” placed under “Join meeting” menu against company name. You after registering their e-mail addresses by sending the following documents to the Company at [email protected] or
are requested to click on VC/OAVM link placed under Join Meeting menu. The link for VC/OAVM will be available to the RTA at [email protected]/[email protected]: (i) Scanned copy of a signed request letter, mentioning the name, folio
in Shareholder/Member login where the EVEN of Company will be displayed. Please note that the members who do number/demat account details and number of shares held and complete postal address; (ii) Self-attested scanned copy of PAN Card;
not have the User ID and Password for e-Voting or have forgotten the User ID and Password may retrieve the same and (iii) Self-attested scanned copy of any document (such as AADHAAR card/latest Electricity Bill/latest Telephone Bill/ Driving
by following the remote e-Voting instructions mentioned in the notice to avoid last minute rush. License/Passport/Voter ID Card/Bank Passbook particulars) in support of the postal address of the Member as registered against their
2. Shareholders are encouraged to join the Meeting through Laptops for better experience. shareholding. Members, who hold shares in physical mode and already having valid e-mail addresses registered with the Company/
the RTA, need not take any further action in this regard.
3. Further Shareholders will be required to allow Camera and use Internet with a good speed to avoid any disturbance
during the meeting. 25) In case of joint holders attending the meeting, only such joint holder, who is higher in the order of names, will be entitled to vote
at the Meeting.
4. Please note that Participants connecting from Mobile Devices or Tablets or through Laptop connecting via Mobile
Hotspot may experience Audio/Video loss due to fluctuation in their respective network. It is therefore recommended 26) Pursuant to the provisions of Section 108 of the Act, Mr A.K. Labh, Practising Company Secretary (FCS-4848/CP-3238) of M/s
to use Stable Wi-Fi or LAN Connection to mitigate any kind of aforesaid glitches. A.K.Labh & Co., Company Secretaries has been appointed as the Scrutinizer to scrutinize the remote e-Voting process as well as
voting by Members (who have not cast their vote through remote e-Voting) participating at the AGM through VC or OAVM as on the
5. Shareholders who would like to express their views/have questions may send their questions in advance
date of AGM in a fair and transparent manner.
mentioning their name, demat account number/folio number, email id, mobile number at sumandey@bergerindia.
com/[email protected] latest by 5 p.m. (IST) on Friday, 4th August, 2023. The same will be replied by the 27) The Scrutinizer shall, immediately after the conclusion of voting at the AGM, first count the votes cast during the AGM, thereafter
Company suitably. unblock the votes cast through remote e-Voting and make, within two working days of conclusion of the AGM, a consolidated
Scrutinizer’s Report of the total votes cast in favour or against, if any, to the Chairman or Company Secretary or a person authorised
6. Shareholders who would like to express their views/ask questions as a speaker at the Meeting may pre-register
by the Chairman in writing, who shall countersign the same.
themselves by sending a request from their registered e-mail address mentioning their names, DP ID and Client ID/
folio number, PAN and mobile number at [email protected]/[email protected] latest by 5 p.m. 28) The result declared along with the Scrutinizer’s Report shall be placed on the Company’s website www.bergerpaints.com, the
(IST) on Friday, 4th August, 2023. Only those Shareholders who have pre-registered themselves as a speaker will be e-Voting website of NSDL - www.evoting.nsdl.com and on the notice board of the Company's registered office immediately. The
allowed to express their views/ask questions during the AGM. The Company reserves the right to restrict the number Company shall simultaneously forward the results to National Stock Exchange of India Limited, BSE Limited and The Calcutta Stock
of speakers depending on the availability of time for the AGM. Exchange Limited, where the shares of the Company are listed.
7. The Company reserves the right to restrict the number of questions and number of speakers, as appropriate, for 29) Subject to receipt of requisite number of votes, the resolutions proposed in the Notice shall be deemed to be passed on the date of the
smooth conduct of the AGM. Meeting itself i.e., 11th August, 2023.
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Annual Report 2022-23
EXPLANATORY STATEMENT PURSUANT TO SECTION 102 OF In terms of Section 152 read with Schedule IV of the Companies Act, 2013, the Board is of the opinion that Mr Hoon fulfils the
conditions for his reappointment as an Independent Director as specified in the Act and the Listing Regulations and is Independent
THE COMPANIES ACT, 2013
of the management of the Company. The Board pursuant to the recommendation of the Compensation and Nomination and
Remuneration Committee approved the re-appointment of Mr Hoon as an Independent Director of the Company, not being liable to
ITEM NO. 3
retire by rotation, considering his experience in Marketing, Sales, HR, Supply Chain and Commercial functions for a second term
Mr Kuldip Singh Dhingra (Mr Dhingra) [DIN: 00048406] aged seventy-five (75) years, is the Non-Executive and Non-Independent of 5 (five) consecutive years commencing from 1st February, 2024 up to 31st January, 2029, subject to the approval of Members, by
Director of the Company liable to retire by rotation. He is also the Non-Executive Chairman of the Board of Directors and the way of a Special Resolution.
Promoter of the Company. As per Regulation 17(1A) of the Securities and Exchange Board of India (Listing Obligations and
Mr Hoon is entitled to commission on net profits of the Company not exceeding 1% in aggregate (together with all Non-Executive
Disclosure Requirements) Regulations, 2015 (“Listing Regulations”), with effect from 1st April, 2019, no listed company shall
appoint a person or continue the directorship of any person as a Non - Executive Director who has attained the age of seventy-five Directors) as computed in the manner referred to in Section 198 of the Act and Rules framed thereunder subject to a maximum of
(75) years, unless a Special Resolution is passed to that effect, and justification thereof is indicated in the explanatory statement `1 Crore per annum.
annexed to the Notice for such appointment. Mr Hoon is not debarred from holding office of a Director by virtue of any SEBI Order or Order of any other such authority.
Mr Dhingra has been a Director of the Company since 17th July, 1991. He is a Science Graduate from Hindu College, Delhi
The copy of the draft letter of appointment, setting out the terms and conditions of his reappointment and all other documents
University. Mr Dhingra is an industrialist and has over 52 years of experience in paint and related industries and his contribution to
referred to in the accompanying Notice and this Statement shall be available for inspection by the Members electronically. Members
the paint and related industries are well known and internationally acclaimed. His rich experience, expertise and guidance has all
seeking to inspect the same are requested to follow the procedure mentioned in Note No.12 to this Notice.
along resulted in the organic and inorganic growth of the Company.
The Board recommends the resolution as set out in Item No.5 of the Notice for approval of the Members by way of a
Mr Dhingra is liable to retire by rotation at this Annual General Meeting and it is proposed to reappoint him as a Director of the
Company subject to requisite consent received from shareholders. Regulation 17(1A) of the Listing Regulations will be applicable Special Resolution.
and a Special Resolution is required to be passed. Hence, the approval of the members is sought by way of a Special Resolution. Except Mr Hoon, and his relatives, no other Director or Key Managerial Personnel of the Company or their relatives are concerned
Mr Dhingra is not debarred from holding office of a Director by virtue of any SEBI Order or Order of any other such authority. or interested, financially or otherwise, in Resolution No.5 as contained in the Notice.
The Board of the Company is of the opinion that Mr Dhingra has been an integral part of the Board and has provided valuable A brief profile and other information as required under Regulation 36 of the Listing Regulations and Secretarial Standard-2 issued
insights to the Company and his continuation as a Director will be in the interest of the Company notwithstanding Mr Dhingra by the Institute of Company Secretaries of India (ICSI) is annexed to this Notice.
attaining seventy-five (75) years of age. Hence the Board recommends the resolution set out in item No.3 as Special Resolution.
ITEM NO. 6
The details required under Regulation 36(3) of the Listing Regulations and Secretarial Standards on General Meetings (SS-2) issued
by the Institute of Company Secretaries of India, in respect of Director(s) seeking appointment/re-appointment at this AGM forms Pursuant to Section 149 of the Act and upon the recommendations of the Compensation and Nomination and Remuneration
part of the Notice. Committee, the Board of Directors at its meeting held on 1st February, 2019 appointed Mrs Sonu Halan Bhasin (Mrs Bhasin) as an
Ms Rishma Kaur, Mr Gurbachan Singh Dhingra and Mr Kanwardip Singh Dhingra, being the relatives of Mr Dhingra may deemed Additional Director (Category: Non-Executive, Independent) of the Company. She was appointed as an Independent Director of
to be interested and concerned in Resolution No.3 of the Notice. Other than Ms Rishma Kaur, Mr Gurbachan Singh Dhingra, the Company for a first term of 5 (five) consecutive years w.e.f. 1st February, 2019 up to 31st January, 2024 by the Members at the
Mr Kanwardip Singh Dhingra and Mr Dhingra himself, no other Director or Key Managerial Personnel of the Company, or their Annual General Meeting of the Company held on 5th August, 2019. Mrs Bhasin has registered herself with the Indian Institute of
relatives, are concerned or interested financially or otherwise, in Resolution No. 3 as contained in the Notice. Corporate Affairs (IICA) and her name is included in the data bank maintained by the IICA. Her present tenure as an Independent
will expire on 31st January, 2024.
ITEM NO. 5
In terms of Section 152 read with Schedule IV of the Companies Act, 2013, the Board is of the opinion that Mrs Bhasin fulfils the
Pursuant to Section 149 of the Companies Act, 2013 (“the Act”) and upon the recommendation of the Compensation and Nomination
conditions for her reappointment as an Independent Director as specified in the Act and the Listing Regulations and is Independent
and Remuneration Committee, the Board of Directors at its meeting held on 1st February, 2019 appointed Mr. Anoop Hoon
(Mr Hoon) as an Additional Director (Category: Non-Executive, Independent) of the Company. He was appointed as an Independent of the management of the Company. The Board pursuant to the recommendation of the Compensation and Nomination and
Director of the Company for a first term of 5 (five) consecutive years w.e.f. 1st February, 2019 upto 31st January, 2024 by the Remuneration Committee approved the re-appointment of Mrs Bhasin as an Independent Director of the Company, not being liable
Members at the Annual General Meeting of the Company held on 5th August, 2019. Mr Hoon has registered himself with the Indian to retire by rotation, considering her experience as a senior professional with career spanning over 30 years, setting-up and managing
Institute of Corporate Affairs (IICA) and his name is included in the data bank maintained by the IICA. His present tenure as an businesses and her association with several reputed companies for a second term of 5 (five) consecutive years commencing from 1st
Independent Director will expire on 31st January, 2024. February, 2024 up to 31st January, 2029, subject to the approval of Members, by way of a Special Resolution.
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Annual Report 2022-23
Mrs Bhasin is entitled to commission on net profits of the Company not exceeding 1% in aggregate (together with all Non-Executive with the Indian Institute of Corporate Affairs (IICA) and his name is included in the data bank maintained by the IICA. In the opinion
Directors) as computed in the manner referred to in Section 198 of the Act and Rules framed thereunder subject to a maximum of of the Board, Mr Pillai meets the criteria of Independence as stipulated under Section 149(6) of the Act and Rules framed and is
`1 Crore per annum. Independent of the management.
Mrs Bhasin is not debarred from holding office of a Director by virtue of any SEBI Order or Order of any other such authority. Mr Pillai is entitled to commission on net profits of the Company not exceeding 1% in aggregate (together with all Non-Executive
The copy of the draft letter of appointment, setting out the terms and conditions of her reappointment and all other documents Directors) as computed in the manner referred to in Section 198 of the Act and Rules framed thereunder subject to a maximum of
referred to in the accompanying Notice and this Statement shall be available for inspection by the Members electronically. Members `1 Crore per annum.
seeking to inspect the same are requested to follow the procedure mentioned in Note No.12 to this Notice. The copy of the draft letter of appointment, setting out the terms and conditions of his appointment and all other documents referred
The Board recommends the resolution as set out in Item No.6 of the Notice for approval of the Members by way of a to in the accompanying Notice and the Explanatory Statement shall be available for inspection by the Members electronically.
Special Resolution. Members seeking to inspect the same are requested to follow the procedure mentioned in Note No.12 to this Notice.
Except Mrs Bhasin, and her relatives, no other Director or Key Managerial Personnel of the Company or their relatives are concerned The Board recommends the resolution as set out in Item No.7 for approval of the Members by way of a Special Resolution.
or interested, financially or otherwise, in Resolution No. 6 as contained in the Notice. Except Mr Pillai, and his relatives, no other Director or Key Managerial Personnel of the Company or their relatives are concerned
A brief profile and other information as required under Regulation 36 of the Listing Regulations and Secretarial Standard-2 issued or interested, financially or otherwise, in Resolution No. 7 as contained in the Notice.
by ICSI is annexed to this Notice. A brief profile and other information as required under Regulation 36 of the Listing Regulations and Secretarial Standard-2 issued
by ICSI is annexed to this Notice.
ITEM NO. 7
Mr Gopal Krishna Pillai [Mr Pillai (DIN: 02340756)] was appointed as an Additional Director (Category: Non-Executive, ITEM NO. 8
Independent) of the Company by the Board of Directors with effect from 15th May, 2023 pursuant to Section 161 of the Act.
The Board of Directors at its meeting held on 15th May, 2023 based on the recommendation of the Audit Committee, appointed
Mr Pillai has filed declaration of independence and is deemed to be Independent within the meaning of Section 149 of the Act and
M/s N Radhakrishnan & Co., Cost Accountants (Firm Registration No.000056), as Cost Auditors of the Company at a remuneration of
Regulation 16 of the Listing Regulations.
`2,45,000 plus applicable taxes and other out-of-pocket expenses and M/s Shome and Banerjee, Cost Accountants (Firm Registration
In terms of Section 161 of the Act, Mr Pillai holds office as an Additional Director up to the conclusion of the ensuing Annual No.000001), as Cost Auditors at a remuneration of `1,90,000 plus applicable taxes and other out-of-pocket expenses to audit the cost
General Meeting and the Company has received a notice in writing from a Member in terms of Section 160 of the Act proposing records of the products manufactured by the Company for the year ending on 31st March, 2024. M/s N. Radhakrishnan & Co., Cost
the candidature of Mr Pillai for appointment as an Independent Director as per the provisions of Sections 149 and 152 of the Act. Accountants will carry out cost audit of the Company’s factories situated at a) Howrah b) Rishra c) Goa d) Puducherry e) Jejuri and
Mr Pillai, a retired officer of the Indian Administrative Service (IAS) has worked in a number of senior positions in the Central and f) Naltali. M/s Shome and Banerjee, Cost Accountants, will undertake cost audit of the Company’s factories situated at Jammu and
State Governments. Sandila and the factories of British Paints Division situated at Sikandrabad and Hindupur.
Mr Pillai will attain the age of 75 (seventy five) years on 30th November, 2023 and the continuation of his directorship will be subject Pursuant to Section 148 of the Act read with the Rule 14 of the Companies (Audit and Auditors) Rules, 2014 (as amended), the
to approval of the shareholders by way of a Special Resolution as required under Regulation 17(1A) of the Listing Regulations. remuneration payable to the Cost Auditors shall be approved by the Board of Directors and subsequently ratified by the Members of
the Company. Accordingly, the remuneration payable to M/s N Radhakrishnan & Co., Cost Accountants and M/s Shome and Banerjee,
Earlier, Mr Pillai was Non-executive, Independent Director of the Company from 12th September, 2014 to 11th September, 2019.
Cost Accountants for the financial year ending on 31st March, 2024 as approved by the Board of Directors is being placed before the
Mr Pillai is not debarred from holding office of a Director by virtue of any SEBI Order or Order of any other such authority. Members for ratification.
Based on the recommendation of the Compensation and Nomination and Remuneration Committee and subject to the approval of the The Directors recommend adoption of the Resolution at Item No.8 for ratification by the Members.
Members of the Company, the Board of Directors of the Company considering Mr Pillai’s experience as an Administrator approved
No Director, Key Managerial Personnel or their relatives are concerned or interested, financially or otherwise, in respect of the
his appointment as an Independent Director. Accordingly, approval of the Members is now sought for appointment of Mr Pillai for
said Resolution.
a period of 5 (five) consecutive years from the date of his appointment i.e, from 15th May, 2023 up to 14th May, 2028. Pursuant to
Section 149(13) of the Act, Mr Pillai will not be liable to retire by rotation.
In terms of the provisions of the Act, Mr Pillai has filed requisite consent(s)/disclosures before the Board. As required under
By Order of the Board
Regulation 25(8) of the Listing Regulations, Mr Pillai has confirmed that he is not aware of any circumstance or situation which
Place: New Delhi Arunito Ganguly (FCS-9285)
exists or may be reasonably anticipated that could impair or impact his ability to discharge his duties. Mr Pillai has registered himself Dated: 15th May, 2023 Vice President & Company Secretary
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Contents Corporate Overview Notice Directors’ Report Annexures to Directors’ Report Business Responsibility & Sustainability Report Corporate Governance Report Auditor’s Report – Standalone Annual Accounts – Standalone Auditor’s Report – Consolidated Annual Accounts – Consolidated
Annual Report 2022-23
Details required under Section 102 of the Companies Act, 2013 in respect of Mr Kuldip Singh Dhingra, Particulars Item No. 3 Item No. 4 Item No. 5 Item No. 6 Item No. 7
Mr Gurbachan Singh Dhingra, Mr Anoop Hoon, Mrs Sonu Halan Bhasin and Mr Gopal Krishna
Expertise in specific Industrialist with long Industrialist having Experience in marketing, Wide range of experience An Administrator who
Pillai, Directors of the Company, who are seeking re-appointment/appointment through this Notice, functional areas standing experience in the considerable experience in sales, organizational in handling financial has worked in a number
have already been provided under the heading Explanatory Statement annexed to this Notice. Other paint and related industries. paint industry, especially development, HR, supply management and of senior positions in
His experience and expertise in its technical aspects. His chain and commercial developing management the Central and State
information in compliance with Regulation 36(3) of the Listing Regulations and SS-2 issued by the is helpful for the organic and experience is helpful for functions. Served as strategies. Expert in policy Governments.
Institute of Company Secretaries of India (ICSI) have been provided in the table below: inorganic growth of the business growth, its Business Head of various making, strategic planning
the business. manufacturing and leading corporates where and also authored several
technical aspects. he was associated. books on entrepreneurship
and success.
Particulars Item No. 3 Item No. 4 Item No. 5 Item No. 6 Item No. 7
Terms and conditions of Non-Executive, Non-Executive, Non-Executive, Non-Executive, Non-Executive,
Name of the Director Mr Kuldip Singh Dhingra Mr Gurbachan Singh Dhingra Mr Anoop Hoon Mrs Sonu Halan Bhasin Mr Gopal Krishna Pillai re-appointment Non-Independent Director, Non-Independent Director, Independent Director, Independent Director, Independent Director,
(DIN: 00048406) (DIN: 00048465) (DIN: 00686289) (DIN: 02872234) (DIN: 02340756) liable to retire by rotation liable to retire by rotation not liable to retire by not liable to retire by not liable to retire by
rotation. Proposed to rotation. Proposed to rotation. Proposed to
Brief Resume of the Mr Kuldip Singh Dhingra is Mr Gurbachan Singh Dhingra Mr Anoop Hoon Mrs Sonu Halan Bhasin Mr Gopal Krishna Pillai be re-appointed for a be re-appointed for a be appointed for a term
Director the Chairman of the Board is the Vice-Chairman of completed his B.A. in completed her Graduation completed his B.Sc. from second term of 5 (five) second term of 5 (five) of 5 (five) consecutive
of Directors. He has been the Board of Directors. He Economics from St. [B.Sc.(Hons)] in St. Joseph’s College, consecutive years in consecutive years in years in accordance with
a Director of the Company has been a Director of the Xavier’s College, Kolkata Mathematics from St. Bangalore and M.Sc. from accordance with accordance with resolution No. 7
since 1991. Mr Dhingra is Company since 1993. and Post Graduation in Stephen’s College, Delhi IIT, Madras. Mr Pillai resolution No. 5. resolution No. 6.
a Science Graduate from Mr Dhingra is a Graduate IR & PM from XLRI, University. She also did is a retired IAS Officer
Directorship held in Relaxo Footwears Limited Nil Nil 1. Whirlpool of India Adani Ports and Special
Hindu College, Delhi from Punjab University. Jamshedpur. He has rich her MBA from Faculty and has rich experience other listed entities as on Limited Economic Zone Limited
University. He is a promoter He is a promoter and an experience in Marketing, of Management Studies in Administration and 31st March, 2023 2. Sutlej Textiles and
and an industrialist with industrialist with considerable Sales, HR, Supply Chain (FMS), Delhi. Her career has worked in a number
Industries Limited
long standing experience experience in the paint and Organisational spans over 30 years of senior positions in
3. Indus Towers Limited
in the paint and related industry, especially in its development. He has wherein she has set up and the Central and State
industries. technical aspects. worked with various managed large businesses Governments. 4. Multi Commodity
leading corporates and and diverse teams across Exchange of
held senior positions. financial and non-financial India Limited
sectors in India and abroad. 5. KFin Technologies
She has been associated Limited
with various reputed
Names of the listed Nil Nil Nil Nil Zuari Agro Chemicals
corporates and held senior
entities from which the Limited
positions.
Director has resigned in
Category of Director Non-Executive, Non-Executive, Non-Executive, Non-Executive, Non-Executive, the past three years
Non-Independent Non-Independent Independent Independent Independent The skills and - - Rich experience in Experience in handling Being an Administrator
capabilities required for Marketing, Sales, financial management who has worked in
Date of Birth / Age 2nd September, 1947 9th April, 1950 15th October, 1955 28th September, 1963 30th November, 1949
the role and the manner Organisational and development of various senior positions
(75 years) (73 years) (67 years) (59 years) (74 years)
in which Mr Anoop development, HR, management strategies in the Central and State
Hoon, Mrs Sonu Halan Supply chain. His with expertise in policy Government, he will
Nationality Indian Indian Indian Indian Indian
Bhasin and Mr Gopal leadership qualities making, strategic planning bring in new strategies
Date of First 17th July, 1991 14th May, 1993 1st February, 2019 1st February, 2019 12th September, 2014 Krishna Pillai meet will immensely help a which would bring in lot of for growth and guide
Appointment on the such requirements for fast growing Company value addition in decision the management with
their re-appointment/ like Berger which is making processes for a fast his rich experience and
Board
appointment known for its marketing growing Company like managerial capabilities.
Qualification Science Graduate, Hindu Graduate, Punjab University B.A in Economics from B.Sc. (Hons.) Mathematics B.Sc. from St. Joseph’s strategy, digitization, Berger with competition
College, Delhi University St. Xavier’s College, from St. Stephen’s College, College, Bangalore, M.Sc. innovation and bouquet increasing by every
Kolkata, Post Graduate Delhi University and MBA from IIT, Madras of differentiated products passing day.
in IR & PM from XLRI, – Faculty of Management keeping in mind better
Jamshedpur (FMS), Delhi University customer experience.
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Contents Corporate Overview Notice Directors’ Report Annexures to Directors’ Report Business Responsibility & Sustainability Report Corporate Governance Report Auditor’s Report – Standalone Annual Accounts – Standalone Auditor’s Report – Consolidated Annual Accounts – Consolidated
Annual Report 2022-23
Particulars Item No. 3 Item No. 4 Item No. 5 Item No. 6 Item No. 7 Particulars Item No. 3 Item No. 4 Item No. 5 Item No. 6 Item No. 7
Inter se relationship Brother of Mr G.S. Dhingra, Brother of Mr K.S. Dhingra, Not Applicable Not Applicable Not Applicable
Chairman / Member Member of Compensation Member of Audit Committee Member of Share Transfer Chairperson of Audit Chairman of Audit
between Directors Vice Chairman , father of Chairman, father of Mr
of Committees of the and Nomination and -Berger Paints India Limited Committee – Berger Paints Committee – Berger Paints Committee – Adani Ports
Board of the listed Remuneration Committee – India Limited India Limited and Special Economic Ms Rishma Kaur, Executive Kanwardip Singh Dhingra,
Chairman of Business Director and brother of the Executive Director and
entities on which he/she Berger Paints India Limited Zone Limited
Process & Risk Management Member of Stakeholders’ Member of Audit father of Mr Kanwardip brother of the father of Ms
is a Director as on
Chairman of Corporate Committee – Berger Paints Relationship & Investor Committee – Whirlpool Member of Compensation Singh Dhingra, Executive Rishma Kaur, Executive
31st March, 2023
Social Responsibility India Limited Grievance Committee of India Limited, KFIN and Nomination and Director Director
Committee – – Berger Paints India Technologies Limited, Remuneration Committee
Chairman of Stakeholders’
Limited Indus Towers Limited – Adani Ports and Special
Berger Paints India Limited Relationship & Investor
Economic Zone Limited
Grievance Committee – Chairman of Member of Nomination
Notes :
Berger Paints India Limited Compensation and & Remuneration Member of Stakeholders’
Nomination and Committee - Whirlpool Relationship Committee 1. # Does not include shares held by Mr Kuldip Singh Dhingra and Mr Gurbachan Singh Dhingra as Settlor Trustees of KSD Family Trust and GBS Dhingra
Remuneration Committee of India Limited, KFIN – Adani Ports and Special Family Trust respectively.
– Berger Paints India Technologies Limited Economic Zone Limited
2. Mr Gopal Krishna Pillai (DIN: 02340756) has been appointed as an Additional Director of the Company with effect from 15th May, 2023 to hold office
Limited
Member of Corporate Member of Corporate as a Non-Executive, Independent Director of the Company for a term of 5 (five) consecutive years, subject to approval of the Members of the Company at
Member of Business Social Responsibility Social Responsibility the ensuing 99th AGM.
Process & Risk Committee – Sutlej – Adani Ports and Special
Management Committee Textiles & Industries Economic Zone Limited
– Berger Paints India Limited., KFIN
Member of Business
Limited Technologies Limited,
Process and Risk
Indus Towers Limited.
Chairman of Environment Management Committee By Order of the Board
Social and Governance – Adani Ports and Special
Committee – Berger Paints Economic Zone Limited Place: New Delhi Arunito Ganguly (FCS-9285)
India Limited Dated: 15th May, 2023 Vice President & Company Secretary
Number of Board 7 6 7 5 Refer Note 2 below
Meetings attended
during the current
financial year 2022-23
Shareholding in the 55,15,071 shares of 44,48,888 shares of Nil Nil Nil
Company ` 1/- each # ` 1/- each #
Shareholding in the Nil Nil Nil Nil Nil
Company as a
beneficial owner
Remuneration details No sitting fees are paid to Non-Wholetime Directors of the Company, since all the Non-Wholetime Directors waived the payment of sitting fee at the
(including Sitting Fees Board Meeting held on 5th August, 2019. The Directors of the Company, including Independent Directors, who are neither Managing Director nor
& Commission) Whole-time Directors, are entitled to receive Commission on Net Profits not exceeding 1% in aggregate of the Net Profits determined in accordance
with the provisions of Section 198 of the Companies Act, 2013 subject to a limit of `1 crore per annum and as approved by the shareholders at the
Annual General Meeting held on 4th August, 2017.
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Annual Report 2022-23
REPORT OF THE DIRECTORS AND MANAGEMENT DISCUSSION AND ANALYSIS MANAGEMENT DISCUSSION AND ANALYSIS
Your Directors have pleasure in presenting the Annual Report of the Company, together with the audited accounts for the financial year INDUSTRY STRUCTURE AND DEVELOPMENT
ended on 31st March, 2023. The global economy largely recovered from the impact of successive waves of the COVID-19 pandemic by early 2022, aided by
large policy stimulus and expanding coverage of vaccinations. The gains achieved through concerted physical and monetary policy
FINANCIAL RESULTS
interventions during the pandemic period (2020-2021) were however somewhat impacted by the disturbances in Ukraine.
(` in Crore)
Financial Year By the end of the year (FY 2022-23), the global economy regained poise, cushioned by a milder winter in Europe, policy support to
Particulars mitigate the impact of soaring energy prices, resilient labour markets, and signs of inflation peaking. Easing of pandemic restrictions,
Standalone Consolidated
2022-2023 2021-2022 2022-2023 2021-2022
mending of supply chain and logistics disruptions and a rebound in demand for contact intensive services buoyed the global economy.
Nonetheless, global inflation surged to 8.7% from 4.7% in 2021, over shooting targets in the majority of the countries through the
Profit before Depreciation, Finance Cost and Taxation 1423.00 1245.65 1538.77 1395.66
year. Global trade (goods and services) growth slowed from 10.4% in 2021 to 5.1% in 2022, reflecting the post pandemic slowdown
Add: Share of Profit/Loss from Joint Ventures - - (13.17) 3.86
in global demand and the restrictions on cross-border movement of goods and services imposed by the war in Ukraine.
Less:
Amidst, strong global headwinds, the Indian Economy closed with 7.2% GDP growth in 2022-23. A sustained recovery in discretionary
Depreciation and Amortisation Expense 234.00 197.53 264.03 226.51
spending, particularly in contact intensive services, restoration of consumer confidence, high festival season spending after two
Finance Cost 86.28 42.93 99.23 50.72
consecutive years of COVID-19 induced isolation and the Government’s thrust on capex provided impetus to the growth momentum.
Profit Before Taxation 1102.72 1005.19 1162.34 1122.29 In the second half of the year, however, the pace of year-on-year growth moderated because of base effects, lower private consumption
Less: demand caused by high inflation, slowdown in export growth on account of poor global demands and sustained input cost pressures.
Provision for Taxation 274.33 255.33 301.94 289.34
In the industrial sector, manufacturing activities withstood global spillovers while electricity generation exhibited robust growth
Profit After Taxation 828.39 749.86 860.40 832.95 and mining recorded steady activity. Sustained momentum was seen in construction activity while infrastructure and capital goods
Add: production benefited from the government-led investments in infrastructure.
Other comprehensive income/(loss) for the year net of taxation (0.55) 0.82 4.36 (15.50)
Like many economies, India also experienced a surge in inflation during 2022-23 primarily reflecting the impact of overlapping global
Total comprehensive income 827.84 750.68 864.76 817.45 supply shocks and pass through of higher input costs.
FINANCIAL PERFORMANCE INDIAN PAINT INDUSTRY
Highlights of the Standalone Results: Coming out of two COVID hit years at the start of 2022, Indian Paint Industry was expecting a smooth sail, but the Russia - Ukraine
a. Revenue from Operations for the year ended 31st March, 2023 was ₹9,470.62 Crore as against ₹7,740.93 Crore in the conflict in late February, 2022 led to skyrocketing of crude oil prices and resultantly in raw material prices.
corresponding last financial year, representing an increase of 22.34% over the last financial year. INR 700 (USD 8.64) billion, Indian Paint and Coatings Industry has been among the fastest growing industry for a number of years.
b. EBIDTA (excluding other income) for the year ended 31st March, 2023 was ₹1,345.85 Crore as against ₹1,182.53 Crore in the Major headwinds such as COVID and high crude oil prices in 2022 have led to a significant impact on volume and on profitability
corresponding last financial year, representing an increase of 13.81% over the last financial year. of the paint companies in 2022, but industrys' overall performance has been satisfactory on volume and value fronts. According to a
forecast by Indian Paint Association, Indian paint and coatings industry will be worth INR 1000 billion (USD 12.34 billion) during the
c. Net Profit for the financial year ended 31st March, 2023 was ₹828.39 Crore as against ₹749.86 Crore recorded in the previous next 5 years, a growth of 43% from the current levels. The decorative segment has been the main stay of the Indian Paint and Coatings
financial year, representing an increase of 10.47% over the corresponding period of last financial year. Industry. This segment witnessed strong growth in 2022 on the back of vibrant construction sector. Q3 (FY 2022-23), which is
Highlights of the Consolidated Results: traditionally known as strong growth period for decorative paints business in the country proved a muted period for Indian decorative
paints industry due to extended monsoon and shorter Diwali period. Healthy construction pipeline in the country, ambitious schemes
a. Revenue from Operations for the year ended 31st March, 2023 was ₹10,567.84 Crore as against ₹8,761.78 Crore in the of the Indian Government such as “Housing for All” and rising urbanization have been the main demand drivers for decorative
corresponding last financial year, representing an increase of 20.61% over the last financial year. coatings to play a major role in the future growth of the decorative paint consumption in the country in the medium and long term.
b. EBIDTA (excluding other income) for the year ended 31st March, 2023 was ₹1,487.20 Crore as against ₹1,331.07 Crore in the Economic growth, urbanization and purchasing power are three key demand drivers of decorative paint growth in any country. India is
corresponding last financial year, representing an increase of 11.73% over the last financial year. ticking all the boxes right in this aspect. With a fair GDP growth, rising urbanization and increasing purchasing power of a vast section
c. Net Profit for the year ended 31st March, 2023 was ₹860.40 Crore as against ₹832.95 Crore in the corresponding last financial of population, the outlook remains promising.
year, representing an increase of 3.30% over the last financial year.
Urbanization in particular will play the most important role in the growth of the coatings industry in the decorative segment. Currently
The Board of Directors have recommended a dividend of ₹3.20 (320%) per equity share of ₹1/- each fully paid up for the financial year 34% of India’s population resides in urban areas. The pace of urbanization has increased significantly over the last two decades. This
ended 31st March, 2023. Dividend is subject to approval of the shareholders. pace is likely to continue and is estimated that 590 million people will start living in our cities by 2030, going up to 820 million by
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2050. By 2035 the percentage of population in India residing in urban areas will be 43.2% according to a 2022 United Nations Report. enamel formulated with special Polyurethane resin to give long-lasting finish with superior coverage. The product's USP is 'Superior
With drive on capital outlay leading to robust growth in infrastructure spending by the Central Government, a large push has been gloss', 'Xtra coverage', ' Higher viscosity', 'Xtra hiding' and 'Anti-fungal' in nature. Under accessories, Berger Masking Film has been
made towards capital expenditure for infra projects. Union Budget of 2022-23 allotted two-thirds (64.7 per cent) of the total capex introduced which is a high density non-porous film used to protect surfaces against any paint job or wood-work activities. The product
for Ministries of defence, road, and railways which shows the positive intent of the Central Government to drive all round saves time and effort, ensures minimum wastage and can be used for exteriors and interiors.
infrastructure growth.
Berger Home Shield has recently launched two more innovative products based on nano-technology, under its iconic DAMPSTOP
Accounting for more than 30% of India’s paint and coatings industry, industrial segment of the paints and coatings has rapidly grown brand to promote hassle-free water proofing: ‘DAMPSTOP Duo’ and ‘DAMPSTOP Advanced’. Both the products are ready to use
over the years. Primarily driven by steady growth in automotive segment, industrial coatings segment is expected to increase its and painter friendly which can be applied directly by brush.
share in the coming years. Growth in automotive segment has been driven by growing automotive industry in the country. India has
DAMPSTOP Duo, as the name suggests, acts as both a water-proofing barrier as well as primary coat, on which paint can be
overtaken Japan to become the third largest vehicle market in 2022 after China and the United States, selling more than 4.25 million
applied directly. It can be applied on both interior and exterior walls to tackle low to moderate dampness. DAMPSTOP Duo gives
vehicles riding on pent-up demand and enhanced production by car makers.
water proofing protection to a building upto 2 bar water pressure on the negative side. It can be applied on both plastered walls and
Though the Russia – Ukraine conflict had a worse impact on raw material prices for Indian paints and coatings business, the same puttied surface.
was negated with increase in prices of paints in quick succession during May to November, 2022. Thankfully, prices of key inputs
DAMPSTOP Advanced is a waterproofing barrier coat that can be applied on plastered surfaces, thus saving the customer from going
such as crude based monomers and titanium dioxide eased during October, 2022 period providing much needed relief for paint and
through the masonry hassle of conventional water proofing where one needs to reach the brick surface to apply the water proofing coat.
coatings producers.
DAMPSTOP Advanced consists of nano-additives that block the micro pores to protect wall from damp and efflorescence. It is a one
COMPANY’S OPERATIONS component, brush-applied water proofing emulsion that imports hydrophobicity upto 4 bar water pressure on the negative side to protect
interior wall surfaces. WeatherCoat Long Life Flexo campaign is here with Akshay Kumar creating magic in his best funny avatar.
The last two years were tumultuous. The microbe with deadly intent brought the entire world to a standstill. However, the human
species overcame this pestilence and survived. Berger overcame this crisis by a combination of indomitable willpower and management Some other significant products are as follows:
skills and was always on track achieving growth and registering higher profits year on year. Berger continued to re-invent by looking ‘Berger Silk Glamor’, ‘Berger Easy Clean’, ‘Berger WeatherCoat Long Life 10’, ‘Berger WeatherCoat Long Life Flexo’,
at processes and practices and did what it always excelled in, seeking out new opportunities and innovate new products keeping in ‘Berger WeatherCoat Anti Dustt’, ‘Berger WeatherCoat Long Life 15’, ‘Berger WeatherCoat Anti Dustt Kool’ have been
mind better customer experiences, optimization of cost, digitization, made possible through an enthusiastic workforce. performing well. WeatherCoat Long Life 15 prepared using nano-technology plus PU Silicon chemistry having elastomeric film with
With a focus on trust, excellence and innovation, Berger has been able to consistently deliver double-digit growth in profit and excellent DPUR, 15 year performance warranty has received excellent initial response from launch markets. Anti Dustt Kool having
revenue. The Company achieved highest revenue growth among paint companies in India which are listed with the Stock Exchanges dust guard plus heat reflective nano-technology helps maintaining the cooling efficacy of the paint film last longer. This product is
in 2022-23. To be precise, Berger achieved consolidated sales of `10,567.84 Crore during Financial Year 2022-23 and the EBIDTA of also expected to do very well under Indian conditions.
`1,487.20 Crore (consolidated). Even with many new entrants jostling for market share, Berger has been able to increase its presence ‘Express painting’, a home painting service innovation from Berger launched in 2015 has revolutionized the painting industry
in the market both in terms of market share and geographical footprints. with innovative techniques, premium quality and customer-centricity. Consumers prefer express painting for its reliability and
Our enduring success can be attributed to superior-quality products and distinguished leadership with a diverse portfolio of world convenience and it has become the go-to choice for a hassle free painting experience. With time, traditional painting methods have
class products that have acquired widespread recognition coupled with a robust distribution network and a nimble sales force. We have been streamlined with introduction of advanced tools and equipment that have modified surface preparation, crack filling, sanding and
garnered customer loyalty and set new industry benchmarks. priming procedure. Substantial painting time has been reduced by applying newer techniques which has helped to deliver a flawless
and professional finish.
Berger has developed an extensive network of dealers and retailers, having over 60,000 touchpoints across the country. This robust
network has experienced remarkable expansion in the past financial year. Our impressive revenue growth of 23% further demonstrates Our long-standing reputation for excellence and differentiated products has played a crucial role in the success of express painting
our market strengths, even in the face of challenging circumstances. with trained painters offering expert solution using cutting-edge technology, durable, and visually appealing results which have
exceeded customer expectations. Understanding the challenges and stress associated with painting while keeping in mind differentiated
Berger’s move to venture into various innovative distribution modes contributed significantly to our growth, expanding our distribution
customer preferences, Express painting has been hugely successful in delivering what has been asked for in an environment friendly
network and solidifying our presence in diverse markets. Our sales force plays a pivotal role in driving our growth. With a constant
hassle-free manner.
focus on digitization, we equip our sales force, with advanced digital tools and track their performance using intelligent dashboards.
Training programs have also been enhanced to encompass managerial skills, empowering the sales force to handle teams effectively. We, at Berger have introduced the ‘iTrain Program’ towards skilling and up-skilling of painters through extensive training programs
spread across the length and breadth of the country. These programs are aimed at equipping painters with innovative products and
The Company launched many new products out of which significant ones are as follows:
methods of painting thus resulting in learning and improving the quality of life of those trained in these academies. In order to
In luxury emulsion interior category, Berger introduced ‘Silk Glamor Matt’ and ‘Silk Glamor Dazzle’. Berger Silk Glamor Matt ensure that existing painters as well as aspiring painters in far-flung areas of the country receive training, the model of mobile iTrain
is best in class luxury emulsion for smooth matte finish. Berger Silk Glamor Dazzle, a super-hi-sheen paint which is washable and vans have been hugely successful. These iTrain vans travel to remote locations and carry out training. These mobile iTrain vans are
contains low VOC. In the premium interior category, Berger launched Rangoli Rich Matt containing best in class smooth matte presently managed by Smile Foundation, a reputed NGO who has entered into a Memorandum of Understanding (MOU) with the
emulsion with assured two coats hiding. Berger also launched ‘LUXOL PU ENAMEL’. Luxol PU Enamel is a superior quality Company for carrying out mobile iTrain activity on behalf of the Company thus bringing in more efficiency into the program. While
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traditionally painting has been a male-dominated profession, Berger has been committed to empowering women in the industry by The extent of digital adoption by the Indian consumers means that digital initiatives are key to success in the present environment.
providing them training and vocational skills and encouraging them to take up painting as a profession. This has resulted in gradual Berger has been a forerunner with a number of digital transformation initiatives during the year under review. Starting from
increase in women participation in the iTrain program and as a result of that, many more women are expressing their interest to take implementation of Managed Detection and Response (MDR) monitoring to implementation of SD-WAN solution to enhance network
up painting as a profession for their livelihood. efficacy, implement payroll and PF solutions, rolling out warehouse management system (WMS) solutions at various factories and
depots, our stride towards digital transformation has been rapid which holds the key to our success in this ever-competitive paint
‘Berger Prolinks’ division provides customised painting solutions for India's urban landmark old and new. The performance during
industry. During the year, with 100% adoption of our DarwinBox HRMS system, we have been able to digitalize the entire employee
the year was extremely encouraging. The Company continued to secure and simultaneously grow its share in key accounts. With the
lifecycle management (Hiring to Exit) along with all HR processes.
introduction of new software to track the progress of work in the key accounts backed by specialised key accounts management team,
Prolinks business is expected to grow at a much faster pace in the coming years. The manufacturing function got a huge boost with the commissioning of the state-of-the-art manufacturing facility at Sandila, Uttar
Pradesh. The factory was commissioned in February 2023 in a short period under 24 months from piling stage despite COVID-19
'Berger Protecton' has achieved a turnover of more than rupees thousand crore during Financial Year 2022-23 with a 32% value growth
related disturbances, thus adding to the production capacity by 33000 MT per month. The manufacturing function ensures that there is
over the previous financial year. It is also the business leader in this segment in India. This division of Berger won the award at Rail
no dearth in supply of finished goods while safety and health of workmen are given utmost importance. Constant reduction in carbon
Analysis Innovation and Excellence Summit 2023. Berger's Protecton initiative in upgrading the painting system for Indian Railways
emissions, rooftop solar power plants, bio briquette fired thermic fluid heaters, LED lights, zero-liquid discharge from factories are
has resulted in over two-fold lengthening of the re-painting cycle of coaches. Besides, the new paint comes with lower VOC hence,
only a few sustainability initiatives among many others undertaken by the Company in all its manufacturing locations.
together with sizeable savings in re-painting costs for Indian Railways, the environmental impact has been considerably reduced.
Protecton has coated more than 5000 Rajdhani coaches in the last two years. Protecton also takes pride for introducing Fluoropolymer
FOCUS AND OUTLOOK FOR 2023-24
coating on the bogies of Vande Bharat trains, as per Japanese Industrial Standard (JIS) Japanese technology, to prevent corrosion and
being water resistant. Berger Protecton division has supplied a special epoxy primer for the zinc metalised steel structures that are top India surpassed UK as the 5th largest economy in the World in 2021 with only United States, China, Japan and Germany being ahead
coated with FluroPolymer for the 4700 MT of steel used in the new Pamban rail bridge, Rameshwaram. In pipe coatings, Epilux SF of India in terms of size of the economy. As per the latest International Monetary Fund (IMF) Projections, India is set to move two
DW coating has been used and the company executed various orders with various major companies including refineries, steel plants spots ahead to overtake Germany and Japan in the next 5 years.
and airports. Berger supplied polyurea to major customers. Financial markets experienced bouts of volatility in 2022-23, as geo-political tensions intensified, interest rate hikes by the US fed
The ‘Auto & General industrial’ and Powder Coating business achieved a value growth of 20% over the previous financial year. The turned aggressive and the global growth outlook deteriorated dampening investor’s sentiments. Equity markets in India, however,
Automotive business registered a 30% value growth over the previous financial year with more or less all key accounts doing well. gained marginally. The Reserve Bank of India adopted a nuanced and nimble footed approach to liquidity management in sync with
The Company is also focused to perform well in the electric vehicle segment. In the general industrial category, Berger alongwith the change in the stance of monetary policy, i.e., gradual reduction in the size of surplus liquidity in the system while still maintaining
its wholly-owned subsidiary, SBL Specialty Coatings Private Limited holds the leadership position in India and has also performed adequate liquidity to meet the credit needs of the productive sectors of the economy.
well during the year under review. With clear cut stress on profitability the business strategy has shifted and is expected to yield good Sales outlook for Paints and coatings industry (FY 2023-24) looks bright with an expected GDP growth of 7% coupled with
results. With a focus on strategic accounts and business development, fusion-bonded epoxy/re-bar coatings business and stress on urbanization, spending on infrastructure and availability of disposable income among the masses.
bonded metallic powder and heat resistance powder, the business scenario looks better for financial year 2023-2024.
Berger as a brand, with its differentiated products, strong distribution network, state-of-the-art technology backed by a strong research
Waterproofing and construction chemicals business has increased many folds. The Company along with its subsidiary STP Limited and development facility and always supported by all enthusiastic workforce is sufficiently equipped to handle competition and take
together achieved a turnover of more than rupees thousand crore during the year with technologically superior products like long strides forward in gaining market share entering newer geographies, pushing sales and enriching customer experience through
DAMPSTOP Duo, DAMPSTOP Advanced and Waterproofing putty. The Company has been able to add a lot of value in this space. various digitized solutions. Softening of raw material prices are expected to continue which in turn will result in margin growth.
Scientific waterproofing solutions have been provided across the country through trained applicators. Through intricate planning, the Company is confident to overcome the adversities which may come in the way in due course and
The Research and Development (R&D) activity of the Company has been effectively supporting the business and is responsible for the ensure smooth raw materials supply, planned production, quality checks and timely distribution of its products and services. The
Company's robust growth. With value for money and safe to use products, the customer experience has been better. Lean formulations, committed workforce, ready to walk an extra mile guarantees better customer handling and endeavors to reduce cost at every stage.
raw material options, process efficiency has ensured that our business remains profitable. With an eye towards the environment, low With an aim to keep our homes clean and free from infection, regular painting has now turned into a habit for many. The demand for
VOC paint has been manufactured, processes made more energy efficient with low carbon footprint and extended product life cycle. protective coatings, water proofing, insulated floor coatings etc. are rising by every passing day. The demand for general industrial,
Our R&D makes constant endeavours in order to strengthen new technology platform, use new dispersion technology, leverage automotive and powder coatings have gained pace and it is expected that the Company would cater to an even large demography of
emulsion strength and improve industrial resin product development quality. During the year, the Company has filed 1 (one) patent consumers with its differentiated products and enhanced customer experience.
application and plans to accelerate in this area.
PROJECTS
Procurement and management of inventory has been revolutionised specially after three waves of the COVID-19 pandemic causing
sudden disruptions, lockdowns, intermittent lockdowns, restrictions on movement. It is said that a chain is as strong as its weakest During the year under review, the Company’s state-of-the-art fully automated, manufacturing facility at Sandila, Uttar Pradesh
link. With ever increasing sales touching new records every year backed by a production capacity of 1 lakh metric ton per month commenced its commercial production on 6th February, 2023. The Sandila Plant is the largest manufacturing facility of the Company
approximately along with a plethora of new products being introduced regularly, implementation of international supply chain in India with capability to produce 33,000 MT per month, bulk of which is water-based paint. The facility also produces resins,
management system at Berger changed the way we plan and conduct our business, with multiple touch points in many verticals emulsions, colorants, stainers, construction chemicals and putty. The Company has made an investment of more than `1000 Crore for
encompassing sales, marketing, distribution, production and purchase. With this, Berger has implemented end-to-end automation that setting up the Sandila Manufacturing facility which is expected to cater to the rising demand for the Company’s products and bring
too in a brief period of one and a half years. This achievement has been well appreciated both internally and externally. down its cost of production.
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The Company also commissioned new rooftop solar power plants at Sandila, Puducherry and Jammu factories. Augmentation of the Company to cater to the needs of various strata of population striving to give them a better customer experience, the Company is
rooftop solar power plant capacities were taken up at Puducherry Plant. All the solar plants commissioned till date have overshot the confident to grow and achieve higher numbers inspite of new entrants knocking at the door.
savings estimated initially.
The short-term and long-term goals and strategies needs to be reviewed regularly in order to be ready and adaptable to the change.
During the year under review, the Company completed brown field expansions at its Rishra and Goa Plants. The Company continued
its effort towards reduction of Carbon footprints during the year under review and the incremental savings from electrical energy and INTERNAL CONTROL SYSTEMS AND THEIR ADEQUACY
revenue cost in FY 2022-23 over and above FY 2021-22 stood at `6.5 Crore approximately.
The Internal Control Systems of the Company are robust and commensurate with the nature, size and complexity of its business.
Well-designed internal financial control measures as laid down and adopted continue to be followed by the Company. Policies and
OPPORTUNITIES AND THREATS
procedures, as approved by the Board have been adopted by the Management of the Company for ensuring orderly and efficient
The Paint and coatings industry is an essential and dynamic part of our nation’s economy and plays a key role in creating products conduct of its business, including adherence to Company’s policies, safeguarding of its assets, prevention and detection of frauds and
that help preserve and protect everything from everyday objects to our most important infrastructure. Aside from providing aesthetic errors, accuracy and completeness of accounting records and timely preparation of reliable financial information. Good governance,
appeal, paints and coatings act as a protective barrier to an extent the useful life of the surfaces and substrates to which they are applied.
well defined systems and processes and policies, risk assessment, a vigilant control function, communication and monitoring and an
Globally over the next few years, housing and construction activities are expected to gradually expand. Urbanisation holds the key for independent internal audit function are the foundation of the internal control systems. The Internal Audit function of the Company
more demand in paint and coatings with real estate and construction activities witnessing a revival post pandemic and are expected continues to provide assurance on functioning and quality of internal controls along with adequacy and effectiveness through periodic
to perform well in the coming year as both demand for and supply of housing remaining buoyant. In India, the domestic economic reporting. The Internal Risk and Control function also evaluates organizational risk along with controls required for mitigating
activity does face an uninspiring global outlook going forward, but resilient domestic macro-economic and financial conditions with those risks. The control activities continue to incorporate, among others, continuous monitoring, routine reporting, digital business
dividends from past reforms and new growth opportunities from global geo-economic shifts place India at an advantageous position. environment with minimum possible manual intervention, checks and balances, purchase policies, authorization and delegation
India has emerged stronger and more resilient from the pandemic, partly due to the wave of digital transformation. Initiatives undertaken procedures, audits including compliance audits, which are periodically reviewed by the Audit Committee and the Business Process
at various levels with proper planning and execution coupled with technological support ensures that we are on a growth trajectory. and Risk Management Committee. The performance of the Internal Audit department is also reviewed by the Board and improvements
advised. Your Company has a Code of Conduct for all employees and a clearly articulated and internalized delegation of financial
The threat caused due to COVID-19 pandemic and its mutant strains are still fresh in our memories and the continuing conflict in
authority. Your Company also takes prompt action on any violations of the Code of Conduct by its employees.
Eastern Europe between Russia and Ukraine adds to the anxiety and uncertainty. Though, with the paint and coatings industry doing
well, it is expected that competition will be stiffer, with new entrants knocking at the door, Berger is well equipped to handle the same. The Company’s Enterprise Resource Management Systems with Standard Operating Procedures based on work flows and process
The dearth of skilled labour force is one of the biggest threats being faced by the paint and coatings industry on account of skill deficit flow charts also provide a comfort in this regard. The Company is fully geared to implement any statutory recommendation which
wherein the skill gap is even more apparent. There is a massive mismatch between the client’s demands and the services provided by may be made in this regard.
the largely unskilled painters, till date.
Key Financial Ratios
With employees at the core of business, ably supported by the government policies and continued stress on sustainability initiatives,
Standalone Consolidated
the paint industry as a whole is expected to surge ahead inspite of challenges. Ratios
FY 2022-23 FY 2021-2022 FY 2022-23 FY 2021-2022
RISKS AND CONCERNS Debtors' Turnover 10.49 9.25 9.20 8.45
The Company has the risk management and materiality policy approved by the Business Process and Risk Management Inventory Turnover 2.99 2.82 3.07 2.91
Committee, Audit Committee and the Board of Directors. The policy provides a well-articulated framework for identification Interest Coverage Ratio* 13.31 23.07 12.33 21.89
of risks inherent in the business operations of the Company and the methods of mitigation in a lucid manner on a continuous Current Ratio 1.34 1.40 1.40 1.42
basis which are periodically reviewed and modified considering the size and the complexities of the business and the Debt Equity Ratio 0.25 0.22 0.26 0.26
regulatory requirement from time to time. The risk management and materiality policy can be viewed at the following:
Operating Profit Margin % 11.74 12.72 11.45 12.65
https://www.bergerpaints.com/about-us/risk-management-policy.html.
Net Profit Margin % 8.75 9.69 8.14 9.51
The last five years has seen many uncertainties and challenges with the war in Europe still continuing and the people of the world at
Return on Net Worth (RONW)** 20.56 21.30 20.40 22.81
large still coming to terms with the disruptions caused due to the COVID-19 pandemic and the uncertainties that it brought to life and
livelihood throughout the world. With the rise in inflation during the first half of FY 2022-23, rising raw material prices, pressure on Note: * There was a 42.31% change in Company's Standalone Interest Coverage Ratio as well as 43.67% change in Company's Consolidated
supplies, intricate planning had to be made and executed so that the business progress remains unaffected. Interest Coverage Ratio on account of increase in interest expense.
Beyond the uncertainties, fortunately with innovative products, enthusiastic workforce, strong market presence and constant focus ** There was a 3.47% change in Company’s Standalone Return on Net Worth as well as 10.57% change in Company's Consolidated
on profitability with young aspirational population at large, increase in consumption of paint is likely to happen. With the focus of Return on Net Worth on account of increase in average total equity.
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ADEQUACY OF INTERNAL FINANCIAL CONTROLS RELATED TO FINANCIAL STATEMENTS As reported last year, the flagship development programmes for the Mid and Senior level Leadership “Top Gun’’ and “Dronacharya”
co-crafted with institutes of global repute are in full swing.
The Company has policies and procedures for ensuring orderly and efficient conduct of its business, including adherence to the
Company’s policies, the safeguarding of its assets, the prevention and detection of frauds and errors, the accuracy and completeness of The Company believes in participative engagement across the entire hierarchy of the Organization. With a view to improve
accounting records and the timely preparation of reliable financial disclosures, which are reviewed by the Board and Audit Committee the productive participation of employees on the shop floor, a series of innovative programs were rolled out across all our
from time to time. manufacturing locations.
EMPLOYEE STOCK OPTION SCHEME The overall Industrial Relations climate continued to remain harmonious and peaceful during the year. The number of employees as on
31st March, 2023 was 4,088 (31st March, 2022 – 3,931). The Industrial Relations were generally satisfactory during the financial year.
Your Company had earlier re-introduced the ESOP Scheme, aligned with the Securities and Exchange Board of India (Share Based
Employee Benefits) Regulations, 2014 in the year 2016 in accordance with the approval of the members granted at the Annual General TRANSFER OF SHARES TO THE INVESTOR EDUCATION AND PROTECTION FUND
Meeting held on 3rd August, 2016, to reward eligible employees.
The Ministry of Corporate Affairs (MCA) vide notification no. S.O.2866 (E) dated 5th September, 2017 enforced Sections 124(6) and
In accordance with the aforesaid scheme of 2016, the Compensation and Nomination and Remuneration Committee has granted 125 of the Companies Act, 2013 (hereinafter "the Act") read with the Investor Education and Protection Fund [IEPF] (Accounting,
98,877 options on 17th October, 2022 to 260 eligible employees including the following Key Managerial Personnel:-
Audit, Transfer and Refund) Rules, 2016 (as amended), which require companies to transfer the underlying shares to the IEPF, in
Name No. of options granted respect of which the dividends have remained unclaimed for a consecutive period of seven years. Accordingly, during the year under
review, the Company has transferred 1,42,311 equity shares on the due dates to the IEPF.
1. Mr Abhijit Roy 1,440
2. Mr Vikash Sarda * 739 PREVENTION OF SEXUAL HARASSMENT
3. Mr Kaushik Ghosh ** 553
Pursuant to Section 134(3)(q) read with the Companies (Accounts) Rules, 2014, the Company has complied with the provisions
* Mr Vikash Sarda was appointed as the Vice President & CFO w.e.f. 01.10.2022. He resigned as the Vice President & CFO of the relating to constitution of Internal Complaint Committee (ICC) under the Sexual Harassment of Women at Workplace (Prevention,
Company w.e.f. close of business hours on 04.01.2023. Prohibition and Redressal) Act, 2013. As per the Policy, any complaint received shall be forwarded to an Internal Complaint
** Mr Kaushik Ghosh was appointed as the Vice President & CFO w.e.f. 12.01.2023. Committee formed under the Policy for redressal. The investigation shall be carried out by ICC constituted for this purpose. From the
The Compensation and Nomination and Remuneration Committee has also allotted during the year 98,996 equity shares of `1 each date of inception, there has been no such complaint received. During 2022, initiatives were taken to demonstrate the Company’s zero
(face value) to eligible employees (including Key Managerial Personnel) upon exercise of their options earlier granted to them. The tolerance philosophy against discrimination and sexual harassment, which included easy to understand training and communication
allotments of the aforesaid shares were made on 4th April, 2022 (25,760 equity shares), on 2nd January, 2023 (50,187 equity shares) material which was made easily accessible. The Company also conducted online training for the employees to cover various aspects
and on 8th March, 2023 (23,049 equity shares), respectively. in this matter.
For further details, please refer to Annexure II to this report where detailed information required to be disclosed in terms of the Currently, the ICC comprises the following members:-
provisions of the SEBI (Share Based Employee Benefits) Regulations, 2014 are enclosed.
1. Ms Rishma Kaur (Presiding Officer)
Please also visit the weblink: https://www.bergerpaints.com/investors/esop-disclosure.html for disclosures under Regulation 14
2. Mr Kaushik Ghosh
of the aforesaid Regulations.
3. Mr Aniruddha Sen
HUMAN RESOURCES
4. Ms Kakoli Dey (NGO representative).
The Company believes that Culture and Employee Experience are the only differentiators in today’s competitive environment.
Endeavour is on to create a workplace where everyone feels valued, supported, and empowered to do their best. The Company focuses SUBSIDIARY AND JOINT VENTURES
on growing talent from within and most of our business leaders are home grown who have played a pivotal role in the success of the
Your Company has the following 5 wholly-owned subsidiaries as on the date of this report: - (i) Beepee Coatings Private Limited
organization. Strong emphasis is put on diversity and inclusion and accordingly our focus on women hires have increased.
(“Beepee Coatings”) in Gujarat; (ii) Berger Paints (Cyprus) Limited (“Berger Cyprus”) in Cyprus; (iii) Lusako Trading Limited
During the year, with 100% adoption of our DarwinBox HRMS system, we have been able to digitalize the entire Employee lifecycle (“Lusako Trading”) in Cyprus; (iv) Berger Jenson & Nicholson (Nepal) Private Limited (“BJN-Nepal”) in Nepal and (v) SBL Specialty
management (Hiring to Exit) along with all HR processes. Coatings Private Limited (“SCPL”) in Chandigarh.
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The following companies are wholly-owned subsidiaries of the Company’s above named subsidiaries: - (i) Bolix S.A., Poland – CONSOLIDATED FINANCIAL STATEMENTS
wholly-owned subsidiary of Lusako Trading; (ii) Berger Paints Overseas Limited (“BPOL”), Russia - wholly-owned subsidiary of
The duly audited Consolidated Financial Statements as required under the Indian Accounting Standard 110, provisions of Regulation
Berger Cyprus. Bolix S.A., Poland has 4 subsidiaries, viz.: Bolix UKRAINA sp.z.o.o., Ukraine (“Bolix Ukraine”), BUILD-TRADE 33 of the Listing Regulations and Section 136 of the Act have been prepared after considering the audited financial statements of your
sp.z.o.o.,Poland (“Build Trade Poland”), Soltherm External Insulations Limited, U.K. (“Soltherm U.K.”), Soltherm Isolations Company’s subsidiaries and appear in the Annual Report of the Company for the year 2022-23.
Thermique Exterieure SAS, France (“Soltherm France”).
CORPORATE GOVERNANCE
Surefire Management Services Ltd., UK (“SMS”), is a joint venture of Bolix S.A., Poland with Green Dynamo Ltd., U.K. Details in
respect of SMS are provided in Part B of AOC-1 forming a part of the Financial Statements. Your Company re-affirms its commitment to the standards of corporate governance. This Annual Report carries a Section on Corporate
Governance and benchmarks your Company with the relevant provisions of the Listing Regulations.
The Company has three other subsidiaries viz., Berger Rock Paints Private Limited (the other shareholder being Rock Paints, Japan),
Berger Hesse Wood Coatings Private Limited (the other shareholder being Hesse Shares GmbH, Germany) and STP Ltd. The statement Pursuant to the Listing Regulations, as amended, a certificate obtained from a Practising Company Secretary certifying that the
Directors of the Company are not debarred or disqualified from being appointed or to continue as directors of companies by the
relating to the above companies as specified in Sub-Section (3) of Section 129 of the Companies Act, 2013 is attached to the Report
Securities and Exchange Board of India/Ministry of Corporate Affairs, forms part of the report as Annexure B to the Corporate
and Accounts of the Company.
Governance Report.
Beepee Coatings Private Limited earned a revenue from operations of ₹33.56 Crore during the year under review.
In terms of Section 204 of the Act read with Rule 9 of the Companies (Appointment and Remuneration of Managerial Personnel)
Berger Paints (Cyprus) Limited ("Berger Cyprus") is a special purpose vehicle for the purpose of making investments in your Rules, 2014 (as amended), your Board at its meeting held on 26th May, 2022 appointed Messrs Anjan Kumar Roy & Co., Company
Company’s interests abroad and so is Lusako Trading Limited. Secretaries (FCS-5684/CP No.4557) as the Secretarial Auditor to conduct audit of the secretarial records for the financial year ended
31st March, 2023 and to submit the Secretarial Audit Report.
Bolix S.A. (including its subsidiaries) also posted encouraging results with a revenue from operations of ₹357.63 Crore. During the
year under review, BJN-Nepal showed good performance with a revenue from operations of ₹250.84 Crore. The Secretarial Audit Report as received from Messrs Anjan Kumar Roy & Co., Company Secretaries in the prescribed Form No.
MR-3 is annexed to this Board’s Report and marked as Annexure V. The Secretarial Audit Report does not contain any qualification,
SBL Specialty Coatings Private Limited (earlier known as Saboo Coatings Private Limited) continued to perform well with a revenue
reservation or adverse remark. An Annual Secretarial Compliance report as per Securities and Exchange Board of India circular dated
from operations of ₹166.35 Crore during the year.
8th February, 2019 and as amended vide NSE circular dated 16th March, 2023 and 10th April, 2023 is also attached as Annexure VI
The revenue from operations of Berger Paints Overseas Limited ("BPOL") was ₹15.79 Crore. as an additional disclosure.
Berger Rock Paints Private Limited (“Berger Rock”) recorded revenue from operations of ₹23.75 Crore during the year ended 31st COMPLIANCE WITH THE SECRETARIAL STANDARDS ON BOARD AND GENERAL MEETINGS
March, 2023.
During the year under review, the Company has duly complied with the applicable provisions of the Secretarial Standards on meetings
Berger Hesse Wood Coatings Private Limited (“BHWCPL”) (earlier known as Saboo Hesse Wood Coatings Private Limited) recorded of the Board of Directors (SS-1) and General Meetings (SS-2) issued by the Institute of Company Secretaries of India (ICSI). In this
revenue from operations of ₹20.67 Crore during the year ended 31st March, 2023. regard, the Company has devised proper systems to ensure compliance of SS-1 and SS-2 and that such systems are adequate and
operating effectively.
STP Limited recorded revenue from operation of ₹323.65 Crore during the year ended 31st March, 2023.
Berger Becker Coatings Private Limited, the Company’s joint venture with Becker Industrifarg, Sweden, showed good performance TECHNOLOGY AGREEMENTS
with revenue from operations of ₹288.17 Crore. Your Company has a Technical License Agreement with Nippon Paint Automotive Coatings Co, Ltd. of Japan.
Berger Nippon Paint Automotive Coatings Private Limited (“BNPA”), the Company’s joint venture with Issac Newton Corporation,
FIXED DEPOSIT
posted revenue from operations of ₹281.14 Crore.
The Company had earlier discontinued acceptance of fixed deposits since 2002 and accordingly, no fresh deposit was accepted during
The salient features of the financial statements of subsidiaries, associate companies and joint ventures are given in the Statement in
the year. As per the provisions of Section 125 of the Act, all unclaimed deposits have been transferred to Investor Education and
Form AOC-1 forming a part of the financial statement attached to this Directors’ Report and pursuant to first proviso to Sub-section
Protection Fund (IEPF).
(3) of Section 129 of the Act read with Rule 5 of the Companies (Accounts) Rules, 2014.
WEBLINK OF ANNUAL RETURN
Pursuant to Regulation 16 (1) (c) of the Securities and Exchange Board of India (Listing Obligations and Disclosure Requirements)
Regulations, 2015 (hereinafter “Listing Regulations”), a material subsidiary in a year shall be a subsidiary whose income or net worth The draft Annual Return (e-form MGT-7) for the financial year ended 31st March, 2023 is placed on the website of the Company
exceeds 10% of the consolidated income or net worth respectively of the Company and its subsidiaries, in the immediately preceding i.e., https://www.bergerpaints.com/investors/annual-returns.html which is in compliance with the Companies (Amendment) Act,
accounting year. At present, there is no such material subsidiary of the Company within the meaning of the above Regulation. 2017, effective from 28th August, 2020. The e-form MGT-7 shall be filed with the MCA upon the completion of the 99th Annual
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Annual Report 2022-23
General Meeting of the Company as required under Section 92 of the Companies Act, 2013 and the Rules made thereunder and a copy QUALIFICATION OR RESERVATIONS IN THE STATUTORY AND SECRETARIAL AUDIT REPORTS
of the same shall be available on the website of the Company.
Your Board has the pleasure in confirming that no qualification, reservation, adverse remark or disclaimer has been made by the
BUSINESS RESPONSIBILITY AND SUSTAINABILITY REPORT Statutory Auditors and the Company Secretary in Practice in their Audit Reports issued to the members of the Company. The Statutory
Auditors of the Company have not reported any fraud in terms of the second proviso to Section 143 (12) of the Act.
SEBI had made it mandatory to publish a Business Responsibility and Sustainability Report (BRSR) by the top 1000 listed companies
based on market capitalization replacing Business Responsibility Report (BRR) in their Annual Report in terms of Regulation 34(2)(f)
SHARE CAPITAL
of the Listing Regulations with the Stock Exchanges w.e.f. FY 2022-23. The Company accordingly complied with the requirement and
had framed a Business Responsibility and Sustainability Policy in line with the BRR Policy and the suggested framework as provided The Authorised Share Capital of your Company as on 31st March, 2023 stood at `120,00,00,000 divided into 120,00,00,000 equity
by SEBI based on the National Voluntary Guidelines on Social, Environmental and Economic Responsibilities of Businesses published shares of `1/- each. The Issued Share Capital of your Company is `97,15,13,965 divided into 97,15,13,965 equity shares of `1/- each
by the Ministry of Corporate Affairs. The existing BRR Policy was accordingly modified and approved and adopted by the Board of
and the subscribed and paid-up capital is `97,14,22,485 divided into 97,14,22,485 equity shares of `1/- each fully paid-up.
Directors of the Company (and can be viewed at https://www.bergerpaints.com/about-us/business-responsibility-and-sustainability-
policy.html). Mr Abhijit Roy, Managing Director and CEO is the Director responsible for implementing the BRSR Policy and Mr Arunito
CREDIT RATING
Ganguly, Vice President and Company Secretary is the BRSR Head. As required, the BRSR for FY 2022-23 is attached to this report as
Annexure VIII. Credit ratings obtained by the Company during the relevant financial year, for facilities specified in the table below are as follows:-
Name of Entity Instrument Rating
DIRECTORS’ RESPONSIBILITY STATEMENT
CRISIL Fund Based facilities from Banks CRISIL AAA /Stable
Your Directors wish to inform that the Audited Accounts containing Financial Statements for the financial year ended 31st March,
2023 are in full conformity with the requirements of the Act. They believe that the Financial Statements reflect fairly, the form and CRISIL Non Fund Based facilities from Banks CRISIL A1+
substance of transactions carried out during the year and reasonably present your Company’s financial condition and results CRISIL Commercial Paper CRISIL A1+
of operations.
CARE Commercial Paper CARE A1+
Your Directors further confirm that:
There was no revision in rating during the year.
i) The applicable accounting standards have been followed and wherever required, proper explanations relating to material
departures have been given, LOANS, COMMITMENTS AND CONTINGENCIES, INVESTMENTS
ii) The Directors have selected such accounting policies and applied them consistently and made judgments and estimates that are Particulars of loans given, investments made, guarantees given and securities provided, if any, along with the purpose for which the
reasonable and prudent so as to give a true and fair view of the state of affairs of the Company at the end of the financial year loan or guarantee or security is proposed to be utilised by the recipient are provided in the standalone financial statements (please refer
and of the profit or loss of the Company for that period,
Notes 7,8,13 and 46 of the standalone financial statements).
iii) Proper and sufficient care has been taken for the maintenance of adequate accounting records in accordance with the provisions
of the Act for safeguarding the assets of the Company and for preventing and detecting fraud and other irregularities, RELATED PARTY TRANSACTIONS
iv) The Accounts have been prepared on a going concern basis, The Company has always been committed to good corporate governance practices, including in matters relating to Related Party
v) The Directors have laid down internal financial controls to be followed by the Company and that such internal financial controls Transactions (RPTs). Endeavour is consistently made to have only arm’s length transactions with all parties including Related Parties.
are adequate and operating effectively, The Board of Directors of the Company had a "Policy on Related Party Transactions" in terms of Regulation 23 of the SEBI (Listing
Obligations and Disclosure Requirements) Regulations 2015 and Section 188 of the Companies Act, 2013 since 26th September,
vi) The Directors have devised proper systems to ensure proper compliance with the provisions of all applicable laws and that such
2014. However, in light of the various impactful changes pursuant to several amendments in the Listing Regulations and most
systems were adequate and operating effectively,
of which had been made effective from 01.04.2022, it was necessary to amend the existing policy to align it with the changes as
POLICY ON APPOINTMENT AND REMUNERATION OF DIRECTORS, KEY MANAGERIAL PERSONNEL AND introduced by SEBI recently. The new policy is available at the following weblink: https://www.bergerpaints.com/about-us/rpt-
OTHER EMPLOYEES policy.html. The Company has also developed a Related Party Transactions (‘RPTs’) Manual and Standard Operating Procedures to
The Company has formulated a Remuneration Policy pursuant to the provisions of Section 178 and other applicable provisions of the identify and monitor RPTs.
Act and Rules thereof. The policy is based on the guiding principle aimed towards retaining and rewarding performers. There has been
All transactions with related parties are placed before the Audit Committee for approval and Board, as applicable. Prior omnibus
no change in the said policy during the financial year ended 31st March, 2023.
approval of the Audit Committee is obtained for all the RPTs, which are foreseeable and repetitive and/or entered in the ordinary
The Policy is available at the following weblink: www.bergerpaints.com/about-us/remuneration-policy.html. course of business and are at an arm’s length basis.
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Annual Report 2022-23
All related party transactions entered during the year were in ordinary course of the business and at an arm’s length basis. No material Pursuant to the changes introduced by the Finance Act, 2020 in the Income-tax, Act 1961, the dividend paid or distributed by a
related party transactions, i.e. transaction with a related party exceeding Rupees one thousand crore or 10% of the annual consolidated Company shall be taxable in the hands of the shareholders. Accordingly, in compliance with the said provisions, your Company shall
turnover, as per the last audited Financial Statements of your Company, whichever is lower, were entered during the year by your make the payment after necessary deduction of tax at source.
Company. Accordingly, the disclosure of related party transactions as required under Section 134(3)(h) of the Companies Act, 2013,
in Form AOC-2 is not applicable. Conservation of Energy & Technology Absorption
Information pursuant to Section 134(3)(m) of the Act read with the Companies (Accounts) Rules, 2014 (as amended), is annexed as
POLICY TO DETERMINE MATERIAL EVENTS
Annexure VII of this report.
As per the Listing Regulations, the Company has framed a policy for determination of materiality, based on criteria specified in the
regulations. The Policy is available at the following web link: https://www.bergerpaints.com/about-us/policy-determine-material- Foreign Exchange Earnings and Outgo
events.html. Foreign Exchange Earnings and Outgo of the Company are `4.42 Crore and `1313.02 Crore respectively. Primarily, earnings were
from exports and consultancy services and outgo was towards import payments.
POLICY FOR PRESERVATION OF DOCUMENTS
Particulars of Employees
As per Regulation 9 of Listing Regulations, the Company has framed a policy for Preservation of Documents, based on criteria
specified in the said Regulations. The Policy is available at the following web link: https://www.bergerpaints.com/about-us/policy- In terms of the provisions of Section 197(12) read with Rule 5(2) and 5(3) of Companies (Appointment and Remuneration of
preservation-documents.html. Managerial Personnel) Rules, 2014 particulars of certain category of employees have been set out in Annexure IV of this report.
SIGNIFICANT CHANGES
STATEMENT OF EVALUATION OF BOARD OF DIRECTORS AND COMMITTEES THEREOF
During the financial year 2022-23, no significant change has taken place which could have an impact over the financial position of the
Company. Further, except those disclosed in this Annual Report, there are no material changes and commitments affecting the financial Your Company understands the requirements of an effective Board Evaluation process and accordingly conducts the Performance
position of the Company between the end of the financial year i.e., 31st March, 2023 and the date of this Report. Evaluation every year in respect of the following:
i. Board of Directors as a whole.
DIVIDEND
ii. Committees of the Board of Directors.
The total comprehensive income of the Company is ₹827.84 Crore for the year 2022-23.
Your Directors have recommended a dividend of ₹3.20 (320%) per equity share of ₹1/- each for the financial year ended 31st March, iii. Individual Directors including the Chairman of the Board of Directors.
2023. Dividend is subject to approval of the shareholders at the ensuing Annual General Meeting. The dividend, if approved, will In compliance with the requirements of the provisions of Section 178 of the Act, the Listing Regulations and the Guidance Note on
absorb an amount of `310.86 Crore (compared to ₹301.11 Crore in the previous year), based on the current paid-up capital of the
Board Evaluation issued by SEBI in January 2017, your Company has carried out an Online Performance Evaluation process for the
Company. The dividend will be paid to those members holding shares in the physical mode whose names appear in the Register of
Board/Committees of the Board/Individual Directors including the Chairman of the Board of Directors for the financial year ended
Members as on 11th August, 2023 and for shares held in electronic form, to those whose names appear in the list of beneficial holders
31st March, 2023. During the year under review, the Company has complied with all the criteria of Evaluation as envisaged in the
furnished by respective Depositories as at the end of business hours on 4th August, 2023.
SEBI Circular on ‘Guidance Note on Board Evaluation’.
The Company has not transferred any amount to the General Reserve during the financial year ended 31st March, 2023.
The key objectives of conducting the Board Evaluation process were to ensure that the Board and various Committees of the Board
In accordance with Regulation 43A of the Listing Regulations, the Company has formulated a Dividend Distribution Policy. The
have appropriate composition of Directors and they have been functioning collectively to achieve common business goals of your
Dividend Distribution Policy (though optional) is annexed to this Report (marked as Annexure I). The Policy is available at the
following weblink: https://www.bergerpaints.com/about-us/dividend-distribution-policy.html. Company. Similarly, the key objective of conducting performance evaluation of the Directors through individual assessment and
peer assessment was to ascertain if the Directors actively participate in the Board/Committee Meetings and contribute to achieve the
In terms of the provisions of Section 124 of the Act, your Company has transferred an amount of ₹37,50,785 for 2014-15 (Final) and
common business goals of the Company.
₹36,66,001 for 2015-16 (Interim) to the Investor Education and Protection Fund in respect of dividend amounts lying unclaimed or
unpaid for more than seven years from the date they became due. The Directors carry out the aforesaid Online Performance Evaluation in a confidential manner and provide their feedback on a
Pursuant to the provisions of the Investor Education and Protection Fund Authority (Accounting, Audit, Transfer and Refund) Rules, rating scale of 1-5. Duly completed formats were sent to the Chairman of the Board and the Chairman/Chairperson of the respective
2016, the Company has filed the necessary form and uploaded the details of unclaimed amounts lying with the Company, as on Committees of the Board for their consideration. The Performance Evaluation feedback of the Chairman was sent to the Chairman of
31st March, 2014. the Compensation and Nomination and Remuneration Committee.
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This year also, the outcome of such Performance Evaluation exercise was discussed at a separate meeting of the Independent Directors CHANGES IN BOARD COMPOSITION
held on 2nd February, 2023 and was later tabled at the Compensation and Nomination and Remuneration Committee meeting held Details of Directors' appointment/reappointment and change in board composition during the financial year under review are as follows:
on the same day. The Compensation and Nomination and Remuneration Committee forwarded their recommendation based on such
Performance Evaluation Process to the Board of Directors and the same was tabled at the Board Meeting held on 2nd February, 2023. Sr. Name of Director Designation & Category Reason and date of appointment/reappointment/retirement/
No. resignation
After completion of online evaluation process, the Board of Directors at its Meeting held on 2nd February, 2023, also discussed the
Performance Evaluation of the Board, its Committees and individual directors. The performance evaluation of Independent Directors 1. Mr Kuldip Singh Dhingra Non-Executive, Chairman/ Mr Kuldip Singh Dhingra, Chairman – Non Executive, Non-
of the Company were done by the entire Board of Directors, excluding the Independent Directors being evaluated and after being (DIN:00048406) Promoter (Non-Independent) Independent Director of the Company retired by rotation and was
satisfied with the outcome, it was noted that the Committees were working effectively. re-appointed pursuant to Section 152(6) of the Act at the 98th
Pursuant to Section 178(3) of the Act and Regulation 19 of the Listing Regulations, the Remuneration Committee is entrusted with Annual General Meeting held on 26th August, 2022. Pursuant to
responsibility of formulating criteria for determining qualifications, positive attributes and independence of an Independent Director. Regulation 17(1A) of the Securities and Exchange Board of India
This can be viewed at https://www.bergerpaints.com/about-us/criteria-policy.html. (Listing Obligations and Disclosure Requirements) Regulations,
2015, and the applicable provisions of the Companies Act, 2013
SIGNIFICANT AND MATERIAL ORDER PASSED BY REGULATORS OR COURTS OR TRIBUNALS IMPACTING and the relevant Rules framed thereunder [including any statutory
THE GOING CONCERN STATUS AND OPERATIONS OF THE COMPANY modification(s)/amendment(s)/re-enactment(s) thereto)] and with
Pursuant to Section 134(3)(q) of the Act read with Companies (Accounts) Rules, 2014, it is stated that no material order has the approval of the Members, Mr Kuldip Singh Dhingra has been
been passed by any regulator, court or tribunal impacting the Company's operations and its going concern status during the financial appointed as a Non-executive, Non- Independent Director of the
year 2022-23. Company liable to retire by rotation after attaining the age of 75
(seventy-five) years on 2nd September, 2022.
No application has been made under the Insolvency and Bankruptcy Code, 2016 against the Company; hence the requirement to
disclose the details are not applicable. The requirement to disclose the details of difference between amount of the valuation done 2. Mr Gurbachan Singh Dhingra Non-Executive, Vice Chairman/ Mr Gurbachan Singh Dhingra, Non-Executive Vice Chairman,
at the time of one-time settlement and the valuation done while taking loan from the Banks or Financial Institutions along with the (DIN: 00048465) Promoter (Non-Independent) Non-Independent Director of the Company retired by rotation and
reasons thereof, is not applicable. was re-appointed pursuant to Section 152(6) of the Act at the 98th
Annual General Meeting held on 26th August, 2022.
BOARD OF DIRECTORS, BOARD MEETINGS AND KEY MANAGERIAL PERSONNEL
3. Mr Naresh Gujral Non-Executive (Independent Mr Naresh Gujral was appointed as a Non-Executive, Independent
Your Company’s Board is duly constituted and in compliance with the requirements of the Act, the Listing Regulations and provisions
(DIN:00028444) Director) Director of the Company on 3rd August, 2015 for a period of
of the Articles of Association of the Company. Your Board has been constituted with requisite diversity, wisdom, expertise and
five consecutive years from 20th August, 2014 to 19th August,
experience commensurate to the scale of operations of your Company.
2019. Mr Gujral was re-appointed as an Independent Director for
COMPOSITION OF BOARD second term of five years with effect from 20th August, 2019 to
19th August, 2024 at the Annual General Meeting of the Company
The Board comprises 11 Directors of which, 3 are Executive Directors (2 of whom are part of the promoter group), 2 are Non-
held on 5th August, 2019. His second term as an Independent
Executive (both are part of the promoter group) and 6 are Non-Executive, Independent Directors. The composition of the Board is in
conformity with Regulation 17 of the Listing Regulations read with Section 149 of the Act. Director is due to expire on 19th August, 2024.
Mr Gujral attained the age of 75 (seventy-five) years on 19th
MEETINGS May, 2023 and the continuation of his directorship was subject
During the year under review, a total of seven Meetings of the Board of Directors of the Company were held, i.e., on 20th and 21st to approval by the Members by way of a Special Resolution
April, 2022, 26th May, 2022, 04th August, 2022, 26th September, 2022, 10th November, 2022, 12th January, 2023 and 2nd February, and hence, the approval of the Members was sought for the
2023. Also, the Board of Directors have passed 13 (thirteen) Resolutions by Circulation. Details of Board composition and Board continuation of his directorship on the Board of the Company
Meetings held during the financial year 2022-2023 have been provided in the Corporate Governance Report – Annexure IX which even after attaining the age of 75 (seventy-five) years.
forms part of this Annual Report.
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Details of Directors seeking appointment/reappointment at the ensuing 99th AGM are as follows:
Sr. Name of Director Designation & Category Reason and date of appointment/reappointment/retirement/
Sr. Name of Director Designation & Category Reason and date of appointment/reappointment/retirement/ No. resignation
No. resignation
4. Mr Anoop Hoon Non-Executive Mr Anoop Hoon, Non-Executive – Independent Director of
1. Mr Kuldip Singh Dhingra Non-Executive, Chairman/ Mr Kuldip Singh Dhingra, Chairman – Non Executive, Non- (DIN: 00686289) (Independent Director) the Company was appointed as an Independent Director of the
(DIN: 00048406) Promoter (Non-Independent) Independent Director of the Company is due to retire by rotation Company for 5 consecutive years with effect from 1st February,
at the ensuing Annual General Meeting and being eligible, offers 2019 to 31st January, 2024 at the Meeting held on 5th August,
himself for re-appointment pursuant to Section 152(6) of the Act. 2019 pursuant to Section 149(10), 150 and 152 read with
Since, Mr Dhingra has attained the age of 75 (seventy-five) years Schedule IV of the Act and Regulations 16 and 25(2A) of the
and will retire by rotation at the ensuing Annual General Meeting Listing Regulations.
before getting re-appointed as a Director of the Company, Pursuant to the recommendation of Compensation and
therefore, a Special Resolution under Regulation 17(1A) of Nomination and Remuneration Committee, the Board of
the SEBI (Listing Obligations and Disclosure Requirements) Directors of the Company have proposed the re-appointment of
Regulations, 2015 has been proposed in the Notice of the ensuing Mr Hoon for a second term of five consecutive years from 1st
Annual General Meeting. February, 2024 to 31st January, 2029, subject to the approval of
the Members of the Company by way of a Special Resolution at
2. Mr Gurbachan Singh Dhingra Non-Executive, Chairman/ Mr Gurbachan Singh Dhingra, Vice Chairman – Non Executive,
the forthcoming Annual General Meeting.
(DIN: 00048465) Promoter (Non-Independent) Non-Independent Director of the Company is due to retire by
rotation at the ensuing Annual General Meeting and being 5. Mr Gopal Krishna Pillai Non-Executive Based on the recommendation of the Compensation and
eligible, offers himself for re-appointment pursuant to Section (DIN: 02340756) (Independent Director) Nomination and Remuneration Committee, the Board of
152(6) of the Act. Directors of the Company at its meeting held on 15th May, 2023
approved the appointment of Mr Gopal Krishna Pillai (DIN:
3. Mrs Sonu Halan Bhasin Non-Executive (Independent Mrs Sonu Halan Bhasin, Non-Executive – Independent Director 02340756) as an Additional Director of the Company with
(DIN: 02872234) Director) of the Company was appointed as an Independent Director of the effect from 15th May, 2023 to hold office as a Non-Executive,
Company for 5 consecutive years with effect from 1st February, Independent Director of the Company for a term of 5 (five)
2019 to 31st January, 2024 at the Annual General Meeting held consecutive years, subject to approval of the Members of the
on 5th August, 2019 pursuant to Section 149(10), 150 and 152 Company by way of a Special Resolution at the ensuing AGM.
read with Schedule IV of the Act and Regulations 16 and 25(2A)
Since Mr Pillai will attain the age of 75 (seventy-five) years
of the Listing Regulations.
on 30th November, 2023 therefore a Special Resolution for
Pursuant to the recommendation of Compensation and continuation of his directorship even after attaining the age of
Nomination and Remuneration Committee, the Board of 75 (seventy-five) years under Regulations 17(1A) and 25(2A)
Directors of the Company have proposed the re-appointment of of the SEBI (Listing Obligations and Disclosure Requirements)
Mrs Bhasin for a second term of five consecutive years from 1st Regulations, 2015 has been proposed in the Notice of the ensuing
February, 2024 to 31st January, 2029, subject to the approval of Annual General Meeting.
the Members at the forthcoming Annual General Meeting.
KEY MANAGERIAL PERSONNEL (KMP)
Mr Abhijit Roy (DIN: 03439064) is the Managing Director & CEO and a KMP of the Company. Mr Srijit Dasgupta ceased to be the
Director-Finance & CFO & KMP w.e.f. close of business hours on 30.09.2022. Thereafter, Mr Vikash Sarda was appointed as the Vice
President & CFO & KMP w.e.f. 01.10.2022. He resigned as the Vice President & CFO & KMP of the Company w.e.f. close of business
hours on 04.01.2023. Further, Mr Kaushik Ghosh was appointed as the Vice President & CFO & KMP w.e.f. 12.01.2023. Messers
Abhijit Roy, Kaushik Ghosh and Arunito Ganguly (Vice President & Company Secretary) are the KMPs of the Company.
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STATEMENT OF DECLARATION BY INDEPENDENT DIRECTORS B. CORPORATE SOCIAL RESPONSIBILITY COMMITTEE
The following are the Independent Directors of your Company:- Your Company has spent an amount of ₹19.28 Crore during the financial year 2022-2023 as against its 2% obligation amounting
to ₹19.10 Crore, thereby exceeding its entire CSR obligation. The required details as specified in Companies CSR Policy Rules,
1) Mrs Sonu Halan Bhasin
2014 are given in Annexure III.
2) Mr Naresh Gujral
3) Mr Pulak Chandan Prasad The CSR Policy as recommended by the CSR Committee and as approved by the Board is available on the website of the Company
4) Mr Anoop Hoon and can be accessed at https://www.bergerpaints.com/about-us/csr-policy.html. The composition of the CSR Committee and a
5) Dr Anoop Kumar Mittal brief outline of the CSR Policy is annexed to this report (Annexure III).
6) Mr Gopal Krishna Pillai (w.e.f. 15.05.2023) The Company’s CSR activities majorly comprises iTrain programme aimed at skilling/upskilling painters. The programme
The Company has received declarations from Independent Directors that they meet the criteria of independence as prescribed u/s is carried out from fixed iTrain centres spread across the country and mobile iTrain centres which visit far-flung areas for imparting
149(6) of the Act and as required under the Listing Regulations. In the opinion of the Board, they fulfil the condition for appointment/ this skill development exercise. The Company had earlier entered into a Memorandum of Understanding with Smile Foundation, a
re-appointment as Independent Directors on the Board. reputed NGO for carrying out the mobile iTrain activities on behalf of the Company.
The Board of Directors confirms that the Independent Directors have affirmed compliance with the Code for Independent Directors as
C. COMPENSATION AND NOMINATION AND REMUNERATION COMMITTEE
prescribed in Schedule IV to the Act and also with the Company’s Code of Conduct applicable to all the Board Members and Senior
Management Personnel of the Company for the financial year ended on 31st March, 2023. The constitution of the Company’s Compensation and Nomination and Remuneration Committee is given in the Report on
Corporate Governance – Annexure IX.
STATEMENT REGARDING OPINION OF THE BOARD WITH REGARD TO INTEGRITY, EXPERTISE AND EXPERIENCE
(INCLUDING THE PROFICIENCY) OF THE INDEPENDENT DIRECTORS APPOINTED DURING THE YEAR D. SHAREHOLDERS’ COMMITTEES
In the opinion of the Board, the Independent Directors possess the attributes of integrity, expertise and experience as required to be disclosed
The constitution of the Company’s Shareholders’ Committees is given in the Report on Corporate Governance – Annexure IX.
under Rule 8(5)(iiia) of the Companies (Accounts) Rules, 2014 (as amended).
All the Independent Directors of the Company have registered themselves with the Indian Institute of Corporate Affairs (IICA) as was notified E. BUSINESS PROCESS AND RISK MANAGEMENT COMMITTEE
and required under Section 150(1) of the Act.
The constitution of the Company’s Business Process and Risk Management Committee is given in the Report on Corporate
COMMITTEES OF THE BOARD Governance – Annexure IX.
A. AUDIT COMMITTEE Structure of the Board of Directors
The Board of Directors of your Company has duly constituted an Audit Committee in compliance with the provisions of Section Name of Directors Non-Executive Executive Independent Lady
177 of the Act, the Rules framed thereunder read with Regulation 18 of the Listing Regulations. The composition of the Audit
Committee has been disclosed in the Corporate Governance Report which forms part of the Board's Report (Annexure IX). The Mr Kuldip Singh Dhingra Y N N N
terms of reference of the Audit Committee have been duly approved by the Board of Directors.
Mr Gurbachan Singh Dhingra Y N N N
VIGIL MECHANISM/WHISTLE BLOWER POLICY
In terms of the provisions of Section 177 of the Act and the Rules framed therein read with Regulation 22 of the Listing Mr Abhijit Roy N Y N N
Regulations, your Company has a Vigil Mechanism/Whistle Blower Policy in place for directors and employees of the
Company through which genuine concern regarding various issues relating to inappropriate functioning of the organization Ms Rishma Kaur N Y N Y
can be raised. The Vigil Mechanism/Whistle Blower Policy has been uploaded on the website of the Company at
Mr Kanwardip Singh Dhingra N Y N N
https://www.bergerpaints.com/about-us/whistleblower-policy.html.
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Annual Report 2022-23
Name of Directors Non-Executive Executive Independent Lady Remuneration Ratio as to that of the Percentage increase in
Name of Directors/KMPs
Received (`) Median Employee Remuneration
Mr Naresh Gujral Y N Y N
Mr Pulak Chandan Prasad - - -
Mr Pulak Chandan Prasad Y N Y N
Mr Naresh Gujral 7,20,000 0.93:1 0.00
Mr Anoop Hoon Y N Y N
Mr Anoop Hoon 7,20,000 0.93:1 0.00
Mrs Sonu Halan Bhasin Y N Y Y
Mrs Sonu Halan Bhasin 7,20,000 0.93:1 0.00
Dr Anoop Kumar Mittal Y N Y N
Dr Anoop Kumar Mittal 7,20,000 0.93:1 0.00
Mr Gopal Krishna Pillai (w.e.f. 15.05.2023) Y N Y N
Mr Srijit Dasgupta* 1,13,88,840 # 14.63:1 (39.18)*
F. ENVIRONMENTAL, SOCIAL AND GOVERNANCE (ESG) COMMITTEE
The composition of the committee has not been mandated under any law though going by the expectations of the investors, Mr Vikash Sarda** 25,57,744 # 3.29:1 0.00
the Committee was formed on 20th October, 2022. The constitution of the same has been given in the Report on Corporate Governance
Mr Kaushik Ghosh*** 15,80,972 # 2.03:1 0.00
– Annexure IX.
FAMILIARIZATION PROGRAMME OF INDEPENDENT DIRECTORS Mr Arunito Ganguly 57,97,800 7.45:1 8.96
The Company believes that the best training is imparted when dealing with actual roles and responsibilities on the job. To this extent, Mr Gopal Krishna Pillai (w.e.f. 15.05.2023) - - -
the Company arranges detailed presentation by Business and Functional Heads on various aspects including the business environment,
economy, performance of the Company, industry scenario, sales and marketing, production, raw materials, research and development, Note:- * Mr Srijit Dasgupta ceased to be the Director-Finance & CFO of the Company w.e.f. close of business hours on 30.09.2022.
financial controls, the Company’s strategy, etc. Visits to factories, business units are also undertaken from time to time. Details of
Familiarization Programmes imparted during the year under review has been uploaded on the Company’s website and is available at ** Mr Vikash Sarda was appointed as the Vice President & CFO w.e.f. 01.10.2022. He resigned as the Vice President & CFO
the following weblink: https://www.bergerpaints.com/about-us/familiarization-program.html.
of the Company w.e.f. close of business hours on 04.01.2023.
INFORMATION AS TO REMUNERATION OF DIRECTORS AND EMPLOYEES *** Mr Kaushik Ghosh was appointed as the Vice President & CFO w.e.f. 12.01.2023.
Pursuant to Section 197 of the Act read with Companies (Appointment and Remuneration of Managerial Personnel) Rules, 2014
# Remuneration does not include value of ESOPs granted.
(as amended), the following disclosures are made:
1) Ratio of remuneration of Directors/KMP to the median remuneration of the employees: Note:- The median employee remuneration for 2022-23 is: ₹7,78,365 p.a. (including variable pay)
Remuneration Ratio as to that of the Percentage increase in 2) Percentage (%) increase in remuneration during the financial year 2022-23: Please see (1) above.
Name of Directors/KMPs
Received (`) Median Employee Remuneration
3) Percentage (%) increase in the median remuneration of employees during the financial year 2022-23: 10.6%
Mr Kuldip Singh Dhingra 18,00,000 2.31:1 0.00
4) Number of permanent employees on the rolls of the Company as on 31st March, 2023: 4,088
Mr Gurbachan Singh Dhingra 10,00,000 1.28:1 0.00
5) Average percentile increase already made in the salaries of employees other than the managerial personnel in the last financial
Mr Abhijit Roy 7,17,74,190 # 92.21:1 24.04
year and its comparison with the percentile increase in the managerial remuneration and justification thereof and point out if
Mr Kanwardip Singh Dhingra 65,15,861 8.37:1 16.12
there are any exceptional circumstances for increase in the managerial remuneration – The average percentile increase in salaries
Ms Rishma Kaur 64,83,067 8.33:1 14.44
of employees was 14.9% as compared to an average percentile increase of 22.6% of managerial remuneration. The increase of
# Remuneration does not include value of ESOPs granted. managerial remuneration is based on growth criteria.
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Annual Report 2022-23
6) Pursuant to the requirement of Section 197(14) of the Act, the following disclosure is made in respect to remuneration received STATUTORY AUDITOR
by the Whole time Directors:
The Statutory Auditor, Messrs S. R. Batliboi & Co. LLP, Chartered Accountants, (ICAI Firm Registration No. 301003E/E300005) was
re-appointed pursuant to the provisions of Sections 139, 142 of the Act and the Rules made thereunder from the conclusion of the 96th
Particulars of Directors Nature of Transaction Amount (`)
Annual General Meeting upto the conclusion of the 101st Annual General Meeting of the Company, at the Annual General Meeting
Ms Rishma Kaur, Executive Director and also a Director Consultancy fees received from U.K. Paints India 33 Lakh held on 25th September, 2020. Accordingly, they would continue as the Statutory Auditor for the Financial Year 2023-24.
in U.K. Paints India Private Limited (Holding Company) Private Limited for consultancy rendered to U.K.
Paints India Private Limited CAUTIONARY STATEMENT
Mr Kanwardip Singh Dhingra, Executive Director and also Consultancy fees received from U.K. Paints India 33 Lakh There are certain statements which have been made in the Management Discussion and Analysis Report describing the estimates,
a Director in U.K. Paints India Private Limited (Holding Private Limited for consultancy rendered to U.K. expectations or predictions which may be read as “forward-looking statement” within the meaning of applicable laws and regulations.
Company) Paints India Private Limited The actual results may differ materially from those expressed or implied. The important factors that would make difference to the
Company’s operations include demand/supply conditions, raw material prices, changes in government policies, government laws, tax
Affirmation regimes, global economic developments and other factors such as pandemic situation, litigations and labour negotiations.
It is hereby affirmed by the Chairman of the Company that the remuneration paid to all the employees, Directors and Key Managerial APPRECIATION
Personnel of the Company during the Financial Year 2022-23 are as per the Remuneration Policy framed by the Compensation and Your Directors place on record their deep appreciation of the assistance and guidance provided by the Central Government and the
Nomination and Remuneration Committee of the Company. Governments of the States of India, its suppliers, technology providers and all other stakeholders. Your Directors thank the financial
institutions and banks associated with your Company for their support as well. Your Directors also thank the Company’s dealers and
LISTING WITH STOCK EXCHANGES its customers for their unstinted commitment and valuable inputs.
Your Company is listed with National Stock Exchange of India Limited, BSE Limited and The Calcutta Stock Exchange Limited and Your Directors acknowledge the support received from you as shareholders of the Company.
has paid the listing fees to each of the Exchanges. Your Company’s short term debt instruments (Commercial Papers) were listed with
National Stock Exchange of India Limited as was required vide SEBI Circular SEBI/HO/DDHS/DDHS/CIR/P/2019/115 dated 22nd On behalf of the Board of Directors
October, 2019 w.e.f. 24th December, 2019. The addresses of these Stock Exchanges and other information for shareholders are given Kuldip Singh Dhingra
Place: New Delhi Chairman
in the Corporate Governance Report as contained in the Annual Report.
Dated: 15th May, 2023 (DIN: 00048406)
COST AUDITORS
The Board of Directors at its Meeting held on 26th May, 2022 had re-appointed M/s N. Radhakrishnan & Co., Cost Accountants (Firm
Registration No.000056), 11A, Dover Lane, Flat B1/34, Kolkata - 700029, for conducting audit of the cost records maintained under
Section 148(1) of the Act for the Company’s factories situated at Howrah, Rishra, Goa, Puducherry, Jejuri and Naltali for the financial
year 2022-23. M/s Shome & Banerjee, Cost Accountants (Firm Registration No. 000001), 2nd Floor, 5A Narulla Doctor Lane,
West Range, Kolkata - 700017, have been entrusted with the responsibility of conducting cost audit of the cost records maintained
under Section 148(1) of the Act for the Company’s factory situated at Jammu and the factories of British Paints division located at
Sikandrabad and Hindupur for the financial year 2022-23.
The cost audit reports for the financial year 2021-22 were filed on 21st October, 2022 on receipt of advice from the Ministry of
Company Affairs.
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Annual Report 2022-23
Annexure I • Prevailing taxation policy and legal requirements with respect to Dividend distribution
• Capital expenditure requirements
DIVIDEND DISTRIBUTION POLICY • Stipulations/Covenants of loan agreements, if any
• Macro-economic and business conditions in general
Background and applicability
• Any other relevant factor that the Board may deem fit to consider
The SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015 (as amended) require the top 1000 listed companies to
disclose a Dividend Distribution Policy.
Utilization of retained earnings
This document, adopted by the Board of Directors of Berger Paints India Limited, lays down the Dividend Distribution Policy
Subject to applicable Regulations, the Company's retained earnings may be applied for:
("the Policy") of the Company.
• Organic growth needs including working capital, capital expenditure, repayment of debt, etc.
The Policy is subject to review as and when considered appropriate by the Board.
• Inorganic growth needs such as acquisition of businesses, establishment of joint ventures, etc.
Dividend Distribution Philosophy • Buyback of shares subject to applicable limits
The Company believes in long term value creation for its shareholders while maintaining the desired liquidity and leverage ratios and • Payment of Dividend in future years
protecting the interest of all the stakeholders including customers, debtors, suppliers, employees and the Government. Accordingly, the • Issue of Bonus shares
focus will continue to be on sustainable returns in terms of dividend, in consonance with the dynamics of business environment.
• Any other permissible purpose
Dividend
Circumstances under which the shareholders may not expect dividend
Dividend represents the profit of the Company, which is distributed to shareholders in proportion to the amount paid-up on shares they
In line with the Dividend Distribution Philosophy, there may be certain circumstances under which the shareholders may not expect
hold. Dividend includes Interim Dividend.
dividend, including:
Circumstances under which shareholders can expect Dividend • The Company has sufficient avenues to generate significantly higher returns on surplus than what a common shareholder can
generate himself
The Board will assess the Company's financial requirements, including its growth opportunities and other pertinent factors for the
purpose of considering dividend. The dividend for any financial year shall ordinarily be paid out of the Company profits for that year • In case of utilization of retained earnings as mentioned in this Policy
in terms of the provisions of the Companies Act, 2013 ("the Act").
• The Company has incurred losses or there is inadequacy of profits.
If circumstances require, the Board may also declare dividend out of accumulated profits of any previous financial year(s) in accordance
Modification of the Policy
with provisions of the Act and Regulations, as applicable.
The Board may modify this policy from time to time at its discretion or in line with any amendment made in the Act or applicable
Regulations.
Interim and Final Dividend
The Board may declare one or more Interim Dividends and recommend Final Dividend for the approval of the shareholders at the Disclaimer
This document does not solicit investments in the Company's securities nor is it an assurance of guaranteed returns (in any form),
Annual General Meeting.
for investments in the Company's equity shares.
Financial parameters and other internal and external factors to be considered for declaration of dividend
• Distributable surplus available as per the Act and Regulations
• The Company's liquidity position and future cash flow needs
• Track record of Dividends distributed by the Company
• Pay-out ratios of comparable companies
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Annual Report 2022-23
Annexure II ii) Method used to account for ESOS/ESOP (Intrinsic or Fair value) - Fair value
DISCLOSURES WITH RESPECT TO EMPLOYEES STOCK OPTION PLAN/SCHEME PURSUANT iii) Where the Company opts for expensing of the options using the intrinsic value of the options, the difference between the
TO REGULATION 14 OF THE SECURITIES AND EXCHANGE BOARD OF INDIA (SHARE BASED employee compensation cost so computed and the employee compensation cost that shall have been recognised if it had used
EMPLOYEE BENEFITS AND SWEAT EQUITY) REGULATIONS, 2021 AS ON 31ST MARCH, 2023: the fair value of the options shall be disclosed. The impact of this difference on profits and on EPS of the Company shall also
be disclosed.
There was no material change in the ESOP Scheme (ESOS). The ESOS is in compliance with the Regulations.
Since the Company opts for expensing of the options using fair value, so the Company is not required to disclose impact of any
All the relevant details of the Company’s Employee Stock Option Plan are provided below and are also available on the website of the difference arising due to intrinsic value and the fair value on profits and on EPS of the Company.
Company at https://www.bergerpaints.com/investors/esop-disclosure.html.
iv) Option Movement during the year (For each ESOP/ESOS):
A) Relevant disclosures in terms of Accounting Standards prescribed by the Central Government and Section 133 of the
Particulars Employee Stock Option Plan, 2016
Companies Act, 2013 including the ‘Guidance note on accounting for employee share-based payments’ issued in that
Grant III Grant IV Grant V Grant VI
regard from time to time:
No. of options outstanding at the beginning of the 28,843 50,233 73,576 -
period
Refer Note No.44 forming part of the Standalone Financial Statements and Note No.47 of the Consolidated Financial Statements
for the financial year 2022-23. Please note that the said disclosure is provided in accordance with Indian Accounting Standard No. of options granted during the year - - - 98,877
(Ind AS) 102- Share Based Payment. No. of options forfeited/lapsed during the year 1,567 4,163 6,224 4,892
No. of options vested during the year 27,276 23,049 22,994^ -
B) Diluted EPS on issue of shares pursuant to all the schemes covered under the Regulations shall be disclosed in accordance
No. of options exercised during the year 27,276 23,049 22,911* -
with 'Ind AS-33' – Earnings per Share issued by the Central Government or any other relevant Accounting Standards
as issued from time to time: No. of shares arising as a result of exercise of options 27,276 23,049 22,911 -
Money realised by exercise of options (INR), if scheme 27,276 23,049 22,911 -
Refer Note No.41 forming part of the Standalone Financial Statements and Note No.43 of the Consolidated Financial Statements is implemented directly by the Company
for the financial year 2022-23. Please note that the said disclosure is provided in accordance with Indian Accounting Standard Loan repaid by the Trust during the year from exercise N.A N.A N.A N.A
(Ind AS) 33- Earnings per Share.
No. of options outstanding at the end of the year - 23,021 44,357^ 93,985
No. of options exercisable at the end of the year - - 83 -
C) Details related to ESOP/ESOS:
No. of options pending allotment at the end of the year - - - -
i) Description of each ESOP/ESOS that existed at any time during the year, including the general terms and conditions
of each ESOP/ESOS, including: v) a) Weighted average exercise prices `1 `1 `1 `1
b) Weighted average fair values `579.31 `576.43 `574.75 `572.61
Particulars Employee Stock Option Plan, 2016
a) Date of shareholders' approval 3rd August, 2016
^ Includes 83 options of Tranche I of Grant V, pending to be exercised and allotted.
b) Total number of options approved under ESOP 3,46,78,470
c) Vesting Requirements Options shall vest over a period of 3 years from the date of * Excludes 83 options of Tranche I of Grant V, pending to be exercised and allotted.
grant of options as under:
a) 33% on first anniversary of Grant Date b) 33% on second
anniversary of Grant Date and c) 34% on third anniversary of
Grant Date rounded up to whole numbers.
d) Exercise price/Pricing formula ` 1/-
e) Maximum term of options granted 3 years
f) Source of shares (primary, secondary or combination) Primary
g) Variation in terms of options None during the year
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Annual Report 2022-23
vi) Employee wise details of options granted to:- ANNEXURE III
a) Senior managerial personnel- during the financial year 2022-23 following Options were granted to Senior Management Personnel. REPORT ON CORPORATE SOCIAL RESPONSIBILITY (CSR)
ACTIVITIES FOR THE FINANCIAL YEAR 2022-23
Name Designation No. of options granted in F.Y. 2022-23 Exercise price per option (`)
Mr Abhijit Roy Managing Director & CEO 1,440 1 1. Brief outline of CSR Policy:
Mr Kaushik Ghosh ** Vice President & CFO 553 1
The CSR vision of Berger Paints India Limited ("the Company") recognises that an enterprise and the society in which it
** Mr Vikash Sarda, appointed as CFO of the Company w.e.f. 1st October, 2022, consequent upon retirement of Mr Srijit Dasgupta operates are mutually dependent on each other and the growth of the industry is proportionate to the equitable development of
as Director Finance and CFO w.e.f. closing business hours of 30th September, 2022 was granted 739 options. Mr Sarda resigned the country, its environment and its people, irrespective of religion, race, caste, creed and gender. The Company also believes
as CFO w.e.f. 4th January, 2023. that all round development can be brought about by paying attention to regions, groups and people which are backward and have
Mr Kaushik Ghosh was appointed as VP & CFO of the Company w.e.f. 12th January, 2023. special needs and by helping citizens to acquire useful skills.
b) Any other employee who receives a grant in any one year of option amounting to 5% None ` To this extent, the Company devotes resources, in the manner recommended by its CSR Committee and approved by its Board
or more of options granted during that year of Directors in accordance with the provisions of law for fulfilling the aforesaid objective in the manner laid out in Schedule VII
c) Employees who were granted options, during any one year, equal to or exceeding 1% of None to the Companies Act, 2013, with particular stress on areas around which the Company operates.
the issued capital (excluding outstanding warrants and conversions) of the Company at
iTrain plays a crucial role in training of new and unskilled painters and upgrading skills of existing painters, and elevating
the time of grant
painting from a casual trade to a profession which is coveted and aspirational. The Company also launched Mobile iTrains
vii) A description of the method and significant assumptions used during the year to estimate the fair value of options including the which actively take part in imparting training skills at remote locations.
following information: The focus is on teaching various application techniques, correct usage and introduction to a new generation of paints for walls,
wood, metal and waterproofing methods. There is a special emphasis on use of mechanized equipment and special tools that
a) Weighted average values of share price, exercise price, expected volatility, expected option life, expected dividends, risk
make the process more efficient, quicker and cleaner. iTrain aims at creating a new generation of certified painters and opening
free interest rate and any other inputs to the model;
doors to sustainable employment avenues.
Serial no. Particulars 2022-2023 The Company’s CSR Policy can be viewed at the web link- https://www.bergerpaints.com/about-us/csr-policy.html.
i. Weighted average risk-free interest rate 7.32%
ii. Weighted average expected life of options 2.64 years 2. The composition of the CSR Committee is provided below:
iii. Weighted average expected volatility 18.85%
Sl. No. Name of Director Designation/Nature of Directorship Number of meetings Number of meetings
iv. Weighted average expected dividends over the life of the option `8.18 per option of CSR Committee of CSR Committee
v. Weighted average share price `581.70 held during the year attended during the year
vi. Weighted average exercise price `1 per share 1 Mr Kuldip Singh Dhingra Chairman, Non-Executive Director 1 1
2 Mr Abhijit Roy Managing Director & CEO 1 1
b) Method used and assumptions made to incorporate effects of expected early exercise: Black-Scholes Options Pricing Model. 3 Ms Rishma Kaur Executive Director 1 1
4 Mr Kanwardip Singh Dhingra Executive Director 1 1
c) How expected volatility was determined, including explanation of the extent to which expected volatility was based on 5 Dr Anoop Kumar Mittal Non-Executive, Independent Director 1 1
historical volatility;
Note: Apart from 5 Directors, Messrs Kaushik Ghosh, Anil Bhalla and Arunito Ganguly are also members of the CSR Committee, and except
Mr Anil Bhalla, all have attended 1 (one) CSR Committee meeting which was held during the current financial year. Please also refer to details in
Expected volatility is based on the historical volatility of the Company’s share price applicable to the total expected life
the Corporate Governance Report.
of each option.
3. The composition of the CSR Committee can be accessed at web link- https://www.bergerpaints.com/about-us/committees-of-
d) Whether and how any other feature of the option grant were incorporated into the measurement of fair value, such as
board.html. The CSR Policy and CSR projects can be accessed at https://www.bergerpaints.com/about-us/csr-policy.html.
market condition: None.
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Annual Report 2022-23
4. Provide the details of Impact Assessment of CSR projects carried out in pursuance of sub-rule (3) of rule 8 of the 6. (a) Amount spent on CSR Projects (both Ongoing Project and other than Ongoing Project) – `18.35 Crore
Companies (Corporate Social Responsibility Policy) Rules, 2014, if applicable (attach the report)
(b) Amount spent in Administrative Overheads – `0.89 Crore
The Executive Summary of Impact Assessment of the Company's iTain project carried out by Social Lens Consulting Private
Limited in pursuance of sub-rule (3) of Rule 8 of the Companies (Corporate Social Responsibility Policy) Rules, 2014 is provided (c) Amount spent on Impact Assessment, if applicable – `0.04 Crore [inclusive of taxes]
below. Full Impact Assessment Report can be accessed at https://www.bergerpaints.com/investors/csr-projects.html.
(d) Total amount spent for the Financial Year [(a) + (b) + (c)] - `19.28 Crore
Executive Summary:-
(e) CSR amount spent or unspent for the financial year:
The majority of workers in India are employed in the unorganised sector. The paints and coatings industry is no exception, with
a large proportion of painters in the nation receiving no professional training in their art. Painting is either passed down from Total Amount Spent for Amount Unspent (in `)
the Financial Year (in `) Total Amount transferred to Unspent Amount transferred to any fund specified under Schedule
generation to generation or learned on the job by painters from their supervisors or contractors. As a result, painters must be trained
CSR Account as per section 135(6) VII as per second proviso to sub-section (5) of section 135
in both the basic technical elements of painting as well as entrepreneurial abilities. Berger's iTrain program seeks to enhance their
Amount Date of transfer Name of the Fund Amount Date of Transfer
standard of living by empowering painters with advanced skills enabling them to seek more opportunities.
19.28 Crore --------------------------------- Not Applicable-----------------------------------------
As part of the iTrain program, Berger Paints establishes fixed and mobile training centres across the country. Theoretical and
(f) Excess amount for set-off, if any:
practical sessions are conducted on a variety of topics ranging from the fundamentals of painting and coats to the various types and
methods of using tools and accessories to communication and client management skills, among others. Berger Paints also seeks to Sl.
Particular Amount (in `)
build market linkages among painters as part of the iTrain program so that they may seek new business on their own. No.
(1) (2) (3)
This assessment aims to analyse the impact of the program on the lives of the painters through the level of skills they have been (i) Two percent of average net profit of the company as per sub-section (5) of section 135 19.10 Crore
able to adopt at work as a result of the training sessions attended under the iTrain program. To understand the program's impact, a (ii) Total amount spent for the Financial Year 19.28 Crore
sample of painters, trainers, and program team members from Berger Paints across seven locations spanning six fixed centres and (iii) Excess amount spent for the Financial Year [(ii) – (i)] 0.18 Crore
three mobile centres were surveyed. (iv) Surplus arising out the CSR projects or programmes or activities of the previous Financial Years, if any Nil
(v) Amount available for set off in succeeding Financial Years [(iii)-(iv)] 0.18* Crore
It was observed that painters not only put their training session learnings into practice, but also admit that their general working
productivity has increased. Majority of painters surveyed indicated that iTrain program sessions resulted in increased customer * The Company will decide whether to carry forward excess amount spent during the financial year 2022-23.
involvement and satisfaction. Almost all painters reported an increase in clients and revenue as a direct result of obtaining training.
7. Details of Unspent Corporate Social Responsibility amount for the preceding three Financial Years :
They also indicated that the training assisted them in sharpening their abilities and learning about new equipment and techniques.
Sl. Preceding Amount Balance Amount Amount Amount transferred Amount Deficiency,
The study shows that the program has been able to largely succeed in enhancing the skills of contractors and semi-skilled painters No. Financial transferred in Unspent CSR Spent to a Fund as specified remaining if any
to enable them to increase their clientele. However, more efforts and strategies would need to be employed to increase the ratio of Year(s) to Unspent CSR Account under in the under Schedule VII as to be transfer
semi-skilled sub-painters and unskilled painters to achieve one of the key program objectives. The study's findings may serve as Account under sub- section (6) Financial per second proviso to spent in
sub-section (6) of of section 135 of Year (in `) subsection (5) of section succeeding
a first step towards expanding the program's reach to young painters and women in the future and achieving the program's goal of section 135 of the the Act (in `) 135 of the Act, if any Financial
making painting an aspirational career option rather than just another employment option. Act (in `) Years (in `)
Amount Date of
5. (a) Average net profit of the company as per sub- section 5 of section 135: `954.98 Crore (in `) transfer
------------------------------------------------ Not Applicable---------------------------------------------------------------
(b) Two percent of average net profit of the company as per sub- section 5 of section 135: `19.10 Crore
8. Whether any capital assets have been created or acquired through Corporate Social Responsibility amount spent in the
(c) Surplus arising out of the CSR projects or programmes or activities of the previous financial years: Nil Financial Year:
(d) Amount required to be set off for the financial year, if any- Nil √ Yes No
(e) Total CSR obligation for the financial year [(b) + (c) – (d)]: `19.10 Crore If Yes, enter the number of Capital Assets created / acquired 1
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Annual Report 2022-23
Furnish the details relating to such asset(s) so created or acquired through Corporate Social Responsibility amount spent in the ANNEXURE IV
Financial Year
PARTICULARS OF EMPLOYEES PURSUANT TO SECTION 197(12) OF THE COMPANIES ACT, 2013
Sl. Short particulars of Pincode Date of Amount Details of Company/ Authority/beneficiary of the
READ WITH RULES 5(2) & 5(3) OF THE COMPANIES (APPOINTMENT AND REMUNERATION
No. the property or asset(s) of the creation of CSR registered owner
[including complete property or Amount OF MANAGERIAL PERSONNEL) RULES, 2014 FOR THE FINANCIAL YEAR 2022-2023
CSR Name Registered
address and location of the asset(s) Spent (in `) Registration address A. Top 10 employees including those employed throughout the financial year under review and were in receipt of remuneration
property] Number, if aggregating not less than `1,02,00,000 per annum.
applicable Nature of
Date of
a) Vehicle : TATA 407 LPT 395009 18/05/2022 0.14 Crore CSR00001634 Smile V-11, Level-1, employment
Designation/ Remuneration Experience commencement of Previous employment/
Sl. No. Name (whether Qualification Age
Plot No. 1 & 2 Balaji House, Foundation Green Park Nature of Duties (`) (years) employment in the Position held
Contractual or
Near Gayatri Ganga Nagar, Extension, Company
otherwise)
Makaipool Road, Adajan New Delhi 1. Mr Abhijit Roy Managing Director 7,17,74,190 Permanent B.E. (JU), MBA 32 17.04.1996 57 L’OREAL India Limited –
Patiya, Surat -110016 & CEO (IIM, Bangalore) Area Sales Manager
2. Mr Tapan Kumar Dhar Senior Vice President 1,34,42,764 Permanent M.Tech., 33 02.04.2013 59 Asian Paints Limited –
9 Specify the reason(s), if the company has failed to spend two percent of the average net profit as per section 135(5): (R&D) IIT Kharagpur Chief Manager-Technology
3 Mr Kilambi Krishna Sai Senior Vice President – 1,30,09,492 Permanent B. Tech, MBA 33 06.06.1990 56 –
Not Applicable. Sales & Marketing
4. Mr Sujyoti Mukherjee Vice President – 1,02,44,416 Permanent A.C.A., A.I.C.W.A. 33 05.12.1994 59 Indian Oil Corporation Limited
Finance & Accounts (formerly IBP Co. Ltd.) – Asst.
Manager – Finance & Accounts
Kuldip Singh Dhingra Abhijit Roy 5. Mr Bhaskar Dasgupta Senior General Manager 94,60,288 Permanent BE ( CIVIL), MBA 20 04.06.2003 46 –
& NSM – New (Marketing)
Chairman, CSR Committee Managing Director & CEO
Business
(DIN: 00048406) (DIN: 03439064) 6. Mr Shrirang M. Pangarkar Group Head –Materials 93,39,428 Permanent B.E. (Production) 27 02.08.2019 54 Pidilite Industries Limited – Head
and MMS (Mumbai of Procurement
Place: New Delhi University)
7. Mr Vikash Sarda* Vice President & CFO 91,70,164 Permanent B.Com (Hons.), ACA 20 06.11.2020 44 West African Soy Industries
Dated: 15th May, 2023 Limited- Finance Director
8. Mr Piyush Rawat General Manager – 86,93,320 Permanent B.Sc.( Dairy Tech ), 34 14.09.2010 59 Kamdhenu Ispat Limited – Vice
Retail Sukhadia University, President (Sales and Marketing)
MBA ( Marketing ),
Ajmer University
9. Mr Abhimanyu Chatterjee General Manager 83,67,696 Permanent B.Com 35 18.02.2002 57 Jenson & Nicholson –
– Retail Sales Branch Manager
10. Mr Sanjay Chowdhury Vice President & 79,89,952 Permanent M.E. (Polymer 28 28.09.2017 57 Shalimar Paints – Vice President
Business Head - Technology), MBA
Protecton (IISWBM), EPGDIB
(IIFT, Delhi)
*Mr Vikash Sarda was appointed as the Vice President & CFO of the Company w.e.f. 01.10.2022 and resigned as the Vice President & CFO of the Company
w.e.f. close of business hours on 04.01.2023.
B. Employed for a part of the year and in receipt of remuneration aggregating ₹8,50,000/- or more per month:-
Nature of
Date of
employment
Designation/ Remuneration Experience commencement of Previous employment/
Sl. No. Name (whether Qualification Age
Nature of Duties (`) (years) employment in the Position held
Contractual or
Company
otherwise)
1. Mr Srijit Dasgupta* Director – Finance 1,13,88,840 Permanent B.Sc. (Hons.), 38 01.09.1988 61 Machinery Manufacturers
& CFO ACMA, CS (Passed Corporation Limited – Officer
Final Exam) Finance
* Mr Srijit Dasgupta ceased to be the Director Finance and CFO w.e.f. the close of business hours on 30.09.2022.
C. Employed throughout the year or part thereof and in receipt of remuneration in the year which in aggregate is in excess of that drawn by Managing Director or
Whole-time Director or Manager – NIL
Notes:
1. Gross remuneration includes salary, commission, value of perquisites, medical benefits and Company’s contribution to Provident, Superannuation and Gratuity Funds.
2. The employee does not hold by himself or along with his spouse and dependent children, 2% or more of the equity shares in the Company.
3. None of the employees mentioned above is a relative of any Director of the Company.
4. Does not include value of ESOPs.
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Annual Report 2022-23
ANNEXURE V (II) We have also examined the secretarial compliance on test check basis of the records maintained by the Company for the audit
period, with the provisions of the following laws specifically applicable to the Company and as shown to us during our audit;
SECRETARIAL AUDIT REPORT a) The Factories Act, 1948
b) The Environment (Protection) Act, 1986
FOR THE FINANCIAL YEAR ENDED ON 31ST MARCH, 2023
c) The Hazardous Wastes (Management, Handling and Transboundary Movement) Rules, 2008
[Pursuant to section 204(1) of the Companies Act, 2013 and Rule 9 of
d) The Patent Act, 1970
the Companies (Appointment and Remuneration of Managerial Personnel) Rules, 2014 and
Pursuant to Regulation 24A of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015] e) The Trade Marks Act, 1999
f) The Copyright Act, 1957
To And to the best of our knowledge, belief and understanding, we are of the view that the Company has complied with the
The Members specific laws mentioned above, during the aforesaid audit period.
M/s Berger Paints India Limited
Berger House (III) We have also examined the Structured Digital Database pursuant to Regulation 3(5) and 3(6) of the Securities and Exchange
129, Park Street Board of India (Prohibition of Insider Trading) Regulation, 2015 maintained by the Company for the financial year ended on
Kolkata – 700017 31st March, 2023 and to the best of our knowledge, belief and understanding, we are of the view that the Company has
complied with the provisions pursuant to Regulation 3(5) and 3(6) of Securities and Exchange Board of India (Prohibition of
1. We have conducted the secretarial audit of the compliance of applicable statutory provisions and the adherence to good corporate
Insider Trading) Regulation, 2015, during the aforesaid audit period.
practices by M/s. Berger Paints India Limited (CIN: L51434WB1923PLC004793) (herein after to be referred as the “Company”)
for the financial year ended 31st March, 2023 (herein after to be referred as “audit period”). Secretarial Audit was conducted on 5. We have also examined compliance with the applicable clauses of the Secretarial Standards issued by The Institute of Company
test check basis, in a manner that provided us a reasonable basis for evaluating the corporate conducts/statutory compliances and Secretaries of India under Section 118 of the Companies Act, 2013 and to the best of our knowledge, belief and understanding, we
expressing our opinion thereon. are of the view that the Company has complied with the provisions of Section 118 of the Companies Act, 2013 during the aforesaid
2. Based on our verification of the records, minute books, documents, forms and returns filed, and other records maintained by the audit period.
Company and also the information provided by the Company, its officers, agents and authorized representatives during the conduct 6. That on the basis of the audit as referred above, to the best of our knowledge, understanding, and belief, we are of the view that
of secretarial audit, we hereby report that in our opinion, the Company has, during the audit period covering the financial year during the audit period the Company has complied with the provisions of the Act, Rules, Regulations, Guidelines, Standards, etc.
ended on 31st March, 2023 complied with the statutory provisions listed hereunder and also that the Company has proper Board- as mentioned above in Paragraphs 4(I), 4(II), 4(III) and Paragraph 5 of this report and to the best of our knowledge, belief and
processes and compliance-mechanism in place to the extent, in the manner and subject to the reporting made hereinafter. understanding, we are of the view that the Company has complied with the secretarial functions and board processes to comply
3. We further report that compliance with applicable laws is the responsibility of the Company and our report constitutes an independent with the applicable provisions thereof, during the aforesaid audit period.
opinion. Our report is neither an assurance for future viability of the Company nor a confirmation of efficient management by 7. We have checked the compliance with the provisions of the Standard Listing Agreement entered by the Company with Bombay
the Company. Stock Exchange Limited, National Stock Exchange of India Limited and Calcutta Stock Exchange Limited and also with the
4. (I) We have examined the records, minute books, documents, forms, returns filed and other records maintained by the Company provisions of the Securities and Exchange Board of India (Listing Obligations and Disclosure Requirements) Regulations, 2015, as
for and during the financial year ended on 31st March, 2023 according to the provisions of: amended, to the extent applicable during the audit period and to the best of our knowledge, belief, and understanding, we are of the
(i) The Companies Act, 2013 ("the Act") and the Rules made thereunder; view that the Company has complied with the secretarial functions and board processes to comply with the applicable provisions
thereof, during the aforesaid audit period.
(ii) The Securities Contracts (Regulation) Act, 1956 (‘SCRA’) and the rules made thereunder;
(iii) The Depositories Act, 1996 and the Regulations and Bye-laws framed thereunder; 8. We further report that,
(iv) Foreign Exchange Management Act, 1999 and the rules and regulations made thereunder to the extent of Foreign Direct a) The Board of Directors of the Company is duly constituted with proper balance of Executive Directors, Non-Executive
Investment, Overseas Direct Investment and External Commercial Borrowings; Directors and Independent Directors. No change took place in the composition of the Board of Directors of the Company
during the audit period.
(v) The Regulations and Guidelines prescribed under the Securities and Exchange Board of India Act, 1992 (‘SEBI Act’) viz.: -
b) Adequate notices are given to all directors to schedule the Board Meetings. Agenda and detailed notes on agenda were sent at
a) The Securities and Exchange Board of India (Substantial Acquisition of Shares and Takeovers) Regulations, 2011; least seven days in advance.
b) The Securities and Exchange Board of India (Prohibition of Insider Trading) Regulations, 2015, as amended; c) Majority decision is carried through and recorded as part of the minutes.
c) The Securities and Exchange Board of India (Issue of Capital and Disclosure Requirements) Regulations, 2018, as
9. We further report that there are adequate systems and processes in the Company commensurate with the size and operations
amended (to the extent applicable to the Company during the year under review);
of the Company to monitor and ensure compliance with applicable laws, rules, regulations and guidelines, generally applicable
d) The Securities and Exchange Board of India (Listing Obligations and Disclosure Requirements) Regulations, 2015, to Company.
as amended;
10. This report is to be read with our letter of even date which is annexed as Annexure A, forming an integral part of this report.
e) The Securities and Exchange Board of India (Share Based Employee Benefits and Sweat Equity) Regulations, 2021;
f) The Securities and Exchange Board of India (Issue and Listing of Non-Convertible Securities) Regulations, 2021 -
Not Applicable during the period under review.
g) The Securities and Exchange Board of India (Registrars to an Issue and Share Transfer Agents) Regulations, 1993 For ANJAN KUMAR ROY & CO.
regarding the Companies Act and dealing with client. Company Secretaries
h) The Securities and Exchange Board of India (Delisting of Equity Shares) Regulations, 2021 - Not Applicable during ANJAN KUMAR ROY
the audit period. Proprietor
i) The Securities and Exchange Board of India (Buy-back of Securities) Regulations, 2018 - Not Applicable during the FCS No. 5684
audit period. CP. No. 4557
And to the best of our knowledge, belief and understanding, we are of the view that the Company has complied with the Place : Kolkata UDIN: F005684E000284655
provisions of the above mentioned Acts, Regulations and Rules made thereunder, during the aforesaid audit period. Date : 15th May, 2023 Peer Review Certificate No. 869/2020
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Contents Corporate Overview Notice Directors’ Report Annexures to Directors’ Report Business Responsibility & Sustainability Report Corporate Governance Report Auditor’s Report – Standalone Annual Accounts – Standalone Auditor’s Report – Consolidated Annual Accounts – Consolidated
Annual Report 2022-23
“Annexure A” ANNEXURE VI
(To the Secretarial Audit Report of M/s Berger Paints India Limited SECRETARIAL COMPLIANCE REPORT
for the financial year ended 31st March, 2023)
OF
M/s BERGER PAINTS INDIA LIMITED
To
The Members FOR THE FINANCIAL YEAR ENDED ON 31ST MARCH, 2023
M/s Berger Paints India Limited [Pursuant to Regulation 24A(2) of the Securities and Exchange Board
Berger House of India (Listing Obligations and Disclosure Requirements) Regulations, 2015,
129, Park Street as amended read with Circular No. CIR/CFD/CMD1/27/2019,
Kolkata – 700017 dated 08/02/2019, issued by Securities and Exchange Board of India]
Our Secretarial Audit Report for the financial year ended 31st March, 2023 of even date is to be read along with this letter. To
The Members
1. Maintenance of secretarial record is the responsibility of the management of the Company. Our responsibility is to express an M/s Berger Paints India Limited
Berger House
opinion on these secretarial records based on our audit.
129, Park Street
Kolkata – 700017
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 We have conducted the review of the compliance of the applicable statutory provisions and the adherence to good corporate practices
secretarial records. We believe that the processes and practices, we have followed provides a reasonable basis for our opinion. by M/s Berger Paints India Limited (hereinafter referred as ‘the listed entity’), having its Registered Office at Berger House,129
Park Street, Kolkata, WB- 700017. Secretarial Review was conducted in a manner that provided us a reasonable basis for evaluating the
corporate conducts/ statutory compliances and expressing our opinion thereon.
3. We have not verified the correctness and appropriateness of financial records and Books of Accounts of the Company.
Based on our verification of the listed entity’s books, papers, minutes books, forms and returns filed and other records maintained by the
4. Where ever required, we have obtained the Management Representation about the compliance of laws, rules and regulation listed entity and also the information provided by the listed entity, its officers, agents and authorized representatives during the conduct
of Secretarial Review, we hereby report that in our opinion, the listed entity has, during the review period covering the financial year
and happening of events etc. ended on 31st March, 2023 complied with the statutory provisions listed hereunder and also that the listed entity has proper Board
processes and compliance mechanism in place to the extent, in the manner and subject to the reporting made hereinafter:
5. The compliance of the provisions of Corporate and other applicable laws, rules, regulations, standards is the responsibility of
We, Anjan Kumar Roy & Co., Company Secretaries, have examined:
management. Our examination was limited to the verification of procedures on test check basis.
(a) All the documents and records made available to us and explanation provided by M/s Berger Paints India Limited
(hereinafter to be referred “the listed entity”),
6. The Secretarial Audit Report is neither an assurance as to the future viability of the Company nor of the efficacy or effectiveness
(b) The filings/submissions made by the listed entity to the stock exchanges,
with which the management has conducted the affairs of the Company.
(c) Website of the listed entity,
(d) Any other document/filing, as may be relevant, which has been relied upon to make this certification, for the financial year
ended on 31st March, 2023 (“Period under review”) in respect of compliance with the provisions of :
(a) The Securities and Exchange Board of India Act, 1992 ("SEBI Act") and the Regulations, circulars, guidelines issued
thereunder; and
(b) The Securities Contracts (Regulation) Act, 1956 ("SCRA"), rules made thereunder and the Regulations, circulars,
For ANJAN KUMAR ROY & CO. guidelines issued thereunder by the Securities and Exchange Board of India ("SEBI");
Company Secretaries The specific Regulations, whose provisions and the circulars/guidelines issued thereunder, have been examined, include:-
ANJAN KUMAR ROY (a) Securities and Exchange Board of India (Listing Obligations and Disclosure Requirements) Regulations, 2015, as amended;
Proprietor
(b) Securities and Exchange Board of India (Issue of Capital and Disclosure Requirements) Regulations, 2018, as amended;
FCS No. 5684
CP. No. 4557 (c) Securities and Exchange Board of India (Substantial Acquisition of Shares and Takeovers) Regulations, 2011;
Place : Kolkata UDIN: F005684E000284655 (d) Securities and Exchange Board of India (Buyback of Securities) Regulations, 2018 - Not Applicable during the Period
Date : 15th May, 2023 Peer Review Certificate No. 869/2020 under review
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Annual Report 2022-23
(e) Securities and Exchange Board of India (Share Based Employee Benefits and Sweat Equity) Regulations, 2021; Sl. Particulars Compliance Observations/
(f) Securities and Exchange Board of India (Prohibition of Insider Trading) Regulations, 2015, as amended; No. Status Remarks by PCS
11. Actions taken by SEBI or Stock Exchanges, if any: No No actions has been
(g) Securities and Exchange Board of India (Registrars to an Issue and Share Transfer Agents) Regulations; taken against the listed
No actions taken against the listed entity/its promoters/directors/subsidiaries either by SEBI or Stock Exchanges
(h) Securities and Exchange Board of India (Issue and Listing of Non-Convertible Securities) Regulations, 2021- Not Applicable entity/ its Promoters/
(including under the Standard Operating Procedures issued by SEBI through various circulars) under SEBI
during the period under review. Directors/Subsidiaries
Regulations and circulars /guidelines issued thereunder
either by SEBI or Stock
We hereby report that, during the Period under Review the compliance status of the listed entity is appended as below: Exchanges during the
period under review.
Sl. Particulars Compliance Observations/ 12. Additional Non- compliances, if any: No No additional non
No. Status Remarks by PCS compliance has been
No any additional non-compliance observed for all SEBI Regulation/circular /guideline note etc.
1. Secretarial Standards: Yes N.A. observed regarding
SEBI Regulations.
The Compliances of the listed entity are in accordance with applicable Secretarial Standards (SS) issued by the
Institute of Company Secretaries of India (ICSI)
a) The listed entity has complied with the provisions of the above Regulations and circulars/ guidelines issued thereunder, except
2. Adoption and timely updation of the policies: Yes N.A.
in respect of matters specified below:-
• All applicable policies under SEBI Regulations are adopted with the approval of board of directors
of the listed entities Sr. Compliance Regulation / Deviations Action Type of Details of Fine Observations/ Management Remarks.
No. Requirement Circular No. taken by Action Violation Amount Remarks of Response
• All the policies are in conformity with SEBI Regulations and has been reviewed & timely updated
(Regulations/ the Practicing
as per the regulations /circulars/guidelines issued by SEBI
circulars / Company
3. Maintenance and disclosures on Website: Yes N.A. guidelines Secretary
• The Listed entity is maintaining a functional website including specific
clause)
• Timely dissemination of the documents / information under a separate section on the website
i) No Non- N.A No Deviation N.A. N.A. N.A. N.A. No non No N.A.
• Web Links provided in annual corporate governance reports under Regulation 27(2) are accurate Compliance compliance has
and specific which redirects to the relevant documents / section of the website been observed.
4. Disqualification of Director: Yes N.A. b) The listed entity has taken the following actions to comply with the observations made in previous reports:
None of the Director of the Company are disqualified under Section 164 of Companies Act, 2013
Sr. Compliance Regulation / Deviations Action Type of Details of Fine Observations/ Management Remarks.
5. To examine details related to Subsidiaries of listed entities: N.A. The Company does
No. Requirement Circular No. taken by Action Violation Amount Remarks of Response
not have any Material
a) Identification of material subsidiary companies (Regulations/ the Practicing
Subsidiary.
circulars / Company
b) Requirements with respect to disclosure of material as well as other subsidiaries guidelines Secretary
6. Preservation of Documents: Yes N.A. including specific
clause)
The Listed Entity is preserving and maintaining records as prescribed under SEBI Regulations and disposal
of records as per Policy of Preservation of Documents and Archival Policy prescribed under SEBI LODR i) No Non- N.A No Deviation N.A. N.A. N.A. N.A. No non No N.A.
Regulations, 2015. Compliance compliance has
been observed.
7. Performance Evaluation: Yes The evaluation has to be
done in a year and the
The Listed Entity has conducted performance evaluation of the Board , Independent Directors and the This is to also certify that the Company has ensured, through the letter of appointment of the Statutory Auditors of the Company that
company has complied
Committees at the start of every financial year as prescribed in SEBI Regulations
with it. the conditions as mentioned in 6(A) and 6(B) of Circular No. CIR/CFD/CMD1/114/2019 dated 18th October, 2019 issued by Securities
8. Related Party Transactions: Yes N.A. and Exchange Board of India is included in the terms of appointment of the statutory auditor.
a) The Listed Entity has obtained prior approval of Audit Committee for all Related party transactions
b) In case no prior approval obtained, the listed entity shall provide detailed reasons along with confirmation
whether the transactions were subsequently approved/ratified/rejected by the Audit Committee For ANJAN KUMAR ROY & CO.
Company Secretaries
9. Disclosure of events or information: Yes N.A.
ANJAN KUMAR ROY
The listed entity has provided all the required disclosures under Regulation 30 along with Schedule III of SEBI
LODR Regulations, 2015 within the time limits prescribed thereunder Proprietor
10. Prohibition of Insider Trading: Yes N.A. FCS No. 5684
CP. No. 4557
The listed entity is in compliance with Regulation 3(5) & 3(6) SEBI (Prohibition of Insider Trading ) Regulations,
2015 Place : Kolkata UDIN: F005684E000284666
Date : 15th May, 2023 Peer Review Certificate No. 869/2020
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Annual Report 2022-23
ANNEXURE VII 2) Benefits derived out of the above work:
Development of new products with special attributes for different applications.
ANNEXURE TO DIRECTORS’ REPORT PURSUANT TO SECTION 134(3)(m) OF THE COMPANIES i) Decorative Products:
ACT, 2013 READ WITH RULE 8(3) OF COMPANIES (ACCOUNTS) RULES, 2014 (AS AMENDED) a) High gloss finish for interior walls
b) Exterior paint with high solar reflective property
A) CONSERVATION OF ENERGY: c) Formulations of existing products with low carbon foot-print
1. The steps taken or impact on conservation of energy: d) Wider range of construction chemicals and water-proofing solutions
a) Rooftop Solar Power Plants installed at Jammu, Puducherry and Sandila (UP) Plants along with enhancing the Capacity e) Improvement in performance of existing products.
of Solar Power Plants at Puducherry and VVN. Capacity augmentation planned this year for Jejuri and Rishra. ii) Industrial Products:
b) Energy efficient Hydrofoil type Agitators developed for Water Base Emulsion Mixing Tanks and installed already in a) Painting system for highly corrosive industrial environment
all the existing Water Base Paints Plants, resulting in enormous energy savings. Last year, these Mixing Tanks had b) New range of marine coatings
been installed at the recently commissioned Sandila, UP Project and during the Brownfield Expansion Projects at Goa
and Rishra. c) Painting system for gasohol fuel tanks
c) Energy efficient LED lights installed for internal and external lighting at all the Plants. d) Expansion of architectural powder coating portfolio
d) VFD’s already installed for high power consuming motors of process and utility equipment at all the Plants. Last year it e) Air drying painting system for OEMs.
had been done for all the brownfield expansion projects along with Sandila (UP) Project.
3) Future Plan of Action:
e) Energy efficient HVLS (High Volume Low Speed) fans installed at the FG Warehouse of Sandila Plant, instead of
conventional fans to reduce the quantity of conventional fans drastically, resulting energy savings. To invest in development of new technology to deliver products with special attributes and meeting anticipated need of
f) Water Heating system by utilizing the Waste Heat from the Flue Gas of Thermic Fluid Heaters installed at VVN Plant. the stakeholders.
g) Draft Automation system implemented for the Combustion Air Supply of all the Bio-briquette fired Thermic Fluid Heaters. 4) Expenditure on R&D:
Last year it has been implemented at Sandila Plant.
h) Energy efficient IE2/IE3 motors are being used in all the new projects. Capital Expenditure (`) 4.73 Crore
i) The Specific Energy Consumption for Paints and Powder Coatings has been reduced by approximately 4.34% compared
to F.Y. 2021-22. Recurring Expenditure (`) 18.90 Crore
j) 19635 MT Carbon footprint reduced in F.Y. 2022-23 by adopting all the energy saving measures, coupled with usage of Total Expenditure (`) 23.62 Crore
Biomass fuel fired Thermic Fluid Heaters in the Resin Plants, in place of HSD/LDO fired Thermic Fluid Heaters.
Total R&D Expenditure as a percentage of Total Turnover 0.25%
2. Energy conservation measures for plant and township lighting and alternative energy usage:
1) Installation of rooftop solar power system at Jammu, Puducherry and Sandila Plants along with the capacity enhancement II. Technology Absorption, Adaptation and Innovation:
of Solar Power Plant at Puducherry and VVN Units.
a) Efforts in brief made towards technology absorption, adaptation and innovation:
2) Replacement of high power consuming conventional lights with LED Lights.
3. Capital investment of energy conservation equipment: `10 Crore (approx.) in FY 2022-23 -Technology licence agreement with Chugoku Marine Paints, Japan for high performance coating system
Benefits derived as a result of the above efforts in the year: b) Benefits derived as a result of the above efforts e.g., product improvement, cost reduction, product development, import
substitution etc.
1) Reduction in Specific Energy Consumption for Paints and Powder Coatings by 4.34% approx during financial year in
comparison to previous financial year. - Expansion of technology base
2) Reduction in Carbon footprint by approx. 19635 MT. - Product development
3) Increase in productivity, operational efficiency and reduction of manufacturing cost.
c) Technology imported during the last three years:
4) Restriction on emissions. • The details of technology imported –
B) TECHNOLOGY ABSORPTION Chugoku Marine Paints, Japan, for high performance protective coatings
• Year of Import – 2020
I. Research and Development (R&D)
Technology licence agreement with VIP Coatings, Germany for polyurea based coating system for water proofing
1) Specific areas in which R&D carried out by the Company: • Year of Import – 2021
• Synthesis of nano materials and their application in paints
• Whether the technology been fully absorbed – Yes
• Reduction of high carbon footprint raw materials in formulations
• Synthesis and application of photo cross linking polymers C) FOREIGN EXCHANGE EARNINGS AND OUTGO
• In-house stainer development
• In-house binder development for intumescent coating Foreign Exchange Earnings and Outgo of the Company are `4.42 Crore and `1313.02 Crore respectively. Primarily, earnings were
from exports and consultancy services and outgo was towards import payments.
• New range of products for construction chemicals and water proofing
• Low bake powder coating
On behalf of the Board of Directors
• Low VOC products for industrial application
• Emulsion technology to tailor made emulsion properties. Kuldip Singh Dhingra
• Painting technology for highly corrosive industrial environment Place: New Delhi Chairman
• Collaborative work with academic institutions to deliver technologically advanced products. Dated: 15th May, 2023 (DIN: 00048406)
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Contents Corporate Overview Notice Directors’ Report Annexures to Directors’ Report Business Responsibility & Sustainability Report Corporate Governance Report Auditor’s Report – Standalone Annual Accounts – Standalone Auditor’s Report – Consolidated Annual Accounts – Consolidated
Annual Report 2022-23
ANNEXURE VIII III. Operations
16. Number of locations where plants and/or operations/offices of the entity are situated:
BUSINESS RESPONSIBILITY & SUSTAINABILITY REPORT
Location Number of plants Number of offices Total
SECTION A: GENERAL DISCLOSURES National 15 184 199
International Nil Nil Nil
I. Details of the listed entity
17. Markets served by the entity
1. Corporate Identity Number (CIN) of the Listed Entity: L51434WB1923PLC004793
a. Number of locations
2. Name of the Listed Entity: BERGER PAINTS INDIA LIMITED
3. Year of incorporation: 1923 Location Number of plants
National (No. of States) 28 States and 8 Union Territories
4. Registered office address: Berger House, 129 Park Street, Kolkata, West Bengal, India - 700017
International (No. of Countries) Nil
5. Corporate address: Berger House, 129 Park Street, Kolkata, West Bengal, India - 700017
6. E-mail : [email protected] b. What is the contribution of exports as a percentage of the total turnover of the entity? 0.003%
7. Telephone: 033 2229 9724-28 c. A brief on types of customers: Household, Industries, Government, Government Institutions, OEMs and others.
8. Website: www.bergerpaints.com
IV. Employees
9. Financial year for which reporting is being done: 2022-23
18. Details as at the end of Financial Year:
10. Name of the Stock Exchange(s) where shares are listed: National Stock Exchange of India Limited (NSE) (Scrip Code:
BERGEPAINT), BSE Limited (Scrip Code: 509480) and The Calcutta Stock Exchange Limited (Scrip Code: 12529) a. Employees and Workers (including differently abled):
11. Paid-up Capital: `97.14 Crore Male Female
S. No. Particulars Total (A)
12. Name and contact details (telephone, email address) of the person who may be contacted in case of any queries on the No. (B) % (B / A) No. (C) % (C / A)
BRSR report: EMPLOYEES
Sl. No. Particulars Details 1. Permanent (D) 2973 2915 98.00 58 2.00
1 Name Mr Arunito Ganguly 2. Other than Permanent (E) 4909 4687 95.05 222 4.50
2 Designation Vice President & Company Secretary 3. Total employees (D + E) 7882 7602 96.45 280 3.55
3 Telephone number 033-2229 9724-28 WORKERS
4 E-mail id [email protected] 4. Permanent (F) 1115 1096 98.10 19 1.70
5. Other than Permanent (G) 2819 2738 97.10 81 2.90
13. Reporting boundary - Are the disclosures under this report made on a standalone basis (i.e., only for the entity) or on a
6. Total workers (F + G) 3934 3834 97.50 100 2.52
consolidated basis (i.e. for the entity and all the entities which form a part of its consolidated financial statements, taken together).
Standalone Basis b. Differently abled Employees and Workers:
Male Female
II. Products/Services S. No. Particulars Total (A)
No. (B) % (B / A) No. (C) % (C / A)
14. Details of business activities (accounting for 90% of the turnover): DIFFERENTLY ABLED EMPLOYEES
S. No. Description of Main Activity Description of Business Activity % of Turnover of the entity 1. Permanent (D) Nil Nil Nil Nil Nil
1 Paints, varnishes, enamels or Manufacture of paints, varnishes, 98.42 2. Other than Permanent (E) 3 3 100 Nil Nil
lacquers enamels or lacquers 3. Total differently abled employees 3 3 100 Nil Nil
15. Products/Services sold by the entity (accounting for 90% of the entity’s Turnover): (D + E)
DIFFERENTLY ABLED WORKERS
S. No. Product/Service NIC Code % of total Turnover contributed
4. Permanent (F) Nil Nil Nil Nil Nil
1 Manufacture of paints, varnishes, enamels or 202 98.42
lacquers 5. Other than Permanent (G) Nil Nil Nil Nil Nil
2 Manufacture of organic and inorganic chemical 201 1.58 6. Total differently abled workers Nil Nil Nil Nil Nil
compounds (F + G)
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Annual Report 2022-23
19. Participation/Inclusion/Representation of women VI CSR Details
Particulars No. and percentage of 22. (i) Whether CSR is applicable as per section 135 of Companies Act, 2013: (Yes/No) Yes
Total (A)
Females (ii) Turnover (in `): 9,470.62 Crore
No. (B) % (B / A) (iii) Net worth (in `): 4,163.08 Crore
Board of Directors 11* 2 20.00
VII Transparency and Disclosures Compliances
Key Management Personnel 3 0 0.00
23. Complaints/Grievances on any of the principles (Principles 1 to 9) under the National Guidelines on Responsible
* Including Mr Gopal Krishna Pillai (w.e.f. 15.05.2023)
Business Conduct:
20. Turnover rate for permanent employees and workers
FY 22-23 FY 21-22
(Disclose trends for the past 3 years)
Grievance Redressal Current Financial Year Previous Financial Year
FY 22-23 FY 21-22 FY 20-21 Stakeholder Mechanism Number of Number of
(Turnover rate in current FY) (Turnover rate in previous FY) (Turnover rate in the year prior to group from whom in Place (Yes/No) Number of complaints Number of complaints Remarks
the previous FY) complaint is complaints pending complaints pending
received (If Yes, then provide web-link for Remarks
Male Female Total Male Female Total Male Female Total grievance redress policy) filed during resolution at filed during resolution at
the year close of the the year close of the
Permanent 33.54% 14.72% 33.00% 17.30% 11.77% 17.12% 12.82% 9.09% 12.72% year year
Employees Communities Community beneficiaries Nil Nil - Nil Nil -
Permanent 14.18% 12.90% 11.51% 4.05% 0.00% 4.03% 5.61% 0.00% 5.57% can send their complaint to
Workers consumerfeedback@bergerindia.
com and such complaints when
not frivolous are investigated and
V. Holding, Subsidiary and Associate Companies (including joint ventures) resolved in a time bound manner
21. a. Names of holding/subsidiary/associate companies/joint ventures Investors (other No Nil Nil Nil Nil Nil -
than shareholders)
S. No. Name of the Holding/ Indicate whether % of shares held Does the entity indicated Shareholders The company has a dedicated 9 NIL - 11 Nil -
Subsidiary/Associate Companies/Joint Holding/ by/in the listed at column A, participate in complaint/ feedback email id
Ventures (A) Subsidiary/ entity the Business Responsibility which is consumerfeedback@
Associate/ Joint initiatives of the listed bergerindia.com. Post such
Venture entity? (Yes/No) complaints, internal process of
resolution is activated.
1. Berger Jenson & Nicholson (Nepal) Subsidiary 100 No
Private Limited Employees and The company has a Grievance Nil Nil - Nil Nil -
workers Redressal Policy which is robust
2. Beepee Coatings Private Limited Subsidiary 100 No and all serious complaints, if
any are considered for early
3. SBL Specialty Coatings Private Limited Subsidiary 100 No
resolution.
4. Berger Paints (Cyprus) Limited Subsidiary 100 No Customers The company has a dedicated 9058 145 - 5876 6 -
complaint/ feedback email id
5. Lusako Trading Limited Subsidiary 100 No
which is consumerfeedback@
6. Berger Hesse Wood Coatings Private Limited Subsidiary 51 No bergerindia.com. Post such
complaints , internal process of
7. Berger Rock Paints Private Limited Subsidiary 51 No resolution is activated.
8. STP Limited Subsidiary 95.53 No Value Chain The company has a dedicated Nil Nil - Nil Nil -
Partners complaint/ feedback email id
9. Berger Becker Coatings Private Limited Joint Venture 48.98 No which is consumerfeedback@
10. Berger Nippon Paint Automotive Coatings Joint Venture 49 No bergerindia.com. Post such
Private Limited complaints , internal process of
resolution is activated
11. Surefire Management Services Limited Joint Venture 75 No Other No Nil Nil - Nil Nil -
12. U. K. Paints (India) Private Limited Holding 50.10 No (please specify)
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Annual Report 2022-23
24. Overview of the entity’s material responsible business conduct issues:
Disclosure Questions P1 P2 P3 P4 P5 P6 P7 P8 P9
Please indicate material responsible business conduct and sustainability issues pertaining to environmental and social matters that 2. Whether the entity has Yes Yes Yes Yes Yes Yes Yes Yes Yes
present a risk or an opportunity to your business, rationale for identifying the same, approach to adapt or mitigate the risk along- translated the policy into
with its financial implications, as per the following format procedures. (Yes / No)
S. No. Material issue Indicate Rationale for identifying the In case of risk, approach to Financial implications of the risk 3. Do the enlisted policies extend Yes Yes Yes Yes Yes Yes Yes Yes Yes
identified whether risk / opportunity adapt or mitigate or opportunity (Indicate positive to your value chain partners?
risk or or negative implications) (Yes/No)
opportunity
4. Name of the national and - ISO 9001:2015, ISO 45001:2018 Plants are - EIA is carried - SIA is -
(R/O)
international codes/certifications/ ISO 14001:2015 & products designed as per out for all carried
1. Green House Opportunity Berger has taken several steps - Positive. labels/ standards (e.g. Forest and products conforming to national and projects under out for all
Gas (GHG) to reduce Green House Gas The efforts in reduction of Green Stewardship Council, Fairtrade, range U/L specifications international the MOEF/NGT projects
Management emissions, either through House Gas (GHG) shall also enable Rainforest Alliance, Trustea) conforming to standards – guidelines under
process changes or planned better usage and thereby impact standards (e.g. SA 8000, BIS/GRIHA/ NBC/NFPA/ EPA.
alternative energy. lowering of cost. OHSAS, ISO, BIS) adopted by ISI/IGBC EN/ATEX etc
2. Human Rights Opportunity The Company has - Positive. your entity and mapped to each specifications and compliance
implemented a robust Human rights Policy clearly principle. is ensured
Human Rights Policy and states inclusivity of employees,
procedure which will enhance zero tolerance to abuse and 5. Specific commitments, goals - Each of the procedures connected with the policies are reviewed annually as to its performance and non-achievement
productivity at all levels. discrimination. This policy is going and targets set by the entity with if any
to evolve into acquisition of best of defined timelines, if any.
talents and consequently increase 6. Performance of the - The Company has not witnessed any underperformance.
productivity. entity against the specific
3. Stakeholder Opportunity The Company has begun a - Positive. commitments, goals and targets
Engagement planned outreach to value As the Company has connected along-with reasons in case the
chain partners and also has with local eco-chain on same are not met.
ongoing programmes with sustainability issues, the benefits
Governance, leadership and oversight
engagement with investors and of such good practices shall
employees. be apparent in its sourcing and 7. Statement by director responsible for the business responsibility report, highlighting ESG related challenges, targets and achievements (listed entity has flexibility
branding. regarding the placement of this disclosure)
4. Water Risk Although the Company is The Company is planning for Negative. Berger Paints India Limited (the Company ) is gearing itself to integrate Environmental, Social and Governance (ESG) principles into its businesses which is
Management engaged in achieving water better water conservation through Shortage of water through natural essential to embed the subject of Sustainability in its system. Consequently the company adheres to the principles of product stewardship by enhancing health,
positive status in all plants, rain water harvesting, recycling of resources could be a concern in safety and environmental impacts of products and services across their life-cycles. The environmental criteria impacts Climate, Resources (Energy & Water), Waste
water being a finite resource used water and reduced wastage in future. Management and Nature & Biodiversity. The Company has committed to achieve progress on such matters by taking steps to reduce its carbon emission and
can become a challenge in production facilities. implement policies for Safety, Health & Environment (‘SHE’). In addition The Company is committed to conducting beneficial and fair business practices to the
future. labour, human capital and to the community.
SECTION B: MANAGEMENT AND PROCESS DISCLOSURES The Company also strives to inculcate the values of ESG during its constant engagement with Key Stakeholders including Value chain Partners.
This section is aimed at helping businesses demonstrate the structures, policies and processes put in place towards adopting the NGRBC 8. Details of the highest authority responsible for implementation and oversight of the Business Name – Mr Abhijit Roy
Principles and Core Elements. Responsibility policy(ies). Designation – Managing Director and CEO
DIN Number – 03439064
Disclosure Questions P1 P2 P3 P4 P5 P6 P7 P8 P9 9. Does the entity have a specified Committee of the Board/Director responsible for decision making on The entity has an ESG Committee, headed by an
Policy and management processes sustainability related issues? (Yes/No). If yes, provide details. Independent Director and where the MD is also a member
with other divisional heads as members.
1. a. Whether your entity’s Yes Yes Yes Yes Yes Yes Yes Yes Yes
policy/policies cover each 10. Details of Review of NGRBCs by the Company:
principle and its core elements of
the NGRBCs. (Yes/No) Subject for Review Indicate whether review was undertaken by Director / Committee of the Frequency
Board/ Any other Committee (Annually/ Half yearly/ Quarterly/ Any other – please specify)
b. Has the policy been approved Yes Yes Yes Yes Yes Yes Yes Yes Yes P1 P2 P3 P4 P5 P6 P7 P8 P9 P1 P2 P3 P4 P5 P6 P7 P8 P9
by the Board? (Yes/No)
Performance against Y Y Y Y Y Y Y Y Y Annually
c. Web Link of the Policies, if https://www.bergerpaints.com/about-us/business-responsibility-and-sustainability-policy.html above policies and
available follow up action
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Annual Report 2022-23
Subject for Review Indicate whether review was undertaken by Director / Committee of the Frequency 2. Details of fines/penalties/punishment/award/compounding fees/settlement amount paid in proceedings (by the entity or by
Board/ Any other Committee (Annually/ Half yearly/ Quarterly/ Any other – please specify) directors/KMPs) with regulators/ law enforcement agencies/ judicial institutions, in the financial year, in the following format
Compliance with Yes Yes Yes Yes Yes Yes Yes Yes Yes Annually (Note: the entity shall make disclosures on the basis of materiality as specified in Regulation 30 of SEBI (Listing Obligations and
statutory requirements
of relevance to the Disclosure Obligations) Regulations, 2015 and as disclosed on the entity’s website):
principles, and,
rectification of any Monetary
non-compliances NGRBC Name of the regulatory/ Amount (In INR) Brief of the Case Has an appeal been
Principle enforcement agencies/ preferred? (Yes/No)
11. Has the entity carried out independent assessment/ evaluation of the working of P1 P2 P3 P4 P5 P6 P7 P8 P9 judicial institutions
its policies by an external agency? (Yes/No). If yes, provide name of the agency. No No No No No No No No No
Penalty/Fine Nil Nil Nil Nil Nil
12. If answer to question (1) above is “No” i.e., not all Principles are covered by a policy, reasons to be stated: Not Applicable, as we Settlement Nil Nil Nil Nil Nil
have answered all points above.
Compounding fee Nil Nil Nil Nil Nil
Questions P1 P2 P3 P4 P5 P6 P7 P8 P9
Non-Monetary
The entity does not consider the Principles material to its business (Yes/No) - - - - - - - - -
NGRBC Name of the regulatory/ Brief of the Case Has an appeal been preferred? (Yes/No)
The entity is not at a stage where it is in a position to formulate and - - - - - - - - -
Principle enforcement agencies/
implement the policies on specified principles (Yes/No)
judicial institutions
The entity does not have the financial or/human and technical resources - - - - - - - - -
available for the task (Yes/No) Imprisonment Nil Nil Nil Nil
It is planned to be done in the next financial year (Yes/No) - - - - - - - - - Punishment Nil Nil Nil Nil
Any other reason (please specify) - - - - - - - - -
3. Of the instances disclosed in Question 2 above, details of the Appeal/Revision preferred in cases where monetary or non-monetary
SECTION C: PRINCIPLE WISE PERFORMANCE DISCLOSURE
action has been appealed. Not Applicable
This section is aimed at helping entities demonstrate their performance in integrating the Principles and Core Elements with key
processes and decisions. The information sought is categorized as “Essential” and “Leadership”. While the essential indicators are Case Details Name of the regulatory/enforcement agencies/
expected to be disclosed by every entity that is mandated to file this report, the leadership indicators may be voluntarily disclosed by judicial institutions
entities which aspire to progress to a higher level in their quest to be socially, environmentally and ethically responsible. - -
PRINCIPLE 1 Businesses should conduct and govern themselves with integrity, and in a manner that is Ethical, Transparent 4. Does the entity have an anti-corruption or anti-bribery policy? If yes, provide details in brief and if available, provide a web-link
and Accountable.
to the policy. YES
Essential Indicators
It is available in the Code of Conduct given in our website. Bribery can be considered to be included under “material benefits” as
1. Percentage coverage by training and awareness programmes on any of the Principles during the financial year: given in the following line in the Code of Conduct: -
Segment Total number of training and Topics/principles covered %age of persons in respective Please refer to the following link: https://www.bergerpaints.com/about-us/code-of-conduct.html
awareness programmes held under the training and its category covered by the
impact awareness programmes 5. Number of Directors/KMPs/employees/workers against whom disciplinary action was taken by any law enforcement agency for
Board of Directors 1 Code of Conduct, Ethics 100 the charges of bribery/corruption:
Key Managerial Personnel and HODs 1 Human Rights 100 Particular FY 22-23 FY 21-22
Employees other than BoD and KMPs 128 1. Business Ethics 69.4 (Current Financial Year) (Previous Financial Year)
2. Human Rights (point nos. 1 & 2)
Directors Nil Nil
3. Health & Safety 64.2 - point no. 3
4. Skill upgradation 6.4 - point no. 4
KMPs Nil Nil
Workers 412 1. Business Ethics 47.2
2. Human Rights (point nos. 1 & 2) Employees Nil Nil
3. Health & Safety 82.4 - point no. 3
Workers Nil Nil
4. Skill upgradation 34.7 - point no. 4
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Annual Report 2022-23
6. Details of complaints with regard to conflict of interest: 3. Describe the processes in place to safely reclaim your products for reusing, recycling and disposing at the end of life, for (a) Plastics
Particular FY 22-23 FY 21-22 (including packaging) (b) E-waste (c) Hazardous waste and (d) other waste.
(Current Financial Year) (Previous Financial Year)
(a) Plastic packaging waste (both pre-consumer and post-consumer) undergo recycling through company appointed WMA (Waste
Number Remarks Number Remarks
Management Agencies). Recycling certificates along with EPR credits are being transferred to the company over centralised
Number of complaints received Nil - Nil -
in relation to issues of Conflict of EPR portal developed by CPCB. For FY 2022-23, in accordance to the guidelines of the Plastic Waste Management rules, the
Interest of the Directors
company has fulfilled its EPR obligations.
Number of complaints received Nil - Nil -
in relation to issues of Conflict of (b) E-waste generated at the company’s office/manufacturing/sales location falls under the bulk consumer category and the same
Interest of the KMPs
is being disposed off safely to E-waste management agencies and it is ensured that the E-waste is recycled in a proper and
7. Provide details of any corrective action taken or underway on issues related to fines/penalties/action taken by regulators/ law environmental friendly and sustainable manner in compliance to the E-waste management rules, 2022. Recycling certificates
enforcement agencies/ judicial institutions, on cases of corruption and conflicts of interest. Nil
along with manifest form is submitted to SPCB/CPCB as applicable.
Leadership Indicators (c) Hazardous Waste is disposed through authorised recycler/co-processer/CHWTSDF registered with respective SPCBs.
1. Awareness programmes conducted for value chain partners on any of the Principles during the financial year: (d) Other waste generated is being either re-used by other purposes/in house recycling or being safely disposed-off in compliance
Total number of awareness Topics/principles covered under %age of value chain partners covered to local Municipality laws.
programmes held the training (by value of business done with
such partners) under the awareness 4. Whether Extended Producer Responsibility (EPR) is applicable to the entity’s activities (Yes/No). If yes, whether the waste
programmes collection plan is in line with the Extended Producer Responsibility (EPR) plan submitted to Pollution Control Boards? If not,
4 Human Rights and Ethics 70% provide steps taken to address the same.
2. Does the entity have processes in place to avoid/manage conflict of interests involving members of the Board? (Yes/No) If yes, EPR applicable for Plastic Packaging Waste and the waste collection is done by company appointed WMA (Waste Management
provide details of the same. No Agencies) who carry the same as per Obligations for plastic waste collection & recycling fixed by CPCB in accordance to the
Plastic Waste management rules.
PRINCIPLE 2 Businesses should provide goods and services in a manner that is sustainable and safe
Leadership Indicators
Essential Indicators
1. Percentage of R&D and capital expenditure (capex) investments in specific technologies to improve the environmental and social 1. Has the entity conducted Life Cycle Perspective/Assessments (LCA) for any of its products (for manufacturing industry) or for its
impacts of product and processes to total R&D and capex investments made by the entity, respectively. services (for service industry)? If yes, provide details in the following format?
Particular Current Financial Year Previous Financial Year Details of improvements in environmental and social impacts NIC Code Name of Product / % of total Boundary for which the Whether conducted by Results
Service Turnover Life Cycle Perspective / independent external communicated in
R&D 11%* 10%* 1. Use of environmentally friendly chemicals in designing contributed Assessment was conducted agency public domain
architectural paints (Yes/No) (Yes/No)
2. Development of products with lower carbon footprint If yes, provide the
web-link.
3. Development of low temperature curable industrial paints
202 Paints, Varnishes, 98.42 The system boundary Yes, Thinkstep No
Capex 8%* 10%* Investment in various machines and instruments that are used in Enamels or Lacquers for Berger Paint product Sustainability a Sphera
preparation and testing of products mentioned above represents a Cradle-to-Gate, Company
which covers production
* The various machines and instruments bought through capex have widespread application including the ones that are mentioned
Phase. The production phase
above. The percentage weightage indicated in the above table is the average usage in specified sustainability projects. includes the raw material
extraction, production of
Similarly, the projects mentioned have application in a wide variety of application.
the raw materials, auxiliary
2. a. Does the entity have procedures in place for sustainable sourcing? (Yes/No) - Yes material production, upstream
transportation, manufacturing
b. If yes, what percentage of inputs were sourced sustainably? process of the final product and
its packaging.
Yes, 40.37%
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Annual Report 2022-23
2. If there are any significant social or environmental concerns and/or risks arising from production or disposal of your products/ 5. Reclaimed products and their packaging materials (as percentage of products sold) for each product category.
services, as identified in the Life Cycle Perspective/Assessments (LCA) or through any other means, briefly describe the same
Indicate product category Reclaimed products and their packaging materials as % of total
along-with action taken to mitigate the same. products sold in respective category
Not Applicable as there are no concerns. EPR for entire Plastics 75%
Name of Product/Service Description of the risk/concern Action Taken
PRINCIPLE 3 Businesses should respect and promote the well-being of all employees, including those in their value chains
- - -
- - - Essential Indicators
- - - 1. a. Details of measures for the well-being of employees:
Consistent with a life cycle perspective, BPIL has: % of employees covered by
a) established controls, as appropriate, to ensure that its environmental requirement are addressed in the design and development Health insurance Accident insurance Maternity benefits Paternity Benefits Day Care facilities
Category
process for the paints, considering each life cycle stage; Total (A) Number % (B / A) Number % (C / A) Number (D) % (D / A) Number % (E / A) Number % (F / A)
(B) (C) (E) (F)
b) determine its environmental requirement for the procurement of products and services, as appropriate;
Permanent employees
c) communicate its relevant environmental requirement to external providers, including contractors; Male 2915 2915 100 2915 100 Nil Nil Nil Nil Nil Nil
d) consider the need to provide information about potential significant environmental impacts associated with the transportation Female 58 58 100 58 100 58 100 Nil Nil Nil Nil
or delivery, use, end-of-life treatment and final disposal of the paints. Total 2973 2973 100 2973 100 58 100 Nil Nil Nil Nil
BPIL maintains documented information to the extent necessary to have confidence that the processes have been carried out Other than Permanent employees
as planned. All related MSDS are available at R&D & distributed across BPIL by sharing the relevant MSDS through Share Male 4687 * * * * Nil Nil Nil Nil Nil Nil
Point Porta & website of BPIL. Female 222 * * * * 222 100 Nil Nil Nil Nil
Total 4909 * * * * 222 100 Nil Nil Nil Nil
3. Percentage of recycled or reused input material to total material (by value) used in production (for manufacturing industry) or
providing services (for service industry). *Other than permanent employees are covered under ESIC
b. Details of measures for the well-being of workers:
Recycled or re-used input material to total material
Indicate input material FY 22-23 FY 21-22 % of workers covered by
Current Financial Year Previous Financial Year
Health insurance Accident insurance Maternity benefits Paternity Benefits Day Care facilities
Washing Solvent Recycled 2.5% 4% Category
Total (A) Number % (B / A) Number % (C / A) Number (D) % (D / A) Number % (E / A) Number % (F / A)
Powder RM /Sweeping dust Recovered 0.13% 0.09%
(B) (C) (E) (F)
4. Of the products and packaging reclaimed at end of life of products, amount (in metric tonnes) reused, recycled, and safely disposed,
Permanent workers
as per the following format:
Male 1096 1096 100 1096 100 Nil Nil Nil Nil Nil Nil
FY 22-23 FY 21-22 Female 19 19 100 19 100 19 100 Nil Nil Nil Nil
Current Financial Year Previous Financial Year
Particular Total 1115 1115 100 1115 100 19 100 Nil Nil Nil Nil
Re-Used Recycled Safely Re-Used Recycled Safely
Disposed Disposed Other than Permanent workers
Plastics (including packaging) 0.000 15458.000 0.000 0.000 0.197 5.200 Male 2738 * * * * Nil Nil Nil Nil Nil Nil
E-waste (MT) 0.000 0.000 4.120 0.000 0.000 0.090
Female 81 * * * * 81 100 Nil Nil Nil Nil
Hazardous waste (MT) 288.200 924.460 1602.417 104.48 696.140 1910.852
Total 2819 * * * * 81 100 Nil Nil Nil Nil
Other waste (MT) 34.596 35.358 2226.768 27.54 31.870 1917.153
*Other than permanent workers are covered under ESIC
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2. Details of retirement benefits, for Current FY and Previous Financial Year. 7. Membership of employees and worker in association(s) or Unions recognised by the listed entity:
FY 22-23 FY 21-22 FY 22-23 FY 21-22
Current Financial Year Previous Financial Year (Current Financial Year) (Previous Financial Year)
No. of No. of workers Deducted and No. of No. of workers Deducted and Total employees No. of employees / % (B / A) Total employees No. of employees /
Benefits employees covered as a % deposited with employees covered as a % deposited with Category / workers in workers in respective / workers in workers in respective
covered as of total workers the authority covered as of total workers the authority respective category, who are respective category, who are part % (D / C)
a % of total (Y/N/N.A.) a % of total (Y/N/N.A.) category (A) part of association(s) category (C) of association(s) or
employees employees or Union (B) Union (D)
PF 100 100 Yes 100 100 Yes Total Permanent 2973 Nil Nil 2874 Nil Nil
Employees
Gratuity 100 100 N.A.** 100 100 N.A.**
- Male 2915 Nil Nil 2810 Nil Nil
ESI 0.75 0.75 Yes 0.75 0.75 Yes
- Female 58 Nil Nil 64 Nil Nil
Others – EPS 100 Nil Yes Yes Nil Yes
Total Permanent 1115 319 28.61 1057 331 31.32
(Employee Pension Scheme)
Workers
** Not Applicable - Male 1096 319 29.11 1042 331 31.77
- Female 19 Nil Nil 15 Nil Nil
3. Accessibility of workplaces
8. Details of training given to employees and workers:
Are the premises / offices of the entity accessible to differently abled employees and workers, as per the requirements of the Rights
FY 22-23 FY 21-22
of Persons with Disabilities Act, 2016? If not, whether any steps are being taken by the entity in this regard.
Current Financial Year Previous Financial Year
No, but steps are being considered to align with the requirement. Category Total (A) On Health and safety On Skill Total (D) On Health and safety On Skill
measures upgradation measures upgradation
4. Does the entity have an equal opportunity policy as per the Rights of Persons with Disabilities Act, 2016? If so, provide a web-link No. (B) % (B / A) No. (C) % (C / A) No. (E) % (E / D) No. (F) % (F / D)
to the policy. Employees
Yes. It forms part of the Human Rights policy of the Company. Male 2915 1873 64.25 996 34.17 2810 1620 57.65 164 6
Female 58 36 62.10 14 24.10 64 48 75 13 27
5. Return to work and Retention rates of permanent employees and workers that took parental leave.
Total 2973 1909 64.21 1010 33.97 2874 1668 58.03 177 6
Permanent employees Permanent workers Workers
Gender Return to work rate Retention rate Return to work rate Retention rate Male 1096 900 82.12 376 34.31 1042 765 73.42 343 32.91
Male Nil Nil Nil Nil Female 19 19 100 11 57.89 15 8 53.33 4 26.67
Female Nil Nil Nil Nil Total 1115 919 82.42 387 34.71 1057 773 73.13 347 32.83
Total Nil Nil Nil Nil 9. Details of performance and career development reviews of employees and worker:
6. Is there a mechanism available to receive and redress grievances for the following categories of employees and worker? If yes, give FY 22-23 FY 21-22
Category Current Financial Year Previous Financial Year
details of the mechanism in brief.
Total (A) No. (B) % (B / A) Total (C) No. (D) % (D / C)
Yes/No Employees
(If Yes, then give details of the mechanism in brief)
Male 2915 1732 59.42 2810 2295 81.67
Permanent Workers Yes, any grievance brought to the notice , is discussed and resolved by a dedicated team consisting Female 58 36 62.10 64 59 92.19
of respective department HOD, HR and Plant Head.
Union for workers and complain box for all. Total 2973 1768 59.47 2874 2354 81.91
Other than Permanent Workers Yes. Any grievance brought to the notice, is discussed & resolved by team consist of respective Workers
department HOD, HR and Plant Head. Male 1096 602 54.93 1042 765 73.42
Yes, Complain box Female 19 15 78.95 15 8 53.33
Permanent Employees Please refer to the Grievance Redressal Policy of the Company, which details the procedure also. Total 1115 617 55.34 1057 773 73.13
Other than Permanent Employees Please refer to the Grievance Redressal Policy of the Company, which details the procedure also.
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10. Health and safety management system: 12. Describe the measures taken by the entity to ensure a safe and healthy work place.
a. Whether an occupational health and safety management system has been implemented by the entity? (Yes/ No). If yes, the The safety and well-being of the Company's employees remain the first and foremost and non-negotiable. The Company follows
coverage such system? industry accredited best practices and protocols on health and safety across the operations and conducts all processes in a responsible
Yes, and it covers all employees. manner to safeguard its employees. All legal and statutory requirements are fully complied.
b. What are the processes used to identify work-related hazards and assess risks on a routine and non-routine basis by the entity? We are duly committed to take care of the 4 E’s – Environment, Employee, Employer and Esteemed customer.
Hazard Identification and Risk Assessment (HIRA) is carried out for each activity/process and for any green/brown field project The company has implemented a comprehensive safety and Environment policy that outlines the company’s commitment to
and critical changes PHA (HAZOP) study is being carried out by competent professionals. This involves identifying potential providing a safe and healthy work environment. This policy includes measures such as providing personal protective equipment
hazards in the workplace, assessing/analysing the associated risks, and determining the necessary control measures to reduce
(PPE) to employees, conducting regular safety inspections and audits/health check – ups/providing training/doing mock drill at
or eliminate the risks. Hazop is being done across all unit to mitigate the risk through improvement in process/system and by
regular interval and education on health and safety topics. Company has appointed EHS Manager/Officer across all its location to
implementing additional safety measures time to time to reduce or eliminate the risk involved in the process/operation.
ensure implementation of the health and safety policy of the Company to provide safe and healthy work environment.
In addition to this based on requirement various studies such as Hazardous Area Classification, ATEX Study, Chemical Process
safety assessment, Fire & Life Safety Assessment, Electrical safety assessment is being carried out by competent and renowned The Company has year the round trainings planned for different functions which are organized as per the needs and business
agencies & consultants. For any non-routine works like construction, hot work, etc. is carried out through BPIL Permit system, requirement with renowned learning partners/certified and accredited professionals and also by our experienced employees. The
LOTO system and after proper Job Safety analysis & work area assessment. Identification and Analysis of potential hazards to Company’s policy prohibits engaging of any child labour or involuntary labour.
assess the associated risks is done before start of the jobs on regular basis, a check list is being followed across all locations.
The Company has in its staff, specially trained safety professionals along with trained line personnel. Health and Safety aspects
Risk assessment matrix is available for each activity which involves assessing the likelihood and severity of potential hazards and are also covered in all its agreements with unions and contractors and are a part of the same. Safety related initiatives taken in the
risks associated with a particular job or task. Regular necessary training is provided to the employees to ensure they understand the
area of Health and Safety are in the manufacturing units of the Company which follow the Berger Paints Safety Guidelines and
risks associated with their job and how to safely perform their tasks.
Manual which is based on country’s Legal Framework and International Standards for Fire Safety, Industrial Safety, Health and
Regular Audit is being conducted internally as well as through outside competent agency/consultants to identify any potential Hygiene and Environmental Protection. The Occupational Health Centres at Company's manufacturing locations are in line with
hazards or risks and accordingly corrective/preventive actions are being taken across all locations. Regular workplace monitoring the regulatory requirements and the Company takes all possible measures to keep these up-to-date with latest devices, facilities and
is in place to ensure that any identified hazards and risks are being properly managed at the Shop Floor.
trained professionals. Adequate isolation facility with oxygen concentrators made available during the Covid-19 pandemic period.
c. Whether you have processes for workers to report the work related hazards and to remove themselves from such risks. (Y/N)
Excellence in EHS is targeted with No Major Fire, No Major Accident and 100 % compliance in Water, Air and Environment
Yes monitoring. Hazard and Operating Study/Risk Assessment is an integral part of any new and expansion Project/Activity.
d. Do the employees/ worker of the entity have access to non-occupational medical and healthcare services? (Yes/ No) Each plant has safety committee in place to ensure implementation of all good safety practices/safety improvement at the workplace
Yes all permanent employees are covered under ESI scheme/ Medical health insurance scheme. and also to increase awareness of all the employees regarding any changes to health and safety policies/procedures through regular
11. Details of safety related incidents, in the following format: safety committee meeting.
An accidental fire had broken out at the Company’s Howrah Factory on 8th June, 2022 affecting the exit gate and the raw material For Safe unloading of monomers, 5 Tier Safety system is being followed to ensure each and every step is being monitored and
handling area. 23 employees had received injuries in an attempt to douse the fire. 5 out of the total injured persons expired due to mistake proofing measures are in place through visual identification. For safe unloading of solvents and other hazardous/flammable
their critical condition later while under the best medical treatment possible. Raw materials, 3 Tier Safety system is put in place. Additionally, Smart Earth rite relay system automatically ensures No Earthing,
The operation, which had caused the incident, has completely been stopped at the unit. No Unloading along with dry run protector for Solvent transfer pumps. Different POKA-YOKE measures have been put across our
plants with additional layer of protection and administration control.
Safety Incident/Number Category FY 22-23 FY 21-22
Current Financial Year Previous Financial Year Our upcoming plants and brown field projects at exiting units are designed with State of the Art technological set-up for production
Lost Time Injury Frequency Rate (LTIFR) Employees 1.26 0
and handling of such hazardous material & designed to operate on closed charging principle. This ensures least exposure to
(per one million-person hours worked) manpower due to minimum dust inside the plant.
Workers 6.62 0.94
Total recordable work-related injuries Employees 6 0 Charging of liquid raw materials are also done through Automatic & closed loop charging in the batches which is controlled by
Workers 76 43 mass flow meters to avoid any spillage and wastage of material. Plants are designed with recommendations put forward in HAZOP
study for safe handling and storage of such chemicals. Dust & Fume Extraction system are installed to capture fugitive emissions.
No. of fatalities Employees 1 0
Workers 5 0 All fittings and fixtures at Shop Floor are FLP type and Fire retardant wherever applicable. Spill proof kits, Diphotherine kits,
High consequence work-related injury or ill-health Employees 1 0 safety showers are installed at shop floor to counter any First aid situation at site. All personnel are trained and awareness is spread
(excluding fatalities) amongst the workforce regarding the hazards. Early Suppression Fast Release Sprinkler for SADT capable chemicals with response
Workers 16 0
time within 3-7 seconds. For Hazardous area such as Resin and Solvent based manufacturing, conventional concept of linear heat
sensors or beam detection has been replaced with advanced IR3 Flame detector and Quartzoid Bulb detector.
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For Fire-fighting arrangement, premises security, compliance management and emergency preparedness, latest automations and As a company and one of the largest recruiters in paint sector, local employment at the plants is focused upon helping localities to
error proofing measures have been implemented at our manufacturing locations, depots and offices. Safety awareness programmes earn their livelihood. At local schools, projects have been taken up for making necessary arrangements towards proper sanitation
and trainings are conducted to increase safety awareness amongst the employees. Proper training for Work permit system, Hot work, and also installation of drinking water facilities.
Manual material handling, Lock out Tag Out, Fire prevention and Fire-fighting, Confined space entry, Emergency evacuation, and 13. Number of Complaints on the following made by employees and workers:
Electrical safety is given to all employees with proper PPE compliance and awareness. Safety Mock Drills are conducted and
FY 22-23 FY 21-22
GAP is analysed for continual improvement. SMS/Call intimation & Cloud based safety management in connection with detection
(Current Financial Year) (Previous Financial Year)
system installed in all our plants, depots, warehouse and offices.
Filed during Pending resolution Remarks Filed during Pending resolution Remarks
Third party certified auditors engaged with best in class and world renowned Safety & Risk management consultancies have been the year at the end of year the year at the end of year
appointed by the company to carry out Fire & Life Safety, Chemical process safety and Electrical safety risk assessments and Working Nil Nil - Nil Nil -
Conditions
audits. The observations by these safety experts are being considered and all such useful recommendations are taken forward for
implementation.
Health & Safety Nil Nil - Nil Nil -
14. Assessments for the year:
For the plants as well as depots, National Safety Day/Week campaigns, World Environment Day, periodic fire mock drills as a
part of emergency preparedness, electrical system health assessments, electrical safety trainings, safety campaigns, periodical % of your plants and offices that were assessed (by entity or statutory authorities or third parties)
Fire and safety audits and environmental monitoring are organized to aware employees about environment, health and safety. Health and safety practices 100% covered by Internal and External Auditors (DISH Inspectors, TUV Nord India Pvt Ltd.,
The units and sales depots are graded on annual safety performance based on legal and statutory compliance, score of electrical Ms Cholamandalam Risk Services, Ms Consultivo Business Solution, Ms IND Safe Risk consulting,
M/s Elion, M/s Anubhav Fire Safety, M/s Excel EHS Services, MSD Consultancy etc. )
health assessment, Fire & safety audit, Kaizen, emergency preparedness and response and overall EHS awareness. Annual award
Working Conditions 100% covered by Internal and External Auditors (DISH Inspectors, TUV Nord India Pvt Ltd.,
is presented based on their excellence in EHS practices. Ms Cholamandalam Risk Services, Ms Consultivo Business Solution, Ms. IND Safe Risk consulting,
M/s Elion, M/s Anubhav Fire Safety, M/s Excel EHS Services, MSD Consultancy etc.)
Wellness Initiatives taken at our Factories & offices;
15. Provide details of any corrective action taken or underway to address safety-related incidents (if any) and on significant risks /
Yoga Sessions;
concerns arising from assessments of health & safety practices and working conditions.
Work life balance at work place by magical Saturday; Significant risks/concerns arising from assessments of health & safety practices are mitigated and preventive measures are put in
Training on Behaviour Based Safety (BBS); place along with horizontal deployment as necessary. These are recorded on the company’s internal portal which is accessible to all
plants and any CAPA/KAIZEN which is uploaded on this portal is horizontally deployed at all locations as applicable.
Training to nearby school and college students on Environment and Safety awareness on occasion of World Environment Day and
Corrective action for any safety related concern is being addressed through detailed incident investigation report based on which
National Safety Day;
Management committee reviews the specific concern for relevant actions such as Installation of safety devices, monitoring and
Training to employee families on household safety; assessment procedures, if required the activity is suspended until proper measures are ensured.
Employee and transporters training on defensive driving techniques; To address significant risks and concerns arising from assessments of health & safety practices and working conditions following
measures are in place
Awareness training session with units and sales depots on COVID-19 precautions by Medical professionals and others.
• Developing a comprehensive Health & Safety Management System (HSMS) to ensure that all employees are aware of their
Online training and interactions with industry professionals for gaining knowledge on various topics. responsibilities and the risks associated with their work.
Employee Welfare programmes such as Sports Tournament, Group Picnics, celebrating Independence day, Republic day, factory • Establishing a Health & Safety Committee to review and monitor safety performance and ensure that any risks and concerns
inauguration day, employee birthdays, work achievements and excellent performances, etc. are addressed.
We have a robust Health monitoring plan for our employees where periodical checks and emergency preliminary response/First Aid • Introducing a range of safety training programmes to ensure that all employees are aware of their responsibilities and the risks
is available at OHC department across our factories/depots and offices. Health monitoring plan for our employees where periodical associated with their work.
checks and emergency preliminary response/ First Aid is available all across our factories/depots and offices. Eye check-up, • Implementing a range of safety initiatives to reduce the risk of accidents and injuries, such as ensuring proper Personal
pulmonary function test, audiometry test, blood examination, Chest X-ray, ECG, etc. are conducted for all the employees. Protective Equipment (PPE) compliance and the use of safety signage and warning systems.
Entire workforce and their families are double vaccinated. To handle the pandemic situation, all our OHCs have been equipped with • Carrying out regular risk assessments to identify any potential hazards and take appropriate action to reduce or eliminate them.
medical grade Oxygen Concentrators and COVID-19 Care KIT. • Working with external health and safety consultants to review and update safety policies and procedures.
During the Covid-19 pandemic, our Puducherry plant have supported 1200 families in and around the locality by providing them • Establishing a safety culture within the organisation to ensure that safety is given the highest priority.
staple food to each such economically challenged households. Taking learnings from the Styrene gas leakage in Vizag, additional safety POKA-YOKE measures were put for monomer handling
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at the units like 5 Tier safety system for unloading of monomers, regular testing of polymerisation, automatic changeover for PRINCIPLE 4: Businesses should respect the interests of and be responsive to all its stakeholders
chilling units, alarm and visual indication for styrene tank temperature, etc.
Essential Indicators
The fire which broke at our Howrah based unit was also taken as a learning and for all Air conditioning units at other factories were
1. Describe the processes for identifying key stakeholder groups of the entity.
ensured to be of FLP type with automatic changeover relay between two units and continuous room temperature monitoring with
SMS detection features. The internal and external groups/bodies whose activities, participation and aspirations are integral to the business and have
significant impact on the operations of Berger Paints India Limited, are regarded as key stakeholder groups and have been identified
Similar to this the accident which occurred at our Jejuri plant invoked many further safety measures to ensure that systems are accordingly.
mistake proofed for any human error. Ball Mill interlock for charging was innovatively developed and deployed at all locations
2. List stakeholder groups identified as key for your entity and the frequency of engagement with each stakeholder group.
with existing controls for static discharging and administrative control over deploying workers inside factory & visual identification
based access control to work being deployed. Stakeholder Whether identified Channels of communication Frequency of engagement Purpose and scope of engagement
Group as Vulnerable & (Email, SMS, Newspaper, Pamphlets, (Annually/ Half yearly/ Quarterly / including key topics and concerns raised
Marginalized Group Advertisement, Community Meetings, others – please specify) during such engagement
Leadership Indicators (Yes/No) Notice Board, Website), Other
1.Shareholder NO Done through Annual General Meeting/ AGM- Annual Financial Results, Dividends, financial
1. Does the entity extend any life insurance or any compensatory package in the event of death of (A) Employees (Y/N) - Yes Stock Exchange Disclosures/ Half yearly H/ Y Results- Half yearly Stability, Significant changes in
Results Publication/Quarterly Results Q/ Y Results- Quarterly shareholding, ESG practices, climate
(B) Workers (Y/N) - Yes. Publication/ Complaints and Resolutions. Others - Factory visits change risks, cyber risks, growth prospects
2. Provide the measures undertaken by the entity to ensure that statutory dues have been deducted and deposited by the value chain 2.Employees NO Done through MDs communications, Ongoing, year round process. Performance analysis and career path
various HOD Communications including setting, innovation, operational efficiencies,
partners. apprising of HR practices, KRA reviews, improvement areas, long-term strategy
team meetings, performance appraisals, plans, training and awareness, responsible
Regular audits are done at the third party service providers end as to whether statutory compliance have been done and reimbursement/ union meetings, wellness initiatives, marketing, brand communication, health,
payment is done based on production of evidence on compliances made. Grievance Mechanism Functioning, email, safety and engagement initiative, ESG
intranet, websites, poster campaigns, house awareness.
magazines, confluence, circulars, quarterly
3. Provide the number of employees/workers having suffered high consequence work-related injury/ill-health/fatalities (as reported publication, newsletters.
in Question 11 of Essential Indicators above), who have been are rehabilitated and placed in suitable employment or whose family 3.Customers NO Through distributor, retailer, direct Ongoing, year round process. Product quality and availability,
members have been placed in suitable employment: customer, achievers’ meets, senior leader responsiveness to needs, increase of sales
and customer meets / visits, customer plant targets, business responsibility guidelines.
visits, focus group discussion, trade body
Total no. of affected employees/workers No. of employees/workers that are rehabilitated and membership, complaints management,
placed in suitable employment or whose family members helpdesk, website, conferences, information
have been placed in suitable employment on changes, customer surveys, excursions,
frequent business meets and travels.
FY 22-23 FY 21-22 FY 22-23 FY 21-22
4.Suppliers/ NO Prequalification / vetting, communication Ongoing, year round process. Quality, timely delivery and payments,
(Current Financial Year) (Previous Financial Year) (Current Financial Year) (Previous Financial Year) Partners and partnership meets, plant visits, MoU ESG consideration (sustainability, safety
and framework agreements, online training, checks, compliances, ethical behaviour),
Employees 2 0 1 0 meets, contract management / review, ISO and OHSAS standards, Introduction of
product workshops / on site presentations, ESG qualities.
Workers 21 0 17 0 satisfaction surveys, help desks.
4. Does the entity provide transition assistance programs to facilitate continued employability and the management of career endings 5.Government NO Advocacy meetings with local / state / Ongoing, year round process. Compliance with ESG practices
national government ministries, authorities, (frameworks for sustainability and
resulting from retirement or termination of employment? (Yes/ No) - Yes. seminars, media releases, Taxation related beyond compliance changes in regulatory
meetings frameworks, skill and capacity building,
5. Details on assessment of value chain partners: employment, environmental measures),
policy advocacy, timely contribution to
exchequer.
% of value chain partners (by value of business done with such partners) that were assessed
6.Communities YES Community visits and projects, partnership Ongoing Waste management, integrated water
Health and safety practices NIL with local charities, volunteerism, seminars management, clean water, climate change
/ conferences. impacts, community development, self-
Working Conditions NIL sustainability, livelihood support, disaster
relief, support of the United Nations
6. Provide details of any corrective actions taken or underway to address significant risks/concerns arising from assessments of health Sustainable Development Goals (UN
SDGs) building capacity of future leaders,
and safety practices and working conditions of value chain partners. digital ecosystem development
NIL
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Annual Report 2022-23
Leadership Indicators 2. Details of minimum wages paid to employees and workers, in the following format:
1. Provide the processes for consultation between stakeholders and the Board on economic, environmental, and social topics or if FY 22-23 FY 21-22
consultation is delegated, how is feedback from such consultations provided to the Board. Current Financial Year Previous Financial Year
Category Total (A) Equal to More than Minimum Total (D) Equal to More than Minimum
The company has engaged with customers and suppliers on matters of human rights Ethics and business values in a robust forum Minimum Wage Wage Minimum Wage Wage
of discussion. The feedback has been positive but no discernible suggestions have yet emerged for consideration.
No. (B) % (B / A) No. (C) % (C / A) No. (E) % (E / D) No. (F) % (F / D)
2. Whether stakeholder consultation is used to support the identification and management of environmental, and social topics (Yes Employees
/ No). If so, provide details of instances as to how the inputs received from stakeholders on these topics were incorporated into
Permanent
policies and activities of the entity.
Male 2915 *NA *NA 2915 100 2810 *NA *NA 2810 100
Yes, the company has commenced the process and worthwhile suggestions, if any will be incorporated on merit.
Female 58 *NA *NA 58 100 64 *NA *NA 64 100
3. Provide details of instances of engagement with, and actions taken to, address the concerns of vulnerable/marginalized Other than Permanent
stakeholder groups.
Male 4687 2355 50.2 2332 50 783 *NA *NA *NA *NA
Not Applicable Female 222 96 43.2 126 57 0 *NA *NA *NA *NA
Workers
PRINCIPLE 5 Businesses should respect and promote human rights
Permanent
Essential Indicators Male 1096 *NA *NA 1096 100 1042 *NA *NA 1042 100
Female 19 *NA *NA 19 100 15 *NA *NA 15 100
1. Employees and workers who have been provided training on human rights issues and policy(ies) of the entity, in the
Other than Permanent
following format:
Male 2738 1820 66.4 918 33.53 2175 1880 86.43 295 13.57
FY 22-23 FY 21-22
Current Financial Year Previous Financial Year Female 81 67 82.7 14 17.29 65 38 58.46 27 41.54
Category Total (A) No. of % (B / A) Total (C) No. of % (D / C)
* Not Applicable
employees / employees /
workers covered workers covered 3. Details of remuneration/salary/wages, in the following format:
(B) (D)
Employees Male Female
Permanent 2973 1825 61.3 2874 Nil Nil Number Median remuneration/ salary/ Number Median remuneration/ salary/
Other than 4909 Nil Nil 783 Nil Nil wages of respective category wages of respective category
permanent Board of Directors (BoD) 8 10,00,000 2 36,01,534
Total Employees 7882 1825 23.2 3657 Nil Nil Key Managerial Personnel 3 1,55,27,556 0 0
Workers
Employees other than BoD and KMP 3731 43,12,028 76 36,66,626
Permanent 1115 376 33.72 1057 Nil Nil
Workers 280 7,86,523 1 4,94,851
Other than 2819 Nil Nil 2175 Nil Nil
permanent 4. Do you have a focal point (Individual/ Committee) responsible for addressing human rights impacts or issues caused or contributed
Total Workers 3934 376 9.56 3232 Nil Nil to by the business? (Yes/No)
No individual or committee has been tasked with this responsibility. Such matters are dealt by Human Resource Department.
5. Describe the internal mechanisms in place to redress grievances related to human rights issues.
The Company has framed a comprehensive HR Policy and all grievances relating to Employees are dealt in a fair and transparent
manner based on the provisions mentioned in the said policy.
6. Number of Complaints on the following made by employees and workers:
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FY 22-23 FY 21-22 % of value chain partners (by value of business done with such
Current Financial Year Previous Financial Year partners) that were assessed
Sexual Harassment The company has just undertaken Value Chain Outreach in 22-23,
Filed during Pending Remarks Filed during Pending Remarks
Discrimination at workplace disseminating information on ESG matters and encouraging the latter to
the year resolution the year resolution
walk the ESG path. The matter of assessment will take place some place
at the end of at the end of Child Labour time in 23-24 to understand how much ESG factor has been adopted.
year year
Forced Labour/Involuntary Labour
Sexual Harassment Nil Nil Nil Nil Nil Nil Wages
Discrimination at workplace Nil Nil Nil Nil Nil Nil Others – please specify
Child Labour Nil Nil Nil Nil Nil Nil 5. Provide details of any corrective actions taken or underway to address significant risks/concerns arising from the assessments at
Question 4 above. Not Applicable
Forced Labour/Involuntary Labour Nil Nil Nil Nil Nil Nil
Wages Nil Nil Nil Nil Nil Nil PRINCIPLE 6: Businesses should respect and make efforts to protect and restore the environment
Other human rights related issues Nil Nil Nil Nil Nil Nil
Essential Indicators
7. Mechanisms to prevent adverse consequences to the complainant in discrimination and harassment cases.
Any such matters are referred to Human Resource Department for appropriate action. 1. Details of total energy consumption (in Joules or multiples) and energy intensity, in the following format:
8. Do human rights requirements form part of your business agreements and contracts? (Yes/No) Yes FY 22-23 FY 21-22
Parameter
(Current Financial Year) (Previous Financial Year)
9. Assessments for the year:
Total electricity consumption (A) 12,63,70,595 MJ 12,28,60,544 MJ
% of your plants and offices that were assessed
(by entity or statutory authorities or third parties) Total fuel consumption (B) 22,89,62,302 MJ 17,92,47,164.79 MJ
Child labour Nil Energy consumption through other sources (C) 2,39,08,147 MJ 1,77,22,371.6 MJ
Forced/involuntary labour Nil Total energy consumption (A+B+C) 37,92,41,044 MJ 31,98,30,080 MJ
Sexual harassment Nil Energy intensity per rupee of turnover 40,043.95 33,770.76
(Total energy consumption/ turnover in rupees)
Discrimination at workplace Nil
Energy intensity (optional) – the relevant metric may be - -
Wages Nil selected by the entity
Others – please specify Nil Note: Indicate if any independent assessment/evaluation/assurance has been carried out by an external agency? (Y/N) If yes, name of
Not done by any external party. Internal assessment is done. the external agency. No
10. Provide details of any corrective actions taken or underway to address significant risks/concerns arising from the assessments at 2. Does the entity have any sites/facilities identified as designated consumers (DCs) under the Performance, Achieve and Trade (PAT)
Question 9 above. Not Applicable Scheme of the Government of India? (Y/N) If yes, disclose whether targets set under the PAT scheme have been achieved. In case
targets have not been achieved, provide the remedial action taken, if any. No
Leadership Indicators 3. Provide details of the following disclosures related to water, in the following format:
1. Details of a business process being modified/introduced as a result of addressing human rights grievances/complaints. FY 22-23 FY 21-22
Parameter
No such case warranted action. (Current Financial Year) (Previous Financial Year)
2. Details of the scope and coverage of any Human rights due-diligence conducted. Water withdrawal by source (in kilolitres)
Constant vigilance is carried out by Factory and Office personnel throughout the year. (i) Surface water 92356 80081.3
(ii) Groundwater 300375 315626
3. Is the premise/office of the entity accessible to differently abled visitors, as per the requirements of the Rights of Persons with
Disabilities Act, 2016? (iii) Third party water 8512 8895
(iv) Seawater/desalinated water - -
No
(v) Others 5373 2635
4. Details on assessment of value chain partners:
Total volume of water withdrawal (in kilolitres) (i + ii + iii + iv + v) 406616 407237.3
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Annual Report 2022-23
FY 22-23 FY 21-22 7. Does the entity have any project related to reducing Green House Gas emission? If Yes, then provide details.
Parameter
(Current Financial Year) (Previous Financial Year)
Project Cost Cost Benefit GHG Emission reduction
Total volume of water consumption (in kilolitres) 404321 404809.3 Project Name When implemented
(INR) (INR) in FY 22-23
Water intensity per rupee of turnover (Water consumed / turnover) 0.000004 0.000005
Bio-Briquette Installation - Puducherry 1.1 Crores 2015 - 383.26 MT
Water intensity (optional) – the relevant metric may be selected by the entity - -
Roof Top Solar Power Plant - Puducherry 3.32 Crores July-22 - 175.8 MT
Note: Indicate if any independent assessment/evaluation/assurance has been carried out by an external agency? (Y/N) If yes, name of
the external agency. N Bio-Briquette Installation - Goa 3.53 Crores Oct-21 1.3 Crores 209.3 MT
Roof Top Solar Power Plant - Goa 2.05 Crores Dec-21 51.0 Lacs 496.3 MT
4. Has the entity implemented a mechanism for Zero Liquid Discharge? If yes, provide details of its coverage and implementation.
Yes, 40% manufacturing locations have been covered and operating successfully. Two more plants will be covered with ZLD Bio-Briquette Installation - Rishra 1.5 Crores Feb-20 1.0 Crores 387.7 MT
installations by FY 23-24.
Roof Top Solar Power Plant - Rishra 1.9 Crores Jun-21 81.54 Lacs 443.1 MT
5. Please provide details of air emissions (other than GHG emissions) by the entity, in the following format:
Bio-Briquette Installation - Jammu 2.0 Lacs Apr-22 23.32 Lacs 1108.4 MT
FY 22-23 FY 21-22 Roof Top Solar Power Plant – Jammu 2.21 Crores Dec-22 4.73 Lacs 103.63 MT
Parameter Please specify unit
(Current Financial Year) (Previous Financial Year)
NOx mg/m3 (Average) 29.780 24.845 Bio-Briquette Installation – Jejuri 1.63 Crores Oct-20 - 371.5 MT
SOx mg/m3 (Average) 18.835 16.490 Roof Top Solar Power Plant – Jejuri 3.1 Crores Mar-21 - 932.4 MT
Particulate matter (PM) mg/m3 (Average) 49.785 49.655 Roof Top Solar Power Plant – Hindupur 3.65 Crores Feb-20 1.2 Crores 1219.7 MT
Persistent organic pollutants
Bio-Briquette Installation – Naltali - May-18 - 252.3 MT
(POP)
Volatile organic compounds ppm (Average) 4.900 5.201 Roof Top Solar Power Plant – Naltali 1.8 Crores Oct-20 76 Lacs 339.5 MT
(VOC)
Bio-Briquette Installation – Sandila 1.02 Crores Feb-23 - 29.1 MT
Hazardous air pollutants (HAP) - - -
Roof Top Solar Power Plant – Sandila 6.89 Crores Oct-22 - 366.16 MT
Others – please specify - - -
Roof Top Solar Power Plant – Hindupur 3.53 Crores Aug-21 96.56 Lacs / 1110.14 MT
Note: Indicate if any independent assessment/evaluation/assurance has been carried out by an external agency? (Y/N) If yes, name of Annum
the external agency.
Roof Top Solar Power Plant – Sikandrabad 1.35 Crores June’21 25.15 Lacs / 246.11 MT
Yes, Envirocheck, Envirotech, Qualissure, EkoPro Aman Enviro and others as approved by local PCBs. Apart from Quarterly work Annum
place monitoring there are CPCB authorised audits from Industry experts and competent bodies which are conducted on surprise/
Roof Top Solar Power Plant – Assam 0.95 Crores June’21 15.50 Lacs / 212.23 MT
planned basis and no non-conformance observed in last FY.
-Nalbari Annum
6. Provide details of greenhouse gas emissions (Scope 1 and Scope 2 emissions) & its intensity, in the following format:
PNG (Cleaner Fuel) System for Operation 0.56 Crores Mar’22 Cleaner Fuel 43.8 MT
FY 22-23 FY 21-22 of Thermopac & Steam Boiler at having very less
Parameter Unit Sikandrabad carbon emission
(Current Financial Year) (Previous Financial Year)
and PM
Total Scope 1 emissions (Break-up of the Metric tonnes of CO2 equivalent 2484.73 2259.73
GHG into CO2, CH4, N2O, HFCs, PFCs, DUAL FUEL KIT PNG OPERATION FOR 0.06 Crores Sep’22 Cleaner Fuel 0.42 MT
SF6, NF3, if available) DG SET (Cleaner Fuel) at Sikandrabad having very less
Total Scope 2 emissions Metric tonnes of CO2 equivalent 29837.5 29008.74 carbon emission
(Break-up of the GHG into CO2, and PM (Saving
CH4, N2O, HFCs, PFCs, SF6, NF3, if 2.5 Lacs /
available) Annum)
Total Scope 1 and Scope 2 emissions - 0.0000003 0.0000004 Total 8430.85 MT
per rupee of turnover
Total Scope 1 and Scope 2 emission - - -
intensity (optional) – the relevant metric
may be selected by the entity
Note: Indicate if any independent assessment/ evaluation/assurance has been carried out by an external agency? (Y/N) If yes, name of
the external agency. N
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Annual Report 2022-23
8. Provide details related to waste management by the entity, in the following format: Defect prevention is targeted in products through RFT (Right First Time) implementation to minimize process waste generation.
FY 22-23 FY 21-22 Washing solvent generated from washing of equipment is being reused in subsequent production batches. Spent solvent is reused
Parameter for cleaning purpose and after multiple such uses, fresh solvent is recovered in-house from waste solvent through distillation
(Current Financial Year) (Previous Financial Year)
process. The recovered fresh solvent is recycled into paint manufacturing process related activities. ‘19th barrel syndrome’ –
Total Waste generated (in metric tonnes)
project taken to limit generation of washing solvent at plant so within 18 barrels washing solvent generated gets reused in washing.
Plastic waste (A) 124.630 99.570
Barrels used for production and storage purposes are re-used - another step towards Carbon Footprint reduction.
E-waste (B) 4.000 1.000
Plastic waste from raw material packaging and damaged packaging material is sent to an authorised plastic recycler. Under Plastic
Bio-medical waste (C) 0.008 0.007
Waste management rules, Berger Paints has established action plan as per our EPR obligations and carried out the compliance for
Construction and demolition waste (D) 0.000 0.000 recycling with company appointed WMA (Waste Management Agencies). Also, recycled plastic content is used in our product
Battery waste (E) 4.000 2.000 packaging which ensured that use of virgin plastic can be reduced.
Radioactive waste (F) 0.000 0.000 Waste generated inside the plant is being collected and disposed through approved Cement plants for co-processing.
Other Hazardous waste. Please specify, if any. (G) 2301.880 2840.092 Powder collected from Dust extraction system is reused in making economy grade products.
Other Non-hazardous waste generated (H). Please specify, if any. 2278.280 1947.763 Project JAL has been taken ahead by the plants to curb wastage of water and which has helped to save on an average of 2.88 lac
(Break-up by composition i.e. by materials relevant to the sector) Litres of water daily.
Total (A + B + C + D + E + F + G + H) 4711.799 4890.425 Through Project PARAGON our in-transit damages have reduced significantly causing lesser harm to environment and better
For each category of waste generated, total waste recovered through recycling, re-using or other recovery operations (in metric tonnes) storage condition at the depots.
Category of waste We have also implemented a number of waste reduction initiatives, such as reducing packaging, using recycled materials, and
(i) Recycled 942.358 700.881 encouraging employees to reduce their own waste. We have implemented a number of waste recycling programs, such as paper,
plastic, Container segregation and its best utilization. These initiatives help us to reduce our environmental impact and ensure that
(ii) Re-used 308.596 117.685
our products and processes are safe and sustainable.
(iii) Other recovery operations 47.027 42.051
10. If the entity has operations/offices in/around ecologically sensitive areas (such as national parks, wildlife sanctuaries, biosphere
Total 1297.98 859.62 reserves, wetlands, biodiversity hotspots, forests, coastal regulation zones etc.) where environmental approvals/clearances are
For each category of waste generated, total waste disposed by nature of disposal method (in metric tonnes) required, please specify details in the following format:
Category of waste None are located in ecologically sensitive areas and hence not applicable
(i) Incineration 5.000 8.000
S. No. Location of Type of Whether the conditions of environmental approval / clearance are being complied with?
(ii) Landfilling 264.000 268.920 operations/offices operations (Y/N)
If no, the reasons thereof and corrective action taken, if any.
(iii) Other disposal operations 3548.818 3550.890
- - - -
Total 3816.818 3827.810
- - - -
Note: Indicate if any independent assessment/evaluation/assurance has been carried out by an external agency? (Y/N) If yes, name of 11. Details of environmental impact assessments of projects undertaken by the entity based on applicable laws, in the current
the external agency. N financial year:
9. Briefly describe the waste management practices adopted in your establishments. Describe the strategy adopted by your company Name and EIA Notification No. Date Whether conducted by Results Relevant Web link
to reduce usage of hazardous and toxic chemicals in your products and processes and the practices adopted to manage such wastes. brief details independent external communicated
of project agency (Yes/No) in public
Company has launched a project WOW (War On Waste) under Manufacturing excellence umbrella which aims at 4R (Reduce, domain
Reuse, Recycle, Recreate) under which reduction of waste at source, Sticky loss recovery, powder RM reuse in batches and recreate (Yes/No)
a usable RM from waste is being done and system is set in place to monitor the process and ensure that no such material sent out Sandila S.O. 1533 (E) dated 21.02.2022 Yes Yes https://www.bergerpaints.
Project, UP 14.09.2006 com/about-us/new-
as waste.
projects.html
For filling operation all our plants have shifted towards use of automatics machines, where the chance of spillage is very less. Panagarh S.O. 1533 (E) dated 20.04.2022 Yes No Not Available
Excess/less filing is stopped which could result in product rejection due to tinting. Project, WB 14.09.2006
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Annual Report 2022-23
12. Is the entity compliant with the applicable environmental law/ regulations/ guidelines in India; such as the Water (Prevention and FY 22-23 FY 21-22
Control of Pollution) Act, Air (Prevention and Control of Pollution) Act, Environment protection act and rules thereunder (Y/N). If Parameter
(Current Financial Year) (Previous Financial Year)
not, provide details of all such non-compliances, in the following format: (iii) To Sea water Nil Nil
S. No. Specify the law / regulation Provide details of Any fines / penalties / action Corrective action taken, if any - No treatment Nil Nil
/ guidelines which was not the non-compliance taken by regulatory agencies - With treatment – please specify level of treatment Nil Nil
complied with such as pollution control boards
(iv) Sent to third-parties Nil Nil
or by courts
- No treatment Nil Nil
1 Water (Prevention and Control None None NA
- With treatment – please specify level of treatment 2855 3547
of Pollution) Act
(v) Others Nil Nil
2 Air (Prevention and Control of None None NA
Pollution) Act - No treatment Nil Nil
- With treatment – please specify level of treatment 32047 29454
3 Environment Protection Act None None NA
Total water discharged (in kilolitres) 43570.25 151563
Leadership Indicators Note: Indicate if any independent assessment/ evaluation/assurance has been carried out by an external agency? (Y/N) If yes, name of
the external agency. No
1. Provide break-up of the total energy consumed (in Joules or multiples) from renewable and non-renewable sources, in the 3. Water withdrawal, consumption and discharge in areas of water stress (in kilolitres):
following format:
For each facility / plant located in areas of water stress, provide the following information:
FY 22-23 FY 21-22
Parameter (i) Name of the area – Berger Paints, Hindupur
(Current Financial Year) (Previous Financial Year)
From renewable sources (ii) Nature of operations – Liquid Paints Manufacturing
Total electricity consumption (A) 2,39,08,147 MJ 1,77,22,371.6 MJ (iii) Water withdrawal, consumption and discharge in the following format:
Total fuel consumption (B) 12,43,70,049.7 MJ 7,77,41,822.8 MJ FY 22-23 FY 21-22
Parameter
Energy consumption through other sources (C) 0 0 (Current Financial Year) (Previous Financial Year)
Water withdrawal by source (in kilolitres)
Total energy consumed from renewable sources (A+B+C) 14,82,78,197 MJ 9,54,64,194.4 MJ
(i) Surface water 40656 37862
From non-renewable sources
(ii) Groundwater Nil Nil
Total electricity consumption (D) 12,63,70,595 MJ 12,28,60,544 MJ
(iii) Third party water 3640 1765
Total fuel consumption (E) 7,36,95,358.85 MJ 7,83,60,146.8 MJ (iv) Seawater / desalinated water Nil Nil
Energy consumption through other sources (F) 3,08,96,893.7 MJ 2,31,45,195.3 MJ (v) Others 38 1975
Total energy consumed from non-renewable sources (D+E+F) 23,09,62,848 MJ 22,43,65,886 MJ Total volume of water withdrawal (in kilolitres) 44334 41602
Total volume of water consumption (in kilolitres) 44334 41602
Note: Indicate if any independent assessment/ evaluation/assurance has been carried out by an external agency? (Y/N) If yes, name of
the external agency. No Water intensity per rupee of turnover (Water consumed/turnover) 4.68 4.39
Water intensity (optional) – the relevant metric may be selected by the entity - -
2. Provide the following details related to water discharged:
Water discharge by destination and level of treatment (in kilolitres)
FY 22-23 FY 21-22 (i) To Surface water Nil Nil
Parameter
(Current Financial Year) (Previous Financial Year) - No treatment Nil Nil
Water discharge by destination and level of treatment (in kilolitres) - With treatment – please specify level of treatment Nil Nil
(i) To Surface water Nil Nil (ii) To Groundwater Nil Nil
- No treatment Nil Nil - No treatment Nil Nil
- With treatment – please specify level of treatment 8668.25 118562 - With treatment – please specify level of treatment Nil Nil
(ii) To Groundwater Nil Nil (iii) To Seawater Nil Nil
- No treatment Nil Nil - No treatment Nil Nil
- With treatment – please specify level of treatment Nil Nil - With treatment – please specify level of treatment Nil Nil
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Contents Corporate Overview Notice Directors’ Report Annexures to Directors’ Report Business Responsibility & Sustainability Report Corporate Governance Report Auditor’s Report – Standalone Annual Accounts – Standalone Auditor’s Report – Consolidated Annual Accounts – Consolidated
Annual Report 2022-23
FY 22-23 FY 21-22 Note: Indicate if any independent assessment/ evaluation/assurance has been carried out by an external agency? (Y/N) If yes, name of
Parameter the external agency. Yes, Environ India
(Current Financial Year) (Previous Financial Year)
(iv) Sent to third-parties Nil Nil Name of the area – British Paints, Sikandrabad
- No treatment Nil Nil (ii) Nature of operations – Liquid Paints Manufacturing
- With treatment – please specify level of treatment Nil Nil
(iii) Water withdrawal, consumption and discharge in the following format:
(v) Others (ZLD/Gardening/Firewater tank top-up/process) Nil Nil
- No treatment Nil Nil FY 22-23 FY 21-22
Parameter
(Current Financial Year) (Previous Financial Year)
- With treatment – please specify level of treatment 4235 5739
Water withdrawal by source (in kilolitres)
Total water discharged (in kilolitres) 4235 5739
(i) Surface water Nil Nil
Note: Indicate if any independent assessment/evaluation/assurance has been carried out by an external agency? (Y/N) If yes, name of (ii) Groundwater 16059 19039
the external agency. Yes, Environ India (iii) Third party water Nil Nil
Name of the area – British Paints, Hindupur (iv) Seawater / desalinated water Nil Nil
(ii) Nature of operations – Liquid Paints Manufacturing (v) Others Nil Nil
Total volume of water withdrawal (in kilolitres) 16059 19039
(iii) Water withdrawal, consumption and discharge in the following format:
Total volume of water consumption (in kilolitres) 15785 18271
FY 22-23 FY 21-22 Water intensity per rupee of turnover (Water consumed / turnover) 1.67 1.98
Parameter
(Current Financial Year) (Previous Financial Year) Water intensity (optional) – the relevant metric may be selected by the entity - -
Water withdrawal by source (in kilolitres) Water discharge by destination and level of treatment (in kilolitres)
(i) Surface water Nil Nil (i) To Surface water Nil Nil
(ii) Groundwater 17073 14650 - No treatment Nil Nil
(iii) Third party water Nil Nil - With treatment – please specify level of treatment 750 768
(iv) Seawater / desalinated water Nil Nil (ii) To Groundwater Nil Nil
(v) Others 476 1910 - No treatment Nil Nil
Total volume of water withdrawal (in kilolitres) 17549 16560 - With treatment – please specify level of treatment Nil Nil
Total volume of water consumption (in kilolitres) 16353 15988 (iii) To Seawater Nil Nil
Water intensity per rupee of turnover (Water consumed/turnover) 1.73 1.69 - No treatment Nil Nil
Water intensity (optional) – the relevant metric may be selected by the entity - - - With treatment – please specify level of treatment Nil Nil
(i) To Surface water Nil Nil (iv) Sent to third-parties Nil Nil
- No treatment Nil Nil - No treatment Nil Nil
- With treatment – please specify level of treatment 720 572 - With treatment – please specify level of treatment Nil Nil
(v)Others (ZLD/Gardening/Firewater tank top-up/process) Nil Nil
(ii) To Groundwater Nil Nil
- No treatment Nil Nil
- No treatment Nil Nil
- With treatment – please specify level of treatment Nil Nil
- With treatment – please specify level of treatment Nil Nil
Total water discharged (in kilolitres) 750 768
(iii) To Seawater Nil Nil
- No treatment Nil Nil 4. Please provide details of total Scope 3 emissions and its intensity, in the following format:
- With treatment – please specify level of treatment Nil Nil FY 22-23 FY 21-22
Parameter Unit
(iv) Sent to third-parties Nil Nil (Current Financial Year) (Previous Financial Year)
- No treatment Nil Nil Total Scope 3 emissions (Break-up of the GHG Metric tonnes of CO2 NA* NA*
- With treatment – please specify level of treatment Nil Nil into CO2, CH4, N2O, HFCs, PFCs, SF6, NF3, equivalent
if available)
(v) Others (ZLD/Gardening/Firewater tank top-up/process) Nil Nil
Total Scope 3 emissions per rupee of - NA* NA*
- No treatment Nil Nil turnover
- With treatment – please specify level of treatment Nil Nil Total Scope 3 emission intensity (optional) – - - -
Total water discharged (in kilolitres) 720 572 the relevant metric may be selected by the entity
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Contents Corporate Overview Notice Directors’ Report Annexures to Directors’ Report Business Responsibility & Sustainability Report Corporate Governance Report Auditor’s Report – Standalone Annual Accounts – Standalone Auditor’s Report – Consolidated Annual Accounts – Consolidated
Annual Report 2022-23
Note: Indicate if any independent assessment/ evaluation/assurance has been carried out by an external agency? (Y/N) If yes, name of
Sr. No Initiative undertaken Details of the initiative (Web-link, if any, may be provided along- Outcome of the initiative
the external agency. with summary)
*The Company has not carried out computation of Scope 3 emissions for the current year. 5 Usage of energy During manufacturing of Paints, Putty & allied products, lot of 1) Clean shop floor
efficient, automatic Dust dusts are generated inside shop floor during Powder Raw material environment
5. With respect to the ecologically sensitive areas reported at Question 10 of Essential Indicators above, provide details of significant
Extraction systems in charging in the equipment, which is not hygienic for the shop floor
direct & indirect impact of the entity on biodiversity in such areas along-with prevention and remediation activities. Not Applicable 2) Controlled Dust emission
Paint Plants environment. To arrest the same, we have implemented automatic,
within the prescribed limit by
6. If the entity has undertaken any specific initiatives or used innovative technology or solutions to improve resource efficiency, or energy efficient Dust Extraction systems along with suitable Bag
PCB.
Filters to control the Dust emission to the atmosphere also within the
reduce impact due to emissions / effluent discharge / waste generated, please provide details of the same as well as outcome of such
prescribed limit of PCB.
initiatives, as per the following format:
6 Usage of energy During manufacturing of Resins, at different stages of the process, 1) Reduced VOC levels in the
Sr. No Initiative undertaken Details of the initiative (Web-link, if any, may be provided along- Outcome of the initiative efficient, automatic fumes are generated during charging of Raw Materials, which makes shop floor.
with summary) Fume Extraction the environment difficult for the operators. To capture these fumes,
2) Healthy Work environment.
1 Zero Liquid Discharge From the Effluent Treatment Plants installed at all of our Units, 1) Zero discharge of liquid systems in Resin Plants we have installed automatic, energy efficient Fume Extraction
System the treated water was earlier released after the characteristics effluent & reuse of the same systems in all of our Resin Plants along with Counter Current Water
of the effluent water were met as per the PCB recommendation after treatment. Scrubber. The effluent water from the Scrubber is sent to ETP for
but, to recycle & reuse that water & thereby, to reduce the water further treatment.
2) Reduction of Water
consumption of the Units, we have also installed ZLD (Zero Liquid
consumption 7 Project JAL Taken across all our units with target to reduce our ETP intake water 1) 2.88 Lac Litres of water
Discharge) systems at applicable units which consists of various
by 50% through re-using measures, arresting leakages and spread saved daily
Filtration units along with RO module & MEE (Multiple Effect
awareness on less wastage of water and proper accounting.
Evaporator). After treating the effluent water coming from ETP, 2) No need to enhance ETP
through ZLD system, this water is used for domestic & industrial capacity with increase in
utility application. production load
2 Effluent Treatment Essentially, the paints manufacturing process, as such, does not Reduction of BOD, COD, TSS
Plants in all Berger directly generate any wastewater streams to cause any water etc. to the maximum extent in 8 Installation of Roof Top https://www.bergerpaints.com/investors/annual-reports.html 66,41,152 kWh generated in
Units, with Activated pollution. However, at a typical paints manufacturing facility, the the treated water, to maintain Solar Power Plant FY 22-23
Sludge Process & wastewater streams generated from the operations include those from the same within the prescribed 9 Many products have https://www.bergerpaints.com/investors/annual-reports.html Lead, Chrome, Mercury Free
Tertiary Treatment. equipment cleaning/reactor washing and from the support utilities. limit of PCB. been developed with products
These waste water are collected from their respective point of https://www.bergerpaints.com/about-us/green-horizon.html
zero heavy metal
generation & transferred to the ETP’s with Activated Sludge Process content.
& Tertiary Treatment, where these are treated to maintain level for
certain parameters like BOD, COD, TDS, TSS etc. within the limits
prescribed by the PCB. 7. Does the entity have a business continuity and disaster management plan? Give details in 100 words/web link.
3 Usage of Bio-Fuel In the Resin Plants, Thermic Fluid Heaters are used to supply process 1) Reduction of huge amount
instead of Diesel for the heat to the Reactors. Earlier we used Diesel as the fuel for this carbon foot print. Yes, the entity has a business continuity and disaster management plan. This plan outlines the steps the entity will take to ensure
Thermic Fluid Heaters Thermic Fluid Heaters but now we have replaced the Diesel fired the continuity of operations in the event of a disaster. It includes a risk assessment, a detailed plan for responding to and recovering
2) Reduction of Green House
of Resin Plants. Heaters by Bio-fuel fired Heaters like use of Ground nut pellets,
gas emission.
cashew nuts pellets, Sugarcane baggase, etc. with fully automatic from a disaster, and a plan for testing and maintaining the plan. The plan also includes a communication plan to ensure that
closed loop charging system. Bio-fuel being much greener fuel
compared to Diesel, the Carbon foot print & Green House gas employees, customers, and other stakeholders are informed of the situation and the steps that are being taken to address it. The plan
emission has reduced dramatically, apart from the huge monetary is regularly updated to ensure that it is current and effective.
savings obtained.
4 Usage of PNG 1. PNG Cleaner Fuel has been used by replacing LSHS /HSD/ FO 1) Reduction of huge amount
On site emergency plans are available and communicated to the relevant stakeholders. Mock Drills are conducted periodically as
(CLEANER –Fuel) Pollutant Fuel earlier being used for operation of Resin Thermopac, carbon foot print.
instead of LSHS for the which is much cleaner fuel means that it produces fewer emissions emergency preparedness plan to deal with any unforeseeable natural or man-made disaster or emergency situation.
2) Reduction of Green House
Thermic Fluid Heaters and pollutants when burned. This helps to reduce air pollution
gas emission.
of Resin Plants and and improve air quality. 2. PNG is also more efficient than LSHS, 8. Disclose any significant adverse impact to the environment, arising from the value chain of the entity. What mitigation or adaptation
DUAL Fuel KIT PNG meaning that it requires less fuel to generate the same amount of
Based for operation of heat. This can result in lower operating costs for the thermic fluid measures have been taken by the entity in this regard.
DG Set heater. 3. PNG is also a safer fuel than LSHS, as it is non-toxic and
lighter than air. This reduces the risk of fire and other accidents in Not Assessed
the workplace. 4. Finally, PNG is a more sustainable fuel than LSHS,
as it is derived from Fossils fuels and very cleaner fuel not left any 9. Percentage of value chain partners (by value of business done with such partners) that were assessed for environmental impacts.
residue .This helps to reduce the environmental impact of the thermic
fluid heater. None in the current year.
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Contents Corporate Overview Notice Directors’ Report Annexures to Directors’ Report Business Responsibility & Sustainability Report Corporate Governance Report Auditor’s Report – Standalone Annual Accounts – Standalone Auditor’s Report – Consolidated Annual Accounts – Consolidated
Annual Report 2022-23
PRINCIPLE 7: Businesses, when engaging in influencing public and regulatory policy, should do so in a manner that is PRINCIPLE 8: Businesses should promote inclusive growth and equitable development
responsible and transparent
Essential Indicators
Essential Indicators 1. Details of Social Impact Assessments (SIA) of projects undertaken by the entity based on applicable laws, in the current
1. a. Number of affiliations with trade and industry chambers/associations. financial year.
• Corporate Manufacturing Excellence team has won the “Special Jury” award in CII External Regional Productivity Name and SIA Notification Date of Whether conducted by independent Results Relevant Web link
brief details No. notification external agency (Yes / No) communicated in
Awards 2022. of project public domain
(Yes / No)
• Berger Paints won Deloitte India’s Best Managed Companies 2021 Award.
Sandila As per the EIA Notification Yes Yes https://www.
• Corporate Engineering and VVN unit won Greentech Energy Conservation Award 2021. Project, UP S.O. 1533 (E) dated 14.09.2006, bergerpaints.com/
EIA studies are being carried about-us/new-
• Corporate TQM won Golden Peacock Award in National Quality Competition by IOD (Institute Of Directors) out. Socio Economic Impact projects.html
Additional Assessment is being carried out Yes Yes https://www.
• Berger Paints won Best in Class Carbon Footprint award in the Stars of the Industry Awards -2021 by the World for criteria such as –
Capacity bergerpaints.com/
Manufacturing Congress. Expansion at about-us/new-
1. Employment to local people
• Corporate EHS won most prestigious Environment Protection Awards – 2021 by Greentech Foundation as Winner in the Jejuri Plant projects.html
2. Transportation of raw material
Gold Category, competing with all large Public Sector Organizations and large Multi-National Companies. and finished goods
b. List the top 10 trade and industry chambers/ associations (determined based on the total members of such body) the entity is a 3. Contribution to state and
central exchequers by way of
member of/ affiliated to.
taxes and duty
S. No. Name of the trade and industry chambers/ associations Reach of trade and industry chambers/ associations Social management plan is
(State/National) accordingly developed.
1 Bengal Chamber of Commerce and Industry (BCC & I) State 2. Provide information on project(s) for which ongoing Rehabilitation and Resettlement (R&R) is being undertaken by your entity, in
2 Confederation of Indian Industry (CII) National the following format:
3 Indian Paint Association (IPA) National None, as all projects are built up on industrial land.
S. No. Name of Project State District No. of Project Affected % of PAFs Amounts paid to PAFs in the
2. Provide details of corrective action taken or underway on any issues related to anti-competitive conduct by the entity, based on
for which R&R is Families (PAFs) covered by R&R FY (In INR)
adverse orders from regulatory authorities. ongoing
Name of authority Brief of the case Corrective action taken
- - - - - - -
- - - - - - -
Nil Nil Nil
3. Describe the mechanisms to receive and redress grievances of the community.
Nil Nil Nil
Berger Paints has a process to receive, register, assess and resolve grievances of CSR beneficiaries.
There is no adverse order against the Company.
4. Percentage of input material (inputs to total inputs by value) sourced from suppliers:
Leadership Indicators FY 22-23 FY 21-22
Current Financial Year Previous Financial Year
1. Details of public policy positions advocated by the entity:
Directly sourced from MSMEs/small producers 22% 15%
Sourced directly from within the district and neighbouring districts* 21% 18%
S. No. Public policy Method Whether information Frequency of Review by Board Web Link, if available
advocated resorted available in public domain? (Annually/Half yearly/ * The input material purchases from within the same state have been considered for sourcing from within the district and
for such (Yes/No) Quarterly/Others – please neighbouring districts.
advocacy specify)
- Nil Nil No Nil - Leadership Indicators
The Company has not enunciated any public policy on its domain matter. 1. Provide details of actions taken to mitigate any negative social impacts identified in the Social Impact Assessments (Reference:
Question 1 of Essential Indicators above):
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Annual Report 2022-23
Details of negative social impact identified Corrective action taken 6. Details of beneficiaries of CSR Projects:
There are no negative impacts. S. No. CSR Project No. of persons benefitted from % of beneficiaries from vulnerable and
However, projects are undertaken maintaining all environmental related Not applicable as there are no negative impacts. CSR Projects marginalized groups
recommendations mentioned in the ToR report issued by competent authority. 1. iTrain 1,32,727 across all locations Not Applicable as The Company does not have information on mar-
ginalized/vulnerable groups
2. Provide the following information on CSR projects undertaken by your entity in designated aspirational districts as identified by
government bodies:
PRINCIPLE 9: Businesses should engage with and provide value to their consumers in a responsible manner
S. No. State Aspirational District Amount spent (In INR)
1. Andhra Pradesh Vizianagaram 64910 Essential Indicators
2. Assam Barpeta 32536
1. Describe the mechanisms in place to receive and respond to consumer complaints and feedback.
3. Bihar Gaya 78697
4. Bihar Muzaffarpur 149708 The Company has established an adequate grievance redressal mechanism for the consumers which addresses customer concerns,
5. Bihar Sitamarhi 48482 feedbacks and complaints. The Company maintains a specific section in its website, a dedicated email id and dedicated phone
6. Chhattisgarh Korba 111727 numbers including a toll-free number where the customers can post their queries, grievances, suggestions, feedback for the products
7. Chhattisgarh Rajnandgaon 38976 and/or services of the Company. Wherever required, the Company escalates the complaints to the level of business heads, regional
8. Jharkhand Bokaro 29983 heads/ functional heads and other concerned officials.
9. Jharkhand Chatra 70375 Receiving Grievances
10. Jharkhand Godda 17841
Berger Paints has created multiple means through which affected parties can bring their grievances to the attention of the company.
11. Jharkhand Palamu 102094
12. Jharkhand Purbi Singhbhum 67401 • Email: [email protected]
13. Karnataka Raichur 3453 • Post: To registered office at Berger House, 129 Park Street, Kolkata 700017
14. Odisha Dhenkanal 24166
• Phone: Call Centre with multi-lingual language support at 1800 103 6030 OR phone numbers of Berger’s registered office,
15. Odisha Kalahandi 27347
+91 33 2229 9724/2229 6005/06/1
3. (a) Do you have a preferential procurement policy where you give preference to purchase from suppliers comprising marginalized
• Fax: Over facsimile +91 33 2249 9009/9729
vulnerable groups? (Yes/No)-No as the Company does not have information on marginalized/vulnerable groups.
• Website: https://www.bergerpaints.com/customer-service/contact-details.html
(b) From which marginalized/vulnerable groups do you procure? The Company does not have information on marginalized/
vulnerable groups. • Social Media: Facebook, Twitter, Instagram, Pinterest, YouTube.
(c) What percentage of total procurement (by value) does it constitute? Consequent to answer in (b)- Not Available. • ORM Tool: The Simplify360 tool is used by the company for online listening and capturing the digital voice of various
4. Details of the benefits derived and shared from the intellectual properties owned or acquired by your entity (in the current financial stakeholders across platforms. This allows Berger Paints the ability to identify and reach out to parties who have problems that
year), based on traditional knowledge: need solving.
Not Applicable, as the Company is not involved in such trade. • Offline: Complaints can be registered with any of the company’s sales offices across the country. The contact details of these
offices are available on the company’s website as well in the annual report and on its trade pricelists.
S. No. Intellectual Property based Owned/ Acquired Benefit shared Basis of calculating benefit share
Information regarding the various means of reaching Berger are adequately publicized through various physical and digital means.
on traditional knowledge (Yes/No) (Yes / No)
All product packaging, promotion material, printed matter, digital resources of the company carry details of the manner in which
- - - - - stakeholders can escalate their grievances to the company.
- - - - - Registering Grievances
5. Details of corrective actions taken or underway, based on any adverse order in intellectual property related disputes wherein usage
All complaints and grievances are registered and archived digitally on Microsoft Dynamics CRM or SharePoint depending on the
of traditional knowledge is involved. Not Applicable
nature of the complaint, with a unique Service Request number and date.
Name of authority Brief of the Case Corrective action taken
The [email protected] email address is used to transmit and escalate complaints to the personnel in various
- - - functions and divisions tasked with assessing and resolving them.
- - - The Customer Grievance Officer monitors all grievances till they are closed.
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Annual Report 2022-23
Assess and Resolve Grievances 5. Does the entity have a framework/ policy on cyber security and risks related to data privacy? (Yes/No) If available, provide a
web-link of the policy. Yes
Product Complaints - Any product complaint received by Berger Paints whether online or offline is attended to and investigated
by technically competent personnel from the concerned business division. These are also logged into a SharePoint portal and details Web-link of the Cyber Security Policy- https://www.bergerpaints.com/resources/pdf/quality-policy/Cyber-Security-Policy.pdf
are shared with the concerned product, production and R&D team members for information and further investigation. 6. Provide details of any corrective actions taken or underway on issues relating to advertising, and delivery of essential services;
cyber security and data privacy of customers; re-occurrence of instances of product recalls; penalty / action taken by regulatory
Service Complaints - A Complaint regarding service failure at any worksite are attended to and investigated by personnel from
authorities on safety of products/services.
the concerned business division.
As regards complaints against delivery of essential services the Company evaluates the complaints and wherever necessary resolves
Shareholder Issues or Complaints - These are attended to by the secretarial and legal department in a time-bound manner.
the same. As no one has complained on issues relating to advertising; cyber security and data privacy of customers; re-occurrence
Dealer/Distributor Complaints - These are attended to by the sales team members and are tracked till closure by the national of instances of product recalls, there is no corrective action necessary.
head of sales.
Leadership Indicators
Service Provider (Interior Designers, Painters, Architects etc.) Complaints - These are attended to by exclusive field teams
who are deployed to service these stakeholders. 1. Channels/platforms where information on products and services of the entity can be accessed (provide web link, if available).
www.bergerpaints.com
2. Turnover of products and/ services as a percentage of turnover from all products/service that carry information about: 2. Steps taken to inform and educate consumers about safe and responsible usage of products and/or services.
As a percentage to total turnover Dealers meet, Customer Complaint Resolution meets on quarterly or yearly basis to discuss about safe and responsible usage of
products and/or services.
Environmental and social parameters relevant to the product 80%
Safe and responsible usage 100% Usage instructions of the company’s decorative products are available online on www.bergerpaints.com. The Product Data Sheet
Recycling and/or safe disposal Nil (PDS) & Material Safety Data Sheet (MSDS) for each product is also provided for the customer to access.
3. Mechanisms in place to inform consumers of any risk of disruption/discontinuation of essential services.
3. Number of consumer complaints in respect of the following:
The Company interacts with dealers on regular basis and all changes/proposed changes in operations are communicated in a
FY 22-23 Remarks FY 21-22 Remarks proactive basis.
(Current Financial Year) Previous Financial Year)
4. Does the entity display product information on the product over and above what is mandated as per local laws? (Yes/No/Not
Received during the Pending resolution Received during Pending resolution Applicable) If yes, provide details in brief. Did your entity carry out any survey with regard to consumer satisfaction relating to the
year at end of year the year at end of year major products/services of the entity, significant locations of operation of the entity or the entity as a whole? (Yes/No)
Data privacy Nil Nil - Nil Nil -
Yes, a customer survey of Express Painting customers is carried out on completion of the job and customers rate the quality of the
Advertising Nil Nil - 3 Nil -
service experience, products, contractors and workmanship.
Cyber-security Nil Nil - Nil Nil -
Delivery 5. Provide the following information relating to data breaches:
of essential NA a. Number of instances of data breaches along-with impact: Nil
services
b. Percentage of data breaches involving personally identifiable information of customers: Nil
Restrictive Nil Nil - Nil Nil -
Trade
Practices
Unfair Trade Nil Nil - Nil Nil -
Practices
Other Nil Nil - Nil Nil -
4. Details of instances of product recalls on account of safety issues:
Number Reasons for recall
Voluntary recalls Nil Nil
Forced recalls Nil Nil
This is a decorative product sold on retail basis and traditionally there is a no practice of recall in such product distribution.
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Annual Report 2022-23
ANNEXURE - IX The names and categories of the Directors on the Board at the close of business hours on 31st March, 2023, their attendance
at the Board meetings held during the year under review and at the last Annual General Meeting (AGM), names of
other listed entities in which the Director is a director and the number of Directorships and Committee Chairmanships/
Memberships held by them in other public limited companies are given herein below:
Directorship/Committee Memberships
Attendance at Meetings in other Companies Directorship in
(including Berger Paints India Limited) other Listed entities
Name of the Director Category of Director (Names of the listed entities
No. of No. of No. of and the category
Attendance
CORPORATE GOVERNANCE Board Directorships in Committee of directorship)
at last
Meetings Public Limited Memberships/
AGM#
attended Companies* Chairmanship*
MR KULDIP SINGH NON-EXECUTIVE
FOR THE YEAR ENDED 31st MARCH, 2023 DHINGRA* CHAIRMAN/ Relaxo Footwears Limited
(DIN-00048406) PROMOTER 7 P 16 –
(Independent Director)
(NON-INDEPENDENT)
In accordance with the provisions of Regulations 17 to 27, 46 (2) (b) to (i) and Schedule V of the Securities and Exchange Board of India
MR GURBACHAN SINGH NON-EXECUTIVE
(Listing Obligations and Disclosure Requirements) Regulations, 2015, (“the Listing Regulations”), the report containing the details of DHINGRA* VICE CHAIRMAN/ 2
(DIN-00048465) PROMOTER 6 P 14 –
(Chairman of 1)
Corporate Governance at Berger Paints India Limited is as follows: (NON-INDEPENDENT)
MR ABHIJIT ROY MANAGING
(DIN-03439064) DIRECTOR & CEO 7 P 7 1 –
Corporate Governance provides that a Company is directed in such a way that it performs efficiently and effectively, keeping in view (NON-INDEPENDENT)
the long term interest of the stakeholders, while respecting laws and regulations of land and contributing, as a responsible corporate MS RISHMA KAUR* EXECUTIVE DIRECTOR
citizen, to the national exchequers. (DIN-00043154) (NON-INDEPENDENT, 6 P 18 – –
LADY DIRECTOR)
MR KANWARDIP SINGH EXECUTIVE DIRECTOR
COMPANY’S PHILOSOPHY DHINGRA* (NON-INDEPENDENT) 7 P 7 – –
(DIN-02696670)
MR NARESH GUJRAL NON-EXECUTIVE
Berger Paints India Limited believes that credibility vests in good Corporate Governance procedures which help maintain professional, (DIN-00028444) (INDEPENDENT) 5 P 14 1 –
transparent, ethical and perpetual business. It encourages all its stakeholders’ co-operation and such co-operation is enhanced as the
MR PULAK CHANDAN NON-EXECUTIVE 1. Vaibhav Global Limited
Company adheres to the best governance practices. PRASAD (INDEPENDENT)
6 P 4 1
(Non- Executive Director)
(DIN-00003557) 2. Triveni Turbine Limited
(Non- Executive Director)
BOARD OF DIRECTORS MR ANOOP HOON NON-EXECUTIVE
(DIN-00686289) (INDEPENDENT) 7 P 2 1 –
The Board has an optimum combination of Executive and Non-Executive Directors. MRS SONU HALAN NON-EXECUTIVE 1. Whirlpool of India Limited
BHASIN (INDEPENDENT, LADY (Independent Director)
(DIN-02872234) DIRECTOR) 2. Sutlej Textiles and Industries
Limited
The Board comprises 11* Directors of which, 3 are Executive Directors (2 of whom are part of the promoter group), 2 are Non- (Independent Director)
5 3. Indus Towers Limited
Executive (both are part of the promoter group) and 6* are Non-Executive, Independent Directors as per the details given in the table 5 P 8
(Chairperson of 1) (Independent Director)
provided in the next page. The composition of the Board is in conformity with Regulation 17 of the Listing Regulations read with 4. Multi Commodity Exchange
of India Limited
Section 149 of the Companies Act, 2013 ("the Act"). (Independent Director)
5. KFIN Technologies Limited
(Independent Director)
The Chairman of the Board is a Non-Executive, Promoter Director and is not related to the Managing Director & the Chief Executive DR ANOOP KUMAR NON-EXECUTIVE
MITTAL (INDEPENDENT) Welspun Enterprises Limited
6 P 8 4
Officer in accordance with the definition of the term “relative” defined under the Act. He is entitled to maintain an office in accordance (DIN-05177010) (Director)
with Regulation 27(1) read with Schedule-II (Part E) of the Listing Regulations. The Company reimburses the expenses incurred by the GOPAL KRISHNA PILLAI* NON-EXECUTIVE Adani Ports and Special
(w.e.f. 15.05.2023) (INDEPENDENT) 4
Chairman in the course of performance of his duties. - - 4 Economic Zone Limited
(DIN-02340756) (Chairman of 1)
(Independent Director)
# P denotes present in the meeting & A absent in the meeting.
* Please Refer Notes * Please refer Notes below.
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Annual Report 2022-23
NOTES:
Name of Directors Qualification Skills/Expertise/Competence possessed, required
• Includes directorships in private companies but does not include body corporates incorporated outside India. Further, none of them for the business and actually available
is a member of more than ten committees or chairman/chairperson of more than five committees across all the public companies in
Mr Kanwardip Singh Dhingra Bachelor’s degree in Chemical Has got experience in Manufacturing and
which he/she is a Director.
(Executive Director) Engineering from University of Akron, Process Engineering and accordingly contributes
• Mr. Gopal Krishna Pillai (DIN: 02340756) has been appointed as an Additional Director of the Company with effect from 15th May, Ohio, USA with specialization in to setting up of various projects of the Company,
2023 to hold office as a Non-Executive, Independent Director of the Company for a term of 5 (five) consecutive years, subject to Polymer Engineering and minor in its subsidiaries and associates, looking into its
approval of the Members of the Company at the ensuing AGM. Chemistry manufacturing and technical matters.
For the purpose of determination of limit of the Board Committees, chairmanship and membership of the Audit Committee and Mr Naresh Gujral Fellow Member of the Institute of An eminent industrialist and a social activist. He is
Stakeholders’ Relationship and Investor Grievance Committee have been considered as per Regulation 26(1)(b) of the Listing (Non-Executive, Independent Chartered Accountants of India the founder of Span India Group and is on the Board
Regulations. Director) of a number of reputed companies. Expert in the
field of management and decision-making including
• Mr Kuldip Singh Dhingra and Mr Gurbachan Singh Dhingra are brothers. policy related matters.
• Ms Rishma Kaur is the daughter of Mr Kuldip Singh Dhingra and Mr Kanwardip Singh Dhingra is the son of Mr Gurbachan Mr Pulak Chandan Prasad (Non- B.Tech, IIT, Delhi, Post Graduate He is an expert in the field of management and
Singh Dhingra. Other directors are not related inter-se except the above. Executive, Independent Director) Diploma in Management from IIM, finance, which is the key to decision making and
• The status of independence is as per the requirement of the provisions of the Act as well as the Listing Regulations. Ahmedabad framing of long term strategies. Has an understanding
of complex business and regulatory environment,
A chart or a matrix setting out the core skills/expertise/competence identified by the Board of Directors as required in the context decision making capabilities and developing sound
of business and sector for it to function effectively and those actually available with the Board along with the names of Directors governance practices.
who have such skills/expertise/competence: Mr Anoop Hoon B.A. in Economics and Post Graduate in Has experience in marketing, sales, organisational
Name of Directors Qualification Skills/Expertise/Competence possessed, required (Non-Executive, Independent IR & PM from XLRI, Jamshedpur development, HR, supply chain and commercial
Director) functions. He also served as a Business Head of
for the business and actually available
various leading corporates where he was associated.
Mr Kuldip Singh Dhingra Science Graduate, Hindu College, Delhi Mr Kuldip Singh Dhingra is a promoter, an
University industrialist with long standing experience in the Mrs Sonu Halan Bhasin B.Sc. (Hons) in Mathematics, St Wide range of experience in handling financial
(Chairman)
paint and related industries. His rich experience and (Non-Executive, Independent Stephen's College, Delhi University and management and developing management strategies.
expertise is helpful for the organic and inorganic Director) MBA: Faculty of Management Studies Expert in policy making, strategic planning and also
growth of the business. (FMS), Delhi University authored a book on entrepreneurship and success.
Mr Gurbachan Singh Dhingra Graduate Mr Gurbachan Singh Dhingra is a promoter, an
Dr Anoop Kumar Mittal B.E. in Civil Engineering from Thapar Wide range of expertise and experience in the sector
(Vice Chairman) industrialist and has a considerable experience in
(Non-Executive, Independent Institute of Engineering & Technology, of construction, infrastructure, real estate, advisory
paint industry, especially in its technical aspects.
Director) Punjab University, Patiala. He was function, policy making and management. A
His expertise is helpful for the business growth, its conferred "Doctor of Philosophy" renowned civil engineer, has helped develop various
manufacturing and technical aspects. (Honoris Causa) - Chancellor, Singhania flagship schemes and has been a part of advisory and
Mr Abhijit Roy BE (Mechanical), Jadavpur University & Vast experience of accomplishing sales, understanding University policy making in different government sectors.
(Managing Director and Chief Post Graduate Diploma in Management of market and consumers, contemporary marketing
Executive Officer) from IIM, Bangalore strategy, branding strategies and business promotion. He Mr Gopal Krishna Pillai B.Sc. from St. Joseph’s College, An Administrator who has worked in various senior
possesses leadership experience in handling financial (Non-Executive, Independent Bangalore, M.Sc. from IIT, Madras and positions in the Central and State Government and
Director) IAS (Retd.) will bring in new strategies for growth and guide the
management and strategic planning with a vision of the
management with his rich experience and managerial
future. He has been honoured with the Distinguished
capabilities.
Alumni Award 2023 by the prestigious IIM, Bangalore.
Ms Rishma Kaur B.Sc (Hons.) in Business Studies, Has got experience and knowledge in paint industry.
(Executive Director) University of Buckingham, U.K. She has been involved in development of business MEETINGS AND ATTENDANCE:
Studied German language, University of including those relating to large projects in decorative
Seven Board Meetings were held during the year 2022-2023 and the gap between two consecutive Meetings did not exceed one
Augsberg, Bavaria, Germany paints, development of marketing initiatives and
corporate affairs. hundred and twenty days. The Board Meeting dates for a calendar year are usually finalized in the previous calendar year to provide
sufficient notice.
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Annual Report 2022-23
Sixteen resolutions of the Board were passed by circulation during the financial year 2022-2023 and the dates of the Board Meetings Once appointed, the Independent Directors undergo Familiarization Programme of the Company. Necessary information and
were as follows: supportive documents in respect of paint industry, the regulatory environment under which the Company operates and Annual
Reports of past financial years are provided to the Independent Directors. The Independent Directors hold one-on-one discussions
SR. NO. DATE OF MEETING NO. OF DIRECTORS PRESENT
with Key Functional Heads of the Company to understand various functions which are critical to the business performance of the
1 20.04.2022 and 21.04.2022 09 Company. The Independent Directors are also provided with financial results, internal audit findings, risk inventories and other
2 26.05.2022 08 specific documents as sought for from time to time. The Independent Directors are also made aware of all policies and Code of
Conduct and Business Ethics adopted by the Board.
3 04.08.2022 10
Details of the Familiarization Programme imparted during the year under review has been uploaded on the website of the Company
4 26.09.2022 08
at www.bergerpaints.com and is available at https://www.bergerpaints.com/about-us/familiarization-program.html.
5 10.11.2022 09
III. Formal Letter of Appointment:
6 12.01.2023 08
In terms of the provisions of Regulation 46(2)(b) of the Listing Regulations and Section 149 of the Act, and Rules framed
7 02.02.2023 10
thereunder, the Independent Directors of the Company have been appointed for a period of five years by the Members of the
NOTES: Company at the General Meetings. A formal letter of appointment setting out the terms and conditions of appointment, roles and
functions, responsibilities, duties, fees and remuneration, liabilities, resignation/removal, etc., as specified under Schedule IV to
• No sitting fees are paid for attending the Board Meetings and Meetings of the Committees thereof.
the Act, has been issued to each of the Independent Directors subsequent to obtaining approval of the Members to their respective
• Required quorum was present at all Meetings. appointments. The terms and conditions of such appointment are also made available on the website of the Company and at
• Compensation paid/payable to Non-Executive Directors is given under “Remuneration Policy” section of this report. https://www.bergerpaints.com/about-us/standard-letter-of-appointment.html.
• The Minutes of the subsidiary companies are placed before the Board except in the case of Berger Paints Overseas Limited, IV. As required under Regulation 25(8) of the Listing Regulations, the Independent Directors of the Company have confirmed that
Russia, where such Minutes are not required as per the laws of that land. they are not aware of any circumstance or situation which exists or may be reasonably anticipated that could impair or impact
their ability to discharge their duties. Based on the declarations and confirmations received from the Independent Directors, the
INDEPENDENT DIRECTORS: Board of Directors confirmed that the Independent Directors of the Company meet the criteria of independence as stipulated under
Regulation 16(1)(b) of the Listing Regulations read with Section 149(6) of the Act, and the Rules framed thereunder and they are
I. Meetings:
independent of the management.
As stipulated by the Code of Independent Directors under the Act and the Listing Regulations, a separate Meeting of the Independent
Pursuant to Section 150(1) of the Act, read with the Companies (Appointment and Qualification of Directors) Rules, 2014, all the
Directors of the Company was held on 2nd February, 2023 to review the performance of Non-Independent Directors (including
Independent Directors of the Company are registered on the website of Indian Institute of Corporate Affairs.
the Chairman) and the Board as a whole. The Independent Directors also reviewed the quality, quantity and timeliness of flow
In compliance with Regulation 36(3) of the Listing Regulations read with the Secretarial Standard on General Meetings
of information between the Company's management and the Board that is necessary for the Board Members to effectively and
(SS-2) issued by the Institute of Company Secretaries of India (ICSI), the required information about the Directors proposed to be
reasonably perform their duties.
appointed/re-appointed has been annexed to the Notice convening the 99th Annual General Meeting.
II. Familiarization Programme for Independent Directors:
None of the Directors on the Board holds directorships in more than ten public companies. None of the Independent Directors serve
In order to encourage active participation from the Independent Directors and also to enable them to understand the business as an Independent Director on more than seven listed entities. Necessary disclosures regarding Committee positions in other public
environment of the Company, a Familiarization Programme for the Independent Directors has been adopted and implemented. companies as on 31st March, 2023 have been made by the Directors.
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Annual Report 2022-23
COMMITTEES OF DIRECTORS: Seven resolutions by circulation were passed by the Audit Committee and six Audit Committee Meetings were conducted during the
year 2022-2023 as detailed below:
I. AUDIT COMMITTEE:
The Composition, Meetings and Attendance of the Members of Audit Committee is as under: SR. NO. DATE OF MEETING
SR. NO. NAME OF DIRECTORS CATEGORY NO. OF MEETINGS ATTENDED 1 20.04.2022
1 MRS SONU HALAN BHASIN CHAIRPERSON 5 2 26.05.2022
2 MR GURBACHAN SINGH DHINGRA MEMBER 5 3 04.08.2022
3 MR PULAK CHANDAN PRASAD MEMBER 5 4 10.11.2022
4 MR NARESH GUJRAL MEMBER 4
5 12.01.2023
5 DR ANOOP KUMAR MITTAL MEMBER 5
6 02.02.2023
Mr Arunito Ganguly acts as the Secretary to the Audit Committee.
NOTES: II. COMPENSATION AND NOMINATION AND REMUNERATION COMMITTEE:
1. The quorum for Independent Directors as required under Regulation 18(2)(b) of the Listing Regulations was complied with during the year.
The Compensation and Nomination and Remuneration Committee’s (“the Remuneration Committee”) constitution and terms
2. Invitees/Participants: of reference are in compliance with the provisions of Section 178 of the Act and Regulation 19 of the Listing Regulations. The
• The Managing Director & CEO and Vice President & CFO are permanent invitees to all Audit Committee Meetings. The Remuneration Committee fulfils the roles as laid out in the Act and as per roles specified in Part D of Schedule II of the Listing
Committee also invites Members of the Board to attend Meetings of the Committee as per their convenience.
Regulations which are as below:
• The Head of the Internal Audit Department attends all the Audit Committee Meetings and briefs the Committee on all the points
covered in the Internal Audit Report. (1) Formulation of the criteria for determining qualifications, positive attributes and independence of a director and recommend
• The representatives of the Statutory Auditors have attended the Audit Committee Meetings held during the year. to the Board of Directors a policy relating to the remuneration of the directors, key managerial personnel and other
employees.
The terms of reference of the Audit Committee covers the matters specified under the Listing Regulations read with Section 177
of the Act. (1A) For every appointment of an independent director, the Remuneration Committee shall evaluate the balance of skills,
Roles & Responsibilities of the Audit Committee, inter-alia, includes, the following: knowledge and experience on the Board and on the basis of such evaluation, prepare a description of the role and capabilities
• Overseeing the Financial Reporting process. required for an independent director. The person recommended to the Board for appointment as an independent director shall
have the capabilities identified in such description. For the purpose of identifying suitable candidates, the Committee may:
• Disclosure of financial statements.
• Recommending appointment/removal of external Auditors and fixing their remuneration. a. use the services of an external agency, if required;
• Reviewing the quarterly and annual financial statements before submission to the Board. b. consider candidates from a wide range of backgrounds, having due regard to diversity; and
• Reviewing the adequacy of the internal audit function including the structure and staffing of the internal audit department. c. consider the time commitments of the candidates.
• Ensuring adequacy of the internal control system. (2) Formulation of criteria for evaluation of performance of Independent Directors and the Board of Directors.
• Reviewing findings of internal investigations.
(3) Devising a policy on diversity of Board of Directors.
• Discussing the scope of audit with internal auditors.
(4) Identifying persons who are qualified to become directors and who may be appointed in senior management in accordance
• Reviewing the Company’s financial and risk management policies, looking into reasons for substantial defaults, if any, of non-
payment to stakeholders. with the criteria laid down, and recommend to the Board of Directors their appointment and removal.
• Granting omnibus approval for related party transactions proposed to be entered by the Company under Section 177 (5) Whether to extend or continue the term of appointment of the Independent Directors, on the basis of the report of performance
of the Act. evaluation of Independent Directors.
• Regulation 24 (2) which states about the review of financial statements of unlisted subsidiary by audit committee, particularly
(6) Recommend to the Board, all remuneration, in whatever form, payable to senior management.
the investments.
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Annual Report 2022-23
The Composition, Meetings and Attendance of the Members of Remuneration Committee is as under: PERFORMANCE EVALUATION CRITERIA FOR INDEPENDENT DIRECTORS:
Your Company understands the requirements of an effective Board Evaluation process and accordingly conducts the Performance
SR. NO. NAME OF DIRECTORS CATEGORY NO. OF MEETINGS ATTENDED
Evaluation every year in respect of the following:
1 MR ANOOP HOON CHAIRMAN 4
i. Board of Directors as a whole.
2 MR KULDIP SINGH DHINGRA MEMBER 4
ii. Committees of the Board of Directors.
3 MR PULAK CHANDAN PRASAD MEMBER 3
iii. Individual Directors including the Chairman of the Board of Directors.
4 DR ANOOP KUMAR MITTAL MEMBER 3
In compliance with the requirements of the provisions of Section 178 of the Act, the Listing Regulations and the Guidance Note on
Mr Arunito Ganguly acts as the Secretary to the Remuneration Committee.
Board Evaluation issued by SEBI in January 2017, your Company has carried out an online performance evaluation process internally
Ten resolutions by circulation of the Remuneration Committee were passed and four Remuneration Committee Meetings were held
for the Board/Committees of the Board/Individual Directors including the Chairman of the Board of Directors for the financial year
during the year 2022-2023 as detailed below:
ended 31st March, 2023. During the year under review, the Company has complied with all the criteria of evaluation as envisaged in
SR. NO. DATE OF MEETING the SEBI Circular on ‘Guidance Note on Board Evaluation’.
1 26.05.2022 The key objectives of conducting the Board Evaluation process were to ensure that the Board and various Committees of the Board
2 04.08.2022 have appropriate composition of Directors and they have been functioning collectively to achieve common business goals of your
3 12.01.2023 Company. Similarly, the key objective of conducting performance evaluation of the Directors through individual assessment and
4 02.02.2023 peer assessment was to ascertain if the Directors actively participate in the Board/Committee Meetings and contribute to achieve the
common business goals of the Company.
EMPLOYEE STOCK OPTION PLAN: The Directors carry out the aforesaid performance evaluation in a confidential manner and provide their feedback on a rating scale of
Your Company had earlier re-introduced the ESOP Scheme, aligned with the Securities and Exchange Board of India (Share Based 1-5. Duly completed formats were sent to the Chairman of the Board and the Chairman/Chairperson of the respective Committees of
Employee Benefits) Regulations, 2014 in the year 2016 in accordance with the approval of the members granted at the Annual General the Board for their consideration. The performance evaluation feedback of the Chairman was sent to the Chairman of the Remuneration
Meeting held on 3rd August, 2016, to reward eligible employees. Committee.
In accordance with the aforesaid scheme of 2016, the Compensation and Nomination and Remuneration Committee This year also, the outcome of such performance evaluation exercise was discussed at a separate Meeting of the Independent
("The Remuneration Committee") has granted 98,877 options on 17th October, 2022 to 260 eligible employees including the following Directors held on 2nd February, 2023 and was later tabled at the Remuneration Committee Meeting held on 2nd February, 2023. The
Key Managerial Personnel:- Remuneration Committee forwarded their recommendation based on such performance evaluation process to the Board of Directors
and the same was tabled at the Board Meeting held on 2nd February, 2023.
S.No. Name No. of options granted
1. Mr Abhijit Roy 1,440 After completion of internal evaluation process, the Board of Directors at its Meeting held on 2nd February, 2023, also discussed the
2. Mr Vikash Sarda * 739 performance evaluation of the Board, its Committees and individual directors. The performance evaluation of independent directors of
3. Mr Kaushik Ghosh ** 553
the Company were done by the entire Board of Directors, excluding the independent directors being evaluated and after being satisfied
* Mr Vikash Sarda was appointed as the Vice President & CFO w.e.f. 01.10.2022. He resigned as the Vice President & CFO of the with the outcome, it was noted that the Committees are working effectively.
Company w.e.f. close of business hours on 04.01.2023.
Pursuant to Section 178(3) of the Act and Regulation 19(4) of the Listing Regulations, the Remuneration Committee is entrusted with
** Mr Kaushik Ghosh was appointed as the Vice President & CFO w.e.f. 12.01.2023 responsibility of formulating criteria for determining qualifications, positive attributes and independence of an independent director.
The Committee had also allotted 98,996 equity shares of `1 each (face value) to eligible employees (including Key Managerial This can be viewed at https://www.bergerpaints.com/about-us/criteria-policy.html.
Personnel) upon exercise of their options earlier granted to them. The allotment of the aforesaid shares were made on 4th April, 2022
(25,760 equity shares), on 2nd January, 2023 (50,187 equity shares) and on 8th March, 2023 (23,049 equity shares), respectively. REMUNERATION OF DIRECTORS:
For further details, please refer to Annexure II to the Directors' Report where detailed information required to be disclosed in terms In compliance with the requirements of Section 178 of the Companies Act, 2013, Rules framed thereunder and pursuant to the
of the provisions of the SEBI (Share Based Employee Benefits) Regulations, 2014 are enclosed. provisions of Regulation 19(4) of the Listing Regulations, the Board of Directors of the Company has adopted a Nomination and
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Annual Report 2022-23
Remuneration Policy for the Directors, Key Managerial Personnel (KMPs), Senior Management Personnel (SMPs), Functional Heads The details of the remuneration paid/payable to the Non-Executive Directors for the Financial Year 2022-2023 are as follows:
and other employees of the Company. The policy provides for criteria and qualifications for appointment of Directors, KMPs and
NAME OF DIRECTORS COMMISSION (`) SITTING FEES (`) TOTAL (`)
SMPs, remuneration paid/payable to them, Board diversity, etc. The said policy has been uploaded on the website of the Company at
MR KULDIP SINGH DHINGRA 18,00,000 - 18,00,000
https://www.bergerpaints.com/about-us/remuneration-policy.html.
MR GURBACHAN SINGH DHINGRA 10,00,000 - 10,00,000
The remuneration of Directors is as under:
MR NARESH GUJRAL 7,20,000 - 7,20,000
A. EXECUTIVE DIRECTORS MR PULAK CHANDAN PRASAD - - -
The details of the remuneration paid/payable to the Executive Directors for the Financial Year 2022-2023 are as follows: MR ANOOP HOON 7,20,000 - 7,20,000
MR ABHIJIT ROY MR KANWARDIP SINGH MS RISHMA KAUR MRS SONU HALAN BHASIN 7,20,000 - 7,20,000
PARTICULARS
(`) DHINGRA (`) (`) DR ANOOP KUMAR MITTAL 7,20,000 - 7,20,000
FIXED COMPONENTS: TOTAL 56,80,000 - 56,80,000
CONSOLIDATED SALARY 4,34,23,152 54,48,744 54,48,744
Total number of equity shares of `1/- each held by Key Managerial Personnel (KMPs) as on 31st March, 2023 are as follows:
COMPANY’S CONTRIBUTION TO
NAME OF KMPs DESIGNATION NUMBER OF EQUITY SHARES HELD
PROVIDENT FUND, GRATUITY AND 77,79,005 3,26,035 3,19,035
MR ABHIJIT ROY MANAGING DIRECTOR & CEO 77,910
SUPERANNUATION FUND
ALLOWANCES AND ESTIMATED MR KAUSHIK GHOSH* VICE PRESIDENT & CFO 17,069
88,33,692 3,65,047 3,39,253 MR ARUNITO GANGULY VICE PRESIDENT & COMPANY SECRETARY NIL
PERQUISITES IN KIND
N.B: i) Mr Srijit Dasgupta ceased to be the Director-Finance & CFO of the Company w.e.f. close of business hours on
VARIABLE COMPONENTS:
30.09.2022. He was holding 92,020 shares as on 30.09.2022.
SEVERANCE FEES - - - ii) Mr Vikash Sarda was appointed as the Vice President & CFO of the Company w.e.f. 01.10.2022. He resigned as the
COMMISSION 1,17,38,341 - - Vice President & CFO of the Company w.e.f. close of business hours on 04.01.2023. He was holding NIL shares
as on 04.01.2023.
PERFORMANCE INCENTIVE - 3,76,035 3,76,035
*Mr Kaushik Ghosh was appointed as the Vice President & CFO of the Company w.e.f. 12.01.2023.
ESOP DETAILS 12,95,311 - -
TOTAL 7,30,69,501* 65,15,861 64,83,067 III. SHAREHOLDERS’ COMMITTEES:
* Includes the value of ESOPs. A. SHARE TRANSFER COMMITTEE:
B. NON-EXECUTIVE DIRECTORS: The Composition, Meetings and Attendance of the Members of Share Transfer Committee is as under:
The Board of Directors upon recommendation of Compensation and Nomination and Remuneration Committee (Remuneration SR. NO. NAME OF DIRECTORS CATEGORY NUMBER OF MEETINGS ATTENDED
Committee) decides on the remuneration of the Non-Executive Directors in accordance with the provisions of the Articles of 1 MR ABHIJIT ROY CHAIRMAN 12
Association of the Company subject to the approval of the Members. Such remuneration is also in line with the Remuneration 2 MR SRIJIT DASGUPTA* MEMBER 06
Policy of the Company and in terms of the specific requirements under the Act and the Listing Regulations. 3 MR ANOOP HOON MEMBER 12
4 MR VIKASH SARDA** MEMBER 02
Remuneration by way of sitting fees for attending Board Meetings were paid to the Non-Executive, Independent Directors upto
5 MR KAUSHIK GHOSH*** MEMBER 03
the Board Meeting held on 5th August, 2019. Thereafter, the Board discussed and the Non-Wholetime Directors waived their right
to receive sitting fees for the future meetings of the Board. 6 MR ARUNITO GANGULY MEMBER 12
The Non-Executive Directors are also entitled to a Commission on Net Profits not exceeding 1% in aggregate of the Net Profits * Mr Srijit Dasgupta ceased to be the Director-Finance & CFO of the Company w.e.f. close of business hours on 30.09.2022
and accordingly ceased to be a member of the Committee from that date.
computed in the manner referred to in Section 198 of the Act and Rules framed thereunder, subject to a maximum of Rupees One
** Mr Vikash Sarda was appointed as the Vice President & CFO of the Company w.e.f. 01.10.2022 and a member of the
Crore every year, distributed among them based on the time devoted, advice rendered and expertise lent to the Company. The Committee w.e.f. that date. He resigned as the Vice President & CFO of the Company w.e.f. close of business hours on
same was approved by the Members at the Annual General Meeting held on 4th August, 2017. The annual remuneration payable 04.01.2023 and accordingly ceased to be a member of the Committee from that date.
to a single non-executive director does not exceed fifty percent of the total annual remuneration payable to all non-executive *** Mr Kaushik Ghosh was appointed as the Vice President & CFO of the Company w.e.f. 12.01.2023 and a member of the
directors during the year under review. Committee w.e.f. that date.
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Annual Report 2022-23
Eighteen resolutions by circulation of the Share Transfer Committee were passed and twelve Share Transfer Committee Meetings SHAREHOLDERS’ COMPLAINTS RECEIVED DURING THE YEAR:
were held during the financial year 2022-2023 as detailed below:
• No. of Complaints received during the year : 09
SR. NO. DATE OF MEETING SR. NO. DATE OF MEETING • No. of Complaints resolved during the year : 09
1. 30.04.2022 7. 31.10.2022 • No. of Complaints not resolved to the satisfaction of shareholders : NIL
2. 31.05.2022 8. 30.11.2022 • Pending Complaints as on 31st March, 2023 : NIL
3. 30.06.2022 9. 31.12.2022
4. 01.08.2022 10. 31.01.2023 During FY 2022-23, the complaints received were mainly relating to non-receipt of dividend and/or annual report which were
5. 31.08.2022 11. 28.02.2023 immediately resolved.
6. 30.09.2022 12. 31.03.2023
IV. BUSINESS PROCESS AND RISK MANAGEMENT COMMITTEE:
B. STAKEHOLDERS’ RELATIONSHIP AND INVESTOR GRIEVANCE COMMITTEE: The Board of Directors have defined the procedures, practices, roles and responsibilities of the above mentioned Committee and
has delegated monitoring and reviewing of the Risk Management Plan and Policy to the Committee and such other functions as
The Composition, Meetings and Attendance of the Members of Stakeholders’ Relationship and Investor Grievance
it has deemed fit. The terms of reference of the Committee are as follows:
Committee is as under:
• Framework for identification of internal and external risk, overseeing and monitoring implementation of the Risk
SR. NO. NAME OF DIRECTORS CATEGORY NO. OF MEETINGS ATTENDED
Management Policy.
1 MR GURBACHAN SINGH DHINGRA CHAIRMAN 1
• Validating the process and procedure of Risk Management and Risk Mitigation.
2 MR ABHIJIT ROY MEMBER 1
• Periodically reviewing and evaluating the adequacy of Risk Management Systems.
3 MR ANOOP HOON MEMBER 1
• Keeping the Board of Directors informed about the nature and contents of the discussions in the Risk Management Committee,
Mr Arunito Ganguly acts as the Secretary to the Stakeholders’ Relationship and Investor Grievance Committee. recommendations and actions to be taken pursuant to the discussions.
The Chairman of the Committee was present at the Annual General Meeting held on 26th August, 2022 to answer the queries
The Composition, Meetings and Attendance of Members of Business Process and Risk Management Committee is as under:
of shareholders.
SR. NO. NAME OF DIRECTORS CATEGORY NO. OF MEETINGS ATTENDED
The amended Listing Regulations require the Stakeholders’ Relationship and Investor Grievance Committee of the Board to oversee
1 MR GURBACHAN SINGH DHINGRA CHAIRMAN 2
apart from addressing normal grievances of investors, broadly the following w.e.f. 1st April, 2019, being the terms of reference:
2 MR ABHIJIT ROY MEMBER 2
(1) Resolving the grievances of the security holders of the listed entities including complaints related to transfer/transmission
3 MS RISHMA KAUR MEMBER 2
of shares, non-receipt of annual report, non-receipt of declared dividends, issue of new/duplicate certificates, General
4 MR KANWARDIP SINGH DHINGRA MEMBER 2
Meetings etc.
5 MR SRIJIT DASGUPTA* MEMBER 1
(2) Review of measures taken for effective exercise of voting rights by shareholders.
6 MR ANIL BHALLA MEMBER 2
(3) Review of adherence to the service standards adopted by the listed entities in respect of various services being rendered by 7 MR ANOOP HOON MEMBER 2
the Registrar & Share Transfer Agent. 8 MR VIKASH SARDA** MEMBER 1
(4) Review of the various measures and initiatives taken by the listed entities for reducing the quantum of unclaimed dividends 9 MR KAUSHIK GHOSH*** MEMBER -
and ensuring timely receipt of dividend warrants/annual reports/statutory notices by the shareholders of the Company. * Mr Srijit Dasgupta ceased to be the Director-Finance & CFO of the Company w.e.f. close of business hours on 30.09.2022
and acordingly ceased to be a member of the Committee from that date.
One Stakeholders' Relationship and Investor Grievance Committee Meeting was held on 30th March, 2023 during the financial
** Mr Vikash Sarda was appointed as the Vice President & CFO of the Company w.e.f. 01.10.2022 and a member of the
year 2022-2023. Committee w.e.f. that date. He resigned as the Vice President & CFO of the Company w.e.f. close of business hours on
04.01.2023 and accordingly ceased to be a member of the Committee from that date.
SEBI has vide notification no. SEBI/HO/MIRSD/MIRSD-PoD-1/P/CIR/2023/37 dated 16th March, 2023, required listed
*** Mr Kaushik Ghosh was appointed as the Vice President & CFO of the Company w.e.f. 12.01.2023 and a member of the
companies to ensure having KYC details of shareholders who hold shares in physical form. The Company has complied with the Committee w.e.f. that date.
said requirement. Mr Arunito Ganguly acts as the Secretary to the Business Process and Risk Management Committee.
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Annual Report 2022-23
Two Business Process and Risk Management Committee meetings were convened during the financial year 2022-2023 and the The Composition, Meetings and Attendance of Members of CSR Committee is as under:
dates are as follows:
SR. NO. DATE OF MEETING SR. NO. NAME OF DIRECTORS CATEGORY NO. OF MEETINGS ATTENDED
1 14.07.2022 1 MR KULDIP SINGH DHINGRA CHAIRMAN 1
2 15.12.2022 2 MR ABHIJIT ROY MEMBER 1
3 MS RISHMA KAUR MEMBER 1
V. CORPORATE SOCIAL RESPONSIBILITY:
4 MR ANIL BHALLA MEMBER -
Pursuant to the provisions of Section 135 read with Schedule VII of the Act, the Corporate Social Responsibility (CSR) Committee
5 MR KANWARDIP SINGH DHINGRA MEMBER 1
had been formed. The terms of reference of the CSR Committee, inter-alia, are as follows:
6 DR ANOOP KUMAR MITTAL MEMBER 1
• Formulating and recommending to the Board, a CSR Policy. 7 MR KAUSHIK GHOSH* MEMBER 1
• Recommending the amount of expenditure to be incurred on CSR activities. 8 MR ARUNITO GANGULY MEMBER 1
• Monitoring CSR Policy.
Mr Arunito Ganguly also acts as the Secretary to the CSR Committee.
• The manner of execution of the CSR projects/programmes.
One CSR Committee Meeting was held on 2nd February, 2023 during the financial year 2022-2023.
The Ministry of Corporate Affairs has vide notification dated 22nd January 2021 number G.S.R.40(E) advised corporates to *N.B.:-
realign their CSR activities. The Company had accordingly adopted a new policy pursuant to the recommendation by the CSR • Mr Srijit Dasgupta ceased to be the Director-Finance & CFO of the Company w.e.f. close of business hours on 30.09.2022
Committee and duly adopted by the Board of Directors at its meeting held on 26th May, 2021. Further, the policy was amended and accordingly ceased to be a member of the Committee from that date.
by the Board of Directors by way of a resolution passed through circulation on 30th March, 2023. The amended policy can be • Mr Vikash Sarda was appointed as the Vice President & CFO of the Company w.e.f. 01.10.2022 and a member of the
viewed at https://www.bergerpaints.com/about-us/csr-policy.html Committee w.e.f. that date. He resigned as the Vice President & CFO of the Company w.e.f. close of business hours on
The scope of the CSR activities is contained in the above mentioned link. The role of the CSR Committee is as follows:- 04.01.2023 and accordingly ceased to be a member of the Committee from that date.
• Mr Kaushik Ghosh was appointed as the Vice President & CFO of the Company w.e.f. 12.01.2023 and a member of the
• Recommend, formulate and conduct CSR activities approved by the Board of Directors of the Company and ensure
Committee w.e.f. that date.
compliance of such CSR activities with the provisions of Schedule VII of the Companies Act, 2013.
• Review, allocate, approve and recommend the budget for the CSR expenditures to be undertaken by the Company on an
VI. COMMITTEE OF DIRECTORS FOR REGULAR MATTERS:
annual basis.
Though not mandatory, the Committee was formed and reconstituted on 26th September, 2014 whose primary function is to grant
• Monitoring compliance of the CSR Policy and the expenditures incurred on CSR activities.
approvals and authority to the employees of the Company to conduct routine business, such as opening/closing of bank accounts,
• The list of CSR projects or programmes that are approved to be undertaken in areas or subjects specified in Schedule VII of
change in authorised signatories, authorisation for appearance before court, tax authorities, etc. which require immediate approval.
the Act and the Rules made thereunder as amended from time to time.
The Composition, Meetings and Attendance of Members of Committee of Directors for Regular Matters is as under:
• In case any of the CSR Activities to be undertaken are anticipated to be long term i.e., an ongoing project being for a term
of 3 (three) years excluding the financial year in which it has commenced, then an estimate on implementation schedule or
SR. NO. NAME OF DIRECTORS CATEGORY NO. OF MEETINGS ATTENDED
milestones should be submitted by the CSR Committee to the Board of Directors
1 MR KULDIP SINGH DHINGRA CHAIRMAN 24
.• The manner of execution of such projects or programmes as specified above.
2 MR ABHIJIT ROY MEMBER 23
The Company shall ensure that its CSR Committee will oversee the implementation of the various CSR activities and 3 MR ANOOP HOON MEMBER 24
projects undertaken by the Company, in compliance with the provisions of Section 135 of the Companies Act, 2013 and the Rules
Mr Arunito Ganguly acts as the Secretary to the Committee of Directors for Regular Matters.
framed thereunder.
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Annual Report 2022-23
Twenty-Four Meetings of the above Committee were convened during the financial year 2022-2023 and the dates are as follows: GENERAL BODY MEETINGS:
SR. NO. DATE OF MEETING SR. NO. DATE OF MEETING SR. NO. DATE OF MEETING Date, Time and Venue of the last three Annual General Meetings are as follows:
1 18.04.2022 9 16.08.2022 17 15.12.2022
WHETHER SPECIAL
FINANCIAL YEAR VENUE DATE TIME
2 02.05.2022 10 31.08.2022 18 30.12.2022 RESOLUTION PASSED
3 16.05.2022 11 16.09.2022 19 16.01.2023 2019-20 Video Conferencing 25.09.2020 11:00 a.m. NO
4 01.06.2022 12 30.09.2022 20 31.01.2023 2020-21 Video Conferencing 27.08.2021 11:00 a.m. YES
5 15.06.2022 13 17.10.2022 21 16.02.2023 2021-22 Video Conferencing 26.08.2022 11:00 a.m. YES
6 30.06.2022 14 31.10.2022 22 28.02.2023
POSTAL BALLOT:
8 15.07.2022 15 15.11.2022 23 16.03.2023
The Company did not conduct any business through Postal Ballot during the year under review.
8 01.08.2022 16 30.11.2022 24 31.03..2023
DISCLOSURES:
VII. ENVIRONMENTAL, SOCIAL AND GOVERNANCE (ESG) COMMITTEE:
A As per the amended Listing Regulations, a certificate from a Company Secretary in Practice stating that none of the directors on
The composition of the Committee has not been mandated nor it is defined under any law but going by the expectations of the
the Board of the Company have been debarred or disqualified from being appointed or continuing as the directors of companies
investors, the Committee was formed on 20th October 2022, to support the Company’s on-going commitment to environmental,
by the SEBI ("Securities and Exchange Board of India")/Ministry of Corporate Affairs ("MCA") or any such statutory authority is
health and safety, corporate governance, sustainability and other public policy matters relevant to the Company as a cross-
annexed to this Corporate Governance Report (Annexure–B).
functional senior management Committee of the Board. The ESG Committee has an overall responsibility for the effective
B. The Board has accepted all the recommendations of the various committees of the SEBI which is mandatorily required in the
operations of the Company’s ESG policies and overseeing its implementation.
relevant financial year.
The Composition of the Environmental, Social and Governance Committee is as under: C. The Company has not entered into any materially significant related party transaction which would have potential conflict with the
interest of the Company at large.
SR. NO. NAME OF DIRECTORS CATEGORY
D. The Company has complied with all the applicable requirements of the Listing Regulations.
1 MR ANOOP HOON CHAIRMAN
E. Vigil Mechanism/Whistle Blower Policy has been framed by the Company and no personnel has been denied access to the
2 MR ABHIJIT ROY MEMBER
Audit Committee.
3 MR KAUSHIK GHOSH MEMBER
F. The Company has complied with all the mandatory requirements of Regulation 27(2) of the Listing Regulations and the following
4 MR ANIRUDDHA SEN MEMBER non-mandatory requirement have been adopted by the Entity:
5 MR RANJAN BANERJEE MEMBER 1. Non-Executive Chairman’s Office: The Chairman’s office is separate from that of the Managing Director & CEO. He is
entitled to maintain an office at the Company’s expense and the Company reimburses the expenses incurred by the Chairman
6 MR RAJESH TIWARI MEMBER
in the course of performance of his duties.
7 MR PARTHA PROTIM MONDAL MEMBER
2. Separate posts of Chairman and Managing Director & CEO: The Chairman of the Board is a Non-Executive, Promoter.
8 MR SANJAY BHOWMICK MEMBER
G. The weblink where policy for determining ‘material’ subsidiaries is disclosed and can be viewed at
9 MR DIPANKAR NAG MEMBER https://www.bergerpaints.com/about-us/policy-determine-material-subsidiary.html
10 MR SHRIRANG PANGARKAR MEMBER H. The weblink where policy on dealing with related party transactions can be viewed is
Mr Arunito Ganguly acts as the secretary to the ESG Committee. https://www.bergerpaints.com/about-us/rpt-policy.html
No meeting of the ESG Committee was held during the year. I. The Company has followed all relevant Indian Accounting Standard ("IND AS") while preparing its financial statements.
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Annual Report 2022-23
J. No penalties or strictures have been imposed on the Company by any Stock Exchange or SEBI or any Statutory Authority on any • Any other such important announcement, press/news release is published by the Company in leading English and Bengali
matter related to capital markets during the last three financial years. dailies and also uploaded on the website.
K. Loans and advances in the nature of loans to firms/companies in which directors are interested –N.A. • Since all the information is published in leading newspapers as well as displayed in the Company’s website, hence no individual
information to the shareholders is provided.
L. Material Subsidiaries of the listed entity including the date and place of incorporation and the name and date of appointment of the
statutory auditors of such subsidiaries – N.A. • Presentations made to Institutional Investors and Analysts are uploaded on the website: https://www.bergerpaints.com
M. The total fees (FY 2022-2023) for all services amounting to `0.90 Crore was paid by the Company and its subsidiaries, on a
consolidated basis, to the statutory auditor M/s. S. R. Batliboi & Co. LLP, Chartered Accountants and all the entities in the network CODE OF CONDUCT:
firm/network entity of which the statutory auditor are a part, as under for all the services taken from them: The Board has laid down a Code of Conduct for all the Board members and senior management of the Company, and they have affirmed
the same. The Code of Conduct includes all the applicable duties of Independent Directors as laid down in Schedule IV of the Act. The
NAME OF THE COMPANY NATURE OF SERVICES AMOUNT (` in Crore) Independent Directors shall be held liable, only in respect of such acts of omission or commission by the Company which had occurred
Berger Paints India Limited Group Fees for Audit and Related Services with their knowledge, attributable through Board processes, and with their consent or connivance or where they had not acted diligently
0.79
including out of pocket expense with respect to the provisions of the Listing Regulations.
Other Fees paid 0.11 The Code of Conduct has been uploaded on the Company’s website at https://www.bergerpaints.com/about-us/code-of-conduct-
Total 0.90 independent-directors.html. The Certificate of Affirmation in respect of compliance has been appended as a part of Corporate
Governance Report. The Company has also adopted the SEBI (Prohibition of Insider Trading) Regulations, 2015 and the said policy can
N. Disclosure of commodity price risks and commodity hedging activities. See Annexure – A attached to this Corporate Governance Report. be viewed at https://www.bergerpaints.com/about-us/code-of-conduct-to-regulate-monitor-and-report-trading-by-designated-
persons.html.
O. No fund was raised through preferential allotment or qualified institutional placement as specified under Regulation 32 (7A) of
the Listing Regulations.
NO. OF SHARES AND CONVERTIBLE INSTRUMENTS HELD BY THE NON-EXECUTIVE DIRECTORS:
P. Disclosures in relation to the Sexual Harassment of Women at Workplace (Prevention, Prohibition and Redressal) Act, 2013: The Company does not have any convertible instruments. The number of equity shares held by Non-Executive Directors at the close
of business hours on 31st March, 2023 is given below:
a. Number of complaints filed during the financial year : NIL
b. Number of complaints disposed of during the financial year : NIL SR. NO. NAME OF NON-EXECUTIVE DIRECTORS NUMBER OF SHARES HELD BY THEM
c. Number of complaints pending as at the end of the financial year : NIL 1. MR KULDIP SINGH DHINGRA 55,15,071
2. MR GURBACHAN SINGH DHINGRA 44,48,888
DISCRETIONARY REQUIREMENTS UNDER REGULATION 27 OF THE LISTING REGULATIONS:
3. MR PULAK CHANDAN PRASAD –
A status of compliance with discretionary recommendations of Regulation 27(1) of the Listing Regulations is provided below:
4. MR NARESH GUJRAL 21,400
1. Shareholders’ Rights: The quarterly and half-yearly financial performances along with significant events are published in
5. MR ANOOP HOON –
the newspapers and are also posted on the Company’s website.
6. MRS SONU HALAN BHASIN –
2. Modified Opinion in Auditor’s Report: The Company’s financial statement for the year ended 31st March, 2023 does not
contain any modified audit opinion. 7. DR ANOOP KUMAR MITTAL –
3. Reporting of Internal Auditor: The Internal Auditor reports to the Audit Committee. 8. MR GOPAL KRISHNA PILLAI (w.e.f. 15.05.2023) –
MEANS OF COMMUNICATION:
On behalf of the Board of Directors
• The quarterly and half-yearly financial results of the Company are published in leading English and vernacular Kuldip Singh Dhingra
dailies namely Business Standard and Aajkaal. Such results are also uploaded on the Company’s website at Place: New Delhi Chairman
https://www.bergerpaints.com/investors/quarterly-reports.html Dated: 15th May, 2023 (DIN: 00048406)
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Annual Report 2022-23
DECLARATION UNDER REGULATION 34(3) READ WITH PART D OF SCHEDULE V OF ANNEXURE - A
THE SECURITIES AND EXCHANGE BOARD OF INDIA (LISTING OBLIGATIONS AND [Annexure to Corporate Governance Report]
DISCLOSURE REQUIREMENTS) REGULATIONS, 2015
GENERAL SHAREHOLDERS' INFORMATION
As provided under Regulation 34(3) read with Part D of Schedule V of the Securities and Exchange Board of India (Listing Obligations ANNUAL GENERAL MEETING : DAY AND DATE - Friday, 11th August, 2023.
and Disclosure Requirements) Regulations, 2015 (as amended), the Board members and the senior management personnel have TIME - 11:00 AM.
affirmed compliance with the Code of Conduct of the Company for the year ended 31st March, 2023. The said Code of Conduct has VENUE - To be held through VC/OAVM.
also been uploaded by the Company on its website: www.bergerpaints.com.
FINANCIAL YEAR : The accounting year covers the period from 1st April, 2022 to 31st March, 2023.
Financial Reporting for the quarters ending on:
30th June, 2023 (unaudited) – By 14th August, 2023
30th September, 2023 (unaudited) – By 14th November, 2023
Abhijit Roy
Managing Director 31st December, 2023 (unaudited) – By 14th February, 2024
Place: New Delhi & Chief Executive Officer 31st March, 2024 (audited) – By 30th May, 2024
Dated: 15th May, 2023 (DIN: 03439064) [Note: The above dates are indicative in nature]
BOOK CLOSURE DATES : Book closure commences on 05th August, 2023 and ends on
11th August, 2023, both days inclusive.
DIVIDEND PAYMENT DATE : Dividend, if declared will be paid on 21st August, 2023.
LISTING ON STOCK EXCHANGES
ALONG WITH THE STOCK CODES : The shares of the Company are listed on the following Stock Exchanges:
• NATIONAL STOCK EXCHANGE (NSE)
National Stock Exchange of India Limited
“Exchange Plaza”, Plot no. C-1, G Block
Bandra Kurla Complex, Bandra (E) Mumbai 400 051.
Stock Code: BERGEPAINT
• BOMBAY STOCK EXCHANGE (BSE)
BSE Limited
Phiroze Jeejeebhoy Towers
Dalal Street, Mumbai 400 001.
Stock Code: 509480
• CALCUTTA STOCK EXCHANGE (CSE)
The Calcutta Stock Exchange Limited
7, Lyons Range, Kolkata 700 001.
Stock Code: 12529
DEPOSITORIES : a) NATIONAL SECURITIES DEPOSITORY LIMITED
Trade World, A Wing, 4th Floor, Kamala Mills Compound, Lower Parel
Mumbai 400 013.
b) CENTRAL DEPOSITORY SERVICES (INDIA) LIMITED
Marathon Futurex, A-Wing, 25th Floor,
NM Joshi Marg, Lower Parel (East), Mumbai 400 013.
ISIN No. : INE463A01038
PAYMENT OF ANNUAL LISTING FEES : Annual Listing Fees for the financial year 2023-24 has been paid by the Company to
the Stock Exchanges.
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Annual Report 2022-23
GENERAL SHAREHOLDERS’ INFORMATION SHARE PERFORMANCE IN RELATION TO NSE
MARKET PRICE (HIGH/LOW) AT BSE & NSE DURING EACH MONTH FOR THE FINANCIAL YEAR 2022-2023
BSE NSE
Month
High (`) Low (`) High (`) Low (`) Berger Close Price
April 2022 742.05 696.65 743.00 696.05 Share Performance in relation to NSE NIFTY
NSE NEFTY
May 2022 716.10 543.85 716.85 543.60
June 2022 631.10 548.90 631.70 548.55
July 2022 627.40 564.45 627.35 563.75 800.00 21,000.00
August 2022 710.00 624.80 710.30 624.7 0 700.00
Berger Close Price
600.00 16,000.00
September 2022 687.95 606.60 687.95 606.35
500.00
NIFTY
October 2022 635.70 569.65 635.90 569.80 400.00 11,000.00
November 2022 627.00 576.50 627.00 576.25 300.00
200.00 6,000.00
December 2022 630.00 569.50 630.00 569.10
100.00
January 2023 586.65 534.55 586.00 534.05 0.00 1,000.00
February 2023 582.60 527.60 582.95 527.15
Apr-22
May-22
Jun-22
Jul-22
Oct-22
Aug-22
Sep-22
Nov-22
Dec-22
Jan-23
Feb-23
Mar-23
March 2023 607.00 565.05 608.90 565.20
SHARE PERFORMANCE IN RELATION TO BSE SENSEX
NUMBER OF SHAREHOLDERS AS ON 31ST MARCH, 2023: 4,35,511
Berger Close Price
Share Performance in relation to BSE Sensex (Indexed)
BSE Sensex SHAREHOLDING PATTERN AS ON 31ST MARCH, 2023
800.00 73,000.00
700.00 64,000.00
Promoters
600.00 55,000.00
Berger Close Price
BSE Sensex
500.00 46,000.00 Non Resident Individuals/Companies
400.00 37,000.00
300.00 28,000.00 Financial Institutions/Insurance Companies
200.00 19,000.00 Others (Resident Individuals, Clearing Members &
100.00 10,000.00 Unclaimed Suspense A/c)
0.00 1,000.00
Domestic Companies
Apr-22
Oct-22
Mar-23
May-22
Jun-22
Jul-22
Aug-22
Sep-22
Nov-22
Dec-22
Jan-23
Feb-23
Nationalised Banks and Mutual Funds
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Annual Report 2022-23
Status Holding % SEBI vide its Circular No. SEBI/HO/MIRSD/MIRSD_RTAMB/P/CIR/2022/8 dated January 25, 2022, mandated all listed companies
Promoter- Foreign 14,06,56,782 14.48 to issue securities in dematerialised form only while processing the service request of issue of duplicate securities certificate, claim
Promoter- Body corporate 55,55,19,058 57.19 from Unclaimed Suspense Account, renewal/exchange of securities certificate, endorsement, sub-division/splitting of securities
Promoters- Individual 3,23,17,861 3.33 certificate, consolidation of securities certificates/folios, transmission and transposition.
Non Resident Individuals/Companies 10,70,95,011 11.02
Alternate Investment Fund 28,25,844 0.29 In compliance with Regulation 40(9) of the Listing Regulations, all certificates have been issued within 30 days of the date of
Venture Capital 0 0.00 lodgement for transfer, sub-division, consolidation, renewal, exchange or endorsement of calls/ allotment monies as applicable during
Financial Institutions/Insurance Companies/Bank 2,11,66,656 2.18 FY 2022-23.
Others (Resident) 7,97,06,969 8.20
Mutual Fund 96,65,879 0.99 Now share transactions in electronic form can be effected in a much simpler and faster manner. After a confirmation of a sale/purchase
Domestic Companies 1,59,98,002 1.65 transaction from the broker, shareholders should approach the Depository Participants (‘DP’) with a request to debit or credit the
IEPF 61,08,858 0.63 account for the transaction. The DP will immediately arrange to complete the transaction by updating the account. There is no need
Unclaimed Suspense Demat Account 3,61,565 0.04
for a separate communication to the Company to register these share transfers.
TOTAL 97,14,22,485 100.00
Shareholders should communicate with the Company’s Registrars and Transfer Agents (‘RTA’) quoting their folio number or
DISTRIBUTION OF SHAREHOLDING AS AT 31ST MARCH, 2023 Depository Participant ID (‘DP ID’) and Client ID number, for any queries relating to their securities at the above mentioned addresses
or at their branch offices, addresses of which are available on their website or at the Registered Office of the Company.
SHAREHOLDING OF NOMINAL
SHARE AMOUNT DETAILS
VALUE (RANGE OF SHARES)
Nomination Facility
NO. OF NO. OF
(`) (`) % OF TOTAL % OF TOTAL Shareholders whose shares are in physical form and wish to make/change a nomination in respect of their shares in the Company, as
SHAREHOLDERS SHARES
1 5000 3,98,26,733 4.10 4,31,631 3,98,26,733 98.11 permitted under Section 72 of the Companies Act, 2013, may submit to RTA the prescribed Forms SH-13/SH-14. The relevant forms
5001 10000 1,28,64,345 1.32 1,845 1,28,64,345 0.42 are available at https://www.bergerpaints.com/investors/investor-services.html.
10001 20000 1,63,37,790 1.68 1,187 1,63,37,790 0.27
Shares held in Electronic Form
20001 30000 72,21,859 0.74 298 72,21,859 0.07
30001 40000 47,10,185 0.49 138 47,10,185 0.03 Shareholders holding shares in electronic form may please note that instructions regarding change of address, bank details, email ids,
40001 50000 34,94,573 0.36 80 34,94,573 0.02 nomination and power of attorney should be given directly to the DP.
50001 100000 91,04,740 0.94 138 91,04,740 0.03
Shares held in Physical Form
100001 & Above 87,78,62,260 90.37 194 87,78,62,260 0.04
TOTAL 97,14,22,485 100.00 4,35,511 97,14,22,485 100.00 Shareholders holding shares in physical form may please note that instructions regarding change of address, bank details, e-mails ids,
nomination and power of attorney should be given to the Company’s RTA.
None of the Company's securities have been suspended from trading.
SEBI vide circular No. SEBI/HO/MIRSD/MIRSD-PoD-1/P/CIR/2023/37 dated 16th March, 2023 had laid down common and
SHARE TRANSFER SYSTEM: simplified norms for processing Investor’s Service request by RTAs and norms for furnishing PAN, KYC details and nomination.
As per the above said circular the shareholders holding physical securities are required to mandatory furnish PAN, KYC details
SEBI and Ministry of Corporate Affairs (‘MCA’) during FY 2018-19, have mandated that existing members of the Company who hold
and Nomination by holders and are also required to link PAN with Aadhaar. The said circular stipulates that folios wherein the
securities in physical form and intend to transfer their securities after April 1, 2019, can do so only in dematerialised form, except in
case of requests received for transmission or transposition and re-lodged transfer of securities. Therefore, necessary intimation was required documents are not made available on or before October 1, 2023 shall be frozen by RTA. The Company had sent relevant
sent by the Company to the members regarding the restriction on transfer of securities in the physical form and members holding communication to all physical holders along with relevant Forms to enable the shareholders to update the PAN, KYC and other
shares in physical form were requested to consider converting their shareholding to dematerialised form within the due date. Further relevant details with RTA/Company in line with the SEBI directives. The PAN, KYC and other relevant documents are being
SEBI vide circular no. SEBI/HO/MIRSD/RTAMB/CIR/P/2020/236 dated December 2, 2020 had fixed March 31, 2021 as the cut-off processed by RTA on receipt from the shareholders. The relevant Forms are also made available on the company’s website at
date for re-lodgement of transfer deeds and the shares that are re-lodged for transfer shall be issued only in demat mode. https://www.bergerpaints.com/investors/investor-services.html.
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Annual Report 2022-23
The total number of shares transferred in physical form during the year 2022-2023 was NIL as compared to 266112 shares during OUTSTANDING GDRs/ADRs/WARRANTS OR ANY CONVERTIBLE INSTRUMENTS, CONVERSION DATE AND
2021-2022. The shares transferred to the Investor Education and Protection Fund (IEPF) Account pursuant to Circular No. 12/2017 of LIKELY IMPACT ON EQUITY:
the Ministry of Corporate Affairs, during the year 2022-2023 were 142311 equity shares covering 67 folios. There are no outstanding GDRs/ADRs/Warrants or convertible instruments.
DIVIDEND HISTORY (LAST 10 YEARS)
Green Initiative
FINANCIAL YEAR DIVIDEND PER SHARE (`)
As a responsible corporate citizen, the Company welcomes and supports the ‘Green Initiative’ undertaken by the Ministry of Corporate
2021-22 3.10
Affairs, Government of India, enabling electronic delivery of documents including the Annual Report, amongst others, to shareholders 2020-21 2.80
at their e-mail address previously registered with the DPs and RTAs. 2019-20 (Final) 0.30
2019-20 (Interim) 1.90
Shareholders who have not registered their e-mail addresses so far, are requested to do the same. Those holding shares in demat form
2018-19 1.90
can register their e-mail address with their concerned DPs.
2017-18 1.80
Shareholders who hold shares in physical form are requested to register their e-mail addresses with the RTA, by sending a letter, duly 2016-17 1.75
signed by the first/sole holder quoting details of their Folio No. 2015-16 (Final) 1.00
2015-16 (Interim) 0.65
DEMATERIALISATION OF SHARES AND LIQUIDITY AS ON 31ST MARCH, 2023 2014-15 (Final) 0.65
99.44% of the Company’s shares is held in electronic form. 2014-15 (Interim) 0.60
2013-14 2.20
SHARES HELD IN PHYSICAL AND DEMATERIALISED MODE AS ON 31ST MARCH, 2023
2012-13 1.80
Effective 9th January, 2015, the equity shares of nominal face value of `2/- each were sub-divided into two equity shares of face value
of `1/- each.
As you are aware that as per the Income Tax Act, 1961 (the IT Act), as amended by the Finance Act, 2020, dividends paid or distributed
by a Company on or after 1st April, 2020 shall be taxable in the hands of the shareholders. The Company shall also be required to
deduct tax at source at the time of making the payment of the Dividend, if declared at the AGM.
Shares held in Dematerialised Form: NSDL 96.94%
Shares held in Dematerialised Form: CDSL 2.50%
Shares held in Physical Form 0.56%
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Annual Report 2022-23
The TDS rate may vary depending on the residential status of the shareholder and the documents submitted to the Company in Table 2: Non-resident Shareholders
accordance with the provisions of the Act. The TDS for various categories of shareholders along with required documents are provided
in Tables 1 and 2 below: Category of shareholder Tax Deduction Rate Exemption applicability/Documentation requirement
Table 1: Resident Shareholders Any non-resident shareholder 20% Non-resident shareholders may opt for tax rate under Double Taxation
including Foreign Institutional (plus applicable Avoidance Agreement ("Tax Treaty"). The Tax Treaty rate shall be applied
Category of shareholder Tax Deduction Rate Exemption applicability/Documentation requirement Investors, Foreign Portfolio Investors surcharge and cess) for tax deduction at source on submission of following documents to the
(FII, FPI) or Tax Treaty rate Company:
Any resident shareholder 10% Update the PAN if not already done with depositories (in case of shares held
whichever is lower o Copy of the PAN Card, if any, allotted by the Indian authorities.
in demat mode) and with the Company's Registrar and Transfer Agents – CB
Management Services (P) Ltd. (in case of shares held in physical mode). o Self-attested copy of Tax Residency Certificate (TRC) valid for the
No deduction of taxes in the following cases: year 2023 obtained from the tax authorities of the country of which
the shareholder is resident.
o If dividend paid/distributed or likely to be paid/distributed to a Resident
Individual shareholder during FY 2023-2024 does not exceed `5,000/-, o A copy of Form 10F electronically furnished on income tax e-filing
portal (for non-resident possessing PAN) or self-declaration in Form
o If shareholder is exempted from TDS provisions through any circular
10F (for non-resident who is not required to obtain PAN) in the
or notification and provides an attested copy of the PAN along with the
attached form.
documentary evidence in relation to the same.
o Self-declaration confirming not having a Permanent Establishment
Submitting Form 15G/ Form 15H NIL • The shareholder’s estimated total income as well as dividend payable is
in India in accordance with the applicable Tax Treaty read with the
below the taxable limit and a declaration is received from the concerned Multilateral Instrument (where applicable), eligibility to Tax Treaty
shareholders in Form 15G (for individuals up to age of 60 years). benefit and beneficial ownership of shares.
• The shareholder’s estimated total income is below the taxable limit and TDS shall be deducted at 20% (plus applicable surcharge and cess) if any, if
a declaration is received from the concerned shareholders in Form 15H the above mentioned documents are not provided.
(for individuals of the age of 60 years or above). The Company is not obligated to apply the Tax Treaty rates at the time of
Order under Section 197 of Rate provided Lower/NIL withholding tax certificate obtained from Income Tax authorities. tax deduction/withholding on dividend amounts. Application of Tax Treaty
the IT Act in the order rate shall depend upon the completeness of the documents submitted by
the Non-resident shareholder and are in accordance with the provisions of the
Insurance Companies NIL A declaration that the shares are owned by it or it has full beneficial interest in
IT Act.
such shares along with self-attested copy of PAN and registration document.
Corporation established by or under NIL Documentary evidence that the person is covered under Section 196 of Submitting Order under Section 197 of Rate provided Lower/NIL withholding tax certificate obtained from Income Tax authorities.
a Central Act which is, under any law the IT Act. the IT Act in the Order
for the time being in force, exempts
from income- tax on its income. Please note that:
Mutual Funds NIL Self-declaration that it is covered under Section 10(23D) of the Act along with
self-attested copy of PAN card and registration certificate. a) All the above referred tax rates shall be duly enhanced by the applicable surcharge and cess.
Category I and Category II NIL Documentary evidence that the person is covered by Notification No.
b) In case of a non-resident shareholder who is a specified person under section 206AB of the Act, tax shall be deducted at twice the
Alternative Investment fund 51/2015 dated 25th June, 2015.
Other resident shareholder without 20% - applicable rate.
PAN/Invalid PAN
Commodity Price Risk or Foreign Exchange risk and Hedging activities
Please note that:
a) Recording of the valid Permanent Account Number (PAN) for the registered Folio/DP ID-Client ID is mandatory. In absence of In accordance with the materiality criteria of commodities as determined by the Board and available at the Company’s website at
valid PAN, tax will be deducted at a higher rate of 20% as per Section 206AA of the IT Act.
https://www.bergerpaints.com/about-us/risk-management-policy.html, no commodity is considered to be material.
b) Shareholders holding shares under multiple accounts under different status/category and single PAN, may note that, higher of the
tax as applicable to the status in which shares held under a PAN will be considered on their entire holding in different accounts.
The Company’s Foreign Exchange exposure with respect to payables and loans are managed by continuously monitoring the exchange
c) In case of a resident shareholder who is a specified person under Section 206AB of the IT Act, tax shall be deducted at higher
rate of 20%. rates and premiums for forward cover and such exposure is hedged on a short term basis when commercially expedient to do so.
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Annual Report 2022-23
Exposure of the listed entity to commodity and commodity risks faced by the entity throughout the year:- REGISTRARS AND SHARE TRANSFER AGENTS AND ADDRESS FOR CORRESPONDENCE:
Exposure in Exposure % of such exposure hedged through commodity derivatives M/s C B Management Services (P) Ltd.
INR towards in Quantity
Commodity Domestic market International market P-22 Bondel Road, Kolkata 700 019
the particular terms towards
Name
commodity the particular Total
OTC Exchange OTC Exchange
Phone: 91 33 4011 6700
commodity
Fax No.: 91 33 4011 6739
NIL NIL NIL NIL NIL NIL NIL NIL
E-mail: (i) [email protected]; (ii) [email protected]
The Company, therefore, does not undertake any commodity hedging activity.
COMPLIANCE OFFICER:
PLANT LOCATIONS:-
Mr Arunito Ganguly (FCS 9285), Vice President and Company Secretary.
HOWRAH SIKANDRABAD* PUDUCHERRY
14 & 15 Swarnamoyee Road A-38, Industrial Area, Bulandshar Road, 53-56 Pandasozhanallur Village
Shibpur, Howrah 711 103 Sikandrabad (UP)-203 205 Nettapakkam Commune FOR ANY QUERY RELATING TO YOUR SHAREHOLDING, PLEASE SEND YOUR QUERY AT:
Phone: 033-2668 4706 Phone: 05735-224511, 222431 Puducherry - 605 106
Fax: 033-2668 2956 Phone: 0413-269 9574/171 1. BERGER PAINTS INDIA LIMITED
Berger House, 129, Park Street, Kolkata 700 017
JAMMU 1&2 GOA RISHRA
SIDCO Industrial Growth Centre, 316-317 Kundaim Industrial Estate 103, G.T. Road Phone: 91 33 2229 9724-28
Sambha, Dist. Jammu Kundaim, North Goa Rishra, Hooghly- 712 248
Fax No.: 91 33 2227 7288
Jammu & Kashmir - 184 121 Phone: 0832-239 5610/6407 Phone : 033-2672 0640/41/42
Phone: 09123-243644, 246539 Fax: 0832-239 5663/239 5610 Fax: 033-2672 0491 E-mail: [email protected]
(* includes British Paints Division)
2. M/S C B MANAGEMENT SERVICES (P) LTD.
HINDUPUR* JEJURI HINDUPUR
At the address and E-mail id mentioned previously.
Plot No. 32 (part), Gollapuram Industrial Plot No. G-35, Plot No. 262, Industrial Growth Centre
Park, Hindupur - 515 211, Additional Jejuri Industrial Area Thumukunta Village, Hindupur - 515 211
Ananthapuram District, Andhra Pradesh Tal - Purandar, Pune - 412 303 Dist: Anantapur, Andhra Pradesh CREDIT RATING
Phone: 9676070165 Phone: 02115254816/17/18/19 Phone: 08556-297245
Credit ratings obtained by the Company during the relevant financial year, for facilities specified in the table below are as follows:-
TALOJA ASSAM (NALBARI)* ASSAM (NALTALI) Name of Entity Instrument Rating
Plot no. J-90, MIDC Taloja, Panvel IIDC of AIDC, Nathkuchi - 2, IIDC Centre Project
CRISIL Fund Based facilities from Banks CRISIL AAA /Stable
Raigad - 410208 Near North East Mega Food Park, Bhomoraguri/Naltali
Maharastra (India) Tihu, Nalbari (Assam) - 781 355 Dist: Nagaon,Assam CRISIL Non Fund Based facilities from Banks CRISIL A1+
Phone: 022-27402937 Phone: 7086085604 Phone: 6913904088
CRISIL Commercial Paper CRISIL A1+
SANDILA CARE Commercial Paper CARE A1+
Plot No. B4, B5 Industrial Area, Sandila
Phase I, Sandila, There was no revision in rating during the year.
District: Hardoi,
Uttar Pradesh – 241 204
Phone: +917488061463
.
* British Paints Division
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Annual Report 2022-23
DISCLOSURES AS PER REGULATION 34(3) READ WITH PARA F OF SCHEDULE V OF THE SEBI INDEPENDENT AUDITOR’S REPORT ON COMPLIANCE WITH THE CONDITIONS OF
(LISTING OBLIGATIONS AND DISCLOSURE REQUIREMENTS) REGULATIONS, 2015: CORPORATE GOVERNANCE AS PER PROVISIONS OF CHAPTER IV OF SECURITIES
AND EXCHANGE BOARD OF INDIA (LISTING OBLIGATIONS AND DISCLOSURE
As required by Regulation 34(3) read with Para F of Schedule V of the Listing Regulations, the details of Demat Suspense Account/
REQUIREMENTS) REGULATIONS, 2015, AS AMENDED
Unpaid Suspense Account are disclosed here:
OUTSTANDING
NO. OF
SR. NO. PARTICULARS SHARES
SHAREHOLDERS
(FACE VALUE OF `1) The Members of Berger Paints India Ltd
1 Aggregate number of Shareholders and the Outstanding Shares in the 152 440939 Berger House,
Suspense Account lying at the beginning of the year 129 Park Street,
2 Subsequently transferred from suspense account to IEPF A/C on 14 38283 Kolkata- 700017
02.06.2022
1. The Corporate Governance Report prepared by Berger Paints India Limited (hereinafter the “Company”), contains details as
Total 138 402656
specified in regulations 17 to 27, clauses (b) to (i) and (t) of sub – regulation (2) of Regulation 46 and para C, D, and E of
3 No. of Shareholders who approached Issuer for transfer of shares from 1 6720 Schedule V of the Securities and Exchange Board of India (Listing Obligations and Disclosure Requirements) Regulations, 2015,
Suspense Account and shares released on 06.05.2022 as amended (“the Listing Regulations”) (‘Applicable criteria’) for the year ended March 31, 2023 as required by the Company for
4 No of Shareholders who approached Issuer for transfer of shares from 1 4200 annual submission to the Stock Exchange.
Suspense Account and shares released on 06.05.2022
5 No. of Shareholders who approached Issuer for transfer of shares from 1 3360 Management’s Responsibility
Suspense Account and shares released on 30.06.2022
2. The preparation of the Corporate Governance Report is the responsibility of the Management of the Company including the
6 No. of Shareholders who approached Issuer for transfer of shares from 1 2688 preparation and maintenance of all relevant supporting records and documents. This responsibility also includes the design,
Suspense Account and shares released on 04.11.2022
implementation and maintenance of internal control relevant to the preparation and presentation of the Corporate Governance
7 No. of Shareholders who approached Issuer for transfer of shares from 1 201 Report.
Suspense Account and shares released on 21.11.2022
3. The Management along with the Board of Directors are also responsible for ensuring that the Company complies with the conditions
8 No. of Shareholders who approached Issuer for transfer of shares from 1 9878
Suspense Account and shares released on 16.12.2022 of Corporate Governance as stipulated in the Listing Regulations, issued by the Securities and Exchange Board of India.
9 No. of Shareholders who approached Issuer for transfer of shares from 1 1260 Auditor’s Responsibility
Suspense Account and shares released on 30.12.2022
10 No. of Shareholders who approached Issuer for transfer of shares from 2 268 4. Pursuant to the requirements of the Listing Regulations, our responsibility is to provide a reasonable assurance in the form of an
Suspense Account and shares released on 13.01.2023 opinion whether, the Company has complied with the conditions of Corporate Governance as specified in the Listing Regulations.
11 No. of Shareholders who approached Issuer for transfer of shares from 1 10080 5. We conducted our examination of the Corporate Governance Report in accordance with the Guidance Note on Reports or Certificates
Suspense Account and shares released on 17.03.2023 for Special Purposes and the Guidance Note on Certification of Corporate Governance, both issued by the Institute of Chartered
12 No. of Shareholders who approached Issuer for transfer of shares from 1 336 Accountants of India (“ICAI”). The Guidance Note on Reports or Certificates for Special Purposes requires that we comply with
Suspense Account and shares released on 24.03.2023 the ethical requirements of the Code of Ethics issued by ICAI.
13 No. of Shareholders who approached Issuer for transfer of shares from 1 2100
Suspense Account and shares released on 31.03.2023 6. We have complied with the relevant applicable requirements of the Standard on Quality Control (SQC) 1, Quality Control for Firms
that Perform Audits and Reviews of Historical Financial Information, and Other Assurance and Related Services Engagements.
Total Shares released from Suspense Account during 2022-2023 12 41091
Aggregate number of shareholders and the outstanding shares in the 126 361565 7. The procedures selected depend on the auditor’s judgement, including the assessment of the risks associated in compliance of the
Suspense Account lying at the end of the year i.e., 31.03.2023 Corporate Governance Report with the applicable criteria. Summary of procedures performed include:
i. Read and understood the information prepared by the Company and included in its Corporate Governance Report;
On behalf of the Board of Directors ii. Obtained and verified that the composition of the Board of Directors with respect to executive and non-executive directors has
Kuldip Singh Dhingra been met throughout the reporting period;
Place: New Delhi Chairman iii. Obtained and read the Register of Directors as on March 31, 2023 and verified that at least one independent woman director
Dated: 15th May, 2023 (DIN: 00048406) was on the Board of Directors throughout the year;
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Annual Report 2022-23
iv. Obtained and read the minutes of the following committee meetings / other meetings held April 01, 2022 to March 31, 2023: ANNEXURE B
(a) Board of Directors;
(b) Audit Committee;
CERTIFICATE OF NON-DISQUALIFICATION OF DIRECTORS
[Pursuant to Regulation 34(3) and Schedule V Para C clause (10)(i) of the SEBI
(c) Annual General Meeting (AGM); (Listing Obligations and Disclosure Requirements) Regulations, 2015]
(d) Compensation and Nomination and Remuneration Committee;
To,
(e) Stakeholders’ Relationship and Investor Grievance Committee;
The Members of
(f) Business Process and Risk Management Committee; Berger Paints India Limited
(g) Corporate Social Responsibility Committee. Berger House
129, Park Street
v. Obtained necessary declarations from the Directors of the Company. Kolkata - 700017
vi. Obtained and read the policy adopted by the Company for related party transactions. West Bengal
We have examined the relevant registers, records, forms, returns and disclosures received from the Directors of Berger Paints
vii. Obtained the schedule of related party transactions during the year and balances at the year- end. Obtained and read the minutes India Limited having CIN: L51434WB1923PLC004793 and having registered office at Berger House, 129, Park Street, Kolkata
of the audit committee meeting wherein such related party transactions have been pre-approved by the audit committee. – 700017, West Bengal (hereinafter referred to as ‘the Company’), produced before us by the Company for the purpose of issuing
this Certificate, in accordance with Regulation 34(3) read with Schedule V Para-C Sub clause 10(i) of the Securities and Exchange
viii. Performed necessary inquiries with the management and also obtained necessary specific representations from management. Board of India (Listing Obligations and Disclosure Requirements) Regulations, 2015.
8. The above-mentioned procedures include examining evidence supporting the particulars in the Corporate Governance Report on a In our opinion and to the best of our information and according to the verifications (including Directors Identification Number (DIN)
test basis. Further, our scope of work under this report did not involve us performing audit tests for the purposes of expressing an status at the portal www.mca.gov.in) as considered necessary and explanations furnished to us by the Company and its officers, we
opinion on the fairness or accuracy of any of the financial information or the financial statements of the Company taken as a whole. hereby certify that none of the Directors on the Board of the Company as stated below for the Financial Year ending on 31st March,
2023 have been debarred or disqualified from being appointed or continuing as Directors of the Company by the Securities and
Opinion
Exchange Board of India, Ministry of Corporate Affairs or any such other Statutory Authority:
9. Based on the procedures performed by us, as referred in paragraph 7 above, and according to the information and explanations
Date of appointment
given to us, we are of the opinion that the Company has complied with the conditions of Corporate Governance as specified in the Sr. No. Name of Director DIN
in Company
Listing Regulations, as applicable for the year ended March 31, 2023, referred to in paragraph 4 above.
1. Mr Pulak Chandan Prasad 00003557 13.11.2009
Other matters and Restriction on Use 2. Mr Naresh Gujral 00028444 20.08.2014
10. This report is neither an assurance as to the future viability of the Company nor the efficiency or effectiveness with which the 3. Ms Rishma Kaur 00043154 14.04.2011
management has conducted the affairs of the Company. 4. Mr Kuldip Singh Dhingra 00048406 17.07.1991
5. Mr Gurbachan Singh Dhingra 00048465 14.05.1993
11. This report is addressed to and provided to the members of the Company solely for the purpose of enabling it to comply with
6. Mr Anoop Hoon 00686289 01.02.2019
its obligations under the Listing Regulations with reference to compliance with the relevant regulations of Corporate Governance
and should not be used by any other person or for any other purpose. Accordingly, we do not accept or assume any liability or 7. Mr Kanwardip Singh Dhingra 02696670 03.08.2011
any duty of care or for any other purpose or to any other party to whom it is shown or into whose hands it may come without 8. Mrs Sonu Halan Bhasin 02872234 01.02.2019
our prior consent in writing. We have no responsibility to update this report for events and circumstances occurring after the date 9. Mr Abhijit Roy 03439064 11.02.2011
of this report. 10. Dr Anoop Kumar Mittal 05177010 19.03.2020
Ensuring the eligibility for the appointment/continuity of every Director on the Board is the responsibility of the management of the
Company. Our responsibility is to express an opinion on these based on our verification. This Certificate has been issued relying
For S.R. BATLIBOI & CO. LLP
on the documents and information as mentioned herein above and as were made available to us or as came to our knowledge for
Chartered Accountants
verification without taking any cognizance of any legal dispute(s) or sub-judice matters which may have effect otherwise, if ordered
ICAI Firm Registration Number: 301003E/E300005 so, by any concerned authority(ies). This certificate is also neither an assurance as to the future viability of the Company nor of the
efficiency or effectiveness with which the management has conducted the affairs of the Company.
per Vishal Sharma
Partner CS Atul Kumar Labh
Membership Number: 096766 Practising Company Secretary
UDIN: 23096766BGYHTE9790 Membership No. : FCS - 4848
CP No. : 3238
Place of Signature: New Delhi
PRCN : 1038/2020
Dated: 15th May, 2023
Place : Kolkata UIN : S1999WB026800
Date : 15th May, 2023 UDIN : F004848E000306325
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Annual Report 2022-23
INDEPENDENT AUDITOR’S REPORT Key audit matters How our audit addressed the key audit matter
Recognition of revenue (as described in Note 3.4 and 32 of the standalone financial statements)
To the Members of Berger Paints India Limited
The Company recognizes revenues when the control of goods and/ Our audit procedures included the following:
or services are transferred to the customer at an amount that reflects • We read and evaluated the Company’s revenue recognition policy
Report on the Audit of the Standalone Financial Statements the net consideration, which the Company expects to receive for and assessed its compliance in terms of Ind AS 115 ‘Revenue from
those goods and/or services from customers in accordance with the contracts with customers’.
Opinion terms of the contracts. In determining the sales price, the Company
• We assessed the design and tested the operating effectiveness of
considers the effects of applicable rebates, and discounts (variable
internal controls related to sales and applicable rebates/discounts.
consideration).
We have audited the accompanying standalone financial statements of Berger Paints India Limited (“the Company”), which comprise • We performed test for a sample of sales transactions by comparing
the Balance Sheet as at March 31, 2023, the Statement of Profit and Loss, including the statement of Other Comprehensive Income, The terms of sales arrangements, including the timing of transfer of the underlying sales invoices, sales orders and other related
control, based on the terms of relevant contract and nature of discount documents to assess that revenue is recognized on transfer
the Cash Flow Statement and the Statement of Changes in Equity for the year then ended, and notes to the standalone financial
and rebates arrangements, create complexities that require judgment of control to the customer in accordance with the terms of the
statements, including a summary of significant accounting policies and other explanatory information. in determining sales revenues. contract.
• We tested, on a sample basis, rebates and discount schemes as
In our opinion and to the best of our information and according to the explanations given to us, the aforesaid standalone financial Considering the above factors and the risk associated with revenue
approved by the management to assess its accounting. For the
recognition, we have determined the same to be a key audit matter.
statements give the information required by the Companies Act, 2013, as amended (“the Act”) in the manner so required and give samples selected, we also compared that the actual rebates and
discounts recognized in respect of particular schemes do not
a true and fair view in conformity with the accounting principles generally accepted in India, of the state of affairs of the Company
exceed their approved amounts.
as at March 31, 2023, its profit including other comprehensive income, its cash flows and the changes in equity for the year ended
• We tested, on a sample basis, that revenue has been recognized
on that date in the proper period with reference to the supporting documents
including confirmations from customers.
Basis for Opinion • We read and assessed the relevant disclosures made in the
standalone financial statements.
We conducted our audit of the standalone financial statements in accordance with the Standards on Auditing (SAs), as specified Impairment Assessment of Investments in subsidiaries and joint ventures (as described in Note 42 of the standalone
under section 143(10) of the Act. Our responsibilities under those Standards are further described in the ‘Auditor’s Responsibilities financial statements)
for the Audit of the Standalone Financial Statements’ section of our report. We are independent of the Company in accordance with The carrying values of the Company’s investments in subsidiaries Our audit procedures included the following:
and joint ventures are assessed annually by management for potential • We have obtained and discussed with management and evaluated the
the ‘Code of Ethics’ issued by the Institute of Chartered Accountants of India together with the ethical requirements that are relevant
indicators of impairment by reference to the requirements under key judgements/assumptions underlying management’s assessment
to our audit of the financial statements under the provisions of the Act and the Rules thereunder, and we have fulfilled our other Ind AS 36 “Impairment of Assets”. Accordingly, management has of potential indicators of impairment.
ethical responsibilities in accordance with these requirements and the Code of Ethics. We believe that the audit evidence we have identified impairment indicators in respect of one joint venture and • Where potential indicators of impairment were identified, we have
certain subsidiaries. As a result, an impairment assessment was assessed financial performance of subsidiaries and joint ventures
obtained is sufficient and appropriate to provide a basis for our audit opinion on the standalone financial statements. based on their last audited financial statements and evaluated
required to be performed by the Company by comparing the carrying
value of these investments to their recoverable amount to determine management’s impairment assessments and assumptions around
Key Audit Matters the key drivers of the cash flow forecasts, discount rates, expected
whether an impairment was required to be recognised. growth rates and terminal growth rates used by comparison with
For the purpose of the above impairment testing, management has available financial information including aforesaid financial
Key audit matters are those matters that, in our professional judgment, were of most significance in our audit of the standalone statements.
determined the value in use and the fair value less costs to sell as
financial statements for the financial year ended March 31, 2023. These matters were addressed in the context of our audit of the applicable. Value in use has been determined by forecasting and • We evaluated management estimates used in determination of fair
value less costs to sell by consideration of available market and
standalone financial statements as a whole, and in forming our opinion thereon, and we do not provide a separate opinion on these discounting future cash flows. Furthermore, the value in use is
financial information.
sensitive to changes in some of the inputs used for forecasting the
matters. For each matter below, our description of how our audit addressed the matter is provided in that context. • We performed sensitivity analysis to determine the impact of
future cash flows. changes in the key assumptions.
We have determined the matters described below to be the key audit matters to be communicated in our report. We have fulfilled Accordingly, we identified the assessment of potential impairment • We involved valuation specialists where considered necessary, to
of investments in subsidiaries and joint ventures as a key audit independently assess the assumptions and methodologies used by
the responsibilities described in the Auditor’s responsibilities for the audit of the standalone financial statements section of our the Company in computing the recoverable amount. In making this
matter because impairment assessment involves significant degree of
report, including in relation to these matters. Accordingly, our audit included the performance of procedures designed to respond assessment, we also assessed the objectivity, independence and
management judgement in determining the key assumptions. competency of the valuation specialists.
to our assessment of the risks of material misstatement of the standalone financial statements. The results of our audit procedures, • We read and assessed the relevant disclosures made in the standalone
including the procedures performed to address the matters below, provide the basis for our audit opinion on the accompanying financial statements.
standalone financial statements.
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Annual Report 2022-23
Other Information level of assurance, but is not a guarantee that an audit conducted in accordance with SAs will always detect a material misstatement
when it exists. Misstatements can arise from fraud or error and are considered material if, individually or in the aggregate, they could
The Company’s Board of Directors is responsible for the other information. The other information comprises the information
reasonably be expected to influence the economic decisions of users taken on the basis of these standalone financial statements.
included in the Management Discussion and Analysis, Board’s Report including Annexures to Board’s Report, Corporate Governance,
Business Responsibility and Sustainability Report and Shareholder’s Information, but does not include the standalone financial As part of an audit in accordance with SAs, we exercise professional judgment and maintain professional skepticism throughout the
statements and our auditor’s report thereon. The Business Responsibility and Sustainability Report is expected to be made available audit. We also:
to us after the date of this auditor's report.
• Identify and assess the risks of material misstatement of the standalone financial statements, whether due to fraud or error,
Our opinion on the standalone financial statements does not cover the other information and we do not express any form of assurance design and perform audit procedures responsive to those risks, and obtain audit evidence that is sufficient and appropriate to
conclusion thereon. provide a basis for our opinion. The risk of not detecting a material misstatement resulting from fraud is higher than for one
resulting from error, as fraud may involve collusion, forgery, intentional omissions, misrepresentations, or the override of
In connection with our audit of the standalone financial statements, our responsibility is to read the other information and, in doing
internal control.
so, consider whether such other information is materially inconsistent with the financial statements or our knowledge obtained in the
audit or otherwise appears to be materially misstated. If, based on the work we have performed, we conclude that there is a material • Obtain an understanding of internal control relevant to the audit in order to design audit procedures that are appropriate in
misstatement of this other information, we are required to report that fact. We have nothing to report in this regard. the circumstances. Under section 143(3)(i) of the Act, we are also responsible for expressing our opinion on whether the
Company has adequate internal financial controls with reference to financial statements in place and the operating effectiveness
When we read the Business Responsibility and Sustainability Report, if we conclude that there is a material misstatement therein,
of such controls.
we are required to communicate the matter to those charged with governance.
Responsibilities of Management for the Standalone Financial Statements • Evaluate the appropriateness of accounting policies used and the reasonableness of accounting estimates and related disclosures
made by management.
The Company’s Board of Directors is responsible for the matters stated in section 134(5) of the Act with respect to the preparation
of these standalone financial statements that give a true and fair view of the financial position, financial performance including • Conclude on the appropriateness of management’s use of the going concern basis of accounting and, based on the audit evidence
other comprehensive income, cash flows and changes in equity of the Company in accordance with the accounting principles obtained, whether a material uncertainty exists related to events or conditions that may cast significant doubt on the Company’s
generally accepted in India, including the Indian Accounting Standards (Ind AS) specified under section 133 of the Act read with ability to continue as a going concern. If we conclude that a material uncertainty exists, we are required to draw attention in
the Companies (Indian Accounting Standards) Rules, 2015, as amended. This responsibility also includes maintenance of adequate our auditor’s report to the related disclosures in the financial statements or, if such disclosures are inadequate, to modify our
accounting records in accordance with the provisions of the Act for safeguarding of the assets of the Company and for preventing opinion. Our conclusions are based on the audit evidence obtained up to the date of our auditor’s report. However, future events
and detecting frauds and other irregularities; selection and application of appropriate accounting policies; making judgments and or conditions may cause the Company to cease to continue as a going concern.
estimates that are reasonable and prudent; and the design, implementation and maintenance of adequate internal financial controls,
• Evaluate the overall presentation, structure and content of the standalone financial statements, including the disclosures, and
that were operating effectively for ensuring the accuracy and completeness of the accounting records, relevant to the preparation and
whether the standalone financial statements represent the underlying transactions and events in a manner that achieves fair
presentation of the standalone financial statements that give a true and fair view and are free from material misstatement, whether
presentation.
due to fraud or error.
We communicate with those charged with governance regarding, among other matters, the planned scope and timing of the audit and
In preparing the standalone financial statements, management is responsible for assessing the Company’s ability to continue as a
significant audit findings, including any significant deficiencies in internal control that we identify during our audit.
going concern, disclosing, as applicable, matters related to going concern and using the going concern basis of accounting unless
management either intends to liquidate the Company or to cease operations, or has no realistic alternative but to do so. We also provide those charged with governance with a statement that we have complied with relevant ethical requirements regarding
independence, and to communicate with them all relationships and other matters that may reasonably be thought to bear on our
Those Board of Directors are also responsible for overseeing the Company’s financial reporting process.
independence, and where applicable, related safeguards.
Auditor’s Responsibilities for the Audit of the Standalone Financial Statements
From the matters communicated with those charged with governance, we determine those matters that were of most significance
Our objectives are to obtain reasonable assurance about whether the standalone financial statements as a whole are free from material in the audit of the standalone financial statements for the financial year ended March 31, 2023 and are therefore the key audit
misstatement, whether due to fraud or error, and to issue an auditor’s report that includes our opinion. Reasonable assurance is a high matters. We describe these matters in our auditor’s report unless law or regulation precludes public disclosure about the matter or
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Annual Report 2022-23
when, in extremely rare circumstances, we determine that a matter should not be communicated in our report because the adverse iv. a) The management has represented that, to the best of its knowledge and belief, other than as disclosed in the Note
consequences of doing so would reasonably be expected to outweigh the public interest benefits of such communication. 53 (A) (vii) to the standalone financial statements, no funds have been advanced or loaned or invested (either from
borrowed funds or share premium or any other sources or kind of funds) by the Company to or in any other
Report on Other Legal and Regulatory Requirements
person(s) or entity(ies), including foreign entities (“Intermediaries”), with the understanding, whether recorded
1. As required by the Companies (Auditor’s Report) Order, 2020 (“the Order”), issued by the Central Government of India in terms in writing or otherwise, that the Intermediary shall, whether, directly or indirectly lend or invest in other persons
of sub-section (11) of section 143 of the Act, we give in the “Annexure 1” a statement on the matters specified in paragraphs 3 or entities identified in any manner whatsoever by or on behalf of the Company (“Ultimate Beneficiaries”) or
and 4 of the Order. provide any guarantee, security or the like on behalf of the Ultimate Beneficiaries;
2. As required by Section 143(3) of the Act, we report that: b) The management has represented that, to the best of its knowledge and belief, other than as disclosed in the Note
53 (A) (viii) to the standalone financial statements, no funds have been received by the Company from any
(a) We have sought and obtained all the information and explanations which to the best of our knowledge and belief were
person(s) or entity(ies), including foreign entities (“Funding Parties”), with the understanding, whether recorded
necessary for the purposes of our audit;
in writing or otherwise, that the Company shall, whether, directly or indirectly, lend or invest in other persons or
(b) In our opinion, proper books of account as required by law have been kept by the Company so far as it appears from our entities identified in any manner whatsoever by or on behalf of the Funding Party (“Ultimate Beneficiaries”) or
examination of those books; provide any guarantee, security or the like on behalf of the Ultimate Beneficiaries; and
(c) The Balance Sheet, the Statement of Profit and Loss including the Statement of Other Comprehensive Income, the Cash c) Based on such audit procedures performed that have been considered reasonable and appropriate in the
Flow Statement and Statement of Changes in Equity dealt with by this Report are in agreement with the books of account; circumstances, nothing has come to our notice that has caused us to believe that the representations under sub
clause (a) and (b) contain any material misstatement.
(d) In our opinion, the aforesaid standalone financial statements comply with the Accounting Standards specified under Section
133 of the Act, read with Companies (Indian Accounting Standards) Rules, 2015, as amended; v. The final dividend paid by the Company during the year in respect of the same declared for the previous year is in
accordance with section 123 of the Act to the extent it applies to payment of dividend.
(e) On the basis of the written representations received from the directors as on March 31, 2023 taken on record by the Board of
Directors, none of the directors is disqualified as on March 31, 2023 from being appointed as a director in terms of Section As stated in Note 31 to the standalone financial statements, the Board of Directors of the Company have proposed final
164 (2) of the Act; dividend for the year which is subject to the approval of the members at the ensuing Annual General Meeting. The
dividend declared is in accordance with section 123 of the Act to the extent it applies to declaration of dividend.
(f) With respect to the adequacy of the internal financial controls with reference to these standalone financial statements and
the operating effectiveness of such controls, refer to our separate Report in “Annexure 2” to this report; vi. As proviso to Rule 3(1) of the Companies (Accounts) Rules, 2014 is applicable for the Company only w.e.f. April 1,
2023, reporting under this clause is not applicable.
(g) In our opinion, the managerial remuneration for the year ended March 31, 2023 has been paid/provided by the Company to
its directors in accordance with the provisions of section 197 read with Schedule V to the Act;
(h) With respect to the other matters to be included in the Auditor’s Report in accordance with Rule 11 of the Companies (Audit
and Auditors) Rules, 2014, as amended in our opinion and to the best of our information and according to the explanations
For S.R. Batliboi & Co. LLP
given to us: Chartered Accountants
ICAI Firm Registration Number: 301003E/E300005
i. The Company has disclosed the impact of pending litigations on its financial position in its standalone financial
statements – Refer Note 46 (b) to the standalone financial statements; per Vishal Sharma
Partner
Membership Number: 096766
ii. The Company did not have any long-term contracts including derivative contracts for which there were any material
UDIN: 23096766BGYHTB9503
foreseeable losses;
Place of Signature: New Delhi
iii. There has been no delay in transferring amounts, required to be transferred, to the Investor Education and Protection Date: 15th May 2023
Fund by the Company
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Annual Report 2022-23
ANNEXURE ‘1’ REFERRED TO IN PARAGRAPH UNDER THE HEADING “REPORT ON Description of Gross Net carrying Held in Whether Period held Reason for not being held
OTHER LEGAL AND REGULATORY REQUIREMENTS” OF OUR REPORT OF EVEN DATE Property carrying value name of promoter, – indicate in the name of Company
value (` in Crores) director or range, where
(` in Crores) their relative appropriate
Re: Berger Paints India Limited (“the Company”) or employee
One leasehold land 5.83 5.80 West Bengal No September 05, The Company has obtained
In terms of the information and explanations sought by us and given by the Company and the books of account and records at Panagarh Industrial 2022 the allotment letter in its
examined by us in the normal course of audit and to the best of our knowledge and belief, we state that: Development name and execution of lease
Corporation deed in respect of 9.91 acres
Limited of land at Panagarh Industrial
(i) (a) (A) The Company has maintained proper records showing full particulars, including quantitative details and situation of Park is in process.
Property, plant and equipment. One leasehold land 0.01 * Government of No September 26, Renewal of lease with West
at Howrah West Bengal 1957 Bengal Government in
(B) The Company has maintained proper records showing full particulars of intangibles assets. respect of a piece of land
comprising about 0.08 acres
(b) All Property, plant and equipment have not been physically verified by the management during the year but there is a at Howrah is under process
regular programme of verification of all the Property, plant and equipment over a period of once every three years which, in since September 26, 2017.
our opinion, is reasonable having regard to the size of the Company and the nature of its assets. No material discrepancies * Amount is below rounding off norms.
were noticed on verification carried out during the year in accordance with said programme.
(d) The Company has not revalued its Property, plant and equipment (including Right-of-use assets) or intangible assets during
(c) The title deeds of immovable properties (other than properties where the Company is the lessee and the lease agreements the year ended March 31, 2023.
are duly executed in favour of the lessee) included in Property, plant and equipment/ Right of use assets are held in the name (e) There are no proceedings initiated or are pending against the Company for holding any benami property under the Prohibition
of the Company except 6 (six) title deeds of the immovable properties as disclosed in Note 4 and Note 45 to the standalone of Benami Property Transactions Act, 1988 and rules made thereunder.
financial statements, as indicated in the below mentioned cases:
(ii) (a) The inventory has been physically verified by the management during the year except for inventories lying with third
Description of Gross Net carrying Held in Whether Period held Reason for not being held parties. In our opinion, the frequency of verification by the management is reasonable and the coverage and procedure
Property carrying value name of promoter, – indicate in the name of Company for such verification is appropriate. Inventories lying with third parties have been confirmed by them as at March 31, 2023
value (` in Crores) director or range, where
and discrepancies of 10% or more in aggregate for each class of inventory were not noticed in respect of such confirmations.
(` in Crores) their relative appropriate
or employee No discrepancies of 10% or more in aggregate for each class of inventory were noticed on such physical verification.
One freehold land at 1.36 1.36 Berger Auto No 3rd March, In terms of the order (b) As disclosed in Note 25 to the standalone financial statements, the Company has been sanctioned working capital
Rishra, West Bengal & Industrial 2005 dated March 3, 2005 by
limits in excess of `5 Crores in aggregate from banks during the year on the basis of security of current assets of the
Coatings the Hon’ble High Court
Limited at Calcutta approved the Company. Based on the records examined by us in the normal course of audit of the financial statements, the quarterly
Scheme of Amalgamation of returns/statements filed by the Company with such banks are in agreement with the unaudited books of account
Berger Auto and Industrial of the Company.
Coating Limited with the
Company, the particular (iii) (a) During the year the Company has provided loan and has stood guarantees to companies as follows
freehold land was transferred ` in Crores
to the Company .
Particulars Loans Guarantees
One leasehold land 0.35 0.26 Rajdoot Paints No October 01, In terms of the order dated
at Panaji, Goa Private Limited 1998 October 01, 1998, the Aggregate amount granted/provided during the year - Subsidiary Company 13.18 -
One leasehold land 0.27 0.13 Rajdoot Paints No October 01, Hon’ble High Court of Balance outstanding as at balance sheet date in respect of the above Subsidiary 24.14 102.00
at Sikandrabad, Private Limited 1998 Calcutta had approved the (out of which outstanding
Uttar Pradesh Scheme of Amalgamation balances of loan as at
of Rajdoot Paints Private year end amounts to
One leasehold land 0.05 0.03 Rajdoot Paints No October 01, Limited with the Company `46.14 Crores)
at Chandigarh Private Limited 1998 with effect from October 01,
1998. In terms of said order, During the year the Company has not provided loans, advances in the nature of loans, stood guarantee or provided security to
all the aforesaid leasehold companies, firms, Limited Liability Partnerships or any party other than as mentioned above.
land parcels held by Rajdoot
Paints Private Limited was (b) During the year, the investments made and the terms and conditions of the grant of loan are not prejudicial to the
transferred to the Company. Company's interest.
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Annual Report 2022-23
(c) In respect of loans granted to a company, the schedule of repayment of principal and payment of interest has been stipulated. Name of Nature Amount Period to which the amount relates Forum where
Repayment of principal had not fallen due during the year. The receipt of interest has been regular during the year. the statute of dues (` in Crores)* (Financial Year) dispute is pending
The Central Sales Tax Sales Tax/ 12.21 1996-1997, 1999-2000 to 2001-2002, Appellate and Revisional Board
(d) There are no amounts of loans granted to company which are overdue for more than ninety days.
Act, 1956 and The Value added 2003-2004 to 2005-2006, 2017-2018
(e) There were no loans granted to company which was fallen due during the year, that have been renewed or extended or Value Added Tax Act, Tax 6.06 1983-1984, 1984-1985, 1988-1989, Appellate Authority
2005 1989-1990, 1991-1992, 1992-1993,
fresh loans granted to settle the overdues of existing loans given to the same party.
1993-1994, 1995-1996, 1999-2000 and
(f) The Company has not granted any loans or advances in the nature of loans, either repayable on demand or without 2000-2001, 2002-2003 to 2010-2011
specifying any terms or period of repayment to companies, firms, Limited Liability Partnerships or any other parties. and 2012-2013 to 2017-2018
4.00 1998-1999, 1999-2000, 2001-2002, Taxation Tribunal
Accordingly, the requirement to report on clause 3(iii)(f) of the Order is not applicable to the Company.
2003-2004, 2012-2013, 2013-2014,
(iv) Loans, investments, guarantees and security in respect of which provisions of sections 185 and 186 of the Companies Act, 2013 2014-2015 and 2016-17
are applicable have been complied with by the Company. 2.47 1994-1995, 1996-1997, 1997-1998, High Courts
2003-2004, 2009-2010, 2012-2013,
(v) The Company has neither accepted any deposits from the public nor accepted any amounts which are deemed to be deposits within 2013-2014 and 2015-2016
the meaning of sections 73 to 76 of the Companies Act and the rules made thereunder, to the extent applicable. Accordingly, the to 2017-2018
requirement to report on clause 3(v) of the Order is not applicable to the Company. Goods and Service Tax Goods and 2.48 2017-18 to 2020-21 and April' 2021 to Adjudicating Authority
Act, 2017 Service Tax September' 2021
(vi) We have broadly reviewed the books of account maintained by the Company pursuant to the rules made by the Central Government 0.09 October' 2017 - October' 2018 First Appellate Authority -
for the maintenance of cost records under section 148(1) of the Companies Act, 2013, related to the manufacture of Company’s Joint Commissioner of Appeal
products, and are of the opinion that prima facie, the specified accounts and records have been made and maintained. We have not, Income Tax Act, 1961 Income Tax 7.15 2015-16 & 2017-18 Commissioner of Income Tax
(Appeals)
however, made a detailed examination of the same.
* Net of amount deposited on account of dispute.
(vii) (a) Undisputed statutory dues including goods and services tax, provident fund, employees’ state insurance, income-tax,
sales-tax, service tax, duty of custom, duty of excise, value added tax, cess and other material statutory dues applicable (viii) The Company has not surrendered or disclosed any transaction, previously unrecorded in the books of account, in the tax assessments
to the Company have generally been regularly deposited with the appropriate authorities though there has been a slight under the Income Tax Act, 1961 as income during the year. Accordingly, the requirement to report on clause 3(viii) of the Order is
delay in a few cases. According to the information and explanations given to us and based on audit procedures performed not applicable to the Company.
by us, no undisputed amounts payable in respect of these statutory dues were outstanding at the year end for a period of
more than six months from the date they became payable. (ix) (a) The Company has not defaulted in repayment of loans or other borrowings or in the payment of interest thereon to any lender.
(b) The dues of goods and services tax, provident fund, employees’ state insurance, income-tax, sales-tax, service tax, duty of (b) The Company has not been declared wilful defaulter by any bank or financial institution or government or any government authority.
custom, duty of excise, value added tax, cess, and other material statutory dues have not been deposited on account of any
(c) The Company did not have any term loans outstanding during the year hence, the requirement to report on clause (ix)(c) of
dispute, are as follows:
the Order is not applicable to the Company.
Name of Nature Amount Period to which the amount relates Forum where
the statute of dues (` in Crores)* (Financial Year) dispute is pending (d) On an overall examination of the financial statements of the Company, no funds raised on short-term basis have been used for long
The Central Excise Act, Excise Duty/ 0.61 2012-2013, April' 2017 to June'2017 Adjudicating Authority term purposes by the Company.
1944, Finance Act, 1994 Service 0.76 April' 2005 to October' 2006 and Commissioner (Appeals)
and Customs Act, 1962 Tax/Customs March' 2016 to June' 2017 (e) On an overall examination of the financial statements of the Company, the Company has not taken any funds from any entity or
36.66 1990- 1995, April' 2003 to June' 2017 Customs Excise Service person on account of or to meet the obligations of its subsidiaries or joint ventures. The Company does not have any associate.
Tax Appellate Tribunal (CESTAT)
(f) The Company has not raised loans during the year on the pledge of securities held in its subsidiaries or joint ventures. Hence, the
24.07 April’ 1998 to November’ 2000 High Court
requirement to report on clause (ix)(f) of the Order is not applicable to the Company.
April' 2008 to December' 2009
April' 2011 to February' 2015 (x) (a) The Company has not raised any money during the year by way of initial public offer / further public offer (including debt
* Net of amount deposited on account of dispute. instruments) and hence, the requirement to report on clause 3(x)(a) of the Order is not applicable to the Company.
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Annual Report 2022-23
(b) The Company has not made any preferential allotment or private placement of shares /fully or partially or optionally convertible (xix) On the basis of the financial ratios disclosed in Note 52 to the standalone financial statements, ageing and expected dates of realization
debentures during the year under audit and hence, the requirement to report on clause 3(x)(b) of the Order is not applicable to of financial assets and payment of financial liabilities, other information accompanying the financial statements, our knowledge of
the Company the Board of Directors and management plans and based on our examination of the evidence supporting the assumptions, nothing has
come to our attention, which causes us to believe that any material uncertainty exists as on the date of the audit report that Company
(xi) (a) No fraud by the Company or no material fraud on the Company has been noticed or reported during the year. For an instance of
is not capable of meeting its liabilities existing at the date of balance sheet as and when they fall due within a period of one year from
cyber-attack, please refer Note 42 (b) to the standalone financial statements.
the balance sheet date. We, however, state that this is not an assurance as to the future viability of the Company. We further state
(b) During the year, no report under sub-section (12) of section 143 of the Companies Act, 2013 has been filed by cost auditor/
that our reporting is based on the facts up to the date of the audit report and we neither give any guarantee nor any assurance that all
secretarial auditor or by us in Form ADT – 4 as prescribed under Rule 13 of Companies (Audit and Auditors) Rules, 2014 with
liabilities falling due within a period of one year from the balance sheet date, will get discharged by the Company as and when they
the Central Government.
fall due.
(c) We have taken into consideration the whistle blower complaints received by the Company during the year while determining the
(xx) (a) In respect of other than ongoing projects, there are no unspent amounts that are required to be transferred to a fund specified in
nature, timing and extent of audit procedures.
Schedule VII of the Companies Act (the Act), in compliance with second proviso to sub section 5 of section 135 of the Act. This
(xii) The Company is not a nidhi company as per the provisions of the Companies Act, 2013. Therefore, the requirement to report on matter has been disclosed in Note 40.2 to the standalone financial statements.
clause 3(xii)(a), (b) and (c) of the Order is not applicable to the Company.
(b) There are no unspent amounts in respect of ongoing projects, that are required to be transferred to a special account in compliance
(xiii) Transactions with the related parties are in compliance with sections 177 and 188 of Companies Act, 2013 where applicable and the of provision of sub section (6) of section 135 of Companies Act. This matter has been disclosed in Note 40.2 to the standalone
details have been disclosed in the notes to the standalone financial statements as required by the applicable accounting standards. financial statements.
(xiv) (a) The Company has an internal audit system commensurate with the size and nature of its business.
(b) The internal audit reports of the Company issued till the date of the audit report, for the period under audit have been
For S.R. Batliboi & Co. LLP
considered by us. Chartered Accountants
ICAI Firm Registration Number: 301003E/E30005
(xv) The Company has not entered into any non-cash transactions with its directors or persons connected with its directors and hence
per Vishal Sharma
requirement to report on clause 3(xv) of the Order is not applicable to the Company.
Partner
Membership Number: 096766
(xvi) (a) The provisions of section 45-IA of the Reserve Bank of India Act, 1934 (2 of 1934) are not applicable to the Company.
UDIN: 23096766BGYHTB9503
Accordingly, the requirement to report on clause (xvi)(a) of the Order is not applicable to the Company.
Place: New Delhi
(b) The Company is not engaged in any Non-Banking Financial or Housing Finance activities. Accordingly, the requirement to Date: 15th May, 2023
report on clause (xvi)(b) of the Order is not applicable to the Company.
(c) The Company is not a Core Investment Company as defined in the regulations made by Reserve Bank of India. Accordingly, the
requirement to report on clause 3(xvi) of the Order is not applicable to the Company.
(d) There is no Core Investment Company as a part of the Group, hence, the requirement to report on clause 3(xvi)(d) of the Order
is not applicable to the Company.
(xvii) The Company has not incurred cash losses in the current year and in the immediately preceding financial year.
(xviii) There has been no resignation of the statutory auditors during the year and accordingly requirement to report on Clause 3(xviii) of
the Order is not applicable to the Company.
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Annual Report 2022-23
ANNEXURE 2 TO THE INDEPENDENT AUDITOR’S REPORT OF EVEN DATE ON THE statements includes those policies and procedures that (1) pertain to the maintenance of records that, in reasonable detail, accurately
STANDALONE FINANCIAL STATEMENTS OF BERGER PAINTS INDIA LIMITED and fairly reflect the transactions and dispositions of the assets of the company; (2) provide reasonable assurance that transactions are
recorded as necessary to permit preparation of financial statements in accordance with generally accepted accounting principles, and
Report on the Internal Financial Controls under Clause (i) of Sub-section 3 of Section 143 of the Companies Act, 2013
that receipts and expenditures of the company are being made only in accordance with authorisations of management and directors
(“the Act”)
of the company; and (3) provide reasonable assurance regarding prevention or timely detection of unauthorised acquisition, use, or
We have audited the internal financial controls with reference to standalone financial statements of Berger Paints India Limited (“the disposition of the company's assets that could have a material effect on the financial statements.
Company”) as of March 31, 2023 in conjunction with our audit of the standalone financial statements of the Company for the year
Inherent Limitations of Internal Financial Controls with Reference to Standalone Financial Statements
ended on that date.
Because of the inherent limitations of internal financial controls with reference to standalone financial statements, including the
Management’s Responsibility for Internal Financial Controls
possibility of collusion or improper management override of controls, material misstatements due to error or fraud may occur and not
The Company’s Management is responsible for establishing and maintaining internal financial controls based on the internal control be detected. Also, projections of any evaluation of the internal financial controls with reference to standalone financial statements to
over financial reporting criteria established by the Company considering the essential components of internal control stated in the future periods are subject to the risk that the internal financial control with reference to standalone financial statements may become
Guidance Note on Audit of Internal Financial Controls Over Financial Reporting issued by the Institute of Chartered Accountants inadequate because of changes in conditions, or that the degree of compliance with the policies or procedures may deteriorate.
of India (“ICAI”). These responsibilities include the design, implementation and maintenance of adequate internal financial controls
Opinion
that were operating effectively for ensuring the orderly and efficient conduct of its business, including adherence to the Company’s
policies, the safeguarding of its assets, the prevention and detection of frauds and errors, the accuracy and completeness of the In our opinion, the Company has, in all material respects, adequate internal financial controls with reference to standalone financial
accounting records and the timely preparation of reliable financial information, as required under the Companies Act, 2013. statements and such internal financial controls with reference to standalone financial statements were operating effectively as at
March 31, 2023, based on the internal control over financial reporting criteria established by the Company considering the essential
Auditor’s Responsibility
components of internal control stated in the Guidance Note issued by the ICAI.
Our responsibility is to express an opinion on the Company's internal financial controls with reference to these standalone financial
statements based on our audit. We conducted our audit in accordance with the Guidance Note on Audit of Internal Financial Controls
Over Financial Reporting (the “Guidance Note”) and the Standards on Auditing, as specified under section 143(10) of the Act, to the For S.R. Batliboi & Co. LLP
Chartered Accountants
extent applicable to an audit of internal financial controls, both issued by ICAI. Those Standards and the Guidance Note require that
ICAI Firm Registration Number: 301003E/E300005
we comply with ethical requirements and plan and perform the audit to obtain reasonable assurance about whether adequate internal
financial controls with reference to these standalone financial statements was established and maintained and if such controls operated
per Vishal Sharma
effectively in all material respects. Partner
Membership Number: 096766
Our audit involves performing procedures to obtain audit evidence about the adequacy of the internal financial controls with reference UDIN: 3096766BGYHTB9503
to these standalone financial statements and their operating effectiveness. Our audit of internal financial controls with reference to Place: New Delhi
standalone financial statements included obtaining an understanding of internal financial controls with reference to these standalone Date: 15th May, 2023
financial statements, assessing the risk that a material weakness exists, and testing and evaluating the design and operating effectiveness
of internal control based on the assessed risk. The procedures selected depend on the auditor’s judgement, including the assessment
of the risks of material misstatement of the financial statements, whether due to fraud or error.
We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our audit opinion on the
Company’s internal financial controls with reference to these standalone financial statements.
Meaning of Internal Financial Controls With Reference to these Standalone Financial Statements
A company's internal financial controls with reference to standalone financial statements is a process designed to provide reasonable
assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance
with generally accepted accounting principles. A company's internal financial controls with reference to standalone financial
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Annual Report 2022-23
STANDALONE BALANCE SHEET AS AT MARCH 31, 2023 STANDALONE STATEMENT OF PROFIT AND LOSS FOR THE YEAR ENDED MARCH 31, 2023
` in Crores ` in Crores
Notes As at As at Notes Year Ended Year Ended
March 31, 2023 March 31, 2022 March 31, 2023 March 31, 2022
ASSETS
Non-current assets
Income
Property, plant and equipment 4 2,288.32 1,263.64
Capital work-in-progress 5 78.20 568.87 Revenue from operations 32 9,470.62 7,740.93
Intangible assets 6(a) 11.05 9.26
Right-of-use assets 45 441.20 371.82 Other income 33 77.15 63.12
Intangible asset under development 6(b) 0.35 -
Total income 9,547.77 7,804.05
Financial assets
(a) Investments 7 745.42 681.42 Expenses
(b) Loans 8 24.14 10.96
(c) Other financial assets 9 123.83 85.86 Cost of materials consumed 34 5,270.87 4,504.30
Income tax assets (net) 10 61.57 53.81
Purchases of traded goods 35 910.90 691.40
Other non-current assets 11 25.80 57.42
3,799.88 3,103.06 Increase in inventories of finished goods, work-in-progress and traded goods 36 (94.65) (349.61)
Current assets
Inventories 12 2,146.10 2,149.97 Employee benefits expense 37 458.12 400.58
Financial assets
(a) Investments 13 26.13 62.75 Finance costs 38 86.28 42.93
(b) Trade receivables 14 970.80 835.58
Depreciation and amortisation expense 39 234.00 197.53
(c) Cash and cash equivalents 15 56.87 65.98
(d) Bank balances other than (c) above 16 117.60 140.90 Other expenses 40 1,579.53 1,311.73
(e) Other financial assets 17 52.53 65.08
Other current assets 18 230.18 202.58 Total expenses 8,445.05 6,798.86
3,600.21 3,522.84 Profit before tax 1,102.72 1,005.19
Total assets 7,400.09 6,625.90
EQUITY AND LIABILITIES Tax expense
Equity
Equity share capital 19 97.14 97.13 Current tax 271.75 258.81
Other equity 20 4,198.05 3,666.76
Deferred tax charge /(credit) 23 2.58 (3.48)
Total Equity 4,295.19 3,763.89
Liabilities Total Tax Expense 274.33 255.33
Non-current liabilities
Financial liabilities Profit for the year (I) 828.39 749.86
(a) Borrowings
(ai) Lease liabilities 45 305.81 245.68 Other comprehensive income/ (loss):
(b) Other financial liabilities 21 71.60 71.74
Provisions 22 4.29 3.98 Items that will not be reclassified to Statement of Profit or Loss in subsequent periods:
Deferred tax liabilities (net) 23 25.57 23.18 Re-measurement gains/(loss) on defined benefit obligations (0.74) 1.10
Other non- current liabilities 24 1.60 2.11
408.87 346.69 Income tax effect thereof 0.19 (0.28)
Current liabilities
Financial liabilities Other comprehensive income/(loss) for the year (II) (0.55) 0.82
(a) Borrowings 25 674.70 515.56 Total comprehensive income for the year (I + II) 827.84 750.68
(ai) Lease liabilities 45 78.80 69.69
(b) Trade payables Earnings per Equity Share of Face Value of ` 1 each 41
i) Total outstanding dues of micro enterprises and small enterprises 26 97.46 64.43
ii) Total outstanding dues of creditors other than micro enterprises and small enterprises 1,576.88 1,640.66 Basic (amount in `) 8.53 7.72
(c) Other financial liabilities 27 92.20 103.40 Diluted (amount in `) 8.53 7.72
Other current liabilities 28 105.54 67.94
Provisions 29 52.44 35.63
Income tax liabilities (net) 30 18.01 18.01
2,696.03 2,515.32 Summary of significant accounting policies 3
Total liabilities 3,104.90 2,862.01 The accompanying notes are an integral part of the Standalone financial statements.
Total equity and liabilities 7,400.09 6,625.90
As per our report of even date
Summary of significant accounting policies 3
The accompanying notes are an integral part of the Standalone financial statements. For S.R. BATLIBOI & CO. LLP For and on behalf of Board of Directors of Berger Paints India Limited
As per our report of even date Chartered Accountants
For S.R. BATLIBOI & CO. LLP For and on behalf of Board of Directors of Berger Paints India Limited Firm Registration Number 301003E/E300005
Chartered Accountants
per Vishal Sharma Kuldip Singh Dhingra – Chairman (DIN: 00048406)
Firm Registration Number 301003E/E300005
per Vishal Sharma Kuldip Singh Dhingra – Chairman (DIN: 00048406) Partner Gurbachan Singh Dhingra – Vice-Chairman (DIN: 00048465)
Partner Gurbachan Singh Dhingra – Vice-Chairman (DIN: 00048465) Membership Number : 096766 Abhijit Roy – Managing Director & CEO (DIN: 03439064)
Membership Number : 096766 Abhijit Roy – Managing Director & CEO (DIN: 03439064)
Place: New Delhi Kaushik Ghosh – Vice President & CFO (ACA – 059971)
Place: New Delhi Kaushik Ghosh – Vice President & CFO (ACA – 059971)
Dated: May 15, 2023 Arunito Ganguly – Vice President & Company Secretary (FCS – 9285) Dated: May 15, 2023 Arunito Ganguly – Vice President & Company Secretary (FCS – 9285)
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Annual Report 2022-23
STANDALONE STATEMENT OF CHANGES IN EQUITY FOR THE YEAR ENDED MARCH 31, 2023 STANDALONE STATEMENT OF CHANGES IN EQUITY FOR THE YEAR ENDED MARCH 31, 2023
a. Equity Share Capital (Refer Note 19): b. Other Equity (Refer Note 20) (contd.):
Particulars No. of shares Amount (` In Crores) For the year ended March 31, 2022 ` in Crores
Equity shares of `1 each issued, subscribed and fully paid
Reserves & Surplus
As at April 1, 2021 97,12,95,037 97.13
Securities Share Retained Capital General Capital Total
Add: Issue of Shares on exercise of Employee Stock Options (Note 44) * 28,452 0.00 Particulars premium Based Earnings Reserve Reserve Redemption Equity
As at March 31, 2022 97,13,23,489 97.13 Payment Reserve
Reserve
Add: Issue of Shares on exercise of Employee Stock Options (Note 44) 98,996 0.01
As at April 1, 2021 119.33 2.60 2,769.88 0.02 290.61 0.04 3,182.48
As at March 31, 2023 97,14,22,485 97.14
Profit for the year - - 749.86 - - - 749.86
* Refer Note 55
Other comprehensive income for the year (net of tax) - - 0.82 - - - 0.82
Total Comprehensive Income for the year - - 750.68 - - - 750.68
b. Other Equity (Refer Note 20):
For the year ended March 31, 2023 ` in Crores Share based payments (Note 44) - 5.62 - - - - 5.62
Reserves & Surplus Exercise of share options (Note 44) 1.39 (1.39) - - - - -
Securities Share Retained Capital General Capital Total Share Options forfeited/lapsed (Note 44) - (0.06) - - - - (0.06)
Particulars premium Based Earnings Reserve Reserve Redemption Equity Dividends (Note 31) - - (271.96) - - - (271.96)
Payment Reserve
Reserve As at March 31, 2022 120.72 6.77 3,248.60 0.02 290.61 0.04 3,666.76
As at April 1, 2022 120.72 6.77 3,248.60 0.02 290.61 0.04 3,666.76
Summary of significant accounting policies 3
Profit for the year - - 828.39 - - - 828.39
The accompanying notes are an integral part of the Standalone Ind AS financial statements.
Other comprehensive loss for the year (net of tax) - - (0.55) - - - (0.55)
As per our report of even date
Total Comprehensive Income for the year - - 827.84 - - - 827.84
For S.R. BATLIBOI & CO. LLP For and on behalf of Board of Directors of Berger Paints India Limited
Share based payments (Note 44) - 5.93 - - - - 5.93
Chartered Accountants
Exercise of share options (Note 44) 6.75 (6.75) - - - - -
Firm Registration Number 301003E/E300005
Share Options forfeited/lapsed (Note 44) - (1.37) - - - - (1.37)
per Vishal Sharma Kuldip Singh Dhingra – Chairman (DIN: 00048406)
Dividends (Note 31) - - (301.11) - - - (301.11) Partner Gurbachan Singh Dhingra – Vice-Chairman (DIN: 00048465)
As at March 31, 2023 127.47 4.58 3,775.33 0.02 290.61 0.04 4,198.05 Membership Number : 096766 Abhijit Roy – Managing Director & CEO (DIN: 03439064)
Place: New Delhi Kaushik Ghosh – Vice President & CFO (ACA – 059971)
Dated: May 15, 2023 Arunito Ganguly – Vice President & Company Secretary (FCS – 9285)
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Contents Corporate Overview Notice Directors’ Report Annexures to Directors’ Report Business Responsibility & Sustainability Report Corporate Governance Report Auditor’s Report – Standalone Annual Accounts – Standalone Auditor’s Report – Consolidated Annual Accounts – Consolidated
Annual Report 2022-23
STANDALONE CASH FLOW STATEMENT FOR THE YEAR ENDED MARCH 31, 2023 NOTES TO STANDALONE FINANCIAL STATEMENTS AS AT AND FOR THE YEAR ENDED MARCH 31, 2023
` in Crores
Year Ended Year Ended 1. Corporate Information
Particulars 31.03.2023 31.03.2022
A. Cash flows from operating activities:
Profit before tax 1,102.72 1,005.19
Adjustments to reconcile profit before tax to net cash flows : Berger Paints India Limited (‘BPIL’ or ‘the Company’) is a public limited company domiciled in India and is incorporated under
Depreciation and amortisation expense 234.00 197.53
(Profit)/loss on sale/discard of Property, plant and equipment 4.27 (5.55) the provisions of the Companies Act applicable in India. Its shares are listed on three stock exchanges in India. The Company is
Share based payment to employees 4.56 5.56
Sundry balances written back (3.19) (4.51) engaged in the manufacturing and selling of paints. The Company caters primarily to domestic market. The registered office of
Gain on early termination of leases (3.53) (1.26)
Corporate guarantee Income (0.33) (0.66) the Company is located at Berger House, 129 Park Street, Kolkata-700 017.
Unrealised foreign exchange (gain)/ loss (0.20) 0.80
Provision for bad and doubtful debts (net) 19.43 7.41
Net gain on sale of mutual fund investments measured at Fair Value Through Profit or Loss (FVTPL) (0.86) (6.48) These Standalone Financial Statements were approved for issue in accordance with a resolution of the Board of directors on
Fair value gain on mutual fund investments measured at Fair Value Through Profit or Loss (FVTPL) (0.06) (0.73)
Dividend income (33.96) (2.71) May 15, 2023.
Finance costs 86.28 42.93
Interest income (10.17) (14.15)
Operating profit before working capital changes 1,398.96 1,223.37
Adjustments for : 2. Basis of Preparation
Increase/(decrease) in trade payables (31.08) 298.16
Increase in other financial liabilities 11.94 8.71
Increase in other liabilities 30.17 7.75 The financial statements of the Company have been prepared in accordance with Indian Accounting Standards (“Ind AS”)
Increase in provisions 22.98 2.20
Increase in loans, deposits and other financial assets (38.06) (7.96) notified under the Companies (Indian Accounting Standards) Rules, 2015 (as amended from time to time) and presentation
Increase in other assets (30.33) (77.16)
(Increase)/decrease in trade receivables (154.65) (4.38) requirements of Division II of Schedule III to the Companies Act, 2013 (Ind AS compliant Schedule III), as applicable to the
(Increase)/decrease in inventories 3.87 (650.97)
Cash generated from operations 1,213.80 799.72 financial statements.
Direct taxes paid (net of refunds) (279.51) (270.15)
Net cash flows from operating activities (A) 934.29 529.57
B. Cash flows from investing activities:
Purchase of property, plant and equipment and intangible assets (including capital work in progress and intangible assets under development) (697.63) (712.75)
These Standalone Financial Statements have been prepared on a historical cost basis, except for certain assets and liabilities
Proceeds from sale of property, plant and equipment and intangible assets 1.58 8.60
Loan given to a subsidiary (13.18) (10.96) which have been measured at fair values (refer accounting policy regarding financial instruments). The Standalone Financial
Investment in subsidiaries (61.18) (95.55)
Advances for share application money (pending allotment) - (2.84) Statements are presented in INR and all values are rounded-off to the nearest crores with 2 decimal places (INR 00, 00, 000),
Proceeds from sale of current investments 700.99 1,129.29
Purchase of current investments (663.45) (983.01) except when otherwise indicated.
Proceeds from maturity of fixed deposits with banks 150.82 387.52
Investment in fixed deposits with banks (117.43) (288.66)
Dividend received 33.96 2.71 The Company has prepared the financial statements on the basis that it will continue to operate as a going concern.
Interest received 6.38 16.73
Net cash used in investing activities (B) (659.14) (548.92)
C. Cash flows from financing activities: The standalone financial statements provide comparative information in respect of the previous period. Accounting policies
Proceeds from issuance of equity share capital * 0.01 0.00
Net movement in cash credit (0.13) (4.88)
Other short term borrowings taken 7,873.67 3,020.00
have been consistently applied except where a newly issued accounting standard is initially adopted or a revision to an existing
Repayment of other short term borrowings (7,714.40) (2,655.00)
Payment of lease liabilities (including interest) (90.88) (72.16) accounting standard requires a change in the accounting policy hitherto in use.
Interest paid (51.42) (21.35)
Dividend paid (301.11) (271.96)
Net cash used in financing activities (C ) (284.26) (5.35) 3. Summary of Significant Accounting Policies
Net decrease in cash and cash equivalents [A+B+C] (9.11) (24.70)
Cash and cash equivalents as at the beginning of the year (Refer Note 15) 65.98 90.68
Cash and cash equivalents as at end of the year (Refer Note 15) 56.87 65.98 3.1. Current and Non - Current classification
Components of cash and cash equivalents
Balances with banks (Refer Note 15)
– On current accounts 55.03 50.22 The Company presents assets and liabilities in the balance sheet based on current/ non-current classification. An asset is treated
– Deposits with original maturity of less than three months 1.25 11.50
Cheques/drafts on hand 0.42 3.96
Cash on hand 0.17 0.30 as current when it is:
Total cash and cash equivalents 56.87 65.98
* Refer Note 55 • Expected to be realised or intended to be sold or consumed in normal operating cycle
Summary of significant accounting policies 3
The accompanying notes are an integral part of the Standalone Ind AS financial statements. • Held primarily for the purpose of trading
As per our report of even date
For S.R. BATLIBOI & CO. LLP For and on behalf of Board of Directors of Berger Paints India Limited • Expected to be realised within twelve months after the reporting period, or
Chartered Accountants
Firm Registration Number 301003E/E300005 • Cash or cash equivalent unless restricted from being exchanged or used to settle a liability for atleast twelve months after the
per Vishal Sharma Kuldip Singh Dhingra – Chairman (DIN: 00048406)
Partner Gurbachan Singh Dhingra – Vice-Chairman (DIN: 00048465) reporting period
Membership Number : 096766 Abhijit Roy – Managing Director & CEO (DIN: 03439064)
Place: New Delhi Kaushik Ghosh – Vice President & CFO (ACA – 059971)
All other assets are classified as non-current.
Dated: May 15, 2023 Arunito Ganguly – Vice President & Company Secretary (FCS – 9285)
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Annual Report 2022-23
NOTES TO STANDALONE FINANCIAL STATEMENTS AS AT AND FOR THE YEAR ENDED MARCH 31, 2023 NOTES TO STANDALONE FINANCIAL STATEMENTS AS AT AND FOR THE YEAR ENDED MARCH 31, 2023
A liability is current when: consideration. If there are multiple payments or receipts in advance, the Company determines the transaction date for each
payment or receipt of advance consideration.
• It is expected to be settled in normal operating cycle
• It is held primarily for the purpose of trading 3.3. Fair Value Measurement
• It is due to be settled within twelve months after the reporting period, or The Company measures financial instruments at fair value at each balance sheet date.
• There is no unconditional right to defer the settlement of the liability for at least twelve months after the reporting period. Fair value is the price that would be received to sell an asset or paid to transfer a liability in an orderly transaction between market
participants at the measurement date. The fair value measurement is based on the presumption that the transaction to sell the asset
The terms of the liability that could, at the option of the counterparty, result in its settlement by the issue of equity instruments do
or transfer the liability takes place either:
not affect its classification.
In the principal market for the asset or liability, or
The Company classifies all other liabilities as non-current.
In the absence of a principal market, in the most advantageous market for the asset or liability.
Deferred tax assets and liabilities are classified as non-current assets and liabilities.
The principal or the most advantageous market must be accessible by the Company.
The operating cycle is the time between the acquisition of assets for processing and their realisation in cash and cash equivalents.
The fair value of an asset or a liability is measured using the assumptions that market participants would use when pricing the
The Company has identified twelve months as its operating cycle.
asset or liability, assuming that market participants act in their best economic interest.
3.2. Foreign Currencies
A fair value measurement of a non-financial asset takes into account a market participant’s ability to generate economic benefits
Items included in the Standalone Financial Statements of the Company are measured using the currency of the primary economic by using the asset in its highest and best use or by selling it to another market participant that would use the asset in its highest
environment in which the Company operates ('the functional currency'). The Standalone Financial Statements are presented in and best use.
Indian Rupee (INR), which is the Company's functional and presentation currency.
The Company uses valuation techniques that are appropriate in the circumstances and for which sufficient data are available to
Transactions in foreign currencies are initially recorded by the Company at the functional currency spot rates (i.e., INR) at the measure fair value, maximising the use of relevant observable inputs and minimising the use of unobservable inputs.
date the transaction first qualifies for recognition. Monetary assets and liabilities denominated in foreign currencies are translated
All assets and liabilities for which fair value is measured or disclosed in the Standalone Financial Statements are categorised within
at the functional currency spot rates of exchange at the reporting date.
the fair value hierarchy, described as follows, based on the lowest level input that is significant to the fair value measurement as
Foreign exchange gains and losses resulting from the settlement of transactions in foreign currencies and from the translation of a whole:
monetary assets and liabilities denominated in foreign currencies at year end exchange rates are generally recognised in Statement
• Level 1 — Quoted (unadjusted) market prices in active markets for identical assets or liabilities
of Profit and Loss.
• Level 2 — Valuation techniques for which the lowest level input that is significant to the fair value measurement is directly
Non-monetary items that are measured in terms of historical cost in a foreign currency are translated using the exchange rates or indirectly observable
at the dates of the initial transactions. Non-monetary items that are measured at fair value in a foreign currency are translated
• Level 3 — Valuation techniques for which the lowest level input that is significant to the fair value measurement is
using the exchange rates at the date when the fair value is determined. The gain or loss arising on translation of non-monetary
unobservable
items measured at fair value is treated in line with the recognition of the gain or loss on the change in fair value of the item
(i.e., translation differences on items whose fair value gain or loss is recognised in OCI or Statement of Profit and Loss are also For assets and liabilities that are recognised in the Standalone Financial Statements on a recurring basis, the Company determines
recognised in OCI or Statement of Profit and Loss, respectively). whether transfers have occurred between levels in the hierarchy by re-assessing categorisation (based on the lowest level input
that is significant to the fair value measurement as a whole) at the end of each reporting period.
In determining the spot exchange rate to use on initial recognition of the related asset, expense or income (or part of it) on the
derecognition of a non-monetary asset or non-monetary liability relating to advance consideration, the date of the transaction is For the purpose of fair value disclosures, the Company has determined classes of assets and liabilities on the basis of the nature,
the date on which the Company initially recognises the non-monetary asset or non-monetary liability arising from the advance characteristics and risks of the asset or liability and the level of the fair value hierarchy as explained above.
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NOTES TO STANDALONE FINANCIAL STATEMENTS AS AT AND FOR THE YEAR ENDED MARCH 31, 2023 NOTES TO STANDALONE FINANCIAL STATEMENTS AS AT AND FOR THE YEAR ENDED MARCH 31, 2023
The Company determines the policies and procedures for both recurring fair value measurement, such as unquoted financial in accordance with terms and condition of underlying contracts. Obligations under each milestone are performed over short
assets measured at fair value, and for non-recurring measurement, such as assets held for sale in discontinued operations, if any. durations of not more than a month.
External valuers are involved for valuation of significant assets, such as properties and unquoted financial assets, and significant Interest income
liabilities, such as contingent consideration. Involvement of external valuers is decided upon annually by the management after
Interest income is accrued on a time proportion basis, by reference to the principal outstanding and effective interest rate applicable.
discussion with and approval by the Company’s Audit Committee. Selection criteria include market knowledge, reputation,
independence and whether professional standards are maintained. Dividend income
At each reporting date, the management analyses the movements in the values of assets and liabilities which are required to be Dividend income from investments is recognised when the right to receive payment has been established.
remeasured or re-assessed as per the Companies accounting policies. For this analysis, the management verifies the major inputs
Trade receivables
applied in the latest valuation by agreeing the information in the valuation computation to contracts and other relevant documents.
A receivable represents the Company’s right to an amount of consideration that is unconditional (i.e., only the passage of time
3.4. Revenue from contract with customer
is required before payment of the consideration is due). Refer to accounting policies of financial assets in sections “Financial
Revenue from contracts with customers is recognised when control of the goods or services are transferred to the customer at an instruments – initial recognition and measurement” and “Financial instruments – subsequent measurement”. Refer Note No. 3.20.
amount that reflects the consideration to which the Company expects to be entitled in exchange for those goods or services. The
3.5. Government Grants
Company has generally concluded that it is the principal in its revenue arrangements because it typically controls the goods or
services before transferring them to the customer. Government grants and subsidies are recognised where there is reasonable assurance that the grant will be received and all
attached conditions will be complied with.
Sale of Goods
When the grant or subsidy relates to revenue and is related to the corresponding costs, it is recognised as income on a systematic
Revenue from sale of goods is recognised on transfer of control in the goods to customers at a point of time by performance
basis in the Statement of Profit and Loss, under Other Operating Revenue, over the periods necessary to match them with the
of obligation towards delivery or as per customers’ instruction. The normal credit term is 30 to 90 days upon delivery. The
related costs, which they are intended to compensate. When the grant or subsidy relates to an asset, it is deducted from the
revenue is based on the consideration defined in the contract with a customer, including variable consideration, such as discounts,
carrying amount of the asset. The grant is recognised in the Statement of Profit and Loss over the useful life of the depreciable
volume rebates, rights to return or other contractual reductions. As the period between the date on which the Company transfers
asset by way of a reduced depreciation charge.
the promised goods to the customer and the date on which the customer pays for these goods is generally one year or less, no
financing components are considered. The Company considers whether there are other promises in the contract that are separate When the Company receives grants of non-monetary assets, the asset and the grant are recorded at fair value amounts and released
performance obligations to which a portion of the transaction price needs to be allocated. to Statement of Profit and Loss over the expected useful life in a pattern of consumption of the benefit of the underlying asset i.e.,
by equal annual instalments.
The Company provides volume rebates to certain customers once the quantity of products purchased by the customers during the
period exceeds a threshold specified in the contract. Generally, rebates are offset against the amounts payable by the customer. To 3.6. Taxes
estimate the variable consideration for the expected future rebates, the Company applies the expected value method.
Current Income Tax
Certain contracts provide a customer with a right to return the goods within a specified period. The Company uses the expected
Current income tax assets and liabilities are measured at the amount expected to be recovered or paid to the taxation authorities
value method to estimate the goods that will not be returned because this method best predicts the amount of variable consideration
in accordance with the Income-tax Act, 1961 enacted in India and tax laws prevailing in the respective tax jurisdictions where the
to which the Company will be entitled. The requirements in Ind AS on constraining estimates of variable consideration to are also
Company operates. The tax rates and tax laws used to compute the amount are those that are enacted or substantively enacted,
applied in order to determine the amount of variable consideration that can be included in the transaction price.
at the reporting date.
Revenue from Combined Contracts
Current income tax relating to items recognised outside profit or loss is recognised outside profit or loss (either in other
Revenue from contracts with customers for combined output comprising of goods and services for which consideration receivable comprehensive income or in equity). Current tax items are recognised in correlation to the underlying transaction either in OCI
by the Company is determined on the basis of surface area painted is recognised at a point of time when such combined output is or directly in equity. Management periodically evaluates positions taken in the tax returns with respect to situations in which
delivered to customers’ satisfaction as per agreed milestones and customers acknowledge their obligation to pay for such output applicable tax regulations are subject to interpretation and establishes provisions where appropriate. The Company shall reflect
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NOTES TO STANDALONE FINANCIAL STATEMENTS AS AT AND FOR THE YEAR ENDED MARCH 31, 2023 NOTES TO STANDALONE FINANCIAL STATEMENTS AS AT AND FOR THE YEAR ENDED MARCH 31, 2023
the effect of uncertainty for each uncertain tax treatment by using either most likely method or expected value method, depending In the situations where the Company is entitled to a tax holiday under the Income-tax Act, 1961 enacted in India or tax laws
on which method predicts better resolution of the treatment. prevailing in the respective tax jurisdictions where it operates, no deferred tax (asset or liability) is recognized in respect of
Deferred Tax temporary differences which reverse during the tax holiday period, to the extent the Company’s gross total income is subject to
the deduction during the tax holiday period. Deferred tax in respect of temporary differences which reverse after the tax holiday
Deferred tax is provided using the liability method, on temporary differences arising between the tax bases of assets and liabilities
period is recognized in the year in which the temporary differences originate. However, the Company restricts recognition of
and their carrying amounts in the Standalone Financial Statements at the reporting date. Deferred income tax is not accounted for
deferred tax assets to the extent that it has become reasonably certain or virtually certain, as the case may be, that sufficient future
if it arises from initial recognition of an asset or liability in a transaction other than a business combination that at the time of the
taxable income will be available against which such deferred tax assets can be realized. For recognition of deferred taxes, the
transaction affects neither accounting profit nor taxable profit (tax loss).
temporary differences which originate first are considered to reverse first.
Deferred tax liabilities are recognised for all taxable temporary differences, except:
Goods and Service tax paid on acquisition of assets or on incurring expenses
► When the deferred tax liability arises from the initial recognition of goodwill or an asset or liability in a transaction that is not
a business combination and, at the time of the transaction, affects neither the accounting profit nor taxable profit or loss. Expenses and assets are recognised net of the amount of Goods and Service tax paid, except:
► In respect of taxable temporary differences associated with investments in subsidiaries and interests in joint ventures, when When the tax incurred on a purchase of assets or services is not recoverable from the taxation authority, in which case, the
the timing of the reversal of the temporary differences can be controlled and it is probable that the temporary differences will tax paid is recognised as part of the cost of acquisition of the asset or as part of the expense item, as applicable.
not reverse in the foreseeable future.
When receivables and payables are stated with the amount of tax included, the net amount of tax recoverable from, or payable
Deferred tax assets are recognised for all deductible temporary differences and unused tax losses only if it is probable that future to, the taxation authority is included as part of receivables or payables in the balance sheet.
taxable amounts will be available to utilise those temporary differences and losses.
3.7. Property, Plant and Equipment
The carrying amount of deferred tax assets is reviewed at each reporting date and reduced to the extent that it is no longer probable
Property, plant and equipment (PPE) are carried at cost of acquisition, on current cost basis less accumulated depreciation and
that sufficient taxable profit will be available to allow all or part of the deferred tax asset to be utilised. Unrecognised deferred tax
accumulated impairment losses, if any. Cost comprises purchase price and directly attributable cost of bringing the asset to its
assets are re-assessed at each reporting date and are recognised to the extent that it has become probable that future taxable profits
working condition for the intended use. Any trade discounts and rebates are deducted in arriving at the purchase price. Such
will allow the deferred tax asset to be recovered.
cost includes the cost of replacing part of the plant and equipment and borrowing costs for long-term construction projects if
In assessing the recoverability of deferred tax assets, the Company relies on the same forecast assumptions used elsewhere in the
the recognition criteria are met. Machinery spares which can be used only in connection with an item of property, plant and
financial statements and in other management reports, which, among other things, reflect the potential impact of climate-related
equipment and whose use is expected to be irregular are capitalised and depreciated over the useful life of the principal item of the
development on the business, such as increased cost of production as a result of measures to reduce carbon emission.
relevant assets. When significant parts of plant and equipment are required to be replaced at intervals, the Company depreciates
Deferred tax assets and liabilities are measured at the tax rates that are expected to apply in the year when the asset is realised or them separately based on their specific useful lives. Likewise, when a major inspection is performed, its cost is recognised in
the liability is settled, based on tax rates (and tax laws) that have been enacted or substantively enacted at the reporting date. the carrying amount of the plant and equipment as a replacement if the recognition criteria are satisfied. All other repair and
Deferred tax assets and liabilities are offset when there is a legally enforceable right to offset current tax assets and liabilities maintenance costs are recognised in Statement of Profit and Loss as incurred. The present value of the expected cost for the
and when the deferred tax balances relate to the same taxation authority. Current tax assets and tax liabilities are offset where decommissioning of an asset after its use is included in the cost of the respective asset if the recognition criteria for a provision
the entity has a legally enforceable right to offset and intends either to settle on a net basis, or to realise the asset and settle the are met. Refer to note 42 regarding significant accounting judgements, estimates and assumptions and provisions for further
liability simultaneously. information about the recorded decommissioning provision.
Current and deferred tax is recognised in Statement of Profit and Loss, except to the extent that it relates to items recognised Depreciation is provided on Straight Line method over the useful lives of property, plant and equipment as estimated by
in Other Comprehensive Income (OCI) or directly in equity. In this case, the tax is also recognised in OCI or directly in management. Pursuant to Notification of Schedule II of the Companies Act, 2013 depreciation is provided prorata basis on
equity, respectively. straight line method at the rates determined based on estimated useful lives of property, plant and equipment where applicable,
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NOTES TO STANDALONE FINANCIAL STATEMENTS AS AT AND FOR THE YEAR ENDED MARCH 31, 2023 NOTES TO STANDALONE FINANCIAL STATEMENTS AS AT AND FOR THE YEAR ENDED MARCH 31, 2023
prescribed under Schedule II to the Companies Act 2013 with the exception of the following items for which useful lives as the difference between the net disposal proceeds and the carrying amount of the asset and are recognised in the Statement of Profit
estimated by management based on technical evaluation are different from those specified in aforesaid Schedule II. and Loss when the asset is derecognised.
• Plant and Machinery: 3 years to 21.05 years 3.9. Research and Development
• Motor Vehicles: 6.67 years Research is original and planned investigation undertaken with the prospect of gaining new scientific or technical knowledge
• Tinting Machines: Based on useful lives of 60 months and understanding. Expenditure incurred on research of an internal project is recognised as an expense in Statement of Profit and
Loss, when it is incurred.
• No depreciation is provided on freehold land
Development is the application of research findings or other knowledge to a plan or design for the production of new or
An item of property, plant and equipment and any significant part initially recognised is derecognised upon disposal or when no
substantially improved materials, devices, products, processes, systems or services before the start of commercial production or
future economic benefits are expected from its use or disposal. Any gain or loss arising on derecognition of the asset (calculated
use. An intangible asset arising from development is recognised if, and only if, the following criteria are met:
as the difference between the net disposal proceeds and the carrying amount of the asset) is included in the Statement of Profit
(a) it is technically feasible to complete the intangible asset so that it will be available for use or sale.
and Loss when the asset is derecognised.
(b) the Company intends to complete the intangible asset and use or sell it.
The residual values, useful lives and methods of depreciation of property, plant and equipment are reviewed at each financial
year end and adjusted prospectively, if appropriate. The Company also considers the impact of health, safety and environmental (c) the Company has ability to use or sell the intangible asset.
legislation in its assessment of expected useful lives and estimated residual values.
(d) the Company can demonstrate how the intangible asset will generate probable future economic benefits.
3.7.1 Capital work in progress
(e) the Company has adequate technical, financial and other resources to complete the development and to use or sell the
Cost of assets not ready for intended use, as the balance sheet date, is shown as capital work in progress. intangible asset.
Capital work in progress is stated at cost, net of accumulated impairment loss, if any. (f) the Company has ability to measure reliably the expenditure attributable to the intangible asset during its development.
Following initial recognition of the development expenditure as an asset, the asset is carried at cost less any accumulated
3.8. Intangible Assets
amortisation and accumulated impairment losses. Amortisation of the asset begins when development is complete and the asset is
Intangible Assets are recognized only when future economic benefits arising out of the assets flow to the enterprise and are available for use. It is amortised over the period of expected future benefit. Amortisation expense is recognised in the Statement
amortised over their useful life ranging from 3 to 5 years. Intangible assets acquired separately are measured on initial recognition of Profit and Loss unless such expenditure forms part of carrying value of another asset.
at cost. Following initial recognition, intangible assets are carried at cost less any accumulated amortisation and accumulated
During the period of development, the asset is tested for impairment annually.
impairment losses, if any. Internally generated intangibles, excluding capitalised development costs, are not capitalised and the
related expenditure is reflected in Statement of Profit and Loss in the period in which the expenditure is incurred. 3.10. Borrowing Costs
Intangible assets with finite lives are amortised over the useful economic life and assessed for impairment whenever there is an Borrowing costs directly attributable to the acquisition, construction or production of an asset that necessarily takes a substantial
indication that the intangible asset may be impaired. The amortisation period and the amortisation method for an intangible asset period of time to get ready for its intended use (known as Qualifying assets) or sale are capitalised as part of the cost of the asset.
with a finite useful life are reviewed at least at the end of each reporting period. Changes in the expected useful life or the expected Borrowing Costs include interest, amortisation of ancillary costs incurred and exchange differences arising from foreign currency
pattern of consumption of future economic benefits embodied in the asset are considered to modify the amortisation period or borrowings to the extent they are regarded as an adjustment to the borrowing costs. Discount on Commercial papers is amortised
over the tenor of the underlying instrument. Borrowing Costs, allocated to and utilised for qualifying assets, pertaining to the
method, as appropriate, and are treated as changes in accounting estimates. The amortisation expense on intangible assets with
period from commencement of activities relating to construction / development of the qualifying asset upto the date the asset is
finite lives is recognised in the statement of profit and loss unless such expenditure forms part of carrying value of another asset.
ready for its intended use is added to the cost of the assets. Capitalisation of Borrowing Costs is suspended and charged to the
An intangible asset is derecognised upon disposal (i.e., at the date the recipient obtains control) or when no future economic Statement of Profit and Loss during extended periods when active development activity on the qualifying assets is interrupted.
benefits are expected from its use or disposal. Gains or losses arising from derecognition of an intangible asset are measured as All other borrowing costs are expensed in the period they occur.
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NOTES TO STANDALONE FINANCIAL STATEMENTS AS AT AND FOR THE YEAR ENDED MARCH 31, 2023 NOTES TO STANDALONE FINANCIAL STATEMENTS AS AT AND FOR THE YEAR ENDED MARCH 31, 2023
3.11. Leases lease payments (e.g., changes to future payments resulting from a change in an index or rate used to determine such lease
payments) or a change in the assessment of an option to purchase the underlying asset.
The Company assesses at contract inception whether a contract is, or contains, a lease. That is, if the contract conveys the right to
control the use of an identified asset for a period of time in exchange for consideration. The Company’s lease liabilities are included in Note 45.
As a lessee iii) Short-term leases and leases of low-value assets
The Company applies a single recognition and measurement approach for all leases, except for short-term leases and leases of The Company applies the short-term lease recognition exemption to its short-term leases of properties taken on rent (i.e.,
low-value assets. The Company recognises lease liabilities to make lease payments and right-of-use assets representing the right those leases that have a lease term of 12 months or less from the commencement date and do not contain a purchase option).
to use the underlying assets. It has not opted for low-value assets recognition exemption. Lease payments on short-term leases are recognised as expense
on a straight-line basis over the lease term.
i) Right-of-use assets
As a lessor
The Company recognises right-of-use assets at the commencement date of the lease (i.e., the date the underlying asset is
available for use). Right-of-use assets are measured at cost, less any accumulated depreciation and impairment losses, and Leases in which the Company does not transfer substantially all the risks and rewards of ownership of an asset are classified as
adjusted for any remeasurement of lease liabilities. The cost of right-of-use assets includes the present value of lease payments operating leases. Rental income from operating lease is recognised on a straight-line basis over the term of the relevant lease.
to be made over the lease term, initial direct costs incurred, and lease payments made at or before the commencement date Initial direct costs incurred in negotiating and arranging an operating lease are added to the carrying amount of the leased asset
less any lease incentives received. Right-of-use assets are depreciated on a straight-line basis over the shorter of the lease and recognised over the lease term on the same basis as rental income. Contingent rents are recognised as revenue in the period
in which they are earned.
term and the estimated useful lives of the assets, as follows:
• Leasehold Land and Building 2 years to 99 years 3.12. Inventories
If ownership of the leased asset transfers to the company at the end of the lease term or the cost reflects the exercise of a Raw materials, stores and spares and packing materials are valued at lower of cost and estimated net realisable value. Cost
purchase option, depreciation is calculated using the estimated useful life of the asset. includes cost of purchase and other costs incurred in bringing the inventories to their present location and condition. Costs is
determined on weighted average basis. However, materials and other items held for use in the production of inventories are not
The right-of-use assets are also subject to impairment. Refer to the accounting policies in section 3.13 Impairment of
written down below cost if the finished products in which they will be incorporated are expected to be sold are at or above cost.
non-financial assets.
Finished goods and Work-in-process are stated at the lower of cost and estimated net realisable value. Cost of inventories
ii) Lease Liabilities
constitutes direct materials and labour and a proportion of manufacturing overheads based on normal operating capacity.
At the commencement date of the lease, the Company recognises lease liabilities measured at the present value of lease
Traded goods are valued at lower of cost and net realizable value. Cost includes cost of purchase and other costs incurred in
payments to be made over the lease term. The lease payments include fixed payments (including in substance fixed payments)
bringing the inventories to their present location and condition. Cost is determined on a weighted average basis.
less any lease incentives receivable, variable lease payments that depend on an index or a rate, and amounts expected to be
paid under residual value guarantees. The lease payments also include the exercise price of a purchase option reasonably Net realizable value is the estimated selling price in the ordinary course of business, less estimated costs of completion and
certain to be exercised by the company and payments of penalties for terminating the lease, if the lease term reflects the estimated costs necessary to make the sale.
company exercising the option to terminate. Variable lease payments that do not depend on an index or a rate are recognised Provision is recognised for damaged, defective or obsolete stocks where necessary. Cost of all inventories is determined using
as expenses (unless they are incurred to produce inventories) in the period in which the event or condition that triggers the weighted average method of valuation.
payment occurs.
3.13. Impairment of non-financial assets
In calculating the present value of lease payments, the Company uses its incremental borrowing rate at the lease commencement
date because the interest rate implicit in the lease is not readily determinable. After the commencement date, the amount of The Company assesses at each reporting date whether there is an indication that an asset (including goodwill) may be impaired.
lease liabilities is increased to reflect the accretion of interest and reduced for the lease payments made. In addition, the If any indication exists, the Company estimates the asset’s recoverable amount. An asset’s recoverable amount is the higher of
carrying amount of lease liabilities is remeasured if there is a modification, a change in the lease term, a change in the an asset’s or cash-generating unit’s (CGU) net selling price and its value in use. The recoverable amount is determined for an
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NOTES TO STANDALONE FINANCIAL STATEMENTS AS AT AND FOR THE YEAR ENDED MARCH 31, 2023 NOTES TO STANDALONE FINANCIAL STATEMENTS AS AT AND FOR THE YEAR ENDED MARCH 31, 2023
individual asset, unless the asset does not generate cash inflows that are largely independent of those from other assets or groups and Loss as a finance cost. The estimated future costs of decommissioning are reviewed annually and adjusted as appropriate.
of assets. Where the carrying amount of an asset or CGU exceeds its recoverable amount, the asset is considered impaired and is Changes in the estimated future costs or in the discount rate applied are added to or deducted from the cost of the asset.
written down to its recoverable amount.
The impact of climate-related matters on remediation of environmental damage is considered with determining the
In assessing value in use, the estimated future cash flows are discounted to their present value using a pre-tax discount rate that decommissioning liability on the manufacturing facility.
reflects current market assessments of the time value of money and the risks specific to the asset. In determining net selling price,
If the Company has a contract that is onerous, the present obligation under the contract is recognised and measured as a provision.
recent market transactions are taken into account, if available. If no such transactions can be identified, an appropriate valuation
However, before a separate provision for an onerous contract is established, the Company recognises any impairment loss that has
model is used.
occurred on assets dedicated to that contract.
For assets excluding goodwill, an assessment is made at each reporting date to determine whether there is an indication that
An onerous contract is a contract under which the unavoidable costs (i.e., the costs that the Company cannot avoid because it has
previously recognised impairment losses no longer exist or have decreased. If such indication exists, the Company estimates the
the contract) of meeting the obligations under the contract exceed the economic benefits expected to be received under it. The
asset’s or CGU’s recoverable amount. A previously recognised impairment loss is reversed only if there has been a change in
unavoidable costs under a contract reflect the least net cost of exiting from the contract, which is the lower of the cost of fulfilling
the assumptions used to determine the asset’s recoverable amount since the last impairment loss was recognised. The reversal
it and any compensation or penalties arising from failure to fulfil it.
is limited so that the carrying amount of the asset does not exceed its recoverable amount, nor exceed the carrying amount that
would have been determined, net of depreciation, had no impairment loss been recognised for the asset in prior years. Such A contingent liability is a possible obligation that arises from past events whose existence will be confirmed by the occurrence
reversal is recognised in the statement of profit and loss unless the asset is carried at a revalued amount, in which case, the reversal or non‐occurrence of one or more uncertain future events beyond the control of the Company or a present obligation that is not
is treated as a revaluation increase. recognized because it is not probable that an outflow of resources will be required to settle the obligation. The Company does not
recognize a contingent liability but discloses its existence in the Standalone Financial Statements.
Intangible assets with indefinite useful lives are tested for impairment annually at the CGU level, as appropriate, and when
circumstances indicate that the carrying value may be impaired. 3.15. Employee Benefits
The Company assesses where climate risks could have a significant impact, such as the introduction of emission-reduction Short-term Employee Benefits:
legislation that may increase manufacturing costs. These risks in relation to climate-related matters are included as key
Liabilities for short-term employee benefits that are expected to be settled wholly within 12 months after the end of the period
assumptions where they materially impact the measure of recoverable amount. These assumptions have been included in the
in which the employees render the related service are recognised in respect of employees' services up to the end of the reporting
cash-flow forecasts in assessing value-in-use amounts.
period and are measured at the amounts expected to be paid when the liabilities are settled. The liabilities are presented as
3.14. Provisions and Contingencies 'Employee Benefits Payable' within 'Other Financial Liabilities' in the Balance Sheet.
A provision is recognized when the Company has a present obligation (legal or constructive) as a result of past event; it is Post-employment Benefits:
probable that an outflow of resources embodying economic benefits will be required to settle the obligation and a reliable estimate
I. Defined Contribution Plan
can be made of the amount of the obligation. The expense relating to a provision is presented in the Statement of Profit and Loss.
a. Superannuation
If the effect of the time value of money is material, provisions are discounted using a current pre-tax rate that reflects, when
Contribution made to Superannuation Fund for certain of employees are recognised in the Statement of Profit and Loss
appropriate, the risks specific to the liability. When discounting is used, the increase in the provision due to the passage of time is
as and when services are rendered by employees. The Company has no liability for future Superannuation Fund benefits
recognised as a finance cost.
other than its contribution.
The Company records a provision for decommissioning costs for its certain manufacturing facilities. Decommissioning costs
b. Provident Fund
are provided at the present value of expected costs to settle the obligation using estimated cash flows and are recognised as
part of the cost of the particular asset. The cash flows are discounted at a current pre-tax rate that reflects the risks specific to Contributions in respect of Employees who are not covered by Company’s Employees Provident Fund Trust are made
the decommissioning liability. The unwinding of the discount is expensed as incurred and recognised in the Statement of Profit to the Fund administered by the Regional Provident Fund Commissioner as per the provisions of Employees’ Provident
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NOTES TO STANDALONE FINANCIAL STATEMENTS AS AT AND FOR THE YEAR ENDED MARCH 31, 2023 NOTES TO STANDALONE FINANCIAL STATEMENTS AS AT AND FOR THE YEAR ENDED MARCH 31, 2023
Fund and Miscellaneous Provisions Act, 1952 and are charged to Statement of Profit and Loss as and when services options may be exercised by concerned employees. For each stock option, the measurement of fair value is performed on the
are rendered by employees. The Company has no obligation other than the contribution payable to the Regional grant date. The grant date is the date on which the Company and the employees agree to the stock option scheme. The fair value
Provident fund. so determined is revised only if the stock option scheme is modified in a manner that is beneficial to the employees.
II. Defined Benefit Plan Aforesaid cost of stock options is recognised, together with a corresponding increase in Employee Stock Options outstanding
account in equity, over the period in which the performance and/or service conditions are fulfilled in employee benefits expense.
a. Gratuity
The cumulative expense recognised for equity-settled transactions at each reporting date until the vesting date reflects the extent
Every employee who has completed five years or more of service is entitled to Gratuity as per the provisions of The to which the vesting period has expired and the Company’s best estimate of the number of equity instruments that will ultimately
Payment of Gratuity Act, 1972. Retirement Gratuity for employees, is funded through a scheme of Life Insurance vest. The Statement of Profit and Loss expense or credit for a period represents the movement in cumulative expense recognised
Corporation of India. The costs of providing benefits under this plan are determined on the basis of actuarial valuation as at the beginning and end of that period and is recognised in employee benefits expense.
using the projected unit credit method at each year-end. Actuarial gains/losses are immediately recognised in retained The dilutive effect of outstanding options is reflected as additional share dilution in the computation of diluted earnings per share.
earnings through Other Comprehensive Income in the period in which they occur. Re-measurements are not re-classified
If the options vests in instalments (i.e., the options vest pro rata over the service period), then each instalment is treated as a
to Statement of Profit and Loss in subsequent periods. The excess/shortfall in the fair value of the plan assets over the
separate share option grant because each instalment has a different vesting period.
present value of the obligation calculated as per actuarial methods as at balance sheet dates is recognised as a gain / loss
in the Statement of Profit and Loss. Any asset arising out of this calculation is limited to the past service cost plus the 3.17. Cash and Cash Equivalents
present value of available refunds and reduction in future contributions. Cash and cash equivalent for the purpose of presentation in cash flow statement and in the balance sheet comprise cash at banks
b. Provident Fund and on hand and short-term deposits with an original maturity of three months or less that are readily convertible to known
amounts of cash, which are subject to an insignificant risk of changes in value.
In respect of the employees covered by the Company’s Employee Provident Fund Trust in Point I b above, contributions
to the Company’s Employees Provident Fund Trust (administered by the Company as per the provisions of Employees' 3.18. Forward Currency Contracts
Provident Fund and Miscellaneous Provisions Act, 1952) are made in accordance with the fund rules. The interest rate The Company uses forward currency contracts to hedge its foreign currency risks. Such forward currency contracts are initially
payable to the beneficiaries every year is being notified by the Government. measured at fair value on the date on which a forward currency contract is entered into and are subsequently re-measured at fair
In the case of contribution to the Trust, the Company has an obligation to make good the shortfall, if any, between the value. Forward currency contracts are carried as financial assets when the fair value is positive and as financial liabilities when
return from the investments of the Trust and the notified interest rate and recognizes such obligation, if any, determined the fair value is negative. Changes in the fair value of forward contracts are recognized in the Statement of Profit and Loss as they
arise.
based on an actuarial valuation as at the balance sheet date, as an expense.
III. Long Term Compensated Absences 3.19. Earnings Per Share
The Company treats accumulated leave to the extent such leave are carried forward as long-term employee benefit for Basic Earnings Per Share is calculated by dividing the net profit or loss for the period attributable to equity shareholders by
measurement purposes. Such long-term compensated absences are provided for based on the actuarial valuation using the the weighted average number of equity shares outstanding during the period. For the purpose of calculating diluted earnings
per share, the net profit or loss for the period attributable to equity shareholders and the weighted average number of shares
projected unit credit method at the year-end. Actuarial gains/losses are immediately taken to the Statement of Profit and
outstanding during the period is adjusted for the effects of all dilutive potential equity shares.
Loss and are not deferred. The Company presents the leave as a current liability in the balance sheet, to the extent it does
not have an unconditional right to defer its settlement for 12 months after the reporting date. Where Company has the The weighted average number of equity shares outstanding during the period and for all periods presented is adjusted for
unconditional legal and contractual right to defer the settlement for a period beyond 12 months, the same is presented as events, such as bonus shares, other than the conversion of potential equity shares that have changed the number of equity shares
non-current liability. outstanding, without a corresponding change in resources.
3.16. Employees Stock Option 3.20. Financial Instruments
Stock options are granted to the employees under the stock option scheme. The cost of stock options granted to the employees A financial instrument is any contract that gives rise to a financial asset of one entity and a financial liability or equity instrument
of another entity.
(equity-settled awards) of the Company is the difference between fair value of equity instruments granted and the price at which
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Annual Report 2022-23
NOTES TO STANDALONE FINANCIAL STATEMENTS AS AT AND FOR THE YEAR ENDED MARCH 31, 2023 NOTES TO STANDALONE FINANCIAL STATEMENTS AS AT AND FOR THE YEAR ENDED MARCH 31, 2023
A. Financial assets Equity investments
i. Initial recognition and measurement All equity investments in scope of Ind-AS 109 are measured at fair value other than equity investments measured at
All financial assets are recognised initially at fair value plus, in the case of financial assets not recorded at fair value deemed cost on first time adoption of Ind AS. Equity instruments which are held for trading are classified as at FVTPL.
through profit or loss, transaction costs that are attributable to the acquisition of the financial asset. For all other equity instruments, the Company decides to classify the same either as at FVTOCI or Fair Value Through
Profit or Loss (FVTPL). The Company makes such election on an instrument-by-instrument basis. The classification is
In order for a financial asset to be classified and measured at amortised cost or fair value through OCI, it needs to give
made on initial recognition and is irrevocable.
rise to cash flows that are ‘solely payments of principal and interest (SPPI)’ on the principal amount outstanding. This
assessment is referred to as the SPPI test and is performed at an instrument level. Financial assets with cash flows that If the Company decides to classify an equity instrument at FVTOCI, then all fair value changes on the instrument,
are not SPPI are classified and measured at fair value through profit or loss, irrespective of the business model. excluding dividends, are recognized in the OCI. There is no recycling of the amounts from OCI to Statement of Profit and
Loss, even on sale of investment. However, the Company may transfer the cumulative gain or loss within equity.
The Company’s business model for managing financial assets refers to how it manages its financial assets in order to
generate cash flows. The business model determines whether cash flows will result from collecting contractual cash Equity instruments included within the FVTPL category are measured at fair value with all changes recognized in the
flows, selling the financial assets, or both. Financial assets classified and measured at amortised cost are held within a Statement of Profit and Loss.
business model with the objective to hold financial assets in order to collect contractual cash flows while financial assets
iii. De-recognition
classified and measured at fair value through OCI are held within a business model with the objective of both holding to
collect contractual cash flows and selling. A financial asset (or, where applicable, a part of a financial asset or part of a Company’s similar financial assets) is
primarily derecognised when:
Purchases or sales of financial assets that require delivery of assets within a time frame established by regulation or
convention in the marketplace (regular way trades) are recognised on the trade date, i.e., the date that the Company The rights to receive cash flows from the asset have expired, or
commits to purchase or sell the asset. The Company has transferred substantially all the risks and rewards of the asset
ii. Subsequent measurement iv. Impairment of financial assets
For purposes of subsequent measurement, financial assets are classified in below categories: In accordance with Ind-AS 109, the Company applies expected credit loss (ECL) model for measurement and recognition
Debt instruments at amortised cost of impairment loss on the following financial assets and credit risk exposure:
Equity instruments measured at fair value through other comprehensive income (FVTOCI) • Financial assets that are debt instruments, and are measured at amortised cost e.g., loans, debt securities, deposits, trade
receivables and bank balance.
Financial assets at fair value through profit or loss.
The Company follows ‘simplified approach’ for recognition of impairment loss allowance on Trade receivables.
Debt instruments at amortised cost other than derivative contracts
A ‘debt instrument’ is measured at the amortised cost if both the following conditions are met: The application of simplified approach does not require the Company to track changes in credit risk. Rather, it
recognises impairment loss allowance based on lifetime ECLs at each reporting date, right from its initial recognition.
The asset is held within a business model whose objective is to hold assets for collecting contractual cash flows, and
Lifetime ECL are the expected credit losses resulting from all possible default events over the expected life of a financial
Contractual terms of the asset give rise on specified dates to cash flows that are solely payments of principal and
instrument. ECL is the difference between all contractual cash flows that are due to the Company in accordance with the
interest (SPPI) on the principal amount outstanding.
contract and all the cash flows that the entity expects to receive, discounted at the original EIR. When estimating the cash
After initial measurement, such financial assets are subsequently measured at amortised cost using the effective interest flows, an entity is required to consider:
rate (EIR) method. Amortised cost is calculated by taking into account any discount or premium on acquisition and fees
a. All contractual terms of the financial instrument (including prepayment, extension, call and similar options) over
or costs that are an integral part of the EIR. The EIR amortisation is included in Other Income in the Statement of Profit
and Loss. The losses arising from impairment are recognised in the Statement of Profit and Loss. This category generally the expected life of the financial instrument. However, in rare cases when the expected life of the financial instrument
applies to trade and other receivables. cannot be estimated reliably, then the entity is required to use the remaining contractual term of the financial instrument.
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NOTES TO STANDALONE FINANCIAL STATEMENTS AS AT AND FOR THE YEAR ENDED MARCH 31, 2023 NOTES TO STANDALONE FINANCIAL STATEMENTS AS AT AND FOR THE YEAR ENDED MARCH 31, 2023
b. Cash flows from the sale of collateral held or other credit enhancements that are integral to the contractual terms. Gains or losses on liabilities held for trading are recognised in the Statement of Profit and Loss.
As a practical expedient, the Company uses a provision matrix to determine impairment loss allowance on portfolio Financial liabilities designated upon initial recognition at fair value through profit or loss are designated as such at
of its trade receivables. The provision matrix is based on its historically observed default rates over the expected life the initial date of recognition, and only if the criteria in Ind AS 109 are satisfied. For liabilities designated as FVTPL,
of the trade receivables and is adjusted for forward-looking estimates. At every reporting date, the historical observed fair value gains/ losses attributable to changes in own credit risks are recognized in OCI. These gains/ losses are not
default rates are updated and changes in the forward-looking estimates are analysed. subsequently transferred to SPL. However, the Company may transfer the cumulative gain or loss within equity. All
other changes in fair value of such liability are recognised in the Statement of Profit and Loss
ECL impairment loss allowance (or reversal) recognized during the period is recognized as income/ expense in the
Trade Payables
Statement of Profit and Loss (SPL). This amount is reflected under the head ‘other expenses’ in the SPL. The balance
sheet presentation for various financial instruments is described below: Trade payables represent liabilities for goods and services provided to the Company prior to the end of financial year
which are unpaid. Trade and other payables are presented as current liabilities unless payment is not due within 12 months
Financial assets measured at amortised cost: ECL is presented as an allowance, i.e., as an integral part of the
after the reporting period. They are recognised initially at their fair value and subsequently measured at amortised cost
measurement of those assets in the balance sheet. The allowance reduces the net carrying amount. Until the asset
using the effective interest method.
meets write-off criteria, the Company does not reduce impairment allowance from the gross carrying amount.
Loans and borrowings
For assessing increase in credit risk and impairment loss, the Company combines financial instruments on the basis
of shared credit risk characteristics with the objective of facilitating an analysis that is designed to enable significant After initial recognition, interest-bearing loans and borrowings are subsequently measured at amortised cost using the
EIR method. Gains and losses are recognised in Statement of Profit and Loss when the liabilities are derecognised as
increases in credit risk to be identified on a timely basis.
well as through the EIR amortisation process.
B. Financial liabilities
Amortised cost is calculated by taking into account any discount or premium on acquisition and fees or costs that are an
i. Initial recognition and measurement integral part of the EIR. The EIR amortisation is included as finance costs in the statement of profit and loss.
Financial liabilities are classified, at initial recognition, as financial liabilities at fair value through profit or loss, loans Financial guarantee contracts
and borrowing or payables, as appropriate.
Financial guarantee contracts issued by the Company are those contracts that require a payment to be made to reimburse
All financial liabilities are recognised initially at fair value and, in the case of loans and borrowings and payables, net of the lender for a loss it incurs because the specified borrower fails to make a payment when due in accordance with the
directly attributable transaction costs. terms of a loan agreement. Financial guarantee contracts are recognised initially as a liability at fair value, adjusted for
transaction costs that are directly attributable to the issuance of the guarantee. Subsequently, the liability is measured at
The Company’s financial liabilities include trade and other payables, loans and borrowings including bank overdrafts
the higher of the amount of loss allowance determined as per impairment requirements of Ind AS 109 and the amount
and financial guarantee contracts.
recognised less cumulative amortisation.
ii. Subsequent measurement
De-recognition
The measurement of financial liabilities depends on their classification, as described below:
A financial liability is derecognised when the obligation under the liability is discharged or cancelled or expires. When
Financial liabilities at fair value through profit or loss an existing financial liability is replaced by another from the same lender on substantially different terms, or the terms of
an existing liability are substantially modified, such an exchange or modification is treated as the de-recognition of the
Financial liabilities at fair value through profit or loss include derivatives, financial liabilities held for trading and
original liability and the recognition of a new liability. The difference in the respective carrying amounts is recognised
financial liabilities designated upon initial recognition as at fair value through profit or loss. Financial liabilities are
in the Statement of Profit and Loss.
classified as held for trading if they are incurred for the purpose of repurchasing in the near term. This category also
includes derivative financial instruments entered into by the Company that are not designated as hedging instruments Reclassification of Financial Assets and Liabilities:
in hedge relationships as defined by Ind AS 109. Separated embedded derivatives are also classified as held for trading The Company determines classification of financial assets and liabilities on initial recognition. After initial recognition,
unless they are designated as effective hedging instruments. no reclassification is made for financial assets which are equity instruments and financial liabilities. For financial assets
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Annual Report 2022-23
NOTES TO STANDALONE FINANCIAL STATEMENTS AS AT AND FOR THE YEAR ENDED MARCH 31, 2023 NOTES TO STANDALONE FINANCIAL STATEMENTS AS AT AND FOR THE YEAR ENDED MARCH 31, 2023
which are debt instruments, a reclassification is made only if there is a change in the business model for managing those 3.22. Operating Segments
assets. Changes to the business model are expected to be infrequent. The Company’s senior management determines
The Business Process and Risk Management Committee of the Company approved by the Board of Directors and Audit
change in the business model as a result of external or internal changes which are significant to the Company’s operations.
Committee performs the function of allotment of resources and assessment of performance of the Company. Considering the
Such changes are evident to external parties. A change in the business model occurs when the Company either begins or
level of activities performed, frequency of their meetings and level of finality of their decisions, the Company has identified
ceases to perform an activity that is significant to its operations. If the Company reclassifies financial assets, it applies
that Chief Operating Decision Maker function is being performed by the Business Process and Risk Management Committee.
the reclassification prospectively from the reclassification date which is the first day of the immediately next reporting
The financial information presented to the Business Process and Risk Management Committee in the context of results and
period following the change in business model. The Company does not restate any previously recognised gains, losses
for the purposes of approving the annual operating plan is on a consolidated basis for various products of the Company. As the
(including impairment gains or losses) or interest.
Company’s business activity falls within a single business segment viz. ‘Paints’ and the sales substantially being in the domestic
The following table shows various reclassification and how they are accounted for: market, the Standalone financial statement are reflective of the information required by Ind AS 108 “Operating Segments”.
Original classification Revised classification Accounting treatment 3.23. New and amended standards
Amortised cost FVTPL Fair value is measured at reclassification date. Difference between
The Ministry of Corporate Affairs has notified Companies (Indian Accounting Standard) Amendment Rules 2022 dated March
previous amortized cost and fair value is recognised in profit
or loss. 23, 2022, to amend the following Ind AS which are effective from April 01, 2022.
FVTPL Amortised Cost Fair value at reclassification date becomes its new gross carrying (a) Amendments to Ind AS 37: Onerous Contracts - Costs of Fulfilling a Contract
amount. EIR is calculated based on the new gross carrying amount.
An onerous contract is a contract under which the unavoidable cost of meeting the obligations under the contract costs (i.e.,
Amortised cost FVTOCI Fair value is measured at reclassification date. Difference between
previous amortised cost and fair value is recognised in OCI. No the costs that the Company cannot avoid because it has the contract) exceed the economic benefits expected to be received
change in EIR due to reclassification. under it.
FVTOCI Amortised cost Fair value at reclassification date becomes its new amortised cost
The amendments specify that when assessing whether a contract is onerous or loss-making, an entity needs to include costs
carrying amount. However, cumulative gain or loss in OCI is
adjusted against fair value. Consequently, the asset is measured as that relate directly to a contract to provide goods or services including both incremental costs (e.g., the costs of direct labour
if it had always been measured at amortised cost. and materials) and an allocation of costs directly related to contract activities (e.g., depreciation of equipment used to fulfil
FVTPL FVTOCI Fair value at reclassification date becomes its new carrying the contract and costs of contract management and supervision). General and administrative costs do not relate directly to
amount. No other adjustment is required.
a contract and are excluded unless they are explicitly chargeable to the counterparty under the contract.
FVTOCI FVTPL Assets continue to be measured at fair value. Cumulative gain or
loss previously recognized in OCI is reclassified from equity to The Company applied the amendments to the contracts for which it had not fulfilled all of its obligations at the beginning
profit or loss the reclassification date. of the reporting period.
Offsetting of financial instruments Prior to the application of the amendments, the Company had not identified any contracts as being onerous as the unavoidable
costs under the contracts, which were the costs of fulfilling them, comprised only incremental costs directly related to the
Financial assets and financial liabilities are off-set and the net amount is reported in the balance sheet if there is a
currently enforceable legal right to offset the recognised amounts and there is an intention to settle on a net basis, to contracts. As a result of the amendments, the Company assessed whether certain other directly related costs are required to
realise the assets and settle the liabilities simultaneously. The legally enforceable right must not be contingent on future be included by the Company in determining the costs of fulfilling the contracts. These amendments had no impact on the
events and must be enforceable in the normal course of business and in the event of default, insolvency or bankruptcy of Standalone financial statements of the Company as there were no onerous contracts within the scope of these amendments
the Company or the counterparty. that arose during the period.
3.21. Cash dividend to equity holders of the Company (b) Reference to the Conceptual Framework – Amendments to Ind AS 103
The Company recognises a liability to make cash distributions to equity holders of the Company when the distribution is authorised The amendments replaced the reference to the ICAI’s “Framework for the Preparation and Presentation of Financial
and the distribution is no longer at the discretion of the Company. As per the corporate laws in India distribution is authorised Statements under Indian Accounting Standards” with the reference to the “Conceptual Framework for Financial Reporting
when it is approved by the shareholders. A corresponding amount is recognised directly in equity. under Indian Accounting Standard” without significantly changing its requirements.
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Annual Report 2022-23
NOTES TO STANDALONE FINANCIAL STATEMENTS AS AT AND FOR THE YEAR ENDED MARCH 31, 2023 NOTES TO STANDALONE FINANCIAL STATEMENTS AS AT AND FOR THE YEAR ENDED MARCH 31, 2023
The amendments also added an exception to the recognition principle of Ind AS 103 Business Combinations to avoid the The amendments are effective for annual reporting periods beginning on or after 1st April, 2023 and apply to changes in
issue of potential ‘day 2’ gains or losses arising for liabilities and contingent liabilities that would be within the scope of Ind accounting policies and changes in accounting estimates that occur on or after the start of that period.
AS 37 Provisions, Contingent Liabilities and Contingent Assets or Appendix C, Levies, of Ind AS 37, if incurred separately.
The amendments are not expected to have a material impact on the standalone financial statements.
The exception requires entities to apply the criteria in Ind AS 37 or Appendix C, Levies, of Ind AS 37, respectively, instead
of the Conceptual Framework, to determine whether a present obligation exists at the acquisition date. (ii) Disclosure of Accounting Policies - Amendments to Ind AS
The amendments also add a new paragraph to IFRS 3 to clarify that contingent assets do not qualify for recognition at the The amendments aim to help entities provide accounting policy disclosures that are more useful by replacing the requirement
acquisition date. for entities to disclose their ‘significant’ accounting policies with a requirement to disclose their ‘material’ accounting policies
and adding guidance on how entities apply the concept of materiality in making decisions about accounting policy disclosures.
In accordance with the transitional provisions, the Company applies the amendments prospectively, i.e., to business
combinations occurring after the beginning of the annual reporting period in which it first applies the amendments (the date The amendments to Ind AS 1 are applicable for annual periods beginning on or after 1st April, 2023. Consequential amendments
of initial application). have been made in Ind AS 107.
These amendments had no impact on the Standalone financial statements of the Company as there were no contingent The Company is currently revisiting their accounting policy information disclosures to ensure consistency with the
assets, liabilities or contingent liabilities within the scope of these amendments that arose during the period. amended requirements.
(c) Amendments to Ind AS 16: Property, Plant and Equipment: Proceeds before Intended Use (iii) Deferred Tax related to Assets and Liabilities arising from a Single Transaction - Amendments to Ind AS 12
The amendments modified paragraph 17(e) of Ind AS 16 to clarify that excess of net sale proceeds of items produced The amendments narrow the scope of the initial recognition exception under Ind AS 12, so that it no longer applies to
over the cost of testing, if any, shall not be recognised in the profit or loss but deducted from the directly attributable costs transactions that give rise to equal taxable and deductible temporary differences.
considered as part of cost of an item of property, plant, and equipment.
The amendments should be applied to transactions that occur on or after the beginning of the earliest comparative period
The amendments are effective for annual reporting periods beginning on or after 1st April, 2022. These amendments had no presented. In addition, at the beginning of the earliest comparative period presented, a deferred tax asset (provided that
impact on the standalone financial statements of the Company as there were no sales of such items produced by property, sufficient taxable profit is available) and a deferred tax liability should also be recognised for all deductible and taxable
plant and equipment made available for use on or after the beginning of the earliest period presented. temporary differences associated with leases and decommissioning obligations. Consequential amendments have been made
in Ind AS 101. The amendments to Ind AS 12 are applicable for annual periods beginning on or after 1st April, 2023.
(d) Ind AS 109 Financial Instruments – Fees in the ‘10 per cent’ test for derecognition of financial liabilities
The Company is currently assessing the impact of the amendments.
The amendment clarifies the fees that an entity includes when assessing whether the terms of a new or modified financial
liability are substantially different from the terms of the original financial liability. These fees include only those paid
or received between the borrower and the lender, including fees paid or received by either the borrower or lender on the
other’s behalf.
These amendments had no material impact on the Standalone Financial Statements of the Company.
3.24. Standards notified but not yet effective
The Ministry of Corporate Affairs has notified Companies (Indian Accounting Standards) Amendment Rules, 2023 dated
31st March, 2023 to amend the following Ind AS which are effective from 1st April, 2023.
(i) Definition of Accounting Estimates - Amendments to Ind AS 8
The amendments clarify the distinction between changes in accounting estimates and changes in accounting policies
and the correction of errors. It has also been clarified how entities use measurement techniques and inputs to develop
accounting estimates.
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Annual Report 2022-23
NOTES TO STANDALONE FINANCIAL STATEMENTS FOR THE YEAR ENDED MARCH 31, 2023 NOTES TO STANDALONE FINANCIAL STATEMENTS FOR THE YEAR ENDED MARCH 31, 2023
Note 4. Property, plant and equipment Note 4. Property, plant and equipment (contd.)
` in Crores ## (i) Includes following assets (together constituting color bank machine) given under operating lease arrangements to the dealers:
Plant and
Freehold Buildings Furniture Computer Office ` in Crores
Particulars Equipment Vehicles Total
Land # and Fixtures ## Equipment
##
Particulars Plant and Equipment Computer Total
Gross Carrying Amount
Gross Carrying Amount
As at April 1, 2021 12.73 564.06 1,088.66 34.29 56.32 20.13 13.64 1,789.83
As at April 1, 2021 300.04 22.70 322.74
Additions - 44.09 155.97 2.37 2.79 4.43 3.04 212.69
Additions 54.37 0.95 55.32
Disposals - (1.79) (60.02) (0.51) (7.43) (0.25) (2.51) (72.51)
Disposals (59.38) (7.28) (66.66)
Other Adjustments @ (0.70) - - - - - - (0.70)
As at March 31, 2022 295.03 16.37 311.40
As at March 31, 2022 12.03 606.36 1,184.61 36.15 51.68 24.31 14.17 1,929.31
Additions 69.32 1.60 70.92
Additions - 459.90 706.97 6.02 8.38 6.48 3.42 1,191.17
Disposals * (14.13) 0.00 (14.13)
Disposals - (2.14) (16.51) (0.07) (1.56) (0.29) (2.70) (23.27)
As at March 31, 2023 350.22 17.97 368.19
As at March 31, 2023 12.03 1,064.12 1,875.07 42.10 58.50 30.50 14.89 3,097.21
Accumulated Depreciation
Accumulated Depreciation
As at April 1, 2021 192.01 18.59 210.60
As at April 1, 2021 - 87.68 430.49 19.00 41.62 11.14 4.97 594.90
Charge for the year 43.32 2.17 45.49
Charge for the year - 21.01 103.65 3.17 6.90 3.42 2.28 140.43
Disposals (59.36) (7.28) (66.64)
Disposals - (0.21) (59.75) (0.35) (7.42) (0.23) (1.70) (69.66)
As at March 31, 2022 175.97 13.48 189.45
As at March 31, 2022 - 108.48 474.39 21.82 41.10 14.33 5.55 665.67
Charge for the year 49.87 2.81 52.68
Charge for the year - 24.53 118.96 3.58 7.31 3.95 2.32 160.65
Disposals * (12.44) (0.00) (12.44)
Disposals - (0.37) (13.96) (0.04) (1.49) (0.08) (1.49) (17.43)
As at March 31, 2023 213.40 16.29 229.69
As at March 31, 2023 - 132.64 579.39 25.36 46.92 18.20 6.38 808.89
Net Carrying Amount
Net Carrying Amount
As at March 31, 2023 136.82 1.68 138.50
As at March 31, 2023 12.03 931.48 1,295.68 16.74 11.58 12.30 8.51 2,288.32
As at March 31, 2022 119.06 2.89 121.95
As at March 31, 2022 12.03 497.88 710.22 14.33 10.58 9.98 8.62 1,263.64
* Refer Note 55
# Includes building constructed on leasehold land.
(ii) Title deeds of immovable properties set out in Note 4 above, are in the name of the Company except those mentioned below which is
@ Represents capital subsidy recognised under Industrial Investment Promotion Policy (IIPP) 2010-15 from Government of transferred to and vested in the Company pursuant to the Schemes of Amalgamation in earlier years.
Andhra Pradesh.
` in Crores
Refer Note 46(b)(iii) & 46(b)(iv) for details of mortgage on certain immovable properties.
Gross Carrying Net Carrying Whether title
Amount Amount deed holder
As at As at As at As at is a promoter, Reason for
March 31, March 31, March 31, March 31, director or not being
Number Description Title Deeds Property
2023 2022 2023 2022 relative of held in
Assets of Title of item of held in the held since
promoter/ the name
deeds property name of which date
director or of the
employee of company
promoter/
director
Property, plant 1 Freehold land 1.36 1.36 1.36 1.36 Berger Auto No March 03, Refer Note
and equipment at Rishra, & Industrial 2005 below
West Bengal Coatings
Limited
Note: In terms of the order dated March 03, 2005 by the Hon’ble High Court at Calcutta approving Scheme of Amalgamation of Berger
Auto and Industrial Coatings Limited with the Company, the particular freehold land was transferred to the Company.
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Annual Report 2022-23
NOTES TO STANDALONE FINANCIAL STATEMENTS FOR THE YEAR ENDED MARCH 31, 2023 NOTES TO STANDALONE FINANCIAL STATEMENTS FOR THE YEAR ENDED MARCH 31, 2023
Note 5. Capital work in Progress Note 6a - Intangible assets (contd.)
` in Crores ` in Crores
Plant and Particulars Computer Software Total
Particulars Building Other Assets Total
Equipment As at March 31, 2022 19.92 19.92
As at April 1, 2021 44.63 49.06 3.91 97.60 Charge for the year 4.09 4.09
Addition 276.32 394.09 13.55 683.96 Disposals (1.62) (1.62)
Transferred to property, plant and equipment (44.09) (155.97) (12.63) (212.69) As at March 31, 2023 22.39 22.39
Net Carrying Amount
As at March 31, 2022 276.86 287.18 4.83 568.87
As at March 31, 2023 11.05 11.05
Addition 212.33 468.57 19.60 700.50
As at March 31, 2022 9.26 9.26
Transferred to property, plant and equipment (459.90) (706.97) (24.30) (1,191.17)
* Refer Note 55
As at March 31, 2023 29.29 48.78 0.13 78.20
Note 6(b) - Intangible assets under development
(a) Capital work in progress (CWIP) Ageing Schedule ` in Crores
` in Crores
Particulars Computer Software
As at 31 March 2023
As at April 1, 2021 -
Particulars Amount in CWIP for a period of
Addition -
Less than 1 year 1-2 years 2-3 years More than 3 years Total Transferred to Intangible Assets -
Projects in progress 67.97 7.30 0.76 2.17 78.20 As at March 31, 2022 -
Addition 0.35
As at 31 March 2022
Transferred to Intangible Assets -
Particulars Amount in CWIP for a period of
As at March 31, 2023 0.35
Less than 1 year 1-2 years 2-3 years More than 3 years Total
Projects in progress 550.07 5.01 7.27 6.52 568.87 Intangible asset under development ageing schedule:
` in Crores
(b) There are no projects as on each reporting period where activity have been suspended. Also there are no projects as on each reporting As at 31 March 2023
period which have exceeded cost as compared to its original plan or where completion is overdue. Particulars Amount in Intangible asset under development for a period of
Less than 1 year 1-2 years 2-3 years More than 3 years Total
Note 6(a) - Intangible assets
Projects in progress 0.35 - - - 0.35
` in Crores
As at 31 March 2022
Particulars Computer Software Total
Particulars Amount in Intangible asset under development for a period of
Gross Carrying Amount
Less than 1 year 1-2 years 2-3 years More than 3 years Total
As at April 1, 2021 23.05 23.05
Projects in progress - - - - -
Additions 6.13 6.13
Disposals* (0.00) (0.00)
There are no projects as on current reporting period where activity has been suspended. Also there are no projects as on current reporting
As at March 31, 2022 29.18 29.18 period which has exceeded cost as compared to its original plan or where completion is overdue.
Additions 5.88 5.88
Disposals (1.62) (1.62)
As at March 31, 2023 33.44 33.44
Accumulated Amortisation
As at April 1, 2021 16.66 16.66
Charge for the year 3.26 3.26
Disposals * (0.00) (0.00)
* Refer Note 55
252 253
Contents Corporate Overview Notice Directors’ Report Annexures to Directors’ Report Business Responsibility & Sustainability Report Corporate Governance Report Auditor’s Report – Standalone Annual Accounts – Standalone Auditor’s Report – Consolidated Annual Accounts – Consolidated
Annual Report 2022-23
NOTES TO STANDALONE FINANCIAL STATEMENTS FOR THE YEAR ENDED MARCH 31, 2023 NOTES TO STANDALONE FINANCIAL STATEMENTS FOR THE YEAR ENDED MARCH 31, 2023
Note 7. Non-current financial assets - Investments Disclosure required under Sec 186(4) of the Companies Act 2013 (contd.)
Details of loans and advances given to related parties are as follows:
Number of shares Amount (` in Crores)
Nominal Value
Particulars Currency As at As at As at As at Non Current (` in Crores)
per unit
March 31, 2023 March 31, 2022 March 31, 2023 March 31, 2022 Related parties Repayment Term
As at As at
At Fair value through profit or loss (FVTPL): March 31, 2023 March 31, 2022
Investment in equity other than subsidiary and
Beepee Coatings Private 24.14 10.96 Loan of `12 Crores granted at an interest rate of 5.85% per annum for
joint venture
Limited a period of 5 years. The borrower will repay the loan in semi-annual
Equity Shares - Unquoted (Fully Paid) equal installments commencing from the end of 2.5 years with an initial
Shaktikunj Apartments Limited * 1.00 INR - 1,498 - 0.00 moratarium of 2 years.
- 0.00 Loan of `12.14 Crores granted at an interest rate of 8.00% per annum
for a period of 10 years. The borrower will repay the loan in equal
At cost: annual installments commencing from the end of 3rd year with an initial
Equity Shares - Unquoted (Fully Paid) moratarium of 2 years.
Investment in Subsidiaries The borrower shall pay the accrued interest on the above loans on a quarterly
basis on the outstanding value of the loan with immediate effect.
Beepee Coatings Private Limited 10.00 INR 25,00,000 25,00,000 2.50 2.50
Berger Jenson & Nicholson (Nepal) Private Limited 100.00 NEPALESE 3,45,421 3,45,421 4.46 4.46 The above loan is unsecured and utilised by the subsidiary for its business activities.
RUPEE
Berger Paints (Cyprus) Limited Note 9. Non-current financial assets - Other financial assets
Gross Investment 1.71 EURO 80,72,220 78,65,185 101.11 98.28 (Unsecured, considered good unless otherwise stated)
` in Crores
Less: Impairment loss recognised till date (71.40) (71.40)
(Refer note 40.3)
As at As at
Particulars
Net carrying amount of investment 29.71 26.88 March 31, 2023 March 31, 2022
Lusako Trading Limited 1.71 EURO 2,40,47,918 1,96,50,412 337.24 276.07 At amortised cost
SBL Specialty Coatings Private Limited 10.00 INR 29,60,000 29,60,000 83.18 83.18 Security deposits* @ 17.96 18.25
Berger Hesse Wood Coatings Private Limited 1.00 INR 1,03,03,580 1,03,03,580 1.50 1.50 Bank Deposits with maturity of more than twelve months** 24.22 34.67
Berger Rock Paints Private Limited 1.00 INR 4,08,00,000 4,08,00,000 4.08 4.08 Subsidy receivable @@ 81.65 30.10
STP Limited 10.00 INR 1,88,63,180 1,88,63,180 125.20 125.20 Advances for share application money (to related parties) (Refer Note 47b) ## - 2.84
Investment in Joint Ventures Total 123.83 85.86
Berger Becker Coatings Private Limited 100.00 INR 2,70,850 2,70,850 2.71 2.71 * Refer Note 47b for security deposits given to related parties .
Berger Nippon Paint Automotive Coatings Private 1,000.00 INR 15,48,398 15,48,398 154.84 154.84
Limited ## Represents share application money pending allotment in Berger Paints (Cyprus) Limited (wholly owned subsidiary).
Total 745.42 681.42 ** Includes deposits pledged against Bank Guarantees.
Aggregate book value of Unquoted Investments 745.42 681.42 @ Security Deposits include deposits on account of rent and electricity.
Aggregate amount of impairment in value of 71.40 71.40
Investments @@ The Company has subsidy receivable under various Incentive Schemes/Packages of State Government and Government of India
applicable to eligible units.
Notes : * Refer Note 55.
Refer Note 49(a) for information about fair value determination.
Note 10. Income Tax assets (net)
` in Crores
Note 8. Non-current financial assets - Loans
(Unsecured, considered good unless otherwise stated) As at As at
Particulars
March 31, 2023 March 31, 2022
` in Crores
Advance payment of income tax 61.57 53.81
As at As at
Particulars [Net of provision for tax of `1,508.76 Crores (March 31, 2022 - `1,237.01 Crores)]
March 31, 2023 March 31, 2022
Total 61.57 53.81
At amortised cost
Loan to a subsidiary (Refer Note 47b) 24.14 10.96
Total 24.14 10.96
254 255
Contents Corporate Overview Notice Directors’ Report Annexures to Directors’ Report Business Responsibility & Sustainability Report Corporate Governance Report Auditor’s Report – Standalone Annual Accounts – Standalone Auditor’s Report – Consolidated Annual Accounts – Consolidated
Annual Report 2022-23
NOTES TO STANDALONE FINANCIAL STATEMENTS FOR THE YEAR ENDED MARCH 31, 2023 NOTES TO STANDALONE FINANCIAL STATEMENTS FOR THE YEAR ENDED MARCH 31, 2023
Note 11. Other non-current assets Note 14. Current financial assets-Trade Receivables
(Unsecured considered good unless otherwise stated) ` in Crores
` in Crores
As at As at
As at As at Particulars
Particulars March 31, 2023 March 31, 2022
March 31, 2023 March 31, 2022
At amortised Cost
Capital advances 20.13 52.30
Unsecured:
Prepayments 0.10 0.36
Considered good # 970.80 835.58
Balances with statutory/government authorities # 5.57 4.76
Credit impaired 31.83 19.01
Total 25.80 57.42
Less: Allowance for credit impaired trade receivable (31.83) (19.01)
# Above represent payments made to various Government Authorities under protest relating to certain indirect tax matters. Total 970.80 835.58
# Includes debts due from related parties:
Note 12. Inventories
(at lower of cost and net realisable value) Berger Jenson & Nicholson (Nepal) Private Limited 9.31 10.33
` in Crores Berger Becker Coatings Private Limited 3.14 10.85
As at As at SBL Specialty Coatings Private Limited - 1.51
Particulars
March 31, 2023 March 31, 2022 Berger Nippon Paint Automotive Coatings Private Limited 24.17 12.94
Raw materials [Including in-transit `101.73 Crores (March 31, 2022 - `140.30 Crores)] 631.73 732.49 Berger Paints Overseas Limited * 0.06 0.00
Packing materials 42.05 43.55 Berger Rock Paints Private Limited 12.58 9.58
Work in progress 129.41 133.19 Berger Hesse Wood Coatings Private Limited 0.79 0.39
Finished goods 1,167.32 1,095.92 Berger Paints (Bangladesh) Limited 0.02 0.40
Traded goods 155.13 128.10 Kanwar Properties Private Limited* - 0.00
Stores and Spares 20.46 16.72 Shalimar Tar Products Limited* 0.01 0.00
Total 2,146.10 2,149.97 Mrs Sunaina Kohli* 0.00 0.00
The Company has recognised income/ (expenses) of `3.99 Crores [March 31, 2022- `(7.66 Crores)] (net of reversal) in respect of write Bolix S.A 0.11 -
down of inventory to net realisable value, slow moving, damaged and obsolete items. (i) Trade receivables are non-interest bearing and generally have credit period between 30 to 90 days.
Note 13. Current financial assets - Investments (ii) For terms and conditions relating to related party receivables, refer Note 47.
` in Crores (iii) Refer Note 50 for Movement in expected credit loss allowance on trade receivable.
As at As at
Particulars * Refer Note 55
March 31, 2023 March 31, 2022
At fair value through profit or loss (FVTPL): Trade receivables Ageing Schedule
Investments in Mutual Funds - Unquoted 26.13 62.75
` in Crores
Aggregate amount of Unquoted Investments 26.13 62.75
Outstanding as on March 31, 2023 from due date of
Refer Note 49a for determination of fair value. Current but payment
Particulars Total
not due Less than 6 months – More than
1-2 years 2-3 years
6 Months 1 year 3 years
Undisputed Trade Receivables:
Considered good 770.49 128.95 22.59 34.82 10.82 3.13 970.80
Credit impaired 5.84 2.73 4.24 4.34 7.04 2.30 26.49
Disputed Trade Receivables:
Credit impaired 0.41 0.60 0.62 1.48 1.11 1.12 5.34
Note: There are no unbilled dues as on each reporting date.
256 257
Contents Corporate Overview Notice Directors’ Report Annexures to Directors’ Report Business Responsibility & Sustainability Report Corporate Governance Report Auditor’s Report – Standalone Annual Accounts – Standalone Auditor’s Report – Consolidated Annual Accounts – Consolidated
Annual Report 2022-23
NOTES TO STANDALONE FINANCIAL STATEMENTS FOR THE YEAR ENDED MARCH 31, 2023 NOTES TO STANDALONE FINANCIAL STATEMENTS FOR THE YEAR ENDED MARCH 31, 2023
Note 14. Trade Receivables Ageing Schedule (contd.) Note 17. Current Financial assets - Other financial assets
(Unsecured, considered good unless otherwise stated)
` in Crores ` in Crores
Outstanding as on March 31, 2022 from due date of payment As at As at
Current but Particulars
Particulars Less than 6 6 months – More than Total March 31, 2023 March 31, 2022
not due 1-2 years 2-3 years
Months 1 year 3 years At amortised cost
Undisputed Trade Receivables: Security deposits* @ 7.93 6.63
Considered good 679.10 104.57 20.10 28.63 2.66 0.52 835.58 Interest accrued on deposits 3.76 2.48
Credit impaired 0.29 1.43 1.73 2.50 3.43 3.33 12.71 Subsidy receivable # 34.30 48.32
Disputed Trade Receivables: Other receivables ** 6.54 7.65
Credit impaired 0.15 0.02 0.20 1.07 2.94 1.92 6.30 Total 52.53 65.08
Note: There are no unbilled dues as on each reporting date. * Refer Note 47b for security deposits given to related parties.
@ Security deposits include deposits on account of rent, tender and supply-apply contracts.
Note 15. Current Financial assets- Cash and Cash Equivalents # The Company has subsidy receivable under various Incentive Schemes/Packages of State Government and Government of India
` in Crores applicable to eligible units.
As at As at ** Includes receivable from following related parties (Refer Note 47b):
Particulars
March 31, 2023 March 31, 2022
` in Crores
At amortised cost
As at As at
Balances with banks: Particulars
March 31, 2023 March 31, 2022
– On current accounts 55.03 50.22 Berger Paints (Bangladesh) Limited 0.25 0.13
– Deposits with original maturity of less than three months # 1.25 11.50 Berger Jenson & Nicholson (Nepal) Private Limited 6.02 7.44
Cheques/drafts on hand 0.42 3.96 Berger Rock Paints Private Limited 0.05 -
Cash on hand 0.17 0.30 Total 6.32 7.57
Total 56.87 65.98
Note 18. Other current assets
# Short-term deposits are made for periods varying between one day and three months, depending on the immediate cash requirements (Unsecured, considered good unless otherwise stated)
of the Company, and it earns interest in the range of 1.75 % to 4.50% p.a (March 31, 2022- 2.50% to 3.50% p.a). ` in Crores
As at As at
Particulars
Note 16. Current Financial Assets - Other bank balances March 31, 2023 March 31, 2022
` in Crores Advances other than capital advances 26.70 14.06
As at As at Prepayments 18.53 10.04
Particulars
March 31, 2023 March 31, 2022
Balances with statutory/government authorities * 184.95 178.48
At amortised cost
Total 230.18 202.58
Other bank balances:
* Includes balance of goods and service tax.
– Balance in Unpaid Dividend Account @ 4.71 5.07
– Deposits with maturity of not less than three months but not more than twelve months ## 112.89 135.83
Note 19. Equity Share Capital
Total 117.60 140.90 ` in Crores
@ Earmarked for payment of Unclaimed Dividend. As at As at
Particulars
March 31, 2023 March 31, 2022
## Deposits with Banks earn interest between 5.30% to 7.75% p.a (March 31, 2022- 4.00% to 5.40% p.a) and are made for periods
varying between 91 to 365 days (March 31, 2022 - periods between 91 to 365 days). Authorised Share Capital
1,20,00,00,000 Equity Shares of `1 each (March 31, 2022: 1,20,00,00,000 Equity Shares of `1 each) 120.00 120.00
Issued Share Capital
97,15,13,965 Equity Shares of `1 each fully paid up (March 31, 2022: 97,14,14,969 Equity Shares of `1 each fully paid up) 97.15 97.14
Subscribed and Paid-up Share Capital
97,14,22,485 Equity Shares of `1 each fully paid up (March 31, 2022: 97,13,23,489 Equity Shares of `1 each fully paid up) 97.14 97.13
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Contents Corporate Overview Notice Directors’ Report Annexures to Directors’ Report Business Responsibility & Sustainability Report Corporate Governance Report Auditor’s Report – Standalone Annual Accounts – Standalone Auditor’s Report – Consolidated Annual Accounts – Consolidated
Annual Report 2022-23
NOTES TO STANDALONE FINANCIAL STATEMENTS FOR THE YEAR ENDED MARCH 31, 2023 NOTES TO STANDALONE FINANCIAL STATEMENTS FOR THE YEAR ENDED MARCH 31, 2023
Note 19. Equity Share Capital (contd.) Note 19. Equity Share Capital (contd.)
a) The reconciliation of share capital is given below: g) Details of shares held by promoters
Equity shares of `1 each fully paid up
As at March 31, 2023 As at March 31, 2022
Particulars
No. of Shares ` in Crores No. of Shares ` in Crores As at March 31, 2023
Promoter Name No. of shares at the Change during No. of shares at the % of Total % change
At the beginning of the year 97,13,23,489 97.13 97,12,95,037 97.13
beginning of the year the year end of the year Shares during the year
Add: Shares issued on exercise of Employee Stock Options
98,996 0.01 28,452 0.00 Anshana Sawhney 6,00,000 - 6,00,000 0.06 -
(Refer Note 44) *
At the end of the year 97,14,22,485 97.14 97,13,23,489 97.13 Bigg Investments & Finance Private Limited 79,52,420 - 79,52,420 0.82 -
Citland Commercial Credits Limited 3,09,15,659 - 3,09,15,659 3.18 -
* Refer Note 55
Dipti Dhingra 1,31,712 - 1,31,712 0.01 -
b) Terms / Rights attached to equity shares Gurbachan Singh Dhingra 44,48,888 - 44,48,888 0.46 -
GBS Dhingra Family Trust 59,11,683 - 59,11,683 0.61 -
The Company has only one class of equity shares having a par value of `1 each. Holder of each equity share is entitled to one vote per
Jenson & Nicholson (Asia) Limited 14,06,56,782 - 14,06,56,782 14.48 -
share. The Company declares and pays dividends in Indian Rupees. 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 Jessima Kumar 6,00,000 - 6,00,000 0.06 -
of the Company, the holders of equity shares will be entitled to receive remaining assets of the Company, after distribution of all Kanwardip Singh Dhingra 7,00,000 - 7,00,000 0.07 -
preferential amounts. The distribution will be in proportion to the number of equity shares held by the shareholders.
Kuldip Singh Dhingra 55,15,071 - 55,15,071 0.57 -
c) Equity shares held by the holding company and/or the subsidiaries/associates of holding company KSD Family Trust 83,12,140 - 83,12,140 0.86 -
Meeta Dhingra 9,99,999 - 9,99,999 0.10 -
As at As at
Particulars Rishma Kaur 6,00,000 - 6,00,000 0.06 -
March 31, 2023 March 31, 2022
U K Paints (India) Private Limited (Ultimate Holding Company) 48,66,65,399 48,65,45,399 Sunaina Kohli 6,00,000 - 6,00,000 0.06 -
Jenson & Nicholson (Asia) Limited (Fellow Subsidiary) 14,06,56,782 14,06,56,782 U K Paints (India) Private Limited 48,65,45,399 1,20,000 48,66,65,399 50.10 0.02
Citland Commercial Credits Limited (Fellow Subsidiary) 3,09,15,659 3,09,15,659 Vinu Dhingra 38,98,368 - 38,98,368 0.40 -
Wang Investment & Finance Pvt. Limited (Fellow Subsidiary) 2,99,85,580 2,99,85,580 Wang Investment & Finance Private Limited 2,99,85,580 - 2,99,85,580 3.09 -
Bigg Investment & Finance Pvt. Limited (Fellow Subsidiary) 79,52,420 79,52,420 Total 72,83,73,701 1,20,000 72,84,93,701 74.99
d) Details of shareholders holding more than 5 percent of equity shares in the Company
Equity shares of `1 each fully paid up
As at March 31, 2023 As at March 31, 2022
Particulars As at March 31, 2022
No. of Shares % holding No. of Shares % holding
Promoter Name No. of shares at the Change during No. of shares at the % of Total % change
U K Paints (India) Private Limited (Ultimate Holding Company) 48,66,65,399 50.10% 48,65,45,399 50.09% beginning of the year the year end of the year Shares during the year
Jenson & Nicholson (Asia) Limited 14,06,56,782 14.48% 14,06,56,782 14.48% Anshana Sawhney 6,00,000 - 6,00,000 0.06 -
As per records of the Company, including its register of shareholders/members and other declarations received from shareholders Bigg Investments & Finance Private Limited 79,52,420 - 79,52,420 0.82 -
regarding beneficial interest, the above shareholding represents both legal and beneficial ownership of shares as declared under the Citland Commercial Credits Limited 3,09,15,659 - 3,09,15,659 3.18 -
relevant provisions of the Companies Act, 2013.
Dipti Dhingra 1,31,712 - 1,31,712 0.01 -
e) Shares reserved for issue under Employee Stock Options: Gurbachan Singh Dhingra 44,21,888 27,000 44,48,888 0.46 0.61
For movement of shares reserved for issue under the Employee Stock Option Plan (ESOP) of the Company, refer Note 44. GBS Dhingra Family Trust 59,11,683 - 59,11,683 0.61 -
Jenson & Nicholson (Asia) Limited 14,06,56,782 - 14,06,56,782 14.48 -
f) The Company has not issued any shares pursuant to any contract without payment being received in cash or as fully paid up by way
Jessima Kumar 6,00,000 - 6,00,000 0.06 -
of bonus shares. The Company has not bought back any shares.
Kanwardip Singh Dhingra 7,00,000 - 7,00,000 0.07 -
Kuldip Singh Dhingra 54,88,071 27,000 55,15,071 0.57 0.49
KSD Family Trust 83,12,140 - 83,12,140 0.86 -
Meeta Dhingra 9,99,999 - 9,99,999 0.10 -
260 261
Contents Corporate Overview Notice Directors’ Report Annexures to Directors’ Report Business Responsibility & Sustainability Report Corporate Governance Report Auditor’s Report – Standalone Annual Accounts – Standalone Auditor’s Report – Consolidated Annual Accounts – Consolidated
Annual Report 2022-23
NOTES TO STANDALONE FINANCIAL STATEMENTS FOR THE YEAR ENDED MARCH 31, 2023 NOTES TO STANDALONE FINANCIAL STATEMENTS FOR THE YEAR ENDED MARCH 31, 2023
Note 19. Equity Share Capital (contd.) Note - 20. Other equity (contd.)
Promoter Name As at March 31, 2022 Notes:
No. of shares at the Change during No. of shares at the % of Total % change
beginning of the year the year end of the year Shares during the year Securities Premium - Premium received on equity shares issued including those under Employee Stock Option Plan are recognised in the
securities premium account net of utilization for bonus shares issued. The reserve can be utilised only for limited purposes such as issuance
Rishma Kaur 6,00,000 - 6,00,000 0.06 -
of bonus shares in accordance with the provisions of the Companies Act, 2013.
Sunaina Kohli 6,00,000 - 6,00,000 0.06 -
Retained Earnings - Retained earnings includes surplus in the Statement of Profit and Loss, Ind-AS related adjustments as on the date of
U K Paints (India) Private Limited 48,65,45,399 - 48,65,45,399 50.09 -
transition, remeasurement gains/ losses on defined benefit plans less any transfer to general reserve, dividends or other distributions paid
Vinu Dhingra 38,98,368 - 38,98,368 0.40 - to shareholders.
Wang Investment & Finance Private Limited 2,99,85,580 - 2,99,85,580 3.09 -
General Reserve - Under the erstwhile Indian Companies Act 1956, a general reserve was created through an annual transfer of net
Total 72,83,19,701 54,000 72,83,73,701 74.98 income at a specified percentage in accordance with applicable regulations, to ensure that if a dividend distribution in a given year is more
than 10% of the paid up capital of the Company for that year, the total dividend distribution is less than the total distributable results for
that year. Consequent to introduction of Companies Act 2013, the requirement to mandatorily transfer a specified percentage of the net
Note - 20. Other equity
profit to general reserve has been withdrawn. However, the amount previously transferred to the general reserve can be utilised only in
For the year ended March 31, 2023 accordance with the specific requirements of Companies Act, 2013.
` in Crores Share based payment reserve - The Company has an employee stock option plan (ESOP) under which options to subscribe for the
Reserves & Surplus Company’s shares have been granted to specific employees. The Share based payment reserve is used to recognise the value of equity-
Share settled share-based payments to employees as part of their remuneration. The year end balance is net off options exercised by the concerned
Capital Total
Particulars Securities based Retained Capital General employees. Refer to Note 44 for further details of these plans.
Redemption Equity
premium payment earnings Reserve Reserve
Reserve Capital redemption reserve - Represents amount equal to the face value of equity shares transferred at the time of buy-back of shares in
reserve
earlier years.
As at April 1, 2022 120.72 6.77 3,248.60 0.02 290.61 0.04 3,666.76
Capital Reserve - Includes profit on re-issue of forfeited shares.
Profit for the year - - 828.39 - - - 828.39
Other comprehensive income for the year (net of tax) - - (0.55) - - - (0.55)
Note 21. Other Non-current Financial liabilities
Total Comprehensive Income for the year - - 827.84 - - - 827.84
` in Crores
Share based payments (Note 44) - 5.93 - - - - 5.93
As at As at
Particulars
Exercise of share options (Note 44) 6.75 (6.75) - - - - - March 31, 2023 March 31, 2022
Share Options forfeited/lapsed (Note 44) - (1.37) - - - - (1.37) At Amortised Cost
Dividends (Note 31) - - (301.11) - - - (301.11) Deposits @ 71.60 71.74
As at March 31, 2023 127.47 4.58 3,775.33 0.02 290.61 0.04 4,198.05 Total 71.60 71.74
For the year ended March 31, 2022 @ Includes deposits from distributor, franchisee and on account of colourbank machines.
` in Crores
Reserves & Surplus Note 22. Non-current Provisions
` in Crores
Share Total
Particulars Capital As at As at
Securities based Retained Capital General Equity Particulars
Redemption March 31, 2023 March 31, 2022
premium payment earnings Reserve Reserve
Reserve
reserve Provision for decommissioning # 4.29 3.98
As at April 1, 2021 119.33 2.60 2,769.88 0.02 290.61 0.04 3,182.48 Total 4.29 3.98
Profit for the year - - 749.86 - - - 749.86
Provision for decommissioning
Other comprehensive income for the year (net of tax) - - 0.82 - - - 0.82
` in Crores
Total Comprehensive Income for the year - - 750.68 - - - 750.68
As at As at
Share based payments (Note 44) - 5.62 - - - - 5.62 Particulars
March 31, 2023 March 31, 2022
Exercise of share options (Note 44) 1.39 (1.39) - - - - - At the beginning of the year 3.98 3.68
Share Options forfeited/lapsed (Note 44) - (0.06) - - - - (0.06) Discount unwinding for the year 0.31 0.30
Dividends (Note 31) - - (271.96) - - - (271.96) At the end of the year 4.29 3.98
As at March 31, 2022 120.72 6.77 3,248.60 0.02 290.61 0.04 3,666.76
# Recognised towards provision for decommissioning /dismantling of Property, Plant and Equipment on leasehold lands.
262 263
Contents Corporate Overview Notice Directors’ Report Annexures to Directors’ Report Business Responsibility & Sustainability Report Corporate Governance Report Auditor’s Report – Standalone Annual Accounts – Standalone Auditor’s Report – Consolidated Annual Accounts – Consolidated
Annual Report 2022-23
NOTES TO STANDALONE FINANCIAL STATEMENTS FOR THE YEAR ENDED MARCH 31, 2023 NOTES TO STANDALONE FINANCIAL STATEMENTS FOR THE YEAR ENDED MARCH 31, 2023
Note 23. Deferred tax assets & liabilities (net) Note 23. Deferred tax assets & liabilities (net) (contd.)
` in Crores Reconciliation of tax expense and the accounting profit multiplied by India’s domestic tax rate:
Recognised/(reversed) Recognised/(reversed) ` in Crores
Balance as at Balance as at
Particulars in profit and loss in other comprehensive Year Ended Year Ended
April 01, 2022 March 31, 2023 Particulars
during the year income during the year March 31, 2023 March 31, 2022
Deferred tax liabilities Accounting Profit before Income tax 1,102.72 1,005.19
Profit before income tax multiplied by standard rate of corporate tax in India of 25.168% (March 31, 2022: 25.168 %) 277.53 252.99
Arising out of temporary differences between tax and 51.18 22.59 - 73.77
book written down value of depreciable assets Effects of:
Permanent differences affecting income tax expense:
Financial Assets at fair value through profit and loss 0.21 (0.19) - 0.02
Additional deduction allowed in respect of R&D Expenditure (1.41) (0.22)
Total (A) 51.39 22.40 - 73.79
Other miscellaneous disallowances/(allowance) (1.79) 2.56
Deferred tax assets Net effective income tax 274.33 255.33
Expenses allowable on payment basis for tax purposes 13.40 20.99 - 34.39 Tax expense reported in the Statement of Profit and Loss
Current tax 271.75 258.81
Decommissioning liability 1.00 0.08 - 1.08
Deferred Tax charge/(credit) 2.58 (3.48)
Others through other comprehensive income 3.27 - 0.19 3.46
Total 274.33 255.33
Arising out of temporary differences on accounting of 10.54 (1.25) - 9.29
lease rentals under Ind AS 116 Note 24. Non-current liabilities - Others
Total (B) 28.21 19.82 0.19 48.22 ` in Crores
Year Ended Year Ended
Net deferred tax assets/(liabilities) (23.18) 2.58 (0.19) (25.57) Particulars
March 31, 2023 March 31, 2022
Disclosed as Deferred tax liabilities (net) (23.18) - - (25.57) Other liabilities 1.60 2.11
Total 1.60 2.11
` in Crores
Note 25. Current Financial Liabilities - Borrowings
Recognised/(reversed) Recognised/(reversed) ` in Crores
Balance as at Balance as at
Particulars in profit and loss in other comprehensive
April 01, 2021 March 31, 2022 As at As at
during the year income during the year Particulars
March 31, 2023 March 31, 2022
Deferred tax liabilities At amortised cost
Arising out of temporary differences between tax and 48.83 2.35 - 51.18 Secured
book written down value of depreciable assets From banks
Cash credit (Refer Note 1 below) 0.43 0.56
Financial Assets at fair value through profit and loss 0.21 - - 0.21
Working Capital Demand Loan from Bank (Refer Note 2 below) 516.27 -
Total (A) 49.04 2.35 - 51.39 Unsecured
Deferred tax assets Working Capital Demand Loan from Bank (Refer Note 3 below) 158.00 -
Commercial paper (Refer Note 4 below) - 515.00
Expenses allowable on payment basis for tax purposes 9.44 3.96 - 13.40
Total 674.70 515.56
Decommissioning liability 0.93 0.07 - 1.00
Note- 1. Cash Credits from banks are secured by way of first charge on book debts, stock and other current assets ranking pari passu between
Others through other comprehensive income 3.55 - (0.28) 3.27 the lenders (first pari passu charge over entire current assets). Cash Credit is repayable on demand and carries interest of 7.62 % per annum
Arising out of temporary differences on accounting of 8.74 1.80 - 10.54 (March 31, 2022: 6.00%-9.00 % per annum)
lease rentals under Ind AS 116 Note-2 Secured Working Capital Demand Loan carried an interest at 6.73%- 8.70% per annum as at March 31, 2023 (March 31, 2022: Nil) and
are repaid within the maturity period of 12-69 days. Working Capital Demand Loan is secured by hypothecation of stock and book debts.
Total (B) 22.66 5.83 (0.28) 28.21
Note-3 Unsecured Working Capital Demand Loan carried an interest at 6.73%- 8.70% per annum as at March 31, 2023 (March 31, 2022: Nil)
Net deferred tax assets/(liabilities) (26.38) (3.48) 0.28 (23.18) and are repaid within the maturity period of 12-69 days.
Disclosed as Deferred tax liabilities (net) (26.38) - - (23.18) Note-4 Commercial paper carried an interest at 3.29%-4.08% per annum as at March 31, 2022 and were repaid within the maturity period of
maximum 90 days.
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Contents Corporate Overview Notice Directors’ Report Annexures to Directors’ Report Business Responsibility & Sustainability Report Corporate Governance Report Auditor’s Report – Standalone Annual Accounts – Standalone Auditor’s Report – Consolidated Annual Accounts – Consolidated
Annual Report 2022-23
NOTES TO STANDALONE FINANCIAL STATEMENTS FOR THE YEAR ENDED MARCH 31, 2023 NOTES TO STANDALONE FINANCIAL STATEMENTS FOR THE YEAR ENDED MARCH 31, 2023
Note 25. Current Financial Liabilities - Borrowings (contd.) Note 26.1. (contd.)
Changes in liabilities arising from financing activities ` in Crores
` in Crores Particulars As at As at
March 31, 2023 March 31, 2022
Particulars April 1, 2022 Cash flows Leases (Net) Others # March 31, 2023
Interest accrued and remaining unpaid at the end of the year 2.40 1.01
Current Borrowings
The amount of further interest remaining due and payable even in succeeding years, until such date when the 7.90 5.49
Cash credit (net) 0.56 (0.13) - - 0.43
interest dues as above are actually paid to the Micro and Small Enterprises for the purpose of disallowances as
Working Capital Loan from Bank - 674.27 - - 674.27 deductible expenditure under Section 23 of this Act
Commercial paper 515.00 (515.00) - Terms and conditions of the above trade payables:
Current & Non-Current Lease Liability (Refer Note 45) 315.37 (90.88) 131.92 28.20 384.61 Trade payables are non interest bearing and are normally settled on 45-90 days terms.
For terms and conditions of transactions with related parties, refer Note 47b.
` in Crores
Particulars April 1, 2021 Cash flows Leases (Net) Others # March 31, 2022 Trade Payables Ageing Schedule
` in Crores
Current Borrowings
As at March 31, 2023
Cash credit (net) 5.44 (4.88) - - 0.56
Outstanding for following periods from due date of payment
Commercial paper 150.00 365.00 - - 515.00 Particulars Total
Unbilled Less than More than
Current & Non-Current Lease Liability (Refer Note 45) 240.88 (72.16) 124.16 22.49 315.37 Not Due 1-2 years 2-3 years
Dues 1 year 3 years
# It includes accretion of interest. Total outstanding dues of micro enterprises and small - 76.37 15.55 1.04 1.66 2.84 97.46
enterprises
Note 26. Current Financial Liabilities-Trade Payables
` in Crores Total outstanding dues of creditors other than micro 429.01 984.08 142.21 14.34 2.07 5.17 1,576.88
enterprises and small enterprises
As at As at
Particulars
March 31, 2023 March 31, 2022
` in Crores
At Amortised cost
As at March 31, 2022
Total outstanding dues of micro and small enterprises (Refer Note 26.1 below) 97.46 64.43
Outstanding for following periods from due date of payment
Total outstanding dues of creditors other than micro and small enterprises Particulars Total
Unbilled Less than More than
(i) Acceptances # 176.69 194.66 Not Due 1-2 years 2-3 years
Dues 1 year 3 years
(ii) Outstanding other than Acceptances 1,400.19 1,446.00 Total outstanding dues of micro enterprises and small - 47.88 11.89 1.66 1.20 1.80 64.43
[includes `72.69 Crores (March 31, 2022: `77.76 Crores) payable to related parties] (Refer Note 47b) enterprises
Total 1,674.34 1,705.09 Total outstanding dues of creditors other than micro 399.69 1,022.63 206.32 6.82 0.97 4.23 1,640.66
# Acceptances include arrangements where operational suppliers of goods and services are initially paid by banks while the Company enterprises and small enterprises
continues to recognise the liability till settlement with the banks which are normally effected within a period of 90 days. There are no outstanding disputed dues of micro enterprises and small enterprises and creditors other than micro enterprises and small
enterprises.
Note 26.1. Disclosure under the Micro, Small and Medium Enterprises Development Act, 2006 are provided as under to the extent the
Company has received intimation from the suppliers regarding their status under the Act
` in Crores Note 27. Current financial liabilities - other financial liabilities
As at As at ` in Crores
Particulars
March 31, 2023 March 31, 2022 As at As at
Particulars
Principal amount remaining unpaid at the end of the year * 90.43 62.06 March 31, 2023 March 31, 2022
Interest due thereon remaining unpaid at the end of the year 7.90 5.49 At amortised cost
98.33 67.55 Interest accrued but not due 1.37 0.92
Delayed payment of Principal amount paid beyond appointed date during the entire financial year 364.85 206.21 Unpaid Dividends 4.71 5.07
(to be credited to Investor Education and Protection Fund as and when due)
Interest actually paid under Section 16 of the Act during the entire accounting year - -
Deposits @ 35.35 18.52
Amount of Interest due and payable for the period of delay in making the payment (which have been paid but 2.31 0.95
beyond the appointed day during the year) but without adding interest specified under this Act. Capital creditors* 21.33 44.37
Amount of Interest due and payable for the period (where principal has been paid but interest under the - - @ Includes deposit on account of tender, supply-apply contracts and colour bank machines.
MSMED Act not paid)
* Includes outstanding dues of micro enterprises and small enterprises `0.87 Crore (March 31, 2022: ` 3.12 Crores).
* Includes outstanding in respect of capital creditors as on March 31, 2023: `0.87 Crores (March 31, 2022 : `3.12 Crores) [Refer Note 27] [ Refer Note 26.1]
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Contents Corporate Overview Notice Directors’ Report Annexures to Directors’ Report Business Responsibility & Sustainability Report Corporate Governance Report Auditor’s Report – Standalone Annual Accounts – Standalone Auditor’s Report – Consolidated Annual Accounts – Consolidated
Annual Report 2022-23
NOTES TO STANDALONE FINANCIAL STATEMENTS FOR THE YEAR ENDED MARCH 31, 2023 NOTES TO STANDALONE FINANCIAL STATEMENTS FOR THE YEAR ENDED MARCH 31, 2023
Note 27. Current financial liabilities - other financial liabilities (contd.) Note 31. Distribution made and proposed
` in Crores
` in Crores
As at As at
As at As at Particulars
Particulars March 31, 2023 March 31, 2022
March 31, 2023 March 31, 2022
Dividends on equity shares declared and paid:
Accrued employee liabilities 29.21 32.90 Dividend for the year ended March 31, 2022- `3.10 per share (March 31, 2021 - `2.80 per share) 301.11 271.96
Other payables 0.23 1.28 301.11 271.96
At Fair value through Profit or Loss account Proposed dividends on equity shares:
Financial guarantee contracts - 0.34 Dividend for the year ended March 31, 2023- `3.20 per share (March 31, 2022 - `3.10 per share) 310.86 301.11
Total 92.20 103.40 310.86 301.11
As at March 31, 2023, proposed dividend on equity shares are subject to approval in the ensuing Annual General Meeting. Pending such approval, proposed
Note 28. Other current liabilities dividend has not been recognised in these financial statements.
` in Crores
As at As at Note 32. Revenue from Operations
Particulars
March 31, 2023 March 31, 2022
` in Crores
Advance from customers 21.84 22.04
Year ended Year ended
Statutory liabilities 82.29 44.93 Particulars
March 31, 2023 March 31, 2022
Other liabilities 1.41 0.97 Revenue from sale of products (net of rebates and discounts) 9,290.33 7,520.07
Total 105.54 67.94 Revenue from combined contracts 30.74 119.09
Other operating revenue
Note 29. Current Provisions Sale of scrap 22.07 15.02
` in Crores Income from government grant # 113.30 65.36
As at As at
Particulars Others 14.18 21.39
March 31, 2023 March 31, 2022
Total 9,470.62 7,740.93
Provision for Gratuity (refer Note 43) 5.83 4.36
Provision for Leave encashment 26.53 24.35 # Income from Government grant represents subsidy recognized under various Incentive Schemes/Packages of State Government and
Provision for Excise, Customs, Sales tax, Service Tax (Refer Note below) 20.08 6.92 Government of India applicable to eligible units. Further during the year, the Company has accounted for `55.55 Crores towards GST
Total 52.44 35.63
subsidy under Industrial Investment Promotion Policy in respect of its manufacturing facilities in the state of Andhra Pradesh.
Movement in Provision for Excise, Customs, Sales tax, Service Tax:
` in Crores Note 32.1. Disaggregation of revenue from contracts with customers
As at As at ` in Crores
Particulars
March 31, 2023 March 31, 2022
Particulars
Year ended Year ended
At the beginning of the year 6.92 6.92 March 31, 2023 March 31, 2022
Additions 13.16 - A. Revenue disaggregated based on nature of product or services
Utilization/ Reversal - - (i) Revenue from contracts with customers
At the end of the year 20.08 6.92 Revenue from sale of paints and allied products (net of rebates and discounts) * 9,290.33 7,520.07
The above provisions represent estimates made mainly for probable claims arising out of litigations/ disputes pending with authorities Revenue from combined contracts ** 30.74 119.09
under various statutes (Excise duty, Customs duty, Sales Tax and Service Tax). 9,321.07 7,639.16
Note 30. Current tax liabilities (net) * Revenue from sale of goods is recognised on transfer of control in the goods to customers at a point of time by performance of
` in Crores obligation towards delivery or as per customers’ instruction. (Also refer Note 3.4).
As at As at ** Revenue from combined contract represents supply apply contracts and is recognised at a point of time when such combined output
Particulars
March 31, 2023 March 31, 2022 is delivered to customers’ satisfaction as per agreed milestones and customers acknowledge their obligation to pay for such output in
Provision for income tax [net of advance taxes of `689.80 Crores (March 31, 2022 : `689.80 Crores)] 18.01 18.01 accordance with terms and condition of underlying contracts. (Also refer Note 3.4).
Total 18.01 18.01 The Company provides agreed upon performance warranty for selected range of products and services. The amount of liability
towards such warranties is immaterial.
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Contents Corporate Overview Notice Directors’ Report Annexures to Directors’ Report Business Responsibility & Sustainability Report Corporate Governance Report Auditor’s Report – Standalone Annual Accounts – Standalone Auditor’s Report – Consolidated Annual Accounts – Consolidated
Annual Report 2022-23
NOTES TO STANDALONE FINANCIAL STATEMENTS FOR THE YEAR ENDED MARCH 31, 2023 NOTES TO STANDALONE FINANCIAL STATEMENTS FOR THE YEAR ENDED MARCH 31, 2023
Note 32.1. Disaggregation of revenue from contracts with customers (contd.) Note 34. Cost of materials consumed
` in Crores
` in Crores
Year ended Year ended
Year ended Year ended Particulars
Particulars March 31, 2023 March 31, 2022
March 31, 2023 March 31, 2022
(ii) Other operating revenues Raw materials Consumed
Sale of scrap 22.07 15.02 Opening Stock 732.49 439.02
Income from government grant 113.30 65.36 Purchases 4,433.89 4,133.98
Others 14.18 21.39
Closing stock (631.73) (732.49)
149.55 101.77
4,534.65 3,840.51
Total 9,470.62 7,740.93
B. Revenue from contracts with customers disaggregated based on geography Packing material Consumed
India 9,294.85 7,612.10 Opening Stock 43.55 38.51
Outside India 26.22 27.06 Purchases 734.72 668.83
Total 9,321.07 7,639.16
Closing stock (42.05) (43.55)
736.22 663.79
Note 32.2. Reconciliation of gross revenue with revenue from contracts with customers
` in Crores Cost of materials consumed 5,270.87 4,504.30
Year ended Year ended
Particulars March 31, 2023 March 31, 2022 Note 35. Purchases of traded goods
Gross revenue 11,052.29 8,942.59 ` in Crores
Less: rebates and discounts 1,731.22 1,303.43 Year ended Year ended
Particulars
Net revenue recognised from contracts with customers 9,321.07 7,639.16 March 31, 2023 March 31, 2022
Purchases of traded goods 910.90 691.40
Note 33. Other income
` in Crores Total 910.90 691.40
Year ended Year ended
Particulars Note 36. (Increase)/decrease in inventories of finished goods, work-in-progress and traded goods
March 31, 2023 March 31, 2022
Interest Income ` in Crores
On deposits with banks carried at amortized cost 7.66 12.24 Year ended Year ended
Particulars
March 31, 2023 March 31, 2022
Others 2.51 1.91
Gain on early termination of leases 3.53 1.26 Opening Stock
Insurance claim received 1.57 3.06 Work-in-progress 133.19 96.33
Dividend income from subsidiary 33.96 2.71
Finished goods 1,095.92 775.88
Net gain on sale of mutual fund investments measured at FVTPL 0.86 6.48
Traded goods 128.10 135.39
Fair value gain on mutual fund investments measured at FVTPL 0.06 0.73
Discount Income 3.11 5.38 1,357.21 1,007.60
Arrangement Fees 5.57 5.78 Closing Stock
Royalty Income 3.60 3.43
Work-in-progress 129.41 133.19
Corporate Guarantee Income 0.33 0.66
Finished goods 1,167.32 1,095.92
Gain on sale/discard of Property, plant and equipment - 5.55
Sundry balances written back 3.19 4.51 Traded goods 155.13 128.10
Miscellaneous Income 11.20 9.42 1,451.86 1,357.21
Total 77.15 63.12
Increase in inventories of finished goods, work-in-progress and traded goods (94.65) (349.61)
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Contents Corporate Overview Notice Directors’ Report Annexures to Directors’ Report Business Responsibility & Sustainability Report Corporate Governance Report Auditor’s Report – Standalone Annual Accounts – Standalone Auditor’s Report – Consolidated Annual Accounts – Consolidated
Annual Report 2022-23
NOTES TO STANDALONE FINANCIAL STATEMENTS FOR THE YEAR ENDED MARCH 31, 2023 NOTES TO STANDALONE FINANCIAL STATEMENTS FOR THE YEAR ENDED MARCH 31, 2023
Note 37. Employee benefits expense Note 40. Other expenses (contd.)
` in Crores ` in Crores
Year ended Year ended Year ended Year ended
Particulars Particulars
March 31, 2023 March 31, 2022 March 31, 2023 March 31, 2022
Salaries, wages and bonus 397.92 349.07 Foreign Exchange Loss (net) 19.33 5.39
Contribution to provident and other funds (Refer Note 43) 23.41 22.83 Commission to Non-Executive Directors (Refer Note 47b) 0.57 0.57
Payment to Auditors (Refer Note 40.1) 0.79 0.61
Share based payment to employees (Refer Note 44) 4.56 5.56
Information Technology Expenses 47.96 36.25
Staff welfare expenses 32.23 23.12
Professional Fees 11.64 8.37
Total 458.12 400.58
Retainership Fees 6.93 6.19
Provision for Bad Debts (including Bad Debts written off) 19.43 7.41
Note 38. Finance Costs
Office Upkeep 84.49 68.99
` in Crores
Clearing & Forwarding Expenses 71.29 60.96
Year ended Year ended
Particulars Subcontractor expenses 29.81 54.52
March 31, 2023 March 31, 2022
Interest on borrowings 52.64 17.19 Printing & Stationery 5.66 3.95
CSR expenditure (Refer Note 40.2) 19.28 17.37
Interest on lease liabilities (Refer Note 45) 28.20 22.49
Loss on sale/discard of Property, plant and equipment 4.27 -
Unwinding of discount on provisions (Refer Note 22) 0.31 0.30
Miscellaneous Expenses 47.77 35.56
Interest Others 5.13 2.95
Total 1,579.53 1,311.73
Total 86.28 42.93
Note 40.1. Payment to Auditors
Note 39. Depreciation and amortization expense ` in Crores
` in Crores Year ended Year ended
Particulars
Year ended Year ended March 31, 2023 March 31, 2022
Particulars
March 31, 2023 March 31, 2022 As Auditor:
Depreciation of property, plant and equipment (Refer Note 4) 160.65 140.43 Audit fees and limited review fees 0.65 0.50
Amortization of intangible assets (Refer Note 6) 4.09 3.26 In other capacity:
Depreciation of right-of-use assets (Refer Note 45) 69.26 53.84 Miscellaneous certificates and other matters 0.08 0.10
Total 234.00 197.53 Reimbursement of expenses 0.06 0.01
Total 0.79 0.61
Note 40. Other expenses
` in Crores Note 40.2. Details of CSR expenditure
Year ended Year ended ` in Crores
Particulars
March 31, 2023 March 31, 2022 Year ended Year ended
Particulars
Freight and Forwarding Charges 610.84 527.37 March 31, 2023 March 31, 2022
Power and fuel 60.23 51.35 (a) Gross amount required to be spent by the Company during the year 19.10 17.16
Consumption of stores and spare parts 12.47 11.54 (b) Amount approved by the Board to be spent during the year 19.28 17.37
Repairs
Particulars Year ended
- Plant and machinery 23.67 20.54
March 31, 2023
- Building 0.82 0.80
(c) Amount spent during the year ended March 31, 2023 # Yet to be
- Others 9.28 8.83 In cash Total
paid in cash @
Rent (Refer Note 45) 9.06 10.71 (i) Construction/Acquisition of an asset - - -
Advertisement and Sales Promotion Expenses 312.58 245.23 (ii) Purposes other than (i) above 18.47 0.81 19.28
Processing Charges 79.60 72.27 Total 18.47 0.81 19.28
Rates and Taxes 23.37 7.07
# Corporate Social Responsibility expense of `19.28 Crores (March 31, 2022: `17.37 Crores) includes programme for promoting
Travelling 59.30 40.69 employment enhancing vocational skill programme named 'iTrain'.
Insurance 9.09 9.19
@ Represents CSR activity undertaken during the year for which contractual payment was made subsequent to the year-end.
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Contents Corporate Overview Notice Directors’ Report Annexures to Directors’ Report Business Responsibility & Sustainability Report Corporate Governance Report Auditor’s Report – Standalone Annual Accounts – Standalone Auditor’s Report – Consolidated Annual Accounts – Consolidated
Annual Report 2022-23
NOTES TO STANDALONE FINANCIAL STATEMENTS FOR THE YEAR ENDED MARCH 31, 2023 NOTES TO STANDALONE FINANCIAL STATEMENTS FOR THE YEAR ENDED MARCH 31, 2023
Note 40.2. Details of CSR expenditure (contd.) Note 42 (a). Significant accounting judgements, estimates and assumptions (contd.)
` in Crores
(i) Judgements, Estimates and Assumptions
Particulars Year ended
March 31, 2022
The key assumptions concerning the future and other key sources of estimation uncertainty at the reporting date, that have a significant
(d) Amount spent during the year ended March 31, 2022 # Yet to be
In cash Total risk of causing a material adjustment to the carrying amounts of assets and liabilities within the next financial year, are described below.
paid in cash @
(i) Construction/Acquisition of an asset - - -
The Company based its assumptions and estimates on parameters available when the Financial Statements were prepared. Existing
(ii) Purposes other than (i) above 16.03 1.34 17.37 circumstances and assumptions about future developments, however, may change due to market changes or circumstances arising that
Total 16.03 1.34 17.37 are beyond the control of the Company. Such changes are reflected in the assumptions when they occur. In the process of applying the
# Corporate Social Responsibility expense of `19.28 Crores (March 31, 2022: `17.37 Crores) includes programme for promoting Company’s accounting policies, management has made the following judgements, estimates and assumptions, which have the most
employment enhancing vocational skill programme named 'iTrain'. significant effect on the amounts recognised in the Financial Statements.
@ Represents CSR activity undertaken during the year for which contractual payment was made subsequent to the year-end. (ii) Defined Employee Benefit plans (Refer Note 3.15)
In compliance with the provisions laid under Section 135 of the Companies Act, 2013 read with Companies (Corporate Social Responsibility
Policy) Rules, 2014 and Companies (Corporate Social Responsibility Policy) Amendment Rules, 2021,there was no amount unspent for The cost and the present value of the defined benefit gratuity plan and other post-employment leave encashment benefit are determined
the year ended March 31, 2023. Amount available for set off in succeeding financial years `0.18 Crore (March 31, 2022: `0.21 Crore). using actuarial valuations. An actuarial valuation involves making various assumptions that may differ from actual developments in
future. These include the determination of appropriate discount rate, estimating future salary increases and mortality rates. Due to the
Note 41. Earnings Per Share (EPS) complexities involved in the valuation and its long-term nature, a defined benefit obligation is highly sensitive to changes in these
Basic EPS amounts are calculated by dividing the profit for the year attributable to equity holders of the Company by the weighted average assumptions. All assumptions are reviewed at each reporting date. For further details Refer Note 43.
number of equity shares outstanding during the year.
(iii) Fair value measurement of financial instruments and guarantees (Refer Note 3.20)
Diluted EPS amounts are calculated by dividing the profit attributable to equity holders of the Company by the weighted average number
of equity shares outstanding during the year plus the weighted average number of equity shares that would be issued on conversion of all When the fair values of financial assets and financial liabilities recorded in the Balance Sheet cannot be measured based on quoted prices
the dilutive potential equity shares into equity shares. in active markets, their fair value is measured using valuation techniques including the DCF model. The inputs to these models are taken
from observable markets where possible, but where this is not feasible, a degree of judgement is required in establishing fair values.
The following table reflects the income and earning per share data used in the basic and diluted EPS computations:
Judgements include considerations of inputs such as liquidity risk, credit risk and volatility. Changes in assumptions about these factors
Particulars
Year ended Year ended could affect the reported fair value of financial instruments. Refer Note 49 for further disclosures.
March 31, 2023 March 31, 2022
Net Profit after tax for calculation of Basic and Diluted Earnings Per Share * (` in Crores) (I) 828.39 749.86 (iv) Depreciation on Property, Plant and Equipment (Refer Note 3.7)
Weighted average number of shares (II) Property, plant and equipment represent a significant proportion of the asset base of the Company. The charge in respect of periodic
- Basic 97,13,62,815 97,13,02,832 depreciation is derived after determining an estimate of an asset’s expected useful life and the expected residual value at the end of
- Diluted (refer note on effect of dilution below) 97,14,72,605 97,14,80,501 its life. The useful lives and residual values of company's assets are determined by management at the time the asset is acquired and
Earning per equity share [nominal value of `1 per share] [(I)/(II)] reviewed periodically, including at each financial year end. The lives are based on historical experience with similar assets as well as
- Basic 8.53 7.72 anticipation of future events, which may impact their life, such as changes in technology. The Company also considers the impact of
- Diluted 8.53 7.72
health, safety and environmental legislation in its assessment of expected useful lives and estimated residual values.
Effect of dilution:
Weighted average number of equity shares in calculating Basic Earnings Per Share 97,13,62,815 97,13,02,832 (v) Impairment allowance on trade receivables (Refer Note 3.4)
Dilution - Stock options granted under Employee Stock Option Plan 1,09,790 1,77,669 The Company makes loss allowances for credit impaired debts based on an assessment of the recoverability of trade and other receivables.
(Refer Note 44)
The identification of credit impaired debts enquires use of judgments and estimates. Where the expectation is different from the original
Weighted average number of equity shares in calculating diluted EPS 97,14,72,605 97,14,80,501
estimate, such difference will impact the carrying value of the trade and other receivables and credit impaired debts expenses in the
There have been no other transactions involving Equity shares or potential Equity shares between the reporting date and the date of period in which such estimate has been changed.
authorisation of these financial statements.
(vi) Decommissioning Liability (Refer Note 3.7)
Note 42 (a). Significant accounting judgements, estimates and assumptions Decommissioning Liability has been recognised for items of property, plant and equipment built or installed on specified leasehold land
The preparation of the Company’s financial statements requires management to make judgements, estimates and assumptions that affect the terms of which said leases include decommissioning of such assets on expiry of the lease prior to handing over to the lessor. The
the reported amounts of revenues, expenses, assets and liabilities, and the accompanying disclosures, and the disclosure of contingent decommissioning costs as at the end of the lease period have been estimated based on current costs by the Company's own technical
liabilities. Uncertainty about these assumptions and estimates could result in outcomes that require a material adjustment to the carrying experts and have been escalated to the end of the leasehold period using suitable inflation factors. The said escalated cost as at the end
amount of assets and liabilities affected in future periods. of the lease period is now discounted to the present value of such liability by applying Company's weighted average cost of capital.
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Annual Report 2022-23
NOTES TO STANDALONE FINANCIAL STATEMENTS FOR THE YEAR ENDED MARCH 31, 2023 NOTES TO STANDALONE FINANCIAL STATEMENTS FOR THE YEAR ENDED MARCH 31, 2023
Note 42 (a). Significant accounting judgements, estimates and assumptions (contd.) Note 43. Gratuity and other post-employment benefit plans
(vii) Impairment of Investment (Refer Note 3.13) (I) Defined benefit plans
The carrying amount of the Company’s investments are assessed at the end of each reporting period to determine whether there is any (a) Gratuity (Funded)
indication that an asset may be impaired. If any such indication exists, then the Company estimates the recoverable amount of the asset. (i) The following table summarizes the components of net defined benefit expense towards gratuity recognised in the Statement of Profit
The recoverable amount of the asset is computed as the higher of an asset’s or cash generating unit’s fair value less costs to sell and its and Loss and OCI and the funded status and amounts recognised in the Balance Sheet.
value in use. Such value is derived using valuation techniques (i.e. the Discounted Cash Flow (DCF) model), where future financial ` in Crores
performance can be reliably estimated or management’s best estimate of the estimated fair value of the carrying value of assets and As at As at
Particulars
March 31, 2023 March 31, 2022
liabilities. The inputs to the Discounted Cash Flow models are taken from observable markets where possible, but where this is not
(A) Changes in the present value of defined benefit obligation
feasible, a degree of judgment is required in establishing fair values. Key assumptions on which management has based its determination
Present value of defined benefit obligation as at year beginning 52.75 49.81
of recoverable amount includes estimated long term growth rates, weighted average cost of capital etc. Cash flow projections take into
Current Service Cost 5.02 4.84
account past experience and represent management's best estimate about future developments. The risks in respect of climate-related
matters are included as key assumptions where they materially impact the measure of recoverable amount. These assumptions have been Interest Cost 3.53 3.21
included in the cash-flow forecasts in assessing value-in-use amount. Remeasurements (gains)/losses
-Actuarial (gains)/losses arising from changes in financial assumptions 1.04 (1.33)
The Company had in respect of its investment in Lusako Trading Limited, STP Limited and Berger Nippon Paint Automotive Coatings
-Actuarial (gains)/losses arising from changes in demographic assumptions 0.91 -
Private Limited undertaken an impairment assessment. The Management has determined following assumptions for impairment testing
-Actuarial (gains)/losses arising from changes in experience adjustments (1.02) (0.03)
of investments:
Benefits Paid (4.79) (3.75)
As at As at
Related Assumptions Approach used in determining Value Present value of defined benefit obligation as at year end 57.44 52.75
March 31, 2023 March 31, 2022
Weighted Average Cost of capital % (WACC) 6.50% to 14.00% 11.73% to 17.10% It has been determined basis risk free rate of return
before tax (discount rate) adjusted for equity risk premium. (B) Changes in fair value of plan assets
Long Term Growth Rate 0% to 2% 0% to 2% Long term growth rate has been taken basis financial Fair Value of Plan Assets as at year beginning 48.39 45.35
budgets and projections approved by the management
which is in line with industry growth rate. Interest Income 3.37 3.06
Remeasurements gains/(losses)
Sensitivity analysis of assumptions
-Return on plan assets greater/ (lesser) than discount rate 0.19 (0.26)
The Company had performed sensitivity analysis considering +/- 2% for each of the assumptions used and ensured that the valuation is
Employer's Contribution 4.45 3.99
appropriate and no impairment is required to be recognised.
Benefits Paid (4.79) (3.75)
(viii) Revenue from combined contracts (Refer Note 3.4) Fair Value of Plan Assets as at year end 51.61 48.39
The Company exercises judgement in estimating cost for recognizing revenue from combined contract with customers. Losses on
onerous contracts (if any) are recognized in the financial statements. (C) Amounts Recognised in the Balance Sheet
Present value of defined benefit obligation at the year end 57.44 52.75
Note 42 (b): Fair Value of the Plan Assets at the year end 51.61 48.39
Liability Recognised in the Balance Sheet (5.83) (4.36)
On September 07, 2022, the Company had a cyber security attack on its ancillary applications. The Company promptly took steps to
contain and remediate the impact of the information security incident, including deployment of appropriate protective, detective and
corrective measures and containment protocols to mitigate the threat. The Company also took additional measures to ensure the integrity (D) Expense recognised in the Statement of Profit and Loss:
of its IT systems' infrastructure/data. Current service cost 5.02 4.84
Net Interest Cost/(Income) 0.16 0.15
Since the main ERP software of the Company remained unimpacted, there was no financial loss with respect to underlying financial/
Net Cost Recognised in the Statement of Profit and Loss 5.18 4.99
accounting information/data (including sales and invoicing). Remedial measures were implemented immediately to prevent horizontal
spread of the malicious infection further into the ecosystem. The disruption in associated applications had caused discomfort in regular Expense recognised in Other Comprehensive Income:
operations, however, during the outage, business had continued to operate manually as per defined processes. The Company believes that Remeasurements gains/(losses) (0.74) 1.10
there is no impact on its financial statements for the year ended March 31, 2023 on account of this incident. Net Cost/(Income) Recognised in the Other Comprehensive Income (0.74) 1.10
276 277
Contents Corporate Overview Notice Directors’ Report Annexures to Directors’ Report Business Responsibility & Sustainability Report Corporate Governance Report Auditor’s Report – Standalone Annual Accounts – Standalone Auditor’s Report – Consolidated Annual Accounts – Consolidated
Annual Report 2022-23
NOTES TO STANDALONE FINANCIAL STATEMENTS FOR THE YEAR ENDED MARCH 31, 2023 NOTES TO STANDALONE FINANCIAL STATEMENTS FOR THE YEAR ENDED MARCH 31, 2023
Note 43. Gratuity and other post-employment benefit plans (contd.) Note 43. Gratuity and other post-employment benefit plans (contd.)
(ii) The principal assumptions used in determining gratuity obligations for the Company's plans are as shown below: (v) Risk Exposure
Impact on defined benefit obligation
As at As at
Significant Actuarial Assumptions Sensitivity for significant actuarial assumptions is computed by varying one actuarial assumption used for the valuation of the
March 31, 2023 March 31, 2022
defined benefit obligation by one percentage, keeping all other actuarial assumptions constant. In practice, this is unlikely to occur
Discount Rate 7.1% - 7.5% 7.00%
and changes in some of the assumptions may be correlated. When calculating the sensitivity of the defined benefit obligation to
Withdrawal Rate 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
- Management 8.00% 3.00%
balance sheet.
- Officer 15.00% 3.00%
The method and types of assumptions used in preparing the sensitivity analysis did not change compared to the prior period.
-Staff/worker 3.00% 3.00%
These plans typically expose the Company to actuarial risks such as: Investment Risk, Interest Risk, Longevity Risk and Salary Risk.
Salary increase
Investment Risk: The present value of the defined benefit plan liability is calculated using a discount rate which is determined by
- Management 7.00% 6.00% reference to market yields at the end of the reporting period on government bonds.
- Officer 6.00% 6.00% Interest Risk: A decrease in the government bond interest rate will increase the plan liability.
-Staff/worker 6.00% 6.00% 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
Mortality Rate Indian Assured Lives Indian Assured Lives
(Mortality 2006-08 modified) Ult (Mortality 2006-08 modified) Ult
the plan’s liability.
Salary Risk: The present value of the defined plan liability is calculated by reference to the future salaries of plan participants. As
The estimates of future salary increases considered in actuarial valuation, take account of inflation, seniority, promotion and other such, an increase in the salary of the plan participants will increase the plan’s liability.
relevant factors, such as supply and demand in the employment market.
(vi) Defined Benefit Liability and Employer Contributions
Assumptions regarding future mortality experience are set in accordance with the published statistics by the Actuary.
Since the employees gratuity fund is a defined benefit plan maintained by Life Insurance Corporation of India the return is generated
The discount rate is based on the government securities yield.
from a pool of assets invested by them and any deficit in the liability and return on plan assets is funded by the Company on a
The Company assesses these assumptions with its projected long-term plans of growth and prevalent industry standards. yearly basis.
(iii) Plan Asset information:- (vii) The Company expects to contribute an amount to gratuity as specified in report by Fund custodian during the subsequent
accounting year.
As at March 31, As at March 31,
Particulars (viii) Maturity profile of the defined benefit obligation
2023 2022
Assets under scheme of insurance 100% 100% As at March As at March
Particulars
31, 2023 31, 2022
(iv) A quantitative sensitivity analysis for significant assumptions are as shown below:- Weighted Average duration of the defined benefit obligation 6 Years 10 Years
As at March 31, 2023 As at March 31, 2022 Particulars ` in Crores ` in Crores
Assumptions
Discount rate Discount rate Within the next 12 months (next annual reporting period) 6.26 3.88
Sensitivity Level 1% increase 1% decrease 1% increase 1% decrease Between 2 and 5 years 24.72 14.59
Impact on defined benefit obligation (` Crores) (3.10) 3.45 (3.99) 4.61 Between 5 and 10 years 53.25 44.65
As at March 31, 2023 As at March 31, 2022
Assumptions
Future Salary Future Salary (b) Provident Fund
Sensitivity Level 1% increase 1% decrease 1% increase 1% decrease Provident Fund for certain eligible employees is administered by the Company through "Berger Paints Provident Fund (Covered)" as
Impact on defined benefit obligation (` Crores) 3.27 (3.01) 4.43 (3.92) per the provisions of the Employees' Provident Funds and Miscellaneous Provisions Act, 1952. The Rules for such a trust provide that
in a provident fund set up by the employer, any shortfall in the rate of interest on member contributions as compared to the relevant
Impact on defined benefit obligation rate of interest declared by the Government of India for this purpose will have to be met by the employer. Such provident fund would
in effect be a defined benefit plan in accordance with the requirement of Ind AS 19 - Employee Benefits.
Sensitivity for significant actuarial assumptions is computed by varying one actuarial assumption used for the valuation of the defined The Actuary has carried out actuarial valuation of interest rate guarantee obligations as at the Balance Sheet date using Projected Unit
benefit obligation by one percentage, keeping all other actuarial assumptions constant. The methods and types of assumptions used in Credit Method as outlined in the Professional Guidance Note 29 issued by the Institute of Actuaries of India. Based on such valuation,
preparing the sensitivity analysis did not change compared to the prior period. there is no future anticipated shortfall with regards to interest rate guarantee obligation of the Company as at the balance sheet date.
278 279
Contents Corporate Overview Notice Directors’ Report Annexures to Directors’ Report Business Responsibility & Sustainability Report Corporate Governance Report Auditor’s Report – Standalone Annual Accounts – Standalone Auditor’s Report – Consolidated Annual Accounts – Consolidated
Annual Report 2022-23
NOTES TO STANDALONE FINANCIAL STATEMENTS FOR THE YEAR ENDED MARCH 31, 2023 NOTES TO STANDALONE FINANCIAL STATEMENTS FOR THE YEAR ENDED MARCH 31, 2023
Note 43. Gratuity and other post-employment benefit plans (contd.) Note 44. Share based payment to employees (contd.)
Further during the year, the Company’s contribution of `8.02 Crores (March 31, 2022: `7.19 Crores) to the Provident Fund Trust,
has been expensed under “Contribution to Provident and Other Funds”. Disclosures given hereunder are restricted to the information As at As at
available as per the Actuary’s report. Particulars
March 31, 2023 March 31, 2022
As at As at a Number of Stock Options outstanding (ESOP Plan 2016: Grant III) - 28,843
Particulars
March 31, 2023 March 31, 2022 Number of Stock Options outstanding (ESOP Plan 2016: Grant IV) 23,021 50,233
Discount rate 7.10% 7.00% Number of Stock Options outstanding (ESOP Plan 2016: Grant V) 44,357* 73,576
Rate of return on Plan Assets 8.10% 8.10% Number of Stock Options outstanding (ESOP Plan 2016: Grant VI) 93,985 -
(c) Other Defined Benefit Plans 1,61,363 1,52,652
The amounts for "Other Defined Benefit Plans" are below the rounding off norm adopted by the Company (refer Note 55) and hence *Excludes 83 options being already vested and is exercisable at the end of the year.
the disclosures as required under Ind AS 19 - "Employee Benefits" have not been given. b. Number of Options granted during the year
(II) Defined contribution plans ESOP Plan 2016: Grant V - 75,910
ESOP Plan 2016: Grant VI 98,877 -
During the year, the Company has recognised the following amounts in the Statement of Profit and Loss for defined contribution plans:
98,877 75,910
` in Crores c. Number of Options vested (ESOP Plan 2016: Grant III) 27,276 28,844
As at March As at March Number of Options vested (ESOP Plan 2016: Grant IV) 23,049 25,238
Particulars
31, 2023 31, 2022
Number of Options vested (ESOP Plan 2016: Grant V) 22,994^ -
Provident and Family Pension Fund (applicable for eligible employees whose provident fund accounts are 3.33 2.91
maintained with the Regional Provident Fund Commissioner) 73,319 54,082
Superannuation Fund 2.22 2.28 ^ Includes 83 options of Tranche I of Grant V, pending to be exercised and allotted.
d. Number of Options exercised (ESOP Plan 2016 : Grant III) 27,276 28,452
Note 44. Share based payment to employees Number of Options exercised (ESOP Plan 2016 : Grant IV) 23,049 25,760#
Berger Paints India Limited Employee Stock Option Plan 2016 Number of Options exercised (ESOP Plan 2016 : Grant V) 22,911* -
73,236 54,212
The Berger Paints India Limited – Employee Stock Option Plan 2016 [‘the Plan’] was approved at the Annual General Meeting of the
Company held on 3rd August, 2016. The objective of the plan is to: # 25,760 options pending allotment at the end of March 31, 2022 were allotted during the year ended March
31, 2023.
1) Attract, retain and motivate Employees,
* Excludes 83 options of Tranche I of Grant V, pending to be exercised and allotted.
2) Create and share wealth with the Employees,
e. Number of Shares arising on exercise (ESOP Plan 2016: Grant III) 27,276 28,452
3) Recognise and reward employee performance with shares and
Number of Shares arising on exercise (ESOP Plan 2016: Grant IV) 23,049 25,760
4) Encourage employees to align individual performance with the objective of the Company. The terms and conditions of the Plan
is reproduced below: Number of Shares arising on exercise (ESOP Plan 2016: Grant V) 22,911* -
a) “Vesting Date” means the date on and from which the Option vests with the Participant and thereby becomes exercisable. 73,236 54,212
b) “Exercise Date” means the date on which the Participant exercises his Vested Options and in case of partial Exercise shall * Excludes 83 options of Tranche I of Grant V, pending to be exercised and allotted.
mean each date on which the Participant exercises part of his Vested Options. f. Number of Options lapsed (ESOP Plan 2016: Grant III) 1,567 914
c) “Vesting Period” means the period during which the Vesting of the Option granted to the Participant in pursuance of the Plan Number of Options lapsed (ESOP Plan 2016: Grant IV) 4,163 3,557
takes place.
Number of Options lapsed (ESOP Plan 2016: Grant V) 6,224 2,334
d) “Exercise Period” means a period of 3 years from the Vesting Date as defined above of the Plan within which the Vested
Options can be exercised in pursuance of the Plan. Number of Options lapsed (ESOP Plan 2016: Grant VI) 4,892 -
e) The Exercise Price of an Option shall be the face value of `1/- per Share 16,846 6,805
f) Cashless exercise of the Options are not permitted under the Plan. Participants to pay full Aggregate Exercise Price upon the g. Variation of terms of Option None during None during
Exercise of the Vested Options. the period the period
g) Subject to Participant’s continued employment as defined in Clause 14 of the Plan the Unvested Options shall vest with the h. Total Number of Options in force (ESOP Plan 2016: Grant III) - 28,843
Participant automatically in accordance with the following schedule: a) 33% of the total Options granted, rounded up to Total Number of Options in force (ESOP Plan 2016: Grant IV) 23,021 50,233
the nearest whole number, shall vest on the first anniversary of the Grant Date; b) further 33% of the total Options granted,
rounded up to the nearest whole number, shall vest on the second anniversary of the Grant Date and c) balance 34% of the Total Number of Options in force (ESOP Plan 2016: Grant V) 44,357@ 73,576
total Options granted, rounded up to the whole number such that the total number of Options vested shall add up to 100%, Total Number of Options in force (ESOP Plan 2016: Grant VI) 93,985 -
shall vest on the third anniversary of the Grant Date.
1,61,363 1,52,652
h) The Date of grant of options : 9th November, 2016, 9th November, 2017, 9th November, 2019, 10th February, 2021,
@ Excludes 83 options of Tranche I of Grant V, pending to be exercised and allotted.
8th November, 2021 and 17th October, 2022.
280 281
Contents Corporate Overview Notice Directors’ Report Annexures to Directors’ Report Business Responsibility & Sustainability Report Corporate Governance Report Auditor’s Report – Standalone Annual Accounts – Standalone Auditor’s Report – Consolidated Annual Accounts – Consolidated
Annual Report 2022-23
NOTES TO STANDALONE FINANCIAL STATEMENTS FOR THE YEAR ENDED MARCH 31, 2023 NOTES TO STANDALONE FINANCIAL STATEMENTS FOR THE YEAR ENDED MARCH 31, 2023
Note 44. Share based payment to employees (contd.) Note 44. Share based payment to employees (contd.)
As at As at As at As at
Particulars Particulars
March 31, 2023 March 31, 2022 March 31, 2023 March 31, 2022
i. Weighted Average exercise price of the Share Options (in `) ix. The price of the underlying share in the market at the time of option grant:
Outstanding at the beginning of the year 1 1 a. ESOP Plan 2016: Grant III - 09.11.2019 - `485.40
b. ESOP Plan 2016: Grant IV - 10.02.2021 `762.15 `762.15
Granted during the year 1 1
c. ESOP Plan 2016: Grant V - 08.11.2021 `774.95 `774.95
Forfeited during the year - -
d. ESOP Plan 2016: Grant VI - 17.10.2022 `613.75 -
Exercised during the year 1 1
x. Time to maturity
Expired during the year 1 1
a. ESOP 2016 Plan Grant III vested on 09.11.2020 0.61 years 1.61 years
Outstanding at the end of the year 1 1
b. ESOP 2016 Plan Grant IV vested on 11.02.2022 1.87 years 2.87 years
Exercisable at the end of the period 1 1
c. ESOP 2016 Plan Grant V vested on 09.11.2022 2.61 years 3 years from the
j. Weighted Average share price of options exercised during the year on the date of exercise `1 `1 vesting day
k. Weighted Average fair value of the Options granted during the year d. ESOP 2016 Plan Grant VI (yet to be vested) 3 years from -
the vesting day
i. ESOP Plan 2016 Grant V (Fair value as on 31.03.2022) NA 691.41
Expected volatility during the expected term of the ESOP is based on historical volatility of the observed
ii. ESOP Plan 2016 Grant VI (Fair value as on 31.03.2023) 572.61 NA market prices of the Company's publicly traded equity shares during a period equivalent to the expected term
of the ESOP.
l. A description of the method and significant assumptions used during the year to estimate the fair value of
Options granted, including the following weighted average information:- The fair values of our ESOP are based on the market value of our stock on the date of grant.
The Black Scholes Option Pricing Model for dividend paying stock has been used to compute the fair value of
the Options. The significant assumptions are:
The following table summarizes information about Share Options outstanding as at year end:-
i. Date of grant As at March 31, 2023
Range of exercise prices per option
ESOP Plan 2016 17.10.2022 08.11.2021 (`) Weighted average remaining Weighted average exercise price
No. of options outstanding
contractual life (`)
ii. Weighted average share price 581.70 699.70
1 23,021 1.87 years 1
iii. Exercise Price `1 `1
1 44,357 2.61 years 1
iv. Risk Free Interest rate 7.32% 6.84%
1 93,985 Yet to be vested 1
v. Expected Life:
a. For options vested on 09.11.2020 0.61 years 1.61 years
As at March 31, 2022
b. For options vested on 11.02.2022 1.87 years 2.87 years Range of exercise prices per option
(`) Weighted average remaining Weighted average exercise price
No. of options outstanding
c. For options vested on 09.11.2022 2.61 years 3 years from the contractual life (`)
vesting day
1 28,843 1.61 years 1
d. For options yet to be vested 3 years from -
the vesting day 1 50,233 2.87 years 1
vi. Expected Volatility 18.85% 16.91% 1 73,576 Yet to be vested 1
vii. Expected dividend yield 0.41% 0.30%
Note 45.
viii. Weighted Average fair value as on grant date
a. ESOP Plan 2016: Grant III - 09.11.2019 - `479.59 a. Company as a lessee
b. ESOP Plan 2016: Grant IV - 10.02.2021 `755.76 `755.76 The Company has lease contracts for various depots, head office and leasehold lands used in its operations. Leasehold land and building
generally have lease terms between 2 and 99 years.
c. ESOP Plan 2016: Grant V - 08.11.2021 `767.88 `767.88
The Company also has certain leases of buildings with lease terms of 12 months or less. The Company applies the ‘short-term lease’
d. ESOP Plan 2016: Grant VI - 17.10.2022 `605.91 -
recognition exemptions for these leases.
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Annual Report 2022-23
NOTES TO STANDALONE FINANCIAL STATEMENTS FOR THE YEAR ENDED MARCH 31, 2023 NOTES TO STANDALONE FINANCIAL STATEMENTS FOR THE YEAR ENDED MARCH 31, 2023
Note 45. (contd.) Note 45. (contd.)
(i) Set out below are the carrying amounts of right-of-use assets recognised and the movements during the period: (ii) Set out below are the carrying amounts of lease liabilities and the movements during the period:
` in Crores ` in Crores
Particulars Buildings Leasehold lands Total Year Ended Year Ended
Particulars
As at April 1, 2021 225.32 74.95 300.27 March 31, 2023 March 31, 2022
At Amortised Cost
Additions 129.35 0.60 129.95
Opening Balance 315.37 240.88
Deletions (4.43) (0.13) (4.56)
Additions 160.83 129.95
Depreciation charge (52.86) (0.98) (53.84) Accretion of interest 28.20 22.49
As at March 31, 2022 297.38 74.44 371.82 Deletions/ termination (28.91) (5.79)
Additions 156.82 7.19 164.01 Payments (90.88) (72.16)
Deletions (25.37) - (25.37) Closing Balance 384.61 315.37
Non-current 305.81 245.68
Depreciation charge (68.11) (1.15) (69.26)
Current 78.80 69.69
As at March 31, 2023 360.72 80.48 441.20
The effective interest rate for lease liabilities is 7-10%, with maturity between 2023-2036.
Title deeds of immovable properties mentioned above, are in the name of the Company except those mentioned below:
The following are the amounts recognised in Statement of Profit or Loss:
` in Crores
Gross Carrying Amount Net Carrying Amount (iii) Amount recognised in the Statement of Profit and Loss:
Whether title deed holder is a
No. Property held Reason for not being ` in Crores
As at As at As at As at promoter, director or relative
Particulars of title Held in the name of since which held in the name of the Year Ended Year Ended March
31st March, 31st March, 31st March, 31st March, of promoter/director or Particulars
deeds date company March 31, 2023 31, 2022
2023 2022 2023 2022 employee of promoter/director
Depreciation expense of right-of-use assets (Refer Note 39) 69.26 53.84
Leasehold land at Panaji, Goa 1 0.35 0.35 0.26 0.27 Rajdoot Paints Private No Oct 1, 1998 Interest expense on lease liabilities (Refer Note 38) 28.20 22.49
Limited
Gain on early termination of leases (Refer Note 33) (3.53) (1.26)
Leasehold land at 1 0.27 0.27 0.13 0.14 Rajdoot Paints Private No Oct 1, 1998 Expense relating to leases of low-value assets and short-term leases (Refer Note 40) 9.06 10.71
Refer Note (i) below
Sikandrabad, Uttar Pradesh Limited Total 102.99 85.78
Leasehold land at Chandigarh 1 0.05 0.05 0.03 0.03 Rajdoot Paints Private No Oct 1, 1998
The Company had total cash outflows for leases of `90.88 Crores (March 31, 2022: `72.16 Crores).
Limited
The company does not face a significant liquidity risk with regards to its lease liabilities as the current assets are sufficient to meet the
Leasehold land at Panagarh 1 5.83 - 5.80 - West Bengal Industrial No Sep 5, 2022 Refer Note (ii) below
obligation related to the lease liabilities as and when they fall due.
Development
Corporation Limited
(iv) The table below provides details regarding the contractual maturities of lease liabilities as on undiscounted basis:
Leasehold land at Howrah* 1 0.01 - 0.00 - Government of No Sep 26, 1957 Refer Note (iii) below
West Bengal ` in Crores
Year ended Year ended March
Particulars
*Refer Note 55 March 31, 2023 31, 2022
Less than one year 84.33 72.48
Note:
More than one year but less than five years 271.98 191.01
(i) Vide order dated October 01, 1998, the Hon’ble High Court of Calcutta had approved the Scheme of Amalgamation of Rajdoot Paints More than five years 133.00 77.86
Private Limited with the Company with effect from October 01, 1998. In terms of said order, all the aforesaid leasehold land parcels Total 489.31 341.35
held by Rajdoot Paints Private Limited was transferred to the Company. Management believes that, vide the approved Scheme of
Amalgamation, the rights and obligations under respective lease arrangements were transferred in favour of the Company and no b. Company as Lessor
further action is necessary for the purpose.
The Company has given Color bank (tinting machines) on operating lease to its dealers. The Company enters into 2- 5 years cancellable
(ii) The Company has obtained the allotment letter in its name and execution of lease deed in respect of 9.91 acres of land at Panagarh lease agreements. However the corresponding lease rentals may be receivable for a shorter period or may be waived off/refunded
Industrial Park is in process. on achievement of certain sales targets by the concerned dealers. The minimum aggregate lease payments to be received in future is
(iii) Renewal of lease with West Bengal Government in respect of a piece of land comprising about 0.08 acres at Howrah is under process considered as ` Nil. Accordingly the disclosure of the minimum lease payments receivable at the Balance sheet date is not made. The
amounts received from customers pending to be refunded back are recognised as liabilities and are included in "Deposits" under "Other
since September 26, 2017.
financial liabilities" in Note 21 and Note 27. Also refer Note 4.
284 285
Contents Corporate Overview Notice Directors’ Report Annexures to Directors’ Report Business Responsibility & Sustainability Report Corporate Governance Report Auditor’s Report – Standalone Annual Accounts – Standalone Auditor’s Report – Consolidated Annual Accounts – Consolidated
Annual Report 2022-23
NOTES TO STANDALONE FINANCIAL STATEMENTS FOR THE YEAR ENDED MARCH 31, 2023 NOTES TO STANDALONE FINANCIAL STATEMENTS FOR THE YEAR ENDED MARCH 31, 2023
Note 46. Commitment and Contingent Liabilities Note 46. Commitment and Contingent Liabilities (contd.)
a. Commitments
iv. The Company had mortgaged land & building located at Howrah, Rishra, Hindupur and Head Office building at Park Street in relation
` in Crores
to loan extended by Hongkong and Shanghai Bank (HSBC) to its wholly owned subsidiary, M/s Lusako Trading Limited. Also refer
Year ended Year ended
Particulars Note-47(b).Such mortgage was released in the current financial year subsequent to repayment of loan.
March 31, 2023 March 31, 2022
Estimated amount of contracts remaining to be executed on capital account and not provided for 112.23 435.21 v. Others
(net of advances)
The Company continues to provide such support as may be necessary to its subsidiaries Berger Rock Paints Private Limited and
b. Contingent Liabilities
Berger Paints (Cyprus) Limited [including to the ultimate wholly owned Russian subsidiary Berger Paint Overseas Limited (BPOL)],
(i) Claims against the Company not acknowledged as debts:
Lusako Trading Limited [including to the ultimate wholly owned Polish subsidiary Bolix S.A] and joint venture (Berger Nippon
` in Crores
Paint Automotive Coatings Pvt. Ltd.) to enable them to continue atleast with their present scale of operations and meet their financial
Year ended Year ended
Legal claim contingency commitments as and when they arise.
March 31, 2023 March 31, 2022
Sales Tax 20.16 25.22
47a. Related Party Transactions
Excise Duty, Service Tax, Customs 51.73 37.44
Goods and Service Tax 2.57 3.33 List of Related Parties
Income Tax 16.07 16.08
I. Parent and Subsidiary Companies (where control relationships exist):
Total 90.53 82.07
Name of related parties Nature of relationship Principal Place of business
The Company has exposures towards litigation/disputes relating to various tax matters as set out in the above note. Since the ultimate
U K Paints (India) Private Limited * Ultimate Holding Company India
outcome of these matters are uncertain, the Company has exercised significant judgement to determine the probability of future cash
outflow for these matters and has accordingly taken provisions wherever necessary. The management judgement is also supported with Berger Jenson & Nicholson (Nepal) Private Limited Wholly Owned Subsidiary Nepal
legal advice in certain matters as considered appropriate. Beepee Coatings Private Limited Wholly Owned Subsidiary India
` in Crores
Berger Paints (Cyprus) Limited Wholly Owned Subsidiary Cyprus
Particulars Year ended Year ended
March 31, 2023 March 31, 2022 Lusako Trading Limited Wholly Owned Subsidiary Cyprus
ii. Guarantees excluding corporate guarantees
SBL Specialty Coatings Private Limited Wholly Owned Subsidiary India
Outstanding Bank Guarantees 141.49 127.16
iii. Corporate guarantees Berger Paints Overseas Limited Wholly Owned Subsidiary of Berger Paints (Cyprus) Limited Russia
Corporate guarantees issued by the Company to certain banks for loans taken by certain subsidiaries and 46.14 122.93 Bolix S.A. Wholly Owned Subsidiary of Lusako Trading Limited Poland
a joint venture. Total value of guarantee provided by the Company is `102.00 Crores (March 31, 2022:
`227.73 Crores) and the outstanding balance of loan in the books of subsidiaries and joint venture is BUILD-TRADE BIS sp. z. o.o. Wholly Owned Subsidiary of Bolix S.A. Poland
` 46.14 Crores (March 31, 2022: `122.93 Crores) which has been disclosed under contingent liabilities
Bolix UKRAINA sp. z.o.o. Wholly Owned Subsidiary of Bolix S.A. Ukraine
Details of Guarantees given are as below: Soltherm External Insulations Limited Wholly Owned Subsidiary of Bolix S.A. United Kingdom
` in Crores
Soltherm Isolations Thermique Exterieure SAS Wholly Owned Subsidiary of Bolix S.A. France
As at As at
Name of Related parties
March 31, 2023 March 31, 2022 Berger Rock Paints Private Limited Subsidiary India
Lusako Trading Limited - 66.33
Berger Hesse Wood Coatings Private Limited Subsidiary India
STP Limited 44.66 55.11
Berger Hesse Wood Coatings Private Limited 1.48 1.49 STP Limited Subsidiary India
Total 46.14 122.93
The Principal activities of all entities mentioned above are "Manufacturing Paints and other related product".
The above guarantees have been given against loan utilised by the borrowing company for their business activities. Also refer * The parties hold more than 10% of the equity shares in the company. (Refer Note 19d)
Notes 27 and 47b.
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Annual Report 2022-23
NOTES TO STANDALONE FINANCIAL STATEMENTS FOR THE YEAR ENDED MARCH 31, 2023 NOTES TO STANDALONE FINANCIAL STATEMENTS FOR THE YEAR ENDED MARCH 31, 2023
47a. Related Party Transactions (contd.) 47a. Related Party Transactions (contd.)
II. Other related parties with whom transactions have taken place during the year:
Name of related parties Nature of relationship
a) Key Management Personnel
BAICL Employees Superannuation Fund Post-employment benefit plan of the Company
Name of related parties Nature of relationship BAICL Employees Gratuity Fund Post-employment benefit plan of the Company
Mr Kuldip Singh Dhingra Director Seaward Packaging Private Limited Entity controlled by Key Managerial Personnel
Mr Gurbachan Singh Dhingra Director Flex Properties Private Limited Entity controlled by Key Managerial Personnel
Mr Kanwardip Singh Dhingra Executive director and relative of Mr Gurbachan Singh Dhingra Bigg Investments & Finance Private Limited Entity controlled by Key Managerial Personnel
Ms Rishma Kaur Executive director and relative of Mr Kuldip Singh Dhingra Oakleaf Probuilt LLP Entity controlled by Key Managerial Personnel
Mr Abhijit Roy Managing Director & CEO Pasque Probuilt LLP Entity controlled by Key Managerial Personnel
Mr Srijit Dasgupta Director - Finance & Chief Financial Officer ( 1st April 2022 to 30th September 2022) Shalimar Tar Products Limited Entity controlled by Key Managerial Personnel
Mr Vikash Sarda Vice President & Chief Financial Officer (1st October 2022 to 4th January 2023) Naldehra Nest LLP Entity controlled by Key Managerial Personnel
Mr Kaushik Ghosh Vice President & Chief Financial Officer (From 12th January 2023 onwards) Kfin Technologies Limited Other Related Party
Mr Arunito Ganguly Vice President & Company Secretary Countrywide Projects Private Limited Other Related Party
Mr Naresh Gujral Independent Director KSD Family Trust Mr Kuldip Singh Dhingra - Settlor Trustee
Mrs Sonu Halan Bhasin Independent Director GBS Dhingra Family Trust Mr Gurbachan Singh Dhingra - Settlor Trustee
Mrs Meeta Dhingra Spouse of Mr Kuldip Singh Dhingra
Mr Anoop Hoon Independent Director
Mrs Vinu Dhingra Spouse of Mr Gurbachan Singh Dhingra
Dr Anoop Kumar Mittal Independent Director
Mrs Jessima Kumar Daughter of Mr Kuldip Singh Dhingra
b) Others Ms Dipti Dhingra Daughter of Mr Kuldip Singh Dhingra
Name of related parties Nature of relationship Mrs Sunaina Kohli Daughter of Mr Gurbachan Singh Dhingra
Berger Becker Coatings Private Limited Joint Venture of the Company Mrs Anshna Sawhney Daughter of Mr Gurbachan Singh Dhingra
Berger Nippon Paint Automotive Coatings Private Limited Joint Venture of the Company
Jenson & Nicholson (Asia) Limited * Fellow Subsidiary 47b. Disclosure in respect of Related Parties pursuant to Ind AS 24
Berger Paints (Bangladesh) Limited Fellow Subsidiary A. During the year the following transactions were carried out with the related parties in the ordinary course of business:
Citland Commercial Credits Limited Fellow Subsidiary ` in Crores
Wang Investment & Finance Private Limited Fellow Subsidiary Year ended Year ended
Transaction Related Party
March 31, 2023 March 31, 2022
Kanwar Properties Private Limited Fellow Subsidiary
Sale of Goods (includes sale of raw materials, packing Berger Becker Coatings Private Limited 22.59 27.02
Berger Paints Provident Fund (Covered) Post-employment benefit plan of the Company materials, intermediates, traded goods and stores)
Berger Paints Officers (Non-Management Category) Superannuation Fund Post-employment benefit plan of the Company Berger Jenson & Nicholson (Nepal) Private Limited 15.76 15.55
Berger Paints Management Staff Superannuation Fund Post-employment benefit plan of the Company Berger Nippon Paint Automotive Coatings Private Limited 36.68 19.07
Berger Paints India Limited Employees Gratuity Fund Post-employment benefit plan of the Company Berger Rock Paints Private Limited 16.79 9.89
* The party holds more than 10% of the equity shares in the company. (Refer Note 19d). Berger Paints (Bangladesh) Limited 0.34 0.67
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Annual Report 2022-23
NOTES TO STANDALONE FINANCIAL STATEMENTS FOR THE YEAR ENDED MARCH 31, 2023 NOTES TO STANDALONE FINANCIAL STATEMENTS FOR THE YEAR ENDED MARCH 31, 2023
47b. Disclosure in respect of Related Parties pursuant to Ind AS 24 (contd.) 47b. Disclosure in respect of Related Parties pursuant to Ind AS 24 (contd.)
` in Crores ` in Crores
Year ended Year ended Year ended Year ended
Transaction Related Party Transaction Related Party
March 31, 2023 March 31, 2022 March 31, 2023 March 31, 2022
Berger Paints Overseas Limited* 0.00 0.65 Mrs Meeta Dhingra 0.07 0.06
U K Paints (India) Private Limited 0.24 0.43 Mrs Vinu Dhingra 0.07 0.06
SBL Specialty Coatings Private Limited 0.66 7.77 Mr Kuldip Singh Dhingra 0.18 0.18
STP Limited 2.01 1.70 Mr Gurbachan Singh Dhingra 0.18 0.18
Bolix S.A. 0.11 - Professional Service Expenses Kfin Technologies Limited 0.02 0.01
Berger Hesse Wood Coating Private Limited 3.21 2.08 Security Deposit Given Oakleaf Probuilt LLP - 0.15
Mr Kuldip Singh Dhingra 0.02 0.02 Unsecured Loan Given Beepee Coatings Private Limited 13.18 10.96
Naldehra Nest LLP 0.03 - Sale of Property,plant and equipment U K Paints (India) Private Limited - 0.01
Mr Gurbachan Singh Dhingra* - 0.00 Beepee Coatings Private Limited* 0.00 -
Ms Rishma Kaur* 0.01 0.00 Pasque Probuilt LLP - 5.20
Mr Kanwardip Singh Dhingra* 0.01 0.00 Purchase of Property,plant and equipment Beepee Coatings Private Limited 0.75 0.23
Mrs Sunaina Kohli* 0.00 0.00 Rendering of Manpower Services U K Paints (India) Private Limited 0.15 0.12
Seaward Packaging Limited 0.27 0.06 Berger Nippon Paint Automotive Coatings Private Limited 0.08 -
Royalty Income Berger Jenson & Nicholson (Nepal) Private Limited 3.47 3.32 STP Limited 0.01 0.10
Berger Paints (Bangladesh) Limited 0.12 0.11 Berger Becker Coatings Private Limited 0.17 0.17
Interest Income Beepee Coatings Private Limited 0.76 0.22 Manpower Service Expenses U K Paints (India) Private Limited 0.17 0.55
Machinery Rental Income Beepee Coatings Private Limited 0.43 0.43 Contribution to Provident Fund Berger Paints Provident Fund (Covered) 20.54 19.17
Corporate Guarantee Income Lusako Trading Limited 0.33 0.66 Contribution to Gratuity Fund BAICL Employees Gratuity Fund 0.08 0.16
Processing Income Berger Nippon Paint Automotive Coatings Private Limited 7.96 5.20 Contribution to Superannuation Fund Berger Paints Officers (Non-Management Category) 0.49 0.54
Shared Services Income Berger Rock Paints Private Limited 0.39 0.60 Superannuation Fund
Berger Nippon Paint Automotive Coatings Private Limited 0.01 - Berger Paints Management Staff Superannuation Fund 1.73 1.71
Rental Income(Warehouse/ Office space ) Berger Rock Paints Private Limited 0.25 0.25 BAICL Employees Superannuation Fund 0.05 0.04
Berger Nippon Paint Automotive Coatings Private Limited 0.02 0.02 Commission to Non-Executive Directors Mr Kuldip Singh Dhingra 0.18 0.18
Berger Becker Coatings Private Limited 0.01 0.01 Mr Gurbachan Singh Dhingra 0.10 0.10
Berger Hesse Wood Coatings Private Limited * 0.04 0.00 Mr Naresh Gujral 0.07 0.07
Shalimar Tar Products Limited 0.01 0.04 Mrs Sonu Halan Bhasin 0.07 0.07
STP Limited* 0.00 0.00 Mr Anoop Hoon 0.07 0.07
Software License Income Berger Jenson & Nicholson (Nepal) Private Limited - 1.86 Dr Anoop Kumar Mittal 0.07 0.07
Purchase of Goods (includes purchase of raw U K Paints (India) Private Limited 145.27 128.96 Equity Contribution Berger Paints (Cyprus) Limited 2.83 2.24
materials, packing materials and traded goods) Lusako Trading Limited 61.17 93.31
Berger Becker Coatings Private Limited 0.27 0.35 Share Application Money Pending Allotment Berger Paints (Cyprus) Limited 0.02 2.84
SBL Specialty Coatings Private Limited* 3.65 0.74 Key Management Personnel Compensation (including Mr Abhijit Roy 7.31 5.84
Berger Hesse Wood Coatings Private Limited 0.02 0.01 post employment benefits and share based payments)
STP Limited 19.25 12.50 Mr Srijit Dasgupta 1.18 1.87
Seaward Packaging Private Limited 106.32 97.03 Mr Vikash Sarda 0.26 -
Berger Nippon Paint Automotive Coatings Private Limited 1.54 1.70 Mr Kaushik Ghosh 0.17 -
Processing Charges U K Paints (India) Private Limited 44.38 40.61 Mr Arunito Ganguly 0.58 0.53
STP Limited 0.15 0.09 Mr Kanwardip Singh Dhingra 0.65 0.56
Beepee Coatings Private Limited 33.56 30.56 Ms Rishma Kaur 0.65 0.57
Rent Expenses U K Paints (India) Private Limited 1.88 1.63 Dividend Payment U K Paints (India) Private Limited 150.83 136.23
Flex Properties Private Limited 0.03 0.17 Jenson & Nicholson (Asia) Limited 43.60 39.38
Beepee Coatings Private Limited 0.07 0.07 Citland Commercial Credits Limited 9.58 8.66
Kanwar Properties Private Limited 0.65 0.62 Wang Investment And Finance Private Limited 9.30 8.40
STP Limited* 0.01 0.00 Bigg Investment & Finance Private Limited 2.47 2.23
Berger Nippon Paint Automotive Coatings Private Limited 0.06 0.06 Others 10.08 9.08
Oakleaf Probuilt LLP 1.43 1.36 Dividend Receipt Berger Jenson & Nicholson (Nepal) Private Limited 30.20 -
Pasque Probuilt LLP 0.32 0.05 Berger Becker Coatings Private Limited 3.76 2.71
* Refer Note 55 * Refer Note 55
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Annual Report 2022-23
NOTES TO STANDALONE FINANCIAL STATEMENTS FOR THE YEAR ENDED MARCH 31, 2023 NOTES TO STANDALONE FINANCIAL STATEMENTS FOR THE YEAR ENDED MARCH 31, 2023
47b. Disclosure in respect of Related Parties pursuant to Ind AS 24 (contd.) 47b. Disclosure in respect of Related Parties pursuant to Ind AS 24 (contd.)
B. Balances outstanding at the year end (including commitments): ` in Crores
` in Crores As at As at
Outstanding Related Party
As at As at March 31, 2023 March 31, 2022
Outstanding Related Party
March 31, 2023 March 31, 2022 Kanwar Properties Private Limited 0.08 0.08
Payable U K Paints (India) Private Limited 40.84 43.91 Oakleaf Probuilt LLP 0.15 0.15
Seaward Packaging Limited 23.13 27.34 Mr Kuldip Singh Dhingra 0.01 0.01
STP Limited 4.67 2.24 Mr Gurbachan Singh Dhingra 0.01 0.01
Beepee Coatings Private Limited 2.91 3.67 Share Application Money Given Pending Berger Paints (Cyprus) Limited - 2.84
SBL Specialty Coatings Private Limited 1.13 - Allotment
Flex Properties Private Limited* - 0.00 Corporate Guarantee Obligation Lusako Trading Limited - 0.34
Wazir Estates Private Limited* 0.00 0.00 Corporate Guarantee outstanding (Also Refer Lusako Trading Limited - 66.33
Kfin Technologies Limited* 0.01 0.00 Note 46 for details of security given)
Kanwar Properties Private Limited* 0.00 - STP Limited 44.66 55.11
Pasque Probuilt LLP - 0.03 Berger Hesse Wood Coatings Private Limited 1.48 1.49
Countrywide Projects Private Limited* 0.00 0.00
Mr Abhijit Roy 1.19 0.95 C. Details of remuneration to Key Managerial Personnel are given below:
Mr Kaushik Ghosh 0.02 - ` in Crores
Mr Arunito Ganguly 0.02 0.02 Year ended Year ended
Particulars
March 31, 2023 March 31, 2022
Mr Kanwardip Singh Dhingra* 0.00 0.02
- Short-term employee benefits 9.64 8.44
Ms Rishma Kaur* 0.00 0.01
- Post employment benefits 0.98 0.88
Mr Naresh Gujral 0.07 0.07
- Share based payment 0.18 0.05
Mr Anoop Hoon 0.07 0.07
Mrs Sonu Halan Bhasin 0.07 0.07 Total 10.80 9.37
Dr Anoop Kumar Mittal 0.07 0.07 The amounts disclosed in the table are the amounts recognised as an expense during the reporting period related to key management
Mrs Meeta Dhingra* - 0.00 personnel. No share options have been granted to the non-executive members of the Board of Directors under this scheme.
Mrs Vinu Dhingra* - 0.00 Refer to Note 44 for further details of the scheme.
Mr Kuldip Singh Dhingra 0.18 0.18
Mr Gurbachan Singh Dhingra 0.10 0.10
Notes:
Receivable Berger Becker Coatings Private Limited 3.14 10.85 Terms and conditions of transactions with related parties:
Berger Jenson & Nicholson (Nepal) Private Limited 15.33 17.77 Transactions relating to dividend were on the same terms and conditions that applied to other shareholders. The sales to and purchases
Berger Nippon Paint Automotive Coatings Private Limited 24.17 12.94 from related parties are made in the ordinary course of business and at arm’s length prices. Outstanding balances at the year-end except
Bolix S.A. 0.11 - loan given to a subsidiary are unsecured and interest free and settlement occurs in cash. No provisions are held against receivables from
related parties.
SBL Specialty Coatings Private Limited - 1.51
Berger Paints Overseas Limited* 0.06 0.00
Note 48. Segment Information
Berger Rock Paints Private Limited 12.63 9.58
Berger Hesse Wood Coating Private Limited 0.79 0.39 The Company is engaged in the business of manufacturing and selling of paints. Based on the nature of products, production process,
regulatory environment, customers and distribution methods there are no reportable segment(s) other than "Paints".
Berger Paints (Bangladesh) Limited 0.27 0.53
Shalimar Tar Products Limited* 0.01 0.00 The Business Process and Risk Management Committee of the Company, approved by the Board of Directors and Audit Committee
performs the function of allotment of resources and assessment of performance of the Company. Considering the level of activities
Naldehra Nest LLP * 0.00 -
performed, frequency of their meetings and level of finality of their decisions, the Company has identified that Chief Operating Decision
Mrs Sunaina Kohli* 0.00 0.00
Maker function is being performed by the Business Process and Risk Management Committee. The financial information presented to the
Kanwar Properties Private Limited * - 0.00
Business Process and Risk Management Committee in the context of results and for the purposes of approving the annual operating plan
Unsecured Loan Receivable Beepee Coatings Private Limited 24.14 10.96 is on a consolidated basis for various products of the Company. As the Company’s business activity falls within a single business segment
Security Deposit Receivable U K Paints (India) Private Limited 0.22 0.22 viz., ‘Paints’ and the sales substantially being in the domestic market, the financial statement are reflective of the information required by
* Refer Note 55 Ind AS 108 “Operating Segments”.
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Annual Report 2022-23
NOTES TO STANDALONE FINANCIAL STATEMENTS FOR THE YEAR ENDED MARCH 31, 2023 NOTES TO STANDALONE FINANCIAL STATEMENTS FOR THE YEAR ENDED MARCH 31, 2023
Note 49. Fair Value Hierarchy Note 50. Financial Risk Management Objectives and Policies
The table shown below analyses financial instruments carried at fair value. The different levels have been defined below:- The Company's principal financial liabilities, other than derivatives, comprise borrowings and trade payables. The main purpose of
Level 1: Quoted Prices (unadjusted) in active markets for identical assets or liabilities these financial liabilities is to finance the Company's working capital requirements. The Company has various financial assets such
Level 2: Inputs other than quoted prices included within Level 1 that are observable for the asset or liability, either directly (i.e., as prices) as trade receivables, loans, investments, short-term deposits and cash & cash equivalents, which arise directly from its operations.
or indirectly (i.e., derived from prices) The Company may enter into derivative transactions by way of forward exchange contracts to hedge its payables.
Level 3: Inputs for the asset or liability that are not based on observable market data (unobservable inputs)
Risk Management Framework
(a) Financial assets and liabilities measured at fair value through profit or loss at March 31, 2023
` in Crores The Company is exposed to market risk, credit risk and liquidity risk. The Company’s Board of Directors oversees the management of
Particulars Level 1 Level 2 Level 3 Total these risks. The Company’s Board of Directors is supported by the Business Process and Risk Management Committee (BPRMC) that
Financial Assets advises on financial risks and the appropriate financial risk governance framework for the Company. The BPRMC provides assurance to
Investment in Mutual Funds 26.13 - - 26.13 the Company’s Board of Directors that the Company’s financial risk activities are governed by appropriate policies and procedures and
Investment in unquoted equity instruments * - - - - that financial risks are identified, measured and managed in accordance with the Company’s policies and risk objectives. All derivative
Financial Liabilities activities for risk management purposes are carried out by personnel that have the appropriate skills, experience and supervision. It is
Financial Guarantee Contracts # - - - - the Company’s policy that no trading in derivatives for speculative purposes may be undertaken. The Board has taken all necessary
actions to mitigate the risks identified on the basis of the information and situation present. The Board of Directors reviews and agrees
Financial assets and liabilities measured at fair value through profit or loss at March 31, 2022
policies for managing each of these risks, which are summarised below:
` in Crores
Particulars Level 1 Level 2 Level 3 Total (i) Market Risk
Financial Assets Market risk is the risk that the fair value of future cash flows of a financial instrument will fluctuate because of changes in
Investment in Mutual Funds 62.75 - - 62.75 market factors. Market risk comprises three types of risk: interest rate risk, currency risk and other price risk, such as equity price
Investment in unquoted equity instruments * - - 0.00 0.00 risk , liquidity risk and commodity risk. Financial instruments affected by market risk include loans and borrowings, deposits,
investments and financial derivative.
Financial Liabilities
Financial Guarantee Contracts # - - 0.34 0.34 The sensitivity analysis in the following sections relate to the position as at March 31, 2023 and March 31, 2022.
* Refer Note 55 The sensitivity analyses have been prepared on the basis that the amount of net debt, the ratio of fixed to floating interest rates of
the debt and derivatives and the proportion of financial instruments in foreign currencies are all constant at March 31, 2023.
Description of significant unobservable inputs to valuation:
Particulars Valuation technique Significant unobservable input @ The analyses exclude the impact of movements in market variables on: the carrying values of gratuity and other post-retirement
# Financial Guarantee Contracts -Also refer Note 46 (b)(iii) DCF Method Interest saved approach obligations.
@ Sensitivity of the input to the fair value is likely to be immaterial. The following assumptions have been made in calculating the sensitivity analyses:
(b) Financial instruments at amortized cost ► The sensitivity of the relevant profit or loss item is the effect of the assumed changes in respective market risks. This is based
The carrying amount of financial assets and financial liabilities measured at amortised cost in the financial statements are a reasonable on the financial assets and financial liabilities held at March 31, 2023 and March 31, 2022.
approximation of their fair values since the Company does not anticipate that the carrying amounts would be significantly different
► The sensitivity of equity is calculated as at March 31, 2023 for the effects of the assumed changes of the underlying risk.
from the values that would eventually be received or settled.
(c) During the year there has been no transfer from one level to another. (ii) Interest rate risk
(d) In determining fair value measurement, the impact of potential climate-related matters, including legislation, which may affect the The Company has incurred short term debt to finance its working capital , which exposes it to interest rate risk. Borrowings
fair value measurement of assets and liabilities in the financial statements, as applicable, has been considered. These risks in respect issued at variable rates expose the Company to interest rate risk. Borrowing issued at fixed rates expose the Company to fair
of climate-related matters are included as key assumptions where they materially impact the measure of recoverable amount. These value interest rate risk. The Company's interest rate risk management policy includes achieving the lowest possible cost of debt
assumptions have been included in the cash-flow forecasts in assessing value-in-use amounts. At present, the impact of climate- financing, while managing volatility of interest rates, applying a prudent mix of fixed and floating debt through evaluation of
related matters is not material to the Company’s financial statements.
various bank loans and money market instruments.
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Annual Report 2022-23
NOTES TO STANDALONE FINANCIAL STATEMENTS FOR THE YEAR ENDED MARCH 31, 2023 NOTES TO STANDALONE FINANCIAL STATEMENTS FOR THE YEAR ENDED MARCH 31, 2023
Note 50. Financial Risk Management Objectives and Policies (contd.) Note 50. Financial Risk Management Objectives and Policies (contd.)
The Company does not have any significant variable rate interest bearing liabilities as at March 31, 2023 and March 31, 2022, (vi) Credit risk
hence there would not be any material impact on pre-tax profit and pre tax equity of the Company on account of any anticipated
fluctuations in interest. Credit risk is the risk that counterparty will not meet its obligations under a financial instrument or customer contract, leading
to a financial loss. The Company is exposed to credit risk from its operating activities (primarily trade receivables) and from its
(iii) Foreign currency risk financing activities, including deposits with banks and financial institutions, and other financial instruments, as applicable.
The Company has a policy of entering into foreign exchange forward contracts to manage risk of foreign exchange fluctuations on The concentration of Credit Risk is limited as the customer base is large. There is no customer representing more than 5% of the
borrowings and payables. These contracts are not designated in hedge relationships and are measured at fair value through profit total balance of trade receivable. As a practical expedient, the Company computes credit loss allowances based on a provision
or loss. Foreign currency risk is the risk that the fair value or future cash flows of an exposure will fluctuate because of changes in matrix. The provision matrix is prepared based on historically observed default rates over expected life of trade receivable and
exchange rates of any currency. The Company’s exposure to the risk of changes in foreign exchange rates relates primarily to the is adjusted for forward looking estimates. Additionally, considering the COVID-19 situation, the Company has also assessed the
Company’s operating activities by way of direct imports or financing of imports through foreign currency instruments.
performance and recoverability of trade receivables. The Company believes that the current value of trade receivable reflects the
The Company proactively hedged its currency exposures in case of a significant movement in exchange rates for imports and fair value/ recoverable values.
in case the hedged cost of foreign currency instrument is lower than the domestic cost of borrowing in case of short term ` in Crores
import financing. As at As at
Movement in expected credit loss allowance on trade receivable March 31, 2023 March 31, 2022
There are no outstanding derivative contract as at March 31, 2023 and March 31, 2022. Balance at the beginning of the year 19.01 16.88
Loss allowance/(reversal) measured at lifetime expected credit losses (net of bad debts) 12.82 2.13
Foreign currency sensitivity
Balance at the end of the year 31.83 19.01
The following tables demonstrate the sensitivity to a reasonably possible change in USD/Euro exchange rates, with all other
variables held constant. The impact on the Company’s profit before tax is due to changes in the fair value of monetary assets and Trade receivables and contract assets if any
liabilities. The Company’s exposure to foreign currency changes for all other currencies is not material. Customer credit risk is managed by the management subject to the Company’s established policy, procedures and control relating
Year ended Currency Change in Effect on profit before tax Effect on pre-tax equity to customer credit risk management. Individual credit limits are defined in accordance with credit quality of customers as assessed
USD/EURO rate(%) (` in Crores) (` in Crores)
by the management. Outstanding customer receivables are regularly monitored by BPRMC and corrective actions are taken..
March 31, 2023 USD 5% (7.81) (7.81)
Financial instruments and cash deposits
USD -5% 7.81 7.81
EURO 5% (0.11) (0.11) Credit risk from balances with banks and financial institutions is managed by the Company’s treasury department in accordance
EURO -5% 0.11 0.11 with the Company’s policy. Investments of surplus funds are made only with approved counterparties and within credit limits
assigned to each counterparty. Counterparty credit limits are reviewed by the Company’s Board of Directors on an annual basis,
March 31, 2022 USD 5% (14.83) (14.83)
and may be updated throughout the year subject to approval of the Company’s Business Process and Risk Management Committee.
USD -5% 14.83 14.83
The limits are set to minimise the concentration of risks and therefore mitigate financial loss through counterparty’s potential
EURO 5% (0.04) (0.04)
failure to make payments.
EURO -5% 0.04 0.04
(vii) Liquidity risk
(iv) Commodity price risk
The Company monitors its risk of a shortage of funds using a liquidity planning analysis.
The Company doesn’t enter into any long term contract with its suppliers for hedging its commodity price risk.
The Company’s objective is to maintain a balance between continuity of funding and flexibility through the use of bank overdrafts,
(v) Equity price risk
cash credit facilities and buyers' credit facilities. The Company assessed the concentration of risk with respect to refinancing its
The Company does not have any investments in listed securities or in Equity Mutual Funds and thereby is not exposed to any Equity price risk.
debt and concluded it to be low. The Company has access to a sufficient variety of sources of funding and debt.
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Annual Report 2022-23
NOTES TO STANDALONE FINANCIAL STATEMENTS FOR THE YEAR ENDED MARCH 31, 2023 NOTES TO STANDALONE FINANCIAL STATEMENTS FOR THE YEAR ENDED MARCH 31, 2023
Note 50. Financial Risk Management Objectives and Policies (contd.) Note 52. Ratio Analysis and its elements
The table below summarises the maturity profile of the Company’s financial liabilities based on contractual undiscounted payments. As at As at %
Ratio Numerator Denominator
March 31, 2023 March 31, 2022 Change
` in Crores
Current ratio Current Assets Current Liabilities 1.34 1.40 -4%
Particulars On demand < 1 year 1 to 5 years > 5 years Total
Debt- Equity Ratio Borrowings (including lease liabilities) Total equity 0.25 0.22 14%
As at March 31, 2023
Debt Service Coverage Net Profit after taxes + depreciation Finance cost + Lease payments (excluding 6.76 9.04 -25%
Financial Liabilities ratio @ and amortization + Finance cost short term lease rent)
Borrowings 674.70 - - - 674.70 Return on Equity ratio Net Profits after taxes Average Shareholder’s Equity 20.56% 21.29% -1%
Lease liabilities - 84.33 271.98 133.00 489.31 Inventory Turnover ratio Cost of goods sold + Manufacturing Average inventories of goods 2.99 2.82 6%
Other financial liabilities # 4.71 89.45 71.60 - 165.76 expenses
Trade payables 7.90 1,666.44 - - 1,674.34 Trade Receivable Revenue from operations Average trade receivables 10.49 9.25 13%
Turnover Ratio
Financial Guarantee 46.14 - - - 46.14
Trade Payable Turnover Total purchases including purchase Average Trade Payables 3.60 3.53 2%
Total 733.45 1,840.22 343.58 133.00 3,050.25
Ratio of raw material, packing material and
As at March 31, 2022 purchase of traded goods
Financial Liabilities Net Capital Turnover Revenue from operations Working capital = Current assets – 10.47 7.68 36%
Borrowings 0.56 515.00 - - 515.56 Ratio @@ Current liabilities
Lease liabilities - 72.48 191.01 77.86 341.35 Net Profit ratio Net Profit Revenue from operations 0.09 0.10 -10%
Other financial liabilities # 5.07 97.97 71.74 - 174.78 Return on Capital Earnings before interest and taxes Capital Employed = Net Worth- 22.15% 22.74% -1%
Employed Intangible assets + Intangible assets under
Trade payables 5.49 1,699.60 - - 1,705.09 development + Borrowings (including
Financial Guarantee 122.93 - - - 122.93 lease liabilities) + Deferred Tax Liability
Total 134.05 2,385.05 262.75 77.86 2,859.71 Return on Fixed Deposits Interest Income on Deposits with Average Investment (Fixed Deposit) 4.78% 5.26% 0%
Banks
# Includes contractual interest payment based on interest rate prevailing at the end of the reporting period amounting to `1.96 Crores
Return on Mutual Funds # Net gain on Mutual Fund Investments Average Investment (Mutual Fund) 2.07% 5.45% -3%
and `Nil Crores as at March 31, 2023 and March 31, 2022 respectively.
For maturity profile of lease liabilities, refer Note 45 (iv). @ Decline in debt service coverage ratio is on account of increase in finance cost in current financial year as compared to previous
financial year due to increase in average borrowings.
Note 51. Capital management @@ Increase in net capital turnover ratio is on account of increase in revenue from operations for the year ended March 31, 2023. There
For the purpose of the Company’s capital management, capital includes issued equity capital, share premium and all other equity
has also been a decrease in net working capital in current financial year due to increase in short term borrowings.
reserves attributable to the equity holders of the parent. The primary objective of the Company’s capital management is to maximise
the shareholder value.
The Company avails short term borrowings to bridge its working capital gap and finances its capital expenditure through internal Note 53 (A)- Additional regulatory information required by Schedule III to The Companies Act, 2013
generation of funds. The Company has a generally low debt equity ratio.
(i) The Company does not have any benami property held in its name. No proceedings have been initiated on or are pending against
` in Crores
the Company for holding benami property under the Benami Transactions (Prohibition) Act, 1988 (45 of 1988) and the Rules made
Particulars As at As at
March 31, 2023 March 31, 2022
thereunder.
Borrowings (Note 25) [excluding lease liabilities] 674.70 515.56 (ii) The Company has not been declared wilful defaulter by any bank or financial institution or other lender or government or any
Less: cash and cash equivalents (Note 15) (56.87) (65.98) government authority.
Net debt (A) 617.83 449.58 (iii) There is no income surrendered or disclosed as income during the year in tax assessments under the Income Tax Act, 1961 (such as
Total capital (B) 4,295.19 3,763.89 search or survey) that has not been recorded in the books of account.
Capital and net debt (C=A+B) 4,913.02 4,213.47 (iv) The Company has not traded or invested in crypto currency or virtual currency during the year.
Gearing ratio (A/C) 13% 11% (v) The Company does not have any pending charges which is yet to be registered with the Registrar of Companies beyond the statutory
In order to achieve this overall objective, the Company’s capital management, amongst other things, aims to ensure that it meets period. There are instances amounting to `130.16 Crores in the aggregate in respect of 14 banks for periods ranging between 14 to 40
financial covenants attached to the interest-bearing loans and borrowings that define capital structure requirements, if any. Breaches in years where the Company is yet to receive charge satisfaction letter from the respective banks pending which the charges are yet to be
meeting the financial covenants would permit the bank to immediately call loans and borrowings. There have been no breaches in the filed with the Registrar of Companies.
financial covenants of any interest-bearing loans and borrowing in the current period.
(vi) The Company has complied with the number of layers prescribed under (87) of section 2 of the Companies Act, 2013 read with the
No changes were made in the objectives, policies or processes for managing capital during the years ended March 31, 2023 and
March 31, 2022. . Companies (Restriction on number of Layers) Rules, 2017.
298 299
Contents Corporate Overview Notice Directors’ Report Annexures to Directors’ Report Business Responsibility & Sustainability Report Corporate Governance Report Auditor’s Report – Standalone Annual Accounts – Standalone Auditor’s Report – Consolidated Annual Accounts – Consolidated
Annual Report 2022-23
NOTES TO STANDALONE FINANCIAL STATEMENTS FOR THE YEAR ENDED MARCH 31, 2023 FINANCIAL SUMMARY
NOTES TO STANDALONE OFSTATEMENTS
FINANCIAL BERGER PAINTS
FOR INDIA LIMITED
THE YEAR ENDED MARCH 31, 2023
(STANDALONE) – FIVE YEARS AT A GLANCE
(vii) The Company has not advanced or loaned or invested funds (either borrowed funds or share premium or any other sources or
` in Crores
kind of funds) to any other person(s) or entity(ies), including foreign entities (Intermediaries) with the understanding that the
2022-23 # 2021-22 # 2020-21 # 2019-20 # 2018-19
Intermediary shall:
Revenue from Operations (Net) 9,470.62 7,740.93 6,021.41 5691.69 5515.55
(a) Directly or indirectly lend or invest in other persons or entities identified in any manner whatsoever by or on behalf of the Parent % Growth 22.34 28.56 5.79 3.19 16.76
Company (Ultimate Beneficiaries) or Other Income 77.15 63.12 55.77 150.82 53.63
(b) Provide any guarantee, security or the like to or on behalf of the ultimate beneficiaries. Materials Consumed 6,087.12 4,846.09 3,438.58 3,367.33 3413.82
(viii) The Company has not received any fund from any person(s) or entity(ies), including foreign entities (Funding Party) with the Employee Benefits Expense 458.12 400.58 352.71 342.52 311.67
understanding (whether recorded in writing or otherwise) that the Company shall: Other Expenses 1,579.53 1,311.73 1,133.17 1024.05 927.42
Operating Profit - EBITDA 1,423.00 1,245.65 1,152.72 1,108.61 916.27
(a) Directly or indirectly lend or invest in other persons or entities identified in any manner whatsoever by or on behalf of the Funding
% to Net Revenue 15.03 16.09 19.14 19.48 16.61
Party (Ultimate Beneficiaries) or
Depreciation/Amortization 234.00 197.53 186.12 170.52 165.45
(b) Provide any guarantee, security or the like on behalf of the ultimate beneficiaries. Finance Cost 86.28 42.93 33.22 32.68 34.87
Profit Before Tax & Exceptional Item 1,102.72 1,005.19 933.38 905.42 715.95
(ix) The Company does not have any transactions with companies struck off.
Exceptional Items - - (14.80) - (28.60)
(x) Quarterly returns or statements of current assets filed by the Company with the banks in connection with the working capital limit Profit Before Tax 1,102.72 1,005.19 918.58 905.42 687.35
sanctioned are in agreement with the books of accounts. Tax Expense 274.33 255.33 237.80 206.37 251.50
Profit After Tax 828.39 749.86 680.78 699.05 435.85
Note 53 (B)- Disclosure as per Section 186 of The Companies Act, 2013 Return On Net Worth ( % ) 19.29 19.92 20.76 26.63 18.51
The details of loans, guarantees and investments under Section 186 of the Companies Act, 2013 read with the Companies (Meetings of Dividend -including Tax on Dividend 301.11 271.96 29.14 424.31 210.71
Board and its Powers) Rules, 2014 are as follows: Retained Earnings ## 828.39 749.86 680.78 699.05 435.85
(i) Details of Investments made are given in Note 7. Shareholders' Funds:
(ii) Details of Loans given are disclosed in Note 8. Share Capital 97.14 97.13 97.13 97.12 97.11
Reserves and Surplus 4,198.05 3,666.76 3,182.48 2,527.92 2,257.68
(iii) Details of Guarantees given are disclosed in Note 46(b)(iii).
Total 4,295.19 3,763.89 3,279.61 2,625.04 2,354.79
Note 54 Deferred Tax Liability (Net) 25.57 23.18 26.38 29.14 51.43
Borrowings 674.70 515.56 155.44 222.46 215.34
Previous year figures have been regrouped, wherever necessary, to confirm to the current years presentation.
Other current and non-current liabilities 2,404.63 2,323.27 1,906.65 1466.06 1412.71
Note 55 EQUITY AND LIABILITIES 7,400.09 6,625.90 5,368.08 4,342.70 4,034.27
All figures are in Rupees Crores unless otherwise stated.Figures marked with (*) are below the rounding off norm adopted by the Fixed Assets 2,819.12 2,213.60 1,599.19 1554.42 1353.25
Company. Investments 771.55 681.42 585.87 468.63 331.80
Other current and non-current assets 3,809.42 3,730.88 3,183.02 2319.65 2349.22
Note 56
ASSETS 7,400.09 6,625.90 5,368.08 4,342.70 4,034.27
There were no significant adjusting events after end of the reporting period which require any adjustment or disclosure in the financial Debt - Equity Ratio 0.16 : 1 0.14 : 1 0.05 : 1 0.08 : 1 0.09 : 1
statements subsequent to the reporting period.
Cash Earnings Per Share (`) 10.94 9.75 8.92 8.95 6.19
Earnings Per Share - Basic (`) 8.53 7.72 7.01 7.20 4.49
Earnings Per Share - Diluted (`) 8.53 7.72 7.01 7.20 4.49
As per our report of even date
Book Value Per Share (`) 44.21 38.74 33.76 27.03 24.25
For S.R. BATLIBOI & CO. LLP For and on behalf of Board of Directors of Berger Paints India Limited
Chartered Accountants Dividend per share (`) 3.20 3.10 2.80 2.20 1.90
Firm Registration Number 301003E/E300005 Number of employees 4088 3931 3814 3600 3450
per Vishal Sharma Kuldip Singh Dhingra – Chairman (DIN: 00048406)
# Figures for these years are as per new accounting standard (Ind AS 116) and Schedule III of Companies Act, 2013. Profit and Loss
Partner Gurbachan Singh Dhingra – Vice-Chairman (DIN: 00048465)
and Balance Sheet have been adjusted suitably for considering the impact of this new accounting standard. Hence the numbers are not
Membership Number : 096766 Abhijit Roy – Managing Director & CEO (DIN: 03439064) comparable with previous years.
Place: New Delhi Kaushik Ghosh – Vice President & CFO (ACA – 059971)
Dated: May 15, 2023 Arunito Ganguly – Vice President & Company Secretary (FCS – 9285)
## Retain earnings includes Dividend payout.
300 301
Contents
FORM AOC-1
302
[Pursuant To First Proviso to sub-section (3) of section 129 read with Rule 5 of Companies (Accounts) Rules, 2014]
STATEMENT CONTAINING SALIENT FEATURES OF THE FINANCIAL STATEMENT OF
SUBSIDIARIES / ASSOCIATE COMPANIES/JOINT VENTURES
Part "A" : Subsidiaries
Berger Berger
SBL Soltherm Berger
Jenson & Beepee Berger Berger Soltherm Hessee
Corporate Overview
Specialty Lusako BuildTrade Bolix Isolations Rock
Nicholson Coatings Paints Paints External Wood STP
Sl. No. Name of subsidiary Coatings Trading Bolix S.A BIS UKRAINA Thermique Paints
(Nepal) Private (Cyprus) Overseas Insulations Coatings Limited
Private Limited sp. z.o.o OOO Exterieure Private
Private Limited Limited Limited Limited Private
Limited SAS Limited
Limited Limited
1 Reporting Period 14-03-2023 31-03-2023 31-03-2023 31-12-2022 31-12-2022 31-12-2022 31-12-2022 31-12-2022 31-12-2022 31-12-2022 31-12-2022 31-03-2023 31-03-2023 31-03-2023
Notice
2 Reporting Currency Nepalese INR INR USD USD Russian Ruble Polish Zloty Polish Zloty Ukranian GBP EUR INR INR INR
Rupee hryvnia
3 Exchange Rate as on last date of 1.60 1.00 1.00 82.79 82.79 1.12 18.92 18.92 2.24 101.87 89.61 1.00 1.00 1.00
relevant Financial year in case of foreign
subsidiaries
4 Share Capital (` in Crores) 2.16 2.50 2.96 135.15 399.62 1.55 18.92 0.09 0.19 0.30 0.04 2.02 8.00 19.75
5 Reserves & Surplus* (` in Crores) 207.33 11.84 89.63 (18.15) (70.83) (95.54) 213.24 (0.00) (0.22) 7.91 0.06 (0.99) (6.13) 51.65
Directors’ Report
6 Total assets* (` in Crores) 312.74 52.82 132.69 117.07 329.08 33.26 370.33 0.09 1.85 46.58 1.82 12.12 16.55 153.12
7 Total liabilities* (` in Crores) 103.25 38.48 40.10 0.07 0.29 127.25 138.17 0.00 1.88 38.37 1.72 11.09 14.68 81.72
8 Investments* (` in Crores) - 0.00 26.84 - 327.25 - 9.46 0.01 0.00 0.00 0.00 - - -
9 Turnover* (` in Crores) 260.25 33.74 169.36 0.00 7.97 16.42 302.68 0.00 7.93 70.46 17.24 20.69 23.76 325.79
10 Profit/(loss) before taxation* (` in Crores) 50.89 (0.54) 29.21 (6.22) 6.31 (2.60) 4.34 (0.01) 0.72 4.00 (0.08) 0.85 (0.18) 24.93
11 Provision for taxation* (` in Crores) 10.46 0.59 7.47 0.00 0.00 0.00 0.45 0.00 0.11 0.86 0.00 0.27 0.00 7.41
12 Profit/(loss) after taxation (` in Crores) 40.43 (1.13) 21.74 (6.22) 6.31 (2.60) 3.89 (0.01) 0.61 3.14 (0.08) 0.58 (0.18) 17.52
13 Proposed Dividend - - - - - - - - - - - - - -
14 % of shareholding 100% 100% 100% 100% 100% 100% 100% 100% 100% 100% 100% 51% 51% 95.53%
Annexures to Directors’ Report
Notes: The following information shall be furnished at the end of the statement:
1. Names of subsidiaries which are yet to commence operations - Not Applicable
2. Names of subsidiaries which have been liquidated or sold during the year - Not Applicable
3. Figures marked with (*) are below the rounding off norms adopted by the Company.
For and on behalf of Board of Directors of Berger Paints India Limited
Kuldip Singh Dhingra – Chairman (DIN: 00048406)
Gurbachan Singh Dhingra – Vice-Chairman (DIN: 00048465)
Abhijit Roy – Managing Director & CEO (DIN: 03439064)
Place: New Delhi Kaushik Ghosh – Vice President & CFO (ACA – 059971)
Dated: May 15, 2023 Arunito Ganguly – Vice President & Company Secretary (FCS – 9285)
Business Responsibility & Sustainability Report
Part "B": Associates and Joint Ventures
STATEMENT PURSUANT TO SECTION 129(3) OF THE COMPANIES ACT, 2013 RELATED TO ASSOCIATE COMPANIES AND JOINT VENTURES
Corporate Governance Report
BERGER NIPPON PAINT
Berger Becker Coatings Private Limited AUTOMOTIVE COATINGS PRIVATE Surefire Management Services Limited
Sl. No. Name of Associates / Joint Ventures
(INR) LIMITED "Formely BNB COATINGS (GBP)
INDIA PVT. LTD. (INR)
Joint Venture Joint Venture Joint Venture
1 Latest audited Balance Sheet Date 31-03-2023 31-03-2023 31-12-2022
2 Shares of Associate / Joint Ventures held by the company on the year end
i) Number 2,70,850 15,48,376 75,000
ii) Amount of Investment in Associates / Joint Venture (` in Crores) 2.71 154.84 0.31
iii) Extend of Holding % 48.98% 49.00% 75.00%
3 Description of how there is significant influence Shareholding more than 20% Shareholding more than 20% Bolix is a shareholder with 2 out of
Auditor’s Report – Standalone
4 directors nominated by Bolix S. A.
4 Reasons why the associate/ joint venture is not consolidated BPIL does not have substantive rights BPIL does not have substantive rights Bolix is a shareholder with 2 out of
4 directors nominated by Bolix S. A.
5 Net worth attributable to shareholding as per latest audited Balance Sheet (` in Crores) 100.99 247.97 2.41
6 Profit / (Loss) for the year (` in Crores)
i) Considered in consolidation (18.24) 3.94 1.15
ii) Not Considered in consolidation (19.00) 4.10 0.38
Notes: The following information shall be furnished at the end of the statement :
Annual Accounts – Standalone
1. Names of associates or joint ventures which are yet to commence operations - Not Applicable
2. Names of associates or joint ventures which have been liquidated or sold during the year- Not Applicable
Auditor’s Report – Consolidated
For and on behalf of Board of Directors of Berger Paints India Limited
Kuldip Singh Dhingra – Chairman (DIN: 00048406)
Gurbachan Singh Dhingra – Vice-Chairman (DIN: 00048465)
Abhijit Roy – Managing Director & CEO (DIN: 03439064)
Place: New Delhi Kaushik Ghosh – Vice President & CFO (ACA – 059971)
Dated: May 15, 2023 Arunito Ganguly – Vice President & Company Secretary (FCS – 9285)
303
Annual Report 2022-23
Annual Accounts – Consolidated
Contents Corporate Overview Notice Directors’ Report Annexures to Directors’ Report Business Responsibility & Sustainability Report Corporate Governance Report Auditor’s Report – Standalone Annual Accounts – Standalone Auditor’s Report – Consolidated Annual Accounts – Consolidated
Annual Report 2022-23
INDEPENDENT AUDITOR’S REPORT Key audit matters How our audit addressed the key audit matter
Revenue recognition (as described in Note 3.6 and Note 32 of the consolidated financial statements)
To the Members of Berger Paints India Limited
The Group recognizes revenues when the control of goods and/or Our audit procedures included the following:
services are transferred to the customer at an amount that reflects 1) We read and evaluated the Group’s revenue recognition policy and
Report on the Audit of the Consolidated Financial Statements the net consideration, which the Group expects to receive for those assessed its compliance in terms of Ind AS 115 ‘Revenue from
goods and/or services from customers in accordance with the contracts with customers’.
terms of the contracts. In determining the sales price, the Group 2) We assessed the design and tested the operating effectiveness of
Opinion considers the effects of applicable rebates and discounts (variable internal controls related to sales and applicable rebates/discounts.
consideration).
We have audited the accompanying consolidated financial statements of Berger Paints India Limited (hereinafter referred to as “the 3) We performed test for a sample of sales transactions by comparing
The terms of sales arrangements, including the timing of transfer the underlying sales invoices, sales orders and other related
Holding Company”), its subsidiaries (the Holding Company and its subsidiaries together referred to as “the Group”) and its joint of control, based on the terms of relevant contract and nature of documents to assess that revenue is recognized on transfer
ventures comprising of the consolidated Balance Sheet as at March 31 2023, the consolidated Statement of Profit and Loss, including discount and rebates arrangements, create complexities that require of control to the customer in accordance with the terms of the
judgment in determining sales revenues. Considering the above contract.
other comprehensive income, the consolidated Cash Flow Statement and the consolidated Statement of Changes in Equity for the factors and the risk associated with revenue recognition, we have 4) We tested, on a sample basis, rebates and discount schemes as
year then ended, and notes to the consolidated financial statements, including a summary of significant accounting policies and other determined the same to be a key audit matter. approved by the management to assess its accounting. For the
explanatory information (hereinafter referred to as “the consolidated financial statements”). samples selected, we also compared that the actual rebates and
discounts recognized in respect of particular schemes do not
In our opinion and to the best of our information and according to the explanations given to us and based on the consideration of exceed their approved amounts.
5) We tested, on a sample basis, that revenue has been recognized
reports of other auditors on separate financial statements and on the other financial information of the subsidiaries and joint ventures, in the proper period with reference to the supporting documents
the aforesaid consolidated financial statements give the information required by the Companies Act, 2013, as amended (“the Act”) including confirmations from customers.
in the manner so required and give a true and fair view in conformity with the accounting principles generally accepted in India, 6) We read and assessed the relevant disclosures made in the
consolidated financial statements.
of the consolidated state of affairs of the Group and its joint ventures as at March 31, 2023, their consolidated profit including
Assessment of Impairment of Goodwill (as described in Note 44 of the consolidated financial statements)
other comprehensive income, their consolidated cash flows and the consolidated statement of changes in equity for the year ended on
The Group has goodwill in consolidated financial statements for the Our audit procedures included the following:
that date. year ended March 31, 2023 including significant amount of such
1) Evaluated the design and implementation of key internal financial
goodwill recognized in the Consolidated financial statements of one
controls in relation to impairment assessment and tested the
Basis for Opinion of the subsidiaries. These are allocated to Cash Generating Units
operating effectiveness of such controls.
(CGUs) and are tested annually for impairment. This testing is done
We conducted our audit of the consolidated financial statements in accordance with the Standards on Auditing (SAs), as specified by computing the value in use based on discounted cash flow method. 2) In respect of the goodwill recognized in the consolidated financial
The value in use so determined is compared with the carrying values statements of subsidiary, we made enquiries on audit procedures
under section 143(10) of the Act. Our responsibilities under those Standards are further described in the ‘Auditor’s Responsibilities performed by the component auditor.
and if there is a deficit, impairment loss is recognised.
for the Audit of the Consolidated Financial Statements’ section of our report. We are independent of the Group and joint ventures in The inputs to the impairment testing model which have the most The audit procedures carried out by component auditor of the
accordance with the ‘Code of Ethics’ issued by the Institute of Chartered Accountants of India together with the ethical requirements significant impact on the CGU’s recoverable value include: subsidiary includes the following:
that are relevant to our audit of the financial statements under the provisions of the Act and the Rules thereunder, and we have fulfilled – Projected revenue growth, operating margins and operating a) Evaluated the methodology applied by the subsidiary in
cash-flows; determining the CGUs to which goodwill is allocated.
our other ethical responsibilities in accordance with these requirements and the Code of Ethics. We believe that the audit evidence we
– Stable long-term growth rates till perpetuity; and b) Verified the recoverable amount ascertained by the management
have obtained is sufficient and appropriate to provide a basis for our audit opinion on the consolidated financial statements. of the subsidiary under Discounted Cash Flow method based
– Discount rates
on business projection and valuation assumptions.
Considering that the impairment assessment requires consideration
Key Audit Matters c) Discussed of potential changes in key drivers as compared
of above inputs that involves significant management judgement,
to previous year/actual performance with management of the
this has been identified as a key audit matter.
Key audit matters are those matters that, in our professional judgment, were of most significance in our audit of the consolidated company to verify the inputs and assumptions used in the cash
flow forecasts.
financial statements for the financial year ended March 31, 2023. These matters were addressed in the context of our audit of the
3) In respect of the goodwill related to companies other than the
consolidated financial statements as a whole, and in forming our opinion thereon, and we do not provide a separate opinion on these above step-down subsidiary, we have performed following
matters. For each matter below, our description of how our audit addressed the matter is provided in that context. procedures:
a) Evaluated management’s key assumptions in respect of future
We have determined the matters described below to be the key audit matters to be communicated in our report. We have fulfilled the sales growth rate, operating cash flows, perpetuity growth rate
responsibilities described in the Auditor’s responsibilities for the audit of the consolidated financial statements section of our report, and discount rate used in impairment assessment.
including in relation to these matters. Accordingly, our audit included the performance of procedures designed to respond to our b) Involved specialists to assist us in the evaluation of impairment
exercise carried out by the management.
assessment of the risks of material misstatement of the consolidated financial statements. The results of audit procedures performed by
4) We performed sensitivity analysis to determine the impact of
us and by other auditors of components not audited by us, as reported by them in their audit reports furnished to us by the management, changes in the key assumptions.
including those procedures performed to address the matters below, provide the basis for our audit opinion on the accompanying 5) We read and assessed the disclosures made in the consolidated
consolidated financial statements. financial statements.
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Contents Corporate Overview Notice Directors’ Report Annexures to Directors’ Report Business Responsibility & Sustainability Report Corporate Governance Report Auditor’s Report – Standalone Annual Accounts – Standalone Auditor’s Report – Consolidated Annual Accounts – Consolidated
Annual Report 2022-23
Information Other than the Financial Statements and Auditor’s Report Thereon As part of an audit in accordance with SAs, we exercise professional judgment and maintain professional skepticism throughout the
audit. We also:
The Holding Company’s Board of Directors is responsible for the other information. The other information comprises the information
included in the Management Discussion and Analysis, Board’s Report including Annexures to Board’s Report, Corporate Governance, • Identify and assess the risks of material misstatement of the consolidated financial statements, whether due to fraud or error,
Business Responsibility and Sustainability Report and Shareholder’s Information, but does not include the consolidated financial design and perform audit procedures responsive to those risks, and obtain audit evidence that is sufficient and appropriate to
statements and our auditor’s report thereon. The Business Responsibility and Sustainability Report is expected to be made available provide a basis for our opinion. The risk of not detecting a material misstatement resulting from fraud is higher than for one
to us after the date of this auditor's report. resulting from error, as fraud may involve collusion, forgery, intentional omissions, misrepresentations, or the override of internal
Our opinion on the consolidated financial statements does not cover the other information and we do not express any form of control.
assurance conclusion thereon.
• Obtain an understanding of internal control relevant to the audit in order to design audit procedures that are appropriate in the
In connection with our audit of the consolidated financial statements, our responsibility is to read the other information and, in doing circumstances. Under section 143(3)(i) of the Act, we are also responsible for expressing our opinion on whether the Holding
so, consider whether such other information is materially inconsistent with the consolidated financial statements or our knowledge Company has adequate internal financial controls with reference to financial statements in place and the operating effectiveness
obtained in the audit or otherwise appears to be materially misstated. If, based on the work we have performed, we conclude that of such controls.
there is a material misstatement of this other information, we are required to report that fact. We have nothing to report in this regard.
• Evaluate the appropriateness of accounting policies used and the reasonableness of accounting estimates and related disclosures
When we read the Business Responsibility report, if we conclude that there is a material misstatement therein, we are required to made by management.
communicate the matter to those charged with governance.
• Conclude on the appropriateness of management’s use of the going concern basis of accounting and, based on the audit evidence
Responsibilities of Management for the Consolidated Financial Statements obtained, whether a material uncertainty exists related to events or conditions that may cast significant doubt on the ability of the
The Holding Company’s Board of Directors is responsible for the preparation and presentation of these consolidated financial Group and its joint ventures to continue as a going concern. If we conclude that a material uncertainty exists, we are required to
statements in terms of the requirements of the Act that give a true and fair view of the consolidated financial position, consolidated draw attention in our auditor’s report to the related disclosures in the consolidated financial statements or, if such disclosures are
financial performance including other comprehensive income, consolidated cash flows and consolidated statement of changes in inadequate, to modify our opinion. Our conclusions are based on the audit evidence obtained up to the date of our auditor’s report.
equity of the Group including its joint ventures in accordance with the accounting principles generally accepted in India, including the However, future events or conditions may cause the Group and its joint ventures to cease to continue as a going concern.
Indian Accounting Standards (Ind AS) specified under section 133 of the Act read with the Companies (Indian Accounting Standards)
• Evaluate the overall presentation, structure and content of the consolidated financial statements, including the disclosures, and
Rules, 2015, as amended. The respective Board of Directors of the companies included in the Group and of its joint ventures are
whether the consolidated financial statements represent the underlying transactions and events in a manner that achieves fair
responsible for maintenance of adequate accounting records in accordance with the provisions of the Act for safeguarding of the
presentation.
assets of their respective companies and for preventing and detecting frauds and other irregularities; selection and application of
appropriate accounting policies; making judgments and estimates that are reasonable and prudent; and the design, implementation • Obtain sufficient appropriate audit evidence regarding the financial information of the entities or business activities within the
and maintenance of adequate internal financial controls, that were operating effectively for ensuring the accuracy and completeness Group and its joint ventures of which we are the independent auditors, to express an opinion on the consolidated financial
of the accounting records, relevant to the preparation and presentation of the consolidated financial statements that give a true and fair statements. We are responsible for the direction, supervision and performance of the audit of the financial statements of such
view and are free from material misstatement, whether due to fraud or error, which have been used for the purpose of preparation of entities included in the consolidated financial statements of which we are the independent auditors. For the other entities included
the consolidated financial statements by the Directors of the Holding Company, as aforesaid. in the consolidated financial statements, which have been audited by other auditors, such other auditors remain responsible for the
In preparing the consolidated financial statements, the respective Board of Directors of the companies included in the Group and of direction, supervision and performance of the audits carried out by them. We remain solely responsible for our audit opinion. We
its joint ventures are responsible for assessing the ability of their respective companies to continue as a going concern, disclosing, communicate with those charged with governance of the Holding Company and such other entities included in the consolidated
as applicable, matters related to going concern and using the going concern basis of accounting unless management either intends to financial statements of which we are the independent auditors regarding, among other matters, the planned scope and timing of
liquidate the Group or to cease operations, or has no realistic alternative but to do so. the audit and significant audit findings, including any significant deficiencies in internal control that we identify during our audit.
Those respective Board of Directors of the companies included in the Group and of its joint ventures are also responsible for overseeing We also provide those charged with governance with a statement that we have complied with relevant ethical requirements
the financial reporting process of their respective companies. regarding independence, and to communicate with them all relationships and other matters that may reasonably be thought to bear
Auditor’s Responsibilities for the Audit of the Consolidated Financial Statements on our independence, and where applicable, related safeguards.
Our objectives are to obtain reasonable assurance about whether the consolidated financial statements as a whole are free from material From the matters communicated with those charged with governance, we determine those matters that were of most significance
misstatement, whether due to fraud or error, and to issue an auditor’s report that includes our opinion. Reasonable assurance is a high in the audit of the consolidated financial statements for the financial year ended March 31, 2023 and are therefore the key audit
level of assurance, but is not a guarantee that an audit conducted in accordance with SAs will always detect a material misstatement matters. We describe these matters in our auditor’s report unless law or regulation precludes public disclosure about the matter or
when it exists. Misstatements can arise from fraud or error and are considered material if, individually or in the aggregate, they could when, in extremely rare circumstances, we determine that a matter should not be communicated in our report because the adverse
reasonably be expected to influence the economic decisions of users taken on the basis of these consolidated financial statements. consequences of doing so would reasonably be expected to outweigh the public interest benefits of such communication.
306 307
Contents Corporate Overview Notice Directors’ Report Annexures to Directors’ Report Business Responsibility & Sustainability Report Corporate Governance Report Auditor’s Report – Standalone Annual Accounts – Standalone Auditor’s Report – Consolidated Annual Accounts – Consolidated
Annual Report 2022-23
Other Matter (c) The Consolidated Balance Sheet, the Consolidated Statement of Profit and Loss including the Statement of Other
Comprehensive Income, the Consolidated Cash Flow Statement and Consolidated Statement of Changes in Equity dealt
We did not audit the financial statements and other financial information in respect of nine (9) subsidiaries (including one (1) step
with by this Report are in agreement with the books of account maintained for the purpose of preparation of the consolidated
down subsidiary) and consolidated financial statements and other financial information in respect of one (1) step-down subsidiary
(including its four (4) step-down subsidiaries), whose financial statements include total assets of `1,556.41 Crores as at March 31, financial statements;
2023, and total revenues of `1,200.16 Crores and net cash inflows of `21.98 Crores for the year ended on that date. These financial (d) In our opinion, the aforesaid consolidated financial statements comply with the Accounting Standards specified under Section
statement and other financial information have been audited by other auditors, which financial statements, other financial information 133 of the Act, read with Companies (Indian Accounting Standards) Rules, 2015, as amended;
and auditor’s reports have been furnished to us by the management. The consolidated financial statements also include the Group’s
(e) On the basis of the written representations received from the directors of the Holding Company as on March 31, 2023 taken
share of net loss of `13.17 Crores for the year ended March 31, 2023, as considered in the consolidated financial statements, in respect
on record by the Board of Directors of the Holding Company and the reports of the statutory auditors who are appointed
of three (3) joint ventures (including one (1) joint venture included in the consolidated financial statements of a step-down subsidiary
under Section 139 of the Act, of its subsidiary companies and joint ventures, none of the directors of the Group’s companies
as referred above), whose financial statements and other financial information have been audited by other auditors and whose
and joint ventures, incorporated in India, is disqualified as on March 31, 2023 from being appointed as a director in terms of
reports have been furnished to us by the Management. Our opinion on the consolidated financial statements, in so far as it relates to
Section 164 (2) of the Act;
the amounts and disclosures included in respect of these subsidiaries and joint ventures, and our report in terms of sub-sections (3)
of Section 143 of the Act, in so far as it relates to the aforesaid subsidiaries and joint ventures, is based solely on the reports of such (f) With respect to the adequacy of the internal financial controls with reference to consolidated financial statements of the
other auditors. Holding Company and its subsidiary companies and joint ventures, incorporated in India, and the operating effectiveness of
Certain of these subsidiaries and the joint venture of a step-down subsidiary are located outside India whose financial statements such controls, refer to our separate Report in “Annexure 2” to this report;
and other financial information have been prepared in accordance with accounting principles generally accepted in their respective (g) In our opinion and based on the consideration of reports of other statutory auditors of the subsidiaries incorporated in India,
countries and which have been audited by other auditors under generally accepted auditing standards applicable in their respective the managerial remuneration for the year ended March 31, 2023 has been paid / provided by the Holding Company, its
countries. The Holding Company’s management has converted the financial statements of such subsidiaries (including the joint subsidiaries incorporated in India to their directors in accordance with the provisions of section 197 read with Schedule V to
venture of the step-down subsidiary) located outside India from accounting principles generally accepted in their respective countries the Act;
to accounting principles generally accepted in India. We have audited these conversion adjustments made by the Holding Company’s
(h) With respect to the other matters to be included in the Auditor’s Report in accordance with Rule 11 of the Companies (Audit
management. Our opinion in so far as it relates to the balances and affairs of such subsidiaries and the joint venture of the step-down
and Auditors) Rules, 2014, as amended, in our opinion and to the best of our information and according to the explanations
subsidiary located outside India is based on the report of other auditors and the conversion adjustments prepared by the management
given to us and based on the consideration of the report of the other auditors on separate financial statements as also the other
of the Holding Company and audited by us.
financial information of the subsidiaries and joint ventures, as noted in the ‘Other matter’ paragraph:
Our opinion above on the consolidated financial statements, and our report on Other Legal and Regulatory Requirements below, is
i. The consolidated financial statements disclose the impact of pending litigations on its consolidated financial
not modified in respect of the above matters with respect to our reliance on the work done and the reports of the other auditors and the
financial statements and other financial information certified by the Management. position of the Group and its joint ventures in its consolidated financial statements – Refer Note 49 to the consolidated
financial statements;
Report on Other Legal and Regulatory Requirements
ii. The Group and its joint ventures did not have any material foreseeable losses in long-term contracts including derivative
1. As required by the Companies (Auditor’s Report) Order, 2020 (“the Order”), issued by the Central Government of India in terms
contracts during the year ended March 31, 2023;
of sub-section (11) of section 143 of the Act, based on our audit and on the consideration of report of the other auditors on separate
financial statements and the other financial information of the subsidiary companies and joint ventures, incorporated in India, iii. There has been no delay in transferring amounts, required to be transferred, to the Investor Education and Protection Fund
as noted in the ‘Other Matter’ paragraph we give in the “Annexure 1” a statement on the matters specified in paragraph 3(xxi) by the Holding Company, its subsidiaries and joint ventures, incorporated in India during the year ended March 31, 2023;
of the Order. iv. a) The respective managements of the Holding Company and its subsidiaries and joint ventures which are companies
2. As required by Section 143(3) of the Act, based on our audit and on the consideration of report of the other auditors on separate incorporated in India whose financial statements have been audited under the Act have represented to us and the other
financial statements and the other financial information of subsidiaries and joint ventures, as noted in the ‘other matter’ paragraph auditors of such subsidiaries and joint ventures respectively that, to the best of its knowledge and belief, other than
we report, to the extent applicable, that: as disclosed in the Note 57(vi)(I) to the consolidated financial statements, no funds have been advanced or loaned or
invested (either from borrowed funds or share premium or any other sources or kind of funds) by the Holding Company
(a) We/the other auditors whose report we have relied upon have sought and obtained all the information and explanations
or any of such subsidiaries and joint ventures to or in any other person(s) or entity(ies), including foreign entities
which to the best of our knowledge and belief were necessary for the purposes of our audit of the aforesaid consolidated
(“Intermediaries”), with the understanding, whether recorded in writing or otherwise, that the Intermediary shall,
financial statements;
whether, directly or indirectly lend or invest in other persons or entities identified in any manner whatsoever by or on
(b) In our opinion, proper books of account as required by law relating to preparation of the aforesaid consolidation of the behalf of the respective Holding Company or any of such subsidiaries and joint ventures (“Ultimate Beneficiaries”)
financial statements have been kept so far as it appears from our examination of those books and reports of the other auditors; or provide any guarantee, security or the like on behalf of the Ultimate Beneficiaries;
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Annual Report 2022-23
b) The respective managements of the Holding Company and its subsidiaries and joint ventures which are companies ANNEXURE 1 REFERRED TO IN PARAGRAPH 1 UNDER THE HEADING “REPORT ON
incorporated in India whose financial statements have been audited under the Act have represented to us and the OTHER LEGAL AND REGULATORY REQUIREMENTS” OF OUR REPORT OF EVEN DATE
other auditors of such subsidiaries and joint ventures respectively that, to the best of its knowledge and belief, other
than as disclosed in the Note 57(vi)(II) to the consolidated financial statements, no funds have been received by Re: Berger Paints India Limited (“the Holding Company”)
the respective Holding Company or any of such subsidiaries and joint ventures from any person(s) or entity(ies),
In terms of the information and explanations sought by us and given by the Holding Company and the books of account and records
including foreign entities (“Funding Parties”), with the understanding, whether recorded in writing or otherwise, that
examined by us in the normal course of audit and to the best of our knowledge and belief and based on the consideration of report
the Holding Company or any of such subsidiaries and joint ventures shall, whether, directly or indirectly, lend or of respective auditor of the subsidiary companies and joint ventures incorporated in India, we state that:
invest in other persons or entities identified in any manner whatsoever by or on behalf of the Funding Party (“Ultimate
Beneficiaries”) or provide any guarantee, security or the like on behalf of the Ultimate Beneficiaries; and (xxi) There are no qualifications or adverse remarks by the respective auditors in the Companies (Auditors Report) Order (CARO)
reports of the companies included in the consolidated financial statements. Accordingly, the requirement to report on clause
c) Based on the audit procedures that have been considered reasonable and appropriate in the circumstances performed 3(xxi) of the Order is not applicable to the Holding Company.
by us and that performed by the auditors of the subsidiaries and joint ventures which are companies incorporated in
India whose financial statements have been audited under the Act, nothing has come to our or other auditor’s notice
that has caused us or the other auditors to believe that the representations under sub-clause (a) and (b) contain any
material mis-statement. For S.R. Batliboi & Co. LLP
Chartered Accountants
v. The final dividend paid by the Holding Company and its joint venture company incorporated in India during the year in ICAI Firm Registration Number: 301003E/E300005
respect of the same declared for the previous year is in accordance with section 123 of the Act to the extent it applies to
payment of dividend. per Vishal Sharma
Partner
As stated in Note 33 to the consolidated financial statements, the Board of Directors of the Holding Company, has Membership Number: 096766
proposed final dividend for the year which is subject to the approval of the members of the Holding Company at the UDIN:23096766BGYHTD8605
ensuing Annual General Meeting. The dividend declared is in accordance with section 123 of the Act to the extent it Place of Signature: New Delhi
applies to declaration of dividend. Date: May 15,2023
vi) As proviso to Rule 3(1) of the Companies (Accounts) Rules, 2014 is applicable only w.e.f. April 1, 2023 for the
Holding Company, its subsidiaries and joint venture companies incorporated in India, hence reporting under this clause
is not applicable.
For S.R. Batliboi & Co. LLP
Chartered Accountants
ICAI Firm Registration Number: 301003E/E300005
per Vishal Sharma
Partner
Membership Number: 096766
UDIN:23096766BGYHTD8605
Place of Signature: New Delhi
Date: May 15,2023
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Annual Report 2022-23
ANNEXURE 2 TO THE INDEPENDENT AUDITOR’S REPORT OF EVEN DATE ON THE Meaning of Internal Financial Controls With Reference to Consolidated Financial Statements
CONSOLIDATED FINANCIAL STATEMENTS OF BERGER PAINTS INDIA LIMTED A company's internal financial control with reference to consolidated financial statements is a process designed to provide
reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes
Report on the Internal Financial Controls under Clause (i) of Sub-section 3 of Section 143 of the Companies Act, 2013 in accordance with generally accepted accounting principles. A company's internal financial control with reference to consolidated
(“the Act”) financial statements includes those policies and procedures that (1) pertain to the maintenance of records that, in reasonable detail,
accurately and fairly reflect the transactions and dispositions of the assets of the company; (2) provide reasonable assurance
In conjunction with our audit of the consolidated financial statements of Berger Paints India Limited (hereinafter referred to as the
that transactions are recorded as necessary to permit preparation of financial statements in accordance with generally accepted
“Holding Company”) as of and for the year ended March 31, 2023, we have audited the internal financial controls with reference to accounting principles, and that receipts and expenditures of the company are being made only in accordance with authorisations
consolidated financial statements of the Holding Company and its subsidiaries (the Holding Company and its subsidiaries together of management and directors of the company; and (3) provide reasonable assurance regarding prevention or timely detection of
referred to as “the Group”) and its joint ventures, which are companies incorporated in India, as of that date. unauthorised acquisition, use, or disposition of the company's assets that could have a material effect on the financial statements.
Management’s Responsibility for Internal Financial Controls Inherent Limitations of Internal Financial Controls With Reference to Consolidated Financial Statements
The respective Board of Directors of the companies included in the Group and its joint ventures, which are companies incorporated Because of the inherent limitations of internal financial controls with reference to consolidated financial statements, including the
in India, are responsible for establishing and maintaining internal financial controls based on the internal control over financial possibility of collusion or improper management override of controls, material misstatements due to error or fraud may occur and not
be detected. Also, projections of any evaluation of the internal financial controls with reference to consolidated financial statements
reporting criteria established by the Holding Company considering the essential components of internal control stated in the
to future periods are subject to the risk that the internal financial controls with reference to consolidated financial statements
Guidance Note on Audit of Internal Financial Controls Over Financial Reporting issued by the Institute of Chartered Accountants
may become inadequate because of changes in conditions, or that the degree of compliance with the policies or procedures may
of India (ICAI). These responsibilities include the design, implementation and maintenance of adequate internal financial controls deteriorate.
that were operating effectively for ensuring the orderly and efficient conduct of its business, including adherence to the respective
Opinion
company’s policies, the safeguarding of its assets, the prevention and detection of frauds and errors, the accuracy and completeness
of the accounting records, and the timely preparation of reliable financial information, as required under the Companies Act, 2013. In our opinion, the Group and its joint ventures, which are companies incorporated in India, have, maintained in all material respects,
adequate internal financial controls with reference to consolidated financial statements and such internal financial controls with
Auditor’s Responsibility reference to consolidated financial statements were operating effectively as at March 31,2023, based on the internal control over
Our responsibility is to express an opinion on the Holding Company's internal financial controls with reference to consolidated financial reporting criteria established by the Holding Company considering the essential components of internal control stated in
the Guidance Note issued by the ICAI.
financial statements based on our audit. We conducted our audit in accordance with the Guidance Note on Audit of Internal Financial
Controls Over Financial Reporting (the “Guidance Note”) and the Standards on Auditing, specified under section 143(10) of the Other Matters
Act, to the extent applicable to an audit of internal financial controls, both, issued by ICAI. Those Standards and the Guidance Note Our report under Section 143(3)(i) of the Act on the adequacy and operating effectiveness of the internal financial controls with
require that we comply with ethical requirements and plan and perform the audit to obtain reasonable assurance about whether reference to consolidated financial statements of the Holding Company, in so far as it relates to these three (3) subsidiaries and
adequate internal financial controls with reference to consolidated financial statements was established and maintained and if such two (2) joint ventures, which are companies incorporated in India, is based on the corresponding reports of the auditors of such
controls operated effectively in all material respects. subsidiaries and joint ventures incorporated in India.
Our audit involves performing procedures to obtain audit evidence about the adequacy of the internal financial controls with
reference to consolidated financial statements and their operating effectiveness. Our audit of internal financial controls with
For S.R. Batliboi & Co. LLP
reference to consolidated financial statements included obtaining an understanding of internal financial controls with reference Chartered Accountants
to Consolidated financial statements, assessing the risk that a material weakness exists, and testing and evaluating the design and ICAI Firm Registration Number: 301003E/E300005
operating effectiveness of internal control based on the assessed risk. The procedures selected depend on the auditor’s judgement,
per Vishal Sharma
including the assessment of the risks of material misstatement of the financial statements, whether due to fraud or error. Partner
Membership Number: 096766
We believe that the audit evidence we have obtained and the audit evidence obtained by the other auditors in terms of their reports UDIN:23096766BGYHTD8605
referred to in the Other Matters paragraph below, is sufficient and appropriate to provide a basis for our audit opinion on the internal Place of Signature: New Delhi
financial controls with reference to consolidated financial statements. Date: May 15,2023
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Annual Report 2022-23
CONSOLIDATED BALANCE SHEET AS AT MARCH 31, 2023 CONSOLIDATED STATEMENT OF PROFIT AND LOSS FOR THE YEAR ENDED MARCH 31, 2023
` in Crores ` in Crores
Notes As at As at
March 31, 2023 March 31, 2022 Notes Year Ended Year Ended
ASSETS March 31, 2023 March 31, 2022
Non-current assets Income
Property, plant and equipment 4 2,536.14 1,473.39
Capital work-in-progress 5 110.19 605.51 Revenue from operations 34 10,567.84 8,761.78
Goodwill 6 281.69 275.56 Other income 35 51.57 64.59
Other intangible assets 7(a) 15.72 15.06 Total income 10,619.41 8,826.37
Right-of-use assets 48 498.02 422.80 Expenses
Intangible assets under development 7(b) 0.35 -
Investments in joint ventures 8a 130.15 147.06 Cost of materials consumed 36 5,852.62 5,046.77
Financial assets Purchases of traded goods 37 971.14 763.79
(a) Investments * 8b - 0.00 Increase in inventories of finished goods, work-in-progress and traded goods 38 (93.24) (381.49)
(b) Other financial assets 9 127.76 89.49 Employee benefits expense 39 609.19 543.12
Deferred tax assets (net) 25 0.76 1.17
Income tax assets (net) 10 68.18 58.34 Finance costs 40 99.23 50.72
Other non-current assets 11 33.76 66.86 Depreciation and amortisation expense 41 264.03 226.51
3,802.72 3,155.24 Other expenses 42 1,740.93 1,458.52
Current assets Total expenses 9,443.90 7,707.94
Inventories 12 2,319.12 2,315.83
Financial assets Profit before share of profit/(loss) in joint ventures and tax 1,175.51 1,118.43
(a) Investments 13 52.96 87.27 Share of profit/(loss) in joint ventures 8a (13.17) 3.86
(b) Trade receivables 14 1,243.12 1,053.68 Profit before tax 1,162.34 1,122.29
(c) Cash and cash equivalents 15 116.17 103.30 Tax expense
(d) Bank balances other than (c) above 16 128.52 209.65
(e) Loans 17 4.09 - Current tax 299.03 286.06
(f) Other financial assets 18 52.46 66.65 Deferred tax charge/ (credit) 25 2.91 3.28
Other current assets 19 248.01 221.04 Total tax expense 301.94 289.34
4,164.45 4,057.42
Total assets 7,967.17 7,212.66 Profit for the year (I) 860.40 832.95
EQUITY AND LIABILITIES Other comprehensive income/ (loss):
Equity (i) Other comprehensive income/ (loss) not to be reclassified to profit or loss in subsequent periods:
Equity share capital 20 97.14 97.13
Re-measurement gain/(loss) on defined benefit obligations (net) (0.85) 0.73
Other equity 21 4,396.98 3,829.86
Equity attributable to equity holders of the parent 4,494.12 3,926.99 Income tax effect thereof 0.22 (0.17)
Non-controlling interest 21 8.14 7.17 Share of Other comprehensive income in Joint Venture (net of tax) 0.02 0.04
Total Equity 4,502.26 3,934.16 (ii) Other comprehensive income to be reclassified to profit or loss in subsequent periods:
Liabilities
Exchange differences on translation of foreign operations 4.97 (16.10)
Non-current liabilities
Financial liabilities Other Comprehensive Income/(Loss) for the year (II) 4.36 (15.50)
(a) Borrowings 22 7.77 9.83 Total comprehensive income for the year (I + II) 864.76 817.45
(ai) Lease liabilities 48 334.64 270.46 Profit attributable to:
(b) Other financial liabilities 23 76.10 77.69
-Equity holders of the parent 859.42 832.82
Provisions 24 11.92 11.51
Deferred tax liabilities (net) 25 55.85 52.85 -Non-controlling interest 0.98 0.13
Other non-current liabilities 26 4.08 4.44 860.40 832.95
490.36 426.78 Other comprehensive income/(loss) attributable to
Current liabilities
-Equity holders of the parent 4.37 (15.48)
Financial liabilities
(a) Borrowings 27 759.88 658.10 -Non-controlling interest (0.01) (0.02)
(ai) Lease liabilities 48 86.68 75.14 4.36 (15.50)
(b) Trade payables 28 Total comprehensive income attributable to
i) Total outstanding dues of micro enterprises and small enterprises 101.95 66.71
-Equity holders of the parent 863.79 817.34
ii) Total outstanding dues of creditors other than micro enterprises and small enterprises 1,663.74 1,736.18
(c) Other financial liabilities 29 152.88 158.35 -Non-controlling interest 0.97 0.11
Other current liabilities 30 123.73 92.14 864.76 817.45
Provisions 31 67.25 47.03 Earnings per equity share of ` 1 each 43
Income tax liabilities (net) 32 18.44 18.07
2,974.55 2,851.72 Basic (amount in `) 8.86 8.58
Total liabilities 3,464.91 3,278.50 Diluted (amount in `) 8.86 8.57
Total equity and liabilities 7,967.17 7,212.66
Summary of significant accounting policies 3
*Refer Note 60
Summary of significant accounting policies 3 The accompanying notes are an integral part of the Consolidated financial statements.
The accompanying notes are an integral part of the Consolidated financial statements. As per our report of even date.
As per our report of even date For S.R. BATLIBOI & CO. LLP For and on behalf of Board of Directors of Berger Paints India Limited
For S.R. BATLIBOI & CO. LLP For and on behalf of Board of Directors of Berger Paints India Limited Chartered Accountants
Chartered Accountants Firm Registration Number 301003E/E300005
Firm Registration Number 301003E/E300005 per Vishal Sharma Kuldip Singh Dhingra – Chairman (DIN: 00048406)
per Vishal Sharma Kuldip Singh Dhingra – Chairman (DIN: 00048406)
Partner Gurbachan Singh Dhingra – Vice-Chairman (DIN: 00048465) Partner Gurbachan Singh Dhingra – Vice-Chairman (DIN: 00048465)
Membership Number : 096766 Abhijit Roy – Managing Director & CEO (DIN: 03439064) Membership Number : 096766 Abhijit Roy – Managing Director & CEO (DIN: 03439064)
Place: New Delhi Kaushik Ghosh – Vice President & CFO (ACA – 059971) Place: New Delhi Kaushik Ghosh – Vice President & CFO (ACA – 059971)
Dated: May 15, 2023 Arunito Ganguly – Vice President & Company Secretary (FCS – 9285) Dated: May 15, 2023 Arunito Ganguly – Vice President & Company Secretary (FCS – 9285)
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Annual Report 2022-23
CONSOLIDATED STATEMENT OF CHANGES IN EQUITY FOR THE YEAR ENDED MARCH 31, 2023 CONSOLIDATED STATEMENT OF CHANGES IN EQUITY FOR THE YEAR ENDED MARCH 31, 2023
a. Equity Share Capital (Refer Note 20): b. Other equity (Contd.)
Particulars No. of shares Amount (` in Crores) For the year ended March 31, 2022
Equity shares of `1 each issued, subscribed and fully paid ` in Crores
As at April 1, 2021 97,12,95,037 97.13 Reserves & Surplus Foreign Equity
Non-
Add: Issue of Shares on exercise of Employee Stock Options (Note 47) * 28,452 0.00 Share based Capital Currency attributable to
Particulars Securities Retained Capital General Controlling Total Equity
As at March 31, 2022 97,13,23,489 97.13 Payment Redemption Translation equity holders
Premium Earnings Reserve Reserve Interest
reserve Reserve Reserve of the parent
Add: Issue of Shares on exercise of Employee Stock Options (Note 47) 98,996 0.01
As at March 31, 2023 97,14,22,485 97.14 As at April 1, 2021 119.33 2.60 2,859.71 0.19 302.87 0.04 (5.00) 3,279.74 7.06 3,286.80
*Refer Note 60. Profit for the year - - 832.82 - - - - 832.82 0.13 832.95
Other comprehensive income - - 0.60 - - - (16.10) (15.50) (0.02) (15.52)
b. Other equity (Refer Note 21) for the year (net of tax)
For the year ended March 31, 2023 Total Comprehensive Income - - 833.42 - - - (16.10) 817.32 0.11 817.43
` in Crores for the year
Reserves & Surplus Foreign Equity Share based payments - 5.62 - - - - - 5.62 - 5.62
Non- (Note 47)
Share based Capital Currency attributable to
Particulars Securities Retained Capital General Controlling Total Equity
Payment Redemption Translation equity holders
Premium Earnings Reserve Reserve Interest Exercise of share options 1.39 (1.39) - - - - - - - -
reserve Reserve Reserve of the parent
(Note 47)
As at April 1, 2022 120.72 6.77 3,420.37 0.19 302.87 0.04 (21.10) 3,829.86 7.17 3,837.03 Cost of Share based payments - (0.06) - - - - - (0.06) - (0.06)
(Note 47)
Profit for the year - - 859.42 - - - - 859.42 0.98 860.40
Transfer to housing reserves - - (0.80) - - - - (0.80) - (0.80)
Other comprehensive income - - (0.60) - - - 4.97 4.37 (0.01) 4.36 (Note 31)
for the year (net of tax)
Dividends (Note 33) - - (271.96) - - - - (271.96) - (271.96)
Total Comprehensive Income - - 858.82 - - - 4.97 863.79 0.97 864.76
for the year As at March 31, 2022 120.72 6.77 3,420.37 0.19 302.87 0.04 (21.10) 3,829.86 7.17 3,837.03
Share based payments - 5.93 - - - - - 5.93 - 5.93
(Note 47) Summary of significant accounting policies 3
The accompanying notes are an integral part of the Consolidated financial statements.
Exercise of share options 6.75 (6.75) - - - - - - - -
As per our report of even date
(Note 47)
For S.R. BATLIBOI & CO. LLP For and on behalf of Board of Directors of Berger Paints India Limited
Cost of Share based payments - (1.37) - - - - - (1.37) - (1.37)
Chartered Accountants
(Note 47)
Firm Registration Number 301003E/E300005
Transfer to housing reserves - - (0.12) - - - - (0.12) - (0.12) per Vishal Sharma Kuldip Singh Dhingra – Chairman (DIN: 00048406)
(Note 31) Partner Gurbachan Singh Dhingra – Vice-Chairman (DIN: 00048465)
Membership Number : 096766 Abhijit Roy – Managing Director & CEO (DIN: 03439064)
Dividends (Note 33) - - (301.11) - - - - (301.11) - (301.11)
Place: New Delhi Kaushik Ghosh – Vice President & CFO (ACA – 059971)
As at March 31, 2023 127.47 4.58 3,977.96 0.19 302.87 0.04 (16.13) 4,396.98 8.14 4,405.12 Dated: May 15, 2023 Arunito Ganguly – Vice President & Company Secretary (FCS – 9285)
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Annual Report 2022-23
CONSOLIDATED CASH FLOW STATEMENT FOR THE YEAR ENDED MARCH 31, 2023 NOTES TO CONSOLIDATED FINANCIAL STATEMENTS AS AT AND FOR THE YEAR ENDED MARCH 31, 2023
` in Crores
Year ended Year ended
Particulars 31.03.2023 31.03.2022 1. Corporate Information
A. Cash flows from operating activities:
Profit before tax 1,162.34 1,122.29
Adjustments to reconcile profit before tax to net cash flows : The Consolidated Financial Statements comprise financial statements of Berger Paints India Limited (‘BPIL’ or ‘the Parent
Depreciation and amortisation expense 264.03 226.51
(Profit)/loss on sale/discard of Property, plant and equipment and intangible assets 3.76 (6.79) Company’ or ‘the Company’) and its subsidiaries (collectively, 'the Group') and includes share of profit/loss of the joint ventures
Share based payment to employees 4.56 5.56
Exchange difference on translation of assets and liabilities (1.16) (5.75) for the year ended 31 March 2023. The Parent Company is a public company domiciled in India and is incorporated under the
Sundry balances written back (3.49) (4.51)
Gain on early termination of leases (3.65) (1.26) provisions of the Companies Act applicable in India. Its shares are listed on three recognised stock exchanges in India. The
Unrealised foreign exchange (gain)/loss (0.19) 0.82
Provision for bad and doubtful debts (net) 22.70 7.60 registered office of the Parent Company is located at Berger House, 129 Park Street, Kolkata-700 017.
Net gain on sale of mutual fund investments measured at Fair Value Through Profit or Loss (FVTPL) (1.95) (6.91)
Fair value gain on mutual fund investments measured at Fair Value Through Profit or Loss (FVTPL) (0.30) (0.90)
Share of (profit)/loss in joint venture 13.17 (3.86) The Group is principally engaged in the manufacturing and selling of paints. The Group caters primarily to domestic market.
Finance costs 99.23 50.72
Interest income (15.87) (20.16) Information on the Group’s structure is provided in Note 45. Information on other related party relationships of the Group is
Operating profit before working capital changes 1,543.18 1,363.36
Adjustments for : provided in Note 50.
Increase/(decrease) in trade payables (37.24) 313.83
Increase in other financial liabilities 12.34 20.91
Increase in other liabilities 31.23 6.81 The Consolidated Financial Statements were authorised for issue in accordance with a resolution of the directors on May 15, 2023.
Increase/(decrease) in provisions 19.35 (2.84)
Increase in loans, deposits and other financial assets (41.41) (8.32)
Increase in other assets (28.27) (86.77) 2. Significant Accounting Policies
Increase in trade receivables (212.14) (41.56)
Increase in inventories (3.29) (699.70)
Cash generated from operations 1,283.75 865.72
Direct taxes paid (net of refunds) (307.78) (299.22)
2.1 Basis of preparation
Net cash flows from operating activities (A) 975.97 566.50
B. Cash flows from investing activities: The Consolidated Financial Statements of the Group have been prepared in accordance with Indian Accounting Standards (Ind
Purchase of property, plant and equipment and intangible assets (including capital work in progress and intangible assets under development) (748.04) (774.02)
Proceeds from sale of property, plant and equipment and intangible assets 4.19 14.44 AS) notified under the Companies (Indian Accounting Standards) Rules, 2015 (as amended from time to time) and presentation
Loan given to a Joint Venture (4.09) -
Proceeds from sale of current investments 787.71 1,192.99
Purchase of current investments (751.15) (1,062.69)
requirements of Division II of Schedule III to the Companies Act, 2013, (Ind AS compliant Schedule III), as applicable to the
Proceeds from maturity of fixed deposits with banks 244.87 405.22
Investment in fixed deposits with banks (150.92) (322.47) Consolidated Financial Statements.
Dividend received from Joint Venture 3.76 2.71
Interest received 13.42 22.53 The Consolidated Financial Statements have been prepared on a historical cost basis, except for certain assets and liabilities
Net cash used in investing activities (B) (600.25) (521.29)
C. Cash flows from financing activities:
Proceeds from issuance of equity share capital * 0.01 0.00
which have been measured at fair values (refer accounting policy regarding financial instruments). The Consolidated Financial
Net movement in cash credit (16.05) 6.20
Movement in long term borrowings (65.91) (155.82) Statements are presented in INR and all values are rounded-off to the nearest crores, except when otherwise indicated. These
Proceeds from Short term borrowings 8,414.00 3,108.10
Repayment of other short term borrowings (8,232.32) (2,666.13) Consolidated Financial Statements provide comparative information in respect of the previous period. The Group has prepared
Payment of lease liabilities (including interest) (100.00) (75.71)
Interest paid (61.47) (22.81) the financial statements on the basis that it will continue to operate as a going concern.
Dividend paid (301.11) (271.96)
Net cash used in financing activities (C) (362.85) (78.13)
Net increase/(decrease) in cash and cash equivalents [A+B+C] 12.87 (32.92) Accounting policies have been consistently applied except where a newly issued accounting standard is initially adopted or a
Cash and cash equivalents as at the beginning of the year (Refer Note 15) 103.30 136.22
Cash and cash equivalents as at end of the year (Refer Note 15) 116.17 103.30 revision to an existing accounting standard requires a change in the accounting policy hitherto in use.
Components of cash and cash equivalents
Balances with banks (Refer Note 15):
– On current accounts 84.63 86.91 2.2 Basis of consolidation
– Deposits with original maturity of less than three months 30.37 11.74
Cheques/drafts on hand 0.42 3.96
Cash on hand 0.75 0.69 The Consolidated Financial Statements comprise the financial statements of the Parent Company, its subsidiaries and joint
Total cash and cash equivalents 116.17 103.30
* Refer Note 60 ventures as at March 31, 2023. Control is achieved when the Group is exposed, or has rights, to variable returns from its
Summary of significant accounting policies 3
involvement with the investee and has the ability to affect those returns through its power over the investee. Specifically, the
The accompanying notes are an integral part of the Consolidated financial statements.
As per our report of even date Group controls an investee if and only if the Group has:
For S.R. BATLIBOI & CO. LLP For and on behalf of Board of Directors of Berger Paints India Limited
Chartered Accountants
Firm Registration Number 301003E/E300005 Power over the investee (i.e., existing rights that give it the current ability to direct the relevant activities of the investee)
per Vishal Sharma Kuldip Singh Dhingra – Chairman (DIN: 00048406)
Partner Gurbachan Singh Dhingra – Vice-Chairman (DIN: 00048465) Exposure, or rights, to variable returns from its involvement with the investee, and
Membership Number : 096766 Abhijit Roy – Managing Director & CEO (DIN: 03439064)
Place: New Delhi Kaushik Ghosh – Vice President & CFO (ACA – 059971)
Dated: May 15, 2023 Arunito Ganguly – Vice President & Company Secretary (FCS – 9285) The ability to use its power over the investee to affect its returns
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Annual Report 2022-23
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS AS AT AND FOR THE YEAR ENDED MARCH 31, 2023 NOTES TO CONSOLIDATED FINANCIAL STATEMENTS AS AT AND FOR THE YEAR ENDED MARCH 31, 2023
Generally, there is a presumption that a majority of voting rights result in control. To support this presumption and when (e) Joint Ventures are entities over which the Group has joint control along with third parties. Investments in Joint Ventures
the Group has less than a majority of the voting or similar rights of an investee, the Group considers all relevant facts and are accounted for using the equity method of accounting. The investment is initially recognised at cost, and the carrying
circumstances in assessing whether it has power over an investee, including: amount is increased or decreased to recognise the investor’s share of profit or loss of the investee after the acquisition date.
The contractual arrangement with the other vote holders of the investee (f) Profit or loss and each component of other comprehensive income (OCI) are attributed to the equity holders of the
Rights arising from other contractual arrangements parent of the Group and to the non-controlling interests, even if this results in the non-controlling interests having a
deficit balance. When necessary, adjustments are made to the financial statements of subsidiaries to bring their accounting
The Group’s voting rights and potential voting rights
policies into line with the Group’s accounting policies. All intra-group assets and liabilities, equity, income, expenses and
The size of the group’s holding of voting rights relative to the size and dispersion of the holdings of the other voting cash flows relating to transactions between members of the Group are eliminated in full on consolidation.
rights holders
(g) Accounting period of the subsidiaries and joint ventures are disclosed in note 45 of the Consolidated Financial Statements.
The Group re-assesses whether or not it controls an investee if facts and circumstances indicate that there are changes to one or
A change in the ownership interest of a subsidiary, without a loss of control, is accounted for as an equity transaction. If the
more of the three elements of control. Consolidation of a subsidiary begins when the Group obtains control over the subsidiary
Group loses control over a subsidiary, it:
and ceases when the Group loses control of the subsidiary. Assets, liabilities, income and expenses of a subsidiary acquired or
disposed of during the year are included in the Consolidated Financial Statements from the date the Group gains control until • Derecognises the assets (including goodwill) and liabilities of the subsidiary at their carrying amounts at the date when
the date the Group ceases to control the subsidiary. control is lost
The Consolidated Financial Statements are prepared using uniform accounting policies for like transactions and other events • Derecognises the carrying amount of any non-controlling interests
in similar circumstances. If a member of the group uses accounting policies other than those adopted in the Consolidated
• Derecognises the cumulative translation differences recorded in equity
Financial Statements for like transactions and events in similar circumstances, appropriate adjustments are made to that group
member’s financial statements in preparing the Consolidated Financial Statements to ensure conformity with the group’s • Recognises the fair value of the consideration received
accounting policies.
• Recognises the fair value of any investment retained
Consolidation procedure: • Recognises any surplus or deficit in profit or loss
(a) Combine like items of assets, liabilities, equity, income, expenses and cash flows of the Parent Company with those of its • Recognise that distribution of shares of subsidiary to Group in Group’s capacity as owners
subsidiaries. For this purpose, income and expenses of the subsidiary are based on the amounts of the assets and liabilities
• Reclassifies the parent’s share of components previously recognised in OCI to profit or loss or transferred directly to
recognised in the Consolidated Financial Statements at the acquisition date.
retained earnings, if required by other Ind ASs as would be required if the Group had directly disposed of the related assets
(b) Offset (eliminate) the carrying amount of the Parent Company’s investment in each subsidiary and the Parent Company’s
or liabilities
portion of equity of each subsidiary. Business combinations policy explains how to account for any related goodwill.
3. Summary of significant accounting policies
(c) Eliminate in full intragroup assets and liabilities, equity, income, expenses and cash flows relating to transactions between
entities of the Group (profits or losses resulting from intragroup transactions that are recognised in assets, such as inventory 3.1. Business combination and goodwill
and property, plant and equipment, are eliminated in full). Intragroup losses may indicate an impairment that requires
Business combinations are accounted for using the acquisition method. The cost of an acquisition is measured as the aggregate
recognition in the Consolidated Financial Statements. Ind AS 12 Income Taxes applies to temporary differences that arise
of the consideration transferred, measured at acquisition date fair value and the amount of any non-controlling interests in the
from the elimination of profits and losses resulting from intragroup transactions.
acquiree. For each business combination, the Group elects whether to measure the non-controlling interests in the acquiree at fair
(d) The translation of the functional currencies into Indian Rupees (functional and presentation currency) of foreign
value or at the proportionate share of the acquiree’s identifiable net assets. Acquisition-related costs are expensed as incurred.
subsidiaries is performed for assets and liabilities using closing exchange rates at the Balance Sheet date, for revenues,
costs, and expenses using average rates prevailing during the period. The resultant exchange difference arising out of such The Group determines that it has acquired a business when the acquired set of activities and assets include an input and a
transactions is recognized as part of Other Comprehensive Income as Foreign Currency Translation Reserve by the Parent substantive process that together significantly contribute to the ability to create outputs. The acquired process is considered
Company until the disposal of Investment. substantive if it is critical to the ability to continue producing outputs, and the inputs acquired include an organised workforce
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Annual Report 2022-23
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS AS AT AND FOR THE YEAR ENDED MARCH 31, 2023 NOTES TO CONSOLIDATED FINANCIAL STATEMENTS AS AT AND FOR THE YEAR ENDED MARCH 31, 2023
with the necessary skills, knowledge, or experience to perform that process or it significantly contributes to the ability to A cash generating unit (CGU) to which goodwill has been allocated is tested for impairment annually or more frequently when
continue producing outputs and is considered unique or scarce or cannot be replaced without significant cost, effort, or delay in there is an indication that the unit may be impaired. If the recoverable amount of the cash generating unit is less than its carrying
the ability to continue producing outputs. amount, the impairment loss is allocated first to reduce the carrying amount of any goodwill allocated to the unit and then to
At the acquisition date, the identifiable assets acquired, and the liabilities assumed are recognised at their acquisition date the other assets of the unit pro rata based on the carrying amount of each asset in the unit. Any impairment loss for goodwill is
fair values. For this purpose, the liabilities assumed include contingent liabilities representing present obligation and they recognised in Statement of Profit and Loss. An impairment loss recognised for goodwill is not reversed in subsequent periods.
are measured at their acquisition fair values irrespective of the fact that outflow of resources embodying economic benefits is Where goodwill has been allocated to a cash-generating unit and part of the operation within that unit is disposed of, the
not probable. goodwill associated with the disposed operation is included in the carrying amount of the operation when determining the gain
However, the following assets and liabilities acquired in a business combination are measured at the basis indicated below: or loss on disposal. Goodwill disposed in these circumstances is measured based on the relative values of the disposed operation
and the portion of the cash-generating unit retained.
• Deferred tax assets or liabilities, and the liabilities or assets related to employee benefit arrangements are recognised and
measured in accordance with Ind AS 12 Income Tax and Ind AS 19 Employee Benefits respectively. On disposal of a CGU to which goodwill is allocated, the goodwill associated with the disposed CGU is included in the carrying
amount of the CGU when determining the gain or loss on disposal.
• Potential tax effects of temporary differences and carry forwards of an acquiree that exist at the acquisition date or arise
as a result of the acquisition are accounted in accordance with Ind AS 12. 3.2. Investment in joint ventures
• Liabilities or equity instruments related to share based payment arrangements of the acquiree or share – based payments A joint venture is a type of joint arrangement whereby the parties that have joint control of the arrangement have rights to the
arrangements of the Group entered into to replace share-based payment arrangements of the acquiree are measured in net assets of the joint venture. Joint control is the contractually agreed sharing of control of an arrangement, which exists only
accordance with Ind AS 102 Share-based Payments at the acquisition date. when decisions about the relevant activities require unanimous consent of the parties sharing control.
• Assets (or disposal groups) that are classified as held for sale in accordance with Ind AS 105 Non-current Assets held for The considerations made in determining whether significant influence or joint control are similar to those necessary to determine
Sale and Discontinued Operations are measured in accordance with that Standard. control over the subsidiaries.
• Reacquired rights are measured at a value determined on the basis of the remaining contractual term of the related contract. The Group’s investments in its joint venture are accounted for using the equity method. Under the equity method, the investment
Such valuation does not consider potential renewal of the reacquired right. in a joint venture is initially recognised at cost. The carrying amount of the investment is adjusted to recognise changes in the
When the Group acquires a business, it assesses the financial assets and liabilities assumed for appropriate classification and Group’s share of net assets of the joint venture since the acquisition date. Goodwill relating to the joint venture is included in the
designation in accordance with the contractual terms, economic circumstances and pertinent conditions as at the acquisition carrying amount of the investment and is not tested for impairment individually.
date. This includes the separation of embedded derivatives in host contracts by the acquiree.
The Statement of Profit and Loss reflects the Group’s share of the results of operations of the joint venture. Any change in OCI
Goodwill is initially measured at cost, being the excess of the aggregate of the consideration transferred and the amount of those investees is presented as part of the Group’s OCI. In addition, when there has been a change recognised directly in the
recognised for non-controlling interests, and any previous interest held, over the net identifiable assets acquired and liabilities equity of the joint venture, the Group recognises its share of any changes, when applicable, in the statement of changes in equity.
assumed. If the fair value of the net assets acquired is in excess of the aggregate consideration transferred, the Group re-assesses Unrealised gains and losses resulting from transactions between the Group and the joint venture are eliminated to the extent of
whether it has correctly identified all of the assets acquired and all of the liabilities assumed and reviews the procedures used the interest in the joint venture.
to measure the amounts to be recognised at the acquisition date. If the reassessment still results in an excess of the fair value of
If an entity’s share of losses of a joint venture equals or exceeds its interest in the joint venture (which includes any long-term
net assets acquired over the aggregate consideration transferred, then the gain is recognised in OCI and accumulated in equity
interest that, in substance, form part of the Group’s net investment in the joint venture), the entity discontinues recognising its
as capital reserve. However, if there is no clear evidence of bargain purchase, the entity recognises the gain directly in equity as
share of further losses. Additional losses are recognised only to the extent that the Group has incurred legal or constructive
capital reserve, without routing the same through OCI.
obligations or made payments on behalf of the joint venture. If the joint venture subsequently reports profits, the entity resumes
After initial recognition, goodwill is measured at cost less any accumulated impairment losses. For the purpose of impairment recognising its share of those profits only after its share of the profits equals the share of losses not recognised.
testing, goodwill acquired in a business combination is, from the acquisition date, allocated to each of the Group’s cash-
The aggregate of the Group’s share of profit or loss of a joint venture is shown on the face of the Statement of Profit and Loss.
generating units that are expected to benefit from the combination, irrespective of whether other assets or liabilities of the
acquiree are assigned to those units. When necessary, adjustments are made to bring the accounting policies in line with those of the Group. After application of
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Annual Report 2022-23
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS AS AT AND FOR THE YEAR ENDED MARCH 31, 2023 NOTES TO CONSOLIDATED FINANCIAL STATEMENTS AS AT AND FOR THE YEAR ENDED MARCH 31, 2023
the equity method, the Group determines whether it is necessary to recognise an impairment loss on its investment in its joint The functional currency of Berger Paints India Limited, Beepee Coatings Private Limited, STP Limited, SBL Specialty
venture. At each reporting date, the Group determines whether there is objective evidence that the investment in the joint venture Coatings Private Limited, Berger Hesse Wood Coatings Pvt Ltd, Berger Rock Paints Private Limited, Berger Becker Coatings
is impaired. If there is such evidence, the Group calculates the amount of impairment as the difference between the recoverable Private Limited (Joint Venture) and Berger Nippon Paint Automotive Coatings Private Limited (Joint Venture) is Indian Rupee.
amount of the joint venture and its carrying value, and then recognises the loss as ‘Share of profit of a joint venture’ in the The functional currency of other subsidiaries including step down subsidiaries and step-down joint venture included within the
Statement of Profit and Loss. Group are the respective local currencies.
3.3. Current and Non-Current classification Transactions and balances
The Group presents assets and liabilities in the balance sheet based on current/ non-current classification. An asset is treated as Transactions in foreign currencies are initially recorded by the Group’s entities at their respective functional currency spot
current when it is: rates at the date the transaction first qualifies for recognition. However, for practical reasons, the Group uses an average rate if
the average approximates the actual rate at the date of the transaction. Monetary assets and liabilities denominated in foreign
Expected to be realised or intended to be sold or consumed in normal operating cycle
currencies are translated at the functional currency spot rates of exchange at the reporting date.
Held primarily for the purpose of trading
Exchange differences arising on settlement or translation of monetary items are recognised in profit or loss with the exception
Expected to be realised within twelve months after the reporting period, or of the following:
Cash or cash equivalent unless restricted from being exchanged or used to settle a liability for at least twelve months after ► Exchange differences arising on monetary items that forms part of a reporting entity’s net investment in a foreign operation
the reporting period are recognised in profit or loss in the separate financial statements of the reporting entity or the individual financial statements
of the foreign operation, as appropriate. In the financial statements that include the foreign operation and the reporting entity
All other assets are classified as non-current.
(e.g., Consolidated Financial Statements when the foreign operation is a subsidiary), such exchange differences are recognised
A liability is current when: initially in OCI. These exchange differences are reclassified from equity to profit or loss on disposal of the net investment.
It is expected to be settled in normal operating cycle ► Exchange differences arising on monetary items that are designated as part of the hedge of the Group’s net investment of a
It is held primarily for the purpose of trading foreign operation. These are recognised in OCI until the net investment is disposed of, at which time, the cumulative amount is
reclassified to profit or loss.
It is due to be settled within twelve months after the reporting period, or
► Tax charges and credits attributable to exchange differences on those monetary items are also recorded in OCI.
There is no unconditional right to defer the settlement of the liability for at least twelve months after the reporting period
Non-monetary items that are measured in terms of historical cost in a foreign currency are translated using the exchange rates
The terms of the liability that could, at the option of the counterparty, result in its settlement by the issue of equity instruments
at the dates of the initial transactions. Non-monetary items measured at fair value in a foreign currency are translated using
do not affect its classification.
the exchange rates at the date when the fair value is determined. The gain or loss arising on translation of non-monetary items
The Group classifies all other liabilities as non-current. measured at fair value is treated in line with the recognition of the gain or loss on the change in fair value of the item (i.e.,
translation differences on items whose fair value gain or loss is recognised in OCI or Statement of Profit and Loss are also
Deferred tax assets and liabilities are classified as non-current assets and liabilities.
recognised in OCI or Statement of Profit and Loss, respectively).
The operating cycle is the time between the acquisition of assets for processing and their realisation in cash and cash equivalents.
In determining the spot exchange rate to use on initial recognition of the related asset, expense or income (or part of it) on the
The group has identified twelve months as its operating cycle.
derecognition of a non-monetary asset or non-monetary liability relating to advance consideration, the date of the transaction
3.4. Foreign Currencies is the date on which the Group initially recognises the non-monetary asset or non-monetary liability arising from the advance
The Group’s Consolidated Financial Statements are presented in INR, which is also the Parent Company’s functional currency. consideration. If there are multiple payments or receipts in advance, the Group determines the transaction date for each payment
For each entity the Group determines the functional currency and items included in the financial statements of each entity or receipt of advance consideration.
are measured using that functional currency. The Group uses the direct method of consolidation and on disposal of a foreign Group companies
operation the gain or loss that is reclassified to profit or loss reflects the amount that arises from using this method.
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Annual Report 2022-23
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS AS AT AND FOR THE YEAR ENDED MARCH 31, 2023 NOTES TO CONSOLIDATED FINANCIAL STATEMENTS AS AT AND FOR THE YEAR ENDED MARCH 31, 2023
On consolidation, the assets and liabilities of foreign operations are translated into INR at the rate of exchange prevailing at the within the fair value hierarchy, described as follows, based on the lowest level input that is significant to the fair value
reporting date and their Statements of Profit and Loss are translated at exchange rates prevailing at the dates of the transactions. measurement as a whole:
For practical reasons, the group uses an average rate to translate income and expense items, if the average rate approximates the
► Level 1 — Quoted (unadjusted) market prices in active markets for identical assets or liabilities
exchange rates at the dates of the transactions. The exchange differences arising on translation for consolidation are recognised
in OCI. On disposal of a foreign operation, the component of OCI relating to that particular foreign operation is recognised in ► Level 2 — Valuation techniques for which the lowest level input that is significant to the fair value measurement is
Statement of Profit and Loss. directly or indirectly observable
Any goodwill arising in the acquisition/ business combination of a foreign operation and any fair value adjustments to the ► Level 3 — Valuation techniques for which the lowest level input that is significant to the fair value measurement is
carrying amounts of assets and liabilities arising on the acquisition are treated as assets and liabilities of the foreign operation unobservable
and translated at the spot rate of exchange at the reporting date.
For assets and liabilities that are recognised in the Consolidated Financial Statements on a recurring basis, the Group determines
Any goodwill or fair value adjustments arising in business combinations/ acquisitions, which occurred before the date of whether transfers have occurred between levels in the hierarchy by re-assessing categorisation (based on the lowest level input
transition to Ind AS, are treated as assets and liabilities of the entity rather than as assets and liabilities of the foreign operation. that is significant to the fair value measurement as a whole) at the end of each reporting period.
Therefore, those assets and liabilities are non-monetary items already expressed in the functional currency of the Holding For the purpose of fair value disclosures, the Group has determined classes of assets and liabilities on the basis of the nature,
Company and no further translation differences occur. characteristics and risks of the asset or liability and the level of the fair value hierarchy as explained above.
Gain or loss on a subsequent disposal of any foreign operation excludes translation differences that arose before the date of The Group determines the policies and procedures for both recurring fair value measurement, such as unquoted financial assets
transition but includes only translation differences arising after the transition date. measured at fair value, and for non-recurring measurement, such as assets held for sale in discontinued operations, if any.
3.5. Fair Value Measurement External valuers are involved for valuation of significant assets, such as properties and unquoted financial assets, and significant
liabilities, such as contingent consideration. Involvement of external valuers is decided upon annually by the management after
The Group measures financial instruments, such as, derivatives at fair value at each balance sheet date.
discussion with and approval by the Company’s Audit Committee. Selection criteria include market knowledge, reputation,
Fair value is the price that would be received to sell an asset or paid to transfer a liability in an orderly transaction between independence and whether professional standards are maintained.
market participants at the measurement date. The fair value measurement is based on the presumption that the transaction to
At each reporting date, the management analyses the movements in the values of assets and liabilities which are required to
sell the asset or transfer the liability takes place either:
be remeasured or re-assessed as per the Group’s accounting policies. For this analysis, the management verifies the major
In the principal market for the asset or liability, or inputs applied in the latest valuation by agreeing the information in the valuation computation to contracts and other relevant
In the absence of a principal market, in the most advantageous market for the asset or liability documents.
The principal or the most advantageous market must be accessible by the Group. 3.6. Revenue from contract with customer
The fair value of an asset or a liability is measured using the assumptions that market participants would use when pricing the Revenue from contracts with customers is recognised when control of the goods or services are transferred to the customer at
asset or liability, assuming that market participants act in their economic best interest. an amount that reflects the consideration to which the Group expects to be entitled in exchange for those goods or services.
The Group has generally concluded that it is the principal in its revenue arrangements because it typically controls the goods
A fair value measurement of a non-financial asset takes into account a market participant’s ability to generate economic
or services before transferring them to the customer.
benefits by using the asset in its highest and best use or by selling it to another market participant that would use the asset in
Revenue towards satisfaction of a performance obligation is measured at the amount of transaction price (net of variable
its highest and best use.
consideration) allocated to that performance obligation. The transaction price of goods sold and services rendered is net of
The Group uses valuation techniques that are appropriate in the circumstances and for which sufficient data are available to
variable consideration on account of various discounts and schemes offered by the Group as part of the contract, excluding
measure fair value, maximising the use of relevant observable inputs and minimising the use of unobservable inputs. amounts collected on behalf of third parties.
All assets and liabilities for which fair value is measured or disclosed in the Consolidated Financial Statements are categorised
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Annual Report 2022-23
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS AS AT AND FOR THE YEAR ENDED MARCH 31, 2023 NOTES TO CONSOLIDATED FINANCIAL STATEMENTS AS AT AND FOR THE YEAR ENDED MARCH 31, 2023
Sale of Goods 3.7. Government Grants
Revenue from sale of goods is recognised on transfer of control in the goods to customers at a point of time by performance of Government grants and subsidies are recognised where there is reasonable assurance that the grant will be received and all
obligation towards delivery or as per customers’ instruction and the amount of revenue can be measured reliably and recovery of attached conditions will be complied with.
the consideration is probable. The normal credit term is 30 to 90 days upon delivery. The revenue is based on the consideration When the grant or subsidy relates to revenue and is relatable to the corresponding costs, it is recognised as income on a
defined in the contract with a customer, including variable consideration, such as discounts, volume rebates, rights to return or systematic basis in the Statement of Profit and Loss, under Other Operating Revenue, over the periods necessary to match
other contractual reductions. As the period between the date on which the Group transfers the promised goods to the customer them with the related costs, which they are intended to compensate. When the grant or subsidy relates to an asset, it is deducted
and the date on which the customer pays for these goods is generally one year or less, no financing components are considered. from the carrying amount of the asset. The grant is recognised in the Statement of Profit and Loss over the useful life of the
The Group considers whether there are other promises in the contract that are separate performance obligations to which a depreciable asset by way of a reduced depreciation charge.
portion of the transaction price needs to be allocated.
When the Group receives grants of non-monetary assets, the asset and the grant are recorded at fair value amounts and released
The Group provides volume rebates to certain customers once the quantity of products purchased by the customers during the to profit or loss over the expected useful life in a pattern of consumption of the benefit of the underlying asset i.e. by equal
period exceeds a threshold specified in the contract. Generally, rebates are offset against the amounts payable by the customer. annual instalments.
To estimate the variable consideration for the expected future rebates, the Group applies the expected value method.
3.8. Taxes
Certain contracts provide a customer with a right to return the goods within a specified period. The Group uses the expected value
Current Income Tax
method to estimate the goods that will not be returned because this method best predicts the amount of variable consideration
Current income-tax assets and liabilities are measured at the amount expected to be recovered or paid to the taxation authorities
to which the Group will be entitled. The requirements in Ind AS on constraining estimates of variable consideration to are also
in accordance with the Income-tax Act, 1961 enacted in India and tax laws prevailing in the respective tax jurisdictions where
applied in order to determine the amount of variable consideration that can be included in the transaction price.
the Group operates. The tax rates and tax laws used to compute the amount are those that are enacted or substantively enacted,
Revenue from Combined Contracts at the reporting date in the countries where the Group operates and generates taxable income.
The Holding Company provides service related to painting that is bundled together with the sale of goods to a customer. Current income tax relating to items recognised outside profit or loss is recognised outside profit or loss (either in other
Revenue from contracts with customers for combined output comprising of goods and services for which consideration comprehensive income or in equity). Current tax items are recognised in correlation to the underlying transaction either in OCI
receivable by the Group is determined on the basis of surface area painted is recognised at a point of time when such combined or directly in equity. Management periodically evaluates positions taken in the tax returns with respect to situations in which
output is delivered to customers’ satisfaction as per agreed milestones and customers acknowledge their obligation to pay for applicable tax regulations are subject to interpretation and establishes provisions where appropriate. The group shall reflect the
such output in accordance with terms and condition of underlying contracts. Obligations under each milestone are performed effect of uncertainty for each uncertain tax treatment by using either most likely method or expected value method, depending
over short durations of not more than a month. on which method predicts better resolution of the treatment. It establishes provisions where appropriate on the basis of amounts
expected to be paid to the tax authorities.
Interest income
Deferred Tax
Interest income is accrued on a time proportion basis, by reference to the principal outstanding and effective interest rate
applicable. Deferred tax is provided using the liability method, on temporary differences arising between the tax bases of assets and
liabilities and their carrying amounts in the Consolidated Financial Statements at the reporting date. Deferred income tax is not
Dividend income
accounted for if it arises from initial recognition of an asset or liability in a transaction other than a business combination that
Dividend income from investments is recognised when the right to receive payment has been established. at the time of the transaction affects neither accounting profit nor taxable profit (tax loss).
Trade receivables Deferred tax liabilities are recognised for all taxable temporary differences, except:
A receivable represents the Group’s right to an amount of consideration that is unconditional (i.e., only the passage of time ► When the deferred tax liability arises from the initial recognition of goodwill or an asset or liability in a transaction
is required before payment of the consideration is due). Refer to accounting policies of financial assets in sections "Financial that is not a business combination and, at the time of the transaction, affects neither the accounting profit nor taxable
instruments – Initial recognition" and "Financial instruments – Subsequent measurement". profit or loss.
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► In respect of taxable temporary differences associated with investments in subsidiaries and interests in joint ventures, When receivables and payables are stated with the amount of tax included.
when the timing of the reversal of the temporary differences can be controlled and it is probable that the temporary
The net amount of tax recoverable from, or payable to, the taxation authority is included as part of receivables or payables in
differences will not reverse in the foreseeable future.
the balance sheet.
Deferred tax assets are recognised for all deductible temporary differences and unused tax losses only if it is probable that
future taxable amounts will be available to utilise those temporary differences and losses. 3.9. Property, Plant and Equipment
The carrying amount of deferred tax assets is reviewed at each reporting date and reduced to the extent that it is no longer Property, plant and equipment (PPE) and Capital work in progress are carried at cost of acquisition, on current cost basis less
probable that sufficient taxable profit will be available to allow all or part of the deferred tax asset to be utilised. Unrecognised accumulated depreciation and accumulated impairment losses, if any. Cost comprises purchase price and directly attributable
deferred tax assets are re-assessed at each reporting date and are recognised to the extent that it has become probable that future cost of bringing the asset to its working condition for the intended use. Any trade discounts and rebates are deducted in arriving
taxable profits will allow the deferred tax asset to be recovered. at the purchase price. Such cost includes the cost of replacing part of the plant and equipment and borrowing costs for long-
term construction projects if the recognition criteria are met. Machinery spares which can be used only in connection with an
In assessing the recoverability of deferred tax assets, the Group relies on the same forecast assumptions used elsewhere in
item of property, plant and equipment and whose use is expected to be irregular are capitalised and depreciated over the useful
the financial statements and in other management reports, which, among other things, reflect the potential impact of climate-
related development on the business, such as increased cost of production as a result of measures to reduce carbon emission. life of the principal item of the relevant assets. When significant parts of plant and equipment are required to be replaced at
intervals, the Group depreciates them separately based on their specific useful lives. Likewise, when a major inspection is
Deferred tax assets and liabilities are measured at the tax rates that are expected to apply in the year when the asset is realised
performed, its cost is recognised in the carrying amount of the plant and equipment as a replacement if the recognition criteria
or the liability is settled, based on tax rates (and tax laws) that have been enacted or substantively enacted at the reporting date.
are satisfied. All other repair and maintenance costs are recognised in Statement of Profit and Loss as incurred. The present
Deferred tax assets and liabilities are offset when there is a legally enforceable right to offset current tax assets and liabilities value of the expected cost for the decommissioning of an asset after its use is included in the cost of the respective asset if
and when the deferred tax balances relate to the same taxation authority. Current tax assets and tax liabilities are offset where the recognition criteria for a provision are met. Refer to Note 44 regarding significant accounting judgements, estimates and
the entity has a legally enforceable right to offset and intends either to settle on a net basis, or to realise the asset and settle the assumptions and provisions for further information about the recorded decommissioning provision.
liability simultaneously in each future period in which significant amounts of deferred tax liabilities or assets are expected to
Subsequent expenditure would be recognized in the carrying amount of PPE when that cost/ expense would meet the recognition
be settled or recovered.
criteria given in paragraph 7 of Ind AS 16 i.e., it is probable that future economic benefits associated with the item will flow
Current and deferred tax is recognised in Statement of Profit and Loss, except to the extent that it relates to items recognised
to the entity and the cost of the item can be measured reliably.
in Other Comprehensive Income (OCI) or directly in equity. In this case, the tax is also recognised in OCI or directly in equity,
respectively. Depreciation is provided on Straight Line Method over the useful lives of property, plant and equipment as estimated by
management. Pursuant to Notification of Schedule II of the Companies Act, 2013 depreciation is provided prorata basis on
In the situations where the Group is entitled to a tax holiday under the Income-tax Act, 1961 enacted in India or tax laws
straight line method at the rates determined based on estimated useful lives of property, plant and equipment where applicable,
prevailing in the respective tax jurisdictions where it operates, no deferred tax (asset or liability) is recognized in respect of
prescribed under Schedule II to the Companies Act 2013 with the exception of the following items for which useful lives as
temporary differences which reverse during the tax holiday period, to the extent the Group’s gross total income is subject to the
estimated by management based on technical evaluation are different from those specified in aforesaid Schedule II:
deduction during the tax holiday period. Deferred tax in respect of temporary differences which reverse after the tax holiday
period is recognized in the year in which the temporary differences originate. However, the Group restricts recognition of • Plant and Machinery: 3 years to 21.05 years
deferred tax assets to the extent that it has become reasonably certain or virtually certain, as the case may be, that sufficient • Motor Vehicles: 6.67 years
future taxable income will be available against which such deferred tax assets can be realized. For recognition of deferred • Tinting Machines: Based on useful lives of 60 months
taxes, the temporary differences which originate first are considered to reverse first.
• No depreciation is provided on freehold land
Goods and Service tax paid on acquisition of assets or on incurring expenses
An item of property, plant and equipment and any significant part initially recognised is derecognised upon disposal or when no
Expenses and assets are recognised net of the amount of Goods and Service tax paid, except: future economic benefits are expected from its use or disposal. Any gain or loss arising on derecognition of the asset (calculated
When the tax incurred on a purchase of assets or services is not recoverable from the taxation authority, in which case, the as the difference between the net disposal proceeds and the carrying amount of the asset) is included in the Statement of Profit
tax paid is recognised as part of the cost of acquisition of the asset or as part of the expense item, as applicable. and Loss when the asset is derecognised.
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NOTES TO CONSOLIDATED FINANCIAL STATEMENTS AS AT AND FOR THE YEAR ENDED MARCH 31, 2023 NOTES TO CONSOLIDATED FINANCIAL STATEMENTS AS AT AND FOR THE YEAR ENDED MARCH 31, 2023
The residual values, useful lives and methods of depreciation of property, plant and equipment are reviewed at each financial Development is the application of research findings or other knowledge to a plan or design for the production of new or
year end and adjusted prospectively, if appropriate. In particular, the Group considers the impact of health, safety and substantially improved materials, devices, products, processes, systems or services before the start of commercial production
environmental legislation in its assessment of expected useful lives and estimated residual values. or use. An intangible asset arising from development is recognised if, and only if, the following criteria are met:
3.9.1 Capital work in progress (a) it is technically feasible to complete the intangible asset so that it will be available for use or sale.
Cost of assets not ready for intended use, as the balance sheet date, is shown as capital work in progress. (b) the Group intends to complete the intangible asset and use or sell it.
Capital work in progress is stated at cost, net of accumulated impairment loss, if any. (c) the Group has ability to use or sell the intangible asset.
3.10. Intangible Assets (d) the Group can demonstrate how the intangible asset will generate probable future economic benefits.
Intangible Assets are recognized only when future economic benefits arising out of the assets flow to the enterprise and (e) the Group has adequate technical, financial and other resources to complete the development and to use or sell the
are amortised over their useful life ranging from 3 to 5 years. Intangible assets acquired separately are measured on initial intangible asset.
recognition at cost. Following initial recognition, intangible assets are carried at cost less any accumulated amortisation and (f) the Group has ability to measure reliably the expenditure attributable to the intangible asset during its development.
accumulated impairment losses, if any. Internally generated intangibles, excluding capitalised development costs, are not
Following initial recognition of the development expenditure as an asset, the asset is carried at cost less any accumulated
capitalised and the related expenditure is reflected in Statement of Profit and Loss in the period in which the expenditure is
amortisation and accumulated impairment losses. Amortisation of the asset begins when development is complete and the
incurred.
asset is available for use. It is amortised over the period of expected future benefit. Amortisation expense is recognised in the
The useful lives of intangible assets are assessed as either finite or indefinite. Statement of Profit and Loss unless such expenditure forms part of carrying value of another asset.
Intangible assets with finite lives are amortised over the useful economic life and assessed for impairment whenever there is During the period of development, the asset is tested for impairment annually.
an indication that the intangible asset may be impaired. The amortisation period and the amortisation method for an intangible
asset with a finite useful life are reviewed at least at the end of each reporting period. Changes in the expected useful life or the 3.12. Borrowing Costs
expected pattern of consumption of future economic benefits embodied in the asset are considered to modify the amortisation Borrowing costs directly attributable to the acquisition, construction or production of an asset that necessarily takes a substantial
period or method, as appropriate, and are treated as changes in accounting estimates. The amortisation expense on intangible period of time to get ready for its intended use or sale are capitalised as part of the cost of the asset. Borrowing Costs include
assets with finite lives is recognised in the Statement of Profit and Loss unless such expenditure forms part of carrying value interest, amortisation of ancillary costs incurred and exchange differences arising from foreign currency borrowings to the
of another asset. extent they are regarded as an adjustment to the borrowing costs. Discount on Commercial papers is amortised over the tenor
Intangible assets with indefinite useful lives are not amortised, but are tested for impairment annually, either individually or at of the underlying instrument. Borrowing Costs, allocated to and utilised for qualifying assets, pertaining to the period from
the cash-generating unit level. The assessment of indefinite life is reviewed annually to determine whether the indefinite life commencement of activities relating to construction / development of the qualifying asset upto the date the asset is ready for
continues to be supportable. If not, the change in useful life from indefinite to finite is made on a prospective basis. its intended use is added to the cost of the assets. Capitalisation of Borrowing Costs is suspended and charged to the Statement
of Profit and Loss during extended periods when active development activity on the qualifying assets is interrupted. All other
An intangible asset is derecognised upon disposal (i.e., at the date the recipient obtains control) or when no future economic
borrowing costs are expensed in the period they occur.
benefits are expected from its use or disposal.
Gains or losses arising from derecognition of an intangible asset are measured as the difference between the net disposal 3.13. Leases
proceeds and the carrying amount of the asset and are recognised in the Statement of Profit and Loss when the asset is The Group assesses at contract inception whether a contract is, or contains, a lease. That is, if the contract conveys the right to
derecognised. control the use of an identified asset for a period of time in exchange for consideration.
3.11. Research and Development As a lessee
Research is original and planned investigation undertaken with the prospect of gaining new scientific or technical knowledge The Group applies a single recognition and measurement approach for all leases, except for short-term leases and leases of
and understanding. Expenditure incurred on research of an internal project is recognised as an expense in Statement of Profit low-value assets. The Group recognises lease liabilities to make lease payments and right-of-use assets representing the right
and Loss, when it is incurred. to use the underlying assets.
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i) Right-of-use assets As a lessor
The Group recognises right-of-use assets at the commencement date of the lease (i.e., the date the underlying asset is available Leases in which the Group does not transfer substantially all the risks and rewards of ownership of an asset are classified as
for use). Right-of-use assets are measured at cost, less any accumulated depreciation and impairment losses, and adjusted operating leases. Rental income from operating lease is recognised on a straight-line basis over the term of the relevant lease.
for any remeasurement of lease liabilities. The cost of right-of-use assets includes the present value of lease payments to be Initial direct costs incurred in negotiating and arranging an operating lease are added to the carrying amount of the leased asset
made over the lease term, initial direct costs incurred, and lease payments made at or before the commencement date less any and recognised over the lease term on the same basis as rental income. Contingent rents are recognised as revenue in the period
lease incentives received. Right-of-use assets are depreciated on a straight-line basis over the shorter of the lease term and the in which they are earned.
estimated useful lives of the assets, as follows:
3.14. Inventories
• Leasehold Land and Building 2 years to 99 years
Raw materials, stores and spares and packing materials are valued at lower of cost and estimated net realisable value. Cost
If ownership of the leased asset transfers to the group at the end of the lease term or the cost reflects the exercise of a purchase
includes cost of purchase and other costs incurred in bringing the inventories to their present location and condition. Cost is
option, depreciation is calculated using the estimated useful life of the asset.
determined on weighted average basis. However, materials and other items held for use in the production of inventories are not
The right-of-use assets are also subject to impairment. Refer to the accounting policies in section 3.15 Impairment of written down below cost if the finished products in which they will be incorporated are expected to be sold are at or above cost.
non-financial assets.
Finished goods and Work-in-process are stated at the lower of cost and estimated net realisable value. Cost of inventories
ii) Lease Liabilities constitutes direct materials and labour and a proportion of manufacturing overheads based on normal operating capacity.
At the commencement date of the lease, the Group recognises lease liabilities measured at the present value of lease payments Traded goods are valued at lower of cost and net realizable value. Cost includes cost of purchase and other costs incurred in
to be made over the lease term. The lease payments include fixed payments (including in substance fixed payments) less any bringing the inventories to their present location and condition. Cost is determined on a weighted average basis.
lease incentives receivable, variable lease payments that depend on an index or a rate, and amounts expected to be paid under
Net realizable value is the estimated selling price in the ordinary course of business, less estimated costs of completion and
residual value guarantees. The lease payments also include the exercise price of a purchase option reasonably certain to be
estimated costs necessary to make the sale.
exercised by the group and payments of penalties for terminating the lease, if the lease term reflects the group exercising the
option to terminate. Variable lease payments that do not depend on an index or a rate are recognised as expenses (unless they The comparison of cost and net realizable value is made on an item-by-item basis.
are incurred to produce inventories) in the period in which the event or condition that triggers the payment occurs. Provision is recognised for damaged, defective or obsolete stocks where necessary. Cost of all inventories is determined using
In calculating the present value of lease payments, the Group uses its incremental borrowing rate at the lease commencement weighted average method of valuation.
date because the interest rate implicit in the lease is not readily determinable. After the commencement date, the amount
3.15. Impairment of non-financial assets
of lease liabilities is increased to reflect the accretion of interest and reduced for the lease payments made. In addition, the
The Group assesses at each reporting date whether there is an indication that an asset including goodwill may be impaired.
carrying amount of lease liabilities is remeasured if there is a modification, a change in the lease term, a change in the lease
If any indication exists, the Group estimates the asset’s recoverable amount. An asset’s recoverable amount is the higher of
payments (e.g., changes to future payments resulting from a change in an index or rate used to determine such lease payments)
an asset’s or cash-generating unit’s (CGU) net selling price and its value in use. The recoverable amount is determined for
or a change in the assessment of an option to purchase the underlying asset.
an individual asset, unless the asset does not generate cash inflows that are largely independent of those from other assets
The Group’s lease liabilities are included in Note 48.
or groups of assets. Where the carrying amount of an asset or CGU exceeds its recoverable amount, the asset is considered
iii) Short-term leases and leases of low-value assets impaired and is written down to its recoverable amount.
The Group applies the short-term lease recognition exemption to its short-term leases of properties taken on rent (i.e., those In assessing value in use, the estimated future cash flows are discounted to their present value using a pre-tax discount rate that
leases that have a lease term of 12 months or less from the commencement date and do not contain a purchase option). It also reflects current market assessments of the time value of money and the risks specific to the asset. In determining net selling
applies the lease of low-value assets recognition exemption to properties that are of low value. Lease payments on short-term price, recent market transactions are taken into account, if available. If no such transactions can be identified, an appropriate
leases and leases of low-value assets are recognised as expense on a straight-line basis over the lease term. valuation model is used.
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NOTES TO CONSOLIDATED FINANCIAL STATEMENTS AS AT AND FOR THE YEAR ENDED MARCH 31, 2023 NOTES TO CONSOLIDATED FINANCIAL STATEMENTS AS AT AND FOR THE YEAR ENDED MARCH 31, 2023
For assets excluding goodwill, an assessment is made at each reporting date to determine whether there is an indication that If the Group has a contract that is onerous, the present obligation under the contract is recognised and measured as a provision.
previously recognised impairment losses no longer exist or have decreased. If such indication exists, the Group estimates the However, before a separate provision for an onerous contract is established, the Group recognises any impairment loss that has
asset’s or CGU’s recoverable amount. A previously recognised impairment loss is reversed only if there has been a change in occurred on assets dedicated to that contract.
the assumptions used to determine the asset’s recoverable amount since the last impairment loss was recognised. The reversal
An onerous contract is a contract under which the unavoidable costs (i.e., the costs that the Group cannot avoid because
is limited so that the carrying amount of the asset does not exceed its recoverable amount, nor exceed the carrying amount that
it has the contract) of meeting the obligations under the contract exceed the economic benefits expected to be received
would have been determined, net of depreciation, had no impairment loss been recognised for the asset in prior years. Such
under it. The unavoidable costs under a contract reflect the least net cost of exiting from the contract, which is the lower
reversal is recognised in the statement of profit and loss unless the asset is carried at a revalued amount, in which case, the
reversal is treated as a revaluation increase. of the cost of fulfilling it and any compensation or penalties arising from failure to fulfil it. The cost of fulfilling a contract
comprises the costs that relate directly to the contract (i.e., both incremental costs and an allocation of costs directly related to
Goodwill is tested for impairment annually and when circumstances indicate that the carrying value may be impaired.
contract activities).
Impairment is determined for goodwill by assessing the recoverable amount of each CGU (or group of CGUs) to which the
A contingent liability is a possible obligation that arises from past events whose existence will be confirmed by the occurrence
goodwill relates. When the recoverable amount of the CGU is less than it’s carrying amount, an impairment loss is recognised.
or non‐occurrence of one or more uncertain future events beyond the control of the Group or a present obligation that is not
Impairment losses relating to goodwill cannot be reversed in future periods.
recognized because it is not probable that an outflow of resources will be required to settle the obligation. The Group does not
Intangible assets with indefinite useful lives are tested for impairment annually at the CGU level, as appropriate, and when
recognize a contingent liability but discloses its existence in the Consolidated Financial Statements.
circumstances indicate that the carrying value may be impaired.
3.17. Employee Benefits
The Group assesses where climate risks could have a significant impact, such as the introduction of emission-reduction
legislation that may increase manufacturing costs, etc. These risks in relation to climate-related matters are included as key Short-term Employee Benefits:
assumptions where they materially impact the measure of recoverable amount. These assumptions have been included in the
Liabilities for short-term employee benefits that are expected to be settled wholly within 12 months after the end of the period
cash-flow forecasts in assessing value-in-use amounts, as applicable.
in which the employees render the related service are recognised in respect of employees' services up to the end of the reporting
3.16. Provisions and Contingencies period and are measured at the amounts expected to be paid when the liabilities are settled. The liabilities are presented as
A provision is recognized when the Group has a present obligation (legal or constructive) as a result of past event; it is probable 'Employee Benefits Payable' within 'Other Financial Liabilities' in the Balance Sheet.
that an outflow of resources embodying economic benefits will be required to settle the obligation and a reliable estimate can Post-employment Benefits:
be made of the amount of the obligation. The expense relating to a provision is presented in the Statement of Profit and Loss.
I. Defined Contribution Plan
If the effect of the time value of money is material, provisions are discounted using a current pre-tax rate that reflects, when
a. Superannuation
appropriate, the risks specific to the liability. When discounting is used, the increase in the provision due to the passage of time
is recognised as a finance cost. Contribution made to Superannuation Fund for certain employees of the Holding Company are recognised in the
Statement of Profit and Loss as and when services are rendered by employees. The Holding Company has no liability
The Group records a provision for decommissioning costs for its certain manufacturing facilities. Decommissioning costs are
for future Superannuation Fund benefits other than its contribution.
provided at the present value of expected costs to settle the obligation using estimated cash flows and are recognised as part
of the cost of the particular asset. The cash flows are discounted at a current pre-tax rate that reflects the risks specific to the b. Provident Fund
decommissioning liability. The unwinding of the discount is expensed as incurred and recognised in the Statement of Profit
Contributions in respect of Employees of Holding Company who are not covered by Holding Company’s Employees
and Loss as a finance cost. The estimated future costs of decommissioning are reviewed annually and adjusted as appropriate.
Provident Fund Trust and in respect of other employees of the Group are made to the Fund administered by the
Changes in the estimated future costs or in the discount rate applied are added to or deducted from the cost of the asset.
Regional Provident Fund Commissioner as per the provisions of Employees’ Provident Fund and Miscellaneous
The impact of climate-related matters on remediation of environmental damage is considered with determining the Provisions Act, 1952 and are charged to Statement of Profit and Loss as and when services are rendered by employees.
decommissioning liability on the manufacturing facility. The Group has no obligation other than the contribution payable to the Regional Provident fund.
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NOTES TO CONSOLIDATED FINANCIAL STATEMENTS AS AT AND FOR THE YEAR ENDED MARCH 31, 2023 NOTES TO CONSOLIDATED FINANCIAL STATEMENTS AS AT AND FOR THE YEAR ENDED MARCH 31, 2023
II. Defined Benefit Plan Aforesaid cost of stock options is recognised, together with a corresponding increase in Employee Stock Options outstanding
a. Gratuity account in equity, over the period in which the performance and/or service conditions are fulfilled in employee benefits
expense. The cumulative expense recognised for equity-settled transactions at each reporting date until the vesting date
Every employee who has completed five years or more of service is entitled to Gratuity as per the provisions of
reflects the extent to which the vesting period has expired and the Holding Company’s best estimate of the number of equity
The Payment of Gratuity Act, 1972. Retirement Gratuity for employees of the Holding Company, is funded through
a scheme of Life Insurance Corporation of India. The costs of providing benefits under this plan are determined instruments that will ultimately vest. The Statement of Profit and Loss expense or credit for a period represents the movement
on the basis of actuarial valuation using the projected unit credit method at each year-end. Actuarial gains/losses in cumulative expense recognised as at the beginning and end of that period and is recognised in employee benefits expense.
are immediately recognised in retained earnings through Other Comprehensive Income in the period in which they
The dilutive effect of outstanding options is reflected as additional share dilution in the computation of diluted earnings
occur. Re-measurements are not re-classified to Statement of Profit and Loss in subsequent periods. The excess /
per share.
shortfall in the fair value of the plan assets over the present value of the obligation calculated as per actuarial methods
as at balance sheet dates is recognised as a gain / loss in the Statement of Profit and Loss. Any asset arising out of If the options vests in instalments (i.e., the options vest pro rata over the service period), then each instalment is treated as a
this calculation is limited to the past service cost plus the present value of available refunds and reduction in separate share option grant because each instalment has a different vesting period.
future contributions.
3.19. Cash and Cash Equivalents
b. Provident Fund
Cash and cash equivalent for the purpose of presentation in Cash Flow Statement and in the balance sheet comprise cash at
In respect of the employees covered by the Parent Company’s Employee Provident Fund Trust in Point I b in the
banks and on hand and short-term deposits with an original maturity of three months or less that are readily convertible to
previous page, contributions to the Parent Company’s Employees Provident Fund Trust (administered by the Parent
Company as per the provisions of Employees' Provident Fund and Miscellaneous Provisions Act, 1952) are made known amounts of cash, which are subject to an insignificant risk of changes in value.
in accordance with the fund rules. The interest rate payable to the beneficiaries every year is being notified by
3.20. Forward Currency Contracts
the Government.
The Group uses forward currency contracts to hedge its foreign currency risks. Such forward currency contracts are initially
In the case of contribution to the Trust, the Parent Company has an obligation to make good the shortfall, if any,
between the return from the investments of the Trust and the notified interest rate and recognizes such obligation, if measured at fair value on the date on which a forward currency contract is entered into and are subsequently re-measured at
any, determined based on an actuarial valuation as at the balance sheet date, as an expense. fair value. Forward currency contracts are carried as financial assets when the fair value is positive and as financial liabilities
when the fair value is negative. Changes in the fair value of forward contracts are recognized in the Statement of Profit and
III. Long Term Compensated Absences
Loss as they arise.
The Group treats accumulated leave to the extent such leave are carried forward as long-term employee benefit for
measurement purposes. Such long-term compensated absences are provided for based on the actuarial valuation using 3.21. Earnings Per Share
the projected unit credit method at the year-end. Actuarial gains/losses are immediately taken to the Statement of Profit
Basic Earnings Per Share is calculated by dividing the net profit or loss for the period attributable to equity shareholders by
and Loss and are not deferred. The Group presents the leave as a current liability in the balance sheet, to the extent it
the weighted average number of equity shares outstanding during the period. For the purpose of calculating diluted earnings
does not have an unconditional right to defer its settlement for 12 months after the reporting date. Where Group has the
unconditional legal and contractual right to defer the settlement for a period beyond 12 months, the same is presented as per share, the net profit or loss for the period attributable to equity shareholders and the weighted average number of shares
non-current liability. outstanding during the period is adjusted for the effects of all dilutive potential equity shares.
3.18. Employees Stock Option The weighted average number of equity shares outstanding during the period and for all periods presented is adjusted for
events, such as bonus shares, other than the conversion of potential equity shares that have changed the number of equity
Stock options are granted to the employees under the stock option scheme. The cost of stock options granted to the employees
(equity-settled awards) of the Parent Company is the difference between fair value of equity instruments granted and the shares outstanding, without a corresponding change in resources.
price at which options may be exercised by concerned employees. For each stock option, the measurement of fair value is
3.22. Financial Instruments
performed on the grant date. The grant date is the date on which the Parent Company and the employees agree to the stock
option scheme. The fair value so determined is revised only if the stock option scheme is modified in a manner that is beneficial A financial instrument is any contract that gives rise to a financial asset of one entity and a financial liability or equity
to the employees. instrument of another entity.
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NOTES TO CONSOLIDATED FINANCIAL STATEMENTS AS AT AND FOR THE YEAR ENDED MARCH 31, 2023 NOTES TO CONSOLIDATED FINANCIAL STATEMENTS AS AT AND FOR THE YEAR ENDED MARCH 31, 2023
A. Financial assets This assessment is referred to as the Solely Payments of Principal and Interest (SPPI) test and is performed at an
instrument level. Financial assets with cash flows that are not SPPI are classified and measured at fair value through
i. Initial recognition and measurement
profit or loss, irrespective of the business model.
All financial assets are recognised initially at fair value plus, in the case of financial assets not recorded at fair value
After initial measurement, such financial assets are subsequently measured at amortised cost using the effective interest
through profit or loss, transaction costs that are attributable to the acquisition of the financial asset.
rate (EIR) method. Amortised cost is calculated by taking into account any discount or premium on acquisition and
However, trade receivables that do not contain a significant financing component are measured at transaction price.
fees or costs that are an integral part of the EIR. The EIR amortisation is included in Other Income in the Statement of
The Group has elected the practical expedient in Ind AS 115 about the existence of significant financing component
Profit and Loss. The losses arising from impairment are recognised in the Statement of Profit and Loss. This category
and the disclosures pertaining to contracts with original expected duration of one year or less and contracts where
generally applies to trade and other receivables.
revenue recognised corresponds to the value transferred to customer typically involving sales of products.
Equity investments
In order for a financial asset to be classified and measured at amortised cost or fair value through OCI, it needs to give
rise to cash flows that are ‘solely payments of principal and interest (SPPI)’ on the principal amount outstanding. This All equity investments in scope of Ind-AS 109 are measured at fair value other than equity investments measured at
assessment is referred to as the SPPI test and is performed at an instrument level. Financial assets with cash flows deemed cost on first time adoption of Ind AS. Equity instruments which are held for trading are classified as at Fair
that are not SPPI are classified and measured at fair value through profit or loss, irrespective of the business model. Value Through Profit or Loss (FVTPL). For all other equity instruments, the Group decides to classify the same either
as at FVTOCI or FVTPL. The Group makes such election on an instrument-by-instrument basis. The classification is
The Group’s business model for managing financial assets refers to how it manages its financial assets in order to
generate cash flows. The business model determines whether cash flows will result from collecting contractual cash made on initial recognition and is irrevocable.
flows, selling the financial assets, or both. Financial assets classified and measured at amortised cost are held within If the Group decides to classify an equity instrument at FVTOCI, then all fair value changes on the instrument,
a business model with the objective to hold financial assets in order to collect contractual cash flows while financial excluding dividends, are recognized in the OCI. There is no recycling of the amounts from OCI to Statement of Profit
assets classified and measured at fair value through OCI are held within a business model with the objective of both and Loss, even on sale of investment. However, the Group may transfer the cumulative gain or loss within equity.
holding to collect contractual cash flows and selling.
Equity instruments included within the FVTPL category are measured at fair value with all changes recognized in the
Purchases or sales of financial assets that require delivery of assets within a time frame established by regulation Statement of Profit and Loss.
or convention in the marketplace (regular way trades) are recognised on the trade date, i.e., the date that the Group
iii. De-recognition
commits to purchase or sell the asset.
A financial asset (or, where applicable, a part of a financial asset or part of a Group of similar financial assets) is
ii. Subsequent measurement
primarily derecognised when:
For purposes of subsequent measurement, financial assets are classified in below categories:
The rights to receive cash flows from the asset have expired, or
Debt instruments at amortised cost
The Group has transferred substantially all the risks and rewards of the asset
Equity instruments measured at fair value through other comprehensive income (FVTOCI)
iv. Impairment of financial assets
Financial assets at fair value through profit or loss .
In accordance with Ind-AS 109, the Group applies expected credit loss (ECL) model for measurement and recognition
Debt instruments at amortised cost other than derivative contracts
of impairment loss on the following financial assets and credit risk exposure:
A ‘debt instrument’ is measured at the amortised cost if both the following conditions are met:
• Financial assets that are debt instruments, and are measured at amortised cost e.g., loans, debt securities, deposits,
The asset is held within a business model whose objective is to hold assets for collecting contractual cash trade receivables and bank balance
flows, and
The Group follows ‘simplified approach’ for recognition of impairment loss allowance on Trade receivables.
Contractual terms of the asset give rise on specified dates to cash flows that are solely payments of principal
The application of simplified approach does not require the Group to track changes in credit risk. Rather,
and interest (SPPI) on the principal amount outstanding.
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NOTES TO CONSOLIDATED FINANCIAL STATEMENTS AS AT AND FOR THE YEAR ENDED MARCH 31, 2023 NOTES TO CONSOLIDATED FINANCIAL STATEMENTS AS AT AND FOR THE YEAR ENDED MARCH 31, 2023
it recognises impairment loss allowance based on lifetime ECLs at each reporting date, right from its ii. Subsequent measurement
initial recognition.
The measurement of financial liabilities depends on their classification, as described below:
Lifetime ECL are the expected credit losses resulting from all possible default events over the expected life of Financial liabilities at fair value through profit or loss (FVTPL)
a financial instrument. ECL is the difference between all contractual cash flows that are due to the Group in
Financial liabilities at fair value through profit or loss include derivatives, financial liabilities held for trading and
accordance with the contract and all the cash flows that the entity expects to receive, discounted at the original
financial liabilities designated upon initial recognition as at fair value through profit or loss. Financial liabilities are
EIR. When estimating the cash flows, an entity is required to consider:
classified as held for trading if they are incurred for the purpose of repurchasing in the near term. This category also
• All contractual terms of the financial instrument (including prepayment, extension, call and similar options) includes derivative financial instruments entered into by the Group that are not designated as hedging instruments in
over the expected life of the financial instrument. However, in rare cases when the expected life of the financial hedge relationships as defined by Ind AS 109. Separated embedded derivatives are also classified as held for trading
instrument cannot be estimated reliably, then the entity is required to use the remaining contractual term of the unless they are designated as effective hedging instruments.
financial instrument
Gains or losses on liabilities held for trading are recognised in the Statement of Profit and Loss.
• Cash flows from the sale of collateral held or other credit enhancements that are integral to the contractual terms
Financial liabilities designated upon initial recognition at fair value through profit or loss are designated as such at
As a practical expedient, the Group uses a provision matrix to determine impairment loss allowance on portfolio the initial date of recognition, and only if the criteria in Ind AS 109 are satisfied. For liabilities designated as FVTPL,
of its trade receivables. The provision matrix is based on its historically observed default rates over the expected fair value gains/ losses attributable to changes in own credit risks are recognized in OCI. These gains/ loss are not
life of the trade receivables and is adjusted for forward-looking estimates. At every reporting date, the historical subsequently transferred to SPL. However, the Group may transfer the cumulative gain or loss within equity. All other
observed default rates are updated and changes in the forward-looking estimates are analysed. changes in fair value of such liability are recognised in the Statement of Profit and Loss.
ECL impairment loss allowance (or reversal) recognized during the period is recognized as income/expense in Trade Payables
the Statement of Profit and Loss (SPL). This amount is reflected under the head ‘other expenses’ in the SPL. The Trade payables represent liabilities for goods and services provided to the Group prior to the end of financial year
balance sheet presentation for various financial instruments is described below: which are unpaid. Trade and other payables are presented as current liabilities unless payment is not due within 12
• Financial assets measured at amortised cost: ECL is presented as an allowance, i.e., as an integral part of the months after the reporting period. They are recognised initially at their fair value and subsequently measured at
measurement of those assets in the balance sheet. The allowance reduces the net carrying amount. Until the asset amortised cost using the effective interest method.
meets write-off criteria, the Group does not reduce impairment allowance from the gross carrying amount. Loans and borrowings
For assessing increase in credit risk and impairment loss, the Group combines financial instruments on the After initial recognition, interest-bearing loans and borrowings are subsequently measured at amortised cost using the
basis of shared credit risk characteristics with the objective of facilitating an analysis that is designed to enable EIR method. Gains and losses are recognised in Statement of Profit and Loss when the liabilities are derecognised as
significant increases in credit risk to be identified on a timely basis. well as through the EIR amortisation process.
B. Financial liabilities Amortised cost is calculated by taking into account any discount or premium on acquisition and fees or costs that
are an integral part of the EIR. The EIR amortisation is included as finance costs in the Statement of Profit and Loss.
i. Initial recognition and measurement
Financial guarantee contracts
Financial liabilities are classified, at initial recognition, as financial liabilities at fair value through profit or loss, loans
and borrowing or payables, as appropriate. Financial guarantee contracts issued by the Group are those contracts that require a payment to be made to reimburse
the lender for a loss it incurs because the specified borrower fails to make a payment when due in accordance with the
All financial liabilities are recognised initially at fair value and, in the case of loans and borrowings and payables, net
terms of a loan agreement. Financial guarantee contracts are recognised initially as a liability at fair value, adjusted for
of directly attributable transaction costs.
transaction costs that are directly attributable to the issuance of the guarantee. Subsequently, the liability is measured
The Group’s financial liabilities include trade and other payables, loans and borrowings including bank overdrafts at the higher of the amount of loss allowance determined as per impairment requirements of Ind AS 109 and the
and financial guarantee contracts. amount recognised less cumulative amortisation.
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NOTES TO CONSOLIDATED FINANCIAL STATEMENTS AS AT AND FOR THE YEAR ENDED MARCH 31, 2023 NOTES TO CONSOLIDATED FINANCIAL STATEMENTS AS AT AND FOR THE YEAR ENDED MARCH 31, 2023
De-recognition Offsetting of financial instruments
A financial liability is derecognised when the obligation under the liability is discharged or cancelled or expires. Financial assets and financial liabilities are offset and the net amount is reported in the balance sheet if there is a
When an existing financial liability is replaced by another from the same lender on substantially different terms, or currently enforceable legal right to offset the recognised amounts and there is an intention to settle on a net basis,
the terms of an existing liability are substantially modified, such an exchange or modification is treated as the de- to realise the assets and settle the liabilities simultaneously. The legally enforceable right must not be contingent on
future events and must be enforceable in the normal course of business and in the event of default, insolvency or
recognition of the original liability and the recognition of a new liability. The difference in the respective carrying
bankruptcy of the Group or the counterparty.
amounts is recognised in the Statement of Profit and Loss.
3.23. Cash dividend to equity holders of the Parent Company
Reclassification of Financial Assets and Liabilities:
The Holding Company recognises a liability to make cash distributions to equity holders of the Parent Company when the
The Group determines classification of financial assets and liabilities on initial recognition. After initial recognition,
distribution is authorised and the distribution is no longer at the discretion of the Parent Company. As per the corporate laws
no reclassification is made for financial assets which are equity instruments and financial liabilities. For financial
in India, a distribution is authorised when it is approved by the shareholders. A corresponding amount is recognised directly
assets which are debt instruments, a reclassification is made only if there is a change in the business model for in equity.
managing those assets. Changes to the business model are expected to be infrequent. The Group’s senior management
3.24. Operating Segments
determines change in the business model as a result of external or internal changes which are significant to the
Group’s operations. Such changes are evident to external parties. A change in the business model occurs when the The Business Process and Risk Management Committee of the Parent Company, approved by the Board of Directors and Audit
Group either begins or ceases to perform an activity that is significant to its operations. If the Group reclassifies Committee performs the function of allotment of resources and assessment of performance of the Group. Considering the level
financial assets, it applies the reclassification prospectively from the reclassification date which is the first day of the of activities performed, frequency of their meetings and level of finality of their decisions, the Parent Company has identified
that Chief Operating Decision Maker function is being performed by the Business Process and Risk Management Committee.
immediately next reporting period following the change in business model. The Group does not restate any previously
The financial information presented to the Business Process and Risk Management Committee in the context of results and
recognised gains, losses (including impairment gains or losses) or interest.
for the purposes of approving the annual operating plan is on a consolidated basis for various products of the Group. As the
The following table shows various reclassification and how they are accounted for: Group’s business activity falls within a single business segment viz., ‘Paints’ and the sales substantially being in the domestic
market, the Consolidated Financial Statement are reflective of the information required by Ind AS 108 “Operating Segments”.
Original classification Revised classification Accounting treatment
Amortised cost FVTPL Fair value is measured at reclassification date. Difference between 3.25. Events after reporting date:
previous amortized cost and fair value is recognised in profit or
loss. Where events occurring after the Balance Sheet date provide evidence of conditions that existed at the end of the reporting
FVTPL Amortised Cost Fair value at reclassification date becomes its new gross carrying period, the impact of such events is adjusted within the Financial Statements. Otherwise, events after the Balance Sheet date
amount. EIR is calculated based on the new gross carrying of material size or nature are only disclosed.
amount.
Amortised cost FVTOCI Fair value is measured at reclassification date. Difference between 3.26. New and amended standards
previous amortised cost and fair value is recognised in OCI. No
The Ministry of Corporate Affairs has notified Companies (Indian Accounting Standard) Amendment Rules 2022 dated March
change in EIR due to reclassification.
23, 2022, to amend the following Ind AS which are effective from April 01, 2022.
FVTOCI Amortised cost Fair value at reclassification date becomes its new amortised cost
carrying amount. However, cumulative gain or loss in OCI is (a) Amendments to Ind AS 37: Onerous Contracts - Costs of Fulfilling a Contract
adjusted against fair value. Consequently, the asset is measured as
if it had always been measured at amortised cost. An onerous contract is a contract under which the unavoidable cost of meeting the obligations under the contract costs
FVTPL FVTOCI Fair value at reclassification date becomes its new carrying (i.e., the costs that the Company cannot avoid because it has the contract) exceed the economic benefits expected to be
amount. No other adjustment is required. received under it.
FVTOCI FVTPL Assets continue to be measured at fair value. Cumulative gain or
loss previously recognized in OCI is reclassified from equity to
The amendments specify that when assessing whether a contract is onerous or loss-making, an entity needs to include
profit or loss the reclassification date. costs that relate directly to a contract to provide goods or services including both incremental costs (e.g., the costs of direct
labour and materials) and an allocation of costs directly related to contract activities (e.g., depreciation of equipment used
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Annual Report 2022-23
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS AS AT AND FOR THE YEAR ENDED MARCH 31, 2023 NOTES TO CONSOLIDATED FINANCIAL STATEMENTS AS AT AND FOR THE YEAR ENDED MARCH 31, 2023
to fulfil the contract and costs of contract management and supervision). General and administrative costs do not relate (d) Ind AS 109 Financial Instruments – Fees in the ’10 per cent’ test for derecognition of financial liabilities
directly to a contract and are excluded unless they are explicitly chargeable to the counterparty under the contract.
The amendment clarifies the fees that an entity includes when assessing whether the terms of a new or modified financial
The Group applied the amendments to the contracts for which it had not fulfilled all of its obligations at the beginning of liability are substantially different from the terms of the original financial liability. These fees include only those paid
the reporting period. or received between the borrower and the lender, including fees paid or received by either the borrower or lender on the
other’s behalf.
Prior to the application of the amendments, the Group had not identified any contracts as being onerous as the unavoidable
costs under the contracts, which were the costs of fulfilling them, comprised only incremental costs directly related to These amendments had no material impact on the Consolidated Financial Statements of the Group..
the contracts. As a result of the amendments, the Group assessed whether certain other directly related costs are required 3.27. Standards notified but not yet effective
to be included by the Group in determining the costs of fulfilling the contracts. These amendments had no impact on the
The Ministry of Corporate Affairs has notified Companies (Indian Accounting Standards) Amendment Rules, 2023 dated
consolidated financial statements of the Group as there were no onerous contracts within the scope of these amendments 31 March, 2023 to amend the following Ind AS which are effective from 01 April, 2023.
that arose during the period.
(i) Definition of Accounting Estimates - Amendments to Ind AS 8
(b) Reference to the Conceptual Framework – Amendments to Ind AS 103
The amendments clarify the distinction between changes in accounting estimates and changes in accounting policies
The amendments replaced the reference to the ICAI’s “Framework for the Preparation and Presentation of Financial and the correction of errors. It has also been clarified how entities use measurement techniques and inputs to develop
Statements under Indian Accounting Standards” with the reference to the “Conceptual Framework for Financial Reporting accounting estimates.
under Indian Accounting Standard” without significantly changing its requirements.
The amendments are effective for annual reporting periods beginning on or after 1 April 2023 and apply to changes in
The amendments also added an exception to the recognition principle of Ind AS 103 Business Combinations to accounting policies and changes in accounting estimates that occur on or after the start of that period.
avoid the issue of potential ‘day 2’ gains or losses arising for liabilities and contingent liabilities that would be within The amendments are not expected to have a material impact on the Consolidated Financial Statements.
the scope of Ind AS 37 Provisions, Contingent Liabilities and Contingent Assets or Appendix C, Levies, of Ind AS 37,
(ii) Disclosure of Accounting Policies - Amendments to Ind AS
if incurred separately. The exception requires entities to apply the criteria in Ind AS 37 or Appendix C, Levies, of
Ind AS 37, respectively, instead of the Conceptual Framework, to determine whether a present obligation exists at the The amendments aim to help entities provide accounting policy disclosures that are more useful by replacing the
acquisition date. requirement for entities to disclose their ‘significant’ accounting policies with a requirement to disclose their ‘material’
accounting policies and adding guidance on how entities apply the concept of materiality in making decisions about
The amendments also add a new paragraph to IFRS 3 to clarify that contingent assets do not qualify for recognition at the accounting policy disclosures.
acquisition date.
The amendments to Ind AS 1 are applicable for annual periods beginning on or after 1 April 2023. Consequential
In accordance with the transitional provisions, the Group applies the amendments prospectively, i.e., to business amendments have been made in Ind AS 107.
combinations occurring after the beginning of the annual reporting period in which it first applies the amendments (the
The Group is currently revisiting their accounting policy information disclosures to ensure consistency with the
date of initial application).
amended requirements.
These amendments had no impact on the consolidated financial statements of the Group as there were no contingent
(iii) Deferred Tax related to Assets and Liabilities arising from a Single Transaction - Amendments to Ind AS 12
assets, liabilities or contingent liabilities within the scope of these amendments that arose during the period.
The amendments narrow the scope of the initial recognition exception under Ind AS 12, so that it no longer applies to
(c) Amendments to Ind AS 16: Property, Plant and Equipment: Proceeds before Intended Use transactions that give rise to equal taxable and deductible temporary differences.
The amendments modified paragraph 17(e) of Ind AS 16 to clarify that excess of net sale proceeds of items produced The amendments should be applied to transactions that occur on or after the beginning of the earliest comparative period
over the cost of testing, if any, shall not be recognised in the profit or loss but deducted from the directly attributable costs presented. In addition, at the beginning of the earliest comparative period presented, a deferred tax asset (provided that
considered as part of cost of an item of property, plant, and equipment. sufficient taxable profit is available) and a deferred tax liability should also be recognised for all deductible and taxable
temporary differences associated with leases and decommissioning obligations. Consequential amendments have been
The amendments are effective for annual reporting periods beginning on or after 1 April 2022. These amendments had no
made in Ind AS 101. The amendments to Ind AS 12 are applicable for annual periods beginning on or after 1 April 2023.
impact on the consolidated financial statements of the Group as there were no sales of such items produced by property,
plant and equipment made available for use on or after the beginning of the earliest period presented. The Group is currently assessing the impact of the amendments.
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Annual Report 2022-23
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS FOR THE YEAR ENDED MARCH 31, 2023 NOTES TO CONSOLIDATED FINANCIAL STATEMENTS FOR THE YEAR ENDED MARCH 31, 2023
Note 4. Property, plant and equipment Note 4. Property, plant and equipment (contd.)
` in Crores ` in Crores
Particulars Plant and Equipment Computer Total
Plant and
Freehold Building Furniture Computer Office Disposals* (17.12) 0.00 (17.12)
Particulars Equipment Vehicles Total
Land # and Fixtures ## Equipment
## As at March 31, 2023 354.28 19.45 373.73
Gross Carrying Amount Accumulated Depreciation
As at April 1, 2021 95.42 625.65 1,199.56 47.34 58.24 23.25 22.93 2,072.39 As at April 1, 2021 191.77 18.89 210.66
Additions 0.10 48.88 169.77 4.22 3.33 4.59 5.04 235.93 Charge for the year 43.32 2.17 45.49
Disposals - (2.82) (63.73) (1.35) (7.49) (0.40) (6.77) (82.56) Disposals (59.36) (7.28) (66.64)
Other Adjustment @ (0.70) - - - - - - (0.70) As at March 31, 2022 175.73 13.78 189.51
Translation Difference (0.23) (2.08) (4.33) (0.92) - - (0.73) (8.29) Charge for the year 52.51 3.99 56.50
As at March 31, 2022 94.59 669.63 1,301.27 49.29 54.08 27.44 20.47 2,216.77 Disposals* (15.43) (0.00) (15.43)
Additions 1.56 480.41 733.67 7.71 8.68 10.26 4.66 1,246.95 As at March 31, 2023 212.81 17.77 230.58
Disposals - (3.91) (21.29) (2.42) (1.59) (0.29) (5.37) (34.87) Net Carrying Amount
As at March 31, 2023 141.47 1.68 143.15
Translation Difference 0.09 2.04 3.62 0.41 - - 0.29 6.45
As at March 31, 2022 124.57 4.07 128.64
As at March 31, 2023 96.24 1,148.17 2,017.27 54.99 61.17 37.41 20.05 3,435.30
Accumulated Depreciation * Refer Note 60
As at April 1, 2021 - 107.08 469.78 25.78 42.80 12.33 10.81 668.58 (ii) Title deeds of immovable properties set out in Note 4 above, are in the name of the Holding Company except those mentioned below
Charge for the year - 24.68 113.92 5.56 7.34 3.71 3.52 158.73 which is transferred to and vested in the Holding Company pursuant to the Schemes of Amalgamation in earlier years.
Disposals - (0.81) (62.77) (1.11) (7.46) (0.23) (5.29) (77.67) ` in Crores
Translation Difference - (3.68) (1.65) (0.21) - - (0.72) (6.26) Gross Carrying Amount Net Carrying Amount Whether title deed
holder is a promoter, Reason for not
As at March 31, 2022 - 127.27 519.28 30.02 42.68 15.81 8.32 743.38 Property held
Number of Description of item As at As at As at As at Title Deeds Held director or relative being held in
Assets since which
Charge for the year - 28.48 129.57 5.45 7.85 4.13 3.40 178.88 title deeds of property March 31, March 31, March 31, March 31, in the name of of promoter/director the name of the
date
2023 2022 2023 2022 or employee of company
Disposals - (0.44) (18.92) (2.31) (1.51) (0.08) (3.78) (27.04) promoter/director
Translation Difference - 1.16 2.10 0.42 - - 0.26 3.94 Property, plant 1 Freehold land at 1.36 1.36 1.36 1.36 Berger Auto No March 03, Refer Note
As at March 31, 2023 - 156.47 632.03 33.58 49.02 19.86 8.20 899.16 and equipment Rishra, West Bengal & Industrial 2005 below
Coatings Limited
Net Carrying Amount
As at March 31, 2023 96.24 991.70 1,385.24 21.41 12.15 17.55 11.85 2,536.14
Note: In terms of the order dated March 03, 2005 by the Hon’ble High Court at Calcutta approving Scheme of Amalgamation of Berger Auto
and Industrial Coatings Limited with the Holding Company, the particular freehold land was transferred to the Holding Company.
As at March 31, 2022 94.59 542.36 781.99 19.27 11.40 11.63 12.15 1,473.39
Refer Note 49(b)(iii) for details of mortgage on certain immovable properties. Note 5. Capital work in Progress
` in Crores
# Includes building constructed on leasehold land.
Particulars Building Plant and Equipment Other Assets Total
@ Represents capital subsidy recognised under Industrial Investment Promotion Policy (IIPP) 2010-15 from Government of Andhra
Pradesh by the Holding Company. As at April 1, 2021 40.08 62.60 4.07 106.75
Addition 321.46 394.09 19.33 734.88
## (i) Includes following assets (together constituting color bank machine) given under operating lease arrangements to the dealers:
Transferred to property, plant and equipment (48.88) (169.77) (17.28) (235.93)
` in Crores
Other Adjustment/Deductions - - - -
Particulars Plant and Equipment Computer Total
Translation Difference (0.19) - - (0.19)
Gross Carrying Amount As at March 31, 2022 312.47 286.92 6.12 605.51
As at April 1, 2021 305.31 24.18 329.49 Addition 215.19 508.98 26.89 751.06
Additions 54.37 0.95 55.32 Transferred to property, plant and equipment (480.41) (733.67) (32.87) (1,246.95)
Disposals (59.38) (7.28) (66.66) Other Adjustment/Deductions (0.05) - - (0.05)
As at March 31, 2022 300.30 17.85 318.15 Translation Difference 0.62 - - 0.62
Additions 71.10 1.60 72.70 As at March 31, 2023 47.82 62.23 0.14 110.19
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Annual Report 2022-23
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS FOR THE YEAR ENDED MARCH 31, 2023 NOTES TO CONSOLIDATED FINANCIAL STATEMENTS FOR THE YEAR ENDED MARCH 31, 2023
Note 5. Capital work in Progress (contd.) Note 7 (a). Other Intangible Assets
` in Crores
a) Capital work in progress (CWIP) Ageing Schedule
Particulars Computer Software Trademark Total
` in Crores
As at 31 March 2023 Gross Carrying Amount
Particulars Amount in CWIP for a period of Total
As at April 1, 2021 29.61 0.15 29.76
Less than 1 year 1-2 years 2-3 years More than 3 years
Projects in progress 91.26 14.95 1.77 2.21 110.19 Additions 11.22 - 11.22
As at 31 March 2022 Disposals (0.05) - (0.05)
Particulars Amount in CWIP for a period of Total Translation Difference (1.30) - (1.30)
Less than 1 year 1-2 years 2-3 years More than 3 years
As at March 31, 2022 39.48 0.15 39.63
Projects in progress 584.48 6.69 7.82 6.52 605.51
Additions 6.14 - 6.14
b) There are no projects as on each reporting period where activity has been suspended. Also there are no projects as on the reporting
Disposals/ Adjustments (17.47) - (17.47)
period which has exceeded cost as compared to its original plan or where completion is overdue.
Translation Difference 0.62 - 0.62
Note 6. Goodwill As at March 31, 2023 28.77 0.15 28.92
` in Crores Accumulated Amortisation
Goodwill on Goodwill acquired
Particulars Total As at April 1, 2021 21.30 0.01 21.31
Consolidation separately
Gross Carrying Amount Charge for the year 4.61 0.02 4.63
As at April 01, 2021 74.30 213.33 287.63
Disposals (0.05) - (0.05)
Additions - - -
Disposals - - - Translation Difference (1.32) - (1.32)
Translation Difference - (12.07) (12.07)
As at March 31, 2022 24.54 0.03 24.57
As at March 31, 2022 74.30 201.26 275.56
Additions - - - Charge for the year 5.47 0.02 5.49
Disposals - - -
Disposals (17.46) - (17.46)
Translation Difference - 6.13 6.13
As at March 31, 2023 74.30 207.39 281.69 Translation Difference 0.60 - 0.60
Net Carrying Amount
As at March 31, 2023 13.15 0.05 13.20
As at March 31, 2023 74.30 207.39 281.69
As at March 31, 2022 74.30 201.26 275.56 Net Carrying Amount
Goodwill acquired in business combination is allocated, at acquisition, to the cash generating units (CGUs) that are expected to benefit As at March 31, 2023 15.62 0.10 15.72
from that business combination. Refer Note 44(vii).
As at March 31, 2022 14.94 0.12 15.06
The carrying amount of goodwill has been allocated as follows:
` in Crores Note 7 (b). Intangible assets under development
As at As at ` in Crores
Particulars
March 31, 2023 March 31, 2022
Particulars Computer Software
Goodwill on Consolidation
SBL Specialty Coatings Private Limited 64.51 64.51 As at April 1, 2021 -
Berger Hesse Wood Coatings Private Limited 1.56 1.56 Addition -
STP Limited 7.16 7.16 Transferred to Intangible Assets -
Berger Jenson & Nicholson (Nepal) Private Limited 0.99 0.99
As at March 31, 2022 -
Lusako Trading Limited 0.05 0.05
Berger Paints (Cyprus) Limited 0.03 0.03 Addition 0.35
Goodwill acquired separately Transferred to Intangible Assets -
Bolix S.A. 207.39 201.26
As at March 31, 2023 0.35
Total 281.69 275.56
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Annual Report 2022-23
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS FOR THE YEAR ENDED MARCH 31, 2023 NOTES TO CONSOLIDATED FINANCIAL STATEMENTS FOR THE YEAR ENDED MARCH 31, 2023
Note 7 (b). Intangible assets under development (contd.) Note 8a. Investments in Joint Ventures (contd.)
Intangible asset under development ageing schedule: The Joint Ventures have the following commitments:
` in Crores ` in Crores
As at 31 March 2023 As at As at
Particulars Amount in intangible assets under development for a period of Total Particulars
March 31, 2023 March 31, 2022
Less than 1 year 1-2 years 2-3 years More than 3 years Estimated amount of contracts remaining to be executed on capital account and not provided for (net of advances) 1.72 1.89
Projects in progress 0.35 - - - 0.35
The Joint Ventures have the following contingent liability:
` in Crores
` in Crores
As at 31 March 2022
Particulars Amount in intangible assets under development for a period of Total As at As at
Particulars
March 31, 2023 March 31, 2022
Less than 1 year 1-2 years 2-3 years More than 3 years
Projects in progress - - - - - Income tax 2.04 2.04
Others 3.59 -
There are no projects as on current reporting period where activity has been suspended. Also there are no projects as on the reporting period
which has exceeded cost as compared to its original plan or where completion is overdue.
Note 8b. Non-current financial assets - Investments
Note 8a. Investments in Joint Ventures
Number of shares Amount (` in Crores)
Nominal
The Group has 48.98% and 49% interest in Berger Becker Coatings Private Limited (joint venture with Becker Industrial Coatings Particulars Value Currency As at As at As at As at
Holding AB - Sweden) and Berger Nippon Paint Automotive Coatings Private Limited (Company's Joint Venture with Issac Newton per unit March 31, March 31, March 31, March 31,
Corporation). The Group also has a step down joint venture namely Surefire Management Services Limited with Green Dynamo Limited. 2023 2022 2023 2022
These joint ventures are private limited companies that are not listed on any public stock exchange. The Group’s interest in joint ventures At Fair value through profit or loss (FVTPL):
are accounted for using the equity method in its consolidated financial statements. Carrying amounts of interest in joint ventures as on Investment in equity other than joint ventures
March 31, 2023 and March 31, 2022 are `130.15 Crores and `147.06 Crores respectively. Equity Shares - Unquoted (Fully Paid)
Summarised financial information in respect of aforesaid joint ventures of the Group, based on their financial statements are set Shaktikunj Apartments Limited * 1 INR - 1,498 - 0.00
out below: Charotar Gas Company * 10 INR 10 10 - 0.00
Summarised balance sheet: Total * - 0.00
` in Crores Aggregate book value of Unquoted Investments* - 0.00
As at As at
Particulars Refer note 54 for information about fair value determination.
March 31, 2023 March 31, 2022
Non-current assets 201.78 214.08 * Refer Note 60.
Current Assets 316.72 313.75
Non-Current Liabilities (5.77) (11.26) Note 9. Non-current financial assets - Other financial assets
Current Liabilities (163.77) (130.72) (Unsecured, considered good unless otherwise stated)
Equity 348.96 385.85 ` in Crores
Summarised statement of profit and loss: As at As at
Particulars
March 31, 2023 March 31, 2022
` in Crores
At amortised cost
Year ended Year ended
Particulars
March 31, 2023 March 31, 2022 Security deposits* @ 20.17 20.27
Total income 573.82 484.17 Bank Deposits with original maturity of more than twelve months ** 25.94 39.12
Total expenses 596.19 476.66
Subsidy receivable @ @ 81.65 30.10
Profit/(loss) before tax (22.37) 12.55
Total 127.76 89.49
Tax expenses (6.88) (5.04)
Profit/(loss) after tax (29.25) 7.51 * Refer Note 50b for security deposits given to related parties.
Other Comprehensive Income/(loss) 0.05 0.08 ** Includes deposits pledged against bank guarantees.
Total Comprehensive Income/(loss) (29.20) 7.59 @ Security Deposits include deposits on account of rent and electricity.
Group's Share of Profit/(Loss) from joint ventures (13.17) 3.86 @ @ The Holding Company has subsidy receivable under "Scheme of Budgetary Support under GST Regime to the eligible units" located
Group's share of Other Comprehensive Income for the year from joint ventures 0.02 0.04 in specified State.
Group's share of Total Comprehensive Income/(loss) for the year from joint ventures (13.15) 3.90
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Contents Corporate Overview Notice Directors’ Report Annexures to Directors’ Report Business Responsibility & Sustainability Report Corporate Governance Report Auditor’s Report – Standalone Annual Accounts – Standalone Auditor’s Report – Consolidated Annual Accounts – Consolidated
Annual Report 2022-23
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS FOR THE YEAR ENDED MARCH 31, 2023 NOTES TO CONSOLIDATED FINANCIAL STATEMENTS FOR THE YEAR ENDED MARCH 31, 2023
Note 10. Income Tax Assets (net) Note 14. Current financial assets-Trade receivables
` in Crores
As at As at ` in Crores
Particulars
March 31, 2023 March 31, 2022 As at As at
Particulars
Advance payment of income tax 68.18 58.34 March 31, 2023 March 31, 2022
[Net of provision for tax of `1,608.67 Crores (March 31, 2022: `1,540.40 Crores)] At amortised cost
Total 68.18 58.34 Unsecured
Considered good # 1,243.12 1,053.68
Note 11. Other non-current assets Credit impaired 44.58 30.17
(Unsecured considered good unless otherwise stated)
` in Crores Less : Allowance for credit impaired trade receivable (44.58) (30.17)
Total 1,243.12 1,053.68
As at As at
Particulars # Includes debts due from related parties
March 31, 2023 March 31, 2022
At Amortised Cost Berger Becker Coatings Private Limited 3.14 10.85
Berger Nippon Paint Automotive Coatings Private Ltd. 24.17 12.94
Capital advances 20.70 52.92
Berger Paints (Bangladesh) Limited 0.02 0.40
Prepayments 0.17 0.39
Kanwar Properties Private Limited* - 0.00
Balances with statutory/government authorities # 12.89 13.55
Shalimar Tar Products Limited* 0.01 0.00
Total 33.76 66.86
Mrs Sunaina Kohli* 0.00 0.00
# Represents payments made to various Government authorities under protest relating to certain indirect tax matters. (i) Trade receivables are non-interest bearing and generally have credit period from 30 to 90 days.
Note 12. Inventories (ii) For terms and conditions relating to related party receivables, refer Note 50b.
(at lower of cost and net realisable value) (iii) Refer Note 55 for Movement in expected credit loss allowance on trade receivable.
` in Crores
As at As at
* Refer Note 60.
Particulars
March 31, 2023 March 31, 2022
Raw materials [Including in-transit `102.60 Crores (March 31, 2022: `142.06 Crores)] 713.77 805.73 Note 14a. Trade Receivables Ageing Schedule
` in Crores
Packing materials [Including in-transit `Nil (March 31, 2022: `0.06 Crores)] 47.79 49.48
Outstanding as on March 31, 2023 from due date of payment
Work in progress 140.92 144.99 Current
Particulars Less than 6 months 1-2 years 2-3 years More than Total
but not due
Finished goods 1,223.95 1,151.30 6 Months – 1 year 3 years
Undisputed Trade Receivables
Traded goods [Including in-transit `Nil (March 31, 2022: `0.02 Crores)] 170.39 145.73
Considered good 933.97 224.83 34.17 34.86 10.29 5.00 1,243.12
Stores and Spares 22.30 18.60
Credit impaired 5.84 2.73 4.28 7.74 7.90 3.16 31.65
Total 2,319.12 2,315.83
Disputed Trade Receivables
The Group has recognised income/(expenses) of `3.52 Crores [March 31, 2022 `(7.78 Crores)] (net of reversal) in respect of write Credit impaired 0.41 0.60 0.62 4.04 3.74 3.52 12.93
down of inventory to net realisable value, slow moving, damaged and obsolete items.
` in Crores
Outstanding as on March 31, 2022 from due date of payment
Note 13. Current financial assets-Investments Current
Particulars Less than 6 6 months More than Total
` in Crores but not due 1-2 years 2-3 years
Months – 1 year 3 years
As at As at Undisputed Trade Receivables
Particulars
March 31, 2023 March 31, 2022
Considered good 851.41 141.73 25.17 28.51 4.68 2.18 1,053.68
At fair value through profit and loss (FVTPL): Credit impaired 0.29 1.42 1.93 2.97 3.78 10.58 20.97
Investments in Mutual Funds - Unquoted 52.96 87.27 Disputed Trade Receivables
Aggregate amount of Unquoted Investments 52.96 87.27 Credit impaired 0.14 0.02 0.20 1.63 3.49 3.72 9.20
Refer Note 54 for determination of fair value. Note- There are no unbilled dues as on each reporting date.
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Contents Corporate Overview Notice Directors’ Report Annexures to Directors’ Report Business Responsibility & Sustainability Report Corporate Governance Report Auditor’s Report – Standalone Annual Accounts – Standalone Auditor’s Report – Consolidated Annual Accounts – Consolidated
Annual Report 2022-23
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS FOR THE YEAR ENDED MARCH 31, 2023 NOTES TO CONSOLIDATED FINANCIAL STATEMENTS FOR THE YEAR ENDED MARCH 31, 2023
Note 15. Current Financial assets-Cash and Cash Equivalents Note 18. Current Financial Assets - Other financial assets
` in Crores (Unsecured, considered good unless otherwise stated)
` in Crores
As at As at
Particulars As at As at
March 31, 2023 March 31, 2022 Particulars
March 31, 2023 March 31, 2022
At amortised cost At amortised cost
Balances with banks: Security deposits* @ 7.93 6.64
– On current accounts 84.63 86.91 Interest accrued on deposits 3.99 3.28
Subsidy receivable # 34.30 48.32
– Deposits with original maturity of three months or less than three months # 30.37 11.74
Other receivables** 6.24 8.41
Cheques/drafts on hand 0.42 3.96
Total 52.46 66.65
Cash on hand 0.75 0.69
* Refer Note 50b for security deposit given to related parties.
Total 116.17 103.30 @ Security deposits include deposits on account of rent, tender and supply-apply contracts.
# The Holding Company has subsidy receivable under various Incentive Schemes/Packages of State Government and Government of
# Short-term deposits are made for varying periods between one day and three months, depending on the immediate cash requirements India applicable to eligible units.
of the Group and earn interest between 1.75% - 9.05% p.a. (March 31, 2022- 2.50% to 3.50% p.a). ** Includes receivable from the following related party (Refer Note 50b):
` in Crores
Note 16. Current Financial Assets-Other bank balances As at As at
` in Crores Particulars
March 31, 2023 March 31, 2022
As at As at Berger Paints (Bangladesh) Limited [Fellow Subsidiary] 0.25 0.13
Particulars
March 31, 2023 March 31, 2022
Total 0.25 0.13
At Amortised Cost
Note 19. Other Current Assets
Other bank balances:
(Unsecured, considered good unless otherwise stated)
– Unpaid Dividend Account * 4.71 5.07
` in Crores
As at As at
– Deposits with maturity of not less than three months but not more than twelve months # 123.78 204.55 Particulars
March 31, 2023 March 31, 2022
Earmarked balances 0.03 0.03 Advances other than capital advances 32.51 23.34
Total 128.52 209.65 Prepayments 25.75 12.46
Balances with statutory/government authorities * 189.75 185.24
* Earmarked for payment of Unclaimed Dividend.
Total 248.01 221.04
# Deposits with Banks earn interest between 5.30% to 10.13% p.a (March 31, 2022- 4.00% to 5.40% p.a) and are made for periods between
* Includes balance of goods and service tax.
91 to 365 days (March 31, 2022 - periods between 91 to 365 days).
Note 20. Equity Share Capital
Note 17. Loans ` in Crores
(Unsecured, considered good unless otherwise stated)
` in Crores As at As at
Particulars
March 31, 2023 March 31, 2022
As at As at
Particulars Authorised Share Capital
March 31, 2023 March 31, 2022
1,20,00,00,000 Equity Shares of `1 each 120.00 120.00
At amortised cost (March 31, 2022: 1,200,000,000 Equity Shares of `1 each)
Loan to Joint Venture (Refer Note 50b) * 4.09 - Issued Share Capital
Total 4.09 - 97,15,13,965 Equity Shares of `1 each fully paid up 97.15 97.14
(March 31, 2022: 97,14,14,969 Equity Shares of `1 each fully paid up)
* The above loan has been given by Bolix S.A. to it's joint venture Surefire Management Services Limited and will be repaid by Subscribed and Paid-up Share Capital
December 31, 2023. Further, the interest rate is determined based on the ‘safe harbour’ mechanism, i.e., the base interest rate plus 2% 97,14,22,485 Equity Shares of `1 each fully paid up 97.14 97.13
margin. The said loan is unsecured and utilised by the Join Venture for its business activities. (March 31, 2022: 97,13,23,489 Equity Shares of ` 1 each fully paid up)
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Contents Corporate Overview Notice Directors’ Report Annexures to Directors’ Report Business Responsibility & Sustainability Report Corporate Governance Report Auditor’s Report – Standalone Annual Accounts – Standalone Auditor’s Report – Consolidated Annual Accounts – Consolidated
Annual Report 2022-23
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS FOR THE YEAR ENDED MARCH 31, 2023 NOTES TO CONSOLIDATED FINANCIAL STATEMENTS FOR THE YEAR ENDED MARCH 31, 2023
Note 20. Equity Share Capital (contd.) Note 20. Equity Share Capital (contd.)
a) The reconciliation of share capital is given below: g) Details of shares held by promoters of the Holding Company
As at March 31, 2023 As at March 31, 2022 Equity shares of `1 each fully paid up
Particulars
No. of Shares ` in Crores No. of Shares ` in Crores As at March 31, 2023
Promoter Name No. of shares at the Change during No. of shares at % of % change
At the beginning of the year 97,13,23,489 97.13 97,12,95,037 97.13
beginning of the year the year the end of the year Total Shares during the year
Add: Shares issued on exercise of Employee Stock Options * 98,996 0.01 28,452 0.00 Anshana Sawhney 6,00,000 - 6,00,000 0.06 -
(Refer Note 47)
Bigg Investments & Finance Private Limited 79,52,420 - 79,52,420 0.82 -
At the end of the year 97,14,22,485 97.14 97,13,23,489 97.13 Citland Commercial Credits Limited 3,09,15,659 - 3,09,15,659 3.18 -
* Refer Note 60 Dipti Dhingra 1,31,712 - 1,31,712 0.01 -
Gurbachan Singh Dhingra 44,48,888 - 44,48,888 0.46 -
b) Terms / Rights attached to equity shares GBS Dhingra Family Trust 59,11,683 - 59,11,683 0.61 -
The Holding Company has only one class of equity shares having a par value of `1 each. Holder of each equity share is entitled to one Jenson & Nicholson (Asia) Limited 14,06,56,782 - 14,06,56,782 14.48 -
vote per share. The Holding Company declares and pays dividends in Indian Rupees. The dividend proposed by the Board of Directors Jessima Kumar 6,00,000 - 6,00,000 0.06 -
is subject to the approval of the shareholders in the ensuing Annual General Meeting, except in case of interim dividend. In the event of Kanwardip Singh Dhingra 7,00,000 - 7,00,000 0.07 -
liquidation of the Holding Company, the holders of equity shares will be entitled to receive remaining assets of the Holding Company, after
distribution of all preferential amounts. The distribution will be in proportion to the number of equity shares held by the shareholders. Kuldip Singh Dhingra 55,15,071 - 55,15,071 0.57 -
KSD Family Trust 83,12,140 - 83,12,140 0.86 -
c) Equity shares held by the ultimate holding company and/or the subsidiaries/associates of holding company Meeta Dhingra 9,99,999 - 9,99,999 0.10 -
Rishma Kaur 6,00,000 - 6,00,000 0.06 -
As at As at
Particulars Sunaina Kohli 6,00,000 - 6,00,000 0.06 -
March 31, 2023 March 31, 2022
U K Paints (India) Private Limited 48,65,45,399 1,20,000 48,66,65,399 50.10 0.02
U K Paints (India) Private Limited [Ultimate Holding Company] 48,66,65,399 48,65,45,399
Vinu Dhingra 38,98,368 - 38,98,368 0.40 -
Jenson & Nicholson (Asia) Limited [Fellow Subsidiary] 14,06,56,782 14,06,56,782
Wang Investment & Finance Private Limited 2,99,85,580 - 2,99,85,580 3.09 -
Citland Commercial Credits Limited (Fellow Subsidiary) 3,09,15,659 3,09,15,659 Total 72,83,73,701 1,20,000 72,84,93,701 74.99 -
Wang Investment & Finance Private Limited (Fellow Subsidiary) 2,99,85,580 2,99,85,580
Equity shares of `1 each fully paid up
Bigg Investments & Finance Private Limited (Fellow Subsidiary) 79,52,420 79,52,420
As at March 31, 2022
d) Details of shareholders holding more than 5 percent of equity shares in the Holding Company Promoter Name No. of shares at the Change during No. of shares at % of % change
beginning of the year the year the end of the year Total Shares during the year
As at As at Anshana Sawhney 6,00,000 - 6,00,000 0.06 -
Particulars March 31, 2023 March 31, 2022
Bigg Investments & Finance Private 79,52,420 - 79,52,420 0.82 -
No. of Shares % holding No. of Shares % holding Limited
Citland Commercial Credits Limited 3,09,15,659 - 3,09,15,659 3.18 -
U K Paints (India) Private Limited [Ultimate Holding Company] 48,66,65,399 50.10% 48,65,45,399 50.09%
Dipti Dhingra 1,31,712 - 1,31,712 0.01 -
Jenson & Nicholson (Asia) Limited [Fellow Subsidiary] 14,06,56,782 14.48% 14,06,56,782 14.48%
Gurbachan Singh Dhingra 44,21,888 27,000 44,48,888 0.46 0.61
As per records of the Holding Company, including its register of shareholders/members and other declarations received from shareholders GBS Dhingra Family Trust 59,11,683 - 59,11,683 0.61 -
regarding beneficial interest, the above shareholding represents both legal and beneficial ownership of shares as declared under the
Jenson & Nicholson (Asia) Limited 14,06,56,782 - 14,06,56,782 14.48 -
relevant provisions of the Companies Act , 2013.
Jessima Kumar 6,00,000 - 6,00,000 0.06 -
e) Shares reserved for issue under Employee Stock Options: Kanwardip Singh Dhingra 7,00,000 - 7,00,000 0.07 -
For movement of shares reserved for issue under the Employee Stock Option Plan (ESOP) of the Holding Company, refer Note 47. Kuldip Singh Dhingra 54,88,071 27,000 55,15,071 0.57 0.49
KSD Family Trust 83,12,140 - 83,12,140 0.86 -
f) The Holding Company has not issued any shares pursuant to any contract without payment being received in cash or as fully paid up
Meeta Dhingra 9,99,999 - 9,99,999 0.10 -
by way of bonus shares. The Holding Company has not bought back any shares.
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Contents Corporate Overview Notice Directors’ Report Annexures to Directors’ Report Business Responsibility & Sustainability Report Corporate Governance Report Auditor’s Report – Standalone Annual Accounts – Standalone Auditor’s Report – Consolidated Annual Accounts – Consolidated
Annual Report 2022-23
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS FOR THE YEAR ENDED MARCH 31, 2023 NOTES TO CONSOLIDATED FINANCIAL STATEMENTS FOR THE YEAR ENDED MARCH 31, 2023
Note 20. Equity Share Capital (contd.) Note 21. Other equity (contd.)
` in Crores
As at March 31, 2022
Promoter Name No. of shares at the Change during No. of shares at % of % change Reserves & Surplus Foreign Equity
Non-
beginning of the year the year the end of the year Total Shares during the year Share based Capital Currency attributable to
Particulars Securities Retained Capital General Controlling Total Equity
Rishma Kaur 6,00,000 - 6,00,000 0.06 - payment Redemption Translation equity holders Interest
premium earnings Reserve Reserve Reserve of the parent
reserve reserve
Sunaina Kohli 6,00,000 - 6,00,000 0.06 -
U K Paints (India) Private Limited 48,65,45,399 - 48,65,45,399 50.09 - Cost of Share based payments (Note 47) - (0.06) - - - - - (0.06) - (0.06)
Vinu Dhingra 38,98,368 - 38,98,368 0.40 - Transfer to housing reserves (Note 31) - - (0.80) - - - - (0.80) - (0.80)
Wang Investment & Finance Private 2,99,85,580 - 2,99,85,580 3.09 -
Dividends (Note 33) - - (271.96) - - - - (271.96) - (271.96)
Limited
As at March 31, 2022 120.72 6.77 3,420.37 0.19 302.87 0.04 (21.10) 3,829.86 7.17 3,837.03
Total 72,83,19,701 54,000 72,83,73,701 74.98 -
Notes:
Note 21. Other equity Securities Premium - Premium received on equity shares issued including those under Employee stock option plan are recognised in the
securities premium account net of utilization for bonus shares issued etc. The reserve can be utilised only for limited purposes such as
For the year ended March 31, 2023 ` in Crores
issuance of bonus shares in accordance with the provisions of the Companies Act, 2013.
Reserves & Surplus Foreign Equity
Non- Retained Earnings - Retained earnings includes surplus in the Statement of Profit and Loss, Ind-AS related adjustments as on the date of
Share based Capital Currency attributable to
Particulars Securities Retained Capital General Controlling Total Equity
payment Redemption Translation equity holders Interest transition, remeasurement gains/ (losses) on defined benefit plans less any transfer to general reserve, dividends or other distributions paid
premium Earnings Reserve Reserve Reserve of the parent
reserve Reserve
to shareholders.
As at April 1, 2022 120.72 6.77 3,420.37 0.19 302.87 0.04 (21.10) 3,829.86 7.17 3,837.03
Profit for the year - - 859.42 - - - - 859.42 0.98 860.40
General Reserve - Under the erstwhile Indian Companies Act 1956, a general reserve was created through an annual transfer of net
Other comprehensive income for the - - (0.60) - - - 4.97 4.37 (0.01) 4.36 income at a specified percentage in accordance with applicable regulations, to ensure that if a dividend distribution in a given year is more
year (net of tax) than 10% of the paid capital of the Company for that year, the total dividend distribution is less than the total distributable profits/(losses)
Total Comprehensive Income for - - 858.82 - - - 4.97 863.79 0.97 864.76 for that year. Consequent to introduction of the Companies Act 2013, the requirement to mandatorily transfer a specified percentage of the
the year
net profit to general reserve has been withdrawn. However, the amount previously transferred to the general reserve can be utilised only
Share based payments (Note 47) - 5.93 - - - - - 5.93 - 5.93
Exercise of share options (Note 47) 6.75 (6.75) - - - - - - - - in accordance with the specific requirements of Companies Act, 2013.
Cost of Share based payments (Note 47) - (1.37) - - - - - (1.37) - (1.37) Share based payment Reserve - The Holding Company has an Employee Stock Option Plan (ESOP) under which options to subscribe for
Transfer to housing reserves (Note 31) - - (0.12) - - - - (0.12) - (0.12) the Holding Company’s shares have been granted to specific employees. The Share based payment reserve is used to recognise the value
Dividends (Note 33) - - (301.11) - - - - (301.11) - (301.11) of equity-settled share-based payments to employees as part of their remuneration. The year end balance is net off options exercised by the
As at March 31, 2023 127.47 4.58 3,977.96 0.19 302.87 0.04 (16.13) 4,396.98 8.14 4,405.12 concerned employees. Refer to Note 47 for further details of these plans.
For the year ended March 31, 2022 ` in Crores Foreign Currency Translation Reserve - Represents exchange difference on translation of financial statements of foreign subsidiaries.
Reserves & Surplus During the year ended March 31, 2023, Berger Paints (Cyprus) Limited (BPCL) (overseas subsidiary of the Holding Company) had
Foreign Equity
Non-
Share based Capital Currency attributable to revised the repayment timelines for the loan extended by BPCL to Berger Paints Overseas Limited (Step down overseas subsidiary of
Particulars Securities Retained Capital General Controlling Total Equity
payment Redemption Translation equity holders Interest BPCL) in earlier years, which was originally repayable on its maturity. As per the revised terms, the loan will be renewed upon its maturity
premium Earnings Reserve Reserve Reserve of the parent
reserve Reserve
and the Holding Company/BPCL does not intend to demand its repayment in a foreseeable future. Accordingly, as per Ind AS 21 'The
As at April 1, 2021 119.33 2.60 2,859.71 0.19 302.87 0.04 (5.00) 3,279.74 7.06 3,286.80
Profit for the year - - 832.82 - - - - 832.82 0.13 832.95 Effects of Changes in Foreign Exchange Rates', the Group has designated the said loan as net investment in the foreign operations and the
Other comprehensive income for the - - 0.60 - - - (16.10) (15.50) (0.02) (15.52) resulting gain on exchange differences arising on the retranslation of the said loan amounting to `0.64 Crore for the year ended March 31,
year (net of tax) 2023 has been included in foreign currency translation reserve.
Total Comprehensive Income for - - 833.42 - - - (16.10) 817.32 0.11 817.43
the year Capital Redemption Reserve - Represents amount equal to the face value of equity shares transferred at the time of buy-back of shares
Share based payments (Note 47) - 5.62 - - - - - 5.62 - 5.62 in earlier years.
Exercise of share options (Note 47) 1.39 (1.39) - - - - - - - - Capital Reserve - Includes profit on re-issue of forfeited shares.
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Contents Corporate Overview Notice Directors’ Report Annexures to Directors’ Report Business Responsibility & Sustainability Report Corporate Governance Report Auditor’s Report – Standalone Annual Accounts – Standalone Auditor’s Report – Consolidated Annual Accounts – Consolidated
Annual Report 2022-23
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS FOR THE YEAR ENDED MARCH 31, 2023 NOTES TO CONSOLIDATED FINANCIAL STATEMENTS FOR THE YEAR ENDED MARCH 31, 2023
Note 22. Financial Liabilities- Borrowings Note 25. Deferred Tax Assets & Liabilities (net)
` in Crores ` in Crores
As at As at Recognised/ Recognised/(reversed) Exchange
Particulars Balance Balance
March 31, 2023 March 31, 2022 (reversed) in other differences
Particulars As at As at
in profit and loss comprehensive on consolidation
At Amortised Cost April 01, 2022 March 31, 2023
during the year Income during the year during the year
Secured
Deferred tax liabilities
From Banks
Arising out of temporary differences between tax 85.16 22.53 - 0.72 108.41
Term Loan (refer Note - 1 below) 7.77 9.83 and book written down value of depreciable assets
Total 7.77 9.83
Financial Assets at fair value through profit and loss 0.42 (0.12) - - 0.30
Note 1: Others - 0.13 - - 0.13
Comprises of: Total (A) 85.58 22.54 - 0.72 108.84
i. Term Loan of Polish Zloty (PLN) 4.11 million (March 31, 2022 - PLN 5.33 million) [equivalent `7.77 Crores ( March 31,2022
- equivalent `9.83 Crores) secured by way of hypothecation and/or morgage over the property held at 12 Prosta Street, Zywiec
Deferred tax assets
in Poland and carries interest at WIBOR 3 Month + margin ( March 31, 2022 - WIBOR 3 Month + margin) and it is repayable
by June 2026. Expenses allowable on payment basis for tax 14.20 20.90 - - 35.10
purposes
The current portion of above long term borrowings are reflected in Note 27.
Arising out of temporary differences between tax - 0.08 - - 0.08
and book written down value of depreciable assets
Note 23. Non Current Financial Liabilities- Other financial liabilities
Decommissioning liability 1.00 0.08 - - 1.08
` in Crores
As at As at Others through other comprehensive income 4.00 - 0.22 - 4.22
Particulars
March 31, 2023 March 31, 2022 Arising out of temporary differences on accounting 10.87 (1.24) - - 9.63
At Amortised Cost of lease rentals under Ind AS 116
Deposits @ 76.10 77.69 Others 3.83 (0.19) - - 3.64
Total 76.10 77.69 Total (B) 33.90 19.63 0.22 - 53.75
@ Includes deposits from distributor, franchisee and on account of colour bank machines. Net deferred tax assets/(liabilities) (51.68) (2.91) (0.22) 0.72 (55.09)
Disclosed as
Note 24. Non Current Provisions
Deferred tax assets (Net) 1.17 - - - 0.76
` in Crores
As at As at Deferred tax liabilities (Net) (52.85) - - - (55.85)
Particulars
March 31, 2023 March 31, 2022 Total (51.68) - - - (55.09)
Provision for employee benefits
- Provision for gratuity (Refer Note 46) 3.88 3.84 ` in Crores
- Provision for leave encashment 3.75 3.69 Recognised/ Recognised/(reversed) Exchange
Balance Balance
Others (reversed) in in other differences
Particulars As at As at
profit and loss comprehensive on consolidation
Provision for decommissioning {Refer Note (a) below} 4.29 3.98 April 01, 2021 March 31, 2022
during the year Income during the year during the year
Total 11.92 11.51
Deferred tax liabilities
(a) Provision for decommissioning # Arising out of temporary differences between tax 79.75 7.12 - (1.71) 85.16
` in Crores and book written down value of depreciable assets
As at As at Financial Assets at fair value through profit and loss 0.13 0.29 - - 0.42
Particulars
March 31, 2023 March 31, 2022
Total (A) 79.88 7.41 - (1.71) 85.58
At the beginning of the year 3.98 3.68
Deferred tax assets
Discount unwinding for the year (Refer Note 40) 0.31 0.30
At the end of the year Expenses allowable on payment basis for tax 13.17 1.03 - - 14.20
4.29 3.98
purposes
# Recognised towards provision for decommissioning /dismantling of Property, Plant and Equipment on leasehold lands.
362 363
Contents Corporate Overview Notice Directors’ Report Annexures to Directors’ Report Business Responsibility & Sustainability Report Corporate Governance Report Auditor’s Report – Standalone Annual Accounts – Standalone Auditor’s Report – Consolidated Annual Accounts – Consolidated
Annual Report 2022-23
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS FOR THE YEAR ENDED MARCH 31, 2023 NOTES TO CONSOLIDATED FINANCIAL STATEMENTS FOR THE YEAR ENDED MARCH 31, 2023
Note 25. Deferred Tax Assets & Liabilities (net) (contd.) Note 25. Deferred Tax Assets & Liabilities (net) (contd.)
` in Crores
March 31, 2023 March 31, 2022
Recognised/ Recognised/(reversed) Exchange Financial Year Particulars Expiry Date Expiry Date
Balance Balance (` in Crores) (`in Crores)
(reversed) in in other differences
Particulars As at As at
profit and loss comprehensive on consolidation FY 2019-20 Business Loss 3.33 Mar 2028 3.33 Mar 2028
April 01, 2021 March 31, 2022
during the year Income during the year during the year
FY 2019-20 Depreciation 0.15 N.A. 0.15 N.A.
Arising out of temporary differences between tax - - - - -
FY 2020-21 Business Loss 5.36 Dec 2025 5.36 Dec 2025
and book written down value of depreciable assets
FY 2020-21 Business Loss 0.50 Mar 2029 0.50 Mar 2029
Decommissioning liability 0.93 0.07 - - 1.00
FY 2021-22 Depreciation 0.87 Dec 2026 N.A. N.A.
Others through other comprehensive income 4.17 - (0.17) - 4.00
FY 2021-22 Business Loss 1.92 Dec 2026 N.A. N.A.
Arising out of temporary differences on accounting 9.12 1.75 - - 10.87
of lease rentals under Ind AS 116 FY 2021-22 Depreciation 0.22 N.A. 0.22 N.A.
Others 2.55 1.28 - - 3.83 FY 2021-22 Business Loss 2.21 Dec 2026 2.21 Dec 2026
Total (B) 29.94 4.13 (0.17) - 33.90 FY 2021-22 Business Loss 0.58 Mar 2030 0.58 Mar 2030
Net deferred tax assets/(liabilities) (49.94) 3.28 0.17 (1.71) (51.68) FY 2021-22 Depreciation 0.26 N.A. 0.26 N.A.
Disclosed as FY 2022-23 Depreciation 0.18 N.A. N.A. N.A.
Deferred tax assets (Net) 3.41 - - - 1.17
At the end of the reporting period, the aggregate amount of temporary differences associated with undistributed earnings of the subsidiaries
Deferred tax liabilities (Net) (53.35 ) - - - (52.85)
for which deferred tax liabilities have not been recognised is `447.14 Crores (2021-22: `392.14 Crores). No liability has been recognised
Total (49.94) - - - (51.68) in respect of these differences because management controls the distributions of the earnings of the subsidiaries to the holding company
and it has no intention to distribute the earnings of the subsidiaries.
Reconciliation of tax expense and the accounting profit multiplied by India’s domestic tax rate:
` in Crores Note 26. Non-current Liabilities – Others
Year Ended Year Ended ` in Crores
Particulars
March 31, 2023 March 31, 2022
As at As at
Accounting Profit before Income tax 1,175.51 1,118.43 Particulars
March 31, 2023 March 31, 2022
Profit before income tax multiplied by standard rate of corporate tax in India of 25.168% 295.85 281.49 Other liabilities 4.08 4.44
(March 31, 2022: 25.168%)
Total 4.08 4.44
Effects of:
Additional deduction allowed in respect of R&D Expenditure (1.41) (0.22)
Note 27. Current Financial Liabilities – Borrowings
Effect of different tax rates in the components (1.80) 11.20 ` in Crores
Other miscellaneous disallowances/(allowance) 9.30 (3.13) As at As at
Particulars
Net effective income tax 301.94 289.34 March 31, 2023 March 31, 2022
Tax expense reported in the Statement of Profit and Loss At Amortised Cost
Current tax 299.03 286.06 Secured
Deferred tax charge 2.91 3.28 Cash credit (Refer Note 1 below) 2.11 18.16
Total 301.94 289.34 Working capital demand loan (Refer Note 2 in the following page) 597.38 58.70
Current maturities of long term borrowings (Refer Note 3 in the following page) 2.39 66.24
The tax rate used for reconciliation above is the corporate tax rate of 25.168% (Previous Year 25.168%) payable by the Holding Company
Unsecured
on taxable profits under Indian tax law.
Working capital demand loan (Refer Note 2 in the following page) 158.00 -
The Group has the following unused tax losses pertaining to its subsidiaries Berger Paints (Cyprus) Limited including its step-down Commercial paper (Refer Note 4 in the following page) - 515.00
subsidiary and Berger Rock Paints Private Limited which arose on incurrence of capital losses and business losses under the Income Tax Total 759.88 658.10
for which no deferred tax asset has been recognised in the Balance Sheet.
Note - 1
March 31, 2023 March 31, 2022 Cash Credits from banks are secured by way of first charge on book debts, inventories and other current assets ranking pari passu between
Financial Year Particulars Expiry Date Expiry Date
(` in Crores) (`in Crores) the lenders for the Holding Company and two subsidiaries (first pari passu charge over entire current assets of the Holding Company and
FY 2018-19 Business Loss 10.69 Dec 2023 10.69 Dec 2023 two subsidiaries). Cash Credit is repayable on demand and carries interest of 6.85% to 12.75% per annum (March 31, 2022: 6.00%-9.70
FY 2019-20 Business Loss 10.51 Dec 2024 10.51 Dec 2024 % per annum).
364 365
Contents Corporate Overview Notice Directors’ Report Annexures to Directors’ Report Business Responsibility & Sustainability Report Corporate Governance Report Auditor’s Report – Standalone Annual Accounts – Standalone Auditor’s Report – Consolidated Annual Accounts – Consolidated
Annual Report 2022-23
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS FOR THE YEAR ENDED MARCH 31, 2023 NOTES TO CONSOLIDATED FINANCIAL STATEMENTS FOR THE YEAR ENDED MARCH 31, 2023
Note 27. Current Financial Liabilities – Borrowings [Changes in liabilities arising from financing activities (contd.)] Note 28. Current Financial Liabilities – Trade Payables
` in Crores
Note - 2
As at As at
(i) Working Capital Demand Loan amounting to `674.27 Crores of the Holding company carried an interest at 6.73%- 8.70% per annum Particulars
March 31, 2023 March 31, 2022
as at March 31, 2023 (March 31, 2022: Nil) and are repaid within the maturity period of 12-69 days. Out of the aforesaid loan of
Holding Company, `516.27 Crores is secured by hypothecation of stock and book debts and `158.00 Crores is unsecured. At amortised cost
(ii) Working capital demand loan of one of the subsidiary of `44.27 Crores (March 31, 2022 - `34.00 Crores) is secured by corporate Outstanding dues of creditors other than acceptances
guarantee of the Holding Company. Loans are subsequently repaid on April 01, 2023 and carries interest at 7.75% per annum (March
31, 2022 - 6.30% to 6.50% per annum). (i) Total outstanding dues of micro enterprises and small enterprises 101.95 66.71
(iii) Working Capital Demand Loan of PLN 14.20 million [equivalent `26.86 Crores] (March 31, 2022 -PLN 13.39 million [equivalent (ii) Total outstanding dues of creditors other than micro enterprises and small enterprises
`24.69 Crores]) and carries interest at WIBOR 1 Month + margin. The facility is secured by a blank promissory note, a mortgage
Acceptances* 176.69 194.66
established on the ownership right on a real property located in Zywiec, as assignment of claims under a property insurance policy, an
'undisclosed' general assignment of claims and an assignment of claims under receivable insurance contract. Outstanding dues other than acceptances 1,487.05 1,541.52
(iv) Working Capital Demand Loan of PLN 5.26 million [equivalent `9.98 Crores] (March 31, 2022 -PLN Nil [equivalent ` Nil]) and [Includes `63.98 Crores (March 31, 2022 `71.84 Crores) payable to related parties] (Refer Note 50b)
carries interest at SONIA + margin. The facility is secured by a blank promissory note, a mortgage established on the ownership right Total 1,765.69 1,802.89
on a real property located in Zywiec, as assignment of claims under a property insurance policy, an 'undisclosed' general assignment
of claims and an assignment of claims under receivable insurance contract. * Note:
Note - 3 : Current maturities of long term borrowings includes:- Acceptances include arrangements where operational suppliers of goods and services are initially paid by banks while the Holding
(i) Term Loan of PLN 1.26 million [equivalent `2.39 Crores (equivalent `1.23 Crores)] (March 31, 2022 - PLN 0.67 million) secured Company continues to recognise the liability till settlement with the banks which are normally effected within a period of 90 days.
by way of hypothication and/or morgage over the property held at 12 Prosta Street, Zywiec in Poland and carries interest at WIBOR
3 Month + margin ( March 31, 2022 -WIBOR 3 Month + margin.) and it is repayable by June 2026 Note 28.1 Disclosure under the Micro, Small and Medium Enterprises Development Act, 2006 are provided as under to the extent
(ii) Term Loan of USD Nil [equivalent ` Nil Crores (March 31, 2022: `65.01 Crores)] (March 31, 2022: USD 8.75 million) secured by an the Group has received intimation from the suppliers regarding their status under the Act.
unconditional and irrecoverable corporate guarantee from the Holding Company. The loan carried interest at the rate of LIBOR plus ` in Crores
1.20 % p.a (March 31, 2022: LIBOR plus 1.20 % p.a) and was repayable by October 28, 2022.
As at As at
Particulars
Note - 4 March 31, 2023 March 31, 2022
Commercial paper issued by the Holding Company carried an interest at 3.29%-4.08% per annum as at March 31, 2022 and were repaid Principal amount remaining unpaid at the end of the year ** 94.92 64.34
within the maturity period of 90 days.
Interest due thereon remaining unpaid at the end of the year 7.90 5.49
Changes in liabilities arising from financing activities 102.82 69.83
` in Crores
Delayed payment of Principal amount paid beyond appointed date during the entire financial year 364.85 206.21
Particulars April 1, 2022 Cash flows Leases (Net) Others # March 31, 2023
Long term borrowing (Including current maturities) 76.07 (65.91) - - 10.16 Interest actually paid under Section 16 of the Act during the entire accounting year - -
Current Borrowings Amount of Interest due and payable for the period of delay in making the payment (which have been paid 2.31 0.95
Cash credit (net) 18.16 (16.05) - - 2.11 but beyond the appointed day during the year) but without adding interest specified under this Act
Working Capital Demand Loan 58.70 696.68 - - 755.38 Amount of Interest due and payable for the period (where principal has been paid but interest under the - -
Commercial paper 515.00 (515.00) - - - MSMED Act not paid)
Current and Non Current Lease Liability (Refer Note 48) 345.60 (100.00) 146.95 28.77 421.32 Interest accrued and remaining unpaid at the end of the year 2.40 1.01
` in Crores The amount of further interest remaining due and payable even in succeeding years, until such date 7.90 5.49
when the interest dues as above are actually paid to the Micro and Small Enterprises for the purpose of
Particulars April 1, 2021 Cash flows Leases (Net) Others # March 31, 2022 disallowances as deductible expenditure under Section 23 of this Act
Long term borrowing (Including current maturities) 165.65 (89.59) - 0.01 76.07
Terms and conditions of the above trade payables:
Current Borrowings
Cash credit (net) 11.96 6.20 - - 18.16 Trade payables are non interest bearing and are normally settled on 45-90 days terms.
Working Capital Demand Loan 47.96 10.74 - - 58.70 For terms and conditions of transactions with related parties, Refer Note 50b.
Commercial paper 150.00 365.00 - - 515.00 ** Includes `0.87 Crore (March 31, 2022 `3.12 Crores) outstanding in respect of Capital Creditors (Refer Note 29).
Current and Non Current Lease Liability (Refer Note 48) 258.19 (75.71) 139.34 23.78 345.60
# It includes accretion of interest and translation difference.
366 367
Contents Corporate Overview Notice Directors’ Report Annexures to Directors’ Report Business Responsibility & Sustainability Report Corporate Governance Report Auditor’s Report – Standalone Annual Accounts – Standalone Auditor’s Report – Consolidated Annual Accounts – Consolidated
Annual Report 2022-23
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS FOR THE YEAR ENDED MARCH 31, 2023 NOTES TO CONSOLIDATED FINANCIAL STATEMENTS FOR THE YEAR ENDED MARCH 31, 2023
Note 28a. Trade Payables Ageing Schedule Note 31. Current Provisions
` in Crores ` in Crores
As at March 31, 2023 As at As at
Particulars
March 31, 2023 March 31, 2022
Outstanding for following periods from due date
Particulars Unbilled of payment Total Provision for Gratuity (refer Note 46) 5.76 4.85
Not Due
Dues Less than 1 1-2 years 2-3 years More than
year 3 years Provision for Leave encashment 40.01 33.66
Total outstanding dues of micro enterprises and small - 80.78 15.63 1.04 1.66 2.84 101.95 Provision for Excise, Customs, Sales tax, Service Tax [Refer Note (a) below] 20.08 6.92
enterprises
Total outstanding dues of creditors other than micro 430.40 994.15 214.26 14.93 2.16 7.84 1,663.74 Provision for Housing Fund [Refer Note (b) below] 1.40 1.60
enterprises and small enterprises
Total 67.25 47.03
` in Crores
As at March 31, 2022 (a) Movement in Provision for Excise, Customs, Sales tax, Service Tax:
Outstanding for following periods from due date ` in Crores
Particulars Unbilled of payment Total
Not Due As at As at
Dues Less than More than Particulars
1-2 years 2-3 years March 31, 2023 March 31, 2022
1 year 3 years
Total outstanding dues of micro enterprises and small - 50.07 11.98 1.66 1.20 1.80 66.71 At the beginning of the year 6.92 6.92
enterprises
Additions 13.16 -
Total outstanding dues of creditors other than micro 399.83 1,053.17 266.69 8.18 1.53 6.78 1,736.18
enterprises and small enterprises Utilization/ Reversal - -
There are no outstanding disputed dues of micro enterprises and small enterprises and creditors other than micro enterprises and At the end of the year 20.08 6.92
small enterprises.
The above provisions represent estimates made mainly for probable claims arising out of litigations/disputes pending with authorities
Note 29. Current Financial Liabilities – Other Financial Liabilities
under various statutes (Excise duty, Customs duty, Sales tax and Service tax).
` in Crores
(b) Housing Fund
As at As at
Particulars ` in Crores
March 31, 2023 March 31, 2022
At amortised cost As at As at
Particulars
Interest accrued but not due 1.37 0.92 March 31, 2023 March 31, 2022
Unpaid Dividends (to be credited to Investor Education and Protection Fund as and when due) 4.71 5.07 At the beginning of the year 1.60 6.75
Deposits @ 35.58 18.64
Arisen during the year 0.12 0.80
Capital creditors * 26.27 45.75
Accrued employee liabilities 45.92 42.37 Utilized during the year (0.32) (5.95)
Other payables 39.03 45.60
At the end of the year 1.40 1.60
Total 152.88 158.35
@ Includes deposit on account of tender, supply - apply contracts and colour bank machines. Provision for housing fund has been recognised towards compliance with Section- 41 of Nepal Labour Act, 2048 in a subsidiary, Berger
* Includes outstanding dues of micro enterprises and small enterprises - March 31, 2023: `0.87 Crore (March 31, 2022 : `3.12 Crores) (Refer Note 28.1). Jenson & Nicholson (Nepal) Pvt Ltd.
Note 30. Other current liabilities
` in Crores Note 32. Current tax liabilities (net)
As at As at ` in Crores
Particulars
March 31, 2023 March 31, 2022 As at As at
Particulars
Advance from customers 24.62 24.12 March 31, 2023 March 31, 2022
Statutory liabilities 93.22 55.99
Provision for income tax [net of advance taxes of `697.01 Crores (March 31, 2022 : `724.08 Crores)] 18.44 18.07
Other liabilities 5.89 12.03
Total 18.44 18.07
Total 123.73 92.14
368 369
Contents Corporate Overview Notice Directors’ Report Annexures to Directors’ Report Business Responsibility & Sustainability Report Corporate Governance Report Auditor’s Report – Standalone Annual Accounts – Standalone Auditor’s Report – Consolidated Annual Accounts – Consolidated
Annual Report 2022-23
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS FOR THE YEAR ENDED MARCH 31, 2023 NOTES TO CONSOLIDATED FINANCIAL STATEMENTS FOR THE YEAR ENDED MARCH 31, 2023
Note 33. Distribution made and proposed by the Holding Company Note 34.1 Disaggregation of revenue from contracts with customers (contd.)
` in Crores
` in Crores
Year ended Year ended
Particulars Year ended Year ended
March 31, 2023 March 31, 2022 Particulars
March 31, 2023 March 31, 2022
Dividends on equity shares declared and paid:
(ii) Other operating revenues
Final dividend for the year ended March 31, 2022- `3.10 per share (March 31, 2021 - `2.80 per share) 301.11 271.96
Sale of Scrap 24.11 16.64
Total 301.11 271.96
Income from government grant 113.63 65.36
Others 14.72 24.01
Proposed dividends on equity shares:
152.46 106.01
Final dividend for March 31, 2023- `3.20 per share (March 31, 2022 - `3.10 per share) 310.86 301.11
Total 10,567.84 8,761.78
Total 310.86 301.11
As at March 31, 2023, proposed dividend on equity shares are subject to approval in the ensuing Annual General Meeting. Pending such B. Revenue from contracts with customers disaggregated based on geography
approval proposed dividend have not been recognised in these financial statements. India 9,782.09 8,004.45
Note 34. Revenue from Operations Outside India 633.29 651.32
` in Crores
Total 10,415.38 8,655.77
Year ended Year ended
Particulars * Revenue from sale of goods is recognised on transfer of control to customers at a point of time by performance of obligation towards
March 31, 2023 March 31, 2022
delivery or as per customers’ instruction. (Also refer Note 3.6)
Revenue from sale of products (net off rebates and discounts) 10,376.27 8,523.92
** Revenue from combined contract represents supply-apply contracts and is recognised at a point of time when such combined output
Revenue from combined contracts 39.11 131.85 is delivered to customers’ satisfaction as per agreed milestones and customers acknowledge their obligation to pay for such output in
Other operating revenue accordance with terms and conditions of underlying contracts. (Also refer Note 3.6)
Sale of scrap 24.11 16.64 The Group provides agreed upon performance warranty for selected range of products and services. The amount of liability towards
such warranties are immaterial.
Income from government grant # 113.63 65.36
Others 14.72 24.01 Note 34.2. Reconciliation of gross revenue with revenue from contracts with customers
Total 10,567.84 8,761.78 ` in Crores
# Income from Government grant represents subsidy recognized under various Incentive Schemes/Packages of State Government and Year ended Year ended
Particulars
Government of India applicable to eligible units. Further during the year, the Holding Company has accounted for `55.55 Crores towards March 31, 2023 March 31, 2022
GST subsidy under Industrial Investment Promotion Policy in respect of its manufacturing facilities in the state of Andhra Pradesh. Gross revenue 12,267.67 10,084.28
Less: rebates and discounts 1,852.29 1,428.50
Note 34.1 Disaggregation of revenue from contracts with customers
Net revenue recognised from contracts with customers 10,415.38 8,655.78
The Group derives revenue from following major segments:
` in Crores
Note 35. Other income
Year ended Year ended
Particulars ` in Crores
March 31, 2023 March 31, 2022
A. Revenue disaggregated based on nature of product or services Year ended Year ended
Particulars
March 31, 2023 March 31, 2022
(i) Revenue from contracts with customers
Interest Income
Revenue from sale of paints and allied products (net of rebates and discounts) * 10,376.27 8,523.92
Revenue from combined contracts ** 39.11 131.85 On deposits with banks carried at amortized cost 13.38 17.57
10,415.38 8,655.77 Others 2.49 2.59
* Revenue from sale of goods is recognised on transfer of control to customers at a point of time by performance of obligation towards Gain on early termination of leases 3.65 1.26
delivery or as per customers’ instruction. (Also refer Note 3.6)
** Revenue from combined contract represents supply-apply contracts and is recognised at a point of time when such combined output Insurance claim received 1.67 3.06
is delivered to customers’ satisfaction as per agreed milestones and customers acknowledge their obligation to pay for such output in
Net gain on sale of mutual fund investments measured at FVTPL 1.95 6.91
accordance with terms and conditions of underlying contracts. (Also refer Note 3.6)
370 371
Contents Corporate Overview Notice Directors’ Report Annexures to Directors’ Report Business Responsibility & Sustainability Report Corporate Governance Report Auditor’s Report – Standalone Annual Accounts – Standalone Auditor’s Report – Consolidated Annual Accounts – Consolidated
Annual Report 2022-23
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS FOR THE YEAR ENDED MARCH 31, 2023 NOTES TO CONSOLIDATED FINANCIAL STATEMENTS FOR THE YEAR ENDED MARCH 31, 2023
Note 35. Other income (contd.) Note 38. (Increase)/decrease in inventories of finished goods, work-in-progress and traded goods
` in Crores
` in Crores
Year ended Year ended
Year ended Year ended Particulars
Particulars March 31, 2023 March 31, 2022
March 31, 2023 March 31, 2022
Opening Stock
Fair value gain on mutual fund investments measured at FVTPL 0.30 0.90 Work-in-progress 144.99 103.45
Discount Income 3.11 5.38 Finished goods 1,151.30 809.33
Arrangement Fees 5.57 5.78 Traded goods 145.73 147.75
1,442.02 1,060.53
Royalty Income [Refer Note 50b(A)] 0.12 0.11
Closing Stock
Gain on sale/discard of Property, plant and equipment and intangible assets - 6.79
Work-in-progress 140.92 144.99
Sundry balances written back 3.49 4.51 Finished goods 1,223.95 1,151.30
Miscellaneous Income 15.84 9.73 Traded goods 170.39 145.73
Total 51.57 64.59 1,535.26 1,442.02
Increase in inventories of finished goods, work-in-progress and traded goods (93.24) (381.49)
Note 36. Cost of materials consumed Note 39. Employee benefits expense
` in Crores
` in Crores
Year ended Year ended
Particulars
Year ended Year ended March 31, 2023 March 31, 2022
Particulars
March 31, 2023 March 31, 2022
Salaries, wages and bonus 530.80 469.03
Raw materials Consumed Contribution to provident and other funds (Refer Note 46) 37.15 35.73
Opening Stock 805.73 493.29 Share based payment to employees (Refer Note 47) 4.56 5.56
Staff welfare expenses 36.68 32.80
Purchases 5,002.50 4,673.25
Total 609.19 543.12
Closing stock (713.77) (805.73)
5,094.46 4,360.81 Note 40. Finance Costs
` in Crores
Packing material Consumed
Year ended Year ended
Particulars
Opening Stock 49.48 44.05 March 31, 2023 March 31, 2022
Purchases 756.47 691.39 Interest on borrowings 62.69 22.94
Interest on lease liabilities (Refer Note 48) 31.10 24.53
Closing stock (47.79) (49.48)
Unwinding of discount on provisions (Refer Note 24) 0.31 0.30
758.16 685.96
Interest others 5.13 2.95
Cost of materials consumed 5,852.62 5,046.77 Total 99.23 50.72
Note 41. Depreciation and amortization expense
Note 37. Purchases of traded goods ` in Crores
Year ended Year ended
` in Crores Particulars
March 31, 2023 March 31, 2022
Year ended Year ended Depreciation of property, plant and equipment (Refer Note 4) 178.88 158.73
Particulars
March 31, 2023 March 31, 2022
Amortization of intangible assets (Refer Note 7a) 5.49 4.63
Purchases of traded goods 971.14 763.79 Depreciation of right-of-use assets (Refer Note 48) 79.66 63.15
Total 971.14 763.79 Total 264.03 226.51
372 373
Contents Corporate Overview Notice Directors’ Report Annexures to Directors’ Report Business Responsibility & Sustainability Report Corporate Governance Report Auditor’s Report – Standalone Annual Accounts – Standalone Auditor’s Report – Consolidated Annual Accounts – Consolidated
Annual Report 2022-23
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS FOR THE YEAR ENDED MARCH 31, 2023 NOTES TO CONSOLIDATED FINANCIAL STATEMENTS FOR THE YEAR ENDED MARCH 31, 2023
Note 42. Other expenses Note 42.1. Details of CSR expenditure: (contd.)
` in Crores ` in Crores
Year ended Year ended Year ended Year ended
Particulars Particulars
March 31, 2023 March 31, 2022 March 31, 2023 March 31, 2022
Freight and Forwarding Charges 670.33 579.44 (c) Amount spent during the year ended March 31, 2023: # In cash Yet to be Total
Power and fuel 83.27 68.13 paid in cash @
Consumption of stores and spare parts 14.61 13.60 (i) Construction/Acquisition of an asset - - -
Repairs (ii) Purposes other than (i) above 19.03 0.81 19.84
- Plant and machinery 28.10 21.80 Total 19.03 0.81 19.84
- Building 2.20 3.33 (d) Amount spent during the year ended March 31, 2022: In cash Yet to be Total
- Others 17.28 16.80 paid in
cash @
Rent (Refer Note 48) 12.84 12.91
(i) Construction/Acquisition of an asset - - -
Advertisement and Sales Promotion Expenses 337.89 271.30
(ii) Purposes other than (i) above 16.39 1.34 17.73
Processing Charges 49.14 44.48
Rates and Taxes 28.11 10.84 Total 16.39 1.34 17.73
Travelling 71.09 48.11 # Corporate Social Responsibility expense of `19.28 Crores (March 31, 2022: `17.37 Crores) includes programme for promoting
Insurance 12.72 12.40 employment enhancing vocational skill programme named 'iTrain' and `0.56 Crore (March 31, 2022 `0.36 Crore) related to Indian
subsidiaries.
Foreign Exchange Loss (net) 19.04 6.45
The Indian subsidiaries have under taken activities like primary health and education, contribution to IITs, various educational
Commission to Non-Executive Directors (Refer Note 50b) 0.57 0.57 infrastructure developments.
Payment to Auditors 1.48 1.37 @ Represents CSR activity undertaken during the year for which contractual payment was made subsequent to the year-end.
Information Technology Expenses 49.37 34.39 In compliance with the provisions laid under Section 135 of the Companies Act, 2013 read with Companies (Corporate Social
Responsibility Policy) Rules, 2014 and Companies (Corporate Social Responsibility Policy) Amendment Rules, 2021, there was no
Professional Fees 14.23 9.35
amount unspent for the year ended March 31, 2023. Amount available for set off in succeeding financial years `0.18 Crore (March
Retainership Fees 6.93 6.19 31, 2022: `0.21 Crore).
Provision for Bad Debts (including Bad Debts written off) 22.70 7.60
Office Upkeep 85.17 69.99 Note 43. Earnings per share (EPS)
Carrying & Forwarding Expenses 71.29 60.96 Basic EPS amounts are calculated by dividing the profit for the year attributable to equity holders of the Holding Company by the weighted
average number of equity shares outstanding during the year.
Subcontractor expenses 29.81 54.52
Diluted EPS amounts are calculated by dividing the profit attributable to equity holders of the Holding Company by the weighted average
Printing & Stationery 6.11 4.22
number of equity shares outstanding during the year plus the weighted average number of equity shares that would be issued on conversion
CSR expenditure (Refer Note 42.1) 19.84 17.73 of all the dilutive potential equity shares into equity shares.
Loss on sale/discard of Property, plant and equipment & intangible assets 3.76 -
The following table reflects the income and earning per share data used in the basic and diluted EPS computations:
Miscellaneous Expenses 83.05 82.04
Year ended Year ended
Total 1,740.93 1,458.52 Particulars
March 31, 2023 March 31, 2022
Net Profit after tax attributable to Equity holders of the Parent for calculation of Basic and Diluted 859.42 832.82
Note 42.1. Details of CSR expenditure: Earnings Per Share (` in Crores) (I)
` in Crores Weighted average number of shares (II)
Year ended Year ended - Basic 97,13,62,815 97,13,02,832
Particulars
March 31, 2023 March 31, 2022
- Diluted (refer note on effect of dilution in the next page) 97,14,72,605 97,14,80,501
a) Gross amount required to be spent by the Holding Company and its Indian subsidiaries 19.66 17.52 Earning per equity share [nominal value of `1 per share] [(I)/(II)]
incorporated in India during the year
- Basic 8.86 8.58
b) Amount approved by the Board to be spent during the year 19.84 17.73 - Diluted 8.86 8.57
374 375
Contents Corporate Overview Notice Directors’ Report Annexures to Directors’ Report Business Responsibility & Sustainability Report Corporate Governance Report Auditor’s Report – Standalone Annual Accounts – Standalone Auditor’s Report – Consolidated Annual Accounts – Consolidated
Annual Report 2022-23
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS FOR THE YEAR ENDED MARCH 31, 2023 NOTES TO CONSOLIDATED FINANCIAL STATEMENTS FOR THE YEAR ENDED MARCH 31, 2023
Note 43. Earnings per share (EPS) (contd.) Note 44. Significant accounting judgements, estimates and assumptions (contd.)
periodically, including at each financial year end. The lives are based on historical experience with similar assets as well as anticipation of
Year ended Year ended
Particulars
March 31, 2023 March 31, 2022
future events, which may impact their life, such as changes in technology. Property, plant and equipment represent a significant proportion
of the asset base of the Holding Company. The charge in respect of periodic depreciation is derived after determining an estimate of an
Effect of dilution:
asset’s expected useful life and the expected residual value at the end of its life. The useful lives and residual values of Holding Company's
Weighted average number of equity shares in calculating Basic Earnings Per Share 97,13,62,815 97,13,02,832
assets are determined by management at the time the asset is acquired and reviewed periodically, including at each financial year end. The
Dilution - Stock options granted under Employee Stock Option Plan (Refer Note 47) 1,09,790 1,77,669
lives are based on historical experience with similar assets as well as anticipation of future events, which may impact their life, such as
Weighted average number of equity shares in calculating diluted EPS 97,14,72,605 97,14,80,501
changes in technology. The Holding Company also considers the impact of health, safety and environmental legislation in its assessment
There have been no other transactions involving Equity shares or potential Equity shares between the reporting date and the date of of expected useful lives and estimated residual values.
authorisation of these consolidated financial statements. (v) Impairment allowance on trade receivables (Refer Note 3.6)
Note 44. Significant accounting judgements, estimates and assumptions The Group makes loss allowances for credit impaired debts based on an assessment of the recoverability of trade and other receivables.
The identification of credit impaired debts enquires use of judgments and estimates. Where the expectation is different from the original
The preparation of the Group’s consolidated financial statements requires management to make judgements, estimates and assumptions estimate, such difference will impact the carrying value of the trade and other receivables and credit impaired debts expenses in the period
that affect the reported amounts of revenues, expenses, assets and liabilities, and the accompanying disclosures, and the disclosure of in which such estimate has been changed.
contingent liabilities. Uncertainty about these assumptions and estimates could result in outcomes that require a material adjustment to the
carrying amount of assets or liabilities affected in future periods. (vi) Decommissioning Liability (Refer Note 3.9)
Decommissioning Liability has been recognised for items of property, plant and equipment built or installed on specified leasehold land the
(i) Judgements, Estimates and Assumptions
terms of which includes decommissioning of such assets on expiry of the lease prior to handing over to the lessor. The decommissioning
The key assumptions concerning the future and other key sources of estimation uncertainty at the reporting date, that have a significant risk costs as at the end of the lease period have been estimated based on current costs by the Holding Company's own technical experts and
of causing a material adjustment to the carrying amounts of assets and liabilities within the next financial year, are described below. The have been escalated to the end of the leasehold period using suitable inflation factors. The said esclated cost as at the end of the lease period
Group based its assumptions and estimates on parameters available when the consolidated financial statements were prepared. Existing is now discounted to the present value of such liability by applying Holding Company's weighted average cost of capital.
circumstances and assumptions about future developments, however, may change due to market changes or circumstances arising that are
(vii) Impairment test for Goodwill (Refer Note 3.15)
beyond the control of the Group. Such changes are reflected in the assumptions when they occur. In the process of applying the Group’s
accounting policies, management has made the following judgements, estimates and assumptions, which have the most significant effect (a) Bolix S.A
on the amounts recognised in the consolidated financial statements.
Goodwill of `207.39 Crores had arisen on acquisition of Bolix S.A, a wholly owned step down subsidiary of the Holding Company in
(ii) Defined Employer Benefit plans (Refer Note 3.17) an earlier year. The Group assesses the goodwill for any indication of impairment at annual basis. Based on such assessment there is no
impairment in goodwill that needs to be recognised. The risks in respect of climate-related matters are included as key assumptions where
The cost and the present value of the defined benefit gratuity plan and other post-employment leave encashment benefit are determined
they materially impact the measure of recoverable amount. These assumptions have been included in the cash-flow forecasts in assessing
using actuarial valuations. An actuarial valuation involves making various assumptions that may differ from actual developments in future.
value-in-use amount. There is no material impact in the consolidated financial statements.
These include the determination of appropriate discount rate, estimating future salary increases and mortality rates. Due to the complexities
involved in the valuation and its long-term nature, a defined benefit obligation is highly sensitive to changes in these assumptions. All The Group treats Bolix S.A as one cash generating unit and goodwill relating to that business is tested annually for impairment. This
assumptions are reviewed at each reporting date. For further details refer Note 46. testing is done by computing the value in use by using cash flow projections based on approved budget for 2023 (Previous Year: 2022) and
financial forecast for the years 2024 – 2027 (Previous Year: 2023-2026). Based on such assessment there is no impairment in goodwill
(iii) Fair value measurement of financial instruments and guarantees (Refer Note 3.22) that needs to be recognised.
When the fair values of financial assets and financial liabilities recorded in the Balance Sheet cannot be measured based on quoted prices Key Assumptions used for value in use calculations are as follows:
in active markets, their fair value is measured using valuation techniques including the DCF model. The inputs to these models are taken
from observable markets where possible, but where this is not feasible, a degree of judgement is required in establishing fair values. As at As at
Particulars
Judgements include considerations of inputs such as liquidity risk, credit risk and volatility. Changes in assumptions about these factors March 31, 2023 March 31, 2022
could affect the reported fair value of financial instruments. See Note 54 for further disclosures. Average annual increase in cash flows during the forecast period (i.e., five years) 20.90% 10.00%
Growth rate used for extrapolation of cash flow projections beyond the five-year period 0.00% 0.00%
(iv) Depreciation on Property, Plant and Equipment (Refer Note 3.9)
(Previous year: five years)
Property, plant and equipment represent a significant proportion of the asset base of the Group. The charge in respect of periodic Discount rate-Pre tax 6.50% -
depreciation is derived after determining an estimate of an asset’s expected useful life and the expected residual value at the end of its
Discount rate-Post tax - 9.50%
life. The useful lives and residual values of Group's assets are determined by management at the time the asset is acquired and reviewed
376 377
Contents Corporate Overview Notice Directors’ Report Annexures to Directors’ Report Business Responsibility & Sustainability Report Corporate Governance Report Auditor’s Report – Standalone Annual Accounts – Standalone Auditor’s Report – Consolidated Annual Accounts – Consolidated
Annual Report 2022-23
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS FOR THE YEAR ENDED MARCH 31, 2023 NOTES TO CONSOLIDATED FINANCIAL STATEMENTS FOR THE YEAR ENDED MARCH 31, 2023
Note 44. Significant accounting judgements, estimates and assumptions (contd.) Note 46. Gratuity and other post-employment benefit plans
(b) Others (I) Defined benefit plans
The Group has Goodwill on consolidation arising from acquisition of STP Limited, Berger Hesse Wood Coatings Private Limited and (a) Gratuity
SBL Specialty Coatings Private Limited. Based on impairment assessment carried out by the management, no impairment in goodwill is (i) The following table summarizes the components of net defined benefit expense towards gratuity recognised in the Statement
required to be recognised. Refer Note 6. of Profit and Loss and OCI and the funded status and amounts recognised in the Balance Sheet.
` in Crores
(viii) Revenue from combined contracts (Refer Note 3.6) As at As at
Particulars
March 31, 2023 March 31, 2022
The Group exercises judgement in estimating cost for recognizing revenue from combined contract with customers. Losses on onerous
(A) Changes in the present value of defined benefit obligation
contracts (if any) are recognized in the consolidated financial statements.
Present value of defined benefit obligation as at year beginning 62.54 58.67
Note 45. Information related to subsidiaries and joint ventures Current Service Cost 6.96 5.28
The subsidiaries and joint ventures considered in the consolidated financial statements are as follows: Interest Cost 4.28 3.57
Remeasurements (gains)/losses
Country of % voting power % voting power
Name of Company Accounting period
Incorporation As at March 31, 2023 As at March 31, 2022 -Actuarial (gains)/losses arising from changes in financial assumptions 0.85 (0.80)
Direct subsidiaries -Actuarial (gains)/losses arising from changes in demographic assumption 0.92 0.32
Berger Jenson & Nicholson (Nepal) Private Nepal 100% 100% 15th March - 14th March -Actuarial (gains)/losses arising from changes in experience adjustments (0.77) (0.04)
Limited Benefits Paid (6.21) (4.46)
Beepee Coatings Private Limited India 100% 100% 1st April - 31st March Present value of defined benefit obligation as at year end 68.57 62.54
Berger Paints (Cyprus) Limited Cyprus 100% 100% 1st January - 31st December
Lusako Trading Limited Cyprus 100% 100% 1st January - 31st December (B) Changes in fair value of plan assets
SBL Specialty Coatings Private Limited India 100% 100% 1st April - 31st March Fair Value of Plan Assets as at year beginning 53.85 49.89
Berger Hesse Wood Coatings Private Limted India 51% 51% 1st April - 31st March Interest Income 5.27 3.28
Berger Rock Paints Private Limited India 51% 51% 1st April - 31st March Remeasurements gains/(losses)
STP Limited India 95.53% 95.53% 1st April - 31st March -Return on plan assets greater/(lesser) than discount rate 0.16 (0.20)
Indirect subsidiaries -Actuarial gains/(losses) arising from changes in financial assumptions (0.01) -
Berger Paints Overseas Limited [100% Russia 100% 100% 1st January - 31st December Employer's Contribution 5.67 4.76
Subsidiary of Berger Paints (Cyprus) Limited ]
Benefits Paid (6.01) (3.88)
Bolix S.A. (100% Subsidiary of Lusako Trading Poland 100% 100% 1st January - 31st December
Fair Value of Plan Assets as at year end 58.93 53.85
Limited)
Build-Trade sp. z.o.o (100% Subsidiary of Bolix Poland 100% 100% 1st January - 31st December
S.A.) (C) Amounts Recognised in the Balance Sheet
Bolix UKRAINA sp. z.o.o. (100% Subsidiary of Ukraine 99% 99% 1st January - 31st December Present value of defined benefit obligation at the year end 68.57 62.54
Bolix S.A.) Fair Value of the Plan Assets at the year end 58.93 53.85
Soltherm External Insulations Limited (100% United Kingdom 100% 100% 1st January - 31st December Liability Recognised in the Balance Sheet (9.64) (8.69)
Subsidiary of Bolix S.A.)
Soltherm Isolations Thermique Exterieure SAS France 100% 100% 1st January - 31st December (D) Expense recognised in the Statement of Profit and Loss
(100% Subsidiary of Bolix S.A.)
Current service cost 6.96 5.28
Joint Ventures
Net Interest Cost/(Income) (0.99) 0.29
Berger Becker Coatings Private Limited India 48.98% 48.98% 1st April - 31st March
Net Cost Recognised in the Statement of Profit and Loss 5.97 5.57
Berger Nippon Paint Automotive Coatings India 49.00% 49.00% 1st April - 31st March
Private Limited
Expense recognised in Other Comprehensive Income:
Surefire Management Services Limited United Kingdom 75.00% 75.00% 1st January - 31st December
Remeasurements (gains)/losses 0.85 (0.73)
There are no material transactions/events that have occurred between January 1/March 15 and March 31 which might have a material
Net Cost Recognised in the Other Comprehensive Income 0.85 (0.73)
impact on the profitability or financial position on these consolidated financial statements.
378 379
Contents Corporate Overview Notice Directors’ Report Annexures to Directors’ Report Business Responsibility & Sustainability Report Corporate Governance Report Auditor’s Report – Standalone Annual Accounts – Standalone Auditor’s Report – Consolidated Annual Accounts – Consolidated
Annual Report 2022-23
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS FOR THE YEAR ENDED MARCH 31, 2023 NOTES TO CONSOLIDATED FINANCIAL STATEMENTS FOR THE YEAR ENDED MARCH 31, 2023
Note 46. Gratuity and other post-employment benefit plans (contd.) Note 46. Gratuity and other post-employment benefit plans (contd.)
(ii) The principal assumptions used in determining gratuity obligations for the Group's plans are shown below: (v) Risk Exposure
As at As at Impact on defined benefit obligation
Significant Actuarial Assumptions
March 31, 2023 March 31, 2022 Sensitivity for significant actuarial assumptions is computed by varying one actuarial assumption used for the valuation of the defined
Discount Rate 7.1% to 7.6% 7.00% benefit obligation by one percentage, keeping all other actuarial assumptions constant. In practice, this is unlikely to occur and
Withdrawal Rate changes in some of the assumptions may be correlated. When calculating the sensitivity of the defined benefit obligation to significant
- Management 8.00% 3.00% actuarial assumptions the same method (present value of the defined benefit obligation calculated with the projected unit credit method
- Officer 15.00% 3.00% at the end of the reporting period) has been applied as when calculating the defined benefit liability recognised in the balance sheet.
-Staff/worker 3.00% 3.00% The method and types of assumptions used in preparing the sensitivity analysis did not change compared to the prior period.
Salary increase These plans typically expose the Group to actuarial risks such as: Investment Risk, Interest Risk, Longevity Risk and Salary Risk
- Management 7.00% 6.00%
Investment Risk: The present value of the defined benefit plan liability is calculated using a discount rate which is determined
- Officer 6.00% 6.00%
by reference to market yields at the end of the reporting period on government bonds.
-Staff/worker 6.00% 6.00%
Interest Risk: A decrease in the government bond interest rate will increase the plan liability.
Mortality Rate Indian Assured Lives Indian Assured Lives
(Mortality 2006-08 modified) Ult (Mortality 2006-08 modified) Ult 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
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. will increase the plan’s liability.
Assumptions regarding future mortality experience are set in accordance with the published statistics by the Actuary. Salary Risk: The present value of the defined plan liability is calculated by reference to the future salaries of plan participants.
The discount rate is based on the government securities yield. As such, an increase in the salary of the plan participants will increase the plan’s liability.
The Group assesses these assumptions with its projected long-term plans of growth and prevalent industry standards.
(vi) Defined Benefit Liability and Employer Contributions
(iii) Plan asset information:-
Since the employees gratuity fund is a defined benefit plan maintained by the Life Insurance Corporation of India the return is
As at As at
Particulars generated from a pool of assets invested by them and any deficit in the liability and return on plan assets is funded by the Group
March 31, 2023 March 31, 2022
Assets under scheme of insurance 100% 100% on a yearly basis.
(iv) A quantitative sensitivity analysis for significant assumptions are as shown below - (vii) The Group expects to contribute an amount to gratuity as specified in report by Fund custodian during the subsequent
As at As at accounting year.
Assumptions March 31, 2023 March 31, 2022
Discount rate Discount rate
(viii) Maturity profile of the defined benefit obligation
Sensitivity Level 1% increase 1% decrease 1% increase 1% decrease
Impact on defined benefit obligation (` in Crores) (3.92) 4.40 (5.41) 6.25 As at As at
Particulars
March 31, 2023 March 31, 2022
As at March 31, 2023 As at March 31, 2022 Weighted Average duration of the defined benefit obligation 6 - 14 Years 9 - 12 Years
Assumptions
Future Salary Future Salary
Sensitivity Level 1% increase 1% decrease 1% increase 1% decrease ` in Crores ` in Crores
Impact on defined benefit obligation (` in Crores) 4.19 (3.83) 6.01 (5.31) Within the next 12 months (next annual reporting period) 7.17 4.91
Between 2 and 5 years 38.13 24.67
Impact on defined benefit obligation
Between 5 and 10 years 58.40 48.76
Sensitivity for significant actuarial assumptions is computed by varying one actuarial assumption used for the valuation of
the defined benefit obligation by one percentage, keeping all other actuarial assumptions constant. The methods and types of
assumptions used in preparing the sensitivity analysis did not change compared to the prior period.
380 381
Contents Corporate Overview Notice Directors’ Report Annexures to Directors’ Report Business Responsibility & Sustainability Report Corporate Governance Report Auditor’s Report – Standalone Annual Accounts – Standalone Auditor’s Report – Consolidated Annual Accounts – Consolidated
Annual Report 2022-23
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS FOR THE YEAR ENDED MARCH 31, 2023 NOTES TO CONSOLIDATED FINANCIAL STATEMENTS FOR THE YEAR ENDED MARCH 31, 2023
Note 46. Gratuity and other post-employment benefit plans (contd.) Note 47. Share based payment to employees
c) “Vesting Period” means the period during which the Vesting of the Option granted to the Participant in pursuance of the Plan
(b) Provident Fund takes place.
Provident Fund for certain eligible employees is administered by the Holding Company through "Berger Paints Provident Fund d) “Exercise Period” means a period of 3 years from the Vesting Date as defined above of the Plan within which the Vested Options
(Covered)" as per the provisions of the Employees' Provident Funds and Miscellaneous Provisions Act, 1952. The Rules for such can be exercised in pursuance of the Plan.
a trust provide that in a provident fund set up by the employer, any shortfall in the rate of interest on member contributions as e) The Exercise Price of an Option shall be the face value of `1/- per Share.
compared to the relevant rate of interest declared by the Goverment of India for this purpose will have to be met by the employer. f) Cashless exercise of the Options are not permitted under the Plan. Participants to pay full Aggregate Exercise Price upon the
Exercise of the Vested Options.
Such provident fund would in effect be a defined benefit plan in accordance with the requirement of Ind AS 19 - Employee Benefits.
g) Subject to Participant’s continued employment as defined in Clause 14 of the Plan the Unvested Options shall vest with the
The Actuary has carried out actuarial valuation of interest rate guarantee obligations as at the Balance Sheet date using Projected Participant automatically in accordance with the following schedule : a) 33% of the total Options granted, rounded up to the
Unit Credit Method as outlined in the Professional Guidance Note 29 issued by the Institute of Actuaries of India. Based on such nearest whole number, shall vest on the first anniversary of the Grant Date; b) further 33% of the total Options granted, rounded
valuation, there is no future anticipated shortfall with regards to interest rate guarantee obligation of the Holding Company as at the up to the nearest whole number, shall vest on the second anniversary of the Grant Date and c) balance 34% of the total Options
Balance Sheet date. Further during the year, the Holding Company’s contribution of `8.02 Crores (March 31, 2022: `7.19 Crores) granted, rounded up to the whole number such that the total number of Options vested shall add up to 100%, shall vest on the
to the Provident Fund Trust, has been expensed under “Contribution to Provident and Other Funds”. Disclosures given hereunder third anniversary of the Grant Date.
h) The Date of grant of options: 9th November, 2016, 9th November, 2017, 9th November, 2019, 10th February, 2021,
are restricted to the information available as per the Actuary’s report.
8th November, 2021 and 17th October, 2022.
As at As at As at As at
Particulars Particulars
March 31, 2023 March 31, 2022 March 31, 2023 March 31, 2022
Discount rate 7.10% 7.00% a. Number of Stock Options outstanding (ESOP Plan 2016: Grant III) - 28,843
Rate of return on Plan Assets 8.10% 8.10% Number of Stock Options outstanding (ESOP Plan 2016: Grant IV) 23,021 50,233
Number of Stock Options outstanding (ESOP Plan 2016: Grant V) 44,357* 73,576
(c) Other Defined Benefit Plans Number of Stock Options outstanding (ESOP Plan 2016: Grant VI) 93,985 -
1,61,363 1,52,652
The amounts for "Other Defined Benefit Plans" are below the rounding off norm adopted by the Group (Refer Note 60) and hence
*exclude 83 options being already vested is exercisable at the end of the year.
the disclosures as required under Ind AS 19 - "Employee Benefits" have not been given. .
b. Number of Options granted during the year
(II) Defined contribution plans
ESOP Plan 2016: Grant V - 75,910
During the year, the Group has recognised the following amounts in the Statement of Profit and Loss for defined -
ESOP Plan 2016: Grant VI 98,877
contribution plans:
` in Crores 98,877 75,910
Year ended Year ended
Particulars c. Number of Options vested (ESOP Plan 2016: Grant III) 27,276 28,844
March 31, 2023 March 31, 2022
Number of Options vested (ESOP Plan 2016: Grant IV) 23,049 25,238
Provident and Family Pension Fund (applicable for eligible employees whose provident fund accounts 5.65 5.21
are maintained with the Regional Provident Fund Commissioner) Number of Options vested (ESOP Plan 2016: Grant V) 22,994^ -
Superannuation Fund 2.22 2.28 73,319 54,082
^ Includes 83 options of Tranche I of Grant V, pending to be exercised and allotted.
Note 47. Share based payment to employees
d. Number of Options exercised (ESOP Plan 2016 : Grant III) 27,276 28,452
Berger Paints India Limited Employee Stock Option Plan 2016
Number of Options exercised (ESOP Plan 2016 : Grant IV) 23,049 25,760 #
The Berger Paints India Limited – Employee Stock Option Plan 2016 [‘the Plan’] was approved at the Annual General Meeting of the Number of Options exercised (ESOP Plan 2016 : Grant V) 22,911* -
Parent Company held on 3rd August, 2016. The objective of the plan is to: 73,236 54,212
1) Attract, retain and motivate Employees, # 25760 options pending allotment at the end of March 31, 2022 were alloted during
the year ended March 31, 2022.
2) Create and share wealth with the Employees,
* Excludes 83 options of Tranche I of Grant V, pending to be exercised and allotted.
3) Recognise and reward employee performance with shares and
4) Encourage employees to align individual performance with the objective of the Group. The terms and conditions of the Plan is e. Number of Shares arising on exercise (ESOP Plan 2016: Grant III) 27,276 28,452
reproduced below: Number of Shares arising on exercise (ESOP Plan 2016: Grant IV) 23,049 25,760
a) “Vesting Date” means the date on and from which the Option vests with the Participant and thereby becomes exercisable. Number of Shares arising on exercise (ESOP Plan 2016: Grant V) 22,911* -
73,236 54,212
b) “Exercise Date “means the date on which the Participant exercises his Vested Options and in case of partial Exercise shall mean
each date on which the Participant exercises part of his Vested Options. * Excludes 83 options of Tranche I of Grant V, pending to be exercised and allotted.
382 383
Contents Corporate Overview Notice Directors’ Report Annexures to Directors’ Report Business Responsibility & Sustainability Report Corporate Governance Report Auditor’s Report – Standalone Annual Accounts – Standalone Auditor’s Report – Consolidated Annual Accounts – Consolidated
Annual Report 2022-23
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS FOR THE YEAR ENDED MARCH 31, 2023 NOTES TO CONSOLIDATED FINANCIAL STATEMENTS FOR THE YEAR ENDED MARCH 31, 2023
Note 47. Share based payment to employees (contd.) Note 47. Share based payment to employees (contd.)
As at As at As at As at
Particulars Particulars
March 31, 2023 March 31, 2022 March 31, 2023 March 31, 2022
f. Number of Options lapsed (ESOP Plan 2016: Grant III) 1,567 914 d. For options yet to be vested 3 years from the vesting day -
Number of Options lapsed (ESOP Plan 2016: Grant IV) 4,163 3,557 vi. Expected Volatility 18.85% 16.91%
Number of Options lapsed (ESOP Plan 2016: Grant V) 6,224 2,334
vii. Expected dividend yield 0.41% 0.30%
Number of Options lapsed (ESOP Plan 2016: Grant VI) 4,892 -
viii. Weighted Average fair value as on grant date
16,846 6,805
a. ESOP Plan 2016: Grant III - 09.11.2019 - `479.59
g. Variation of terms of Option None during the period None during the period b. ESOP Plan 2016: Grant IV - 10.02.2021 `755.76 `755.76
c. ESOP Plan 2016: Grant V - 08.11.2021 `767.88 `767.88
h. Total Number of Options in force (ESOP Plan 2016: Grant III) - 28,843
d. ESOP Plan 2016: Grant VI - 17.10.2022 `605.91 -
Total Number of Options in force (ESOP Plan 2016: Grant IV) 23,021 50,233
Total Number of Options in force (ESOP Plan 2016: Grant V) 44,357@ 73,576 ix. The price of the underlying share in the market at the time of option grant:
Total Number of Options in force (ESOP Plan 2016: Grant VI) 93,985 - a. ESOP Plan 2016: Grant III - 09.11.2019 - `485.40
1,61,363 1,52,652 b. ESOP Plan 2016: Grant IV - 10.02.2021 `762.15 `762.15
@ Excludes 83 options of Tranche I of Grant V, pending to be exercised and allotted c. ESOP Plan 2016: Grant V - 08.11.2021 `774.95 `774.95
d. ESOP Plan 2016: Grant VI - 17.10.2022 `613.75 -
i. Weighted Average exercise price of the Share Options (in `)
x. Time to maturity
Outstanding at the beginning of the year 1 1
a. ESOP 2016 Plan Grant III vested on 09.11.2020 0.61 years 1.61 years
Granted during the year 1 1
b. ESOP 2016 Plan Grant IV vested on 11.02.2022 1.87 years 2.87 years
Forfeited during the year - -
Exercised during the year 1 1 c. ESOP 2016 Plan Grant V vested on 09.11.2022 2.61 years 3 years from the vesting day
Expired during the year 1 1 d. ESOP 2016 Plan Grant VI (yet to be vested) 3 years from the vesting day -
Outstanding at the end of the year 1 1
Expected volatility during the expected term of the ESOP is based on historical volatility of the observed market prices of the Holding
Exercisable at the end of the period 1 1
Company's publicly traded equity shares during a period equivalent to the expected term of the ESOP.
j. Weighted Average share price of options exercised during the year on the date of exercise `1 `1 The fair values of our ESOP are based on the market value of our stock on the date of grant.
m. The following table summarizes information about Share Options outstanding as at year end:-
k. Weighted Average fair value of the Options granted during the year
i. ESOP Plan 2016 Grant V (Fair value as on March 31, 2022) NA 691.41 As at March 31, 2023
ii. ESOP Plan 2016 Grant VI (Fair value as on March 31, 2023) 572.61 NA Range of exercise No. of options outstanding Weighted average Weighted average
prices per option (`) remaining contractual life exercise price
(`)
l. A description of the method and significant assumptions used during the year to
estimate the fair value of Options granted, including the following weighted average 1 23,021 1.87 years 1
information:-
1 44,357 2.61 years 1
The Black Scholes Option Pricing Model for dividend paying stock has been used to
compute the fair value of the Options. The significant assumptions are: 1 93,985 Yet to be vested 1
i. Date of grant
ESOP Plan 2016 17.10.2022 08.11.2021 As at March 31, 2022
ii. Weighted average share price `581.70 `699.7 Range of exercise Weighted average
iii. Exercise Price `1 `1 prices per option (`) Weighted average
No. of options outstanding exercise price
remaining contractual life
iv. Risk Free Interest rate 7.32% 6.84% (`)
v. Expected Life: 1 28,843 1.61 years 1
a. For options vested on 09.11.2020 0.61 years 1.61 years
1 50,233 2.87 years 1
b. For options vested on 11.02.2022 1.87 years 2.87 years
1 73,576 Yet to be vested 1
c. For options vested on 09.11.2022 2.61 years 3 years from the vesting day
384 385
Contents Corporate Overview Notice Directors’ Report Annexures to Directors’ Report Business Responsibility & Sustainability Report Corporate Governance Report Auditor’s Report – Standalone Annual Accounts – Standalone Auditor’s Report – Consolidated Annual Accounts – Consolidated
Annual Report 2022-23
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS FOR THE YEAR ENDED MARCH 31, 2023 NOTES TO CONSOLIDATED FINANCIAL STATEMENTS FOR THE YEAR ENDED MARCH 31, 2023
Note 48. Note 48. (contd.)
a. Group as a lessee Note:
The Group has lease contracts for various depots, head office and leasehold lands used in its operations. Leasehold land and building (I) Vide order dated October 01, 1998, the Hon’ble High Court of Calcutta had approved the Scheme of Amalgamation of Rajdoot Paints
generally have lease terms between 2 and 99 years. The Group has also taken some plant and machinery on lease having a lease term Private Limited with the Holding Company with effect from October 01, 1998. In terms of said order, all the aforesaid leasehold land
between 5 to 15 years. parcels held by Rajdoot Paints Private Limited was transferred to the Holding Company. Management believes that, vide the approved
The Group also has certain leases of buildings with lease terms of 12 months or less. The Group applies the ‘short-term lease' Scheme of Amalgamation, the rights and obligations under respective lease arrangements were transferred in favour of the Holding
recognition exemptions for these leases. Company and no further action is necessary for the purpose.
(II) The Holding Company has obtained the allotment letter in its name and execution of lease deed in respect of 9.91 acres of land at
(i) Set out below are the carrying amounts of right-of-use assets recognised and the movements during the period: Panagarh Industrial Park is in process.
` in Crores (III) Renewal of lease with West Bengal Government in respect of a piece of land comprising about 0.08 acres at Howrah is under process
Particulars Buildings Leasehold lands Plant & Machinery Others Total since September 26, 2017.
As at April 1, 2021 258.22 74.96 6.82 4.33 344.33 (ii) Set out below are the carrying amounts of lease liabilities and the movements during the period:
` in Crores
Additions 137.28 5.81 0.02 1.89 145.00
Particulars March 31, 2023 March 31, 2022
Less: Deletions/Termination (3.54) - - - (3.54)
At amortised cost
Less: Depreciation charge (57.56) (1.06) (2.18) (2.35) (63.15)
Opening Balance 345.60 258.19
Translation Difference (0.01) - 0.08 0.09 0.16
Additions 175.85 145.00
As at March 31, 2022 334.39 79.71 4.74 3.96 422.80
Accretion of interest 31.10 24.53
Additions 168.43 7.19 1.06 3.84 180.52
Deletions/ termination (28.90) (5.66)
Less: Deletions/Termination (25.37) - - - (25.37)
Payments (100.00) (75.71)
Less: Depreciation charge (73.99) (1.50) (1.66) (2.51) (79.66)
Translation Difference (2.33) (0.75)
Translation Difference (0.08) - (0.02) (0.17) (0.27)
Closing Balance 421.32 345.60
As at March 31, 2023 403.38 85.40 4.12 5.12 498.02 Current 86.68 75.14
Non-current 334.64 270.46
Title deeds of immovable properties are in the name of the Holding Company except those mentioned below:
The maturity analysis of lease liabilities are disclosed in Note 55.
Gross Carrying Amount Net Carrying Amount Whether title deed holder
Reason for not
No. is a promoter, director Property The effective interest rate for lease liabilities is 7% - 10%, with maturity between 2023-2036.
Title Deeds held being held in
Particulars of title As at As at As at As at or relative of promoter/ held since
in the name of the name of the
deeds 31st March, 2023 31st March, 2022 31st March, 2023 31st March, 2022 director or employee of which date
company
promoter/director (iii) Amount recognised in the Statement of Profit and Loss
Leasehold land at 1 0.35 0.35 0.26 0.27 Rajdoot Paints No October 1, Refer note in ` in Crores
Panaji, Goa Private Limited 1998 the following
page (I) Year ended Year ended
Leasehold land at 1 0.27 0.27 0.13 0.14 Rajdoot Paints No October 1, Particulars
March 31, 2023 March 31, 2022
Sikandrabad, Uttar Private Limited 1998
Pradesh Depreciation expense of right-of-use assets (Refer Note - 41) 79.66 63.15
Leasehold land at 1 0.05 0.05 0.03 0.03 Rajdoot Paints No October 1, Interest expense on lease liabilities (Refer Note - 40) 31.10 24.53
Chandigarh Private Limited 1998
Leasehold land at 1 5.83 - 5.80 - West Bengal No September Refer note in Gain on early termination of lease (Refer Note - 35 ) (3.65) (1.26)
Panagarh Industrial 5, 2022 the following Expense relating to leases of low-value assets and short term leases (Refer Note - 42) 12.84 12.91
Development page (II)
Corporation Ltd Total 119.95 99.33
Leasehold land at 1 0.01 - 0.00 - Government of No September Refer note in the
Howrah * West Bengal 26, 1957 following page
The Group had total cash outflows for leases of `100.00 Crores (March 31, 2022: `75.71 Crores).
(III) The Group does not face a significant liquidity risk with regards to its lease liabilities as the current assets are sufficient to meet the
*Refer Note 60 obligation related to the lease liabilities as and when they fall due.
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Contents Corporate Overview Notice Directors’ Report Annexures to Directors’ Report Business Responsibility & Sustainability Report Corporate Governance Report Auditor’s Report – Standalone Annual Accounts – Standalone Auditor’s Report – Consolidated Annual Accounts – Consolidated
Annual Report 2022-23
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS FOR THE YEAR ENDED MARCH 31, 2023 NOTES TO CONSOLIDATED FINANCIAL STATEMENTS FOR THE YEAR ENDED MARCH 31, 2023
(iv) The table below provides details regarding the contractual maturities of lease liabilities as on undiscounted basis: Note 49. (b) (contd.)
` in Crores ` in Crores
As at As at
Year ended Year ended Particulars
Particulars March 31, 2023 March 31, 2022
March 31, 2023 March 31, 2022
ii. Guarantees excluding financial guarantees
Less than one year 94.12 78.15 Outstanding Bank Guarantees 141.80 127.62
More than one year but less than five years 294.40 208.53 iii. Corporate guarantees
Corporate guarantees issued by the Holding Company to a bank for loan taken by the joint venture. Total - -
More than five years 143.27 85.07
value of guarantee provided by the Holding Company is `25 Crores (March 31, 2022: `25 Crores) and the
outstanding balance of loan in the books of the joint venture is `Nil Crores (March 31, 2022: ` Nil Crores)
b. Group as a lessor which has been disclosed under contingent liabilities.
The Holding Company has given Color Bank (tinting machines) on operating lease to its dealers. The Group enters into 3-5 years The Holding Company had mortgaged land & building located at Howrah, Rishra, Hindupur and Head Office building at Park Street in
cancellable lease agreements. However the corresponding lease rentals may be receivable for a shorter period or may be waived off/ relation to loan extended by Hongkong and Shanghai Bank (HSBC) to its wholly owned subsidiary, M/s Lusako Trading Limited. Such
refunded on achievement of certain sales targets by the concerned dealers. The minimum aggregate lease payments to be received in future mortgage was released in the current financial year subsequent to repayment of loan.
is considered as ` Nil. Accordingly the disclosure of the minimum lease payments receivable at the Balance Sheet date is not made. The iv. Others
amounts received from customers pending to be refunded are recognised as liabilities and are included in under "Other financial liabilities" The Holding Company continues to provide such support as may be necessary to its joint venture (Berger Nippon Paint Automotive
in Notes 23 & 29. Also refer Note 4. Coatings Private Limited) to enable it to continue with their present scale of operations and meet its financial commitments.
Note 49. Commitment and Contingent Liabilities 50a. Related Party Transactions
List of Related Parties
a. Commitments
I. Ultimate Holding Company:
` in Crores
As at As at Name of related party Nature of relationship Principal place of business
Particulars
March 31, 2023 March 31, 2022
U K Paints (India) Private Limited * Ultimate Holding Company India
Estimated amount of contracts remaining to be executed on capital account and not provided for 135.45 440.60
(net of advances) * The party holds more than 10% of the equity shares in the Company. (Refer Note 20d).
The Principal activity of the entity mentioned above is "Manufacturing Paints and other related product".
b. Contingent Liabilities
II. Other related parties with whom transactions have taken place during the year:
(i) Claims against the Group not acknowledged as debts:
a) Key Management Personnel
` in Crores
As at As at Name of related parties Nature of relationship with Holding Company
Particulars
March 31, 2023 March 31, 2022 Mr Kuldip Singh Dhingra Director
Legal claim contingency Mr Gurbachan Singh Dhingra Director
Sales Tax 29.23 33.61 Mr Kanwardip Singh Dhingra Executive director and relative of Mr. Gurbachan Singh Dhingra
Excise Duty, Service Tax, Customs 59.69 44.62 Ms Rishma Kaur Executive director and relative of Mr. Kuldip Singh Dhingra
Goods and Service Tax 2.58 3.33 Mr Abhijit Roy Managing Director & CEO
Income Tax 22.95 22.21 Mr Srijit Dasgupta Director - Finance & Chief Financial Officer ( 1st April 2022 to 30th September 2022)
Others 0.26 - Mr Vikash Sarda Chief Financial Officer (1st October 2022 to 4th January 2023)
Total 114.71 103.77 Mr Kaushik Ghosh Vice President & Chief Financial Officer (From 12th January 2023 onwards)
Mr Arunito Ganguly Vice President & Company Secretary
The Group has exposures towards litigation/disputes relating to various tax matters as set out in the above note. Since the ultimate outcome
Mr Naresh Gujral Independent Director
of these matters are uncertain, the Group has exercised significant judgement to determine the probability of future cash outflow for these
Mrs Sonu Halan Bhasin Independent Director
matters and has accordingly taken provisions wherever necessary. The management judgement is also supported with legal advice in Mr Anoop Hoon Independent Director
certain matters as considered appropriate. . Dr Anoop Kumar Mittal Independent Director
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Contents Corporate Overview Notice Directors’ Report Annexures to Directors’ Report Business Responsibility & Sustainability Report Corporate Governance Report Auditor’s Report – Standalone Annual Accounts – Standalone Auditor’s Report – Consolidated Annual Accounts – Consolidated
Annual Report 2022-23
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS FOR THE YEAR ENDED MARCH 31, 2023 NOTES TO CONSOLIDATED FINANCIAL STATEMENTS FOR THE YEAR ENDED MARCH 31, 2023
50a. Related Party Transactions (contd.) 50b. Disclosure in respect of Related Parties pursuant to Ind AS 24
A. During the year the following transactions were carried out with the related parties in the ordinary course of business:
b) Others ` in Crores
Year ended Year ended
Name of related parties Nature of relationship Transaction Related Party
March 31, 2023 March 31, 2022
Berger Becker Coatings Private Limited Joint Venture of the Group Sale of Goods (includes sale of raw materials, packing materials, Berger Becker Coatings Private Limited 22.59 27.02
intermediates, traded goods and stores)
Berger Nippon Paint Automotive Coatings Private Limited Joint Venture of the Group
Berger Nippon Paint Automotive Coatings Private Limited 36.68 19.07
Surefire Management Services Limited Joint Venture of the Group
Berger Paints (Bangladesh) Limited 0.34 0.67
Jenson & Nicholson (Asia) Limited * Fellow Subsidiary of the Holding Company
Surefire Management Services Limited 15.90 5.84
Berger Paints (Bangladesh) Limited Fellow Subsidiary of the Holding Company
U K Paints (India) Private Limited 0.24 0.43
Citland Commercial Credits Limited Fellow Subsidiary of the Holding Company Naldehra Nest LLP 0.03 -
Wang Investment & Finance Private Limited Fellow Subsidiary of the Holding Company Mr Kuldip Singh Dhingra 0.02 0.02
Kanwar Properties Private Limited Fellow Subsidiary of the Holding Company Mr Gurbachan Singh Dhingra * - 0.00
Berger Paints Provident Fund (Covered) Post-employment benefit plan of the Holding Company Mr Kanwardip Singh Dhingra * 0.01 0.00
Ms Rishma Kaur * 0.01 0.00
Berger Paints Officers (Non-Management Category) Superannuation Fund Post-employment benefit plan of the Holding Company
Mrs Sunaina Kohli * 0.00 0.00
Berger Paints Management Staff Superannuation Fund Post-employment benefit plan of the Holding Company
Seaward Packaging Private Limited 0.27 0.06
Berger Paints India Limited Employees Gratuity Fund Post-employment benefit plan of the Holding Company
Royalty Income Berger Paints (Bangladesh) Limited 0.12 0.11
BAICL Employees Superannuation Fund Post-employment benefit plan of the Holding Company Shared Services Income Berger Nippon Paint Automotive Coatings Private Limited 0.01 -
BAICL Employees Gratuity Fund Post-employment benefit plan of the Holding Company Sale of Property, Plant & Equipment U K Paints (India) Private Limited - 0.01
Seaward Packaging Private Limited Entity controlled by Key Managerial Personnel of the Holding Company Pasque Probuilt LLP - 5.20
Flex Properties Private Limited Entity controlled by Key Managerial Personnel of the Holding Company Processing Income Berger Nippon Paint Automotive Coatings Private Limited 7.96 5.20
Rental Income (Warehouse/office) Berger Nippon Paint Automotive Coatings Private Limited 0.02 0.02
Bigg Investment & Finance Private Limited Entity controlled by Key Managerial Personnel of the Holding Company
Shalimar Tar Products Limited 0.01 0.04
Oakleaf Probuilt LLP Entity controlled by Key Managerial Personnel of the Holding Company
Berger Becker Coatings Private Limited 0.01 0.01
Pasque Probuilt LLP Entity controlled by Key Managerial Personnel of the Holding Company
Dividend Receipt Berger Becker Coatings Private Limited 3.76 2.71
Shalimar Tar Products Limited Entity controlled by Key Managerial Personnel of the Holding Company Purchase of Goods (includes purchase of raw materials, packing U K Paints (India) Private Limited 145.27 128.96
Naldehra Nest LLP Entity controlled by Key Managerial Personnel of the Holding Company materials and traded goods)
Berger Becker Coatings Private Limited 0.27 0.35
Kfin Technologies Limited Other Related Party
Seaward Packaging Private Limited 106.32 97.03
Countrywide Projects Private Limited Other Related Party
Berger Nippon Paint Automotive Coatings Private Limited 1.54 1.70
KSD Family Trust Mr Kuldip Singh Dhingra - Settlor Trustee
Processing Charges U K Paints (India) Private Limited 44.38 40.61
GBS Dhingra Family Trust Mr Gurbachan Singh Dhingra - Settlor Trustee Rent Expenses U K Paints (India) Private Limited 1.88 1.63
Mrs Meeta Dhingra Spouse of Mr Kuldip Singh Dhingra Flex Properties Private Limited 0.03 0.17
Mrs Vinu Dhingra Spouse of Mr Gurbachan Singh Dhingra Kanwar Properties Private Limited 0.65 0.62
Mrs Jessima Kumar Daughter of Mr Kuldip Singh Dhingra Berger Nippon Paint Automotive Coatings Private Limited 0.06 0.06
Oakleaf Probuilt LLP 1.43 1.36
Ms Dipti Dhingra Daughter of Mr Kuldip Singh Dhingra
Pasque Probuilt LLP 0.32 0.05
Mrs Sunaina Kohli Daughter of Mr Gurbachan Singh Dhingra
Mrs Meeta Dhingra 0.07 0.06
Mrs Anshna Sawhney Daughter of Mr Gurbachan Singh Dhingra
Mrs Vinu Dhingra 0.07 0.06
* The party holds more than 10% of the equity shares in the Company. (Refer Note 20d) *Refer Note 60
390 391
Contents Corporate Overview Notice Directors’ Report Annexures to Directors’ Report Business Responsibility & Sustainability Report Corporate Governance Report Auditor’s Report – Standalone Annual Accounts – Standalone Auditor’s Report – Consolidated Annual Accounts – Consolidated
Annual Report 2022-23
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS FOR THE YEAR ENDED MARCH 31, 2023 NOTES TO CONSOLIDATED FINANCIAL STATEMENTS FOR THE YEAR ENDED MARCH 31, 2023
50b. Disclosure in respect of Related Parties pursuant to Ind AS 24 (contd.) 50b. Disclosure in respect of Related Parties pursuant to Ind AS 24 (contd.)
` in Crores
B. Balances outstanding at the year end (including commitments):
Transaction Related Party
Year ended Year ended ` in Crores
March 31, 2023 March 31, 2022
As at As at
Outstanding Related Party
Mr Kuldip Singh Dhingra 0.18 0.18 March 31, 2023 March 31, 2022
Mr Gurbachan Singh Dhingra 0.18 0.18 Payable U K Paints (India) Private Limited 40.84 43.91
Security Deposit Given Oakleaf Probuilt LLP - 0.15 Seaward Packaging Private Limited 23.13 27.34
Loan Given to a Joint Venture Surefire Management Services Limited 4.09 - Flex Properties Private Limited * - 0.00
Rendering of Manpower Services U K Paints (India) Private Limited 0.15 0.12 Wazir Estates Private Limited * 0.00 -
Berger Nippon Paint Automotive Coatings Private Limited 0.08 - Kanwar Properties Private Limited * 0.00 0.00
Berger Becker Coatings Private Limited 0.17 0.17 Kfin Technologies Limited * 0.01 0.00
Manpower Service Expenses U K Paints (India) Private Limited 0.17 0.55 Pasque Probuilt LLP - 0.03
Professional Service Expenses Kfin Technologies Limited 0.02 0.01 Countrywide Projects Private Limited * 0.00 0.00
Contribution to Provident Fund Berger Paints Provident Fund (Covered) 20.54 19.17
Mr Abhijit Roy 1.19 0.95
Contribution to Gratuity Fund BAICL Employees Gratuity Fund 0.08 0.16
Mr Kaushik Ghosh 0.02 -
Contribution to Superannuation Fund Berger Paints Officers (Non-Management Category) 0.49 0.54
Mr Arunito Ganguly 0.02 0.02
Superannuation Fund
Berger Paints Management Staff Superannuation Fund 1.73 1.71 Mr Kanwardip Singh Dhingra * 0.00 0.02
BAICL Employees Superannuation Fund 0.05 0.04 Ms Rishma Kaur * 0.00 0.01
Directors Commission & Fees Mr Kuldip Singh Dhingra 0.18 0.18 Mr Naresh Gujral 0.07 0.07
Mr Gurbachan Singh Dhingra 0.10 0.10 Mr Anoop Hoon 0.07 0.07
Mr Naresh Gujral 0.07 0.07 Mrs Sonu Halan Bhasin 0.07 0.07
Mrs Sonu Halan Bhasin 0.07 0.07 Dr Anoop Kumar Mittal 0.07 0.07
Mr Anoop Hoon 0.07 0.07 Mrs Meeta Dhingra * - 0.00
Dr Anoop Kumar Mittal 0.07 0.07 Mrs Vinu Dhingra * - 0.00
Key Management Personnel Compensation (including post Mr Abhijit Roy 7.31 5.84 Mr Kuldip Singh Dhingra 0.18 0.18
employment benefits and share based payments)
Mr Gurbachan Singh Dhingra 0.10 0.10
Mr Srijit Dasgupta 1.18 1.87
Receivable Berger Becker Coatings Private Limited 3.14 10.85
Mr Vikash Sarda 0.26 -
Berger Nippon Paint Automotive Coatings Private Limited 24.17 12.94
Mr Kaushik Ghosh 0.17 -
Surefire Management Services Limited 7.61 12.98
Mr Arunito Ganguly 0.58 0.53
Berger Paints (Bangladesh) Limited 0.27 0.53
Mr Kanwardip Singh Dhingra 0.65 0.56
Shalimar Tar Products Limited * 0.01 0.00
Ms Rishma Kaur 0.65 0.57
Naldehra Nest LLP * 0.00 -
Dividend Payment U K Paints (India) Private Limited 150.83 136.23
Mrs Sunaina Kohli * 0.00 0.00
Jenson & Nicholson (Asia) Limited 43.60 39.38
Citland Commercial Credits Limited 9.58 8.66 Kanwar Properties Private Limited * - 0.00
Wang Investment & Finance Private Limited 9.30 8.40 Loan given to a Joint Venture Surefire Management Services Limited 4.09 -
Bigg Investment & Finance Private Limited 2.47 2.23 Security Deposit Receivable U K Paints (India) Private Limited 0.22 0.22
Others 10.08 9.08 * Refer Note 60
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Contents Corporate Overview Notice Directors’ Report Annexures to Directors’ Report Business Responsibility & Sustainability Report Corporate Governance Report Auditor’s Report – Standalone Annual Accounts – Standalone Auditor’s Report – Consolidated Annual Accounts – Consolidated
Annual Report 2022-23
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS FOR THE YEAR ENDED MARCH 31, 2023 NOTES TO CONSOLIDATED FINANCIAL STATEMENTS FOR THE YEAR ENDED MARCH 31, 2023
50b. Disclosure in respect of Related Parties pursuant to Ind AS 24 (contd.) 53(a). Disclosure of additional information pertaining to the Holding Company, Subsidiaries and Joint Ventures
` in Crores
As at As at As at March 31, 2023 Year ended March 31, 2023 Year ended March 31, 2023 Year ended March 31, 2023
Outstanding Related Party
March 31, 2023 March 31, 2022
Net assets Share of Profit/(Loss) OCI TCI
Kanwar Properties Private Limited 0.08 0.08 Entity Name
Oakleaf Probuilt LLP 0.15 0.15 % of % of % of % of
Amount in Amount in Amount in Amount in
Mr Kuldip Singh Dhingra 0.01 0.01 consolidated consolidated consolidated consolidated
Crores (`) Crores (`) Crores (`) Crores (`)
Mr Gurbachan Singh Dhingra 0.01 0.01 assets profit and loss OCI TCI
Holding
C. Details of remuneration to Key Managerial Personnel are given below
` in Crores Berger Paints India Limited 96.18 4,330.42 92.05 792.00 (12.62) (0.55) 91.52 791.45
Year ended Year ended Indian Subsidiaries
Particulars
March 31, 2023 March 31, 2022
- Short-term employee benefits 9.64 8.44 1) Beepee Coatings Private Limited 0.26 11.84 (0.13) (1.13) 1.38 0.06 (0.12) (1.07)
- Post employment benefits 0.98 0.88
2) SBL Specialty Coatings Private Limited 1.99 89.63 2.53 21.74 - - 2.51 21.74
- Share based payment 0.18 0.05
Total 10.80 9.37 3) Berger Rock Paints Private Limited (0.14) (6.13) (0.02) (0.18) 0.23 0.01 (0.02) (0.17)
The amounts disclosed in the table are the amounts recognised as an expense during the reporting period related to key management 4) Berger Hesse Wood Coatings Private Limted (0.02) (0.99) 0.07 0.58 (0.46) (0.02) 0.07 0.56
personnel. No share options have been granted to the non-executive members of the Board of Directors under ESOP Plan. Refer to Note
47 for further details of the ESOP Plan. 5) STP Limited 2.92 131.33 2.04 17.52 (2.75) (0.12) 2.01 17.40
Foreign Subsidiaries
D. Disclosure as per Section 186 of the Companies Act, 2013
The details of guarantee given under Section 186 of the Companies Act, 2013 read with the Companies (Meetings of Board and its 1) Berger Jenson & Nicholson (Nepal) 4.61 207.33 4.70 40.43 - - 4.68 40.43
Powers) Rules, 2014 has been disclosed in Note 49(b)(iii). Private Limited
Notes: 2) Berger Paints (Cyprus) Limited consolidated (2.35) (105.83) (0.34) (2.79) - - (0.32) (2.79)
with Berger Paints Overseas Limited
Terms and conditions of transactions with related parties:
Transactions relating to dividend were on the same terms and conditions that applied to other shareholders. The sales to and purchases 3) Lusako Trading Limited consolidated with (3.27) (147.35) 0.63 5.39 - - 0.62 5.39
from related parties are made in the ordinary course of business and at arm’s length prices. Outstanding balances at the year-end are Bolix S.A. & Group**
unsecured and interest free and settlement occurs in cash. No provisions are held against receivables from related parties. Indian Joint Ventures
Note 51: 1) Berger Becker Coatings Private Limited - - (2.12) (18.25) (0.69) (0.03) (2.11) (18.28)
On September 07, 2022, the Holding Company had a cyber security attack on its ancillary applications. The Holding Company promptly 2) Berger Nippon Paints Automotive Coatings - - 0.46 3.94 1.15 0.05 0.46 3.99
took steps to contain and remediate the impact of the information security incident, including deployment of appropriate protective, Private Limited
detective and corrective measures and containment protocols to mitigate the threat. The Holding Company also took additional measures
to ensure the integrity of its IT systems' infrastructure/data. Since the main ERP software of the Holding Company remained unimpacted, Foreign Joint Ventures
there was no financial loss with respect to underlying financial/accounting information/data (including sales and invoicing). Remedial Surefire Management Services Limited # - - 0.13 1.15 - - 0.13 1.15
measures were implemented immediately to prevent horizontal spread of the malicious infection further into the ecosystem. The disruption
in associated applications had caused discomfort in regular operations, however, during the outage, business had continued to operate Noncontrolling Interest* 0.18 8.14 - - (0.23) (0.01) 0.00 (0.01)
manually as per defined processes. The Holding Company believes that there is no impact on its financial statements for the year ended
March 31, 2023 on account of this incident. Foreign Currency Translation Reserve (0.36) (16.13) - - 113.99 4.97 0.57 4.97
Total 100.00 4,502.26 100.00 860.40 100.00 4.36 100.00 864.76
Note 52 Segment Information
* Refer Note 60.
The Group is engaged in the business of manufacturing and selling paints. Based on the nature of products, production process, regulatory
environment, customers and distribution methods there are no reportable segment(s) other than "Paints". ** Group includes Build-Trade sp. z.o.o., Bolix UKRAINA sp. z.o.o. , Soltherm External Insulations Limited and Soltherm Isolations
The Business Process and Risk Management Committee of the Holding Company, approved by the Board of Directors and Audit Thermique Exterieure SAS.
Committee performs the function of allotment of resources and assessment of performance of the Group. Considering the level of activities # On 9 January 2018, purchase of shares in Surefire Management Services Limited was finalised. Bolix holds 75% of shares in Surefire
performed, frequency of their meetings and level of finality of their decisions, the Group has identified that Chief Operating Decision Management Services Limited. However, it shares control of that company as it holds the right to appoint only 2 out of 4 executives.
Maker function is being performed by the Business Process and Risk Management Committee. The financial information presented to the Surefire Management Services Limited is reported using the equity method.
Business Process and Risk Management Committee in the context of results and for the purposes of approving the annual operating plan
is on a consolidated basis for various products of the Group. As the group’s business activity falls within a single business segment viz., Note: The above figures are after eliminating intra group transactions and intra group balances as on March 31, 2023.
‘Paints’ and the sales substantially being in the domestic market, the consolidated financial statements are reflective of the information
required by Ind AS 108 “Operating Segments”.
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Contents Corporate Overview Notice Directors’ Report Annexures to Directors’ Report Business Responsibility & Sustainability Report Corporate Governance Report Auditor’s Report – Standalone Annual Accounts – Standalone Auditor’s Report – Consolidated Annual Accounts – Consolidated
Annual Report 2022-23
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS FOR THE YEAR ENDED MARCH 31, 2023 NOTES TO CONSOLIDATED FINANCIAL STATEMENTS FOR THE YEAR ENDED MARCH 31, 2023
53(b). Disclosure of additional information pertaining to the Holding Company, Subsidiaries and Joint Ventures Note 54. Fair Value Hierarchy
The table shown below analyses financial instruments carried at fair value. The different levels have been defined below:-
As at March 31, 2022 Year ended March 31, 2022 Year ended March 31, 2022 Year ended March 31, 2022
Level 1: Quoted Prices (unadjusted) in active markets for identical assets or liabilities.
Net assets Share of Profit/(Loss) OCI TCI
Entity Name
% of % of % of % of Level 2: Inputs other than quoted prices included within Level 1 that are observable for the asset or liability, either directly (i.e., as prices)
Amount in Amount in Amount in Amount in
consolidated consolidated consolidated consolidated
Crores (`) Crores (`) Crores (`) Crores (`) or indirectly (i.e., derived from prices).
assets profit and loss OCI TCI
Holding Level 3: Inputs for the asset or liability that are not based on observable market data (unobservable inputs).
Berger Paints India Limited 95.40 3,753.13 89.61 746.40 (4.54) 0.70 91.39 747.09
(a) Financial assets and liabilities measured at fair value through profit and loss at March 31, 2023 ` in Crores
Indian Subsidiaries
1) Beepee Coatings Private Limited 0.33 12.92 0.04 0.37 (0.21) 0.03 0.05 0.40 Particulars Level 1 Level 2 Level 3 Total
2) SBL Specialty Coatings Private Limited 1.73 67.89 2.09 17.43 0.09 (0.01) 2.13 17.42 Financial Assets
3) Berger Rock Paints Private Limited* (0.15) (5.96) (0.10) (0.84) (0.03) 0.00 (0.10) (0.84)
Investment in Mutual Funds 52.96 - - 52.96
4) Berger Hesse Wood Coatings Private Limited (0.04) (1.55) 0.09 0.76 0.13 (0.02) 0.09 0.75
Investment in unquoted equity instruments - - - -
5) STP Limited 2.90 114.10 0.44 3.70 1.50 (0.23) 0.42 3.47
Foreign Subsidiaries
Financial assets and liabilities measured at fair value through profit and loss at March 31, 2022 `in Crores
1) Berger Jenson & Nicholson (Nepal) Private 5.01 197.21 5.19 43.26 - - 5.29 43.26
Particulars Level 1 Level 2 Level 3 Total
Limited
2) Berger Paints (Cyprus) Limited consolidated (2.29) (90.28) (0.74) (6.26) - - (0.77) (6.26) Financial Assets
with Berger Paints Overseas Limited
Investment in Mutual Funds 87.27 - - 87.27
3) Lusako Trading Limited consolidated with (2.53) (99.37) 2.91 24.27 - - 2.97 24.27
Bolix S.A. & Group ** Investment in unquoted equity instruments * - - 0.00 0.00
Indian Joint Ventures * Refer Notes 8b and 60.
1) Berger Becker Coatings Private Limited - - 1.13 9.41 - - 1.15 9.41
(b) Financial instruments at amortized cost
2) Berger Nippon Paint Automotive Coatings - - (0.67) (5.62) - - (0.69) (5.62)
Private Limited
The carrying amount of financial assets and financial liabilities measured at amortised cost in the consolidated financial statements are
Foreign Joint Ventures
a reasonable approximation of their fair values since the Group does not anticipate that the carrying amounts would be significantly
Surefire Management Services Limited # - - 0.01 0.07 - - 0.01 0.07
different from the values that would eventually be received or settled. The carrying amount of financial assets and financial liabilities
Non controlling Interest 0.18 7.17 - - (0.84) 0.13 0.02 0.13
measured at amortised cost in the consolidated financial statements are a reasonable approximation of their fair values since the
Foreign Currency Translation Reserve (0.54) (21.10) - - 103.90 (16.10) (1.96) (16.10)
Group does not anticipate that the carrying amounts would be significantly different from the values that would eventually be received
Total 100.00 3,934.16 100.00 832.95 100.00 (15.50) 100.00 817.45
or settled.
* Refer Note 60.
(c) During the year there has been no transfer from one level to another.
** Group includes Build-Trade sp. z.o.o., Bolix UKRAINA sp. z.o.o. , Soltherm External Insulations Limited and Soltherm Insolations
Thermique Exterieure SAS. (d) In determining fair value measurement, the impact of potential climate-related matters, including legislation, which may affect the
# On 9 January 2018, purchase of shares in Surefire Management Services Limited was finalised. Bolix holds 75% of shares in Surefire fair value measurement of assets and liabilities in the consolidated financial statements, as applicable, has been considered. These
Management Services Limited. However, it shares control of that company as it holds the right to appoint only 2 out of 4 executives. risks in respect of climate-related matters are included as key assumptions where they materially impact the measure of recoverable
Surefire Management Services Limited is reported using the equity method.
amount. These assumptions have been included in the cash-flow forecasts in assessing value-in-use amounts. At present, the impact
Note: The above figures are after eliminating intra group transactions and intra group balances as on March 31, 2022.
of climate-related matters is not material to the Group’s financial statements.
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Contents Corporate Overview Notice Directors’ Report Annexures to Directors’ Report Business Responsibility & Sustainability Report Corporate Governance Report Auditor’s Report – Standalone Annual Accounts – Standalone Auditor’s Report – Consolidated Annual Accounts – Consolidated
Annual Report 2022-23
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS FOR THE YEAR ENDED MARCH 31, 2023 NOTES TO CONSOLIDATED FINANCIAL STATEMENTS FOR THE YEAR ENDED MARCH 31, 2023
Note 55. Financial risk management objectives and policies Note 55. Financial risk management objectives and policies (contd.)
The Group's principal financial liabilities, other than derivatives, comprise borrowings and trade payables. The main purpose of these Some of the Group's borrowings are index linked, that is their cost is linked to changes in the Warsaw inter-bank offered rate (WIBOR,
financial liabilities is to finance the Group's working capital requirements. The Group has various financial assets such as trade receivables, London Inter bank offered rate (LIBOR) and Sterling Overnight Index Average (SONIA).
loans, investments, short-term deposits and cash & cash equivalents, which arise directly from its operations.
Although the Group has variable rate interest bearing liabilities at March 31, 2023 and March 31,2022, there would not be any material
Risk Management Framework impact on pretax profit and pre tax equity of the Group on account of any anticipated fluctuations in interest.
The Group is exposed to market risk, credit risk and liquidity risk. The Holding Company’s Board of Directors oversees the management of iii) Foreign currency risk
these risks. The Holding Company’s Board of Directors is supported by the Business Process and Risk Management Committee (BPRMC) The Group has a policy of entering into foreign exchange forward contracts to manage risk of foreign exchange fluctuations on borrowings
that advises on financial risks and the appropriate financial risk governance framework for the Group. The BPRMC provides assurance and payables. These contracts are not designated in hedge relationships and are measured at fair value through profit or loss. Foreign
to Holding Company’s Board of Directors that the Group’s financial risk activities are governed by appropriate policies and procedures currency risk is the risk that the fair value of future cash flows of an exposure will fluctuate because of changes in exchange rates of any
and that financial risks are identified, measured and managed in accordance with the Group’s policies and risk objectives. All derivative currency. The Group’s exposure to the risk of changes in foreign exchange rates relates primarily to the Group’s operating activities by
activities for risk management purposes are carried out by personnel that have the appropriate skills, experience and supervision. It is the way of direct imports or financing of imports through foreign currency instruments.
Group’s policy that no trading in derivatives for speculative purposes may be undertaken. The Holding Company’s Board of Directors has
The Group proactively hedged its currency exposures in case of a significant movement in exchange rates for imports and in case the
taken all necessary actions to mitigate the risks identified on the basis of the information and situation present. The Holding Company’s
hedged cost of foreign currency instrument is lower than the domestic cost of borrowing in case of short term import financing.
Board of Directors frames and reviews policies for managing each of these risks, which are summarised below.
There are no outstanding derivative contract as at March 31, 2023 and March 31, 2022.
i) Market Risk
iv) Foreign currency sensitivity
Market risk is the risk that the fair value of future cash flows of a financial instrument will fluctuate because of changes in market factors.
Market risk comprises three types of risk: interest rate risk, currency risk and other price risk, such as equity price risk, liquidity risk The following table demonstrates the sensitivity to a reasonably possible change in USD/Euro/GBP/JPY exchange rates, with all other
and commodity risk. Financial instruments affected by market risk include loans and borrowings, deposits, investments and financial variables held constant. The impact on the Group’s profit before tax is due to changes in the fair value of monetary assets and liabilities .
derivative. The Group’s exposure to foreign currency changes for all other currencies is not material.
` in Crores
The sensitivity analysis have been prepared on the basis that the amount of net debt, the ratio of fixed to floating interest rates of
Change in
Effect on profit Effect on
the debt and derivatives and the proportion of financial instruments in foreign currencies are all constant at March 31, 2023. Year ended Currency USD/EURO/GBP/JPY
before tax pre-tax equity
rate (%)
The analysis exclude the impact of movements in market variables on: the carrying values of gratuity and other post-retirement obligations.
March 31, 2023 USD 5% (7.92) (7.92)
The following assumptions have been made in calculating the sensitivity analysis:
USD -5% 7.92 7.92
► The sensitivity of the relevant profit or loss item is the effect of the assumed changes in respective market risks. This is based on the EURO 5% (2.93) (2.93)
financial assets and financial liabilities held at March 31, 2023 and March 31, 2022. EURO -5% 2.93 2.93
GBP 5% 1.98 1.98
► The sensitivity of equity is calculated as at March 31, 2023 for the effects of the assumed changes of the underlying risk. GBP -5% (1.98) (1.98)
ii) Interest rate risk
March 31, 2022 USD 5% (14.89) (14.89)
The Group has incurred short term debt to finance its working capital and long term debt which expose it to interest rate risk. Borrowings USD -5% 14.89 14.89
issued at variable rates expose the Group to interest rate risk. Borrowing issued at fixed rates expose the Group to fair value interest rate EURO 5% (0.04) (0.04)
EURO -5% 0.04 0.04
risk. The Group's interest rate risk management policy includes achieving the lowest possible cost of debt financing, while managing
JPY 5% (0.02) (0.02)
volatility of interest rates, applying a prudent mix of fixed and floating debt through evaluation of various bank loans and money
JPY -5% 0.02 0.02
market instruments.
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Contents Corporate Overview Notice Directors’ Report Annexures to Directors’ Report Business Responsibility & Sustainability Report Corporate Governance Report Auditor’s Report – Standalone Annual Accounts – Standalone Auditor’s Report – Consolidated Annual Accounts – Consolidated
Annual Report 2022-23
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS FOR THE YEAR ENDED MARCH 31, 2023 NOTES TO CONSOLIDATED FINANCIAL STATEMENTS FOR THE YEAR ENDED MARCH 31, 2023
Note 55. Financial risk management objectives and policies (contd.) Note 55. Financial risk management objectives and policies (contd.)
(v) Commodity price risk (viii) Liquidity risk
The Group doesn’t enter into any long term contract with its suppliers for hedging its commodity price risk. The Group monitors its risk of a shortage of funds using a liquidity planning analysis.
(vi) Equity price risk The Group’s objective is to maintain a balance between continuity of funding and flexibility through the use of bank overdrafts, cash
credit facilities and buyers' credit facilities. The Group assessed the concentration of risk with respect to refinancing its debt and
The Group does not have any investments in listed securities or in Equity Mutual Funds and thereby is not exposed to any Equity price risk.
concluded it to be low. The Group has access to a sufficient variety of sources of funding and debt.
(vii) Credit risk The table below summarises the maturity profile of the Group’s financial liabilities based on contractual undiscounted payments.
Credit risk is the risk that counterparty will not meet its obligations under a financial instrument or customer contract, leading to a financial ` in Crores
loss. The Group is exposed to credit risk from its operating activities (primarily trade receivables) and from its financing activities, Particulars On demand <1 year 1 to 5 years > 5 years Total
including deposits with banks and financial institutions, and other financial instruments, as applicable. As at March 31, 2023
The concentration of Credit Risk is limited as the customer base is large. There is no customer representing more than 5% of the total Financial Liabilities
balance of trade receivable. As a practical expedient, the Group computes credit loss allowances based on a provision matrix. The provision Borrowings 757.49 2.39 7.77 - 767.65
matrix is prepared based on historically observed default rates over expected life of trade receivable and is adjusted for forward looking Lease liabilities - 94.12 294.40 143.27 531.79
estimates. Additionally, considering the COVID-19 situation, the Group has also assessed the performance and recoverability of trade Other financial liabilities # 4.71 157.30 76.10 - 238.11
receivables. The Group believes that the current value of trade receivables reflects the fair value/ recoverable values. Trade payables 7.90 1,757.79 - - 1,765.69
Total 770.10 2,011.60 378.27 143.27 3,303.24
Movement in expected credit loss allowance on trade receivable
As at March 31, 2022
` in Crores
As at As at Financial Liabilities
Particulars
March 31, 2023 March 31, 2022 Borrowings 76.86 581.24 9.83 - 667.93
Balance at the beginning of the year 30.17 23.59 Lease liabilities - 78.15 208.53 85.07 371.75
Loss allowance measured at lifetime expected credit losses (net of bad debts) 14.41 6.58 Other financial liabilities # 5.07 153.28 77.69 - 236.04
Balance at the end of the year 44.58 30.17 Trade payables 5.49 1,797.40 - - 1,802.89
Total 87.42 2,610.07 296.05 85.07 3,078.61
Trade receivables and contract assets if any
For maturity profile of lease liabilities, refer Note 48 (iv).
Customer credit risk is managed by the management subject to the Group’s established policy, procedures and control relating to # Includes contractual interest payment based on interest rate prevailing at the end of the reporting period amounting to `9.13 Crores
customer credit risk management. Individual credit limits are defined in accordance with credit quality of customers, as assessed by the
and `Nil as at March 31, 2023 and March 31, 2022 respectively.
management. Outstanding customer receivables are regularly monitored by BPRMC and corrective actions are taken.
Note 56. Capital management
Financial instruments and cash deposits
For the purpose of the Group's capital management, capital includes issued equity capital, share premium and all other equity reserves
Credit risk from balances with banks and financial institutions is managed by the Group’s treasury department in accordance with
attributable to the equity holders of the Holding Company. The primary objective of the Holding Company’s capital management is to
the Group’s policy. Investments of surplus funds are made only with approved counterparties and within credit limits assigned to
maximise the shareholder value.
each counterparty. Counterparty credit limits are reviewed by the Group’s Board of Directors on an annual basis, and may be updated
throughout the year subject to approval of the Group’s Business Process and Risk Management Committee. The limits are set to minimise The Group avails short term borrowings to bridge its working capital gap and finances its capital expenditure through long term borrowings
the concentration of risks and therefore mitigate financial loss through counterparty’s potential failure to make payments. and internal generation of funds. The group has a generally low debt equity ratio.
400 401
Contents Corporate Overview Notice Directors’ Report Annexures to Directors’ Report Business Responsibility & Sustainability Report Corporate Governance Report Auditor’s Report – Standalone Annual Accounts – Standalone Auditor’s Report – Consolidated Annual Accounts – Consolidated
Annual Report 2022-23
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS FOR THE YEAR ENDED MARCH 31, 2023 NOTES TO CONSOLIDATED FINANCIAL STATEMENTS FOR THE YEAR ENDED MARCH 31, 2023
Note 56. Capital management (contd.) Note 57. Additional regulatory information required by Schedule III to the Companies Act, 2013 (contd.)
` in Crores
II. The Parent and Indian Subsidiaries have not received any fund from any person(s) or entity(ies), including foreign entities
As at As at
Particulars (Funding Party) with the understanding (whether recorded in writing or otherwise) that the Company shall:
March 31, 2023 March 31, 2022
Borrowings (Notes 22 & 27) [excluding lease liabilities] 767.65 667.93 (a) directly or indirectly lend or invest in other persons or entities identified in any manner whatsoever by or on behalf of the Funding
Less: cash and cash equivalents (note 15) (116.17) (103.30) Party (Ultimate Beneficiaries) or
Net debt (A) 651.48 564.63
(b) provide any guarantee, security or the like on behalf of the ultimate beneficiaries.
Total capital (B) 4,494.12 3,926.99 (vii) The Holding Company and its Indian Subsidiaries do not have any transactions with struck off companies.
Capital and net debt (C=A+B) 5,145.60 4,491.62
(viii) The Holding Company and its Indian Subsidiaries have complied with the requirement with respect to number of layers as prescribed
Gearing ratio (A/C) 13% 13%
under section 2(87) of the Companies Act, 2013 read with the Companies (Restriction on Number of Layers) Rules, 2017.
In order to achieve this overall objective, the Group’s capital management, amongst other things, aims to ensure that it meets financial (ix) The Holding company and its Indian subsidiaries' quarterly returns or statements of current assets filed by the Respective companies
covenants attached to the interest-bearing loans and borrowings that define capital structure requirements, if any. Breaches in meeting with the banks in connection with the working capital limit sanctioned are in agreement with the books of accounts.
the financial covenants would permit the bank to immediately call loans and borrowings. There have been no breaches in the financial
covenants of any interest-bearing loans and borrowing in the current period. Note 58
No changes were made in the objectives, policies or processes for managing capital during the years ended March 31, 2023 and There was a fire in the factory of Berger Becker Coatings Private Limited in Goa, a joint venture of the Group. There was no casualty
March 31, 2022. due to fire. The Group's share of financial impact of the loss due to fire amounting to `25.35 Crores has been duly recognised, following
principles of prudent accounting. Insurance claim for the purpose of recovery has been submitted and is under process.
Note 57. Additional regulatory information required by Schedule III to the Companies Act, 2013
Note 59
(i) The Holding Company and its Indian subsidiaries and Indian joint ventures do not have any benami property held in its name. No
proceedings have been initiated on or are pending against the Holding Company for holding benami property under the Benami Previous year figures have been regrouped, wherever necessary, to confirm to the current year's presentation.
Transactions (Prohibition) Act, 1988 (45 of 1988) and the Rules made thereunder.
Note 60
(ii) The Holding Company and its Indian subsidiaries and Indian joint ventures have not been declared wilful defaulter by any bank or
financial institution or other lender or government or any government authority. All figures are in Rupees in Crores unless otherwise stated. Figures marked with (*) are below the rounding off norm adopted by
the Group.
(iii) There is no income surrendered or disclosed as income during the year in tax assessments under the Income Tax Act, 1961 (such as
search or survey), that has not been recorded in the books of account.
Note 61
(iv) The Group has not traded or invested in crypto currency or virtual currency during the year.
There were no significant adjusting events after end of the reporting period which require any adjustment or disclosure in the consolidated
(v) The Holding Company, its Indian Subsidiaries and Indian Joint Ventures does not have any pending charges which is yet to be financial statements subsequent to the reporting period other than the events disclosed in the relevant notes.
registered with the Registrar of Companies beyond the statutory period. There are instances amounting to `130.16 Crores in the
aggregate in respect of 14 banks for periods ranging between 14 to 40 years where the Holding Company is yet to receive charge
satisfaction letter from the respective banks pending which the charges are yet to be filed with the Registrar of Companies.
(vi) Utilisation of borrowed funds and share premium
As per our report of even date
I. The Parent and Indian Subsidiaries have not advanced or loaned or invested funds (either borrowed funds or share premium or any
For S.R. BATLIBOI & CO. LLP For and on behalf of Board of Directors of Berger Paints India Limited
other sources or kind of funds) to any other person(s) or entity(ies), including foreign entities (Intermediaries) with the understanding
Chartered Accountants
that the Intermediary shall: Firm Registration Number 301003E/E300005
per Vishal Sharma Kuldip Singh Dhingra – Chairman (DIN: 00048406)
(a) Directly or indirectly lend or invest in other persons or entities identified in any manner whatsoever by or on behalf of the Parent Partner Gurbachan Singh Dhingra – Vice-Chairman (DIN: 00048465)
Company (Ultimate Beneficiaries) or Membership Number : 096766 Abhijit Roy – Managing Director & CEO (DIN: 03439064)
Place: New Delhi Kaushik Ghosh – Vice President & CFO (ACA – 059971)
(b) Provide any guarantee, security or the like to or on behalf of the ultimate beneficiaries. Dated: May 15, 2023 Arunito Ganguly – Vice President & Company Secretary (FCS – 9285)
402 403
Contents Corporate Overview Notice Directors’ Report Annexures to Directors’ Report Business Responsibility & Sustainability Report Corporate Governance Report Auditor’s Report – Standalone Annual Accounts – Standalone Auditor’s Report – Consolidated Annual Accounts – Consolidated
Annual Report 2022-23
FINANCIAL SUMMARY OF BERGER PAINTS INDIA LIMITED BERGER PAINTS INDIA LIMITED
(CONSOLIDATED) – FIVE YEARS AT A GLANCE SALES DEPOTS & OFFICES
EAST – 1 DHANBAD CUTTACK
` in Crores DURGAPUR
C/o: Hindusthan Fuels, Kalyanpur, Barwadda Plot No.527, Chaudhury Complex, At-Manguli Square
Dhanbad – 826 004, Jharkhand P.O.: Choudwar, Dist. Cuttack, Odisha – 754 025
2022-23 # 2021-22 # 2020-21 # 2019-20 # 2018-19 G. T. Road, Khairasole, Durgapur – 713 212
Phone: 0671 239 2584/239 2616
Phone: 0343 645158/159/160/136 BHAGALPUR
Revenue from Operations (Net) 10,567.84 8,761.78 6,817.59 6,365.82 6,061.86 (To be shifted to: J. P. Avenue, Sagarbhanga, Durgapur – 713 211) Netaji Subhash Chandra Bose Marg (Central Jail Road) GUWAHATI – 1
P.S.: Tilakamanjhi, Bhagalpur – 812 001 Honuram Boro Path, Kachari Basti, Dispur, Guwahati – 781 005
% Growth 20.61 28.52 7.10 5.01 17.35 HOWRAH** Phone: 74638 86880 Phone: 0361 234 8381/3026/28
Jalan Complex, NH-6, Near Brickfield
Other Income 51.57 64.59 51.49 68.52 60.03 Bipparnapara, Begri, Howrah – 711 411 MUZAFFARPUR GUWAHATI – 2
Mobile: 08282945921 Kolhua Paigamberpur, Purani Motihari Road, Baria C/o East India Technosys Pvt. Ltd., A. K. Dev Road
Materials Consumed 6,730.52 5,429.07 3,868.56 3,725.81 3,699.61 P.S.: Ahiyapur, P.O.: Kolhua Paigamberpur, Dist.: Muzaffarpur Opposite Bethany High School, Behind Gorchuk Police Station
Plot No.97, Andul Road, Howrah – 711 103
Muzaffarpur – 843 108 Guwahati – 781 035
Employee Benefits Expense 609.19 543.12 485.14 452.50 408.51 Phone: 92644 49124/25
KOLKATA – 1 Phone: 0361 227 6289/6288/213 3467/3524 (920 708 1456)
Other Expenses 1,740.93 1,458.52 1,275.91 1,126.52 1,018.20 6C, Rameshwar Shaw Road, Kolkata – 700 014
RAIPUR
Phone: 033 2284 8120/2289 7395/7762 GUWAHATI ++
G D Warehousing, Warehouse No.10 C/o: Vishal Estate, P.O. Gauripur, Mouza Silasindurighopa
EBITDA 1,538.77 1,395.66 1,239.47 1,129.51 995.57 Fax: 033 2289 7084 Behind Raika Rolling Mill, Ring Road Amingaon, Kamrup (Rural) – 781 031, Assam
% to Net Revenue 14.56 15.93 18.18 17.74 16.42 KOLKATA – 2 No. 2, Gondwara, Raipur – 493 221, Chattisgarh Landmark - Near Bramputra Industrial Estate
Godown No. 4A, 4B, 5A & 5C Phone: 0771 661 6601/3/5/614/619 Phone: 9207081456
Depreciation / Amortization 264.03 226.51 211.14 191.01 182.27 C/o. Central Warehousing Corporation SILIGURI JORHAT
1B, Kishore Mohan Banerjee Road, Panihati, Kolkata – 700 114 Near Ramakrishna Ashram, Sahudangi
Finance Cost 99.23 50.72 44.10 47.04 47.24 Dag No. 2143/2565 of P P No.335/652, Charangia Gaon Porbatia
Phone: 033 6500 9700 to 9723 Siliguri, Dist: Jalpaiguri – 735 135
Mouza, Jorhat West Circle, Dist.: Jorhat, Assam
Profit Before Tax & Exceptional Item 1,175.51 1,118.43 984.23 891.46 766.06 KOLKATA – 4 Phone: 76040 23723
TEZPUR**
Share in Profit of Joint Ventures (13.17) 3.86 (5.61) (8.30) (0.90) Apeejay Industries Limited Complex SILIGURI OFFICE
C/o Om Tulshi Warehouse, Nagar Basti
47, Hide Road, P.S. Taratolla, Kolkata – 700 088 C/o: Sona Wheels (P) Ltd, 4th Mile, Sevoke Road
Teen Mile – Tezpur Teen Mile, Tezpur, Assam
Profit Before exceptional Items and tax 1,162.34 1,122.29 978.62 883.16 765.16 Phone: 033 6500 1693/1352/1665/1433 Behind State Bank of India, Salugara Branch
P.S. Bhaktinagar, Siliguri – 734 008 Near All India Radio Center, Adjacent to Chand Ford Showroom
Profit Before Tax 1,162.34 1,122.29 978.62 883.16 765.16 KOLKATA – 5 & 6
Phone: 92333 33455/76040 23727 Village Gotlong, P.O.: Kaliabhomora, Tezpur – 784 024
C/o Shriram Warehousing Pvt. Ltd., NH6, Bombay Road Dist: Sonitpur, Assam
Tax Expense 301.94 289.34 258.90 227.06 271.27 Chamrail, Liluah, Howrah – 711 114 MALDA
Phone: 033 6499 3292/85/84 Kamla Bari, Jadupur, (Sadhlapur), Gabgacchi JAMSHEDPUR
Profit After Tax 860.40 832.95 719.72 656.10 493.89 Malda – 732 101 Near Military Camp, Sundernagar, Tatanagar
PANIHATI+ + Phone: 0759 5094 284/286/287 Jamshedpur, Jharkand – 832 107
Return On Net Worth ( % ) 19.11 21.17 21.27 24.60 20.18 Godown No. 2B & 2C, C/o Central Warehousing Corporation Phone: 0763 509 3823
(To be shifted to: Bypass Road, Mouza - Nityanandapur &
1B, Kishore Mohan Banerjee Road, Panihati, Kolkata – 700 114
Shareholders' Funds : Madanpur Kismat, JL No.112 - 130, Khatian No. LR-1596, 228, RANCHI
Phone: 033 6499 0773/706 752, LR Dag No.346, 346/358, 23/391, 347, 348, 349, 350, 478,
Martin Baken, Village Kharsidag, P.O.: Tetri, Ring Road
Share Capital 97.14 97.13 97.13 97.12 97.11 BARASAT 479, 23/391, PS Malda, Dist. Malda – 732 142, West Bengal,
Ranchi, Jharkhand – 834 010
Plot No.LR-00249, Taki Road, Pirgacha, P.S. Duttapukur Under Sahapur Gram Panchayat)
Reserves and Surplus 4,396.98 3,829.86 3,279.74 2,563.01 2,346.70 Mobile: 07070097309
P.O.: Badu, North 24 Parganas, Barasat, Kolkata – 700 124 MIDNAPORE
RANCHI - ADDITIONAL
Non-controlling interest 8.14 7.17 7.06 7.11 3.45 Phone: 7003961575 180, Bhandari Building, NH6, Rupnarayanpur, Jakpur
Revisional Survey Plot No.113, 431, 432, Khata No.18
West Medinipur – 721 301
Total 4,502.26 3,934.16 3,383.93 2,667.24 2,447.26 PATNA – 1 Thana No.306, Village - Kochbong, Ring Road
TPS Compound, Exide Battery Campus, Near Sonali Mahendra BURDWAN P.S. Namkum, Ranchi – 834 010
Other current and non-current liabilities 3,464.91 3,278.50 2,537.12 2,237.77 2,119.73 Showroom, New By Pass Road, Near Anisabad, Patna – 800 002 3, Alamganj Road, Mouza - Alamganj Phone: 7070097303
Phone: 0612 645 5370 to 645 5385 J L No.31, LR Plot No.697 & 698, Burdwan
EQUITY AND LIABILITIES 7,967.17 7,212.66 5,921.05 4,905.01 4,566.99 Phone: 9233313080
SAMBALPUR
(To be shifted to: TEPL, Mouza - Simli, Murarpur, South of
Global Warehouse, Remed, Sambalpur – 768 006, Odisha
Fixed Assets 3,442.11 2,792.32 2,150.97 2,094.06 1,752.53 National Highway - 31, Patna, Bihar – 800 009)
EAST – 2 Phone: 0789 446 9691
(includes Property,Plant & Equipment, CWIP, PATNA - 3 (To be shifted to: Jalan Estate, NH-6, Remed, Near NEXA
AGARTALA
Intangible assets & Right-of-use assets) Mauza - Simli Murarpur Chanpur, Near Saw Mill, Khayerpur Showroom, Sambalpur – 768 006)
P.S. Malsalami, Survey Thana Patna City Agartala, Tripura (West) Pin – 799 008
Investments (Current and Investments in Joint Venture) 183.11 234.33 355.67 315.17 394.92 Pargana Azimabad, NH 30, Near PB Toll Plaza,
SHILLONG
Phone: 94364 59549/705640509 Near Chief Engineer Office (MES), Lower Nongrim Hills East
Other current and non-current assets 4,341.95 4,186.01 3,414.41 2,495.78 2,419.54 Police Station: Malsalami Tuzi - Govt. of Bihar, Patna – 800 008 (To be shifted to: Khayerpur to Amtali, Near By-Pass Road Khasi Hills, Dist.: Shillong – 793 003, Meghalaya
Jamabandi No.1600 and 2075, Khata No.295, 515, 516 & 517 Uttar Champamura, Opp. Iswar Chandra Colony, P. O. Old Agartala Phone: 0364 253 4901/4903
ASSETS 7,967.17 7,212.66 5,921.05 4,905.01 4,566.99 Khesra (Plot No.538, 705, 709, 707) Phone: 7463886880 P. S. Bodhjungnagar, Dist. West Tripura – 799 008)
SOUTH – 1
Cash Earnings Per Share (`) 11.58 10.91 9.58 8.72 6.96 PATNA-3 - ADDITIONAL BHUBANESWAR
KD Warehouse, Khata No.264, Plot No.187, Kesura, P.O. Bankul GUNTUR
Earnings Per Share - Basic (`) 8.86 8.58 7.41 6.76 5.09 Tauzi No.236, Khesra No.1021 (Part), Thana No.37, Mauza Nagla Police Station: Saheed Nagar, District: Khorda Sridhar & Sridhar Estates, 8-227/3, Bonthapadu Road
South of Karmalichak Bypass, NH - 30, P.S. Malsalami, Bhubaneswar – 751 001, Orissa Etukuru, Guntur – 522 003, Andhra Pradesh
Earnings Per Share - Diluted (`) 8.86 8.57 7.41 6.75 5.09 Patna – 800 008, Phone: 7463886880 Phone: 9937880620 Mobile: 81063 91671 / 99483 47147
Book Value Per Share (`) 46.34 40.50 34.84 27.46 25.20 PATNA (OFFICE ONLY) BHUBANESWAR (OFFICE ONLY) HYDERABAD – 1
Nirmala Complex, 1st floor, Plot No.693 (P), Opp. Amit Hotel Khata No.928/1146, Plot No.1674/3705, New Puri Bypass Road 8-84/11/2, Survey No.688 & 689, Near Sai Geetha Ashramam
Wt Avg No. of Shares 97,14,72,605 97,14,80,501 97,13,86,627 97,13,05,114 97,12,01,378 Vishnupuri, New Bye Pass Road, Anisabad, Patna – 800 002 Kesura Chhak, Jharapada, Mouza – Bhubaneswar Town Devar Yamjal, Medchal, Malkajgiri, Telangana – 500 047
Phone: 97714 89400 Unit No.33, ward No.32, Kharda District, Bhubaneswar – 751 002 Phone: 2980 4277/88/99
Cash Profit 1,124.43 1,059.46 930.86 847.11 676.16
# Figures for these years are as per new accounting standard (Ind AS 116) and Schedule III of Companies Act, 2013. Profit and Loss
and Balance Sheet have been adjusted suitably for considering the impact of this new accounting standard. Hence the numbers are not **
Raw Material Godown
comparable with previous years. ++
Regional Distribution Centre
404 405
Contents Corporate Overview Notice Directors’ Report Annexures to Directors’ Report Business Responsibility & Sustainability Report Corporate Governance Report Auditor’s Report – Standalone Annual Accounts – Standalone Auditor’s Report – Consolidated Annual Accounts – Consolidated
Annual Report 2022-23
HYDERABAD – 2 KOCHI (OFFICE ONLY) BANGALORE - 2A VASAI VADODARA JAIPUR – 2
Door No.10-10/21, New Gayatri Nagar, Opposite SBH Bank Door No. III/835 C, Valiyara Chambers, K.K. Road Sy.No.56/4 (Old Sy.No.56/3), Malonagathihalli Village, Kasaba Unit Nos.47, 48, 49 & 50, Apple Industrial Hub, Pelhar Naka Survey No.497, 498, 499, Landmark - Near Hotel Silver Plate E-103, Road No.7, VKIA, Jaipur, Rajasthan – 302 103
Jillelaguda, Hyderabad – 500 079 Chembumukku, Ernakulam – 682 021 Hobli, Nelamangala Taluk, Bangalore Rural District – 562 123 WEH No.8, Near Tata Service Centre, Nallasopara East Opp. GSFC Main Gate, Dasrath, Vadodara – 391 740
JODHPUR
Phone: 040 2409 7334/2409 4334 Phone: 0484 242 6312/18 Phone: 9243482067 Taluka - Vasai, District - Palghar – 401 208 Phone: 63598 78130
Plot No. G-121, (A, E & F), M. I. A. Basni II Phase
KURNOOL KOLLAM BANGALORE - 4 KOLHAPUR NORTH – 1 Near Poorva Hospital, Jodhpur – 342 003
Door No. 51/15/A/4/8, Sy. No.312/2, 321, Rajiv Nagar, 4/744, 726, 724, 725, Rajkumar Impex, Palamukku, Kannanalloor Block 2, Survey No.209/2 & 209/4, Koralur Village, Hoskote 345/16A, Hupari Road, Opposite Gudmudshing MSEB Power Phone: 0291 274 4262/4792/0499
BHATINDA
Bellary Road, Near Hanuman Weight Bridge, Kurnool – 518 003 P.O. Kollam – 691 576 Taluk, KASABA, Hobli, Bangalore Rural – 500 067 Station, Gudmudshing, Taluka Karveer, Dist.: Kolhapur – 416 119
MCB-Z-8/02464, Gill Complex, Mansa Road KOTA
Phone: 08518 259 677/577 Phone: 0474 2912733/ 2913743 Phone: 0231 261 5755/5855/5955
BANGALORE (OFFICE ONLY) Near ITI Chowk, Bhatinda – 151 001 A-263(C), Indraprastha Industrial Area, Kota, Rajasthan
KARIMNAGAR KOTTAYAM 1st & 2nd floor, Building No.102, Meva Plaza, R.V. Road MUMBAI (OFFICE ONLY) Phone: 0164 224 0239/1239 Phone: 0744 2490168
H.No.8-82/7/18/B, Beside – V-Convention, Vijayapuram Panchayath, Door No. XI/12A, At 47/4, Block-23 V. V. Puram, Bangalore – 560 004 804, Windfall, Sahar Plaza, J. B. Nagar, Andheri Kurla Road
JALANDHAR UDAIPUR
Bommakal Village, Mandal & District: Karimnagar Vijayapuram Village, Manganam Kara, Kottayam – 686 010 Andheri (East), Mumbai – 400 059
MANGALORE Vakiya Abadi, Near Nakodar Road, Village: Khambra Plot No.1, Khasra No.1279-1284, Revenue Village, Nela Savina
Telangana – 505 001 Phone: 0481 257 6481/82 Phone: 022 2834 2001/2/3/4/5 Dist.: Jalandhar – 144 026 Tehsil Girwa, Udaipur – 313 002, Rajasthan
Plot No - 409 & 410, Industrial Area
Phone: 9966710236 NAGPUR Phone: 0181 279 1466/1467 Phone: 9251021606, 9351817901
MADURAI Baikampady, Mangalore – 575 011
TIRUPATI Nedunkulam Main Road, Opp. Idayam Rajendran School Mobile: 092431 82073 R K Warehousing & Leasing, Khasra No.99, Nagpur-Katol Road JAMMU CENTRAL – 1
No.14-39, Opp. G.D.R. Cylinders Samanathan Post, Puliyar Panchayath, Madurai – 625 009 (To be shifted to: Survey No.44/1BP, 44/1BA, 44/2A2, 94, 98 Village: Fetri, Tah & Dist.: Nagpur (Rural) – 441 501 1790/579, Ward No.4, Kikri Morh, Purmandal Road, Lower
Renigunta Industrial Estate, Renigunta – 517 520 Beside NH 66, Kulai Village, Mangalore – 575 014) Phone: 0712 2667118/7119/141/142 DELHI (OFFICE ONLY)
Bripur, Tehsil Bari Brahamna, Dist. Samba – 181 133, Jammu
Mobile: 08772 239395/200 PUDUCHERRY Office No. 29, 1st floor, “C” Block, DDA Market
MYSORE NASHIK (Ward No.4, Kikri Morh Purmandal Road, Lower Birpur
26/4 & 5, Konerikuppam Road, Olavaikkal Village Yojana Vihar, Delhi – 110 092
Baphana Warehousing Gate No.2, Godown No.L1, Mumbai Agra Dist. Samba - 181 133)
VIJAYAWADA Koodapakkam Post, Villanur, Puducherry - 605 502 145/A, Belagola Industrial Area, Near Wipro Ltd., Metagalli Phone: 011 2215 9010/11/25
R.S. No.73/2, Kanuru Donka Road, Prasadampadu Mysore – 570 016 Highway, Village Jaulke, Taluka: Dindori, Dist.: Nashik – 422 202 LUDHIANA
THRISSUR Phone : 9607982101/02 NOIDA (OFFICE ONLY)
Vijayawada Rural – 521 108 Phone: 0821 249 6633/77 Property No.1838, Plot No.B-3 to B-8 & A-4, Focal Point
Building No. XVI 564 B, 564 C, 564 D, Ponganamkad Centre NX - Byte, Office No. 807, Tower No.4, Block A
Phone: 0866 284 3641/42 PUNE Ludhiana – 141 010, Punjab
P.O. Kurichikkara, Thrissur – 680 028 VIJAYAPURA Plot No.17, Tech Zone - IV, Greater Noida (west)
Mobile: 09246494620 C/o Khutwad Warehouse, Sr. No. 164, Fursungi Village Road
Phone: 0487 269 5003/5001 Plot No.35/36/37 & 38, KIADB Industrial Area, Aliyabad Block ZIRAKHPUR Gautam Budh Nagar , U.P. – 201306
VISAKHAPATNAM Vijayapura – 586 104 Fursungi, Taluka Haveli, Dist.: Pune – 412 308 Khasra No.725-729, Village Nabha, Zirakpur Patiala Road
Fax: 0487 269 5003 JANAKPURI
Plot No. 188, D-Block, IDA, Autonagar, Visakhapatnam – 530 012 Phone: 08352295117 Phone: 020 6478 4010 to 25, Fax: 020 2698 0338 Opposite Hotel Radisson, SAS Nagar, Zirakhpur – 140 603, Punjab
THRISSUR+ + (To be shifted to: Gut No.1100, Near Divya Jivan Vatika Ashram Plot No. B-2 & B-3, A-1B Market, Block A-1, Pankha Road
Andhra Pradesh, Phone: 0891 254 5936/257 8396 Phone: 01762 295378
Building No. XVI 564 E, 564 F, 564 G, 564 H, Ponganamkad HUBLI Pune Saswad Road, Wadki, Pune - 412 308) Janakpuri, New Delhi – 110 058
SOUTH – 2 Centre, P.O.: Kurichikkara, Trissur – 680 028 Bembalgi Farms, Next to Jain Mandir SRINAGAR Phone: 011 2562 3741/3742
P. B. Road, Gabbur, Hubli – 580 028 RAIGAD ** Sutho Kathair Bagh, Tehsil-Chadoora, Dist.-Budgam, Srinagar – 15 Fax: 011 2554 8654
ALLEPPEY Phone: 0487 269 5001/5003/7800, Fax : 0487 269 5003 Plot No.104/2A-1,2A-2,2B,2K, 4&6, Jasai,
Phone: 0836 221 8027/28 Phone: 0194 231 5050/5051
Door No: EP/12/41A Eramalloor – Ezhupunna Road, Ezhupunna JNPT Road, (Nhava Sheva), Uran, Raigad, Maharashtra MANDOLI
TIRUNELVELI
Panchayat, Ward No.12/36, Eramalloor P.O.: Cherthala Taluk WEST – 1 NORTH – 2 Godown No. JR-2 & JR-10, JR Complex
200-E/2/1,Tiruchendur Road, Samathanapuram SOLAPUR
Alleppey – 688 537 Gate No.1, Sewadham Road, Mandoli, Delhi – 110 093
Palayamkottai, Tirunelveli – 627 002 AURANGABAD "Lonawat Arcade", Gate No.301/2B, Pune Road, At Post: Kondi AMBALA
Phone: 9249477085/0478 2872366 Phone: 011 2234 1422/2255
Phone: 0462 257 3315/16 C/o: Suman Plastics, Unit - II Taluka – North Solapur, Solapur – Pune Highway Khasra No. 18/18, 24, 28/4/1, Kuldeep Nagar, Opposite Asa Ram
CALICUT Gut No.63/P, Dhule - Solapur Highway, Sahajpur Dist.: Solapur – 413 006 Public School, Village – Shahpur, Dist. & Tehsil: Ambala MUNDKA INDUSTRIAL
TRICHY
Door No. III/102 D, (New No XV/517 B), Ground Floor, Parammal Taluka & District - Aurangabad – 431 136 Phone: 0217 235 7214 Haryana – 133 004 Khasra No. 87/22, Opposite Metro Pillar, No. 617
New No.1/231 and Old No.1/175B Phone: 0171 261 1060/80/653 0142 Vodafone Gali No.12, Near Hiran Kudna Mode, Mundka
Junction, Near ALPB School, Parammal, N H Bypass Road Phone: 9225304115
Thayanu Main Road, Punganur Panchayat, Srirangam Taluka AMRAVATI New Delhi – 110 041
Azhinhilam, Malapuram – 673 632, Calicut, Kerala AMBALA (OFFICE ONLY)
Tiruchirappalli – 629 009 BHIWANDI Survey No.4/3, Part, Mouja – Mhasla, Anjangaon Bari Road Mobile: 092124 07446/092124 03585
Phone: 0483 283 2144/2244 Survey No.178, Building No.180/1-3
Gala No. 63/66, Indian Corporation, Opposite Gajanand Petrol Near Raisoni College, Amravati – 444 701
TRIVANDRUM Rai Market, Ambala Cantt.
CALICUT - ADDITIONAL Pump, Mankoli Naka, Dapode, Dist. Bhiwandi, Thane – 421 302 MUNDKA ++
G.H. Auditorium, Vazhuthoorkonam, Malayinkeezhu PANVEL Khasra No.89/3 (2-19), 4(4-16), 89/7, (4-16) 8(5-13),
Building No.V P 2/387A, Parammal Azhinjillam Road Mobile: 092722 35567/092233 10818 BIKANER
P.O. Machel, Thiruvananthapuram – 695 571 Warehouse No.435, situated at Survey No.146, 147, 148, Ajivali 13(4-10), 14(4-6), Village - Tikri Kalan, Mundka
Near Bhavana Bus Stop, Azhinjillam, P.O.: Malappuram – 673 632 Plot Nos. F-210 and F-211, Karni Industrial Area, Phase-2nd
Phone: 0471 228 4027 BHIWANDI Village, NH 4, Old Mumbai Pune Highway New Delhi – 110 041
Phone: 7034513005 Near Pugal Road Flyover, Bikaner, Rajasthan – 334 004
Fax: 0471 228 0102 Gala No. 64/65, Indian Corporation, Opposite Gajanand Petrol Panvel – 410 207 Phone: 09560455401
Phone: 0151 297 0034/37 & 225 0085
CHENNAI – 1 Pump, Mankoli Naka, Dapode, Dist. Bhiwandi, Thane – 421 302
TRIVANDRUM (OFFICE ONLY) JALGAON OKHLA
10, Noombal Main Road, Velappanchavadi Phone: 0252 265 0211/0212 FARIDABAD
Building No.53/372 (7), 53/372 (8), Second floor 2202/1, Near Tata Service Center, A-99/3, Okhla Industrial Area, Phase-II, New Delhi – 110 020
Chennai – 600 077 Mobile: 092233 10818 Plot No. 40, Sector-6, Faridabad – 121 006
Golden Palace Plaza, Estate Road, Pappanamcode Jalgaon Nasirabad Highway, Jalgaon – 425 309 Phone: 011 2638 4714/4796/7256
Phone: 9025906243 (To be shifted to: Building No.C-2, Gala No.1 to 5, Sumit Logistic Phone: 78388 38148/75960 03970
Thiruvananthapuram - 695 018 Fax: 011 2638 5644
and Industrial Park, Kukse - Borivile Village, Mumbai Nashik WEST – 2
CHENNAI – 2 FARIDABAD-2*
SOUTH – 3 Highway, Taluka - Bhiwandi, District - Thane – 421 302) D-14/2, Okhla Industrial Area, Phase-II, New Delhi – 110 020
Door No.14, M.T.H. Road AHMEDABAD Building No. 2, Killa 3, 4, 7, 8, 13, 14/1, 17, 2, 18, 23, 24/1, 26
Survey No. 298 and 300, Near Khodiyar Mata Temple Rectangle 31, Kh. 346/385, Rectangle 23, Killa 4/2/1, 7/2/2/2 Phone: 011 2638 3772/6008/3258
Ambattur, Chennai – 600 098 BENGALURU – 1 GHATKOPAR
Phone: 044 26357835 to 38 Survey No.43, New CMC No.7/43 & 43/1 Pattanwala Glass Works, Chirag Nagar, LBS Marg (Landmark-Concept Jeep Workshop), Sanathal Cross Road Sector 145, Village Seekri, Tehsil, Ballabgarh, Faridabad – 121 004 PUNJABI BAGH
Kechenahalli Gramma, R. V. Niketan Post Ghatkopar (West), Mumbai – 400 086 SP Ring Road, Village Sanathal, Taluka - Sanand 102 & 103 DDA Transport Centre, New Rohtak Road
COIMBATORE ROHTAK
8th Mile, Kengeri Hobli Road, Bengaluru – 560 059 Phone: 022 2516 8355/7398/9414 Dist.: Ahmedabad – 382 210 Punjabi Bagh, New Delhi – 110 035
S.F. No. 9/1A2, Rangavale Compound, Metupalayam Road Killa No.147/20, 147/19, Village Moja Bahu
Phone: 080 2848 4433/34/2670 3311 Fax: 022 2516 6406 Phone: 92272 54514/92272 54515 Phone: 011 2831 2460/2461/6922/6933
Thudiyalur Post, Coimbatore – 641 034, Tamilnadu Akbar Sirsa Road, Rohtak – 121 004
Fax: 011 2831 3880
Phone: 0422 2644 508/2644 132/2644 271/436 8288 BENGALURU – 3 GOA RAJKOT
GURGAON
Plot No.32, Peenya III Phase Industrial Area Inteloc-S1, Rhea-Estate, NH-17, Village Nuvem, Taluka Salcete Shreenathi Warehouse, Survey No.129, RITHALA
HOSUR Kataria Complex, Khasra No.10947/7283/2918/1 & 2
Bengaluru – 560 058 Dist.: South Goa, Goa – 403 604 Near Prayag Industrial Estate, Rajkot Jamnagar Bypass Daultabad Road, Industrial Area, Gurgaon – 122 001 Khasra No. 915-916, Guleria Complex
Block 5, 167/1C, Avigna Industrial Park, Nagondapalli Village 150, Ft. Ring Road, Navagam Anandpar, Rajkot – 360 006
Phone: 080 283 77778/283 77668 Phone: 0832 279 1758/1959 Phone: 0124 225 5471/72/73 Rithala Village, New Delhi – 110 085
Hosur Taluk, Krishnagiri District, Tamil Nadu – 635 110 Phone: 90330 01757 Phone: 011 2705 6582/584/585
Fax: 0832 2791 960
Mobile: 96297 74931 BENGALURU+ + JAIPUR (OFFICE ONLY)
Survey No.250, Huchhegowdanapalya, T. Begur Grama Panchayat CHAKKAN++ SURAT Plot. No. 114A-115A, Jhotwara Industrial Area CENTRAL – 2
KANNUR Survey No.8/A and 8/B, Next to Saraswati Vidyalay School
& Post, Nelamangala Taluq, Bengaluru Rural District Survey No.300/1, Village Bhamboli, Near Chakan MIDC, Jhotwara, Jaipur – 302 012 AGRA
C/o. Western India Cottons Godown, PPXIII/66, P.O.: Pappinisseri Gram Saniya Hemad, Surat, Gujarat – 394 210
Karnataka – 562 123 Taluka - Raj Guru Nagar (KHED), District - Pune – 410 501 Phone: 0141 234 4054/4213/4162 C-9, Site-C, UPSIDC, Industrial Area, Sikandra, Agra – 282 007
Dist.: Kannur, Kerala – 670 591 Phone: 9227951500
Phone: 080 2773 3557 Phone: 92722 35567/97684 35260 Fax: 0141 234 4054 Phone: 05622531422, 92196 311688
Phone: 0497 278 6556
* Proposed New Depot
++
Regional Distribution Centre
++
Regional Distribution Centre ** Raw Material Godowm
406 407
Contents Corporate Overview Notice Directors’ Report Annexures to Directors’ Report Business Responsibility & Sustainability Report Corporate Governance Report Auditor’s Report – Standalone Annual Accounts – Standalone Auditor’s Report – Consolidated Annual Accounts – Consolidated
Annual Report 2022-23
BAREILLY
Clutter Buck Ganj, Opp. GTI 7th Km. Stone
GORAKHPUR
NH-28, Gorakhpur-Lucknow Road, Village - Hariya / Ekdanga
RUDRAPUR
Industrial Plot No. 46, Land No.453 & 454, PO: Bhagwara
BRITISH PAINTS DIVISION
Bareilly – 243 502, Uttar Pradesh Post, Baharampur, Gorakhpur - 273 010 Kicha Road, Rudrapur - Udham Singh Nagar SALES DEPOTS
Phone: 0581 256 0340/0940 Tehsil Rudrapur, Dist: Udham Singh Nagar, Uttarakhand – 263 153
HALDWANI Phone: 82181 37211 WEST DELHI FARIDABAD JAMMU JAMSHEDPUR
DEVLA+ + C/o: Vintage Green Marriage Lawn, Village - Jeet Pur Negi
VARANASI Khasra No.87/20, Village- Ghevra, Mundka SSI Plot No.-20, NH-5 NIT- Faridabad – 121001 Ground Floor, Phase -3, Near Nidra Showroom N S -10, 2nd Phase, Industrial Area, Adityapur
Khasra No. 09, Gulistanpur, Surajpur Dadri Road / I.C.D. Dadri Rampur Road, Haldwani, Dist: Nainital
Gulistanpur Road, Near IOC Petrol Pump, Devla Uttarakhand – 263 139 Pama Complex, DLW Road Delhi – 110041 Phone: 0129-4037440, 2426440 Industrial Area, Gangyal, Jammu – 180010 Seraikella Kharsawan, Jharkhand – 832109
Greater Noida – 201 306 Shivadaspur, Lehartara,Varanasi – 221 002
Phone : 05946-293144, 9068547532 Phone: 9015554160 Email : [email protected] Phone: 09596776481 Phone: 8287070453
Phone: 98732 97507 Phone: 0542 237 1041/42
HARIDWAR Email: [email protected] Email: [email protected] Email: [email protected]
FAIZABAD GURGAON
GHAZIABAD Kharsa No.11,Village Sultanpur Majri C 13, 14 & 15, Industrial Area, Site No.1, Haripur Jalalabadl SOUTH DELHI 2nd Milestone, Killa No, 6/25, Basai Road SRINAGAR PUNE
Cloud-9 Resort, Opposite Uttam Toyota, Meerut Road Bahadrabad, Haridwar – 249 402 LKO Road, Faizabad, Ayodhya – 224 001
Ghaziabad – 201 003 Mobile: 070600 05163/070600 07153 Khasra No. 407 Krishan Nagar, Gurgaon (HR) – 122001 Ground Floor, Khasra No.1578, Khevat No.44 Krushnai Warehouse, Sr.no-43/2/2 Manterwadi
Phone: 0120 640 2043/44 CENTRAL – 4
JHANSI Near Raja Polutry Farm Phone: 0124-3295330/2300061 Shiekh Complex, Opp Shuhul Automobiles Uruli Devachi, Tal. Haveli Dist. Pune – 412308
MORADABAD Khasra No.467, Mauja-Bijauli, Rajgarh Lalitpur Road BHOPAL Sultanpur, New Delhi – 110030 Email: [email protected] Pharoo Road, NR- NH-1A, Nowgam By-pass Phone: 7620653711, Mobile: 9325181849
Khasra No.2540, 2541, 2553, 2554, 2555, 2557, 2558, 2559, Opp. PAC, HQ - Gate No.3, Jhansi, Uttar Pradesh – 284 135 Khasra No 111/1/1/2/5, Landmark – Reshumrao Hotel
PH No 21, RI No 2, Village Aadampur Chawni Phone: 9015554164 Srinagar – 190015 Email: [email protected]
2560 and 2583, Lakhari Fazalpur Industrial Area Phone: 7525037038 PANIPAT
Gram – Aadampur, Tehsil Huzur Email: [email protected] Phone: 0194-2315258-60
Opp. Islam Export, Near Delhi Mini Bye Pass Road New Risalu Road, Behind M.J.R Public School NASIK
SITAPUR Dist.: Bhopal – 462 021, Madhya Pradesh
Moradabad – 244 001 Email: [email protected]
C/o: Singhania Agro Industries Pvt. Ltd., Village Ram Nagar Mobile: 099260 11445/078699 29587 EAST DELHI Adjoining Annapurna Banquet Hall, Plot No.02 Baphana Werehousing Pvt. Ltd, Gate No 103
Phone: 9045018036
Sitapur - Hardoi Road, Sitapur – 261 001, Uttar Pradesh GWALIOR Godown No. MJ-11, J.R.Complex Panipat, Haryana – 132103 ANANTNAG Ambe Hills, Mumbai Agra Road, Village Jaulke
MEERUT Phone: 9519978333/9519973444 Survey No. 1610, Beside Saroj Fuel Shoppe
44/257, Rithani, Delhi Road, Meerut – 250 103 Mandoli, Delhi – 110093 Phone: 9541209805/8199000961 Khewat No. 12, Khasra no 22/1 and 22/2 Tal Dindori, Distt. Nashik – 422206
KANPUR (BPCL Petrol Pump), Near Vicky Factory Cross Road
Jhansi Road, Gwalior – 474 001 Email: [email protected] Email: [email protected] National Highway 44, Mallapora, Anantnag Phone: 7620653714
CENTRAL – 3 Plot No.418, 419 & 420, Bhaunti Station Road
Mobile: 73548 81101/92356 00341 Kashmir – 192102 Email: [email protected]
Tahsil: Bhimsen, Kanpur Nagar, Uttar Pradesh – 209 305 GHAZIABAD HALDWANI
ALLAHABAD
Phone: 75250 37037 INDORE Phone: +91 01931294620
Khasra No.54, Chakrana Tiwari, Arail, Tehsil - Karchana C-213, site-1, Buland Shahar Road Opposite Kattha Factory, Devalchaur Kham MUMBAI
Sunidhi Warehouse, Jio Fi: +91 8586841871
Near Chaka Block Hospital, CO Road, Allahabad – 211 008 LUCKNOW Industrial Area Lal Quan-Ghaziabad (UP) Rampur Road, Haldwani, Distt Nanital Plot No.-A 784 TTC Industrial Area Khairane
Near New Sunidhi Petrol Pump, Nemawar Road
Mobile: 075230 84888 389, Vill. Ahmedpur URF Kamalapur, Post Mati Email: [email protected]
Palda, Indore, Madhya Pradesh – 452 020 Opposite Silver City Cinema Uttrakhand – 263139 Khairane Belapur Road, Navi Mumbai – 400709
DEHRADUN Bijnore - Sisendi Road, Lucknow – 226 002 Phone: 073 165 5210/06/07
Phone: 0522 2320 431 / 434 / 419 Phone: 0120- 4164110 Phone: 05946-234126 GUWAHATI Phone: 9320933850/9324134327
Khasra No.891, Vill.: Majra, Opp. Transport Nagar JABALPUR
Near Himalayan Drugs Factory, Dehradun – 248 001 LUCKNOW (OFFICE ONLY) Email: [email protected] Email: [email protected] Opp. B.P Petrol Pump, Near Lakhra Email:: [email protected]
C/o Shiv Smriti Marketing, Matani Warehouse, Patan Bypass
Phone: 0135 654 5014/15/17 Ground,1st & 2nd floor, B-22, Sector-B, Aliganj Chouraha, Patan Road, Gram Sukha, Jabalpur – 482 002 Charali, NH-37, Post Office-Saukuchi
(To be shifted to: Khasra No.75/3 & 77/44, Mohabewala Industrial NOIDA DEHRADUN KOLHAPUR
Lucknow – 226 024 Madhya Pradesh Guwahati – 781034, Assam
Area, Saharanpur Road, Dehradun - 248 001) Phone: 0522 232 0431/434/419 Phone: 078690 01276/72 H-102 & 103, Sec-9, Noida – 201301 238, Mohabewala Saharanpur Road 131/3, Desai Panand Sangli Phata
Phone No.: +918811081316
Phone: 0120- 2532251, 9015554437 Near Sai Baba Mandir, Dehradun At Post Shiroli (Pulachi), Taluka Hatkanangle
iTrains (Fixed) Email: [email protected] Uttrakhand – 248001 SILCHAR Distt.- Kolhapur, Maharastra – 416122
Phone: 766913 8409 C/o Kay Dee Cold Storage Pvt Ltd, Ramnagar Email: [email protected]
KOLKATA GHAZIABAD CHENNAI KANPUR
Vocational Training Centre, Room No.101 & 102, 1st floor Khasra No.1038, 1039, 1041 & 1042 2nd Floor, Ambattur Govt. ITI Boys’ Campus Email: [email protected] Opposite: ISBT, Silchar, Cachar
84/1-B, Fazalganj, Industrial Area AHMEDABAD
Karigori Bhawan, Plot No. B-7, AA – 111, Rajarhat Meerut Road, Ghaziabad Near Ambattur Telephone Exchange Bus Stop Assam – 788003
Kanpur – 208012 ZIRAKPUR Godown No.7, Jamnagar Estate
New Town, Kolkata – 700 160 JALANDHAR Ambattur, Chennai – 600 098 Phone: 03842-268-268
Vakiya Abadi, Village- Khambra, Near Nakodar Road Phone: 07668074913, 9310246973 Khata No.205/208, Khasra No.15/2/1 Behind Alfa Hotel, N.H.No.8
JAMSHEDPUR TIRUNELVELI Email: [email protected]
Jalandhar – 144 026 Plot No.1, 2nd Floor, Vijay Tower, Shankar Colony Email: [email protected] Hadbast No.234, Chandigarh Zirakpur Aslali, Ahmedabad – 382427
KMPM Inter College Campus, Main Road, Bistupur
Bistupur North Range, Jamshedpur (NAC) – 831 001 FARIDABAD Thiruchendur Road, Palayamkottai, Tirunelveli – 672 002 Highway, Opp. Jai Mata Marble Zirakpur AGARTALA Phone: 8347816350 , 9376857169
Plot No.40, Sector 6, Faridabad – 122 006 ALLAHABAD
PATNA BANGALORE Near Ramada Hotel, Tehasil- Dera Bassi Dhaleswar Road No.-1,Agartala Email: [email protected]
623-624, Transport Nagar
Tauji No.5243, Khata No.190, Khesra No.693 DELHI Survey No.43, New CMC No.7/43 & 43/1 Dist. S.A.S Nagar, Mohali – 140603 Tripura (W) – 799007
Vishnupuri, New Bypass Road, Anishabad 102 & 103 A, DDA Transport Centre Kechenahalli Gramma, R.V. Niketan Post, 8th Mile Allahabad – 211011 BARODA
Police Station – Garden Bagh, Patna – 800 002 New Rohtak Road, Punjabi Bagh, New Delhi – 110 035 Kengeri Hobli, Mysore Road, Bangalore – 560 059 Phone: 01762-527112-13-14 Phone: 0381-2302244/8881848838
Phone : 0512-2230014/7668074987 Industrial Casting, Block No. 4/26, BIDC
JAIPUR Email: [email protected] Email: [email protected]
GUWAHATI TRISSUR Email: [email protected] Industrial Estate, Gorwa Road, Baroda – 390016
114A-115A, Jhotwara Industrial Area, Jaipur – 302 012 Building No.4/291/3, 1st Floor, Trinity Building,
Hanuman Boro Path, Kachari Basti, Dispur AMRITSAR PATNA Phone: 0265-2282050, 8920246178 &
Guwahati – 781 005 SURAT Paravatti Sy. No.839/3, Ollukkara Village, Kaalathode AGRA
Block No.1 & 2, Gayatri Ganga Nagar, Near Makanij Park Trissur – 680 655 Khasra No.1301 Plot No. 369, Patel Colony Road, 7069026599
BHUBANESWAR 13A/756/1A, Shadra Chungi, Firozabad Road
Adajan Road, Adajan, Surat – 395 009 Opposite Chatwal Petrol Pump, G.T Road West Transport Nagar, Patna – 800026 Email:- [email protected]
1582/5964, Pandara, Rasulgarh, Bhubaneswar – 751 010 KOCHI Agra – 282006
(To be shifted to: Plot No.1674/3705, New Puri Bypass Road PUNE Door No.III/835D, Valiayara Chambers, K K Road Sultanwind, Near Tarawala Pull, Amritsar Phone: 9999116827, 9999116830 & 7678174817
1/31, 2nd floor, Shanti Chambers, Chafekar Chowk Chembumukku, Kochi – 682 021 Phone: 888 184 8830, 9837481803 RAJKOT
Kesura Chhak, Jharpada, Bhubaneswar – 751 002) Phone: 9569360416 Email:[email protected]
Chinchwad, Pune City – 411 033 Email: [email protected] Anand Logistic & Commercial Park
INDORE CALICUT Email : [email protected]
MUMBAI Door No.III/102 D, (New No.XV/517B), Ground Floor MUZAFFARPUR Godown No.09, Gam Sokkhda, Survey No.97
Sunidhi Warehouse, Near New Sunidhi Petrol Pump Pattanwala Glass Works, Chirag Nagar, LBS Marg GORAKHPUR
Nemawar Road, Palda, Indore – 452 020 Parammal Junction, NH Bypass Road, Near ALPB School LUDHIANA Khata No. 179, Khasra No. 260 & 261, Tal Dist.- Rajkot, Near Sat Hanuman
Ghatkopar (West), Mumbai – 400 086 Khatta No. 337/162, Village Chhapiya Khajni
Parammal, Vazhayur Village, P.O. Azhinjilam
DEHRADUN AHMEDABAD B-23-2581/10, Industrial Area-A, R.K. Road Mansurpur Chamarua, Near Pakhri, Rewa Road New 150 Ft Ring Road, Behind Transport
Calicut – 673 632 Road, Naushad, Gorakhpur – 273001
Khasra No.914 (Old Khasra No.756), 1st Floor Elite Magnum, office No.901 & 902, 9th floor Ludhiana – 141003 P.O Chamarua, P.S Karja Block Marwan, Nagar, Rajkot Jamnagar By Pass Road
Doon Guest House, Near Transport Nagar, Dist. Dehradun Opp. Utsav Elegance, Near Bhuyangdev Cross Road KOTTAYAM Phone: 766 8074844
Bhuyangdev, Ahmedabad – 380 061 M. C. Road, Cement Junction, Nattakam P.O Phone: 0161-2220270, 95697-54425 Distt. Muzaffarpur – 843113 Rajkot, Gujrat
Email: [email protected]
GURGAON Opp. Vision Honda Showroom, Kottayam – 686 013 Email: [email protected] Email: [email protected] Phone: 8920246595
Khasra No.10947/7283/2918/2, Daultabad Road VIJAYAWADA
House No.7-151, Ward No.7, R.S. No.119/8, Ramavarapadu TRIVANDRUM VARANASI Email: [email protected]
Industrial Area, Gurgaon JALANDHAR RANCHI
Vijayawada Rural – 521 108 Building No.53/372(9), 53/372(10) 3rd floor Pama Complex, Near Vishal Auto Agency
LUCKNOW Golden Palace Plaza, Estate Road, Pappanamcode Asiatic Compound, Usha Dharma Kanta Garkhantga, Near Tonko Bridge INDORE
HYDERABAD Lahartara DLW Road, Laharatra, Varansi
Ground Floor, Sector – B, House No.A1/18 10-10/21, New Gayatri Nagar, Opp. SBH Bank, Jillelguda Thiruvananthapuram – 695 018 Basti Bawa Khel, KPT Road Beside Vashnavi Car Cell & Service Dewas Naka, Behind Agarwal
Aligang, Lucknow – 24 Uttar Pradesh – 221103
R R District, Telengana – 500 079 Jalandhar – 144021 Hatia, Ring Road, Ranchi – 834003 (Jharkhand) Tolkata, Lasudia Mori, Indore – 452010
Phone: 0542-2372278 / 7668074578
Phone: 93241 35319, 9569652492 Phone: 9304173252 & 9999116805 Phone: 9300343559/9907998897
Email: [email protected]
++
Regional Distribution Centre Email: [email protected] Email: [email protected] Email: [email protected]
408 409
Contents Corporate Overview Notice Directors’ Report Annexures to Directors’ Report Business Responsibility & Sustainability Report Corporate Governance Report Auditor’s Report – Standalone Annual Accounts – Standalone Auditor’s Report – Consolidated Annual Accounts – Consolidated
Annual Report 2022-23
BRITISH PAINTS DIVISION Notes
SALES DEPOTS
BHOPAL TIRUPATI CALICUT KOTA
C/o Adhish Industries,11A, J.K Road 11-15, 3rd Main Road Extension, Building No. 17/678 (Old No.9/156/D) M/S S.S. Industries, E-28, Industrial Area
Industrial Area, Govindpura Industrial Estate, Opp: CRS Gate Olavanna Bazar, Olavanna Opp. Multimetals, Kota – 324007 (Rajasthan)
Bhopal (MP) – 462021 Renigunta – 517506 P.O.- Calicut – 673 019 Mobile: 8287071833
Phone: 07060317060 Phone: 9989210030 Phone: 0495-2430492, 8590059084, Email: [email protected]
Email: [email protected] Email: [email protected] Email: [email protected]
UDAIPUR
KATNI VIJAYWADA TRIVANDRUM D-41, Transport Nagar, Goverdhan Vilas
Maihar Road, N.H. 7, Chaka, Satguru, Plot No.77, Jawahar Auto Nagar 16/78A, Parameswaram, Mudakkal Udaipur, Rajasthan – 313001
Dharamkata Premises, Katni (MP) – 483501 Vijayawada – 520007, Andhra Pradesh P.O.- Venjarammoodu, Kerela – 695103 Email: [email protected]
Phone: 08920247392 Phone: 9866711786 Mobile: 82870 70018
DIBRUGARH
Email: [email protected] Email: [email protected] Email: [email protected]
Dag No.-556, VILL- NIZ Lahol
RAIPUR
ANANTAPUR BANGALORE Dibrugarh East, Dibrugarh – 786010
GD Warehousing, Ring Road No.2,
Sr.No 42-2, Beside Prajashakthi 219, 11th Main, 2nd Cross, 3rd Phase, Peenya Phone: 8586984162
Opp. Reliance Petrol Pump, Gondwara, Raipur
Publishers, Old VRL Godown, Bellary Industrial Estate, Bangalore – 560058 Email: [email protected]
Chattishgarh – 493221
Road, Papampeta, Anantpur – 515001 Phone: 8088640704
Phone: 0771- 4000640, 4000641
Phone: 9113904785 Email: [email protected]
Email: [email protected]
Email: [email protected]
HUBLI
BILASPUR
COCHIN Shine Industries,
Khasra No- 487/1, 487/2, Raipur Main Road
Building No. 383/B/18 (Old No.6/296/D) Plot No. N/13, IInd Cross, Industrial Estate
Near High Court, Bodri Bilaspur, C.G.
Nadakkaparambil, Edayar, Binanipuram (PO) Gokul Road, Hubballi – 580030
Phone: 8602192685
Eranakulam – 683502 Phone: 0836 2200855
Email: [email protected]
Phone: 0484- 2532464, 8590059083, 9349270295 Email: [email protected]
HYDERABAD Email: [email protected]
JAIPUR
3-13-142/404 on Plot No 404 & 405
THRISSUR A-145, Jagdamba Nagar
Gokul Nagar, Mallapur under GHMC Kapra
Circle, Uppal Mandal, Medchal, Malkajgiri 3/293, Near Jerusalem Retreat Center Behind Herapura Power House
District, Telangana – 500076 Thalore P O, Thrissur – 680306, Kerala Near Dasshera Maidan, Jaipur – 302021
Phone: 9397020914 Phone: 9999116832/ 0487-2430172 Phone: 0141-3153943
Email: [email protected] Email: [email protected] Email: [email protected]
410 411
Contents Corporate Overview Notice Directors’ Report Annexures to Directors’ Report Business Responsibility & Sustainability Report Co
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